MT.
KEMBLE LAKE ASSOCIATION, INC.
BY-LAWS
Revised
January, 2011
TABLE OF CONTENTS
Article I. Name of Corporation
Article II. Nature of the Community
Article III. Purpose of the Association
Article IV. Organization of the Association
Section
D. Termination of Privileges and
Rights
Article VI. Suspension of Membership
Section
B. Suspension of Privileges and
Voting Rights
Section
C. Obligations When Suspended
Article VII. Dues and Assessments
Section
B. Adoption of Dues and Assessments
Section
C. Payment Structure and Computation
Section
D. Notice of Dues or Assessment
Collection
Section
E. Collection of Dues or Assessments
Article VIII. Member Delinquency of Financial
Obligations
Section
A. Purposes of Expenditures
SECTION
D. EXAMINATION OF BOOKS AND RECORDS
Section A.
Ð Annual Meeting of the Membership
Section B.
Ð Special Meetings of the Membership
Section C.
Ð Notice of Annual or Special Meetings
Section D.
Ð Meetings of the Board of Trustees
Section E.
Ð Location of Meetings
Section F.
Ð Conduct of Meetings
Article XI. Association Property:
Section
A. Clubhouse Ownership
Section
B. Furnishings and Community
Equipment
Article XII. Rental or Group Use of Community
Facilities
Section
A. Group or Individual Application
for Use or Rental
Section
B. Appeal of Application Approval
or Denial
Article XV. Indemnification of Officers
ARTICLE I. NAME OF
CORPORATION
The
corporate name of this community organization is ÒMt. Kemble
Lake Association, Inc.Ó (Association). The Association is a
ARTICLE II. NATURE OF THE COMMUNITY
Mt. Kemble Lake (MKL) is a unique residential community
organized and operated to support the interests and concerns of its residents.
Collective efforts of residents are the means by which the resources of the
community are developed, maintained, enjoyed and conserved. The Association is strongly committed to
the principle of community action through individual participation in community
affairs, operations and governance for the good of all who live at
It is the
desire and intent of the Association to fully respect the privacy and inherent
rights of the individual, including those of property ownership and
participation in MKL community activities, without discrimination. This respect of the rights of the
individual, coupled with the opportunity for participation in community
affairs,
ARTICLE III.
PURPOSE OF THE ASSOCIATION
The purpose of the Association, through its
elected officials, is to enhance the MKL community by development, use,
regulation and conservation of all properties owned in common by the homeowners via:
-
Operating, managing, and administering the community assets to the greatest
extent possible, including but not limited to maintenance, repairs and
replacements thereof.
- Enhancing usage.
- Adopting, and enforcing diligently
and equitably, rules and regulations for use and safety and establishing
appropriate sanctions for non-compliance.
- Equipping the MKL Clubhouse and
other community property to meet the priorities of the Members of the
Association (Members).
- Establishing a commitment to lake
stewardship via the promotion and protection of lake health and vitality.
- Entering into contracts with third
parties, including but not limited to the Lakeshore Company, related to the
functions and services described herein.
The Association shall have responsibility to administer and govern community
activities. The following functions
are inherent in this responsibility:
- Identifying
and conducting such activities as may be of interest to the Members.
- Providing
leadership on joint issues with other MKL community organizations to assure a
coordinated approach toward the care and use of resources.
- Establishing
and maintaining communication channels to inform the Membership about
Association and MKL community actions and activities.
The Association shall have the right to exercise all powers
necessary or convenient to effect any of the purposes
outlined in this Article III or elsewhere in these By-Laws.
ARTICLE IV. ORGANIZATION OF THE ASSOCIATION
Respecting the
volunteer nature of candidacy for office, the term of office for Trustees of
the Association is only two years.
The Board of Trustees (Board) shall consist of eleven (11) Members
(unless and until increased as described below), five or six (5 or 6) of whom
are elected each year. Therefore,
these By-Laws are highly structured in order to provide a framework and bridge
for stable governance and continuous maintenance of MKL facilities and
activities.
á Conduct
of Business - The Board of the Association shall be responsible for the conduct of business of the
Association in support of and consistent with the Nature of the Community
(Article II) and the Purpose of the Association (Article III) as described in
these By-Laws.
á Adoption of rules and regulations - The Board shall adopt Rules and
Regulations which govern the obligations and responsibilities of all Members,
Inactive Members, residents and guests with respect to community property and
community activities.
