Welcome to Sierra Bonita Village

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1 Welcome to Sierra Bonita Village Sierra Bonita Village and Turtle Creek Estates are senior housing planned development projects in the City of Paso Robles, California. The 479 houses of Sierra Bonita Village and the 71 houses of Turtle Creek estates are combined as a designated senior community governed by a Board of Directors and the Covenants, Conditions and Regulations of the Sierra Bonita Village Homeowners Association, Incorporated. As such, one resident must be over the age of 55 and none may be under the age of 25. The majority of the units are duplexes with each owner responsible for the maintenance of their unit, its exterior and landscaping. Sierra Bonita Village/Turtle Creek Estates are within a half mile of the Paso Robles Senior Center located at 270 Scott Street. The Senior Center offers many activities, classes and programs for an annual enrollment fee of $12.00 per person. Phone The monthly Board Meetings are held at 2:00 PM, the third Wednesday of each month at the Paso Robles Senior Center, 270 Scott Street, Paso Robles. All homeowners, tenants and the public are welcome to attend. The Annual General Meeting held in February each year is a town hall meeting, where the finances and the general direction of the Board of Directors and the Village are discussed. Dues are $55.00 anually and are due the first day of January each year. The dues are used to cover the administrative costs for maintaining and distributing required documentation, legal fees associated with the implementation of the CC&R s and the publication of the quarterly newsletter. (see budget)

2 Sierra Bonita Village Homeowners Association, Inc. Instructions for Absentee Owners/Landlords 1. Absentee owners shall submit in writing their current name, address and phone number to Sierra Bonita Village Homeowners Association, Inc., PO Box 3345, Paso Robles, CA or by 2. Absentee owners who rent/lease or otherwise allow someone other than themselves to occupy their unit shall provide in writing to the Homeowners Association the name, phone number and age of all occupants. This information shall be updated each time a new tenant moves in. (The Absentee/Landlord form is included and can be reproduced for future use.) 3. All rental agreements shall be worded as such to require tenants to abide by Sierra Bonita Village Homeowners Associations CC&R s. 4. All prospective tenants shall be advised that Sierra Bonita Village and Turtle Creek Estates are protected under Megan s Law and that sex offenders required to register by law may not reside in either complex. 5. Absentee owners shall provide a copy of the CC&R s to tenants at their own expense. CC&R s can be downloaded from the website. sierrabonitavillage.com 6. If there is a written rental agreement, owners shall require that all occupants of the property are listed on the rental agreement and the number of occupants shall not exceed the number of occupants allowable for each unit. 7. Owners shall verify the age of all occupants. One shall be 55 years of age or older and none shall be under the age of 25 years. 8. Pursuant to Resolution any owner who allows any tenant/occupant of their unit to continue to violate any CC&R regulation may be assessed a fine of $ BOARD OF DIRECTORS SIERRA BONITA VILLAGE HOMEOWNERS ASSOCIATION, INC. Sbvhoa/ccrs & resolutions/absentee owners guidelines

