BYLAWS OF THE SAVANNAH CROSSING HOMEOWNERS ASSOCIATION
MEMBERSHIP AND MEETINGS
Section 1. Membership. All lot owners (hereinafter “Members”) of Savannah Crossing Subdivision, (hereinafter “Subdivision”) shall be deemed Members of the Savannah Crossing Homeowners’ Association, (hereinafter “Association.”) All Members of the Association are eligible to be Officers of the Association and to participate in all discussions of the Association involving business related to the Subdivision. Membership in the Association shall not be assignable, except pursuant and in accordance to the proxy provisions set forth herein. Members are strongly encouraged to provide the Board of Directors (hereinafter “Board”) with a valid email address to which the Member agrees to receive, and accepts notice of all Meetings of the Board.
Section 2. Annual Meeting. The Members shall elect a Board at the Annual Meeting to be held in the Edwardsville/Glen Carbon area, at a time and place designated by the Board. The Annual Meeting shall be open to all Members.
Section 3. Regular Meetings. The Board will meet regularly, the necessity of the frequency of such Meetings to be determined by the President, at a time and place to be designated by the President. These Meetings shall be open to all Members.
Section 4. Special Meetings. Special Meetings of the Members may be called by or at the request of the President or any three Directors, or by a petition of ten percent (10%) of the Members. These Meetings shall be open to the Members. The Members may not address any matter that is not stated in the public notice as the purpose of the Meeting.
Section 5. Quorum. Five (5) Directors shall constitute a quorum for the transaction of business at any Meeting of the Board. An affirmative vote of a simple majority of the Directors present at a Meeting is required for any action taken by the Board. At Meetings that have been publicly noticed according to these bylaws, a quorum shall be deemed present if there are, in person or by proxy, representatives of at least ten percent (10%) of all Members in the Subdivision. For all voting in a Meeting, at least ten percent (10%) of all Members in the Subdivision must vote. All votes will be by simple majority, fifty-one percent (51%), of the Members present at each Meeting and voting on each issue.
Section 6. Voting and Voting by Proxy. Each Member, without regard to the number of legal owners of record appearing as to each lot in the Subdivision, shall have one (1) vote to be cast in the aggregate as agreed by and between all owners of each lot. If an attempt is made to cast multiple votes, the vote of such Member(s) shall be disregarded, and shall not count for any purpose. All voting Members are entitled to vote and shall have the right to do so in person or by proxy. A proxy must be an agent properly authorized by a written, notarized proxy, containing a single date for which said proxy is to be effective, and executed by the Member and filed with the Secretary prior to the Meeting. Such proxy shall be valid only if executed in favor of another Member. All proxies shall only be valid for the single date set forth on the proxy, and shall be deemed to expire as of the adjournment of the Meeting referenced in the proxy, without regard as to whether the Meeting is fully adjourned as of the date of the Meeting or continued for pending business to another later date. Any proxy failing to meet the above requirements shall be disregarded.
Section 7. Notice of Meetings. Meetings of the Association and the Board shall be announced in advance. Members shall be notified of all meetings no less than seven (7) days and no more than thirty (30) days prior to the date of the proposed meeting. Distribution may be by postage paid, regular U.S. Mail, by email, or by signs placed at the entrances to the Subdivision. All notices shall contain the date, time, and location of the proposed Meeting.
Section 8. Order of Business. The order of business at all Meetings of the Members shall be as follows:
A. Call to Order
B. Roll Call
C. Approval of Minutes of Preceding Meeting
D. Reports of Officers (President, Vice President, Secretary, Treasurer)
E. Reports of Committees
F. Old Business
G. New Business
Section 9. Procedures. All Meetings shall be procedurally governed by Robert’s Rules of Order.
BOARD OF DIRECTORS
Section 1. Board of Directors. The number of Directors serving on the Board shall be no more than ten (10). Directors shall be Members of the Association as of their election or appointment to the Board, and shall act in good faith on behalf of the Members of the Association.
Section 2. Term of Office. The term of office for each Director shall be one (1) year from the time of his or her election at the Annual Meeting, and said Director shall serve until his or her successor has been elected or appointed and qualified. All Officers shall be elected by and from the Directors for one (1) year terms. The Board may change Officer assignments when, in the opinion of a majority of the Directors, it is in the best interests of the Association.