1. Board of Trustees - Elected Trustees shall serve for a
term of two (2) years. In the event
that the Board ever determines that it would be advantageous to add an
additional Trustee(s) in order to carry out the BoardÕs functions, then the
Board may appoint such additional Trustee(s), who shall serve until the next
election, at which time one or more candidates for a new Board seat(s) shall be
nominated for election for a term of one or two years as determined by the
Board, according to the usual election procedures described below.
2. Nomination of Candidates
Ð
By October 1st of each year, the Board shall appoint a Nominating
Committee of five Association Members (none currently on the Board). Also by October 1st, the
Board shall notify all Members of the Association that the Nominating Committee
is soliciting nominations for election to fill the seats of the Trustees which
are or will become vacant by year end.
Any Association Member in good standing may nominate himself or herself,
or another Member in good standing who is willing to run for election. The names of all such candidates shall
be submitted to the Nominating Committee in accordance with instructions given
to the Association Members. In
addition, the Nominating Committee itself will nominate additional candidates
as necessary, in order to insure that the number of candidates running for
election exceeds the number of upcoming Board vacancies by at least one. The names of all candidates, whether
nominated by Association Members or by the Nominating Committee, shall
constitute the candidates to be included on the ballot for election.
3. Election of Trustees
á Trustees shall be elected by Association
Members in a written ballot process intended to be concluded before year end.
á By November 1st of each year,
the Secretary of the Association shall provide to the Association Members, by
mail, e-mail or direct delivery, a written ballot containing the names of the candidates
nominated for election to the Board, together with instructions for completing
and returning the ballot by a deadline set by the Board.
á To be valid:
A. Each ballot must vote for no more than
the number of Trustee positions to be filled.
B. Each ballot must be returned to the
Secretary by the deadline provided in the ballot instructions.
á
The candidates
receiving the highest number of votes are elected to the open Board seats. In the event of a tie, they shall be chosen
by lot.
á
Following the receipt and
tally of all ballots, the Board shall notify the Association Members of the
results of the election.
á
By December 31st
of each year, the newly elected Board members shall meet with the rest of the
existing Board members in order to elect their officers and to reorganize for
the coming year.
4. Vacancies -
Should an elected Trustee die, resign or otherwise become unable to fulfill
their duties before their two-year term expires, the President with the
approval of the remaining Board members may appoint a replacement from the
Membership. At the next annual
meeting, a successor must be elected to serve for the unexpired term.
Officers of the Association - The Officers of the Association
shall be President, Treasurer and Secretary, and such others as the Board may
determine, each of whom shall be a Member in good standing (Article V) who has
been elected to the Board of Trustees.
Officers shall be elected by the Board at its reorganization meeting at
year end following the election of new Trustees. The tenure of Officers shall be for one
year or until their successors are elected and shall qualify.
1. President - The
President shall:
Conduct the election of the Operations
Committees Chairpersons at the first Board meeting following the Annual Meeting
and with the consent of the Board, shall appoint Select and Pro Tem Committees
as shall be deemed necessary.
Preside at all meetings of the
Association and the Board and enforce all laws and regulations of the
Association.
With one other Officer, sign all
written contracts and written obligations of the Association.
President Pro Tem -
In the absence or
incapacity of the President, the Treasurer shall perform his/her duties. In the absence of both President and
Treasurer, the Board may elect by majority vote a President Pro Tem from the
Board.
2. Treasurer - The Treasurer shall perform the
duties prescribed by Article VII, shall prepare and maintain the financial
books, records and accounts, and make financial reports as directed by the
Board. An Assistant Treasurer
and/or a treasurerÕs committee may be appointed by the Board to assist the
Treasurer in carrying out these duties.
3. Secretary Ð The
Secretary shall:
Keep the minutes and official
reports of the Association including a record of all motions or resolutions
adopted, shall maintain the archives of same and shall perform such other
duties as the Board may assign.
Prepare and distribute all Association
Annual and Special Meeting notices including, but not limited to: purpose,
time, date and location, proxy forms, slates of candidates for election, and
agenda in accordance with these By-laws.
Collect and record all submitted
proxies, shall hold roll call and shall announce the quorum status for all
Annual and Special Meetings.
Act as liaison between the
Association, Lakeshore Company and Country Club and the agent and insurance
companies who provide MKL communityÕs insurance or shall designate another
Member (reporting to the Secretary) to do so.
Be responsible for the Record Room in
the Clubhouse or shall designate another Member (reporting to the Secretary) to
do so.
á All committees with respect to their operations,
expenditures and policies shall be responsible to the Board. The functions of the committees can be
modified or expanded at any time by the Board.
