OAKRIDGE PROPERTY OWNERS ASSOCIATION, INCORPORATED
ENACTED: MARCH, 1988
**Amendments are indicated in bold-type throughout the By-Laws**
ARTICLE I. PURPOSE
SECTION 1; PURPOSE
The purpose of the Oakridge Property Owners Association, Inc., here-forth called the Association, are stated in its Certification of Incorporation duly issued by the Secretary of State and field with the Recorder's Office, McLean County, Illinois, which certificate is a part of the Corporate records of this Association. The Association also has such powers as are now or may hereafter be granted for General Not-For-Profit Associations Act of the State of Illinois. These By-Laws take precedence over any Protective Covenants if duplicate rules or regulations exist.
ARTICLE II. MEMBERSHIP
SECTION 1; DEFINITION OF MEMBERSHIP
Every person who is a record owner of any lot which is subject to the Covenants shall be a mandatory member of the Association. Not included as members would be persons or entities holding an interest merely as a security for the performance of an obligation, Building Contractors that do not intend to build their own personal residence or build a rental dwelling on an owned lot, and the subdivision developer. Members of the Association shall be governed and controlled by the Articles of Incorporation and these By-Laws.
SECTION 2; COMMENCEMENT OF MEMBERSHIP
Persons owning a lot in this subdivision at the time of adoption of these By-laws are automatically and immediately members of the association and such membership shall commence automatically and immediately upon receipt of a deed of conveyance by a lot owner subsequent to the adoption of these By-Laws.
SECTION 3; VOTING RIGHTS
The Association shall have one class of voting membership, and owner(s) of lots shall be entitled to one vote for each lot or family unit owned if the owner is a member.
SECTION 4; TERMINATION OF MEMBERSHIP
Association membership shall be terminated automatically upon delivery of a deed of conveyance of a lot to some other person. The Board of Directors of the Association membership, by the affirmation vote of two-thirds (2/3) of the entire membership, may, after an appropriate hearing, suspend or modify privileges of any member of the Association or any resident of a household of any such member for failure to pay any assessment levied by the Association or for continuous or repeated violation of regulations set forth by the Board or by these By-Laws.
SECTION 5; REINSTATEMENT OF MEMBERSHIP
Upon request of the Board of Directors or membership at large, either may, by affirmation vote of two-thirds (2/3) of those present and voting at a meeting, general or special, attended by a quorum of its members, restore any privileges suspended or modified as to any member, if all delinquent assessments levied by the Association have been paid and upon such other terms and conditions as the Board or membership may attach to such restoration of privileges.
SECTION 6; TENANT/LANDLORD MEMBERSHIP ASSIGNMENT
Upon written notice to the Association's Board of Directors, a landlord may assign his easement privileges to a tenant and may keep or assign voting rights to the tenant of each rental unit. Any assignment does not release a property owner from assessment liability.
SECTION 7; TRANSFER OF MEMBERSHIP
Association membership is not transferable or assignable except as forth in these By-Laws.
ARTICLE III. EASEMENT OF MEMBERS
Section 1. OBLIGATIONS OF THE ASSOCIATION
The Association, subject to the rights of the owners described in these By-Laws, shall be responsible for the exclusive management and control of the common area and all improvements of it (including furnishings and related equipment), and shall keep the same in good, clean, attractive, and sanitary condition, order, and repair.
Section 2. MEMBER'S EASEMENT OF ENJOYMENT
Subject to these By-Laws, every owner and members of that household shall have the right of enjoyment in and to the common area and that right shall pass with the title to every lot, and every subsequent member shall have the right of enjoyment of the common area and its facilities.
Section 3. EXTENT OF A MEMBER'S EASEMENT
The member's easements of enjoyment shall be subject to the following:
(a) the right of the Association to set reasonable rules and charge reasonable admission and other fees for the use of the common area by non-member guests;
(b) the right of the Association to mortgage any and all facilities constructed on the common area for improvements or repairs to the common area or facilities, if approved by a 2/3 vote of the membership who are voting at a regular or special meeting duly called for that purpose;
(c) the right of the Association to dedicate or transfer all or part of the common area to a public agency, authority, or utility for such purpose and subject to such conditions as may be agreed to by the members. No such dedication or transfer shall be effective unless an instrument signed by two-thirds of the membership agreeing to the dedication or transfer has been recorded.
