By-Laws

By-Laws

of

THE  OAKLEIGH  FOREST  CIVIC  ASSOCIATION,  INC.[1]

 

 

ARTICLE   I

 

The name of this membership association shall be The Oakleigh Forest Civic Association, Inc. 

 

ARTICLE   II

 

The objectives of the Association are:

 

 (a) To permit the owners of property in Oakleigh Forest to enter co­operatively into such projects as will promote the general welfare and improve the appearance, value, and convenience of property in Oakleigh Forest.

 

 (b) To foster an environment for the residents of Oakleigh For­est that pro­­motes safety and contributes to the quality of life in the communi­ty.

 

 (c) To continue the spirit and intent of the restrictions as set forth in a "Declaration of Restrictions" executed by Jesse L. Adams and Hertha S. Adams, his wife, in February 1957, amended and approved on November 13, 2006, for the protection of property values and the convenience of the residents.

 

To achieve its objectives, this Association may receive and own real and personal property, enter into leases and contractual agreements, and employ individuals and organizations.

 

 

ARTICLE   III

 

Membership

 

1. The qualifications for membership shall be as follows:

 

 (a) Residence: Any person who owns or rents property (exclusively or jointly with any other person or persons) within the limits of Oak­leigh Forest or any person or persons in the immediate family of such proper­ty owner or renter residing therein, such as spouse, sons, daughters, parents, shall be eligible to become a member as here­inafter provided.

 

 (b) Payment of dues: To be a member in good standing, a person or house­­hold shall pay the annual dues in the amount established by the Association within the time designated in Article IV of these By-Laws.

 

2. There shall be one voting privilege for each household which may be exercised by any member of that household over eighteen years of age who qualifies as a member of this Asso­ciation. In these By-Laws the terms "member" and "member in good stand­ing" have the same meaning.

 

3. Membership in the Association will be terminated under any of the fol­­­lowing conditions:

 

 (a) upon request of the member;

 

 (b) upon failure to maintain good standing because of non-pay­ment of dues or assessments within the time designated in the By-Laws;

 

 (c) upon determination by the Board of Directors that any member has fla­grantly or continuously acted contrary to the objectives and pur­poses of the Association or has deliberately violated the By-Laws and Declaration of Restrictions of this Association or the operating rules of its standing com­mit­tees as approved and promulgated by the Board of Directors; or

 

 (d) when the member ceases to be a property owner or renter in Oak­leigh Forest.

 

4. Effective January 1, 2005, the following policies regarding mem­bership in the Oakleigh Forest Civic Association, Inc., shall pertain to new memberships, reinstatement of lapsed and ter­mi­nated memberships, and reinstatement or transfer of memberships upon the sale or transfer of the title to property within Oakleigh Forest.

 

 (a) A resident whose membership has lapsed or been terminated may be reinstated, according to Article III, section 5 below, upon payment of the dues levied during that membership lapse or termination, retroactive to the date when such membership lapsed or was terminated, but not earlier than January 1, 2005. Such dues shall be pro-rated for the current calendar year by quarter year.

 

 (b) New residents of Oakleigh Forest, wishing to become members of the Civic Association, shall have a 60-day grace period from the date on which they received title to the property to be­­come dues-pay­ing members of the Civic Association. As noted in Article IV, Section 2, below, such dues shall be pro-rated per quarter year.  If the current year’s dues are up-to-date, then new residents, wishing to be members of the Civic Association, shall follow the January 1 dues schedule for all resident members.

 

 (c) A new resident, assuming title to a property whose prior owner/ resident was not currently a dues-paying member of the Civic Association, wishing to become a member of the Association, shall have the 60-day grace period, noted in section (b) above, to make payment of dues levied during that membership lapse or termination, retroactive to the date when such membership lapsed or was terminated, but not earlier than January 1, 2005.  Such dues shall be pro-rated for the current calendar year by quarter year.

            

5.   Reinstatement of members shall be initiated by recommendation of any mem­ber of the Board of Directors and ap­proved by majority vote of the Board of Directors at any meeting.