Section 3. Vacancies. Except as otherwise provided, any vacancies occurring during the term of office of any Director, whether by resignation or removal, shall be filled by appointment of the President, with the advice and consent of the Board. Any Directors so appointed shall serve for the remaining portion of the unexpired term.
Section 4. Removal of Directors. Any Director may be removed by a vote of five (5) of the Directors providing that just cause has been established and whenever, in their judgment, the best interests of the Association would be served by the removal of the Director.
Section 1. Election Notice. All elections of Directors shall occur at the Annual Meeting. Proper service of notice of the Annual Meeting as provided for herein shall be deemed proper notice of pending election.
Section 2. Nominations. Nominations for Directors shall be by open nomination from the floor at the Annual Meeting. Members may also request, before the Meeting, that their name be placed on the ballot by providing a written nomination to the Secretary no later than seven (7) days before the Meeting.
Section 3. Ballots. Membership ballots shall be prepared by the Secretary listing names in nomination submitted in accordance to Chapter Three, Section 2. The ballots will contain space for write-in names, to be named at Annual Meeting prior to voting.
Section 4. Voting Procedures. Voting procedures are as follows:
A. The Secretary shall give one (1) ballot to each current Member of the Association. Membership shall be deemed “current” by virtue of the Member’s present legal ownership of a lot in the Subdivision.
B. Voters shall mark the ballot, in pen, next to the name of the nominees they wish to vote for or may write in names placed in nomination. Each voter shall vote for up to ten (10) names. After the ballot is marked, the voter will fold it and deposit it in the ballot box.
Section 5. Tallying Procedures. Before counting the ballots, the Secretary shall check to make sure that the number of Member’s names signed on the Membership roster is equal to the number of ballots in the ballot box. The ballot box shall be opened at said Meeting. The ballots shall be tallied by the Secretary or a committee of judges selected from the Membership and recorded by the Treasurer.
Section 6. Certifying the Election. The election shall be certified by the President and Vice-President of the Association. The ten (10) nominees receiving the greatest number of the votes cast shall be considered elected Directors. The Secretary shall notify the Membership via email of the results of the election, to include the names of all elected Directors.
Section 1. Selection of Officers. The Directors shall elect from among themselves the following Officers; President, Vice-President, Secretary and Treasurer. This shall be the first order of business of the first Meeting of the Board following the elections of Directors at the Annual Meeting.
Section 2. Selection of Directors. The Board shall elect from among themselves the following Directors; Landscaping, Communications, Social Events, Welcoming, and Website. This shall be the second order of business of the first Meeting of the Board following the elections of Directors at the Annual Meeting.
Section 3. President. The President is the principal executive Officer of the Association, and shall, in general, supervise and control all of the business and affairs of the Association. He shall preside at all Meetings of the Board. He shall sign contracts or other instruments which the Board has authorized to be executed. He shall make all appointments to Committees officially established by proper act of the Board, said appointments to be made with the advice and consent of the Board.
Section 4. Vice-President. In the absence of the President, or in the event of his inability or refusal to act, the Vice-President will perform the duties of the President, and when so acting will have all the powers of and be subject to all the restrictions upon the President.
Section 5. Secretary. The Secretary shall:
A. Keep a journal of proceedings of the Association Meetings,
B. Record all votes at Meetings of the Association,
C. Provide for the standardization and maintenance of all forms, books, and records of the Board,
D. Keep a master list of all current Members of the Association.
Section 6. Treasurer. The Treasurer shall:
A. Manage, deposit, and invest all funds of the Association as directed by the Board,
B. Disburse money for all proper and valid obligations of the Association,
C. Keep regular books or accounts of all Association financial transactions,
D. Prepare monthly financial reports to the Board,
E. Prepare the yearly budget for the Annual Meeting.
Section 7: Director of Safety. The Director of Safety shall:
A. Lead the Neighborhood Watch effort,
B. Report all criminal activities to the Police Department,
C. Distribute safety information to Members of the Association,
D. Work with other members to solve safety problems in the community,
E. Prepare a budget for approval at the Annual Meeting.
Section 8: Director of Communications. The Director of Communications shall:
