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Amended By-Laws
Of
Chinquapin Homeowners Association
[ Definitions,
Membership, Meeting of Members,
Directors, Officers,
Indemnification,
Architectural Control Committee, Contracts and
Committees, Charges and Assessments,
Miscellaneous ]
(revised on September 1, 2007)
(This document includes amendments made through
September 1, 2007)
Section 1. Terms Defined. As used in these By-Laws the following
definitions shall apply, unless the context otherwise requires:
- Architectural Control Committee: A committee appointed by
the Board to review and make recommendations to the Board regarding any and
all proposed additions or exterior modifications to any Residence Lot or to
the Common Area.
- Articles of Incorporation:
Articles of Incorporation of the Association as the same may be amended
from time to time.
- Association: Chinquapin Homeowners Association, a
California non-profit mutual benefit corporation.
- By-Laws: The By-Laws of the Association as the same may
be amended from time to time.
- Board: The Board of Directors of the Association.
- Common Area: The real property covered by the
Declaration, excepting all Residence Lots granted or
reserved. Specifically, the Common Area includes the following:
- Condominium
Common Area: Real property consisting of Lots 117 through 126, inclusive,
and Lots 139 through 162, inclusive, all as shown on the Phase 4 Map,
together with all improvements located in said lots including the roofs,
foundations, floors, pipes, ducts, flues, chutes, conduits, wires, and
other utility installations to the outlets, elevator equipment and shafts,
bearing walls, columns, and girders to the unfinished surfaces thereof,
regardless of location, within any structure containing condominium units.
- Project Common Area: Lots 36 and 37 as shown on the Phase One
Map, Lots 70 and 71 as shown on the Phase 2 Map, Lot 93 and Lots A, B and C
as shown on the Phase 3-A Map, Lots 115 and 116 as shown on the Phase 3-B
Map, and Lots 191, 192, 193 and 194 as shown on the Phase 4 Map.
- Condominium Plan: Diagrammatic floor plans and elevations
for condominium units which are a part of the Phase 4 Map.
- Condominium Unit: The portion of a condominium as to
which an owner is entitled to exclusive occupancy. The term “Condominium
Unit” shall mean numbered units 117 through 126 inclusive and 139 through 162
inclusive, as shown on the Condominium Plan. The boundaries of a Condominium
Unit are (1) the interior unfinished surfaces (exclusive of paint, paper,
wax, tile, enamel or other finishing) of its floors and ceilings at their
respective elevations as shown on the Condominium Plan, and (2) the interior
unfinished surfaces (exclusive of paint, paper, wax, tile, enamel or other
finishing) of its perimeter walls, windows and window frames, doors and door
frames, and trim. To the extent that the following are located inside its
perimeter, the Condominium Unit includes space and water heating equipment,
ducts, flues, pipes, conduits, wires and other utility installations, and
excludes bearing walls and structural frame work to their unfinished
surfaces. Each Condominium Unit includes both the portions of the building so
described and the air space so encompassed.
- Declaration: The Amended and Restated Declaration of
Covenants, Conditions and Restrictions Chinquapin
Homeowners Association, as the same may be amended from time to time.
- Member: Member means Owner except that there is only one
membership in the Association for each Unit Ownership.
- Owner or Owners: Each person or entity shown by a duly
acknowledged instrument recorded in the office of the County Recorder of
Placer County, State of California, to be the Owner of a fee interest in a
Unit Ownership as defined herein.
- Residence Lots: All Condominium Units and Townhouse Units
as these terms are defined herein.
- Townhouse Unit: Lots 1 through 35 inclusive as shown on
the Phase One Map, including all structures and improvements thereon, Lots 38
through 69 inclusive as shown on the Phase 2 Map, including all structures
and improvements thereon, Lots 72 through 92 inclusive as shown on the Phase
3-A Map, including all structures and improvements thereon, Lots 94 through
114 inclusive as shown on the Phase 3-B Map, including all structures and
improvements thereon, Lots 127 through 138 inclusive and Lots 163 through 190
inclusive as shown on the Phase 4 Map, including all structures and
improvements thereon.