ARTICLE IV. DUES AND ASSESSMENTS
SECTION 1; ASSESSMENTS
The Association membership, at its annual meeting, shall review the budget for the next fiscal operating year of the Association. This budget would include items for the maintenance and improvements to all common areas and facilities, as well as general Association related expenses. These expenses will be the basis to levy an assessment on the membership in which each member will share equally in these expenses. On October 1 of each year, the Board of Directors will determine if the assessment was adequate to cover expenses and may levy an additional assessment if necessary. All appropriate rules and regulations regarding the amount, method of payment, and time of payment of an additional assessment shall be adopted by the membership or the Board.
SECTION 2; GENERAL ASSESSMENTS
The general assessment shall be an annual assessment on the lot owners for the purpose of promoting recreation, health, and safety of the residents and in particular, for improvements, maintenance, and operation of the Association and the common area. For the purpose of assessments, each lot not owned by a Building Contractor for the purpose of building his personal residence of the developer, shall be considered for assessment.
a) BASIS FOR ASSESSMENT
(1) Each SINGLE FAMILY LIVING UNIT, certified for occupancy, and each lot owned by a person other than the Building Contractor or Developer, as specified herein, shall be assessed at the uniform rate (100% or residential rate) per unit.
(2) MULTIPLE FAMILY UNITS, certified for occupancy, and conveyed to an owner, not the Building Contractor or Developer, as specified herein, shall be assessed at the uniform rate (100% or residential rate) per unit.
(3) DEVELOP/BUILDING CONTRACTOR OWNED PROPERTY, not used as personal residence of the Developer/Contractor or as a rental property, shall not be assessed until conveyed to an owner or rented. Until said property is conveyed or rented, no Association rights are applied to a unit.
b) METHOD OF ASSESSMENT
By an affirmation majority vote of the Board of Directors at a meeting with a quorum present, the Board may fix an annual assessment rate sufficient to meet the operation of the Association as stated herein. The Board shall set the date(s) for when assessment payments will be due and provide for a reasonable collection time and method. Any assessment payment not received from an owner when due, may be declared by the Board to be immediately due.
SECTION 3. SPECIAL ASSESSMENT FOR CAPITAL IMPROVEMENTS In addition to the annual assessment authorized in these By-Laws, the Corporation's Board of Directors may levy an additional assessment in any assessment year. This assessment would be applicable to the current year and no more than two succeeding years. The assessment shall be used to defray expenses, in whole or part, for the cost of any construction, reconstruction, repair, replacement, purchase new of any capital improvement upon the common area, including fixtures and personal property. Additional assessments must have the approval of two-thirds (2/3) vote of a quorum of membership voting in person at a duly scheduled meeting or by mailed in ballots.
SECTION 4. EFFECT OF NON_PAYMENT OF ASSESSMENTS; REMEDIES OF THE ASSOCIATION
(amended in 1998 at annual association meeting)
Invoices shall be mailed to all Association members no later than January 2nd. Dues shall be considered late of received after January 31st. At the discretion of the Board, a late charge of $25 shall be assessed after January 31st and a $50 charge for each subsequent month. Acting on behalf of the Association, the Board may bring legal action against an owner for nonpayment, seeking to foreclose a lien against the property if payment, including late charges, has not been paid by March 31st. In the event that legal action becomes necessary to collect payment the Association may recover attorney and court costs where lay permits. No owner may waive or otherwise escape liability for an assessment provided by these By-Laws by non-use of the common area or abandonment of owned lot in the event of nonpayment, all rights and privileges of said member, family members, and agents shall be automatically and immediately suspended until payment, in full, is received.
SECTION 5. SUBORDINATION OF LIEN OF MORTGAGE
Any lien on the property for lack of payment of an assessment shall be subordinate to the lien of the first mortgager, first purchase security deed, or security representing a first lien on said property. The sale or transfer of said property shall not affect the lien; however, a sale or transfer of a lot pursuant to foreclosure shall extinguish the lien of such assessments as a payment which became due prior to the sale or transfer. No sale or transfer shall relieve a lot owner from assessment liability due or from the lien, thereof.
SECTIONS. EXEMPT PROPERTY
The following properties are exempt from assessments, charges, or liens as described in these By-Laws; all properties devoted for public use, properties exempt from taxation by State or local governments, all common areas. No other property unless stated otherwise in these By-Laws, shall be exempt from annual or special assessments.
