Ohio § 5311.08

§ 5311.08.

(A)(1) Every condominium property shall be administered by a unit owners association.  All power and authority of the unit owners association shall be exercised by a board

of directors, which the unit owners shall elect from among the unit owners or the

spouses of unit owners.  If a unit owner is not an individual, that unit owner may nominate for the board

of directors any principal, member of a limited liability company, partner, director,

officer, or employee of that unit owner.  The majority of the board shall not consist of unit owners or representatives from

the same unit unless authorized by a resolution adopted by the board of directors

prior to the board majority being comprised of owners or representatives from the

same unit. (2) The board of directors shall elect a president, secretary, treasurer, and other officers

that the board may desire. (3) Unless otherwise provided in the declaration or the bylaws, all meetings of the unit

owners association are open to the unit owners, and those present in person or by

proxy when action is taken during a meeting of the unit owners association constitute

a sufficient quorum. (4)(a) A meeting of the board of directors may be held by any method of communication, including

electronic or telephonic communication provided that each member of the board can

hear, participate, and respond to every other member of the board. (b) In lieu of conducting a meeting, the board of directors may take action with the

unanimous written consent of the members of the board.  Those written consents shall be filed with the minutes of the meetings of the board. (B) Except as provided in division (A)(1) of this section, the unit owners association

shall be governed by bylaws.  No modification of or amendment to the bylaws is valid unless it is set forth in

an amendment to the declaration, and the amendment to the declaration is filed for

record.  Unless otherwise provided by the declaration, the bylaws shall provide for the following: (1)(a) The election of the board of directors of the unit owners association; (b) The number of persons constituting the board; (c) The terms of the directors, with not less than one-fifth to expire annually; (d) The powers and duties of the board; (e) The compensation of the directors; (f) The method of removal of directors from office; (g) The election of officers of the board; (h) Whether or not the services of a manager or managing agent may be engaged. (2) The time and place for holding meetings;  the manner of and authority for calling,

giving notice of, and conducting meetings;  and the requirement, in terms of undivided

interests in the common elements, of a quorum for meetings of the unit owners association; (3) By whom and the procedure by which maintenance, repair, and replacement of the common

elements may be authorized; (4) The common expenses for which assessments may be made and the manner of collecting

from the unit owners their respective shares of the common expenses; (5) The method of distributing the common profits; (6) By whom and the procedure by which administrative rules governing the operation and

use of the condominium property or any portion of the property may be adopted and

amended.  These rules may govern any aspect of the condominium property that is not required

to be governed by bylaws and may include standards governing the type and nature of

information and documents that are subject to examination and copying by unit owners

pursuant to section 5311.091 of the Revised Code , including the times and location at which items may be examined or copied and any

required fee for copying the information or documents. (C)(1) The unit owners association shall be established not later than the date that the

deed or other evidence of ownership is filed for record following the first sale of

a condominium ownership interest in a condominium development.  Membership in the unit owners association shall be limited to unit owners, and all

unit owners shall be members.  Until the unit owners association is established, the developer shall act in all

instances in which action of the unit owners association or its officers is authorized

or required by law or the declaration. (2)(a) Not later than sixty days after the developer has sold and conveyed condominium ownership

interests appertaining to twenty-five per cent of the undivided interests in the common

elements in a condominium development, the unit owners association shall meet, and

the unit owners other than the developer shall elect not less than one-third of the

members of the board of directors. (b) When computing undivided interests in expandable condominium properties for purposes

of divisions (C) and (D) of this section, the undivided interests in common elements

shall be computed by comparing the number of units sold and conveyed to the maximum

number of units that may be created, as stated in the declaration pursuant to division (C)(8) of section 5311.05 of the Revised Code . (D)(1) Except as provided in division (C) of this section, the declaration or bylaws of

a condominium development may authorize the developer or persons the developer designates

to appoint and remove members of the board of directors of the unit owners association

and to exercise the powers and responsibilities otherwise assigned by law, the declaration,

or the bylaws to the unit owners association or to the board of directors.  The authorization for developer control may extend from the date the unit owners

association is established until sixty days after the sale and conveyance to purchasers

in good faith for value of condominium ownership interests to which seventy-five per

cent of the undivided interests in the common elements appertain, except that in no

case may the authorization extend for more than five years after the unit owners association

is established if the declaration includes expandable condominium property or more

than three years after the unit owners association is established if the declaration

does not include expandable condominium property. (2) If there is a unit owner other than the developer, the declaration of a condominium

development shall not be amended to increase the scope or the period of the developer's

control. (3) Within sixty days after the expiration of the period during which the developer has

control pursuant to division (D)(1) of this section, the unit owners association shall

meet and elect all members of the board of directors of the association.  The persons elected shall take office at the end of the meeting during which they

are elected and shall, as soon as reasonably possible, appoint officers. (E) The board of directors, or the developer while in control of the association, may

take any measures necessary to incorporate the unit owners association as a not-for-profit

corporation.