A. Provide effective communication throughout the Subdivision,
B. Organize and publish the Savannah Crossing newsletter,
C. Post and maintain neighborhood marquee boards,
D. Work with Webmaster to publish relevant information to the website,
E. Prepare a budget for approval at the Annual Meeting.
Section 9: Director of Landscaping. The Director of Landscaping shall:
A. Manage, monitor, research, and recommend landscaping improvements, changes, or additions to the main entrance and monument surroundings,
B. Identify needs, evaluate requests, get estimates regarding all landscaping activities,
C. Duties include, but are not limited to the following: weeding, planting bushes/trees/flowers, mulching, rocking, and maintenance of the monument flags, etc,
D. Prepare a budget for approval at the Annual Meeting.
Section 10: Director of Social Events. The Director of Social Events shall:
A. Organize fun and interesting events for the Members of the Association,
B. Events include, but are not limited to the following: Easter Egg Hunt, Block Party, 4th of July Festivities, Halloween Fest (hay ride), Holiday Decorating Contest, Holiday Party, etc,
C. Prepare a budget for approval at the Annual Meeting.
Section 11: Director of Welcoming. The Director of Welcoming shall:
A. Welcome new families upon arrival,
B. Present new families with a basket containing information about the Association,
C. Information should include but is not limited to the following: welcoming letter, HOA website address, contact list for Directors, By-Laws, Covenants and Restrictions, City information, homemade snacks, etc,
D. Answer questions and provide information to the new homeowner about the Association and community.
Section 12: Director of Website. The Director of Website shall:
A. Build, maintain, and update the website with content relevant to the Subdivision,
B. Inform Members of upcoming meetings, including agendas to be discussed,
C. Content should include, but is not limited to the following: Meeting minutes, Director names, newsletters, calendar of events, etc,
Section 13. Compensation. Service by any Officer of the Association shall be without salary, wages, or compensation, excepting that the Officers may be reimbursed by action of the Board for reasonable costs and expenses incurred on behalf of the Association.
Section 14. Reimbursements. Any Member of the Board seeking personal reimbursement for expenses must have the Board approve and authorize the reimbursement check.
AUTHORITY OF BOARD OF DIRECTORS
Section 1. Contracts. The Board may authorize any Officer or Officers, agent or agents of the Association, in addition to the Officers so authorized by these Bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Association, and such authority may be general or confined to specific instances as authorized by the Board. The Board shall not have the authority to contract for an expenditure of Five-Thousand Dollars ($5000.00) or greater, without prior approval of the Members at either the Annual Meeting, or a Special Meeting called for that purpose.
Section 2. Checks, Draft Signing Authority. All checks, drafts, or orders for payment of money, notes, or other evidence of indebtedness issued in the name of the Association and in such a manner as shall be determined from time to time by the Board, shall be prepared by the Treasurer and shall require signatures by any two of the following Officers: the Treasurer, the President, and/or the Vice-President.
Section 3. Deposits. All funds of the Association shall be deposited as soon after their receipt as practical, to the credit of the Association, in such banks, trust companies, or other depositories as the Board may designate.
Section 4. Gifts. The Board may accept on behalf of the Association any contribution, gift, bequest, or device for any Special purpose for the Association.
Section 5. Enforcement of Rules. The Board may establish procedures necessary to ensure the compliance of the Members with any obligation imposed under these Bylaws, the Covenants and Restrictions recorded against the Subdivision, or any other rule affecting the Members, including establishing fines for any violation thereof.
Section 6. Dues. The Board shall have the authority to assess and collect dues. Dues shall be set at the amount of $75.00 per Member, per year. Modifications to this amount initially established in the Covenants and Restrictions may only be made and approved at the Annual Meeting, or Special Meeting of the Members. Notice of payment of dues shall be sent by the Treasurer to the Members no later than the first (1st) day of March. Payment of dues from the Members to the Association shall be due by the thirtieth (30th) day of April of each fiscal year. Dues that remain unpaid as of first (1st) day of June of that fiscal year shall accrue late fees in the amount of $10.00 per month. First (1st) notice of late payment of dues shall be sent to the Members no later than the first day of June. Second (2nd) notice of late payment of dues shall be sent to the Members no later than the first (1st) day of July. If payment of dues has not been made by the thirty-first (31st) day of July, a lien will be placed on the delinquent Member’s property. Any fees, costs, or expenses incurred by the Association as a result of delinquent account collection efforts, including specifically, but not limited to, legal and paralegal costs and expenses, postage, filing fees, court costs, property searching, deed, judgment, or lis pendens recording expenses, any other fee or expense imposed by the County or State of Illinois, as well as any and all other costs and expenses associated with said collection efforts, shall be charged to the delinquent Member and shall be above and beyond the Annual or Special dues assessment. A delinquent account is defined as any account more than thirty (30) days past due.