- Unit Ownership: The entire interest conveyed by deed to
an Owner, including the Residence Lot and the related interest in the Common
Area and also including each and all of the non-exclusive easements and
rights of use (1) created by or otherwise resulting from (i) all components
of the Original Declaration and the Reciprocal Declaration, and (ii) all use
of each of such easements and rights by each and all of the Owners, as such
easements and rights are restated and confirmed by the adoption and recording
of this Amended and Restated Declaration of Covenants, Conditions and
Restrictions Chinquapin Homeowners Association, and (2) quit claimed to any
Owner or Owners by the Moana 1979 Quitclaim.
Section 1. Qualifications. Qualifications for membership and number
and classes of Members shall be as are set forth in
Article IX of the Articles of Incorporation,
and incorporated herein by this reference.
Section 2.
Membership Certificates. No membership certificates shall be issued by this
Association. Membership shall be and is limited to such person or persons as are
set forth and defined by these By-Laws and the Articles of Incorporation.
Section
3. Fees, Dues and Assessments. Fees, dues and assessments shall be levied
and collected as provided in Articles V and
VI of the Declaration or as may be provided for in
these By-Laws.
ARTICLE III
MEETING OF MEMBERS
Section 1. Annual Meeting. All annual meetings of Members shall be
held on the Saturday before Labor Day in each year at the hour of 4:00 P.M.
At the annual meeting, Directors shall be elected, reports of the officers of
the Association shall be considered, and any other business may be transacted
that is within the powers of the Members.
All Members shall be notified of the annual meeting not less than seven (7)
nor more than sixty (60) days before the date thereof, and said notification
shall specify a reasonable place and hour of said meeting.
Section 2. Special Meetings. Special meetings of the Members, for any
purpose or purposes whatsoever, may be called at any time by the President, by
the Board of Directors, or by one or more Members holding not less than
one-fifth (1/5th) of the voting power of the Association.
Section 3. Notice of
Special Meetings. On request in writing to the President, Vice-President or
Secretary, sent by registered mail or delivered to the officer in person, by any
persons entitled to call a special meeting of Members, other than the Board, the
officer forthwith shall cause notice to be given to the Members entitled to vote
that a meeting will be held at a time, fixed by the officers, not less than
seven (7) nor more than sixty (60) days after receipt of the request. All
Members shall be notified of every special meeting by whomever called, not less
than seven (7) nor more than sixty (60) days before the date thereof, and said
notification shall specify a reasonable place, date and hour for the meeting,
and the general nature of the business to be transacted.
Notice of a special meeting may be delivered personally or by mail. If by
mail, such notice shall be mailed, postage, prepaid to the address of the Member
given by such Member to the Association for the purpose of notice, or to the
address of the Member’s unit if no such address has been given to the
Association.
Section 4. Place of
Meeting. Annual meetings and special meetings of the Members shall be held
at the principal office of the Association which is the Dollar House, 3600 North
Lake Blvd., P.O. Box 6001, Tahoe City, California, 96145, provided that the
Board of Directors by resolution may designate a place upon or in the immediate
vicinity of the property subject to the jurisdiction of this Association or some
convenient place within a distance of not more than five (5) miles from said
principal office of the Association, as the place at which any annual or special
meeting of the Members may be held.
Section 5. Adjourned Meetings. Any Members’ meeting, annual or
special, whether or not a quorum is present, may be adjourned from time to time
by the vote of a majority of the voting power present at the meeting, the
holders of which are either present in person or represented by proxy thereat to
a time not less than forty-eight (48) hours nor more than thirty (30) days from
the time the original meeting was called.
Section 6. Notice of Adjourned Meetings. Notice of each such adjourned
meeting shall be given in like manner as provided in this Article III for
special meetings except that the time thereof may be shortened from seven (7)
days to two (2) days.
Section 7. Voting. Voting rights of Members shall be as set forth in
Article X of the Articles of Incorporation of
this Association and as set forth in the succeeding sections of this Article
III.
The vote at any Members’ meeting may be by voice or by ballot; provided,
however, that all elections for directors must be by ballot on demand made by a
Member at any election before the voting begins.
At any election of directors, every Member entitled to vote shall have the
right to cast no more than the number of votes equal to the number of directors
to be elected, and he or she shall not be allowed to give more than one (1)
vote, of the total votes to which he is entitled to cast, to any one candidate.
The Board of Directors may fix a time not exceeding thirty (30) days
preceding the date of any meeting of Members as a record date for the
determination of the Members entitled to notice and to vote at such meeting. In
the event no such record date is fixed by the Board of Directors, the record
date for the determination of Members entitled to notice of and to vote at any
such meeting shall be the twentieth 20th day preceding the date of such meeting
as of 8:00 a.m. of such day.