3 BY-LAWS OF SIERRA BONITA VILLAGE HOMEOWNERS ASSOCIATION, INC. Po Box 3345, Paso Robles, CA Phone/FAX: (805) Website: sierrabonitavillage.com ARTICLE I NAME AND LOCATION 1.1 Name: The name of the Association is Sierra Bonita Village Homeowners Association, Inc., hereinafter referenced to as the Association. 1.2 Principal Office: The principal office of the Association shall be located at PO Box 3345, Paso Robles, County of San Luis Obispo, State of California. 1.3 Change of Principal: The Board of Directors is hereby granted full power and authority to change the principal office of the Association from one location to another in the County of San Luis Obispo, California. Any such change shall be noted by the Secretary in these Bylaws, but shall not be considered an amendment of these Bylaws. ARTICLE II DEFINITIONS 2.1 The definitions contained in the Declaration are incorporated by reference herein. 2.2 Declaration shall mean and refer to the Building Restrictions and Architectural Control applicable to the property with respect to Tract 723 recorded on October 20, 1978 in Volume 3133, pages 286 through 293, inclusive as amended by First Amendment to Declaration of Restrictions recorded April 20, 1988 in volume 3133, Pages 74 through 76, inclusive; with respect to Tract 811 recorded on May 24, 1979 in volume 2156, Pages 846 through 853, inclusive as amended by First Amendment to Declaration of Restrictions recorded on April 20, 1988 in Volume3133, pages 77 through 80, inclusive; with respect to Tract 812 recorded March 14, 1980 in volume 2228, Pages 178 through 185, inclusive, as amended by First Amendment to Declaration of Building Restrictions and Architectural Control recorded on July 29, 1987 in Volume 3027, Pages 843 through 846, inclusive; with respect to Tract 813 recorded June 5, 1981 in Volume 2331, Pages 275 through 281, inclusive as amended by First Amendment to Declarations of Restrictions recorded April 20, 1988 in volume 3133, Pages 81 through 83, inclusive; with respect to Tract 849 recorded November 7, 1980 in Volume 2283, Pages 695 through 702, inclusive, as amended by First Amendment to Declaration of Building Restrictions and Architectural Control recorded on July 29, 1987 in Volume 3027, Pages 843 through 846, inclusive; and with respect to Tract 1143 recorded June 28, 1984 in Volume 2608, Pages 505 through 516, inclusive, as amended by First Amendment to Declaration of Building Restrictions and Architectural Control recorded on July 29, 1987 in volume 3027, Pages 843 through 846, inclusive, Official Records, San Luis Obispo County, California. 2.3 Covenant And Control Committee: Any reference in these Bylaws or Declaration of Covenants, Conditions and Restrictions to the Covenant Control Committee shall be to the Board of Directors. 1

4 ARTICLE III MEMBERS 3.1 Class: The Association shall have one class of members only, and each member shall have equal voting and other rights. A person shall hold one membership for each lot owned. 3.2 Eligible Members: Any person owning property in Tract 723, Tract 811, Tract 812, tract 813, Tract 849, and Tract 1143 in the City of Paso Robles, County of San Luis Obispo, State of California, shall be eligible for membership in the Association. 3.3 Application: There shall be no fee for making application for membership in the Association. 3.4 Annual Dues: The annual dues payable to the Association pursuant to the Declaration of Building Restrictions and Architectural Control referred to in Section 2.2. above shall be three Dollars ($3.00) per month or in such amounts as shall be determined by resolution of the Board of Directors. 3.5 Non-Assessment: Membership shall be assessable, limited only by the Bylaws and/or Declaration. 3.6 Number of Members: There shall be no limit on the number of members the Association may admit provided that the members are eligible members as defined in section 3.2 above. 3.7 Names and Addresses: The Association shall keep in written form a membership book containing the name, address and class of each member. The book shall also contain the fact of the commencement and the date on which such membership ceased. Such book shall be kept at the principal office of the Association and shall be subject to the rights of inspection required by law as set forth in Section 3.8 of these Bylaws Right to Inspection: Subject to the Association s right to set aside a demand for inspection pursuant to Section 6331 of the Corporations Code and the power of the Court to limit inspection rights pursuant to Section 6332 of the Corporations Code, a member satisfying the qualifications set forth hereinafter may do either or both of the following: (a) Inspect and copy the record of all members names, addresses and voting rights, at reasonable times on five (5) business days prior written demand on the Association which demand shall state the purpose for which the inspection rights are requested; or (b) Obtain from the Secretary of the Association, on written demand and tender of a reasonable charge, a list of the names, addresses and voting rights of those members entitled to vote for the election of Directors, as of the most recent record date for which it has been compiled or as of the date of demand. Said demand shall state the purpose for which the list is requested. The membership list shall be available on or before the later of ten (10) business days after the demand is received or after the date specified therein as the date as of which the list is to be compiled. 3.9 Termination of Rights: The membership and all rights of membership shall automatically terminate on the occurrence of any of the following causes: (a) When a member ceases to be an eligible member according to section 3.2 above; or (b) The death of a member. 2