SECTION 7. DAMAGE OF COMMON AREA BY OWNER
In the event that any owner, member of owner family, guest, tenant, or agent of such owner should damage or destroy any part of the common area, its fixtures, or facilities, that owner shall be held directly responsible for the repair of any damage or replacement of damage areas. The Board shall be authorized to repair the damage area in a good workmanlike manner in conformance with original specifications or as the area may have been modified or altered subsequently by the Association. The cost of repair shall become a special assessment upon the owner's lot.
ARTICLE V. ASSOCIATION MEETINGS
SECTION 1; ANNUAL MEETING
The fiscal year for the Association shall be from January 1 to December 31 of each year. At least once per fiscal year, an annual meeting shall be held for the purpose of electing a Board of Directors and to conduct transactions of the Association as may come before the meeting. If an election is not held that day, it should be held as soon as possible after the annual meeting at a special meeting called for that purpose.
SECTION 2; SPECIAL MEETINGS
Special meetings of the membership may be called either by the President, the majority of the Board, or at the request of two-thirds (2/3) of the membership.
SECTION 3; PLACE OF MEETINGS
All meetings shall be held within the subdivision or at a convenient place within McLean County, State of Illinois, accessible to all members.
SECTION 4; NOTICE OF MEETINGS
(Amended in 2008 at annual association meeting)
There shall be written and printed notice stating the place, day, hour, and purpose of any meeting of the Association membership and delivered either in person, by U.S. mail, or e-mail, to each member entitled to vote at such a meeting. To those members that have opted out of the e-mail subscription, this notice will be printed and delivered either in person or by U.S. mail. This notice must be sent to each member entitled to vote at such a meeting, no less than five (5) or more than forty (40) days prior to such meeting, at the direction of the President, Secretary, Officers, or members conducting such meeting. If mailed, the notice is considered delivered when postmarked.
Note: It is the responsibility of each Association Member, to notify the Board Secretary of any changes in their e-mail address, within 30 days of each change.
SECTIONS 5; QUORUMS
(Amended in 1991 at annual association meeting)
(Amended in 2002 at annual association meeting)
The number of members attending a meeting in person or by proxy shall constitute a quorum at such meeting. A majority of those present shall, by their action, bind the entire membership thereupon. A majority vote shall be necessary to approve the yearly budget. And, a copy of the proposed budget shall be delivered to each member, no less than five (5) nor more than forty (40) days prior to the annual meeting.
SECTION 6; PROXIES
(Amended in 1991 at annual association meeting)
At any meeting, members entitled to vote may do so personally or by proxy. Any vote not made in person, must have a valid signature of the Association member. Trustees may however designate an owner of interest in a trust, a Corporation Secretary may cast the Corporations votes, and a general partner may cast the partnership's votes.
ARTICLE VI. BOARD OF DIRECTORS
SECTION 1; Board General Operating Procedures
(Amended in 2002 at annual association meeting)
(a) The affairs of the Association shall be conducted by its Board of Directors.
(b) All decisions made by the Association membership by way of a vote, shall be binding on the current Board of Directors at the time of the vote, and all subsequent future Boards, until such time that a future Association vote determines to change, delete, or replace the currently binding directive. This includes Association directed changes to the By-Laws, Association directed changes to the Association budget (established at annual meetings), and directed changes to the operations of the Board.
(c) All expenditures made by the Board will align with the annual budget approved by the Association at the annual meeting and/or any other specially called meetings of the Association. Specifically, all expenditures will directly refer to, and be supported by, a specific line item in the budget.
(d) Any capital improvements made to the common property and its physical facilities and fixtures, must be presented to, voted on, and approved by the Association membership, pursuant to the By-Laws regarding Association meetings and proceedings.
For the purpose of understanding what constitutes a capital improvement as it pertains to the Oakridge Association common property, it is defined as:
any expenditure made that increase the value of the common property, either due to:
* the addition of any new, non-existing equipment, utilities, physical facilities, or fixtures to the common property,
OR
* replacement of existing equipment, utilities, physical facilities, or fixtures to the common property where the replacement is above and beyond the value or functionality of the original asset.
The Board is able to spend monies for the purpose of maintenance needs, per the approved, annual budget, without seeking additional Association approval. Maintenance is defined as:
"any action and/or expenditures done in an effort to repair and/or replace any pre-existing tangible asset in need of repair."
The effort and expenditure should only result in the restoration of the damaged asset to its original condition and operating ability, or result in the total replacement of same, which would also result in original condition and operating ability.