Section 8. Address of Members. It shall be the duty of each Member to
keep the Association advised as to his correct address from time to time. Absent
written notice to the contrary, the address of each Member shall be the address
of his unit.
Section 9. Quorum. Members representing a majority of the voting power
of this Association present in person or by proxy shall be requisite to and
shall constitute a quorum at all meetings of the Members for the transaction of
business, except as otherwise provided by law.
The Members present at a duly called or held meeting at which a quorum is
present may continue to do business until adjournment, notwithstanding the
withdrawal of enough Members to leave less than a quorum.
Section 10. Consent of
Absentees. The transactions of any meeting of Members, however called and
noticed, are as valid as though had at a meeting duly held after regular call or
notice, if a quorum is present either in person or by proxy, and if, either
before or after the meeting, each of the persons entitled to vote, not present
in person or by proxy, signs a written waiver of notice, or a consent to the
holding of the meeting, or an approval of the minutes thereof. All such waivers,
consents, or approvals shall be filed with the corporate records or made a part
of the records of the meeting. Executors, administrators, guardians, trustees,
and other fiduciaries entitled to vote shares may sign such waivers, consents
and approvals.
Section 11. Action Without Meeting. Any action that, under any
provisions of the California non-profit mutual benefit corporation law may be
taken without a meeting if authorized by a writing signed by all the persons who
would be entitled to vote upon such an action at a meeting, and filed with the
Secretary of the Association.
Section 12. Proxies. Proxies, in order to be accepted as valid at any
meeting, shall have been granted within eleven (11) months prior to the meeting,
unless the Member granting such proxy shall have specified therein the length of
time for which such proxy is to continue in force, in which case, the proxy
shall be valid until the time of expiration set forth therein insofar as the
same does not exceed the maximum time provided for by law. All proxies shall be
in writing, signed by the Member or his duly authorized attorney, and delivered
to the Secretary of the Association. Any form of proxy or written ballot
distributed to ten (10) or more Members shall afford an opportunity on the proxy
or form of written ballot to specify a choice between approval and disapproval
of each matter or group of related matters intended, at the time the written
ballot or proxy is distributed, to be acted upon at the meeting for which the
proxy is solicited or by such written ballot, and shall provide, subject to
reasonable specified conditions, that where the person solicited specifies a
choice with respect to any such matter the vote shall be cast in accordance
therewith.
Section
1. Powers. Subject to limitations of the Articles of Incorporation, of
these By-Laws, and of the non-profit mutual benefit corporation law of
California as to action that must be authorized or approved by the Members, and
subject also to all the restrictions, provision, and limitations contained in
the Declaration, all corporate powers shall be exercised by or under authority
of, and the business and affairs of the Association shall be controlled by the
Board of Directors.
Section 2. Number of Directors. The authorized number of Directors is
seven (7). This number may be changed by an amendment of the Articles of
Incorporation; provided, however, that the authorized number of Directors shall
in no event be less than five (5).
Section 3. Election and Term of Office.
- Elections. The Directors shall be elected at each annual
Members’ meeting. But, if the annual meeting is not held, or if the
Directors are not elected thereat, the Directors may be elected at any
special meeting of Members held for that purpose. A candidate for Director
must be a Member of the Association and current in the payment of all
financial obligations.
- Meeting for Election of Directors. The meeting for the election
of Directors shall be for the purpose of opening, counting, and tabulating
the ballots for the annual election of Directors and any other matters being
voted on by the members. No business other than tabulations of the ballots
by the inspector(s) of election shall be conducted and there shall be no
quorum requirement for any such meeting of the members. The meeting for the
Election of Directors shall be the Saturday preceding the Annual Meeting at
4:00 p.m. at the Dollar House.
- Staggered Terms. At the annual meeting of the Association
to be held on September 3, 1988, the Members shall fill, by election, all
positions on the Board of Directors. Subsequent elections shall also be held
at the annual meetings. However, if an annual meeting is not held or does not
include an election, the election may be held at a special meeting of Members
called for that purpose. The term of office of the three (3)Directors
receiving the highest number of votes at the annual meting on September 3,
1988, shall be two (2) years and the term of office of the remaining
Directors shall be one year. Thereafter, all terms shall be for two years.
