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The following are Bylaws
of the Edelweiss Maintenance Commission, a
corporation organized under the Washington
Nonprofit Corporation Act (RCW 24.03, the
“Nonprofit Corporation Act”) and operating as a
homeowners association created pursuant to the
Washington Homeowners Association (RCW 64.38,
the “Homeowners Associations Act”). They apply
to the entire corporation, each Lot therein, and
all common elements. Each Owner automatically,
by virtue of such ownership, becomes a member of
the Association. All present and future Owners,
Mortgagees and other encumbrances, lessees,
tenants, licensees, and occupants of Lots, and
their guests and employees, and any other person
who may use the facilities of the corporation
are subject to these Bylaws, the Edelweiss Plan
and Covenants (the “Declaration”) recorded under
Auditor’s File No. 560469 in Okanogan County,
Washington, as it may from time to time be
amended (the “Declaration”) and the rules and
regulations pertaining to use and operation of
the corporation.
ARTICLE 1.
MEMBERSHIP; VOTING; REGISTER; POWERS
Section 1.1
Membership The Owners of Lots in the
corporation shall constitute the Owners
Association. Corporations, partnerships,
associations, and other legal entities, trustees
under an express trust, and other fiduciaries,
as well as natural persons may be members of the
Association. Owners of a Lot(s) as joint
tenants, tenants in common, community property,
or other ownership involving more than one
Owner, shall be joint members of the
Association, but the sum total of their
vote shall not exceed the voting power allocated
to the Lots owned.
Section 1.2 Number of
votes. The total voting power of all
members shall be equal to the number of Lots in
the Corporation and the total number of votes
available to the Owner or owners of each Lot
shall be equal to one vote for each Lot owned.
Section 1.3 Voting by
Multiple Owners. If only one of the
multiple Owners of a Lot(s) is present at a
meeting of the Association, the Owner is
entitled to cast all the votes allocated to that
Lot(s). If more than one of the multiple Owners
are present; the votes allocated to that Lot(s)
may be cast only in accordance with the
agreement of a majority in interest of the
multiple Owners. There is majority agreement if
any one of the multiple Owners casts the votes
allocated to that Lot(s) without protest being
made promptly to the person presiding over the
meeting by any of the other Owners of the Lot(s).
Section 1.4 Voting
Representative. An Owner may, by written
notice to the Board, designate a voting
representative for the Lot(s). The voting
representative need not be an Owner. The
designation may be revoked at any time by
written notice to the Board from a person having
an ownership interest in a Lot(s), or by actual
notice to the Board of the death or judicially
declared incompetence of any person with an
ownership interest in the Lot(s), except in
cases in which the person designated is a
Mortgages of the Lot(s). The guardian of an
Owner, the attorney-in-fact of the Owner under a
durable power of attorney, or the administrators
or executors of an Owner’s estate, may exercise
this power of designation and revocation. If no
designation has been made, or if a designation
has been revoked and no new designation has been
made, the voting representative of each
Lot(s) shall be the group composed of all of its
Owners. If a Lot(s) is owned by husband and wife
and only one of them is at a meeting, the one
who is present will represent the marital
community Lot(s).
Section 1.5 Voting by
Proxy; Pledged Votes to Mortgagee. Votes
allocated to a Lot(s) may be cast pursuant to a
proxy duly executed by an Owner. If a Lot(s) is
owned by more than one person, each Owner of a
Lot(s) may vote or register protest to the
casting of votes by the other Owners of the
Lot(s) through a duly executed proxy. A Lot(s)
Owner may not revoke a proxy given pursuant to
this Section except by actual notice of
revocation to the person presiding over a
meeting of the Association. A proxy is
void if it is not dated or purports to be
revocable without notice. Unless stated
otherwise in the proxy a proxy terminates 11
months after its date of issuance. An Owner may,
but shall not be obligated to, pledge his or her
vote on all issues or on specific issues to a
Mortgagee. If an Owner is in
default under a first Mortgage on the Lot(s) for
one year or more, the Mortgagee shall
automatically be authorized to declare at any
time thereafter that the Owner has pledged his
or her vote an all issues to the Mortgagee
during the continuance of the default. If the
Board has been notified of any such pledge to a
Mortgagee, only the vote of the Mortgagee will
be recognized on the issues that are subject to
the pledge.