SECTION 2; NUMBER, TENURE, AND QUALIFICATIONS
The number of Directors shall be set at each annual meeting of the membership. There shall be a minimum of five Board members elected. The term of office shall be for two years or until successor have been elected and qualified. Directors may be elected for terms of less than two years. All candidates must be members in good standing.
SECTION 3; REGULAR BOARD MEETINGS
A regular meeting of the Board of Directors shall be held without other notice than these By-Laws. Notice must be given to all elected Board members and such meeting held within McLean County, State of Illinois, at a location accessible to all Board members.
SECTION 4; SPECIAL MEETINGS OF THE BOARD
Special meeting may be held at the request of the President or two or more Board members. Notice must be given to all current Board members and the meeting must be held in McLean County, State of Illinois, at a location accessible to all Board members.
SECTION 5; QUORUM
A simple majority, minimum of three (3) members of the Board members, shall constitute a quorum for any business transaction vote of the Board at any meeting. Action taken at such meeting is limited to such business specified in the meeting's notice. A meeting may be adjourned if a quorum is not present.
SECTION 6; METHOD OF ACTING
The act of a majority of the Board at any duly noted meeting of the Board shall be binding on the entire Board.
SECTION 7; VACANCIES
Any vacancy on the Board for any reason whatsoever shall be filled by the current Board members unless the remaining membership is reduced to less than five (5), in which case a special election must be called to fill such vacancies.
SECTION 8; COMPENSATION
There shall be no compensation given to any Board member for any reason whatsoever. Board members may be reimbursed for expenses paid by a Board member if the expense were approved by the Board at a prior meeting.
SECTION 9; NOTIFICATION OF ALLEGED VIOLATIONS
(amended into By-Laws as a new section in 1991 at annual association meeting)
In the event of an alleged violation of the Protective Covenants and/or By-Laws, the Association member making the allegation must notify the secretary of the Board of Directors in writing. If the Board so decides pursuant to 'Article VI. Section 3', they shall make the first notification to the alleged violator.
ARTICLE VII. OFFICERS
SECTION 1; OFFICERS
The Board of Directors shall appoint or elect a President, Vice-President, Secretary, and Treasurer for the Association from among the Board members. Any two or more offices may be held by one Board member except for the President and Secretary offices.
SECTION 2; ELECTION AND TERMS OF OFFICE
Association Officers may be appointed or elected by the Board of Directors at the annual meeting or at a meeting following the annual meeting as is convenient. Vacancies shall be filled by existing Board members by appointment or election.
SECTION 3; REMOVAL
Any officer may be removed from office by a two-thirds (2/3) vote of the Board whenever, in the judgment of the Board, the best interest of the Association would be served, but such action shall be without prejudice of the person being removed.
SECTION 4; PRESIDENT
The President shall be the principal executive officer of the Association and shall in general, supervise and control all the business of the Association. He shall preside over all meetings. The President may sign, with the Secretary or other proper office authorized by the Board, any Deeds, Mortgages, Contracts, or other instruments which the Board has authorized to be executed. In general, the President shall perform any duties of that office as prescribed by the Board of Directors from time to time.
SECTION 5; VICE-PRESIDENT
In the absence of the President or in the event of the Presidents inability to perform or refusal to act, the Vice-President shall perform the duties as President with all the powers and restrictions of that office. In general, the Vice-President shall perform the duties of said office as prescribed by the Board of Directors from time to time.
SECTION 6; TREASURER
The Treasurer shall be in charge of all funds and securities of the Association; receive and get receipts for monies due and payable in the name of the Association from any source whatsoever; deposit said funds in banks as designated in these By-Laws. He shall insure that proper tax forms are completed and filed in a timely manner as prescribed by law. The Treasurer shall give bond for the faithful discharge of his duties in such a sum and with surety or sureties as the Board shall determine. The expenses of such bond will be paid by the Association.
SECTION 7; SECRETARY
The Secretary shall keep minutes of all meetings of the membership or Board of Directors and file such minutes in an appropriate book provided for that purpose; see that all notices are duly posted in accordance with these By-Laws or required by law; keep a register of all addresses of current voting members of the Corporation and in general, shall perform the duties of said office as prescribed by the Board of Directors from time to time.