5 ARTICLE IV MEETING OF MEMBERS AND VOTING 4.1 Annual Meeting: The first meeting of the members, whether a regular or special meeting, shall be held within one (1) year from the date of establishment of the Association. The next annual meeting shall be set by the Board so as to occur no later than ninety (90) days after the close of the Association s fiscal year. Subsequent regular annual meetings of the members shall be held within thirty (30) days of the same day of the same month each year thereafter, at a time to be designated by the Board. If the day for the annual meeting of the members is a legal holiday, the meeting will be held at the same hour on the first day following, which is not a legal holiday (excluding Saturday and Sunday). 4.2 Special Meetings: Special meetings of the members shall be called at any time by a majority of a quorum of the Board of Directors, or by the President, or upon written request of the members representing five percent (5%) of the total voting power of the Association. 4.3 Notice and Place of Meetings: Written notice of each meeting of the members shall be given by, or at the direction of, the secretary when the meeting has been called pursuant to Section 4.2 above, by personal delivery or mailing a copy of such notice, first class mail, postage prepaid at least ten (10) but not more than ninety (90) days before such meeting to all members, addressed to the member s address last appearing on the books of the Association, or supplied by such member to the Association for the purpose of notice. Such notice shall specify the place, day and hour of the meeting, and in the case of a special meeting, the purpose of the meeting. If action is proposed to be taken at any meeting for approval for any of the following proposals, the notice shall also state the general nature of the proposal. Member action on such items is invalid unless the notice or written waiver of notice states the general nature of the proposal(s): (a) removing a Director without cause; (b) amending the Articles of Incorporation; (c) approving a contract or transaction in which a Director has a material financial interest. Meetings shall be held within the project or at a meeting place within the same county, as close to the project as possible. 4.4 Quorum: The presence either in person or by proxy at any meeting of members entitled to cast fifty-one percent (51%) of the total voting power of the Association, shall constitute a quorum for any action except as otherwise provided in the Declaration, or these Bylaws. If, however, such quorum shall not be present or represented at any meeting, a majority of the members entitled to vote thereat may, unless otherwise provided by law, adjourn the meeting to a time not less than five (5) days nor more than thirty (30) days from the meeting date, at which meeting the quorum requirements shall be one-third (1/3) of the total voting power. The members present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the withdrawal of enough members to leave less than a quorum, provided that at least twenty-six percent (26) of the total voting power of the Association remains present in person and/or by proxy, and provided further that any action taken shall be approved by at least a majority of the members required to constitute a quorum. Notwithstanding the foregoing, if the vote concerns an increase in a regular assessment in excess of twenty percent (20%) greater than the regular assessment for the Association s preceding fiscal year or to impose special assessments which in the aggregate exceed five percent (5%) of the budgeted gross expenses of the Association for that fiscal year, the vote of not less than fifty-one percent (51%) of the total voting power of the Association shall be required. If a time and place for the adjourned meeting is not fixed by those in attendance at the original meeting or if for any reason a new date is fixed for the adjourned meeting after adjournment, notice of the time and place of the adjourned meeting shall be given to members in the manner prescribes for regular meetings. Notwithstanding anything herein to the contrary, for purposes of obtaining membership approval of special assessments or increases 3

