BY-LAWS OF CEDAR LAKE OWNERS ASSOCIATION, INC.

Transcription

1 BY-LAWS OF CEDAR LAKE OWNERS ASSOCIATION, INC. The Name of this Organization shall be: Article I Organization CEDAR LAKE OWNERS ASSOCIATION, INC. (Hereinafter "Association" or "CLOA") The organization shall have a seal, which shall be in the following form: The principal office of the -Association shall be P.O. Box 2152, Bristol, CT The Association may have such other offices as may from time to time be designated by its members or Board of Directors. The organization may at its pleasure by a vote of fifty-one (51) percent of the entire membership body change its name. Article II Purpose The Cedar Lake owners Association Inc. has been organized 1 for the sole purpose of obtaining by purchase the property and water rights of a parcel of real estate known as "Cedar Swamp Pond, popularly called "Cedar Lake, from the Mad River Company. The property being partly situated in the Towns of Bristol and Wolcott, Connecticut. This Association is not intended as a profit making organization, nor is it founded or operated with the expectation of making a profit. Laws. The Association shall use its funds only for objects and purposes specified by these By- Cedar Lake Owners Association Inc. shall: Preserve the natural environment of the Cedar Swamp Pond and provide for the health, welfare, comfort, protection, enjoyment, safety and convenience of the members of Cedar Lake owners Association Inc. Maintain the properties under the membership of the Cedar Lake owners Association Inc. as private property for exclusive use by its members and those parties it may grant use thereof. Reasonably regulate boating, swimming, hunting, trapping, fishing, and the use of fire arms for any purpose in and around the boundaries of the waters of Cedar Swamp Pond. Seek the aid of authorities of the Towns of Bristol arid Wolcott in any matter pertaining to enforcing proper use of the waters of Cedar Swamp Pond and its environs.

2 Establish all necessary rules and regulations for the maintenance of law and order; including the right to post such rules and regulations in a public place or places. Make reasonable regulations and enforce such as to the use of the waters of Cedar Swamp Pond by members, in conformity with boating safety as set forth by the Department of Environmental Protection, Department of Public Safety and the Department of Motor Vehicles of the State of Connecticut. Make reasonable regulations and enforce such as to the use of the waters, dam, real or personal property of the Association as may be required of the members or their guests by any other federal, state or municipal regulatory board having jurisdiction over the same. Take property of any description or any interest therein, by gift, devise or bequest. Make donations for the public welfare, or for charitable, scientific or educational purposes. Invest its funds not currently needed in its affairs. Acquire, by purchase or otherwise, hold, sell, convey and exercise any and all rights of membership or interest in or to any real or personal property whatsoever, including without limitation, shares, securities and any other interest in or obligation of other corporations or associations, individuals or governmental units. Borrow money, issue promissory notes, bonds or other evidence of indebtedness and secure the same by mortgage, pledge or other form of security on any or all its real or personal property or any interest therein. Make contracts, including contracts of guaranty or surety ship or other similar financial arrangements, and give security thereof. A vote of at least three-fifths (3/5ths) of the Board of Directors is required to expend any sum of money for the benefit of the Association up to Ten Thousand Dollars. A two-thirds vote at least twenty percent (20%) of the entire membership is required in order to incur or authorize any expenditure or obligation in excess of Twenty Thousand ($20,000.00) Dollars or to obligate the Association for any indebtedness of Twenty Thousand Dollars or more. Enter into any arrangement with others for any union of interest with respect to any activities which the corporation has power to conduct by itself, even if such arrangements involve sharing or delegation of control of such activities with or to others. Exercise all legal powers necessary or convenient to affect any or all of the purpose herein stated. Lease properties under its membership to individuals, associations or corporations, as the Board of Directors see fit. Enforce such regulations as the members from time to time promulgate.

