§4 MEMBERSHIP & RESIDENCY
4.10. Member Acceptance. Acceptance as a Member will be determined by consensus of the Members.
4.20. Owner Acceptance. Acceptance as an Owner Member will be made in accordance with the requirements for Major Decisions. A person must be a Renter Member for at least twelve (12) months prior to becoming an Owner Member.
4.30. Share Owner Fees. An initial nominal ownership fee shall be assessed of each new member. This fee is non-refundable, unless the Cooperative is dissolved.
4.40. (A) Notification Regarding Governing Documents. As more particularly provided for in California Civil Code ¤1368, as soon as reasonably practicable before transfer of any Lease, the Board of Directors shall ensure that a prospective purchaser receives: (i) a current copy of the Governing Documents; (ii) a copy of the Cooperative’s most current financial statement; (iii) a written statement from the Cooperative as to the amount of the current Annual and Special Assessments and fees levied upon the Lease being sold or transferred; (iv) a true statement in writing (the “delinquency statement”) as to the amount of any delinquent Assessments, together with information relating to late charges, attorneys’ fees, interest, and reasonable costs of collection which, as of the date the statement is issued, are or may become a lien on the Lease being sold; and (v) a true statement in writing if there is any change in the Cooperative’s current Annual and Special Assessments and fees which have been approved by the Board of Directors, but have not become due and payable as of the date disclosure is provided pursuant to this section.
4.50 Membership Certificate. Each Certificate of Membership shall state that the Cooperative is organized under the Public Benefit Corporation Law of the State of California as a limited equity housing cooperative in accordance with the provisions of California Health and Safety Code Section 33007.5 and shall include the name of the registered Owner Members of the Membership interest represented thereby, the Cooperative lien rights as against such Membership as set forth herein, and the preferences and restrictions applicable thereto, and shall be in such form as shall be approved by the Board. Certificates of Membership shall be consecutively numbered, bound in one or more books, and shall be issued there from upon certification by the Cooperative’s chief financial officer that full payment of the Membership Share has been paid and the other requirements of Membership have been fulfilled, as set forth in the Occupancy Plan. Every Certificate of Membership shall be signed by the president and the secretary.
4.51 Lost Certificates. The Person claiming that his or her Certificate has been lost, stolen, destroyed, or mutilated shall (1) make an affidavit of that fact, and (2) request the Board to declare the old Certificate null and void and to reissue the Certificate.
4.52 Transfer of Share Ownership. Except as provided herein, a Membership Share shall not be transferable. In all transfers of Membership Shares the Cooperative shall be entitled to a fee it deems appropriate to compensate it for processing the transfer. Transfers of Membership Shares may occur by:
(A) Death of an Owner Member. Any surviving joint tenants shall, if they are already approved as Owner Members, succeed to the deceased Member’s interest and have the right to occupy the Unit, vote, and participate in all Cooperative affairs once a new Lease has been signed. If there is no surviving joint tenant, the Cooperative shall, within thirty (30) days, arrange for the re-purchase, or purchase by a third party, of the Membership Share and set aside an amount equal to the transfer value for the deceased member’s membership interests within a reasonable time.
(B) Option of Cooperative to Purchase. If any Owner Member desires to sell or otherwise transfer his or her Membership Share, he or she shall notify the Cooperative in writing at least ninety (90) days prior to the date upon which he or she intends to sell or otherwise transfer the Membership Share. The Cooperative shall have an option for a period of forty-five (45) days to notify the withdrawing Member that the Cooperative has elected to purchase the Membership Share, at an amount to be determined by the Cooperative as representing the transfer value of the Membership Share less any amounts due by the Member in accordance with Section 4.52(C). The purchase by the Cooperative of the Membership Ship will immediately terminate the Owner Member’s rights and liabilities. If the Cooperative has not exercised its option to purchase within such forty-five (45) day period, or has waived in writing its right to purchase, the Owner Member may sell his or her Membership Share for an amount no greater than that determined in accordance with Section 4.53 to any Member who has been approved by the Board for Ownership.
(C) Deductions from Transfer Amount of Membership Share. Whenever a transfer occurs, the Cooperative should have the right to withhold from the transfer value of the withdrawing Member any and all amounts due by the Member to the Cooperative under the Lease and the Governing Documents and an amount sufficient to cover the cost, or estimated cost, of all repairs and replacements as are deemed necessary by the Cooperative to place the dwelling unit in suitable condition for another occupancy.
4.53 Transfer Value. The term “transfer value” shall mean no more than the sum of the following:
(A) The Member’s equity which consists of that Member’s Share Payment and an anount not to exceed a ten percent (10%) annual increase uncompounded annually as provided for in Section 33007.5 of the California Health and Safety Code. The Board of Directors shall, on an annual basis, establish the permissible percentage of equity appreciation; and
(B) The value, as determined by the Board of Directors of any Improvements installed at the expense of the Owner Member with the prior approval of the Board of Directors, under a valuation formula as established by the Board.
4.54 Approval Required. Except as otherwise provided in the Governing Documents, all decisions and actions requiring the approval of Members shall be deemed approved if, in accordance with these Bylaws, the Members assent to such decision or action by written consent, or if such decision or action is approved at any regularly scheduled or duly called special meeting at which a quorum is present, either in person or by proxy.
4.60. Termination. (a) Voluntary. If a person wishes to voluntarily terminate her/his membership and/or residency, she/he must give written notice to the Cooperative as required by the Lease.
(b) Expulsion. An Owner Member or Renter Member may be expelled by an Expulsion Decision. The person whose expulsion is being considered is excluded from the meeting unless there is consensus by the other attendees for that person to be present. Renter Members will be consulted for input prior to the decision, but they do not have the right to block consensus on an expulsion decision. Expulsion may occur for lack of payment of rent or assessments, acts of violence, and/or other violations of the Lease. See also Section 6.2 for Suspension of Privileges.
4.70. Leave of Absence. Members may request to take a Leave of Absence, which request may be granted by a decision of the Board of Directors. During the Leave of Absence the Member may not Block Consensus and will not be counted as a Member for purposes of establishing quorum. At the end of the Leave of Absence,
(original) the individual automatically resumes status as a Member.
(proposed) the individual may resume his or her status as a Member by a decision of the Board of Directors
(proposed) the individual may resume his or her status as a Member unless decided otherwise by a vote of the Board of Directors made in accordance with the provisions set forth for Major Decisions.
(proposed) The board can create an LOA policy and can approve specific LOA parameters on a case-by-case basis.
Al Valencia comment: You can always choose not to define specific criteria for any decision. However, the risk is that in the event somebody is not reinstated, they will have a stronger argument that they were the subject of some type of discrimination (not to mention that without spelling out the criteria, may indeed result in a less consistent method of making such determinations). That said, you can defer defining your criteria until a later time, but I do believe you should include the criteria in your bylaws once you have them defined. This will foster greater common understaning throughout the cooperative.