6 in annual assessments, a quorum means more than fifty percent (50%) of the members of the Association. 4.5 Proxies: At all meetings of members, each member may vote in person or by proxy. All proxies shall be in writing and filed with the secretary before the appointed time of each meeting. Every proxy shall be revocable, shall name the person authorized to use the proxy, and shall automatically cease upon conveyance by the member of his unit, or upon receipt of notice by the secretary or the board of death or judicially declared incompetence of a member prior to the counting of the vote, or upon the expiration of eleven (11) months from the date of the proxy. In addition, voting by proxy shall comply with any other applicable requirements of California Corporations Code 7514 and In the event a proxy or written ballot (hereinafter collectively referred to as Document ) is distributed by any owner to the Association, it shall contain a choice between approval and disapproval of the matter to be acted upon, except there is no requirement that it state the name of the candidate for election in such Document. The Document shall provide that a vote shall be cast in accordance with an owner s choice made in such document. 4.6 Action Without Meeting: Any action that may be taken at any annual or special meeting of members (except the election of Directors) may be taken without a meeting in accordance with the provisions of California Corporations Code Sections 7513 and Any form of written ballot distributed by any person to the membership of the Association shall afford the opportunity to specify a choice between approval and disapproval of each matter or group of matters to be acted upon, except it shall not be mandatory that a candidate for election to the Board be named in the written ballot. The written ballot shall provide that, where the member specifies a choice, the vote shall be cast in accordance with that choice. ARTICLE V BOARD OF DIRECTORS: SELECTION: TERM OF OFFICE 5.1 Number. The Association shall have not less than three (3) nor more than seven (7) Directors. The number of Directors may be changed by approval of the members. ** The Association initially will have seven (7) Directors, all of whom must be members of the Association. 5.2 Term of Office. The initial seven (7) Directors shall serve as follows: three (3) Directors for a term of three (3) years, three (3) Directors for a term of two (2) years, and one (1) Director for a term of one (1) year. At the expiration of the initial term of office of each respective Director, his successor shall be elected to serve for a term of three (3) years. Unless vacated sooner, each Director shall hold office until the Director s term expires and a successor is elected. 5.3 Removal; Vacancies. Unless the entire Board is removed from office by the vote of Association members, an individual Director shall not be removed prior to the expiration of his or her term of office if the votes cast against the Director s removal would be sufficient to elect the Director if voted cumulatively at an election at which the same total number of votes were cast and the entire number of Directors authorized at the time of the most recent election of Directors were then being elected. A Director who was elected solely by the votes of members may be removed from office prior to the expiration of the Director s term only by the votes of a majority of members other than the Declarant. If the Director dies or resigns, the vacancy shall be filled by approval of the Board at a duly held meeting, or by the sole remaining Director. The successor Director shall serve for the unexpired term of his or her predecessor. The members 4

7 may elect a Director at any time to fill any vacancy not filled by the Directors. A vacancy created by the removal of a Director can be filled by the Board. 5.4 Compensation. No Director shall receive compensation for any service he may render to the Association. However, any Director may be reimbursed for his actual expenses, if reasonable, incurred in the performance of his duties. 5.5 Indemnification of Officers and Directors. Each Director, officer, and committee member shall be indemnified by the Association and the members against all expenses and liabilities, including attorneys fees, reasonably incurred by or imposed upon him by judgment or settlement in connection with any proceeding to which he may be a party, or in which he may become involved, by reason of his being or having been a Director, officer, or committee member of the Association, except in cases of fraud, gross negligence or bad faith of the Director, officer or committee member in the performance of his duties. ARTICLE VI NOMINATION AND ELECTION OF DIRECTORS 6.1 Nomination. Nomination for election to the Board of Directors shall be made by a Nominating Committee. Notice to the members of the meeting shall include the names of all those who are nominees at the time the notice is sent. Nominations may also be made from the floor at the annual meeting. The Nominating Committee shall consist of a Chairman, who shall be a member of the Board of Directors, and two (2) or more members of the Association. The Nominating Committee shall be appointed by the Board of Directors not less than thirty (30) days prior to each annual meeting of the members, to serve until the close of such annual meeting. The Nominating Committee shall make as many nominations for election to the Board of Directors as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. All candidates shall have reasonable opportunity to communicate their qualifications to the members and to solicit votes. ** (The total number of Directors has been changed from seven (7) to nine (9) according to the CC&R s Recorded as Doc :51 A.M. by a majority vote of the Associations members.) 6.2 Election. The first election of the Board shall be conducted at the first meeting of the Association. At such election the members or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. The persons receiving the largest number of votes shall be elected. A member shall be entitled to accumulate his or her votes for one or more candidates for the Board, if the candidate s name has been placed in nomination prior to voting, and if the member has given notice at the meeting prior to the voting of his or her intention to accumulate votes. Voting for a Director shall be by written secret ballot. ARTICLE VII MEETINGS OF DIRECTORS 7.1 Regular Meetings. Regular meetings of the Board of Directors shall be held monthly or Quarterly at such hour as may be fixed from time to time by resolution of the Board. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day which is not a legal holiday, excluding Saturday and Sunday. Notice of the time and place of meeting shall be posted at a prominent place within all tracts involved with this Association and shall be communicated to Directors not less than four (4) days prior to the meeting, provided, however, that notice of a meeting need not be given to any Director who has signed a waiver of notice or written consent to holding of the meeting. 5