3 Article III Membership In order to be eligible for membership, a person or legal entity, must be an owner of real estate (not the building but the actual land) abutting the waters of Cedar Swamp Pond; or an owner of real estate existing on Tracy Court or Donovan Court which was eligible for membership as of July 1, 1986; or be an owner of real estate within boundaries described below that have, existing as of July 1, 1986, deeded rights-of-way across land abutting the waters of Cedar Swamp Pond: North: Waterfront property on lake side of Ipswitch Road; East: Waterfront property on lake side of Route #69 and Old Wolcott Road; South: Waterfront property on lake side of Averyll Avenue to the junction of Averyll Avenue and North Street, and from said junction along lakeside of North Street to Spindle Hill Road; and West: Waterfront property on lakeside of Spindle Hill Road and Witches Rock Road, and Witches Rock Road to intersection of Witches Rock Road and Merrill Court, and all waterfront lots from the north end of Merrill Court to Ipswitch Road. Any waterfront lots from the north end of Merrill Court to Ipswitch Road. Any waterfront property subdivided after July 1, 1988 must have at least one hundred (100) feet of lake-frontage to be eligible for membership. It is the purpose and intent of this Article that any such lot must have frontage on and direct access to the main body of Cedar Lake and not be separated from such main body by a bridge, road, land, or anything else, which would prevent such direct access. All properties eligible for membership are shown on a map entitled: " PROPERTY OF THE MAD RIVER COMPANY LOCATED AT CEDAR LAKE BRISTOL/WOLCOTT which map is dated 4/9/86), Scale 1" = 200' Conklin & Soroka, Inc." and contains the endorsement of the Secretary and the seal of the Association. If a person is eligible for membership based upon the above criteria, he may become a member through the purchase of one (1) certificate of membership of the Cedar Lake Owners Association Inc. An owner may appoint his or her spouse, his or her mother or father, or son or daughter of legal age to represent him or her in any capacity of said owner's rights. No new member or entity may consist of a corporation of more than four (4) shareholders or partnership of four (4) partners or more. No member may use his or her property as a timeshare development, nor for any other purpose, which is commercial in nature, or open to the public or which is not residential in nature Members must pay all dues and assessments voted and assessed by the Board of Directors of Cedar Lake Owners Association. Failure to pay any dues or assessments shall, at the option of the Board of Directors and after giving of reasonable notice to the member, be

4 grounds for termination of membership rights and privileges provided herein. Should a member withdraw from the Association, all rights and privileges of membership shall cease. The Association shall have the right to record a notice on the land records of the termination of membership status. Article IV Certificates of Membership Those persons eligible for membership in the Cedar Lake owners Association may petition the Board of Directors for the purchase of one (1) certificate of membership for each eligible property lot within the boundaries specified in Article III. Certificates of membership remain with and run with the land and are not transferable from one parcel of land to another parcel of land. The purchase price for a single certificate of membership shall be determined by the Board of Directors with the approval of a majority of members present at 'the annual meeting. Eligible parties may purchase certificates of membership in the future based upon the price originally paid pro rata by the founding members of the Association for the property at the time of purchase plus the accumulated annual dues since the date of purchase of Cedar Lake. The Board of Directors shall have the power to assess ten (10%) per annum interest on all such sums to back to the date that they originally have been paid. Each certificate of membership entitles the owner to one (1) vote on issues discussed at general membership meetings of the Cedar Lake Owners Association Inc. and to all the rights, duties, benefits, privileges and obligations of membership in the Association. Each member of the Association agrees to be bound by the terms of the By-Laws as the same exist and as they may be amended from time to time. Eligible parties who purchase certificates of membership are entitled to have a certificate of membership recorded on the land record of the property used as a basis of eligibility for membership in Cedar Lake Owners Association Inc. Article V Rights and Duties of Members First and foremost, all members of the corporation known as Cedar Lake Owners Association Inc. agree to be bound by the rules and regulations of said corporation. Agreement may be in writing and filed with the Corporation/Association attorney at the inception of the Association; or agreement may be made by acceptance of membership by transfer in the deed of conveyance to the new member from the existing member; or agreement may be made by the payment of all accrued dues and assessments. Members in good standing in Cedar Lake Owners Association Inc. who