- Voting by Members. All membership votes shall be by "secret
ballot" pursuant to Civil Code § 1363.03. Voting by the method described in
Corporations Code section 7513 shall not be permitted. The use of proxies as
provided in Article III, Section 12 of the
By-laws in connection with membership meetings votes is expressly
prohibited.
- Quorum for Member Votes. The quorum for any vote or election by
the members shall be a majority of the total voting power of the
Association.
- Deadline for Nominations. The deadline for nominations
shall be set by the Board and shall not be less than fifteen (15) and not
more than sixty (60) days prior to the date for mailing ballots for the
election of Directors.
- Publication of Deadline for Nominations. The date and time of the
deadline for nominations shall be published at least thirty (30) days in
advance of the deadline on an Association website, or if there is no such
website, notice shall be given in one or more of the following manners: (i)
by posting a notice in one or more prominent places within the project, (ii)
by mailing or delivering a notice to the billing address of each unit, or
(iii) by other means reasonably designed to provide actual notice to the
members.
- Election by Acclamation. If, as of the published deadline for
nominations, the number of qualified candidates nominated is not more than
the number of Directors to be elected, then the individuals nominated and
qualified to be elected shall be declared elected and written notice of the
election shall be given to the members.
Section 4. Vacancies. Thereafter, at each annual meeting, any
vacancies on the Board, created by death, resignation, removal, judicial
adjudication of mental incompetence, or expiration of term, shall be filled. The
term of office of any Director elected or appointed to fill a vacancy created by
any event other than the expiration of the predecessor Director’s term shall be
the balance of the unserved term of the predecessor. Any person serving as a
Director may be re-elected and there shall be no limitation on the number of
terms a Director may serve.
Section 5. Meetings.
- Call. Special meetings may be called at any time by the
President or, if he is absent or unable or refused to act, by a
Vice-President or by any two Directors. Regular meetings shall be held with
call.
- Annual Meeting. Without call or notice other than this
By-Law, the Board of Directors shall hold its annual meeting immediately
following each annual meeting of Members.
- Place of Meetings. The annual meeting shall be held at
the place designated for the annual meeting of the Members. Special meetings
may be held at the principal office of the Association, or at any place
designated by resolution of the Board or by written consent of all Directors.
- Notice. Notice of the time and place of special meetings
of the Board shall be delivered personally by telephone or telegraph to each
Director forty-eight (48) hours before the meeting, or in writing sent to
each Director by first class mail at least four (4) days before the meeting.
If the address of a Director is not shown on the records and is not readily
ascertainable, notice shall be delivered to him at his Residence Lot. Notice
of the time and place of holding an adjourned meeting need not be given to
absent Directors if the time and place are fixed at the adjourned meeting.
Notice of the annual meeting is dispensed with.
- Waiver of Notice. The transactions of any meeting of the
Board, however called and noticed or wherever held, are as valid as though at
a meeting duly held after regular call and notice, if a quorum is present,
and if either before or after the meeting each of the Directors not present
signs a written waiver of notice, a consent to holding the meeting, or an
approval of the minutes thereof. All such waivers, consents, or approvals
shall be filed with the corporate records or made a part of the minutes of
the meeting.
- Quorum. A majority of the authorized number of Directors
constitutes a quorum of the Board for the transaction of business. Every act
or decision done or made by a majority of the Directors present is the act of
the Board.
- Voting. Each Director shall have but one vote at any
meeting.
- Adjournment. In the absence of a quorum, a majority of
the Directors present may adjourn from time to time until the time fixed for
the next regular meeting of the Board. Notice of the time and place of
holding of an adjourned meeting need not be given to absent Directors if the
time and place are fixed at the adjourned meeting.
Section 6. Action Without
Meeting. Any action required or permitted to be taken by the Board under any
provision of the California non-profit mutual benefit corporation law may be
taken without a meeting, if all members of the Board shall individually or
collectively consent. Such action shall have the same force and effect as a
unanimous vote of such Directors.
Section 7. Compensation. Directors as such shall not receive any
salary or compensation for their services as Directors; provided, however, that
nothing herein contained shall be construed to preclude any Director from
serving the Association in any other capacity and receiving compensation
therefor. The payment of per diem, mileage, or other reimbursement expenses to a
Director shall not constitute a salary or compensation.
Section 8.