8 7.2 Special Meetings. Special meeting of the Board of Directors shall be held when called by written notice signed by the President or by any two members of the governing body other than the President. The notice shall specify the time and place of the meeting and the nature of any special business to be considered. The notice shall be given to each Director by one (1) of the following methods: (a) by personal delivery; (b) written notice by first class mail, postage prepaid; (c) by telephone communication, either directly to the Director or to a person at the Director s office who would reasonably be expected to communicate such notice promptly to the Director; or (d) by telegram, charged prepaid. All such notices shall be given or sent to the Director s address or telephone number as shown on the records of the Association. Such notice shall be posted at a prominent place within the common area not less than seventy-two (72) hours prior to the scheduled time of the meeting. Notices sent by the first class mail shall be deposited into a United States mailbox at least four (4) days before the time set for the meeting. Notices given by personal delivery, telephone, or telegraph shall be delivered, telephoned, or given to the telegraph company at least seventy-two (72) hours before the time set for the meeting. 7.3 Quorum. A majority of the number of Directors shall constitute a quorum for the transaction of business. Every act performed or decision made by a majority of the Directors present at a duly held meeting at which a quorum present shall be regarded as the act of the Board. 7.4 Open Meetings. All meetings of the Board shall be open to all members, but members other than Directors may not participate in any discussion or deliberation unless expressly so authorized by a majority of a quorum of the Board. 7.5 Executive Session. The Board may, with approval of a majority of a quorum, adjourn a meeting and reconvene in executive session to discuss and vote upon personnel matters, litigation in which the Association is or may become involved, and orders of business of a similar nature. The nature of any and all business to be considered in executive session shall be first announced in open session. 7.6 Telephone Meetings: Any meeting, regular or special, may be held by conference telephone or similar communication equipment, so long as all Directors participating in the meeting can hear one another, and all such Directors shall be deemed to be present in person at such meeting. An explanation of the action taken shall be posted at a prominent place within the common area within three (3) days after the meeting. 7.7 Waiver of Notice. The transactions of any meeting of the Board of Directors, however, called and noticed or wherever held, shall be as valid as thought taken at a meeting duly held after regular call and notice, if (a) a quorum is present, and (b) either before or after the meeting, each of the Directors not present signs a written waiver of notice, a consent to holding the meeting, or an approval of the minutes. The waiver of notice or consent need not specify the purpose of the meeting. Notice of a meeting shall also be deemed given to any Director who attends the meeting without protesting before or at its commencements about the lack of adequate notice. 7.8 Notice of Adjourned Meeting. Notice of the time and place of holding an adjourned meeting need not be given, unless the meeting is adjourned for more than twenty-four (24) hours, in which case personal notice of the time and place shall be given before the time of the adjourned meeting to the Directors who were not present at the time of the adjournment, and shall be posted at a prominent place within the common area. 7.9 Action Without Meeting. Any action required or permitted to be taken by the Board of Directors may be taken without a meeting, if all members of the Board, individually or collectively, consent in writing to that action. Such action by written consents shall have the same force and effect as a unanimous vote of the Board of Directors. Such written consent or consents 6