5 maintain their membership annually shall enjoy the following privileges: Swimming Each share entitles the owner's family and guests to swim in the waters of the Cedar Swamp Pond. Swimmers should not swim more than 75 feet from shore except when accompanied by a manned rowboat. The above named shall swim AT THEIR OWN RISK and children must be supervised at all times. Swimmers using floating devices are subject to the above rules. Cedar Lake Owners Association Inc. does not provide lifeguards and does not supervise swimming. Fishing and Ice Fishing Fishing and Ice Fishing shall be limited to members, their family members and guests AT THEIR OWN RISK and subject to all local and state game laws. The taking or catching of fish by the use of a net is strictly forbidden. Boating - Powerboat Twenty-five (25) Horsepower and Under Each member is allowed AT HIS OWN RISK the use of one (1) powerboat twenty-five (25) horsepower or lower on the waters of Cedar Swamp Pond. Said boat must bear a, sticker certifying membership in Cedar Lake Owners Association Inc. and must be operated in accordance with State of Connecticut boating statutes and regulations. Said boat must be insured with minimum liability coverage of $100,000. Written proof of insurance must be submitted before the annual CLOA boating stickers will be issued. Boating - Powerboat Over Twenty-five (25) Horsepower Each member is allowed AT HIS OWN RISK the use of one (1) power boat over twentyfive (25) horsepower on the waters of Cedar Swamp Pond subject to the following conditions (which conditions apply to all power boats): 1. The member must be the owner of the boat. 2. The boat must display a current State of Connecticut registration. 3. The boat owner must provide written proof of current state registration and written of insurance of minimum liability coverage of $300,000, before annual CLOA boating stickers will be issued. The boat owner /member hereby agree to save and hold the Corporation harmless and indemnify the Corporation from any loss, cost, and expense arising from the use of their boat by themselves or their guests/invitees. The proof of insurance submitted must identify the boat owner, the make and model and the hull identification number or registration number. Failure to provide proof of liability insurance and/or state registration on or before June 1 st of each year will subject the member to a fine of $50.00 per month per boat.

6 4. The boat owner and operators must abide by all State boating statutes and regulations. 5. The boat owner must sign a disclaimer absolving Cedar Lake Owners Association Inc. of all responsibility in the event of accident or injury. 6. The powerboat must display a Cedar Lake Owners Association Inc. sticker on the starboard/right side of the boat. 7. Water skiing may be done at ONES OWN RISK and subject to the requirement of the State boating regulations. One of the two powerboats of a member may be a pontoon boat, which may have any amount of horsepower required to power it. Each member may also use a boat using one electric auxiliary motor in addition to any other motorboat. The length of allowable boats may be limited by the Board of Directors. The Board of Directors must approve any pontoon boat over 25 feet and other powerboats over 22 feet. The length of the boat is defined as the length stated in the manufacturer's specifications. Other Water Craft Canoes, rowboats and sailboats may be operated by members upon application and receipt of a Cedar Lake Owners Association Inc. sticker. Each such craft must be insured with a minimum homeowner liability coverage of $100,000. Operation of these crafts will be done AT ONES OWN RISK and must be in accordance with State boating regulations. Property owners that become members after July 1, 1987 shall be limited to three of the above watercraft. The operation of personal watercraft such as jet skis on the waters of Cedar Swamp Pond is prohibited. Use of non-conventional craft must be approved by the Board of Directors. Skating Skating will be permitted for members, their families and guests AT THEIR OWN RISK. Individuals who are not members of Cedar Lake Owners Association Inc. are prohibited from launching and operating powerboats, rowboats, or sailboats on the 'waters of Cedar Swamp Pond. Launching of Boats Individuals who are not members of Cedar Lake Owners Association Inc. are prohibited from launching and operating powerboats, rowboats, or sailboats on the waters of Cedar Swamp Pond.