Section 7. Fiscal Year. The fiscal year of the Association shall begin on the first day of January and end on the last day of December.
Section 8. Committees. The Board shall have the authority to create and establish any Committee deemed necessary or appropriate to assist the Board or Association in the performance of any matter pertaining to the Subdivision.
Section 9. Committing Funds. The Board has the sole authority to commit Association resources, to authorize any purchase or expense, or to disburse any funds. No Member of the Association or Committee Chairman may commit an expenditure of Association funds without specific direction of the Board.
Section 10. Authorized Payments. The Treasurer is hereby authorized to pay these specific bills without further presentation or permission from the Board, provided the overall yearly budget for these items is not exceeded or placed in jeopardy: electricity, gas, water, lawn care, taxes, state obligations, post office box rental, bank fees.
Section 11. Assessing Penalties. No monetary sanctions shall be levied on any Member in accordance with Chapter Five, Section 5, without the concurrence of at least five (5) Directors. No sanctions will be levied on any Member without due process and a true opportunity to answer allegations of violations.
Section 12. Budget Integrity. The Board shall in all cases respect the wishes of the Membership regarding the HOA Funds. Funds that have been allocated for a named purpose shall not be reallocated to another major line item beyond a limit of $1000.00, without the consent of the Membership in an Annual or Special Meeting.
BOOKS AND RECORDS
The Association shall keep correct and complete records of financial transactions and accounts, and shall also keep minutes of the proceedings of its Board. All books and records of the Association may be inspected by any Member, or his agent or attorney, for any purpose at any reasonable time.
Section 1. Budget Preparation. All Committees shall present a planned budget to the Board no later than December 1 of each year. The Board shall adopt, modify, or reject proposed Committee budgets for inclusion into the Association Budget for the following fiscal year. The Association Budget will include all planned expenses and reserves, and will further recommend yearly dues. Under no circumstance shall the Board recommend, or the Members adopt and approve, an Association Budget that is projected to overspend Annual dues collected over the following fiscal year.
Section 2. Budget Approval. The Association Budget will be presented to the Members at a Budget Approval Meeting to be held in January of each calendar year. Approval of the Budget and any appropriate dues necessary to fund the expenses and reserves established in the Association Budget shall be accomplished at the Budget Approval Meeting.
Section 1. Grievances. There may be, from time to time, issues raised to the Board dealing with issues of compliance of any Member with the Rules, Bylaws, Procedures, and Covenants and Restrictions pertaining to the Subdivision. Any current Member of the Association may raise an issue to the Board for consideration.
Section 2. Filing. In the event that a Member seeks Board involvement with a grievance against a fellow Member, the complaining Member is required to submit the grievance, in writing, and bearing the name, date, and signature of the complaining Member, to the President or Secretary. The written grievance to be received by the Board must contain ALL of the following to be considered:
A. A statement of all provisions or sections of the Rules, Bylaws, Procedures, or Covenants and Restrictions which the Member claims are being violated; and
B. A narrative section containing all relevant facts in support of the complaining Member’s allegation that the above referenced provisions or sections of the Rules, Bylaws, Procedures or Covenants and Restrictions are presently being violated, including where applicable, any and all necessary photographs, measurements, maps, charts, statements, videos, exhibits, or other documents or items in support of the grievance; and
C. A detailed description of all actions the complaining Member requests be undertaken by the Board in response to the grievance.
Section 3. Process. Received grievances shall be reviewed at the next scheduled Board Meeting. If the matter is urgent in nature, a Special Meeting may be called to review the grievance. The grievance shall be read, discussed, and set to vote at the Board Meeting in which is it reviewed.
AMENDMENTS TO BYLAWS
These bylaws may be amended by an affirmative vote of a Two-Thirds (2/3) of Members voting at an Annual Meeting, or any Meeting called for that purpose. The text of the proposed amendment must be included in the public notice of the Meeting. Amendments may be submitted by the Board or by a petition signed by not less than ten (10) Members and presented in manner designated herein for providing notice of a Special Meeting.
ADOPTION OF BYLAWS
This is to certify that the above bylaws were adopted by the Board of Directors and the Members at the Annual Meeting on the ______ day of ____________________, ________.