Section 1.6
Voting By Mail.
The Board
may decide that voting of the members shall be
by mail with respect to any particular election
of the Board or with respect to adoption of any
proposed amendment to the Plan and Covenants or
Bylaws, or with respect to any other matter for
which approval by members is required by the
Plan and Covenants or Bylaws, in accordance with
the following procedure:
(a) In the case
of election of Board Members by mail, the
existing Board members shall advise the
Secretary in writing of the names of proposed
Board members sufficient to constitute a full
Board and of a date within sixty (60) days after
such advice is given by which all votes are to
be received. The Secretary
within fourteen (14) days after such advice is
given shall give written notice of the number of
Board members to be elected and the names of the
nominees to all members. The
notice shall state that any such member may
nominate an additional candidate or candidates,
not to exceed the number of Board members to be
elected, by notice in writing to the Secretary
at the specified address of the principal office
of the Association, to be received on or before
a specified date fifteen (15) days from the date
the notice is given by the Secretary.
Within five (5) days after such specified
date, the Secretary shall give written notice to
all members, stating the number of Board members
to be elected, stating the names of all persons
nominated by the Board members to be elected,
stating the names of all persons nominated by
the Board and by the Members on or before said
specified date, stating that each member may
cast a vote by mail and stating the date
established by the Board by which such votes
must be received by the Secretary at the address
of the principal office of the Association,
which shall be specified in the notice.
Votes received after that date should not
be effective. All persons
elected as Board members pursuant to such an
election by mail by receipt of the number of
votes required by applicable law shall take
office effective on the date specified in the
notice for receipt of such votes.
(b) Any notice
given in lieu of a meeting required to be held
pursuant to RCW 64.38.025(3) to ratify a budget
adopted by the board shall provide a period of
not less than thirty (30) days for the return of
ballots rejecting the budget.
(c) In the case
of a vote by mail relating to any other matter,
the Secretary shall give written notice to all
members, which shall include a proposed written
resolution setting forth a description of the
proposed action, and shall state that such
persons are entitled to vote by mail for or
against such proposal and stating a date not
less than fourteen (14) days after the date such
notice shall have been given on or before which
all votes must be received and stating that they
must be sent to the specified address of the
principal office of the Association.
Votes received after that date shall not
be effective.
(d) Delivery of
a vote in writing to the principal office of the
Association shall be equivalent to receipt of a
vote by mail at such address for the purpose of
this Section 1.6.
(e) Within
fourteen (14) days after obtaining authorization
by written vote, written notice describing the
action taken must be given to all members.
A consent signed under this section has
the effect of a meeting vote and may be
described as such in any document.
Whenever action is taken pursuant to this
section, the written consent of the members
consenting to such action or the written reports
of the persons appointed to tabulate such
consents shall be filed with the minutes of
proceedings of members.
Section 1.7 Persons
Under Disability. Minors and persons
declared legally incompetent shall be eligible
for membership in the Association, if otherwise
qualified, but shall not be permitted to vote
except through a legally appointed, qualified,
and acting guardian of their estate voting on
their behalf, or, in the case of a minor with no
legal guardian of his estate, through a parent
having custody of the minor.
Section 1.8 Register of
Members. The Board shall cause a
register to be kept containing the names and
addresses of all members of the Association.
Persons who purchase an interest in a Lot(s)
shall promptly inform the Board of their
interest. Persons who claim to be members of the
Association shall, upon request, furnish the
Board with copies of any documents under which
they assert ownership of a Lot(s) or any
interest therein, and any Mortgages thereon.
Section 1.9 Association
Powers.