á All committees shall report on their activities at the
Annual Meeting of the Association.
(All Select
and Pro Tem Committees shall provide reports to be presented at each Board
meeting.
( For any
period that the Association has an agreement to provide any services to the
Lakeshore Company, such services may be performed by an existing or a new
committee(s) of the Association.
Such new committee(s) can be created at any time by the Board of the
Association.
1. Operations Committees (OC)
á OC Chairpersons shall be selected by
vote of the Board and must be members of the Board.
á OC members shall serve for a minimum of
two years.
á The Operations Committees shall be
responsible for herein defined maintenance and supervision of MKL community
property and activities designated in these By-Laws to be the responsibility of
the Association. Changes to
community property that is owned by Lakeshore Company shall receive prior
approval by the Lakeshore Board.
OC responsibilities shall also include conducting community
activities and providing channels of community communication.
á OC Chairs shall maintain and periodically update a job
description to at least include:
responsibilities; a maintenance and task calendar; a sample budget
outline; a list of owned equipment (location of equipment and manuals, upkeep
schedule); a list of vendors with name, address, phone, types and schedules of
services.
á All Operations Committees, except the
Clubhouse Committee, shall consist of a Board Member as Chairperson and at
least two additional Association Members.
The Clubhouse Committee composition is specified under ÒSection f.
ClubhouseÓ below.
a. Beaches and Docks Committee - shall have responsibility for lake stewardship via:
Studying, testing, treating the waters and maintaining appropriate
plant life and aquatic species in
Maintaining the docks, beaches, floats and other lake related
community property.
Lowering the lake
periodically (authorized by the Board and coordinated with the
Lakeshore
Company) to enable work on docks, etc.
Arranging and
overseeing dredging activities of the 3 bodies of water that make up the lake
as approved by the Board.
Contracting
for and supervising services related to these responsibilities.
b. Grounds Committee - shall have responsibility
for:
Developing
and maintaining community property, such as but not limited to: the tennis court, playgrounds, gardens,
trees and grass areas as well as the clubhouse grounds.
Maintaining
all community signs and signposts except road signs.
Maintaining sight clearances on community property at road
intersections.
Contracting
for and supervising services related to these responsibilities.
c. Roads Committee - shall have responsibility for the maintenance and repair of all community roads and access to the
Clubhouse to include:
Snow
plowing; road sanding; snow removal from Clubhouse entries and exits; leaf
clearing of roadways; cleaning and clearing of road drains, culverts and
ditches.
Maintaining fire lanes.
Repairing
and periodically resealing roads.
Closing roads every 5 years to protect private property status.
Installing and maintaining road
signage.
Creating road patrols for summer and special events.
Contracting
for and supervising services related to these responsibilities.
d.
Community Affairs Committee - shall have responsibility for:
Providing orientation to the MKL community for new residents, including:
Â
Scheduling and conducting orientation meetings and inviting new
residents to same within the first six months of residency at MKL. Representatives of the 3 MKL Boards
shall also be invited to explain their responsibilities.
Â
Distributing
the most current By-Laws of each MKL organization and the most current Rules
& Regulations of the Association.
Â
Explaining
the structure and operation of community organizations and activities, e.g.
clean-ups, social events.
Providing and maintaining communications links to and
from the Board and the MKL community including:
Â
Publishing and distributing a community newsletter and flyers for
special purpose
notifications.
 Publishing and distributing
communication lists, e.g., phone numbers, emergency calling.
 Operating and
maintaining a website or other forms of communication as desired by the
community or the Board.
 Making these
communications resources available to Lakeshore Company and Country Club.
e. Building Maintenance Committee -
shall have responsibility for:
The Clubhouse owned by the
Association.
1. Maintaining the
exterior and interior structure and physical plant including all permanent
structures, appliances, systems and utilities.
2. Contracting for and
supervising services related to these responsibilities.
f. Clubhouse Committee - The Clubhouse Committee shall
consist of an Association Board member as Chairperson, a member
of the Country Club Board and four additional Association Members (the latter
to be appointed by the committee Chair).
á No more than two Members shall be
rotated from the committee in any one year except in the event of resignations.
á The committee shall have responsibility
for:
1. Maintaining the dŽcor,
furnishings and party and food service equipment of the Clubhouse. It shall solicit suggestions from the
Membership regarding these responsibilities.
2. Ensuring the
cleanliness of the facilities after they have been used as well as stocking
regular supplies to support social and other special events.
3. Making specific
recommendations to the Board regarding significant changes to the decor of the
exterior and/or interior of the building, including furniture and fixtures.