ARTICLE VIII. COMMITTEES
SECTION 1; COMMITTEES AND DIRECTORS
The Board of Directors may from time to time, by resolution, designate one or more committees, each consisting of at least one Board member and as many Association members as required. A committee may have and exercise the authority of the Board if assigned to it by the Board; but it shall not relieve the Board of any responsibilities imposed on it by these By-Laws or by law. Other committees may be created without prescribed or implied authority. Each committee shall have a specific term as specified by the Board and may be terminated at any time by the Board.
SECTION 2; RULES
Unless otherwise provided, a Board member will be in charge of each committee. A majority of a committee membership shall constitute a quorum and a majority is required for an affirmation vote at a duly noted meeting of the committee; held in a convenient place accessible by all committee members. A committee may also establish its own rules, not inconsistent with these By-Laws.
ARTICLE IX. CONTRACTS. CHECKS. ETC.
SECTION 1; CONTRACTS
The Board of Directors may authorize any officer or agent of the Association, in addition to those officers so authorized by these By-Laws or by law, to enter into a contract or execute and deliver any instrument in the name of the Association and such authorization may be general or restricted, and may be limited to a maximum sum established by the Board of Directors.
SECTION 2. CHECKS, DRAFTS, ETC.
All checks, drafts, or other orders for payment of money, notes, or other evidence of indebtedness issued in the name of the Association, shall be signed by such officer or officers as designated by the Board. Such instruments must be signed by the Treasurer and co-signed by the President or Vice-President.
SECTION 3; DEPOSITS
All funds of the Association shall be deposited from time to time to the credit of the Association in such a bank as the Board may elect.
SECTION 4. GIFTS
The Board of Directors may accept on the behalf of the Association, any contribution gift, bequest, or devise for the general purposes of the Association.
ARTICLE X. BOOKS AND RECORDS
SECTION 1. BOOKS AND RECORDS
The Association shall keep correct and complete books and records, and shall keep minutes of any proceedings of its members, Board of Directors, or committees having the authority of the Board. It shall also keep a current mailing list of all voting members of the Association. All books and records may be inspected by any Association member, agent, or attorney for any proper purpose at a reasonable time and place.
ARTICLE XI. SPECIAL VOTING
The Board of Directors may call for a vote of the membership at a time other than the annual meeting or at a special meeting. A mail-in voting procedure shall be adopted by the Board that would allow for the proper notice and information to each voting member and the procedure for returning a signed ballot. Ballots will be collected and maintained for audit.
ARTICLE XII. AMENDING BY-LAWS
(amended in 1991 at annual association meeting)
WAIVER OF NOTICE, AMENDMENT TO BY-LAWS
These By-Laws may be altered, amended, repealed, or added to by a two-thirds (2/3) majority vote of a quorum of Association members attending a duly noted annual meeting, a special meeting established for that purpose, a mail-in ballot procedure, or a door-to-door petition procedure, providing at least ten (10) days prior notice as to the purpose of such vote.
ARTICLE XIII. INDEMNIFICATION OF BOARD MEMBERS
All members of the Board of Directors and all officers of the Association, both past and present, shall be indemnified and held harmless by the Association against all liability and all expenses incurred in the defense of any action, suit, or processing brought against said person(s) on the account of any action or decision by them in the performance of the powers and duties pursuant to these By-Laws, unless said liability and expenses imposed or attempted on any individual shall arise from a breach of duty by the person involving bad faith, dishonesty, willful misfeasance, intentional violation of the law, or reckless disregard of the responsibility of the office held.
ARTICLE XIV. DISSOLUTION OF THE ASSOCIATION
In the event of the dissolution of the Association for any reason whatsoever, after payment of all debts and expenses, all assets of the Association shall be turned over to the United Way of McLean County, which may be existence at the time of the dissolution.
RECORDS MANAGEMENT - AUDIT TRAIL
The following updates to the Oakridge Homeowners Association By-Laws were presented at the Annual Meetings in the month and year indicated, and the changes to content of the By-Laws were passed by a majority vote of Association members, per By-Law stipulations.
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UPDATED |
BY-LAWS SECTION |
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August 1991 |
Article V, Section 5 updated |
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August 1991 |
Article V, Section 6 updated |
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August 1991 |
Article VI, Section 9 added as a new section |
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August 1991 |
Article XII updated |
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August 1998 |
Article IV, Section 4 updated |
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August 2002 |
Article V, Section 5 updated |
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August 2002 |
Article VI, Section 1 replaced |
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August 2008 |
Article V, Section 4, updated |