| (G)
Manner of Acting. The act of a majority of the
directors present at a meeting at
which a quorum is present shall be the act of the Board of Directors, unless the act
of a greater number is required by law or by these Bylaws.
(H) Vacancies.
Any vacancy occurring in the Board of Directors shall be filled by
election by the Board of Directors. A director elected to fill a vacancy shall be
elected for the unexpired term of his predecessor in office.
BYLAW VI.
OFFICERS
(A)
Officers. The officers of the corporation shall be a president, a vice
president, a
secretary, and a treasurer.
(B) Qualification
and Method of Election. The officers shall be members of the
corporation. The officers shall be elected by a majority of members, and shall
serve
for a term of one (1) year. The president and vice president shall be members of the
Board of Directors.
(C)
President. The president shall preside at all meetings of the corporation
and of the
Board of Directors at which he is present, shall exercise general supervision of the
affairs and activities of the corporation, and shall serve as a member ex officio of all
standing committees, and will be a member of the Board of Directors in the year
following his term of office.
(D) Vice
President. The vice president shall assume the duties of the president during
his absence.
(E)
Secretary. The secretary shall keep the minutes of all meetings of the
corporation
of the Board of Directors, which shall be an accurate and official record of all
business transacted. The secretary shall be custodian of all corporate records.
(F) Treasurer.
The treasurer shall receive all corporate funds, keep them in a bank
approved by the Board of Directors, and pay out funds only on notice signed by him
and by one other officer. The treasurer shall be a member ex officio of the Audit
Committee. The treasurer shall obtain a personal bond in an amount to be set by the
Board
of Directors.
(G) Vacancies.
A vacancy in any office because of death, resignation, removal,
disqualification, or otherwise, may be filled by any member of the Board of
Directors for the unexpired portion of the term.
BYLAW VII.
COMMITTEES
(A)
Standing Committees. Standing Committees of the Association shall be the
Nominating Committee, the Activities Committee, the Maintenance Committee, the
Publicity Committee, the Planning and Zoning Committee and the Audit Committee.
Unless otherwise provided herein each committee shall consist of a Chairman and
two or more members as determined by the Board, at least one of whom shall be a
Director. Each committee shall be appointed by the Board of Directors at its annual
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meeting to serve until the next annual meeting of the Board and until its successor
shall have been duly elected and qualified, except that the Nominating Committee
shall be appointed prior to each annual meeting of the members to serve during such
annual meeting and until the next annual meeting of the members to serve during such
been duly designated. The Board of Directors may appoint such other committees
as it deems desirable.
(B)
Nominating Committee. It shall be the duty of the Nominating Committee to
nominate candidates for the Board of Directors of the Association and the respective
office each Director shall hold for the next term. (The Nominating Committee shall
notify the membership of its recommendation not less than thirty days prior to the
annual meeting, additional nominations from the floor shall be permitted.)
(C) Activities
Committee. An Activities Committee shall advise the Board of Directors
on all matters pertaining to the recreational program and activities of the Association
and shall perform such other functions as the Board, in its discretion determines.
(D)
Maintenance Committee. A Maintenance Committee shall advise the Board of
Directors on all matters pertaining to the maintenance, repair or improvement of the
Properties, and shall perform such other functions as the Board in its discretion
determines.
(E) Publicity
Committee. A Publicity Committee shall inform the members of all
activities and functions of the Association, and shall, after consulting with the Board
of Directors, make such public releases and announcements as are deemed to be in
the best interests of the Association.
(F)
Planning and Zoning Committee. The Planning and Zoning Committee shall inform
Members of all activities and functions relating to or affecting Turtle Creek Addition
with respect to existing, proposed or possible changes in Planning and Zoning and
shall perform such other functions as the Directors, in its discretion determines.
(G) Audit
Committee. An Audit Committee shall supervise the annual audit of the
Association's books and approve the annual budget and statement of income and
expenditures to be presented to the membership at its regular annual meeting, as
provided in Article IV, Section A. The Treasurer shall be a non-voting member of
the Committee.
BYLAW VIII
PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of
Order Newly Revised shall govern
the Association in all cases to which they are applicable in which they are
not inconsistent with
these Bylaws and any special rules of order the Association may adopt.
BYLAW IX.
FEES, DUES AND ASSESSMENTS
(A)
Annual Dues. The annual dues shall be the same for each member and shall be
thirty-five Dollars ($35.00) per year, subject to such modification as the majority of
the directors may require, provided, however, that no increase above ten percent
Page 5 of 7
(10%) per year may be determined without two-thirds (2/3) of the members approving
such increase.
(B)
Payment of Dues. The annual dues shall be payable on or before May 1 of each
year
for the following years membership.
(C) Default in
Payment of Dues or Assessments. When any member shall be in default
of the payment of dues or assessments for a period of six months (6) from the date
on which such dues or assessments become payable, he shall for purposes of voting,
not be considered a member in good standing. In addition, such member shall be
dropped from active membership and places on the inactive list. Such member shall
not be reinstated until he has paid dues and assessments in full, and until such time
as such member is reinstated, he shall have no rights of any kind arising out of a
membership in the corporation.
(D)
Assessment of Dues. In the event any member whose dues are paid shall during
the
year in which such dues were paid, terminate his membership by sale of his lot or
unit in Turtle Creek he shall be entitled to assign to the buyer of such building the
benefit of the paid-up dues. Said member should advise the purchaser of this fact,
and also notify any member of the Board of Directors.
BYLAW X.
FISCAL YEAR
The Fiscal year of the corporation shall be from May 1 to April 30.
BYLAW XI.
BOOKS AND PAPERS
The books, records and papers of the Association shall be available
for inspection at the regular and
annual meetings by any Member.
BYLAW XII.
CORPORATE SEAL
The Association shall have a seal in circular form having within
its circumference the words: Turtle
Creek Homeowners' Association, Inc.
BYLAW XIII.
AMENDMENTS
Any proposed amendment to these Bylaws may be submitted in writing
at any meeting of the
members of the corporation. Such proposed amendments shall be discussed
at the meeting of the
members following the meeting at which the proposed amendment was submitted,
and shall be
voted on by the members of the corporation at a date that shall not be
earlier than the second
meeting following the initial submission of the proposed amendment.
Such proposed amendment
must be signed by three (3) members of the corporation, shall be read to the
meeting by the
Page 6 of 7
secretary, and shall be printed on ballots distributed to all
members by mail. A proposed amendment shall be come
effective when approved by a two-thirds (2/3) majority of the members entitled to vote.
The undersigned hereby certifies that:
(1)
He is duly elected and acting president of Turtle Creek Home
Owners Association,
Inc., a nonprofit corporation duly organized and existing under the laws of the State
of Oklahoma.
(2) The foregoing Bylaws, comprising six (6) pages, constitute
the Bylaws of the Turtle
Creek Home Owners Association, Inc., as modified by its members, and duly
adopted at the meeting of the Board of Directors held on January 23, 2001.
IN WITNESS WHEREOF, the undersigned has hereto subscribed his name
and affixed the seal of
the Turtle Creek Home Owners
Association, Inc., on this
____________ day of
_________________________, 2001.
_______________________________________
President
____________________________________________
Secretary
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