Article 1: Name
The name of the organization is
Lonas Drive Community Association, hereafter referred to as the ďAssociation.Ē
The board of directors shall have the power to designate other names for
specific activities and programs it deems appropriate.
Article 2: Objectives
Associationís purpose is to promote and support developments and improvements
that are compatible with the prevailing residential character of the areas
included in the Association.
Article 3: Membership
1. Eligibility. Adult members of
households living in the residential areas adjacent to Lonas Drive shall be
eligible for memberships.
Section 2. Admission to
Membership. Any person who is
eligible for membership in the Association may become a member by participating
in (signing an attendance roster at) one Association open meeting.
Section 3. Resignation and
Termination. Any member may resign
membership at any time by submitting a written resignation to any member of the
board or directors. Any member may be terminated from membership on moving out
of the Associationís residential area. Any member who has failed to attend an
open meeting for five years will be declared ďinactiveĒ and not counted as a
current member of the Association. The Secretary-Treasurer of the Association
will update the membership list quarterly.
Section 4. Membership List. The Secretary of the Lonas Drive Community
Association shall keep an accurate list of the names of current members,
including addresses (mail and e-mail), and telephone numbers. The Directors
shall provide that the membership list be closed each year thirty (30) days
prior to the date of the annual meeting for the purpose of determining which
members will be eligible to vote at that annual meeting. A list of members as
of that date, certified by the secretary, shall be open for inspection at the
annual meeting and shall determine who shall be eligible to vote at that
Section 5. Membership Meetings. Meetings
of the Lonas Drive Community Association shall take place as follows:
(a) An annual meeting of the members shall be held during November
at a time and place specified by the Board of Directors.
(b) The Board of Directors may by resolution set the times and
places for more regular meetings of the members of the Lonas Drive Community
(c) Special meetings of the members may be called by the
President, by the Board of Directors, or by 2/3 of the voting members of the
Lonas Drive Community Association.
(d) The Board of Directors will designate a place within the Lonas
Community Association area as
the location of the annual meetings. Any special meetings of the members shall
be held at such location as designated by the person or persons calling the special
6. Notification. Written notice of
the annual meeting shall be given to each voting member not less than1 day nor
more than 30 days prior to the date of the annual meeting. Such notice shall
state the day, time, place, and agenda of the meeting. Such notice shall be
deemed given when distributed to the residence of each member using the
membersí addresses as they appear on the Lonas Drive Community Association
membership list. (Additional notice may be distributed electronically.) A
certificate by the Secretary of the Lonas Drive Community Association stating
that such notification was distributed shall be conclusive. Written notice of
special meetings shall be delivered in the same manner as notice of the annual
meeting. Notice of a special meeting shall also give the names of the person or
persons calling such meeting.
7. Quorum. No business of the Lonas
Drive Community Association shall be transacted unless at least 10% of the
members entitled to vote are present at a meeting.
8. Voting. There shall be one vote
per member. A majority vote (that is, one half plus one person) of those voting
members present shall be required to carry any motion or to elect any director,
except as provided elsewhere in these bylaws.
Article 4. Board of Directors
1. Election. Candidates for the
Board of Directors shall be selected from among those nominated by the
Nominating Committee, which shall consist of three persons appointed by the
President of the Association. Candidates may also be nominated by members
present at the meeting. Directors shall be elected by a majority vote of those
2. Composition of the Board of Directors. The number of board members shall
be at least three and not more than twenty (20). To be elected to the Board a
person must be a current resident of the Associationís residential areas and be
a member of the Association. Each of the neighborhoods, subdivisions and
condominium complexes adjacent to Lonas Drive with at least 20 residences may
have two members of board as representatives of their area. A neighborhood, subdivision or condominium
complex with 100 or more residences may have an additional representative on
3. Terms of Office. Each director shall
serve for a term of three (3) years, or until a successor is selected.