7 All-Terrain Vehicles (ATVs) During the winter months of the year, members in good standing of the Cedar Lake owners Association shall be allowed to use four-wheel all-terrain vehicles (A TVs) for the purpose of transporting ice fishing equipment and supplies (e.g. ice augers, bait buckets, tip-ups, etc.) onto the ice of Cedar Lake. This permission will be contingent on the following: 1. The CLOA member/owner of the A TV can demonstrate that the vehicle is properly registered with the CLOA Board of Directors. 2. Proper registration will be indicated by a CLOA sticker (with the member's number) prominently displayed on the right rear bumper of the vehicle. 3. The CLOA Board of Directors will issue an A TV sticker to a member only after that member has provided the Board with: i. Valid title or other legal proof of ownership of the vehicle ii. Proof of current liability insurance coverage for the vehicle. 4. The member's CLOA membership dues are current. The CLOA Board of Directors shall develop, maintain and enforce a set of safety rules for A TV use on the lake similar to the existing CLOA Boating Safety Regulations which will include a provision that the use of ATVs is done at the operator's own risk. In addition, a safety patrol will be established to monitor and help enforce the rules. Permission to use ATVs as set forth above shall be granted on a year to year basis by a majority vote of the membership at the annual meeting each year. Permission shall be granted subject to the adherence to the safety rules and regulations as established by the CLOA Board of Directors. Docks, Rafts, and Walls Any existing dock, raft, catwalk, walls or other similar structures must be maintained in reasonably good condition, and new construction of docks, rafts, catwalks, walls or any similar structures must have the written approval of the majority of Board of directors of the Cedar Lake Owners Association and any federal, state or municipal regulatory board having jurisdiction over said structure, before construction may be commenced. The Board of Directors may require, if.it deems it necessary, for the owner to provide a survey by a licensed engineer/surveyor of any proposed structure. Voting, Rights and Privileges All members have the right to one vote at all Cedar Lake Owners Association Inc. general meetings.

8 The Board of Directors may suspend any of the before mentioned rights and privileges of a member due to a violation of State regulations or requirements established by the Cedar Lake Owners Association Inc. Article VI Meetings The date of the Annual Meeting of this organization shall be the second Monday of June every year. The Secretary will give at least seven (7) days notice and cause to be mailed to every member in good standing at his address as it appears in the membership roll book of this organization a notice telling him the time and place of such Annual Meeting. It shall be the responsibility of the member to notify the Secretary of the Association of any change of address. Regular meetings of this organization shall be held at such place and at such time as shall be determined by a majority of the Board of Directors. And provided further, the members of the organization entitled to vote at any legal meeting, may vote to schedule a meeting. The presence of twenty percent (20%) of the entire membership shall constitute a quorum and shall be necessary to conduct the business of this organization; but a lesser number may adjourn the meeting for a period of not more than two (2) weeks from the date scheduled by these By-Laws and the Secretary shall cause a notice of this re-scheduled meeting to be sent to all those members who were not present at the meeting originally called. A quorum herein before set forth shall be required at any adjourned meeting. The President may call special meetings of this organization when he deems it for the best interest of the organization. Notice of such meeting shall be mailed to all members at their address as they appear in the membership roll book at least one (1) week but not more than fifteen (15) days before the scheduled date set for such special meeting. Such notice shall state the reasons that such meeting has been called, the business to be transacted at such meeting and by whom called. At the request of a majority of members of the Board of Directors or thirty (30) percent of members of the organization, the President shall cause a special meeting to be called but such request must be made in writing at least fifteen (15) days before the requested scheduled date. No other business but that specified in the notice may be transacted at such special meeting without the unanimous consent of all present at such meeting. All monthly Board of Directors meetings minutes as well as a detailed monthly Treasurer s report shall be made public on the CLOA website in secured page requiring ID and password for CLOA members only.