Unless otherwise provided in
the governing documents, the Association may:
(1)
Adopt and
amend bylaws, rules, and regulations;
(2)
Adopt and
amend budgets for revenues, expenditures, and
reserves, and impose and collect assessments for
common expenses from owners;
(3)
Hire and
discharge or contract with managing agents and
other employees, agents, and independent
contractors;
(4)
Institute,
defend, or intervene in litigation or
administrative proceedings in its own name on
behalf of itself or two or more owners on matter
affecting the homeowners’ association, but not
on behalf of owners involved in disputes that
are not the responsibility of the association;
(5)
Make
contracts and incur liabilities;
(6)
Regulate
the use, maintenance, repair, replacement, and
modification of common areas;
(7)
Cause
additional improvements to be made as a part of
the common areas;
(8)
Acquire,
hold, encumber, and convey in its own name any
right, title, or interest to real or personal
property;
(9)
Grant
easements, leases, licenses, and concessions
through or over the common areas and petition
for or consent to the vacation of streets and
easements;
(10)
Impose and
collect any payments, fees, or charges for the
use, rental, or operation of the common areas;
(11)
Impose and
collect charges for late payments of assessments
and, after notice and an opportunity to be heard
by the board of directors or by the
representative designated by the board of
directors and in accordance with the procedures
as provided in the bylaws or rules and
regulations adopted by the board of directors,
levy reasonable fines in accordance with a
previously established schedule adopted by the
board of directors and furnished to the owners
for violation of the bylaws, rules and
regulations, and plan and covenants of the
association;
(12)
Exercise
any other powers conferred by the bylaws;
(13)
Exercise
all other powers that may be exercised in this
state by the same type of corporation as the
association; and
(14)
Exercise
any other powers necessary and proper for the
governance and operation of the association.
ARTICLE 2.
MEETINGS OF MEMBERS.
Section
2.1. Place.
Meetings of the members of
the Association shall be held at such suitable
place as may be convenient to the membership and
designated from time to time by the Board.
Section 2.2
Annual Meeting.
The annual
meeting of the Association shall be held in the
first half of each fiscal year on a date fixed
by the Board, which date shall not be less than
14 nor more than 60 days after notice of the
meeting is given to the members. Unless notified
otherwise, the annual meeting of the Edelweiss
Maintenance Commission shall be held in May of
each year on Saturday of Memorial Day Weekend at
the Edelweiss Swimming Pool Facility.
At such annual meeting the Owners shall
elect members to the Board or fill vacancies
therein, and transact such other business as
shall properly come before the meeting.
Section 2.3
Budget Meeting.
Within 30 days after adoption of any proposed
budget for the Association, the Board shall
provide a summary of the budget to all of the
members and set a date for a meeting of the
members to consider ratification of the budget,
which date shall be not less than 14 nor more
than 60 days after mailing the summary.
Unless at the meeting members holding a
majority of the votes in the Association vote to
reject the budget, the budget is ratified,
whether or not a quorum is present for the
meeting. In the event the
proposed budget is rejected or the required
notice for the meeting is not given, the budget
last ratified by the Owners shall be continued
until a budget proposed by the Board is
ratified.
Section 2.4 Special
Meetings. A special meeting of
the Association may be called by the president,
a majority of the Board of Directors, or by
Owners having 10 percent (10%) of the votes in
the Association. Not less
than 14 nor more than 60 days in advance of any
meeting, the secretary or other officers
specified in the bylaws shall cause notice to be
hand-delivered or sent prepaid by first class
United States mail to the mailing address of
each owner or to any other mailing address
designated in writing by the owner (including
e-mail addresses). No
business shall be transacted at a special
meeting except as stated in the notice given
thereof or unless consented to by four-fifths of
the Owners present either in person or by
proxy.
Section 2.5
Notice of Meetings.