á Funding: All monies donated to the Association by
Country Club shall be reserved for the sole use of this committee, unless
otherwise specified by Country Club.
These reserved monies along with any other funds specifically designated
for the purposes of this committee are to be expended by the Clubhouse
Committee, with the approval of the Board, exclusively to enhance the equipping
and use of the Clubhouse. The
Clubhouse Committee will be responsible for the implementation of approved
recommendations. In the event of a
substantial emergency affecting the entire community, the Board by majority
vote, may elect to use these reserved funds in support of that emergency.
2. Select Committees
á Select Committees may be appointed by the
Board and shall report to the Board or to any Board-designated Operations
Committee.
á Appointment to Select Committees shall
be for a term of one (1) year with service not to exceed four (4) consecutive
years.
á Select Committees shall have a specific
purpose designated and described in a written charge by the Board and shall be
ongoing unless terminated by a two-thirds vote of the Board.
á Select Committees shall include, but not
be limited to, the following:
a. Community
Input Committee
á The Community Input Committee shall
consist of one Association Board member, one representative each from Lakeshore
Company and Country Club, and at least four additional Association Members.
á This committee shall systematically
solicit input from the MKL community regarding perceived future community
needs.
á This committee shall report to the Board
via the Association Board member serving on the committee.
b. Environmental Stewardship Committee (ESC)
á The
Environmental Stewardship Committee shall consist of seven Members of the
Association.
á This committee shall research good
environmental stewardship practices and make their findings available to the
Association Membership via brochures, presentations, participatory events, etc.
á This committee shall report to the
President of the Board and shall coordinate their activities with the Grounds
and Beaches & Docks Committees.
3. Committees Pro Tem
á Committees Pro Tem may be appointed by the
Board or by any Officer or by any Operations Committee.
á Committees Pro Tem shall have a specific
purpose designated and described in a written charge by the Board and shall
exist only until completion/satisfaction of that purpose.
á Committees Pro Tem may be terminated by
the Board or by the originating party at any time.
Section A. Membership Ð Owners of real property located
within the
Section B. Privileges - Members and Inactive Members Òin
good standingÓ (not suspended), shall be entitled to use all of the community
facilities, except as otherwise specified in
Article XII
Ð Rental or Group Use of Community Facilities:
1. On an annual basis the Board shall issue
badges which permit use of the community facilities to Members in good standing
and whose dues payments are current.
The Board shall establish a uniform number of badges to be issued per
property. Badges must be worn or
carried by all persons when using community recreational facilities and must be
displayed upon request.
2. Members may, temporarily, provide badges
to non-resident family members and close friends to permit them to use the
community facilities. The
badge-providing Member shall be responsible at all times for the safety, conduct
and activities of those persons.
3. All persons shall abide by all applicable
Rules and Regulations when using community facilities.
4. Inactive Members may be granted
privileges to use community facilities as deemed appropriate by the Board.
5. In cases of financial hardship, the Board
may, at its discretion, grant full Member rights to a resident owner of real
property whose dues are not current.
Section C. Voting Rights - Members in good standing for each
real property shall have the right to attend and vote at meetings of the
Association and to hold office on the Board of the Association.
Section D. Termination of Privileges
and Rights - The voting rights, the right to hold office on the
Board and the privileges of a Member or Inactive Member terminate upon the sale
or transfer of title to the real property.
The Member status and attendant rights and privileges of a non-owning
resident Member may be terminated at any time by the Member/owner upon written
notification to the Board or when the non-owner moves out of the residence.
ARTICLE VI.
SUSPENSION OF MEMBERSHIP
Section A. Procedure - The Board, by a two-thirds vote,
may suspend from Membership any Member or Inactive Member for violation of the
Association Rules and Regulations, for delinquent dues/assessments or for other
misconduct detrimental to the welfare of the community. Proceedings for such suspension shall be
as follows:
1. Following submission of a written
complaint by any Member to the Board, or upon the Board's own motion, the Board
shall give written notice of the complaint or motion, including a copy thereof,
to the Member or Inactive Member in question and shall give that person at
least ten (10) days notice to appear before the Board to respond to the
charges.
2. Any decision by the Board to
suspend Membership shall be submitted in writing to the Member or Inactive
member in question.
3. The Board (with a two thirds vote) may
reinstate Membership at any time at its discretion following correction of the
charges; however, the suspended person may at any time request the Board to
call a Special Meeting of the Association for the purpose of hearing a request
for reinstatement of Membership. A
decision to reinstate shall require a two-thirds vote of the Members present in
person or by proxy.