9 Article VII Voting At all meetings, except for the election of officers and directors, and special issues all votes shall be "viva voce", except that for election of officers and special issues ballots may be provided and there shall not appear any place on such ballot any mark or marking that might tend to indicate the person who cast such ballot. At any regular or special meeting if a majority so requires any question may be voted upon in the manner and style provided for election of officers and directors, and any member entitled to vote may demand a count; whereupon such vote shall be taken by ballot. When two (2) or more persons own an interest in real estate by which they are eligible for membership in Cedar Lake Owners Association, Inc., only one (1) such person shall be entitled to vote. Note: During the CLOA Special Meeting held on August 30, 2012 the membership passed, by a simple majority, a policy that allows voting by proxy at Annual and Special Membership Meetings pursuant to the Connecticut General Statutes with the restriction of 1 proxy vote per member.) This policy is not an official amendment to the CLOA bylaws At all votes by ballot the chairman of such meeting shall immediately prior to the commencement of balloting appoint a committee of three (3) who shall act as'' Inspectors of Election" and who shall at the conclusion of such balloting certify in writing to the chairman the results and certified copy shall be physically affixed in the minute book to the minutes of that meeting. No inspector of election shall be a candidate for office or shall be personally interested in the question voted upon. Article VIII Order of Business 1. Roll Call 2. Reading and approval of the minutes of the preceding meeting 3. Reports of committees 4. Report of officers 5. Old and unfinished business 6. New business 7. Adjournment Article IX Board of Directors The business of this organization shall be managed by a Board of Directors consisting of one (1) member for each ten (10) members of the organization, together with the

10 officers of this organization not to exceed fifteen (15) members. The directors to be chosen for the ensuing year shall be chosen at the Annual Meeting of this organization in the same manner and style as the officers of this organization and they shall serve for a term of one (1) year. The Board of Directors shall have the control and management of the affairs and business of this organization. Such Board of Directors shall only act in the name of the organization when it shall be regularly convened by its chairman after due notice to all the directors of such meeting. A majority of the members of the Board of Directors shall constitute a quorum and the meetings of the Board of Directors shall be held at such time and place as the board from time to time designates. Each director shall have one (1) vote and such voting may not be done by proxy. The Board of Directors may make such rules and regulations covering its meetings as it may in its discretion determine necessary. Vacancies in the said Board of Directors shall be filled by a vote of the majority of the remaining members of the Board of Directors for the balance of the year. The President of the organization by virtue of his office shall be Chairman of the Board of Directors. The Board of Directors shall select from one of their number a Secretary, who shall keep all members informed of the activities and decisions made at any meeting or meetings of the board. If it is determined by the Board of Directors that any director has not performed their agreed upon Board of Directors duties for a period of three months, nor been excused from their duties, either temporarily or permanently, then, at the Board of Directors sole discretion, such director may be removed. In addition, no Officer shall be elected to serve if it is known in advance that he/she will be absent for three (3) consecutive meetings due to business, vacation, or any other reason. A Director may be removed when sufficient cause exists for such removal by a twothirds (2/3) vote. The Board of Directors may entertain charges against any director. A director may be represented by counsel upon any removal hearing. The Board of Directors shall adopt such rules, as it may in its discretion consider necessary for the best interests of the organization, for this hearing.

11 Article X Officers The officers of the organization shall be as follows: President Vice President Secretary, who may also hold the Office of Treasurer Treasurer, who may also hold the Office of Secretary Assistant treasurer, and/or such other officers as may be deemed necessary, which shall be elected at the Annual Meeting. The president, or in his absence the Vice President, shall preside at all membership meetings. He shall by virtue of his office be Chairman of the Board of Directors. He shall present at each Annual Meeting of the organization an annual report of the work of the organization. He shall appoint all committees, temporary or permanent. He shall see all books, reports and certificates as required by law are properly kept or filed. He shall be one of the officers who may sign the checks or drafts of the organization. He shall have such powers as may be reasonably construed as belonging to the chief executive of any organization. The Vice President shall in the event of the absence or inability of the president to exercise his office, become acting president of the organization with all rights, privileges and powers as if he had been duly elected president. The Secretary shall keep the minutes and records of the organization in appropriate books. It shall be his duty to file any certificate required by statute federal or state. He shall give and serve all notice to members of this organization. He shall be official custodian of the records and seal of this organization. He may be one of the officers required to sign the checks and drafts of the organization. He shall present to the membership at any meeting any communication addressed to him as Secretary of the organization.