It shall be the duty at the secretary to
give notice of each annual, budget and special
meeting such notice shall be hand-delivered or
sent prepaid by first-class United States mail
to the mailing address of each Lot(s) or to any
other mailing address (including e-mail)
designated in writing by the Lot(s) Owner, to
each member of the Association and to
each Eligible Mortgagee, if required by
the Declaration. The notice
of any meeting shall state the time and place of
the meeting and the business to be placed on the
agenda by the board of directors for a vote by
the owners, including the general nature of any
proposed amendment to the articles of
incorporation, bylaws, any budget or changes in
the previously approved budget that result in a
change in assessment obligation, and any
proposal to remove a director.
Before any meeting of the Association,
any member may, in writing, waive notice of such
meeting. Attendance by a member at a meeting of
the Association shall be a waiver by him of
timely and adequate notice unless he
expressly challenges the notice when the meeting
begins.
Section 2.6
Quorum. The presence in
person or by proxy of members of the Association
or voting representatives holding five percent
(5%) of the total voting power shall constitute
a quorum for the transaction of business at any
meeting of members of the Association.
Section 2.7 Adjournment
of Meetings. If any meeting of Owners
cannot be organized because a quorum has not
attended, the Owners present, in person or by
proxy, may adjourn the meeting to a time not
less than 42 hours from the time the original
meeting was called. If a
re-scheduled meeting is required, the quorum
requirement for the re-scheduled meeting shall
be half of the original quorum requirement.
At the re-scheduled meeting, the quorum
requirement shall be one-half the original
requirement for a quorum. If
the meeting needs to be re-scheduled again, the
quorum requirement for the next meeting shall
also be reduced by one-half of the quorum
requirement from the last re-scheduled meeting.
Section 2.8
Majority Vote. Except as
otherwise provided by the Declaration or by
these Bylaws, passage of any matter submitted to
vote at a meeting where a quorum is present,
shall require the affirmative vote of at least
55% of the votes present.
Section 2.9 Order of
Business. The order of business at
meetings of the Association shall be as follows
unless dispensed with on motion:
(a)
Roll call;
(b)
Proof of notice of meeting or waiver of notice;
(c)
Minutes of preceding meeting;
(d)
Reports of officers;
(e)
Reports of committees;
(f)
Election of directors (annual meeting or special
meeting called for such purpose);
(g)
Unfinished business;
(h)
New business;
(i)
Adjournment.
Section 2.10
Parliamentary Authority. In
the event of dispute, the parliamentary
authority for the meetings shall be the most
current available edition of Robert’s Rules
of Order or such other published code of
parliamentary procedure as shall be approved by
a majority at the meeting.
ARTICLE 3.
BOARD OF DIRECTORS.
Section 3.1
Qualifications, Number and Term .
The Board of Directors shall be elected from
those individuals who either are members of the
corporation, or who have a financial interest in
a member of the corporation by virtue of being a
stockholder or partner in a member, or who are
nominated by such member.
The affairs of the
Association shall be initially governed by a
Board of three directors.
Within 30 days after the Transition Date, the
Board shall call a special meeting of the
Owners to elect a Board of between five and nine
directors to serve until the first day of the
calendar month following the date of adjournment
of the first annual meeting. Thereafter, the
term of office for directors will begin
immediately following the annual meeting of
members at which they are elected. The normal
term of office for directors will be for three
years and until their successors are elected and
take office. However, to provide for staggered
terms, at the first annual meeting one-third of
the number of directors shall be elected for one
year, the same number shall be elected for two
years, and the remainder shall be elected for
three years. Thereafter, at
each annual meeting, one to three new members,
depending on the total number of directors,
shall be elected to serve a three-year term.
Section 3.2 Powers and
Duties. The Board of Directors shall act
in all instances on behalf of the Association.
In the performance of their duties, the
officers and members of the Board of Directors
shall exercise the degree of care and loyalty
required of an officer or director of a
corporation organized under chapter 24.03 RCW.
