2023 2023000103442 09/07/2023 04:13 PM Page 1 of 49 AFTER RECORDING RETURN TO: Robert D. Burton, Esq.
Winstead, PC 401Congress Ave., Suite 2100 Austin, Texas 78701 Email: [email protected] CLEARVIEW RANCH COMMUNITY MANUAL CLEARVIEW RANCH LAND, LLC, a Texas limited liability company, as the Declarant under the Clearview Ranch Master Covenant [Residential] recorded under Document No. 2023000101413 Official Public Records of Collin County, Texas, and the initial and sole member of Clearview Ranch Community Association, Inc., a Texas non-profit corporation (the Association), certifies that the foregoing Community Manual was adopted as part of the initial project documentation for Clearview Ranch. This Community Manual becomes effective when Recorded day of AUGUST IN WITNESS WHEREOF, the undersigned has executed this Community Manual on the 30 2023 nofticia Printed Name: GARY ERLEMANN Title: VP-CFO THE STATE OF TEXAS COUNTY OF LA This instrument was acknowledged before me on this Kary Erlemaan.
RED liability company, on behalf of said entity.
30th day day of August 2016 by of CLEARVIEW RANCH LAND LLC, a Texas limited YVONNE DAWSON Notary ID #124029782 Commission Expires February 1, 2026 vonne Notary Public Signature Cross-reference to Clearview Ranch Master Covenant [Residential] recorded under Document No.
2023000101413, Official Public Records of Collin County, Texas, as the same may be amended from time to time.
i 4882-8882-6448v.2 65993-5 2/13/2023 2023 2023000103442 09/07/2023 04:13 PM Page 2 of 49 CLEARVIEW RANCH COMMUNITY MANUAL TABLE OF CONTENTS 1.
CERTIFICATE OF FORMATION ATTACHMENT 1 2.
BYLAWS 3.
FINE AND ENFORCEMENT POLICY 4.
ASSESSMENT COLLECTION POLICY 5.
RECORDS INSPECTION, COPYING AND RETENTION POLICY 6.
STATUTORY NOTICE OF POSTING AND RECORDATION OF
OF FORMATION ATTACHMENT 1 2.
BYLAWS 3.
FINE AND ENFORCEMENT POLICY 4.
ASSESSMENT COLLECTION POLICY 5.
RECORDS INSPECTION, COPYING AND RETENTION POLICY 6.
STATUTORY NOTICE OF POSTING AND RECORDATION OF ASSOCIATION GOVERNANCE DOCUMENTS 7.
EMAIL REGISTRATION POLICY 8.
POOL FENCING AND SECURITY DEVICES PONCY 9.
10.
RELIGIOUS DISPLAY POLICY GENERATOR POLICY Unofficia ATTACHMENT 2 ATTACHMENT 3 ATTACHMENT 6 ATTACHMENT 7 ATTACHMENT 8 ATTACHMENT 9 ATTACHMENT 10 4882-8882-6448v.2 65993-5 2/13/2023 2023 2023000103442 09/07/2023 04:13 PM Page 3 of 49 COMMUNITY MANUAL for CLEARVIEW RANCH A Master Planned Community in Collin County I. INTRODUCTION CLEARVIEW RANCH LAND, LLC, a Texas limited liability company is the developer of Clearview Ranch. The guiding principles for the Community have been set forth in the governing documents for Clearview Ranch which include the Development Documents and the Association Documents (both defined below) and are collectively referred to herein as the "Documents" (the "Documents"). The Documents include such instruments as the Master Covenant (the "Covenant") any applicable Notices of Applicability, any applicable Development Area Declaration (the "DAD") the Design Guidelines, if any, and this Community Manual (collectively referred to as the "Development Documents"), all of which are recorded in the property records by the developer generally prior to the time that you purchased your property. The Development Documents contain covenants, conditions and restrictions which not only encumber your property, but also have a legal and binding effect of all Owners and Occupants in the Community, now or in the future.
Unofficial Under the Development Documents, the developer is the "Declarant" who has reserved certain rights to
l and binding effect of all Owners and Occupants in the Community, now or in the future.
Unofficial Under the Development Documents, the developer is the "Declarant" who has reserved certain rights to facilitate the development, construction, and marketing of the Community, including its size, shape and composition, while the Community is being built out the "Development Period"). Furthermore, the Development Documents identify and set forth the obligations of the Clearview Ranch Community Association, Inc., a Texas non-profit corporation created by the Declarant to exercise the authority and assume the powers described in the Covenant (the "Association"). Integral to the functioning of the Community, the Association's Toles include owning, operating and maintaining various Common Areas and Community amenities, as well as administering and enforcing all of the Documents.