Insurance. All Directors, jointly and severally, shall be charged with
the duty to maintain in force the insurance coverage as provided in the
Declaration, including, without limitation, fidelity coverage and errors and
omissions coverage relating to their own acts and duties.
Section 1. Designation. The officers of the Association shall be a
President, a Vice-President, a Secretary, and a Treasurer. The Association may
also have, at the discretion of the Board, one or more additional
Vice-Presidents, one or more Assistant Secretaries, one or more Assistant
Treasurers, and such officers as may be appointed in accordance with the
provisions of this Article V. Officers other than the President need not be
Directors. One person may hold two or more offices except that of President and
Secretary.
Section 2. Election. The officers of the Association, except as such
officers may be appointed in accordance with the provisions of this Article V
hereinafter stated, shall be chosen annually by the Board immediately after the
regular annual meeting of the membership, and each shall hold his office until
he shall resign or shall be removed or otherwise disqualified to serve, or his
successor shall be elected and qualified.
Section 3. Subordinate Officers. The Board may elect or authorize the
appointment of such other officers as the business of the Association may
require, each of whom shall hold office for such period, have such authority,
and perform such duties, as are provided in the By-Laws or as the Board may,
from time to time, authorize or determine.
Section
4. Removal and Resignation. Any officer may be removed, either with or
without cause, by a majority of the Directors, at any regular or special meeting
of the Board, or except in case of any officer chosen by the Board, by an
officer upon whom such power of removal may be conferred by the Board.
Section 5. Vacancies. A vacancy in any office because of death,
resignation, removal, disqualification or any other cause, shall be filled in
the manner provided or authorized herein for regular elections or appointments
to such office.
Section 6. President. The President shall be the chief executive
officer of the Association and shall, subject to control of the Board, have
general supervision, direction and control of the affairs and other officers of
the Association. The President shall preside at all meetings of the members and
at all meetings of the Board, and shall have the general powers and duties of
management usually vested in the office of president of a corporation, and shall
have such other powers and duties as may be prescribed by the Board and the
By-Laws; subject, however, to any limitations contained in the Declaration.
Section 7. Vice-President. In the absence or disability of the
President, the Vice-President, or if more than one, in order of their rank as
fixed by the Board, or if not ranked, the Vice-President designated by the
Board, shall perform all the duties of the President, and when so acting shall
have all the powers of, and be subject to all the restrictions upon the
President. The Vice-Presidents shall have such other powers and perform such
other duties as from time to time may be prescribed for them respectively by the
Board or the By-Laws.
Section 8. Secretary. The Secretary shall keep or cause to be kept a
book of minutes at the principal office or such other place as the Board may
order, of all meetings of Directors and Members, with the time and place of
holding, whether regular or special, and if special, how authorized, the notice
thereof given, the names of those present at Directors’ meetings, the number of
memberships and votes present or represented at Members’ meetings, and all the
proceedings thereof. The Secretary shall give or cause to be given notice of all
meetings of the Members and of the Board required by the By-Laws or by law to be
given, and shall keep the seal of the Association in safe custody, and shall
have such other powers and perform such other duties as may be prescribed by the
Board or by the By-Laws.
Section 9. Treasurer. The Treasurer shall keep and maintain, or cause
to be kept and maintained, adequate and correct accounts of the properties and
business transactions of the Association, including accounts of its assets,
liabilities, receipts, disbursements, gains and losses. The Treasurer shall also
maintain or cause to be maintained, complete records of all assessments and
charges levied and the liens securing same under and pursuant to the provisions
of the Declaration, the amounts thereof, the properties and interests against
which the same have been assessed, the dates upon which the same are due, and
upon which the same are delinquent, and a record of the payments thereof. The
Treasurer shall deposit or cause to be deposited all monies and other valuables
in the name of and to the credit of the Association, with such depositories as
may be designated by the Board. The Treasurer shall disburse the funds of the
Association as may be ordered by the Board, shall render to the President and
Directors, whenever they request it, an account of transactions accomplished as
Treasurer, and of the financial condition of the Association, and shall have
such other powers and perform such other duties as may be prescribed by the
Board or by the By-Laws.
Section 10. Compensation. Officers as such shall not receive any
salary or compensation for their services as Officers; provided, however, that
nothing herein contained shall be construed to preclude any Officer from serving
the Association in any other capacity and receiving compensation therefor. The
payment of per diem, mileage or other reimbursement expenses to an officer shall
not constitute a salary or compensation.