9 shall be filed with the minutes of the proceedings of the Board. An explanation of the action taken shall be posted at a prominent place or places within each Tract involved with the Association within three (3) days after the written consents of all Board members have been obtained. ARTICLE VIII POWERS AND DUTIES OF THE BOARD OF DIRECTORS 8.1 Duties. It shall be the duty of the Board of Directors to: A. Maintenance: To take steps necessary to maintain the quality of the improvements in all Tracts involved with the Association. B. Insurance: Maintain insurance on all Tracts involved with the Association if desired. C. Assessments. Fix, levy, collect annual dues and enforce assessments as set forth in Article II of these Bylaws and of the Declaration; D. Expenses and Obligations. Pay all expenses and obligations incurred by the Association in the conduct of its business including, without limitation, all licenses, taxes, or governmental charges levied or imposed against the property of the Association. E. Records. Cause to be kept a complete record of all its acts and corporate affairs and to present a statement thereof to the members at the annual meeting of the members, or at any special meeting when such statement is requested in writing by one-fourth (1/4) of the members; keep adequate and correct books and records of account, minutes of proceedings of its members, Board and committees, and a record of its members, giving their names and addresses and classes of membership. F. Supervision. Supervise all officers, agents and employees of the Association and to see that their duties are properly performed. G. Enforcement. Enforce these Bylaws and the Declaration. H. Review of Financial Records. Review on at least a quarterly basis a current reconciliation of the Association s actual revenues and expense accounts. In addition, the Board shall review the latest account statements prepared by the financial institutions where the Association has its operating and reserve accounts. For purposes herein, reserve accounts shall mean monies that the Association s Board has identified from its annual budget for use to defray the future repair or replacement of, or additions to, those major components which the Association is obligated to maintain. I. Reserve Account Withdrawal Restrictions. Require that at least two (2) signatures be needed for the withdrawal of monies from the Association s reserve accounts, who either shall be members of the Board or one (1) member of the Board and one (1) officer who is not a member of the Board. 8.2 Powers. The Board of Directors shall have the power to: A. Manager. Employ a manager. 7

10 B. Adoption of Rules. Adopt rules that are reasonable and non-discriminatory and are not in conflict with these Bylaws or Declarations. C. Assessments, Liens and Fines. Levy and collect assessments as provided in the Declaration; D. Enforcement Notice and Hearing). Enforce these Bylaws and/or the Declaration as provided in Paragraphs 17, 18 and 19 of said Declarations provided that at least fifteen (15) days prior notice of any charges (other than assessments) or potential discipline or fine and the reasons therefor are given to the member affected, and that an opportunity is provided for the member to be heard, orally or in writing not less than five (5) days before the imposition of the discipline or fine, said hearing to be before the Board. Any notice given by mail shall be given first class or registered mail sent to the last address of the member as shown on the Association s records. E. Contracts. Contract for goods and/or services for the benefit of the Tracts within the Association. F. Delegation. Delegate its authority and powers to a manager employed by the Association. The Board may not delegate to the manager the authority to make expenditures for capital additions or improvements chargeable against the reserve funds; to conduct hearings concerning compliance by an owner of his tenant, lessee, guest or invitee with this Declaration or rules and regulations promulgated by the Board, or to make a decision to levy monetary fines, impose special assessments against individual units, temporarily suspend an owner s rights as a member of the Association or otherwise impose discipline following any such hearing; to make a decision to bring suit, record a claim of lien, or institute foreclosure proceedings for default in payment of assessments. The board may delegate to a manager any of its other duties, powers or functions. Any such delegation shall be revocable by the Board at any time. Any such manager may be either a person or firm. The members of the Board, individually or collectively, shall not be liable for any omission or improper exercise by the manager of any such duty, power or function so delegated by written instrument executed by a majority of the Board. ARTICLE IX OFFICERS AND THEIR DUTIES 9.1 Enumeration Of Officers. The officers of this Association shall be a President and Vice- President, who shall at all times be members of the Board of Directors, a Secretary, and a Chief Financial Officer, and such other officers as the Board may from time to time by resolution create. 9.2 Elections of Officers. The election of officers shall take place at the first meeting of the Board of Directors following each annual meeting of the members. 9.3 Term. The officers of this Association shall be elected annually by the Board and each shall hold officer for one (l) year unless he shall sooner resign, or shall be removed, or otherwise disqualified to serve. 9.4 Special Appointments. The Board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine. 9.5 Resignation and Removal. Any officer may be removed from office (but not from the Board, if he is also a Board member) by the Board with or without cause. Any officer may resign at any 8