Section B. Suspension of Privileges and
Voting Rights - All privileges and voting rights of Membership shall
be terminated during any period of suspension of Membership.
Section C. Obligations When SuspendedÐ Suspended Members or Inactive
Members remain obligated to pay all dues and assessments and to comply with the
Rules and Regulations of the Association.
ARTICLE VII.
DUES AND ASSESSMENTS
Section A. Levying - Dues and assessments shall be
levied upon the owners of real property in order to maintain and enhance the
MKL community-owned property and to further the purposes of the Association.
Section
B. Adoption of Dues and Assessments - Annual
dues in effect on the date of adoption of these By-Laws shall remain in effect from
year to year until such time as the amount of annual dues is changed by a vote
of two-thirds of the Members present in person or by proxy at an Annual Meeting
or Special Meeting of the Association.
One-time assessments must be approved by the same voting procedures.
Section C.
Payment Structure and Computation - Dues and assessments shall be
computed on the lots of real property within the
1. Payment of the full amount of dues and
assessments is the responsibility of the owner of real property and must be
paid for each lot, subject to the exceptions in subsections 2, 3 and 4 below.
2. Owners of undeveloped lots, i.e., lots
without a residence, shall pay no dues for an undeveloped lot provided that the
lot remains in a natural, unused state.
Owners of lots having no residence on them but which show evidence of
use including, but not limited to, camping, picnicking, beaching of boats or
parking of vehicles shall pay
fifty-percent (50%) of the amount of dues and assessments for that lot.
3. No dues or assessments shall be paid on
any lots which are owned by the Lakeshore Company.
4. Any Member receiving a deduction on
Section D. Notice of Dues or Assessment Collection- Notice of dues shall be distributed
by the Treasurer, at least 30 days in advance of the due date. Dues shall be
paid by April 1 and October 1 of each year (in proportions to be determined by
the Board). Any year in which a
dues increase is pending approval at an Annual Meeting (held on the second
Friday or Saturday in March), the April due date shall be extended to allow for
30-days dues notification following that meeting. Assessments shall be paid by such date
as shall be specified when the assessment is approved at an Annual or Special
Meeting of the Association.
Section E.
Collection of Dues or Assessments - The Board shall take such steps as
are necessary for the collection of all dues and assessments. Dues and assessments shall be paid to
the Treasurer, who shall maintain records of the receipt and use of all such
funds. Any Member shall be entitled
to review those records on reasonable notice to the Treasurer. The
following procedures and policies in connection with the payment of any and all
dues, assessments, common expenses, fees, late fees, counsel fees, filing fees,
charges, and any other payments due or coming due from any Member to the
Association (collectively, ÒOutstanding
Charge(s)Ó):
1. Payment
Due Date; Late Charge. All
installments of dues and assessments shall, unless otherwise expressly
provided, be due and payable on or before April 1 and October 1 of each
year. All other payments shall be
due and payable upon notice thereof or, if expressly set forth, then upon the
date set forth in the notice. The
Association is not required to send statements or reminders of default
regarding installments of annual dues or any other Outstanding Charges.
If any Outstanding
Charge is received by the Association on or before the 10th day
following the date upon which it is due, there will be no late payment fee due
and owing. If any Outstanding
Charge is received after the 10th day following the date upon which
it is due, there shall be due to the Association a late payment fee of
twenty-five ($25.00) Dollars for such late payment. A separate and additional late payment
fee shall also be imposed in connection with each and every subsequent calendar
month during which the Outstanding Charge remains unpaid, in whole or in
part. Commencing as of and during
the second calendar month, the late payment fee shall be $50.00 for such second
calendar month. Commencing as of
and during the third calendar month, the late payment fee shall be $75.00 for
such third calendar month.
Commencing as of and during the fourth calendar month, the late payment
fee shall be $100.00 for such fourth calendar month. Commencing as of and during the fifth
and every subsequent calendar month, the late payment fee shall be $125.00 for
each such calendar month.
2. Demand
Letter; Notice of Intent to Accelerate and File Lien. The Board is authorized to accelerate
the balance of the installments of any dues or any other Outstanding Charges if
the installment has not been paid following its due date. Accordingly, the Association
representative responsible for the collection of dues or assessments (i.e. its
attorney) is directed, upon the advice of the Board or its managing agent, to
send a demand letter (including a notice of intent to accelerate if the
Outstanding Charge is not paid within a stated period of time, which
acceleration ÒgraceÓ period shall be not less than 10 days after notice via
registered or certified mail and not less than 5 days after notice via personal
delivery). This notice of intent to
accelerate may not be sent prior to the sixtieth (60th) day
following the date upon which the Outstanding Charge first became due and
payable and the notice shall advise the Member that the balance of the
installments of the annual Assessment shall be accelerated and become due and
payable in full. The Member
shall be responsible for all costs for this demand letter, including by way of
example and not limitation title searches, attorneyÕs fees and filing fees.
