Ratified Copy – August, 15th 1999
These by-laws have been prepared by the Cherokee Shores Owners Association, a non profit corporation governed by the laws of the State of Texas. These by-laws supersede and replace all previous by-laws.
The name of the corporation is Cherokee Shores Owners Association.
The purpose, for which the association is organized, is to act as a governing agent for the owners of property in Cherokee Shores Subdivision in Henderson County, State of Texas.
Section 1. Fiscal Year. The fiscal year ends March 31st, of each year.
Section 2. Parliamentary Rules. Except as may be modified by the Board of Directors by resolution establishing, modified procedures, Robert’s Rules of Order (current edition) shall govern the conduct of the Association’s proceedings when not in conflict with Texas Law, Articles of Incorporation, or these by-laws.
Section 1. Each property owner in Cherokee Shores subdivisions (hereinafter called the “Subdivision”) is a member of Cherokee Shores Owners Association (hereinafter called the “Association”).
Section 2. Members shall be bound to pay assessments to the Association in accordance with the restrictive covenants for the Subdivisions now and hereafter recorded in Henderson County, State of Texas.
Section 3. A member in good standing is a property owner who has all assessments paid in full.
Section 4. All persons holding title, or vendee rights under a contract of sale, individually or jointly, shall be considered members of the Association. Lessees from members of the Association shall have the privileges of members, except the right to vote, provided that all annual assessments for their property are paid in full. All exceptions must be approved by the Board of Directors.
Sections 5. Each rental property owner will be assessed at the current annual assessment rate for each piece of rental property. This will enable the renter to use all the association facilities. In the event the property owner does not pay the annual assessments, the renter will be allowed to pay the annual assessment and use the facilities. There will be no refund or unused assessments.
Section 6. In order that billings for annual assessment be made to the proper parties, the Secretary of the Association shall be notified in writing of all sales transactions. Until so advised, the listed owner of the property shall be held liable for all sales transactions. Until so advised, the listed owner of the property shall be held liable for all annual assessments, and all past due assessments constitute a lien may be filed against the real property, every year, plus interest at he rate of twelve (12%) percent per annum.
Section 7. All members in good standing, their families and authorized guest, shall have the right to use all of the Association facilities, including its swimming pools, park, and recreational areas, to the extent permitted by and in accordance with the terms and conditions that may be set out in the Association’s rules which may from time to time be established by its Board of Directors. Authorized guests must be accompanied by a member in good standing. Association members
cannot be considered as a guest. Only members in good standing will be allowed to use the bagged household garbage removal facility.
Section 8. Members have the primary responsibility to safeguard and promote the standards, interest and welfare of the Association.
Section 1. Each member in good standing, being a legally recorded property owner of legal voting age, shall be entitled to one vote. Tecon Corporation and all subsidiaries thereof shall be excluded.
Section 2. The annual election of the Association shall be held on the third Saturday of August each year, at the Association office during posted hours.
Section 3. Voting must be in person. Absentee ballots will only be accepted on the Thursday and/or Friday prior to the Annual Election at the Association office during posted hours.
Section 4. All eligible members in good standing seeking elective office must file a resume with the Association office during posed business hours on or before June 15th of each year. If the office is closed on June 15th, the deadline will be extended to the next day that the office is open.
Board of Directors
Section 1. The affairs of the Association shall be governed by a Board of Directors who shall be comprised of elig_ible property owners in Cherokee Shores. No two (2) members of the same family shall serve on the Board of Directors or be President at the same time. Eligible property owners are those members in good standing who have not been removed from the Board of Directors according to Article VI, Section 6 of the bylaws.
Section 2. The Board of Directors shall consist of five (5) Directors and the President of the Association, who shall have full power and authority to carry out the purpose of the Association and to do any and all lawful acts necessary or proper thereto. The President has voting rights only in the event of a tie vote.
Section 3. The Board of Directors shall be elected at the Annual Election by the property owners of the Association, and shall assume office immediately.
Section 4. There shall be one (1) Director elected to serve for one (1) year, two (2) Directors to serve for a two (2) year term, and two (2) Directors to serve for a three (3) year term.
Section 5. Upon the death, resignation or removal of a Director, a successor shall be appointed for the remainder of the term by a majority vote of the Board of Directors.
Section 6. Should a Director of the Association be charged with conduct detrimental the Association the charge must be formally made at a meeting of the Board of Directors. The Board of Directors shall cause a formal charge in writing of misconduct to be presented at the next regular monthly meeting of the membership. The so charged Director may be removed from office by a majority vote of the members in good standing who are present at such meeting. Such removal from office shall be effective immediately upon canvass of the vote. A director removal from office according to this section shall not be eligible to hold another board position at anytime.
Section 7. A Director who has been absent without being excused by the Board of Directors for three (3) monthly meetings in a twelve (12) month period or is delinquent in payment of assessments on property for more than thirty (30) days will be removed from the Board.
Section 1. The officers of the Association will be members in good standing and consisting of a President, Vice President, Secretary/Treasurer, Recording Secretary, Section Representatives and a Sergeant at Arms.
Section 2. All officers of the Association, except for the President, shall be appointed by the Board of Directors within a reasonable time after the Annual Election of the Association. All officers hall serve for a period of one year, or until his/her successor is appointed.
Section 3. Upon the death, resignation or removal of an Officer, a successor shall be appointed for the remainder of the term by a majority vote of the Board of Directors.
Duties of the Officers
Section 1. The President shall be the Chief Executive Officer of the Association and shall be
elected by the members at the Annual Election and shall be responsible for conducting the General Meeting, Board of Directors and Officers Meetings.
Section 2. The Vice President, in the absence of, or by the request of the President, shall exercise the functions of the President, and all duties assigned by the Board of Directors.