4. Duties. Directors shall set policy, recommend changes in bylaws as
needed, set the agenda for membership meetings, authorize activities and
expenditures of the Lonas Drive Community Association, supervise all phases of
the organizationís work, and otherwise manage and direct the affairs of the
Lonas Drive Community Association.
5. Removal from the Board. Any or all directors may be removed with or
without cause by a majority vote of the members present at a meeting in which a
quorum is present. Any Director missing three (3) consecutive meetings of the
Have been called by virtue of Section 6 of this Article
shall automatically be removed from office unless the President or Secretary is
informed before the meetings of the absences, and the reasons for such absences
have been previously approved by resolution of the Board as reasons for which
absence is excusable.
6. Meetings of the Board.
The Board of Directors shall meet regularly and at least four
(4) times per year at such hour and place as designated by the Board.
Special meetings of the Board of Directors may be called by
the President or any two (2) directors.
Section 7. Notification. Notice of regular and special meetings of
the Board shall be given by written notice or by personal notice given 1 day in
advance. Such notice shall include time, place, and proposed agenda. Attendance
of a Director at any meeting shall constitute a waiver of notice, except when
such Director attends for the express purpose of objecting to the transaction
of any business because the meeting was not properly called or convened.
Section 8. Quorum. At least 1/3 of the Board must be present at a
Board of Directors meeting before any vote may be held on any resolution,
election, etc. or before any reports may be read.
9. Voting. Each member of the Board shall have one vote. A majority vote
(one half plus one vote) of the Directors shall be required to carry any
motion, to elect any officers, etc.
10. Vacancies. Vacancies occurring on the Board for any reason other than
expiration of a term of office may be filled by a majority vote of the
Directors then in office, provided, however, that any vacancies existing on the
Board by reason of removal of a Director shall be filled immediately by a
majority vote of the members at the next meeting of the organizationís members
properly called under the bylaws.
11. Resignations. Any member of the
Board of Directors may resign by giving written notice to the President or
Secretary of the Lonas Drive Community Association.
ARTICLE 5. OFFICERS
1. Election of Officers. The officers of the Lonas Drive Community
Association shall be elected annually at a regularly scheduled meeting of the
Board. Nominations for the officer positions shall be made at the last regular
meeting of the Board prior to the meeting in which elections are to be held.
Officers shall be elected by a plurality of votes of the
members of the Board. The nominee for a particular office who received the most
votes in any election shall be elected to that office. In the event of a tie
for receiving the most votes, any nominee who shall not have received enough
votes to be a part of the tie shall be eliminated from consideration, and there
shall immediately be a subsequent vote to determine the winner. This process
shall repeat until a single nominee receives a plurality of votes. The titles
and duties of officers of the Lonas Drive Community Association are enumerated
in the following sections of these bylaws.
2. President. The President shall be the chief officer of the Lonas Drive
Community Association. The duties of this office shall include the following:
necessary arrangements for meetings
at all meetings
and follow agendas for all meetings
whether a quorum is present at meetings
the organization at public functions
checks for the organization
the drafting of all organizational documents
the establishment of all committees and the assigning of committee
- Act in
an emergency when there is not enough time to call a meeting
that decisions of the organization are carried out in a timely manner
participation of all members
Section 3. Vice-President.
The duties of Vice President of the Lonas Drive
Community Association are as follows:
out the duties of the President in his or her absence
the President in all duties
as program chair
assistance in committees in performing their charges
the President in office for the remainder of any term of office not
completed by the President for whatever reason
Secretary. The duties of the Secretary are as follows:
distribute, and maintain accurate records of all regular and called
meetings of the Lonas Drive Community Association
and provide a list of all current members
records of all committee meetings as submitted by committee chairpersons
notice of all regular or called meetings
special meetings of the Lonas Drive Community Association
files of all organizational documentsócharter, bylaws, etc.
all organizational correspondence
all duties as required of the Secretary in ARTICLE 7 of these bylaws.
