Ch. 47-04.1 tells you almost nothing about how your community is governed day to day: § 47-04.1-07 requires the owners to 'provide for the administration' of the project through bylaws covering maintenance, assessments, and similar matters — and then leaves quorum, notice, elections, and terms entirely to what those bylaws say. The chapter's one structural safeguard is that the bylaws themselves are recorded and can be amended only by a recorded amendment to the declaration, so a board can't quietly rewrite the election rules; any bylaws version not traceable to a recorded amendment isn't valid. For everything else, the operative law for an incorporated association — condo or HOA — is ch. 10-33, and its defaults are notably member-friendly.
The floor looks like this. A corporation with voting members must hold an annual meeting unless the articles or bylaws say otherwise, and if none has been held for fifteen months, 50 voting members or 10 percent of them — whichever is less — can demand one in writing; the board then has 30 days to call it, and if it doesn't, the demanding members may call it themselves at the corporation's expense (§ 10-33-65). The same 50-or-10-percent threshold forces a special meeting, whose business is limited to the purposes stated in the notice (§ 10-33-66). Notice runs at least 5 and at most 50 days by default and must state a special meeting's purpose (§ 10-33-68). Quorum defaults to just 10 percent of members entitled to vote (§ 10-33-76). Proxies are allowed only if your articles or bylaws permit them, and a proxy appointment lasts 11 months unless it says otherwise (§ 10-33-77). And when the board stonewalls, § 10-33-67 lets members ask the district court to order a meeting held — and the court can lower the quorum for it.
Removing directors, in and out of court
Removal has two statutory tracks. The nonjudicial one, § 10-33-36: unless your articles or bylaws provide a different method, a director may be removed at any time, with or without cause, by the members eligible to elect that director — which for a typical HOA means the voting membership that put the director in. Pair it with the meeting-demand right and the 10 percent quorum, and an organized minority can lawfully put a removal vote in front of the membership. The judicial one, § 10-33-37: the district court can remove a director in a proceeding brought by the corporation or members holding at least 10 percent of the voting power, on findings of fraudulent or dishonest conduct or gross abuse of authority or discretion — and can bar the removed director from re-serving. Behind both sits § 10-33-81's equitable-relief action (50 members or 10 percent, whichever is less) for chapter violations, with attorney fees available. One caveat runs through all of it: these are default rules — your articles and bylaws can vary many of them, so read your documents against the statute before counting votes.
The authority
The statutes behind this
Cited by name as authority, for your own reading. Informational only, not legal advice.
N.D.C.C. §§ 10-33-65, 10-33-66
50 voting members or 10 percent, whichever is less, can demand an overdue annual meeting or a special meeting; if the board doesn't call it within 30 days, the demanding members may call it at the corporation's expense.
N.D.C.C. §§ 10-33-68, 10-33-76
Default meeting notice is 5 to 50 days, special-meeting business is limited to the noticed purposes, and quorum defaults to 10 percent of members entitled to vote.
N.D.C.C. §§ 10-33-36, 10-33-37
Directors are removable with or without cause by the members eligible to elect them (unless the documents provide another method), and the district court can remove — and bar — a director for fraud or gross abuse on a 10 percent member petition.
N.D.C.C. § 47-04.1-07
Condo governance mechanics live in recorded bylaws amendable only by recorded declaration amendment — an unrecorded rewrite of the election rules isn't valid.
Step by step
How to force a meeting or remove a director in North Dakota
The demand-and-vote path through the Nonprofit Corporations Act's member rights.
- 01
Verify the documents and the defaults
Get the articles and the recorded bylaws, and note where they vary ch. 10-33's defaults on quorum, notice, proxies, and removal. In a condo, confirm the bylaws version you're shown traces to recorded amendments.
- 02
Hit the demand threshold
Collect signed, dated written demands from 50 voting members or 10 percent of them, whichever is less, describing the meeting's purpose — including any director removal, since special-meeting business is limited to the noticed purposes.
- 03
Deliver the demand and calendar 30 days
Serve the demand on the president or secretary with proof of delivery. The board has 30 days to call the meeting; if it doesn't, the demanding members may call it themselves with proper 5-to-50-day notice, at the corporation's expense.
- 04
Confirm quorum math and proxies
Default quorum is 10 percent of members entitled to vote. Check whether your documents permit proxies — under ch. 10-33 they exist only if the articles or bylaws allow them — and gather written appointments accordingly.
- 05
Hold the vote and paper the result
Take the removal vote by the members eligible to elect the director, elect successors at the same meeting, and record the counts in the minutes. If the misconduct is serious — fraud, self-dealing, gross abuse — talk to a North Dakota attorney about the § 10-33-37 judicial route instead.
Straight answers
Common questions
How many members does it take to force a meeting?
Fifty voting members or 10 percent of the voting members, whichever is less — for an overdue annual meeting or a special meeting (§§ 10-33-65, 10-33-66). If the board ignores the demand for 30 days, the demanding members can call the meeting themselves at the corporation's expense.
Can we remove a board member without cause?
By default, yes: § 10-33-36 lets the members eligible to elect a director remove that director at any time, with or without cause — unless your articles or bylaws provide a different removal method. Serious misconduct also supports court removal under § 10-33-37.
What's the quorum for a member vote?
Ten percent of the members entitled to vote, unless the articles or bylaws set something else (§ 10-33-76) — a deliberately low default that keeps a small turnout from paralyzing the association.
Our board 'updated' the condo bylaws without a vote. Valid?
Almost certainly not. Under § 47-04.1-07, condo bylaws are annexed to the recorded declaration and no modification is valid unless set forth in a recorded amendment. A bylaws rewrite that never hit the county recorder isn't the operative document.