The Board of Directors shall have the
powers and duties provided for the administering
authority of the Corporation in the Homeowners’
Associations Act and Nonprofit Corporations Act
and in the Articles and Covenant, and all other
power necessary for the administration of the
affairs of the Association, and may do all such
acts and things as are not prohibited by statute
or by the governing documents required to be
done in another manner.
Section 3.3
Vacancies.
Vacancies on the Board caused by reasons
other than the removal of a director by a vote
of the Association shall be filled by vote of
the majority of the remaining directors, even
though they may constitute less than a quorum.
Each person so selected shall be a director
until a successor is elected at the next annual
meeting of the Association to serve the balance
of the unexpired term.
Section 3.4 Removal of
Directors. At
any regular or special meeting after the
Transition Date, any an. or more of the
directors may be removed, with or without cause,
by members holding a majority of the votes in
the Association and a successor may than and
there be elected to fill the vacancy thus
created and to serve the balance of the
unexpired term. Any director whose removal has
been proposed shall be given an opportunity to
be heard at the meeting.
Section 3.5
Compensation.
No compensation shall be paid to directors for
their services as directors.
Section 3.6
Organization Meeting.
The first meeting of the newly
elected Board shall be held within ten days of
election at a place to be fixed by the directors
at the meeting at which the directors were
elected, and no notice shall be necessary to the
newly elected directors in order legally to call
the meeting, providing a majority of the whole
Board shall be present at the meeting.
Section 3.7
Regular Meetings.
Regular meetings of the Board may be held
at such time and place as shall be determined
form time to time by a majority of the
directors, but at least two such meetings shall
be held during each fiscal year.
Notice of regular meetings of the Board
shall be given to each director personally or by
mail, telephone, or e-mail, at least three days
before the day fixed for the meeting.
Section 3.8
Special Meetings.
Special meetings of the Board may be
called by the president on three days’ notice to
each director, given personally or by mail,
telephone, or e-mail, which notice shall state
the time, place, and purpose of the meeting.
Special meetings of the Board shall be
called by either the president or secretary in
like manner and on like notice on the written
request of any two directors.
Section 3.9
Waiver of Notice.
Before any meeting of the Board, any
director may, in writing, waive notice of such
meeting. Attendance by a
director at any meeting of the Board shall be
waiver by him of timely and adequate notice
unless he expressly challenges the notice when
the meeting begins. If all
directors are present at any meeting of the
Board, no notice shall be required and any
business may be transacted at the
meeting.
Section 3.10
Quorum. At
all meetings of the Board, a majority of the
directors shall constitute a quorum for the
transaction of business, and the acts of the
majority of the directors present at a meeting
at which a quorum is present shall be the acts
of the Board. If there is
less than a quorum present at any meeting of the
Board, the majority of those present may adjourn
the meeting from time to time, or may elect to
go ahead with the meeting by contacting Board
members by phone for participation.
At the adjourned meeting any business
which might have been transacted at the meeting
as originally called may be transacted without
sending further notice of the agenda to the
Board.
Section 3.11
Open Meeting.
All meetings of the Board of Directors shall
be open for observation by all owners of record
and their authorized agents.
The Board of Directors shall keep minutes of all
actions taken by the Board, which shall be
available to all owners.
Upon the affirmative vote in open meeting to
assemble in closed session, the Board of
Directors may convene in closed executive
session to consider personnel matters; consult
with legal counsel or consider communications
with legal counsel; and discuss likely or
pending litigation; matters involving possible
violations of the governing documents of the
Association, and matters involving the possible
liability of an owner to the Association.
No motion, or other action adopted,
passed, or agreed to in closed session may
become effective unless the Board of Directors,
following the closed session, reconvenes in open
meeting and votes in the open meeting on such
motion, or other action which is reasonably
identified. The requirements
of this subsection shall not require the
disclosure of information in violation of law or
which is otherwise exempt from disclosure.
ARTICLE 4.
OFFICERS.
Section 4.1
Designation.