 

ARTICLE   IV

                                                   

Dues and Fees

 

1. Annual dues of members of the Civic Association shall normally be de­termined at the October regular meeting of the Association, per house­hold, whether such household has one, two, or more members. However, the Board of Directors may choose an earlier date for budget and dues approval providing that notice of any such action be given at least seven (7) days in advance of the proposed meeting date for such action.  The annual dues are payable on January 1.  If members are in ar­rears in their dues for a period of sixty (60) days, mem­bership in the Association shall be terminated.

 

2. In the event that new residents are admitted as members of the As­so­ci­ation after March 31, their respective Civic Association dues shall be prorated per quarter.

 

3. Additional fees shall be charged for members who wish to have the privilege of swimming at the Oakleigh Forest Pool and/or who wish to make use of the Waterfront facilities for boats.  In addition to regu­lar fees, on the basis of recommendations from the Pool Commit­tee, the Board of Directors may establish initiation fees and alter­nate fee schedules for non-resident guests of members.

          

ARTICLE   V

 

Membership Privileges and Guests

 

1. Privileges of members: Membership in good standing shall entitle mem­­bers and their guests, subject to restrictions in this Article, to ordinary use of all Association facilities, subject to the rules estab­lished by the appropriate committees of this Association as ap­proved and promulgated by the Board of Directors.  Specifically, residents of Oakleigh Forest who wish to use the Oakleigh Forest Pool or Waterfront facilities must be members in good standing of the Civic Association.

 

2. No resident of Oakleigh Forest may qualify as a guest.  Any guest using Association facilities must be authorized to do so by a member of the Association in good standing, subject to rules approved and pro­mul­gated by the Board of Directors.

 

3. Based on the recommendations of the Pool Committee, the Board of Directors may approve and promulgate specific rules regard­ing guest privileges, including, but not limited to, the number of guests, and the number of, as well as regulations regarding access privileges by, non-resi­dent guests of members of this Association (such as fees, nomen­clature, duration of ac­cess, and restric­tions on spon­sorship).

 

4. All persons using Association facilities do so at their own risk.

 

 

ARTICLE   VI

 

Meetings

 

1. There shall be two regular meetings of the Association each year; the Annual Meeting, which shall be held in March of each year on such day as the Board of Directors shall select, and the Fall meeting, which shall be held in October of each year on such day as the Board of Di­rec­­tors shall select.

 

2. Special meetings may be called at any time by the President, upon majority vote of the Board of Directors, or upon written application thereof by five (5) members in good standing.

 

3. Notice of all meetings of the Association, both regular and spe­cial, shall be given to all members by written notice at least seven (7) days before the date set for the meeting.  This notice in case of special meetings shall include a general statement of the matters to be discussed and the issues to be presented to the members for de­ci­sion.

 

4. At any meeting of this Association a quorum shall consist of re­pre­sentation from at least 25% of the member households. 

 

5. The proceedings of all meetings of this Association will be gov­erned by the latest edition of Robert's Rules of Order.

 

ARTICLE   VII

 

Voting, Elections, and Bylaw Amendments

 

1. A majority vote cast by voice, absentee or electronic method, of members represented at any meeting of the As­so­­ciation shall be sufficient to carry any motion or decide any is­sue, including election of officers, directors, and members of com­mit­tees, ex­cept amendments to the By-Laws.

 

2. Election of Officers, Directors, and Committee Members:

 

  (a) The Officers, Directors, and members of the Pool Committee and of the Waterfront Committee shall be elected at the October meeting of the Association.  The Nominating Committee shall present at least one candidate for each vacancy on the Board of Directors and on the committees and publish the names of all nominees at least seven (7) days in advance of the October meeting.  All nominees shall be members of the Association in good standing with additional conditions as noted in (b) and (c) below.  Additional nominations may also be made from the floor for all vacancies to be filled.  Vacancies shall be filled by the individual[s] receiving the highest number of votes cast for each vacancy.

 

  (b) Each nominee for Waterfront Director and for membership on the Waterfront Committee shall be a current boat slip holder or member with current paid access to the boat ramp or racks.

 

  (c) The nominee[s] for Pool Director and for the Pool Committee shall be Association members who also will have paid the swimming pool fee for the year[s] in which they hold this office.

 

3. Vacancies which occur on the Board of Directors and on the Pool Com­mittee and the Waterfront Committee, other than by expiration of term, shall be filled by majority vote of the Board of Directors.  If a va­cancy occurs in the first year of a two-year term, the individual se­lected to fill the vacancy shall serve until the next annual elec­tion. In the annual election an individual will be elected to serve the second year of the unexpired term.

