MT. KEMBLE LAKE ASSOCIATION,
INC.
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
Article VIII. Member Delinquency of Financial
Obligations
Section A. Purposes of Expenditures
Section A. – Annual Meeting of
the Membership
Section B. – Special Meetings
of the Membership
Section C. – Notice of Annual
or Special Meetings
Section D. – Meetings of the
Board of Trustees
Section E. – Location of
Meetings
Section F. – 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 –
The corporate name of this
community organization is “Mt. Kemble Lake Association, Inc.”
(Association). The
Association is a
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,
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.
Section A.
Structure
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.
·
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.
·
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
Board’s 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 – 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
·
Trustees shall
be elected by Association Members in a written ballot process intended to be
concluded before year end.
·
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.
·
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.
·
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.
·
Following the
receipt and tally of all ballots, the Board shall notify the Association
Members of the results of the election.
·
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 treasurer’s committee may be appointed by
the Board to assist the Treasurer in carrying out these duties.
3. Secretary – 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
community’s 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.
·
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.
·
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.
·
OC Chairpersons
shall be selected by vote of the Board and must be members of the Board.
·
OC members shall
serve for a minimum of two years.
·
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.
·
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.
·
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 “Section f. Clubhouse” 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:
¬ 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.
¬ Distributing the most current By-Laws of
each MKL organization and the most current Rules & Regulations of the
Association.
·
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:
¬
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.
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).
·
No more than two
Members shall be rotated from the committee in any one year except in the event
of resignations.
·
The committee
shall have responsibility for:
1. Maintaining the décor,
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.
·
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.
·
Select
Committees may be appointed by the Board and shall report to the Board or to
any Board-designated Operations Committee.
·
Appointment to Select
Committees shall be for a term of one (1) year with service not to exceed four
(4) consecutive years.
·
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.
·
Select
Committees shall include, but not be limited to, the following:
·
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.
·
This committee
shall systematically solicit input from the MKL community regarding perceived
future community needs.
·
This committee
shall report to the Board via the Association Board member serving on the
committee.
b. Environmental
Stewardship Committee (ESC)
·
The
Environmental Stewardship Committee shall consist of seven Members of the
Association.
·
This committee
shall research good environmental stewardship practices and make their findings
available to the Association Membership via brochures, presentations,
participatory events, etc.
·
This committee
shall report to the President of the Board and shall coordinate their
activities with the Grounds and Beaches & Docks Committees.
·
Committees Pro
Tem may be appointed by the Board or by any Officer or by any Operations
Committee.
·
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.
·
Committees Pro
Tem may be terminated by the Board or by the originating party at any time.
Section A. Membership – Owners of real property located within the
Section B. Privileges - Members and Inactive Members “in good
standing” (not suspended), shall be entitled to use all of the community
facilities, except as otherwise specified in ARTICLE XII – 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.
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 Suspended– Suspended Members or Inactive Members remain
obligated to pay all dues and assessments and to comply with the Rules and
Regulations of the Association.
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 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, “Outstanding
Charge(s)”):
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 “grace” 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, attorney’s 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 Association’s 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 attorney’s 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 Member’s 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 Association’s 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 Association’s
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 Member’s 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 attorney’s 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 attorney’s 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
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.
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 – The Board shall prepare and be guided by an
Annual Budget to be presented to the Membership at the Annual Meeting. .
2. Extraordinary
Expenditures – 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 – 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 officers’ 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 A. – 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. –
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. –
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. – Meetings of the Board of Trustees
The Board shall hold a
minimum of eight meetings each year at dates, times and locations at their
discretion. A quorum of the Board
is required to conduct business.
Section E. – 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. –
Conduct of Meetings
– All meetings of the Association shall be conducted according to Roberts
Rules of Order.
·
The MKL
Clubhouse and the lot on which it sits.
·
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 – 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.
·
Community
facilities include Association property and Lakeshore property that is managed
by the Association.
Section A.
Group or Individual Application for Use or Rental
·
Members wishing
to use or rent the
·
The nature and
purpose of a group must be consistent with the Association’s social,
recreational and educational objectives as cited in these By-Laws.
“Group” refers to any non-family set of individuals meeting for a
common reason (aerobics, art classes, etc.).
·
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.
·
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.
·
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.
·
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.
·
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 – 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
– 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 “Proposal
of By-laws Amendment(s)” 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.
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.