DRAFT 10/24/2019

MOUNTAIN ACRES INC. HOMEOWNERS ASSOCIATION BYLAWS

(Adopted as of Month, Year)

The following Bylaws shall be subject to, and governed by, the Colorado Revised Nonprofit Corporation Act (CRNCA), and the Articles of Incorporation of MOUNTAIN ACRES, INC.  In the event of a direct conflict between the herein contained provisions of these Bylaws and the governing provisions of the CRNCA, the appropriate provision of the CRNCA shall be the prevailing controlling law.

[Numbers in brackets in the text below refer to the relevant clauses in the CRNCA.]

Article I:  Name and Location

            Section 1:  The name of this organization shall be Mountain Acres, Incorporated, commonly referred to as Mountain View Lakes Homeowners Association, and herein after referred to as the “Association”.  Mountain View Lakes, Jefferson County, Colorado, is defined on the survey and plat prepared in 1955 and 1956 by Kurt O. Linn, Surveyor, and recorded under reception numbers 653534, 612869, 618896, 618932, 643538, 643531, 613532, and 643533 in the office of the Clerk and Recorder, Jefferson County, Colorado.

Section 2:  The principle address of the Association is12798 Parker Avenue, Pine, Colorado 80470.

 Article II:  Purpose

            Section 1:  The purpose of the Association is to conduct business in accordance with the Association bylaws.

Section 2:  The Association shall own, operate, and manage Association assets including dam and water areas, real property owned by the Association, the building at 12798 Parker Avenue, and funds in the Association treasury for the benefit of the community as a whole.

Article III:  Membership, Proxy Voting, and Meetings

            Section 1:  Membership is restricted to legal owners of record of property in Mountain View Lakes, Jefferson County, Colorado.  Membership is not transferable.  Each property can have only one membership, with one vote allocated to that membership.

            Section 2:  Proxy voting is not permitted.  Absentee voting by ballot is permitted for all voting functions.

  1. When a notice is prepared for an upcoming general membership meeting at which officers and directors are to be elected, or an amendment(s) to the bylaws discussed, or other significant matter is to be voted on, said notice will contain:
    1. A general description of voting rights and dues requirements
    1. Instructions on how to pay dues to achieve status as a member in good standing to allow voting on the issue(s)
    1. Instructions for requesting an absentee ballot.
  2. An absentee ballot may be emailed to any current member in good standing upon request.
  3. Absentee ballots must be received by the Secretary of the Association at least 48 hours before the scheduled meeting takes place.  Return of the ballot by email will be considered equivalent to an electronic signature of authenticity, subject to verification by the Association.

            Section 3:  Expulsion and Exclusion.  The Board of Directors, at any meeting at which a majority of Directors is present may, by a two-thirds vote of those Directors present, terminate the membership of, or exclude from membership, any property owner(s) who in its judgment has violated these Bylaws or who has been guilty of conduct detrimental to the best interests of the Association.  Any property owner(s) being considered for exclusion under this clause shall have an opportunity for a hearing before the Board.  The Board shall cause at least thirty days’ notice of the hearing to be given in writing and delivered by registered mail to the property owner(s) against whom charges may be preferred.  Such action by the Board shall be final and shall cancel all rights, interests, or privileges of such property owner in the services or resources of the Association.  At the discretion of the Board, the hearing shall be held at a special meeting.

            Section 4:  Meetings.  Meetings shall be held at least quarterly in March, June, September, and December of each year.  The September meeting shall also function as the annual meeting for the purposes of presenting the annual financial report (Article IV) results of the annual financial review, and election of directors and/or officers.  Special meetings may be requested by members and scheduled with the concurrence of the Board.  Special meetings may be held with a minimum seven-day notice to the membership of the date, time and agenda.

            Section 5:  Meeting Quorum.  A majority of the Board of Directors shall be required to constitute a quorum for transacting business at any meeting.  All meetings shall be open to the membership.  Should there not be a quorum present at an Association meeting, no votes can be taken.

Section 6:  Time Critical and Emergency Business.  Additional time critical Board of Directors business may be conducted using electronic communications such as telephone or email.  A formal record of this business will be kept and it will have the same outcome and impact as a meeting conducted in-person.  All business conducted outside of a public meeting will be reported to the membership at the next in-person meeting.  Emergency business may be actioned by the officers with a report provided at the next in-person meeting.

Section 7:  Motions which are voted on carry with a simple majority; a tie will result in a motion not being adopted.

Article IV:  Finances

            Section 1:  The fiscal year of the association shall begin on June 1st of each year.  A financial review will be conducted within 90 days of the end of the fiscal year.  A committee of members appointed by the President (Article VIII) will conduct the review.  The committee will report on the results of the review at the annual meeting.  Results of the annual financial review, including any amounts held in reserve for the fiscal year immediately preceding the current annual disclosure, shall be made available to members upon written request.  [7-136-106

Section 2:  Association funds are intended to be used solely for upkeep of the common properties, such as the ponds, as well as for maintenance of the building at 12798 Parker Rd.

            Section 3:  Annual dues are payable in the amount of $50 at the beginning of each fiscal year.

            Section 4:  The Board of Directors shall propose an annual budget to be reviewed and approved at the annual meeting.  Budget allocation shall ensure funds are available for emergencies, required reserve (to be maintained in a dedicated account), and any long term or ongoing expenditures.

Section 5:  When major work is required on Association property, other than for minor repairs, more than one bid should be sought to ensure the best possible value is obtained

[i.e., “best price” does not always ensure “best value”]

.  Minor repairs (e.g., replacement of doorknobs, other routine upkeep) to the extent possible can be done by Association members volunteering their time.