 

4. Amendments to the By-Laws: Such amendments shall require a two-thirds majority of the votes cast at any meeting of the Civic Associ­ation, or by absentee ballot, providing such ballot is in the hands of the Secretary prior to the meeting of the Civic Associa­tion which has been called to vote on this amendment.  Proposed amend­­ments to the By­Laws must be delivered to the homes of members at least seven (7) days prior to the meeting at which the vote on the By­law amendment[s] is to oc­cur. 

 

ARTICLE   VIII

 

The Board of Directors:

 

Officers, Directors, and Standing Committees:

 

Election, Duties, and Powers

                                

1.(a) The executive power of this Association shall be vested in a Board of Directors, which shall consist of at least eleven (11) members, all of whom must be voting members of the Association.  Per Article III above, each household may have one person over eighteen years of age as part of the Board of Directors. The Board of Directors shall consist of the President, President-Elect, Vice President, Secretary, Treasurer, the immediate Past President (if this person wishes and is eligible to serve), four Directors (at large), the Waterfront Director, the Pool Director and the Grounds Director.

 

  (b) Any officer or member of the Board of Directors who ceases to be a mem­ber of the Association or who has been absent without excuse for three consecutive announced meetings of the Board of Directors shall be deemed to have resigned and may be replaced.

 

2. The officers of the Association shall consist of the President, Vice President, Secretary, and Treasurer.  Their duties and powers shall be as follows:

 

  (a) President: The President shall preside at all meetings of the As­so­ci­ation and of the Board of Directors, and in their absence their duties shall devolve upon the Vice President, and in the absence of both any mem­ber of the Board of Directors, when duly designated by the President or the Vice President, may preside.  The President shall appoint all special committees.

 

  (b) Vice President: The Vice President shall assume the duties of the President in the President's absence.

 

  (c) Secretary: The Secretary shall keep minutes of all meetings of the Association and of the Board of Directors, shall be custodian of all records and correspondence of the Association, and shall send no­tices of all meetings.  The Secretary shall keep a correct list of the mem­bers of the Association and their addresses.  A correspond­ing Secretary may be appointed by the Board of Directors.

 

  (d) Treasurer: The Treasurer shall have care and custody of and be re­­sponsible for all funds and finances of the Associa­tion, including its committees, subject to the direction and super­vision of the Board of Directors.  The Treasurer shall give bond in such amounts as the Board of Directors may designate.  The Treasurer shall de­posit in a re­spon­si­ble bank all monies received for the account of the Associa­tion. The Treasurer shall make all disburse­ments for the As­sociation by check, countersigned by one other of­ficer.  The Treasurer shall prepare month­­ly and yearly statements for presentation to the Board of Directors.

 

3. Should the offices of the President and Vice President become va­cant si­multaneously, the Secretary shall preside at a Board meeting at which a new President and Vice President shall be elected by the Board to serve until the next meeting of the Association.  In such a case, the Nominating Committee will prepare a slate of nominees as called for in section 6 (a) below.

 

4. The Board of Directors shall hold meetings at least monthly under such rules as it may prescribe.  With the approval of a majority of the Board, meetings of the Board are not required to be held in July and Au­gust. A quorum for the conduct of business shall consist of six mem­bers.

 

5. The term of office for all members of the Board of Directors, except the President-Elect, President and Immediate Past President, will be two years with elections on a staggered basis.  The term of office for the President will be three years total, with one year served as President-Elect, followed immediately by one year as President and then one year as Immediate Past President. The term of office for all officers and directors starts January 1. Officers may not serve for more than two (2) consecutive complete terms in the same office.  A Director who has served for a complete two year term may not succeed him[her]¬self for one calendar year. A Past President will be eligible to serve on the Board after one year has passed from the end of that term to the beginning of a new term.

 

6. Committees: There shall be an Oakleigh Forest Pool Com­mittee, a Waterfront Committee, a Nominating Committee, and any ad­ditional com­mit­tees which the Board or the Association at large shall deem neces­sary and create.  These committees shall establish their own meeting schedules and shall report at each meeting of the Board of Directors and make recommendations, as needed, for consider­ation and approval of the Board, or the Associa­tion, at large, as may be re­quired.