Section 5. Treasurer. The
duties of the Treasurer are as follows:
- Give a
financial report at all meetings as called on by the President
authority to sign checks
all tax reports as required
arrangements for audits and record-keeping services
all duties as required of the Treasurer in ARTICLES 7 and 8 of these
ARTICLE 6. COMMITTEES
1. Executive Committee. There shall be an Executive Committee of the Lonas
Drive Community Association consisting of the organizationís directors and
officers. It shall be the responsibility of the Executive Committee to plan the
agendas for all meetings and to develop and recommend programs for the
organization. The Executive Committee shall not have the authority to change
the bylaws or to fill any vacancies on the Board or on any committee without
the approval of a majority of the Board of Directors.
Section 2. Committees. The
Board of Directors may designate and appoint one or
More committees consisting of directors or members or both,
and shall describe the duties and authority of each such committee.
3. Reports. All committees shall as requested report their activities and
recommendations to the Board and file reports with the Secretary.
ARTICLE 7. BOOKS AND RECORDS
1. Records. The Secretary of the Lonas Drive Community Association or other
such person appointed by the Board of Directors shall keep accurate, permanent
minutes of the proceedings of meetings of the members and the Board of
Directors and of reports of committees. Such person shall also keep an accurate
record of the members of the organization, including each memberís name,
address, and membership designation. These records are to be turned over to the
new secretary by the outgoing secretary within 30 days of the election of a new
Section 2. Financial Records. The Treasurer of the Lonas Drive
Community Association or such other person as may be appointed by the Board of
Directors shall keep a correct and complete set of books and records of
accounts of the organization. Such person shall be required to account to the
Board of Directors for all expenditures at the annual meeting of the Board and
at the annual meeting of the members, and whenever the Board of Directors shall
ARTICLE 8. FUNDS.
1. Deposits and Withdrawals. The Treasurer shall be responsible for
maintaining and accounting for all of the funds of the organization. The
Treasurer shall establish a checking or savings account with a federally
insured local bank or savings and loan association when funds of more than $50
in cash are accumulated. The account shall be in the name of the Lonas Drive
Community Association and shall bear the signatures of the President or the
Treasurer. As outgoing authorized account signatories are replaced by new
authorized signatories, the Treasurer will ensure that the correct signatures
are on record with the account(s) at the bank or savings and loan association.
Withdrawals from the account shall be made only after a resolution or motion
has been passed by the Board of Directors or the membership authorizing the
Section 2. Loan or Guarantees. The
Lonas Drive Community Association shall not make, directly or indirectly, any
loan of money or organization property to, or guarantee or secure any debt of,
any director or officer of the organization.
ARTICLE 9. AMENDMENTS
1. Charter Amendments. Amendments to the charter may be made in the
(a)The Board of Directors shall
adopt a resolution setting forth the proposed amendment and directing that it
be submitted to a vote at a meeting of the members of the Lonas Drive Community
Association, which may be an annual, regular, or special meeting; or 50% of the
members of the organization entitled to vote thereon may propose an amendment
by delivering such proposed amendment to the Board or any officer of the
Written notice of the meeting at which such proposed amendment
is to be submitted shall include a copy of the proposed amendment and a summary
(c) Such amendment shall be approved upon receiving the affirmative
votes of two-thirds of the members of the organization present at such meeting,
provided a quorum is in attendance.
Section 2. Amendment to the Bylaws. Bylaws may be adopted, amended, or repealed by a vote
of one-half of the voting membership. Bylaws may also be adopted, amended, or
repealed by the Board of Directors upon a unanimous vote of the Board of
Directors present and voting. However, any bylaws adopted by the Board of
Directors may be amended or repealed by the members. The bylaws may contain any
provision for the regulation and management of business or affairs of the
organization that is not inconsistent with law or the Charter. Notice shall be
given at least seven (7) days before any meeting at which a proposed amendment
will be considered, and the test of the proposed amendment shall be sent out
with the meeting notice.