12 He shall submit to the Board of Directors any communications, which shall be addressed to him as Secretary of the organization. He shall attend to all correspondence of the organization and shall exercise all duties incident to the office of Secretary, and he may also at the same time hold the office of Treasurer. The Treasurer shall have the care and custody of all moneys belonging to the organization and shall be solely responsible for such moneys or securities of the organization. He must be one of the officers who shall sign checks or drafts of the organization. No special fund may be set aside that shall make it unnecessary for the Treasurer to sign the checks issued upon it. He shall render at stated periods as the Board of Directors shall determine a written account of the finances of the organization and such report shall be physically affixed to the minutes of the Board of Directors at such meeting. He shall exercise all duties incident to the Office of Treasurer, and he may also at the Same time hold the Office of Secretary. The Assistant Treasurer shall exercise the functions of the Treasurer during the absence or disability of the Treasurer. Officers shall by virtue of their office be members of the Board of Directors. No officer shall for reason of his office be entitled to receive any salary or compensation, but nothing herein shall be construed to prevent an officer or director from receiving any compensation from the organization for duties other than as a director or officer. A vacancy in any office, arising from any cause, shall be filled by a majority vote of a quorum of the members the organization entitled to vote at any meeting, present and voting at a regularly called meeting or at a meeting specially called and warned for such purpose. The officers shall hold office for a term of one (1) year from the date of the election at the Annual Meeting, or until their successors are chosen. Any officer elected may be removed from office at any time, for due cause (the charges for which shall be set forth specifically in writing, stating the alleged violation), by a two-thirds (2/3) vote of the entire membership entitled to vote at any meeting, present and voting at a regularly called meeting or at a meeting specially called and warned for such purpose.

13 Article XI Salaries The Board of Directors shall hire and fix compensation of any and all employees, which they in their discretion may determine to be necessary in the conduct of the business of the organization. Article XII Committees The president, at his discretion, shall appoint all committees of this organization. The President shall be ex-officio member of all committees. A Nominating Committee shall be appointed annually, by the president, consisting of not less than three (3) directors. The Nominating Committee shall develop a slate of officers and directors for the ensuing year, to be presented to the membership and voted upon at the Annual Meeting. Article XIII Dues/Fees/Fines The dues and assessments of this organization shall be set by the Board of Directors and shall be payable on or before January 1 st for the ensuing year. A penalty of fifty dollars ($50.00) shall be assessed against any member who shall fail to pay any dues or assessment assessed by the Board of Directors within ninety (90) days of its due date. An additional five dollar ($5.00) per month penalty shall be assessed for each month thereafter for which any such dues or assessment shall remain unpaid The member agrees that the Association shall have right to record a Notice of Lien on the land records of the town in which the member s property is located against the members real estate for any due, assessment or interest that remains unpaid more than ninety (90) days after it first becomes due, including, but not limited to: Unpaid Annual Dues; Unpaid fines for the nonsubmission of watercraft registration and/or proof of watercraft insurance documentation, and; Unpaid Membership Transfer Fees. All costs associated with the placement of liens will be the financial responsibility of the member/property owner. Only those members who are current in the payment of their annual dues shall be entitled to vote at the Annual Meeting or at any special or regular meeting duly called and warned.

14 Article XIV Attorney Fees The member agrees to pay the reasonable attorney fees of the Corporation, which are incurred in enforcing any of these By-Laws against the member or their invitees. Article XV Liabilities Nothing herein shall constitute the members of the Association as partners for any purpose. No member, officer, agent or employee shall be liable for the acts or failure to act of any other member, officer, agent, or employee of the Association. Nor shall any, member, officer, agent or employee be liable for their acts or failure to act under these bylaws, excepting only acts or omissions arising out of their willful misfeasance. Article XVI Amendments These By-Laws may be altered, amended, repealed or added to by an affirmative vote of not less than two-thirds (2/3) of those present and voting. All proposed by-law changes shall be submitted to the Board of Directors by the March Board of Director s meeting for review prior to the members annual meeting or any special meeting wherein a by-law change is to be acted upon. No by-law change shall be voted upon by the members unless written notification of the proposed by-law change was sent to all members at least seven (7) days prior to the annual meeting or any special meeting herein a bylaw change is to be acted upon. The undersigned does hereby attest that the above is a true and complete copy of the bylaws of Cedar Lake Owners Association, Inc. dated at Wolcott, CT this first day of, January 2019