1

Senator Villalobos moved the following amendment:

2

3

     Senate Amendment (with directory and title amendments)

4

     Between lines 435 and 436,

5

insert:

6

     (b)  A director of the association who is present at a

7

meeting of its board at which action on any corporate matter is

8

taken shall be presumed to have assented to the action taken

9

unless he or she votes against such action or abstains from

10

voting in respect thereto because of an asserted conflict of

11

interest. A director of the association who abstains from voting

12

on any action taken on any corporate matter shall be presumed to

13

have taken no position with regard to the action. Directors may

14

not vote by proxy or by secret ballot at board meetings, except

15

that officers may be elected by secret ballot. A vote or

16

abstention for each member present shall be recorded in the

17

minutes.

18

19

====== D I R E C T O R Y  C L A U S E  A M E N D M E N T =====

20

And the directory clause is amended as follows:

21

     Delete lines 431-433

22

and insert:

23

     Section 6. Paragraph (b) of subsection (1) and subsections

24

(12) and (13) of section 718.111, Florida Statutes are amended,

25

and paragraph (d) is added to subsection (1) of that section, to

26

read:

27

28

================ T I T L E  A M E N D M E N T ================

29

And the title is amended as follows:

30

     Delete line 27

31

and insert:

32

F.S.; providing that a director of the association who

33

abstains from voting on any action taken on any

34

corporate matter shall be presumed to have taken no

35

position with regard to the action; providing duties of

36

officers, directors, and agents

4/21/2008  4:55:00 PM     38-08164-08