The principal officers
of the Association shall be a president, a vice
president, a secretary, and a treasurer, all of
whom shall be elected by and from the Board. The
directors may appoint from the Board such other
officers as in their judgment may be necessary
or desirable. Two or more
offices may be held by the same person, except
that a person may not hold the offices of
president and secretary simultaneously.
Section 4.2
Election of Officers.
The
officers of the Association shall be elected
annually by the Board at the first Board meeting
after the annual meeting of the Association
They shall hold office at the pleasure of
the Board.
Section 4.3
Removal of Officers.
At any
regular meeting of the Board or at any special
meeting of the Board called for such purpose,
upon an affirmative vote of a majority of the
members of the Board, any officer may be
removed, either with or without cause.
A successor to the removed officer may be
elected at any such meeting.
Section 4.4.
President.
The president shall be the chief
executive officer of the Association.
He/She shall preside at all meetings of
the Association and of the Board and shall have
all powers and duties usually vested in the
officer of the President.
Section 4.5
Vice President.
The vice president shall
perform the duties of the president when the
president is absent or unable to act, and shall
perform such other duties as may be prescribed
by the Board.
Section 4.6
Secretary.
The secretary shall keep
the minutes of all meetings of the Board and of
the Association and shall have custody of the
business records of the Board and the
Association, other than financial records kept
by the treasurer. He/She
shall also perform such other duties as may be
prescribed by the Board.
Section 4.7
Treasurer.
The
treasurer shall have responsibility for
Association funds and securities and shall be
responsible for keeping full and accurate
accounts of all receipts and disbursements in
books belonging to the Association.
Section 4.8
Other Officers and Employees.
Other
officers of the Association and any persons
employed to assist the officers, shall have such
authority and shall perform such duties as the
Board may prescribe within the provisions of the
applicable statutes, the Declaration, and these
Bylaws.
Section 4.9
Compensation.
The Board may pay
reasonable compensation to any officer or Owner
who performs substantial services for the
corporation in carrying out the management
duties of the Board. The Board’s decision to
compensate an officer shall not become final
until. 60 days after notice of it (including the
amount of compensation to be paid) has been
given to all persons entitled to
notice of meetings of the Association, and such
decision may be reversed by the members of the
Association at a meeting duly called and held
within 60 days after the notice of the decision
was given.
ARTICLE 5.
COMMITTEES.
Section 5.1 Committees
of Directors.
The Board may appoint one or more committees
that consist of one or more directors. Such
committees, if composed entirely of Board
members, shall have arid exercise, to the extent
provided in the resolution establishing the
committee, the authority of the Board in the
management of the Association. The appointment
of any such committee shall not relieve the
Board of its ultimate responsibility for the
administration and management of the
corporation.
Section 5.2 Other
Committees.
Other committees, not having or exercising the
authority of the Board in the management of the
Association, may be appointed by the president
or the directors, and such committees may be
composed of one or more members of the
Association.
ARTICLE 6.
HANDLING OF FUNDS.
Section 6.1
Accounts.
The Association shall
establish the necessary funds or accounts to
provide properly for the operation and
maintenance of the corporation. Overall
superintendence of these funds shall be the
responsibility of the treasurer of the
Association. There shall be at least three
separate funds as described in Sections 6.2,
6.3, and 6.4.
Section 6.2 Working
Capital Fund.
There shall be established a checking account in
a commercial bank to be known as the “Working
Capital Fund.” This fund will be used for the
normal operation of the corporation and will
receive all monthly Assessments, first
purchasers’ initial contributions to the fund,
and other monies received by the Association.
Checks shall be issued from this account for all
management and operation expenditures necessary
f or the corporation and maintenance expenses of
a routine or minor nature that do not require
resort to the Reserve Fund for Common Elements.
Funds for the Reserve Fund for Insurance
Premiums and the Reserve Fund for Common
Elements will normally be deposited in the
Working Capital Fund and checks immediately
issued to the other fund so an overall account
of the funds received and disbursed by the
Association is centralized in the check register
of the Working Capital Fund account.
