## Facts

- A residential subdivision was governed by recorded CC&Rs adopted in 1957, scheduled to expire in late 1986 unless extended by approval of a majority of the 94 lot owners (at least 48).
- The homeowners association circulated an “extension and modification” instrument for about six months that both extended the CC&Rs and made substantial changes.
- The instrument was recorded with 52 signatures, but three owners executed written rescissions before recordation and four more rescinded after recordation.
- A newly formed improvement association of lot owners sued the homeowners association and certain individuals, alleging the extension was invalid because effective rescissions reduced the number of consents below the required majority.
- The trial court upheld the extension, treating the signed petition as a binding contract whose signatures could not be unilaterally rescinded.

## Issues

1. Whether a lot owner who signs a circulating petition to extend and modify CC&Rs may rescind consent before the instrument is recorded and becomes operative.
2. Whether the CC&R majority-approval requirement is measured at the time of recordation, counting only unrescinded consents.

## Decision

- The Court of Appeal reversed the judgment for the homeowners association.
- The court held that signers could rescind their consent before recordation because the petition functioned as revocable assent to a collective amendment process, not an immediately binding contract.
- Because pre-recording rescissions were effective, the recorded instrument lacked the required majority approval at the time it would have become effective and was therefore invalid.
- The matter was remanded for further proceedings consistent with these holdings.

## Legal Principles

- A signature on a circulating instrument intended to amend or extend recorded CC&Rs is generally a revocable consent that may be withdrawn before the amendment becomes effective, absent clear language making the consent irrevocable.
- Where CC&Rs require approval by a specified percentage of owners, the required majority must exist at the time the amendment or extension becomes effective (commonly upon recordation), counting only consents not validly withdrawn before that time.
- Post-recordation withdrawals do not retroactively negate a validly adopted and recorded amendment; validity turns on the consents in place at effectiveness.

## Conclusion

The court invalidated the CC&R extension because owners could rescind signatures before recordation and, once those rescissions were honored, the instrument failed to meet the majority-approval requirement at the time it would have taken effect.


La Jolla Mesa Vista Improvement Ass'n v. La Jolla Mesa Vista Homeowners Ass'n, 269 Cal. Rptr. 825 (Ct. App. 1990)