Section 6:  No part of the net earnings shall ever inure to the benefit of any particular individual or member of the organization.

            Section 7:  Members must approve expenditures above $100; all expenditures must be clearly described in each meeting and captured in meeting minutes.  Normal, ongoing operating expenses (specifically Association insurance and utilities for 12798 Parker Avenue) are exempt from the approval requirement but will be reported as part of the Treasurer’s report during each meeting.  Approved expenditures are executed by the president.

            Section 8:  Emergency repair expenditures (e.g., a broken water pipe) can be handled at the discretion of the officers per Article III.

Article V:  Directors [7-128]

            Section 1:  There shall be a Board of Directors of not less than three nor more than seven. [7-128-103]

Section 2:  Directors shall be elected by the members of the association at the annual election at each annual meeting. [7-127-209]

Section 3:  The term of office for all directors in the Association shall be two (2) years.  No director shall serve more than two (2) terms in succession; this requirement can be waived in the event there are insufficient people available or willing to serve.  After a director has completed two (2) terms, they are eligible to be a director after two (2) years off the board.  Terms of the directors should be staggered to prevent a complete change of directors at one time in order provide continuity. [7-128-105 & 7-128-106]

Section 4:  No member shall be eligible to be a director, or to hold office, who is not in good standing.  To be a member in good standing annual dues must be paid and kept current during the term of office.

Section 5:  Should one of the directors vacate his or her office either by death or resignation, the remaining directors shall appoint an Association member to fill the unexpired term of said director. The position can be left vacant provided that there are still a minimum of three (3) directors in good standing. [7-128-110]

Section 6:  Should any director fail to attend two (2) consecutive scheduled meetings without good cause, the Board of Directors may declare such office vacated and shall appoint someone to fill the vacancy.  If there are still a minimum of three (3) remaining directors, the position can remain vacant.

Section 7:  All directors are responsible to become knowledgeable of these bylaws and conduct all business in compliance with the bylaws, the Colorado Revised Statues and CCIOA.

Section 8:  Properties owned by the Association are to be used at the direction of the Board of Directors as approved by the membership.

Article VI:  Officers [7-128-301]

            Section 1:  Officers of the Association shall consist of a President, Vice President, Secretary and Treasurer.  The offices of Secretary and Treasurer can be combined.  The term of office of President and Secretary will begin on even years with the term of office of Vice President and Treasurer beginning on odd years.  All officers shall maintain awareness of relevant statutes as they pertain to the operation of the Association.

            Section 2:  It shall be the duty of the President to announce upcoming Association meetings, to set the agenda for all meetings, and to preside at Association meetings.  The President shall see that the provisions of the Bylaws are adhered to and that the decisions of the Association are strictly observed.  The President, in conjunction with at least one other officer, shall execute oversee execution of approved expenditures.  The President can appoint committee members when needed (Article VIII).

            Section 3:  In the event the President is unable to carry out the duties of the office, the Vice President shall perform the duties of the President.  The Vice President shall assist the President in those duties when necessary.

            Section 4:  The duties of the Secretary shall include:  recording and keeping all the Association proceedings; notifying officers, board members, and general membership of pending elections; and, performing such other duties as the office may require.  Minutes of board meetings, and all regular or special general membership meetings, should be recorded contemporaneously and should include the date, time, attendees, motions, and votes.  In conjunction with the Treasurer, the Secretary shall keep the roster of members in good standing current and up to date.  In the event the Secretary is unable to perform any of these duties, the Vice President or Treasurer shall assume same.

            Section 5:  The Treasurer shall receive and keep all the Association funds in a bank that is approved by the directors and pay out funds only on the order of the President (Article IV, Finances).  All withdrawals shall be signed by the Treasurer and co-signed by another officer.  The Treasurer shall make a report at each regularly scheduled meeting, and prepare an annual report in conjunction with the annual financial review.  The Treasurer shall notify members of delinquent dues, especially with respect to voting requirements, and keep financial records current and available for review by the officers and directors upon request.  In cooperation with the other officers, and with review by the board, the Treasurer is responsible for any annual tax reporting and/or filing on behalf of the Association.

Section 6 :  When a non-election vacancy is filled, the interim replacement’s service time until the next election does not count toward the term limits.

Article VII:  Committees

Section 1:  The President shall appoint committees as needed.  Such committees shall choose their own chairperson.

Section 2:  In preparation for the annual meeting and elections, the President shall appoint a committee to nominate new directors and officers at the regular meeting preceding the annual meeting in September.

Section 3:  The President shall appoint a financial review committee as described in Article IV to report on the accuracy of the Treasurer’s annual report.  

Article VIII:  Dissolution of the Association

Section 1:  In the event of dissolution of the Association, the assets and remaining funds after just debts are paid shall be distributed to a successor organization, if such is formed, or to the Elk Creek Fire Department, which uses the ponds for firefighting water and encompasses this area.  In no event shall any remaining funds be paid out directly to any officer, board member, or general member of the Association.

Article IX:  Parliamentary Authority

            Section 1:  Roberts Rules of Order shall be used for reference concerning the parliamentary procedure and conduct of meetings.

Article X:  Amendments

Section 1:  An amendment to these bylaws may be offered at any meeting by any member in good standing but cannot be acted upon until the next regular meeting.  An amendment can be adopted only after an affirmative vote of not less than two-thirds of the quorum.

Section 2:  When amendments are adopted, an updated set of bylaws must be created, dated, and signed by both the President and Secretary prior to the next regular meeting.

Section 3:  The bylaws are to be reviewed every three (3) years for compliance with the Colorado Revised Nonprofit Corporation Act.  The President shall appoint a committee for the purpose of this review.