Oregon Revised Statutes Chapter 100 § 100.405 — Association of unit owners; powers; granting of interest in common elements;

Association of unit owners; powers; granting of interest in common elements; dispute resolution. (1)(a) An association of unit owners must be organized to serve as a means through which the unit owners may take action with regard to the administration, management and operation of the condominium. (b) The association of a condominium created on or after September 27, 2007, must be organized: (A) As a corporation for profit or a nonprofit corporation; or (B) If the condominium consists of four or fewer units, excluding units used for parking, storage or other use ancillary to a unit, as an unincorporated association, corporation for profit or a nonprofit corporation. (c) If the association is incorporated: (A) The name of the association must include the complete name of the condominium. (B) The articles of incorporation must be consistent with the declaration and bylaws. (d) For an association described in paragraph (b)(A) of this subsection, the association must be incorporated before conveyance of the first individual unit unless all units in the condominium are conveyed or transferred to one person in one transaction. (e) Notwithstanding a provision in the declaration or bylaws of a condominium created before September 27, 2007, that states that the association must be unincorporated or that requires approval of owners to incorporate as a nonprofit corporation under ORS chapter 65, an unincorporated association may be incorporated as a nonprofit corporation under ORS chapter 65 if the board of directors adopts a resolution that states the association will be incorporated. (f) A separate association is not created when an unincorporated association formed under this section is incorporated, reinstated after administrative dissolution under ORS 60.654 or 65.654 or again incorporated following dissolution. The association automatically continues and, without any further action by incorporators, directors or officers that may otherwise be required under Oregon corporation laws: (A) The incorporated association has all of the property, powers and obligations of the association that existed immediately prior to incorporation in addition to the powers and obligations under Oregon corporation laws. (B) The bylaws in effect immediately prior to incorporation or reinstatement constitute the bylaws of the incorporated association. (C) The members of the board of directors and the officers continue to serve as directors and officers. (g) If an incorporated association is at any time dissolved, whether inadvertently or deliberately: (A) The association continues as an unincorporated association under the same name. (B) The unincorporated association has all of the property, powers and obligations of the incorporated association existing immediately prior to dissolution. (C) The unincorporated association is governed by the bylaws, and to the extent applicable, the articles of incorporation of the incorporated association. (D) The board of directors and the officers serving immediately prior to the dissolution continue to serve as the directors and officers of the unincorporated association. (2) Membership in the association of unit owners is limited to unit owners. (3) The affairs of the association are governed by a board of directors as provided for in the bylaws adopted under ORS 100.410. (4) Subject to the provisions of the condominium’s declaration and bylaws, and whether or not the association is unincorporated, the association may: (a) Adopt and amend bylaws and rules and regulations; (b) Adopt and amend budgets for revenues, expenditures and reserves and levy and collect assessments for common expenses from unit owners; (c) Hire and terminate managing agents and other employees, agents and independent contractors; (d) Defend against any claims, proceedings or actions brought against it; (e) Subject to subsection (11) of this section, initiate or intervene in litigation or administrative proceedings in its own name, and without joining the individual unit owners, in the following: (A) Matters relating to the collection of assessments and the enforcement of declarations and bylaws; (B) Matters arising out of contracts to which the association is a party; (C) Actions seeking equitable or other nonmonetary relief regarding matters that affect the common interests of the unit owners, including but not limited to the abatement of nuisance; (D) Matters relating to or affecting common elements, including but not limited to actions for damage, destruction, impairment or loss of use of any common element; (E) Matters relating to or affecting the units or interests of unit owners including but not limited to damage, destruction, impairment or loss of use of a unit or portion thereof, if: (i) Resulting from a nuisance or a defect in or damage to a common element; or (ii) Required to facilitate repair to any common element; and (F) Any other matter to