11 time by giving written notice to the Board, the president or the secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. 9.6 Vacancies. A vacancy in any office may be filled by appointment by the Board. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he replaces. 9.7 Duties. The duties of the officers are as follows: A. President. The President shall preside at all meetings of the Board of Directors; shall see that orders and resolutions of the Board are carried out; shall sign all legal documents, including but not limited to, all leases, mortgages, deeds and other written instruments and shall sign all promissory notes. The President shall have the general powers and duties of management usually vested in the office of the President of a California nonprofit mutual benefit Association, and shall have such powers and duties as my be prescribed by the Board or by these Bylaws. B. Vice President. The vice President shall act in the place and stead of the President in the event of his absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required by the Board. C. Secretary. The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the members; serve notice of meetings of the Board and of the members; keep appropriate current records showing the members of the Association together with the addresses, and shall perform such other duties as required by the Board. D. Chief Financial Officer. The Chief Financial Officer shall receive and deposit in appropriate bank accounts all monies of the Association and shall disburse such funds as directed by resolution of the Board of Directors; shall sign all promissory notes of the Association; shall keep proper books of account; shall regularly prepare and shall distribute budgets and financial statements to each member. E. Withdrawal of Funds from Reserve Account. The withdrawal of any funds from the Association s reserve account shall require the signatures of either (1) two members of the Board or (2) one member of the Board and an officer of the Association who is not also a member of the Board. F. Delegation. The foregoing duties may be delegated to a manager appointed by the Board. ARTICLE X COMMITTEES 10.1 The Board shall appoint an Architectural Control Committee, as provided in the Declaration. In additions, the Board of Directors shall appoint other committees as deemed appropriate in carrying out its purpose. No committee, regardless of Board resolution, may: (a) take any final action on matters which, under the Nonprofit Corporation Law of California, also require members approval; (b) fill vacancies on the Board of Directors or in any committee; (c) amend or repeal Bylaws or adopt new Bylaws; (d) amend or repeal any resolution of the Board of Directors; (e) appoint any other committees of the Board of Directors or the members of those committees; (f) approve any transaction to which the Association is a party and one or more Directors have a material financial interest in. ARTICLE XI 9

12 AMENDMENTS 11.1 These Bylaws may be amended, only by the affirmative vote (in person or by proxy) or written consent of members representing a majority of a quorum of the Association and a majority of the votes or written consent of members. However, the percentage of voting power necessary to amend a specific clause or provision shall not be less than the prescribed percentage of affirmative votes required for action to be taken in that clause In the case of any conflict between the Articles of Incorporation and the Bylaws, the Articles shall control; and in the case of any conflict between the Declaration and these Bylaws, the Declaration shall control. ARTICLE XII MISCELLANEOUS 12.1 The fiscal year of the Association shall begin on the first day of January and end on the Thirtyfirst (31) day of December every year. We, the undersigned, being all of the Directors of the SIERRA BONITA VILLAGE HOMEOWNERS ASSOCIATION, INC. do hereby certify: That we hereby assent to the within and foregoing Bylaws and hereby adopt the same as the Bylaws of said Association. IN WITNESS WHEREOF, we have hereunto subscribed our names this 27 th day of February, ORIGINAL SIGNED BY: J. E. Allen, President Harriet M. Lyon Edith B. Anderson, Secretary Paul L. Tinkle, Treasurer Don E. Eddy Maxine Dutro Isabel Schoenfelder 10

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