3. Lien
Filing. If any Member fails to
make full payment of any outstanding dues or other Outstanding Charge within
the 10 day (or, if applicable, 5 day) period specified in paragraph 2 above,
then the AssociationÕs attorney is authorized and directed, upon advice from
the Board, to prepare and file a lien with the Morris County Clerk. The Member shall also be responsible for
the attorneyÕs fee for the preparation of the lien and for any search and
recording fees incurred in connection with or as a result of such lien. The fees and costs provided for in this
paragraph shall be in addition to any other fees, costs, and expenses imposed
in connection with the collection of Outstanding Charges. (The lien shall not be filed until on or
after the 90th day following the date upon which the Outstanding
Charge first became due.) In
addition, in its sole discretion, the Association may notify the holder of any
first mortgage encumbering the delinquent MemberÕs property of the delinquency
and acceleration and may provide notice of such delinquency to the other
Members.
4. Collection
Lawsuit. Pursuant to Article
VI, Section 3 of the Bylaws, the Board may commence to foreclose a lien and/or
commence a lawsuit to collect the Outstanding Charges. Accordingly, if any
Member fails to make full payment of any Outstanding Charge within 120 days of
the date such charge is due, then the AssociationÕs attorney is authorized and
directed, upon advice from the Board, to commence a lawsuit against the appropriate
parties to collect said Outstanding Charges and/or is authorized and directed,
upon specific written advice from the Board, to commence foreclosure
proceedings against the appropriate parties to collect said Outstanding
Charges.
5. Post
Judgment Collection Options.
Once a judgment is obtained by the Association, the following options
may, for example, be utilized to satisfy the judgment: Asset search, rent levy,
bank levy, sale of personal property (including automobiles), wage garnishment
and information subpoena. The cost
for performing any related searches and obtaining this information shall be
deemed to be a cost of collection and shall be collectible in the same manner
as the Outstanding Charge. The
AssociationÕs attorney may be directed by the Board, prior to obtaining a
judgment, to begin gathering information to pursue any or all of these
options. Failure by the delinquent
Member to respond to the information subpoena may result in the issuance of a
warrant for the MemberÕs arrest.
Subsequent apprehension by the Sheriff or Constable may result in
imprisonment until all requested information is supplied.
6. Application
of Payments. Late payments of
Outstanding Charges shall be received and applied in the following order, until
exhausted or until the Outstanding Charges have been paid in full: first, against late charges; then,
against search costs, recording fees and other miscellaneous costs; then
against attorneyÕs fees, court costs, and costs of suit; and, finally, against
the dues and assessment(s) (commencing with the most recent dues and assessment
and proceeding in reverse chronological order).
7. Suspension
of Privileges. At any time the
Member is delinquent in the payment for fees for more than 30 days, all privileges appurtenant to being a member of the
Association shall be automatically suspended. (Article VI, Section A is specifically amended to reflect
automatic suspension for nonpayment, but said Section A shall continue in force
and effect regarding misconduct.)
8. Costs
of Collection. In addition to
the specific costs referenced above, the delinquent Member shall also be
responsible for any and all attorneyÕs fees, court costs, costs of suit, and
other expenses incurred by the Association in connection with any Outstanding Charges
to the full extent permitted by the Governing Documents and applicable laws of
the State of
ARTICLE VIII.
MEMBER DELINQUENCY OF FINANCIAL OBLIGATIONS
Dues and
assessments are delinquent if not paid by the dates set forth in Article VII.
Section D above. Delinquent dues
shall be subject to an interest charge equivalent to the maximum permitted by
law but not to exceed 18%, which will accrue on the unpaid amount from the
original due date. The Board may
waive such interest at its discretion in a hardship case, upon request from the
Member in question.
Delinquency
of dues or assessments exceeding three (3) months shall be cause for the Board
to begin suspension of Membership proceedings (Article VI). The Board shall use its discretion in
hardship situations (Article V- Section B.5).
