Please consider this notice that the Board of Directors (“Board’) of Stoney Glen Community Association, Inc. (“Association”) resolves to hold a Special Meeting (“Meeting”) of the Board at 6:00pm on July 31st, 2019 at Stoney Glen Oak Hollow Pool- tennis courts- for the purpose of appointing Directors to fill two vacancies on the Board.
As you may be aware recently several Directors resigned from the Board. The Association is; in addition to being the property owners’ association; responsible for enforcing the covenants, restrictions and affirmative obligations of the Association’s Declaration, a Virginia nonstock corporation. The Board is authorized to act on behalf of the Association and, pursuant to Article IV of the Association’s Articles of Incorporation, the Association shall be managed by a three member Board.
Currently there is only one Director remaining on the Board. The remaining Director consulted with the Association’s legal counsel regarding how to fill the two current vacancies on the Board and was advised that, under applicable law (specifically the Virginia Nonstock Act), because the vacancies on the Board have resulted in the Directors remaining in office constituting fewer than a quorum of the Board, that the remaining Director may fill the vacancies by the affirmative vote of the sole Director who remains in office. Accordingly, at the upcoming Meeting the remaining Director will vote to appoint two persons to fill the two vacant Director positions, with such persons to serve until the next annual meeting of the Association’s members, at which time their successors may be elected.
Please note, there will be provided at the Meeting a designated period of time for Association members to comment on the topics listed on the Meeting’s agenda.
The agenda for the July 31st meeting can be found here
Should you have questions you may contact Stoney Glen Home Owners Association, Erin Duffus; SGHA@stoneyglen.com; 804-720-5552.