Section 11. Insurance. All officers, jointly and severally, shall be
charged with the duty to maintain in force the insurance coverage as provided in
the Declaration including, without limitation, fidelity coverage and errors and
omissions coverage relating to their own acts and duties.
Section 1. Definition of Agent. For purposes of this Article VI,
“Agent” means any present or former Director or officer or any other employee of
the Association or person acting under direction of the Board.
Section 2. Non-Liability. No Agent shall be liable to the Association
(or to any party claiming in the name of the Association), for injuries or
damage resulting from the Agent’s acts or omissions within what the Agent
reasonably believed to be the scope of his or her Association duties (“Official
Acts”), except to the extent that the injuries or damage result from the Agent’s
negligence or willful or malicious misconduct.
Section 3. Indemnification. The Association shall pay all expenses
actually and reasonably incurred by, and satisfy any judgment or fine levied
against, any Agent as a result of any action or threatened action against the
Agent to impose liability on the Agent for his or her Official Acts, provided
that:
- The Board determines that the Agent acted in good faith and in a
manner the Agent reasonably believed to be in the best interest of the
Association.
- In the case of a criminal proceeding, the Board determines that
the Agent has no reasonable cause to believe his conduct was unlawful.
- In the case of an action or threatened action by or in the name
of the Association, the Board determines that the Agent acted with the care
(including reasonable inquiry), that an ordinarily prudent person in a like
position would use under similar circumstances.
Section 4. Approval by Board. Any determination of the Board required
under this Article must be approved by a majority vote of a quorum consisting of
Directors who are not parties to the action or threatened action giving rise to
the indemnification. If the Board fails or refuses to make any such
determination, the determination may be made by the vote or written consent of a
majority of a quorum of the Members, provided that the Agent to be indemnified
shall not be entitled to vote.
Section
5. Payments. Payments made pursuant to this Article shall include amounts
paid and expenses incurred in settling the action or threatened action. This
Article shall be construed to authorize payments and indemnification to the
fullest extent now or hereafter permitted by applicable law.
Section 6. Insurance. The Association shall have the duty to purchase
and maintain insurance on behalf of its Agents, against any liability asserted
against or incurred by any Agent in such capacity, or arising out of the Agent’s
status as such, whether or not the Association would have the power to indemnify
the Agent against such liability under this Article.
Section 7. Authorized by Law. The application of this Article may be
restricted by provisions of California law, including but not limited to,
Corporations Code Section 7237. No indemnification shall be provided by the
Association unless authorized by law.
ARTICLE VII
ARCHITECTURAL CONTROL
COMMITTEE
Section 1. Architectural Control Committee. All plans and
specifications for any alteration to, modification of or addition to any
Residence Lot which requires Association approval shall require the approval in
writing, before any such work is commenced, of the Board upon the recommendation
of the Architectural Control Committee.
The Architectural Control Committee will be appointed by the Board and will
be comprised of three Members, one of whom must be a member of the Board, and
one of whom must be an architect, building designer, land use planner, or
similar specialist.
Section 2. Submission of
Plans. There shall be submitted to the Architectural Control Committee four
(4) complete sets of plans and specifications for any and all proposed
improvements to be constructed on any Residence Lot, and no structures or
improvements of any kind shall be erected, altered, placed or maintained upon
any Residence Lot unless and until the final plans, elevations and
specifications therefor have received such written approval as herein provided.
Such plans shall include plot plans showing the location on the Residence Lot of
the building, wall, fence, or other structure proposed to be constructed,
altered, placed or maintained thereon, together with the proposed construction
material, color schemes for roofs, and exteriors thereof, and proposed landscape
planting.
Section 3.
Approval of Plans. The Architectural Control Committee shall make
recommendations concerning plans, specifications and details within a reasonable
period of time to the Board. The Committee shall recommend disapproval of any
plans and specifications or details submitted to it if:
- The plans do not comply with all provisions of the Declaration.
- The design or color scheme of the proposed building or other
structure is not in harmony with the general surroundings of the Real
Property or with the adjacent buildings or structures.
- The plans and specifications are incomplete.
- The Architectural Control Committee deems the plans,
specifications or details, or any part thereof, to be contrary to the best
interests, welfare, or rights of all or any of the other Owners.
The Board shall have the final authority to approve or disapprove plans,
specifications and details and may grant hearings for Owners where appropriate.
