The Board of Directors, by resolution adopted by a majority of the full Board of Directors, may designate and appoint one or more committees, each of which shall consist of two or more directors, which committees, to the extent provided in such resolution or in the Articles of incorporation or Bylaws of the Association, shall have and may exercise the authority of the Board of Directors in management of the Association. Provided, that no such committee shall have the authority of the Board of Directors in reference to amending altering or repealing the bylaws, electing, appointing or removing any member of any such committee or any director or officer of the Association; amending the Articles of Incorporation adopting a plan of merger or adopting a plan of consolidation with another corporation, authorizing the sale, lease or exchange of all or substantially all of the property and assets of the Association other than in the ordinary course of business; authorizing the voluntary dissolution of the Association or revoking proceedings therefor; adopting a plan for the distribution of the assets of the Association or amending, altering or repealing any resolution of the Board of Directors which by its terms provides that it shall not be amended, altered or repealed by such committee. Provided, further, that this Article shall not apply to the ACC, which is governed by the Declaration. All committees so appointed shall keep regular minutes of the transactions of their meetings and shall cause them to be recorded in books kept for that purpose in the office of the Association. The designation of any such committee and the delegation of authority thereto, shall not relieve the Board of Directors, or any member thereof, of any responsibility imposed by law.