Section 3. The Secretary/Treasurer shall be responsible for keeping books with detailed accounts of the receipts and expenditures affecting the association and its administration. The said books and vouchers accrediting the entries thereupon shall be available for examination by the owners and mortgagees, their duly authorized agents, accountants, or attorneys, during general business hours on working days at the time and in a manner that shall be set and announced by the Board of Directors for the generally accepted accounting practices.
Section 4. The Secretary/Treasurer shall maintain a file of correspondence concerning the Association; maintain a current list of all members and their addresses and shall give notices required therein; shall work diligently in the collection of all money; be responsible for the proper accounting of the Association’s financial matters and such other reports as may be specified by the Board of Directors.
Section 5. The Recording Secretary shall record and distribute copies of minutes of all meetings as requested to the President and to their officers as the need arises.
Section 6. The Chairman of the Architectural control Committee shall be responsible for all property permits and improvements, investigate reports of subdivision violations, road conditions and other duties as may be assigned by the Board of Directors.
Section 7. Section Representatives comprise the Architectural Control Committee. Representatives are responsible for communication concerns and recommendations of the members and monitoring and reporting subdivision violations to the Architectural Control chairperson.
Section 8. Sergeant at Arms is responsible for keeping order at the meetings as directed by the President.
Section 1. The Board of Directors or the President may appoint committees from time to time, and delegate to such committees such written duties as they may deem proper.
Section 2. The President shall be an ex officio member of the committees.
Powers and Duties of Board of Directors
The Board of Directors may do all acts and things in accordance with the Articles of Incorporation, the Restrictive covenants of the Subdivision, or these by-laws.
In addition to the duties imposed by these by-laws or by any resolution of the Association that may be hereafter adopted, the Board of Directors shall have the power to be responsible for the following:
adoption of an annual budget
establish the contribution of each owner to the common expenses not to exceed a five
(5) percent increase annually;
adoption of the means and methods of collecting such assessments.
provide for the operation, care upkeep and maintenance of all of Cherokee Shores common responsibilities.
write policies and procedures for operations of the Board and the Association;
shall approve opening of bank accounts on behalf of the Association and designate the signatories required;
letting of contracts for the making of major repairs, additions, and improvements to or alterations of areas in Cherokee Shores in accordance with the other provisions of the Declarations and these by-laws;
enforce by legal means the provisions of the Declaration, these by-laws and the rules and regulations adopted by it and bringing any proceedings which may be instituted on behalf of or against the owners concerning the Association;
obtain and carrying insurance against casualties, liabilities, and providing bonding insurance on the officers and directors and paying the premium cost thereof;
shall have the power to borrow moneys for the purpose of repair or restoration of the common area and facilities only with the approval of the members of the Association present at a regular monthly meeting. Thirty (30) days notice of the meeting is required.
shall be responsible for personnel necessary for the maintenance, operation repair, and replacement of its property, and the area of common
responsibility, and for the purchase of supplies and materials to be used by such personnel in the performance of their duties.
Management Standards of Performance
The following management standards of performance will be followed unless the Board of directors specifically determines otherwise by resolution;
Cash Accounting, as defined by generally accepted accounting principles, shall be employed.
accounting and controls should conform with established American Institute of Certified Public Accountants guidelines and principles, a segregation of accounting duties should be maintained and disbursements by check shall require two (2) signatures which will be the Secretary/Treasurer, the Director of Finance or the President.
cash accounts of the Association shall not be commingled with any other accounts.
no remuneration shall be accepted by the officers, employees, or directors from vendors, independent contractors, or others providing goods or services to the Association, whether in the form of commissions, finders fees, service fees, prizes, gifts or otherwise; anything of value received shall benefit the Association.
any financial or other interest which the officers or directors may have in any firm providing goods or services to the Association shall be disclosed promptly to the Association.
an income statement reflecting all income and expense activity monthly.
disbursement limits shall be set by the Board of Directors at their meeting after the annual elections.
Section 1. Regular meetings of the Board of Directors shall be held the second Saturday of each month at 9:00 A.M. at the recreational area (Pool #1, 7100 Aztec Drive).
Section 2. The general meeting of the Association shall be held the second Saturday of each month at 10:00 A.M. at the recreational area (Pool #1, 7100 Aztec Drive).
Section 3. Special meetings of the Board of Directors shall be held at the recreational area (Pool #1, 7100 Aztec Drive) when called by notice given by the President, Secretary, or by any two (2) Directors. The notice shall specify the time of said meeting and the nature of any business to be considered. The notice shall be given to each Director by one of the following means: (a) personal delivery, (b) written notice by first class mail, (c) telephone communication either directly to the Director or to a person at the Director’s home or office. A quorum present at any such meeting shall be conclusive that the notices requirement was fulfilled.
Section 4: Emergency meetings may be called at any time by the President.
Section 5. Board of Directors executive sessions are closed sessions exclusively for the discussion of financial or personnel business, and are not open to non-board members.
Section 6. Quorum of Board of Directors. At all meetings of the Board of Directors a majority of the Directors shall constitute a quorum for the transaction of business, and the votes of a majority of the Directors present at a meeting at which a quorum is present shall constitute the decision of the Board of Directors.
Section 7. All meetings of the Board of Directors (with the exception of executive sessions) shall be open to all members, but non-board members may not participate in any discussion or deliberation unless expressly so authorized by the presiding officer.
Section 8. Action without a Formal meeting. Any action to be taken by the Directors may be taken without a meeting if consent in writing, setting forth the action to be so taken, shall be signed by all the Directors.
These by-laws may be amended by first receiving a majority vote of the board of Directors and then receiving a majority vote of the members in good standing at the Annual Election.