Any alteration of a Residence Lot requiring the approval of the Association
pursuant to Article IV, Section 8 of the Declaration,
which has not been specifically approved by the Board pursuant to this Article
constitutes a breach of the Declaration and the Board shall immediately take
action to enforce the provisions of the Declaration pursuant to the provisions
of the Declaration.
Section 4. Decision by the Board. All decisions of the Architectural
Control Committee are subject to review by the Board and shall be reviewed by
the Board within a reasonable time after recommendation from the Architectural
Control Committee.
ARTICLE VIII
CONTRACTS AND COMMITTEES
Section 1. Contracts with
Non-Members. The Board may enter into, make, perform and carry out contracts
of every kind and character for any lawful purpose, consistent with the status
of a non-profit corporation, with any person or persons, partnership, firm,
association, corporation, private, public or municipal, any body politic, any
state, territory or municipality of the United States, or with the government of
the United States or any department, branch, board, commission or contracting
authority thereof, or with any foreign government, including the right to make
agreements with municipal, county, township, state, national or other public
officials, or with any political subdivision or any corporation or individual
for and on behalf of the Owners of the property covered by the Declaration and
other property owned or subject to the jurisdiction of the Association for a
division of the work or the doing of the work on the streets, roads, ways,
walks, drives, driveways, parks or other portions or serving said property, or
for any other work to be done or utilities to be furnished as will enable the
Association to cooperate with said officials, corporation or individuals to
secure the benefits for the said property referred to or portions thereof that
can be derived from the pro rata share of any municipal, county, state,
national, or other funds that may be available for use thereon, or in connection
therewith or which might otherwise benefit the subject property. The Board may
specifically contract and pay for all water, sewer and refuse collection serving
the subject property and such electrical, gas or telephone services and use as
shall be applicable to the Association.
Section 2. Contracts with Members. The Board may enter into
agreements, contracts, and arrangements with any Member for construction or
repair work, planting or replanting, care, cleaning, protecting, maintaining or
the rendering of maid, telephone, laundry, cleaning of any kind, and all other
special services generally, in connection with such Member’s Residence Lot;
provided the foregoing shall be paid from funds derived from the charges and/or
assessments provided for in the Declaration.
Section 3.
Committees. The Board may maintain and operate such departments, boards,
committees as may be provided for in these By-Laws or as it may provide by
resolution, with such powers and authority as may be conferred, and to make
funds of the Association available for the use of such departments, boards, and
committees. The Board may employ a manager, secretaries, engineers, auditors,
legal counsel, technical consultants, or any other employees or assistants
provided for by these By-Laws or authorized by the Board, and may pay all
expenses necessary or incidental to the conduct and carrying on of the business
of the Association.
Section 4. Insurance Trustee. Should it become necessary, pursuant to
Article VII, Section 2(a) of the Declaration, for
the Association to appoint an Insurance Trustee, the Board shall select, for
such purpose, a commercial bank or other financial institution with trust powers
in the County of Placer. The Board shall enter into an agreement in writing with
said Insurance Trustee wherein said Insurance Trustee agrees to act prudently
and conscientiously in applying the proceeds to the repair or reconstruction of
the damage or destruction to which the proceeds relate.
ARTICLE IX
CHARGES AND
ASSESSMENTS
The Board shall determine the amount of all charges and assessments provided
for in the Declaration, or as may be provided in these By-Laws, and shall levy
and enforce such charges and assessments in the manner therein provided.
Section 1. Annual Reports to Members. The Board shall cause an annual
review or audit of the Association’s books to be made by a public accountant at
the completion of each fiscal year; a copy of such report shall be made
available to each Member within thirty (30) days of completion. A statement of
the business affairs and financial condition of the Association shall be
presented to the membership at its regular annual meeting.
Financial statements shall be prepared by the Association and distributed to
all its Members as follows:
- A pro forma operating budget shall be distributed not less than
45 days nor more than 60 days prior to the beginning of the Association’s
fiscal year. The budget shall include all of the following:
- The estimated revenue and expenses on an accrual basis.
- The identification of the total cash reserves currently set
aside.
- The identification of the estimated remaining life of, and the
methods of funding used to defray the future repair, replacement, or
additions to, those major components which the Association is obligated to
maintain.