Section 6.3 Reserve
Fund for Common Elements.
The Association shall maintain a fund which
shall be known as the “Reserve Fund for Common
Elements.” The Treasurer shall deposit to this
reserve account amounts reasonably anticipated
to be required for the periodic maintenance,
repair, and replacement of the Common Elements.
Section 6.4 Combination
and Deposit or Investment of Funds.
All funds of the Association shall be kept in
accounts or deposits that are insured by
agencies of the United States, or in investments
in U.S. Treasury bills, notes, bonds and other
obligations issued by the U.S. Government or its
agencies. The funds of the Association shall not
be commingled with the funds of any other
association or with the funds of any manager of
the Association. The reserve funds may be
combined in one or more savings accounts,
certificates of deposit, or other accounts or
deposits.
ARTICLE 7.
ASSESSMENTS.
Section 7.1
Notice.
The Board shall notify each
Owner in writing of the amount of the annual and
special assessments to be paid for the Owner’s
Lot(s) and shall furnish copies of all budgets
and the Common Expense Liability allocations
which apply to the Lot(s), on which the annual
and special assessments are based. The Board
shall furnish the same information to an Owner'’
mortgagee if so requested.
Section 7.2
Annual Assessments.
On or before the first day of each
new year each Owner shall pay or cause to
be paid to the treasurer or designated agent of
the Corporation all assessments against the
Lot(s) for that year. Any
assessment not paid by the first day of the 10th
day of the new year for which it is due shall be
delinquent and subject to late charges, interest
charges and collection procedures. The
Board is restricted in raising the annual
assessment in an amount not to exceed the
current year’s Consumer Price Index (CPI).
Section 7.3
Special Assessments.
For those Common
expenses which cannot reasonably be calculated
and paid on a yearly basis, the Board may levy a
special assessment for such expenses against the
Lots, subject to a majority affirmative vote of
the members or their voting representatives in
attendance at the annual or special meeting of
the members or, at the Board’s discretion, as
provided for in Section 1.6, a vote of the
entire membership by mail.
ARTICLE 8.
KEEPING RECORDS AND REPORTS.
The Board shall cause to be
kept complete, detailed and accurate books and
records of the receipts and expenditures of the
Association, in a form that complies with
generally accepted accounting principles. The
books and records, authorizations for payment of
expenditures, and all contracts, documents,
papers, including the names and addresses of
owners and other occupants of the lots, shall be
available for examination by all owners, holders
of mortgages on the lots, and their respective
authorized agents on reasonable advance notice
during normal working hours at the offices of
the association or its managing agent.
The Association shall not release any
telephone number of any Owner.
The Association may impose and collect a
reasonable charge for copies and any reasonable
costs incurred by the Association in providing
access to records.
ARTICLE 9.
AMENDMENTS.
The Association may adopt and
amend the bylaws, rules and regulations; adopt
and amend budgets for revenues, expenditures and
reserves, and impose and collect assessment for
common expenses from owners.
A majority of the members of the Board may cause
a proposed amendment to be submitted to the
members of the Association for their
consideration. If an
amendment is proposed by Owners with 20% or more
of the votes in the Association, then,
irrespective of whether the Board concurs in the
proposed amendment, it shall
be submitted to the members of the Association
for their consideration at their next regular or
special meeting for which timely notice must be
given. Notice of a meeting
at which an amendment is to be considered shall
include the text of the proposed amendment.
ARTICLE 10.
DISSOLUTION.
The Association may dissolve
the corporation by an affirmative vote of 100%
of the votes in the Association.
In the event of a dissolution of the
corporation, each person who is then a member
shall, for each lot then owned by him, receive
his pro rata share (a per lot basis) of the
assets, after all its debts have been paid.
The foregoing revised Bylaws were adopted on ___
day of ___________, 2000 at the meeting of the
Board of Directors.
________________________________
Secretary |