When dues
or other financial obligations to the Association are delinquent, the Board may
take all necessary action to collect all that is owed including, but not
limited to, perfecting a lien against the subject property and in the case of a
pending property sale: 1. giving notice to Realtors and prospective purchasers
and their agents and/or 2. requiring the purchaser to
meet the obligation before or at the closing.
Section A. Purposes of Expenditures - All funds collected or received
shall be used only to further the purposes of the Association for the benefit
of its Members consistent with these By-Laws. No Board member shall receive any salary
or remuneration for service as a Board member.
1. Ordinary Expenditures Ð The Board shall prepare and be
guided by an Annual Budget to be presented to the Membership at the Annual
Meeting. .
2. Extraordinary
Expenditures Ð Unbudgeted project expenses in aggregate exceeding $10,000
shall be approved by a majority vote of the Membership.
3. Emergency
Expenditures shall be made at the discretion of the Board.
Section C.
Disbursements Ð All disbursements shall be made
by checks of the Association. All
Association checking accounts shall be set up requiring the signatures of any
two officers of the Association for checks above $1,000, all three officersÕ
signatures being on file at the bank.
Checks of up to and including $1,000 may be written by any of the three
officers.
Section D. Examination of Books and
Records
The
Board is required to have a financial review of the books and records relating
to finances for each fiscal year to be competed each year by June 30th of the
following calendar year by a public accountant or a review committee of Members
(Review Committee). The nature and scope of the review will be at the
discretion of the Review Committee, but shall be sufficient to reasonably
verify that all Member dues, assessments, monies, and disbursements are
properly accounted for. The Review
Committee will consist of two or more non Board Members who will be appointed
annually by the Board. The Review Committee, at its discretion, may require the
Board to retain a licensed public accountant to conduct a review or provide
assistance as needed. The Review Committee or licensed public accountant shall
communicate the results of each review to the Board not later than September
30th noting the scope and procedures followed and results obtained. The Review
shall also be posted on the community web site.
Section A. Ð
Annual Meeting of the Membership
The fiscal
year of the Association shall end on December 31st of each
year. The Annual Meeting of the Association
shall be held within the first 60 days of each new year,
on a date to be determined by the Board. Fifteen (15) days notice, in
writing, shall be given to all Association Members by mail, e-mail or direct
delivery. The meeting may be
adjourned by a majority of those present.
Only Members in good standing shall be present unless invited by the
Board or the President. Only a
Member in good standing may hold or exercise a proxy.
1. Quorum - If
no quorum be present at the Annual Meeting, the presiding officer shall adjourn
such meeting for one week, and from week to week until a quorum be
present. A quorum shall consist of
a majority or more of the Active membership or signed proxies duly submitted. A quorum must be present to conduct
business of the Association.
2. Order of Business- At
such meeting the order of business shall be:
a. Minutes of previous Annual Meeting.
b. Reports of Officers and Committee
Chairs.
c. Presentation of the Annual Budget.
d. New Business.
Section B. Ð Special Meetings of the Membership - A Special Meeting of the
Membership may be called by the Board or on request of the President or
whenever Members (in good standing) of the Association shall make written
request to the President of the Board for same, specifying the object of the
meeting. The Board shall respond to
a Member request within seven (7) days.
Such meeting shall be held on a date agreed by the Board but with not
less than fifteen (15) days notice to the Membership. No person not a Member shall be present
at such meeting unless invited by the Board.
Section C. Ð
Notice of Annual or Special Meetings - Unless
otherwise provided herein, fifteen (15) days notice, in writing, shall be given
of all Annual or Special meetings by mail or direct delivery.
Section D. Ð
Meetings of the Board of Trustees
The Board
shall hold a minimum of ten meetings each year at dates, times and locations at
their discretion. A quorum of the
Board is required to conduct business.
Section E. Ð
Location of Meetings
1. Annual and Special
Meetings of the Membership shall be held at the Clubhouse. In the rare instance that the Clubhouse
shall be deemed unfit or unsafe for such meeting, the Board may select another suitable
location
2. Board and other committee meetings may
be held at locations of their choice.
Section F. Ð Conduct of Meetings Ð All meetings of the Association
shall be conducted according to Roberts Rules of Order.
ARTICLE XI. ASSOCIATION PROPERTY
á The MKL Clubhouse and
the lot on which it sits.
á Miscellaneous, but not limited
to: Clubhouse appliances,
furnishings and various tools, maintenance equipment and recreational
equipment.
Section A.
Clubhouse Ownership - The Clubhouse and its lot shall be
held in the name of the Association.