 

  (a)A Nominating Committee, consisting of three voting members of the As­sociation shall be appointed by the Board of Directors at least thirty (30) days in advance on the Fall meeting in October.  One, and only one, member of the Nominating Committee shall be a member of the Board of Directors of the Association and shall chair the committee.  The committee shall proceed as outlined in Ar­ticle VII, Section 2, above.

 

  (b) The Pool Committee shall be chaired by the Pool Director and con­sist of at least four (4) members elected by the Association.  The com­mittee shall prepare multi-year and annual operating plans and annual operating and capital budgets for the pool for approval by the Board of Di­rectors and the Association at a general meeting.  These plans may in­clude provision for swimming pool access, in return for a payment of fees, by non-resident guests of Oakleigh Forest members, subject to an an­nual review by the Board of Directors.  With the ap­proval of the Board of Directors, the committee may enter into appro­priate manage­ment and employment contracts (such as lifeguards, instructors, etc.) for the operation of the pool.  The com­mittee shall serve as liaison with the swim team sponsors and also prepare operating rules and guidelines for the pool for approval and pro­mul­gation by the Board of Directors.  The Pool Director shall ad­minister the pool area and have authority to approve expendi­tures for payment by the Association's treasurer and also may suspend swimming pool rights and access to any individu­al[s] whose behavior is deemed to be dangerous or disrup­tive. Such deci­sions will be subject to the re­view of the Board of Directors.

 

  (c) The Waterfront Committee shall be chaired by the Water­front Di­rec­tor and consist of at least three (3) members elected by the As­so­ci­a­­tion.  The committee shall prepare multi-year and annual operat­ing plans and annual operating and capital budgets for the waterfront fa­cili­ties for approval by the Board of Directors and the Association at a general meeting.  The committee shall pre­pare operating rules and guide­lines for the waterfront facility for approval and promulga­tion by the Board of Directors.  The Waterfront Director shall administer the Water­front facility and have authority to approve ex­penditures for payment by the Association's treasurer and may also sus­pend rights and access to any individual[s] whose behavior is deemed to be dangerous or dis­ruptive. Such decisions will be subject to review by the Board of Directors.

 

ARTICLE   IX

 

Finances and Budgets

 

1. The Fiscal Year of the Association shall be the calendar year.

 

2. After appropriate consultation with the Pool Committee and the Wa­ter­­front Committee, among others, the Board of Directors shall pre­pare an annual operating and capital budget for presentation to and approval by the full membership of the Associa­tion at the October meet­ing for the following fiscal year.  The Board of Direc­tors may pre­sent revised bud­gets during the fiscal year for approval by the member­ship at regu­lar or special general meetings as it deems ne­ces­sary.

 

3. The Board of Directors shall have the authority to approve ex­pen­di­tures for payment by the Treasurer within the budget approved by the mem­bership and, in addition, expenditures beyond that budget within the fol­lowing limits:

 

(a) up to $ 1000. each, by the Pool Committee and the Water­front Com­mit­­­tee beyond their established budgets;

 

(b) up to $ 1000. beyond the total approved budget of the Associa­tion's general budget; and

 

(c) for emergencies, the Waterfront Director and the Pool Director may approve expenditures to be paid by the Treasurer; these emergency ex­penditures shall be reported to the Board of Directors at its next meet­ing.

 

Such expenditures are expected to reflect fiscal caution in terms of financial resources.  For all modifications to the approved budget[s], the Treasurer and the Pool or Waterfront Director shall prepare and pre­sent information for approval by the Board of Directors and for the in­formation of the mem­bership at a general meeting.

 

4. At a meeting of the Board of Directors held at least thirty (30) days preceding the Annual Meeting in March, the Board of Directors shall have authority to appoint an auditing committee or auditor to ex­amine the records of the Secretary and the financial records of the Treasurer including the records of the Waterfront Committee and the Pool Committee and to report the same to the Annual Meeting.

 

 

ARTICLE   X

 

Severability

 

In the event that any portion[s] of these By-Laws may be deemed to be in vi­olation of any governmental laws or regulations or of any spe­cial con­­­ditions regarding the transfer and use of any assets, the remainder of these By-Laws shall be deemed to continue in force unless otherwise amended according to the procedures identified in Article VI of these By-Laws.