- A general statement addressing the procedures used for the
calculation and establishment of those reserves to defray the future
repair, replacement, or additions to those major components that the
Association is obligated to maintain.
- A copy of a review of the financial statement of the Association
shall be prepared in accordance with generally accepted accounting principles
by a licensee of the California State Board of Accountancy for any fiscal
year in which the gross income to the Association exceeds Seventy-Five
Thousand Dollars ($75,000). The review of the financial statement shall be
distributed within one hundred twenty (120) days after the close of each
fiscal year.
- A statement describing the Association’s policies and practices
in enforcing lien rights or other legal remedies for default in payment of
its assessments against its Members shall be annually delivered to the
Members during the sixty (60) day period immediately preceding the beginning
of the Association’s fiscal year.
Section 2. Checks,
Drafts and Notes. All checks, drafts or other orders for payment of money,
notes or other evidence of indebtedness, issued in the name of or payable to the
Association, and any and all securities owned or held by the Association
requiring signature for transfer, shall be signed or endorsed by such person or
persons and in such manner as, from time to time, shall be determined by
resolution of the Board.
Section 3. Contracts – How Executed. The Board, except as the By-Laws
otherwise provide, may authorize any officer or officers, agent or agents, to
enter into any contract or execute any instrument in the name of and on behalf
of the Association, and such authority may be general or confined to specific
instances; and unless authorized by the Board, no officer, except the President,
and no agent or employee shall have any power or authority to bind the
Association to any contract or engagement or to pledge its credit or to render
it liable for any purpose or to any amount.
Section 4. Inspection of
Corporate Records. The books of account and the minutes of proceedings of
the Members and Directors, and other corporate records, shall be open to
inspection by any Director upon demand at any reasonable time, and to inspection
by any Member upon written demand of any such Member at any reasonable time for
a purpose reasonably related to his interest as a Member, and shall be exhibited
at any time when required by the demand of twenty-five (25) percent of the
voting power of the Members represented at any Members’ meeting. Such inspection
may be made in person or by an agent or attorney, and shall include the right to
make extracts. Demand for inspection by any Member other than at a Members’
meeting shall be made in writing served upon the President, Secretary or
Assistant Secretary of the Association. Every such demand, unless granted, shall
be referred by such officer to the Board. The Association shall keep in its
principal office for the transaction of business the original or true copy of
the Articles of Incorporation of this Association, as amended, the By-Laws, as
amended, and the Declaration, as amended, each of which documents shall be open
to inspection by the Members during reasonable business hours.
Section 5.
Defective Notices. Any mistake, inadvertence or excusable neglect in giving
any notice required by these By-Laws, shall not affect the validity of any
meeting called thereby, or of any proceedings had at such meeting.
Section 6. Headings
and Titles. All headings and titles used in these By-Laws, including those
of articles, sections and subsections, are intended solely for convenience or
reference, and the same shall not, nor shall any of them, affect that which is
set forth in such article, nor any of the terms or provisions of these By-Laws
nor the meaning thereof.
Section 7. Rules. Subject to the limitations contained in the
Declaration, the Board may, from time to time, publish and enforce rules, and
establish and collect fines for the violation thereof, governing the use of the
property over which this Association has jurisdiction and the conduct of the
users thereof, in the manner set forth in such Declaration. A current record of
all rules, as amended from time to time, and a record of the amount of the
fines, if any, established for the violation thereof, shall be kept by the
Secretary of the Association and shall be available to any Member at any
reasonable time.
ARTICLE XI
AMENDMENTS OF BY-LAWS
Section 1. Amendments. These By-Laws, and any part thereof, may be
amended or repealed and new By-Laws may be adopted by the vote or written
consent of sixty-six and two-thirds percent (66-2/3 %) of the Members entitled
to vote.
CERTIFICATE OF SECRETARY
I, the undersigned, do
certify:
- That I am the duly elected and acting Secretary of CHINQUAPIN HOMEOWNERS
ASSOCIATION, a California non-profit mutual benefit corporation; and
- That the foregoing Amended Bylaws comprising 15 pages constitute the
Bylaws of this Association.
IN WITNESS WHEREOF, I
have hereunto subscribed my name and affixed the seal of said Association.
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Dated:_______________________ |
BY:
_____________________________
Secretary
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"Keeping Chinquapin Homeowners Informed"
URL: http://chinquapinhoa.com/bylaws.htm
Last modified:
03/03/09
|