Any conveyance of this property shall be in the name of the Association
by the President and attested by the Secretary or in the absence of these
officers by those delegated to perform their duties as hereinbefore
provided. No conveyance of this
property of the Association shall be made except upon resolution passed by at
least a two-thirds vote of all the Active Members of the Association.
Section B.
Furnishings and Community Equipment Ð The
purchase, maintenance and use of Clubhouse furnishings and equipment as well as
miscellaneous maintenance and recreational equipment shall be at the discretion
of the Board.
ARTICLE XII.
RENTAL OR GROUP USE OF COMMUNITY FACILITIES
á Community facilities include Association property and
Lakeshore property that is managed by the Association.
Section
A. Group or Individual Application
for Use or Rental
á Members wishing to use or rent the
á The nature and purpose of a group must
be consistent with the AssociationÕs social, recreational and educational
objectives as cited in these By-Laws. ÒGroupÓ refers to any non-family set of
individuals meeting for a common reason (aerobics, art classes, etc.).
á Board approval of any use or rental shall not be taken as
Board or Membership endorsement of ideologies held by, or causes promoted by,
the renter or participants in the rental.
á User fees; safety
and/or promotion restrictions; and contractual requirements for usage
including, but not limited to, insurance, maintenance and cleaning shall be at
the discretion of the Board.
á Group application for use of the
facilities must be made by an Association Member who is also a member of the
group applying and who will take responsibility for the usage. In the case of a group of minors, the
applicant must be a parent who is an Association Member and who will be in
attendance at all sessions and who will supervise the use, care and cleanup of
the facility.
á Individual application for private,
family use of the facilities must be made by an Association Member who will
supervise setup and cleanup as well as be in attendance at the event.
á Before approving an application for use
of the Mt. Kemble Lake community facilities, the
Board shall give first priority to events of the Association, the Country Club
and the Lakeshore Company: second priority to events honoring or in celebration
of a present Member/s; third priority to events honoring or celebrating a past
Member/s or other residents or non-resident family members of Association
Members. Final priority shall be
given to groups.
Section
B. Appeal of Application Approval
or Denial
1. Appeal
of Initial Board Approval or Denial Ð
Any Member may request a meeting with the Board to discuss the reasons for
approval or denial of a group or individual application to use community
facilities and to request reconsideration of that decision.
2. Appeal of Final Board Approval or Denial Ð The final approval or denial by
the Board of an application for use of MKL community facilities may be appealed
by a Member to the Membership in the following steps:
a. Appeals of approval or denial shall be made in writing to
the Board no later than ten (10) days following Board approval or final denial.
b. The Board shall, within ten (10) days of receipt of such
notice, set a time and place for a Special Meeting of the Association.
c. The Member
appealing shall, at least ten (10) days prior to the Special Meeting, provide
written notice to each Member including a copy of the application and a copy of
any written decision by the Board along with the date, time and location of the
Special Meeting of the Association.
d. The Membership at a Special Meeting at which there is a
quorum present in person or by proxy, may upon a
majority vote of those present and by proxy, and in its sole discretion,
uphold, reverse or modify such decision of the Board as it deems appropriate
and consistent with these By-Laws.
The seal of the corporation
shall be circular in form and shall contain the name of the corporation with
the figure "1927" and words "Incorporated,
Proposed amendments to the By-Laws shall be submitted in writing to the
Board at least twenty (20) days before the Annual Meeting or Special Meeting at
which they shall be voted. The
Secretary shall add ÒProposal of By-laws Amendment(s)Ó to the meeting agenda in
the meeting notice. The proposed
amendments shall be distributed, by the proposer(s),
in writing to all Members at least fifteen (15) days before said Annual Meeting
or Special Meeting. Amendments of
the By-Laws shall be made by a two-thirds vote of Members present and
represented by proxy.
ARTICLE XV. INDEMNIFICATION OF OFFICERS
The Association shall indemnify every officer and trustee to the full
extent permitted by Section 15A:3-4 of the New Jersey Nonprofit Corporation Act
and to the full extent otherwise provided by law. Neither the amendment nor repeal of this
provision shall eliminate or reduce the protection afforded by this provision
to an officer or trustee in respect to any matter which occurred, arose or
accrued prior to such amendment or repeal.
In furtherance of the provisions of this Article of the By-Laws, the
Board shall cause the Association to maintain liability insurance when
reasonably available, indemnifying the trustees and officers of the Association
against liability for errors and omissions occurring in connection with the
performance of their duties, with policy limits and deductible amounts to be
determined at the reasonable discretion of the Board. Deductible amounts shall be paid by the
Association.