Other specific Documents include such instruments as the Certificate of Formation and Bylaws which set forth the corporate governance structure of the Association as well as the various Rules, which include rules, regulations, policies and procedures outlining the operation of the Association and required standards for use of property, activities and conduct (the "Association Documents"). It is the Association Documents which are included within this Community Manual, as further set forth herein.
Capitalized terms used but not defined in this Community Manual shall have the meaning subscribed to such terms in the Covenant.
This Community Manual becomes effective when Recorded.
iii 4882-8882-6448v.2 65993-5 2/13/2023 2023 2023000103442 09/07/2023 04:13 PM Page 4 of 49 ATTACHMENT 1 CERTIFICATE OF FORMATION Unofficial 4882-8882-6448v.2 65993-5 2/13/2023 1 CLEARVIEW RANCH ATTACHMENT 1
2-8882-6448v.2 65993-5 2/13/2023 2023 2023000103442 09/07/2023 04:13 PM Page 4 of 49 ATTACHMENT 1 CERTIFICATE OF FORMATION Unofficial 4882-8882-6448v.2 65993-5 2/13/2023 1 CLEARVIEW RANCH ATTACHMENT 1 CERTIFICATE OF FORMATION 2023 2023000103442 09/07/2023 04:13 PM Page 5 of 49 The Association shall exist perpetually ARTICLE II NONPROFIT CORPORATION The Association is a nonprofit corporation CERTIFICATE OF FORMATION OF CLEARVIEW RANCH COMMUNITY ASSOCIATION, INC.
The undersigned natural person, being of the age of eighteen (18) years or more, a citizen of the State of Texas, acting as incorporator of a nonprofit corporation under the Texas Business Organizations Code, does hereby adopt the following Certificate of Formation for such corporation: ARTICLE I NAME The name of the corporation is: Clearview Ranch Community Association Inc.
(hereinafter called the "Association").
Unofficial PURPOSE AND POWERS OF THE ASSOCIATION The Association is organized in accordance with, and shall operate for nonprofit purposes pursuant to, the Texas Business Organizations Code, and does not contemplate pecuniary gain or profit to its members. In furtherance of its purposes, the Association shall have the following powers which, unless indicated otherwise by this Certificate of Formation, are set forth in that certain Clearview Ranch Master Covenant [Residential], recorded, or to be recorded, in the Official Public Records of Collin County, Texas, as the same may be amended from time to time (the "Covenant”), the Bylaws, or Applicable Law, may be exercised by the Board of Directors: all rights and powers conferred upon nonprofit corporations by Applicable Law; (b) all rights and powers conferred upon property associations by
icable Law, may be exercised by the Board of Directors: all rights and powers conferred upon nonprofit corporations by Applicable Law; (b) all rights and powers conferred upon property associations by Applicable Law, in effect from time to time, provided, however, that the Association shall not have the power to institute, defend, intervene in, settle or compromise proceedings in the name of any Owner or Member; and 4890-4386-6704v.2 65993-5 2/13/2023 2023 2023000103442 09/07/2023 04:13 PM Page 6 of 49 (c) all powers necessary, appropriate, or advisable to perform any purpose or duty of the Association as set out in this Certificate of Formation, the Bylaws, the Covenant, or Applicable Law.
Notwithstanding any provision in Article XIV to the contrary, any proposed amendment to the provisions of this Article IV shall be adopted only upon an affirmative vote of Members holding one-hundred percent (100%) of the total number of votes of the Association and the Declarant.
Terms used but not defined in this Certificate of Formation, shall have the meaning subscribed to such terms in the Covenant.
ARTICLE V INITIAL ADDRESS; REGISTERED OFFICE; REGISTERED AGENT The initial address for the Association to receive state franchise correspondence is 10003 Technology Blvd. W, Dallas, Texas 75220, Attention: Clearview Ranch Community Association.
The street address of the initial registered office of the Association is 401 Congress Avenue, Suite 2100, Austin, Texas 78701. The name of its initial registered agent at such address is Robert D. Burton, Esq.
Unofficial Membership in the Association shall be dependent upon ownership of a qualifying property interest as defined and set forth in the Covenant. Any person or entity acquiring such
Burton, Esq.
Unofficial Membership in the Association shall be dependent upon ownership of a qualifying property interest as defined and set forth in the Covenant. Any person or entity acquiring such a qualifying property interest shall automatically become a member of the Association, and such membership shall be appurtenant to, and shall run with, the property interest. The foregoing shall not be deemed or construed to include persons or entities holding an interest merely as security for performance of art obligation. Membership may not be severed from or in any way transferred, pledged, mortgaged, or alienated except together with the title to the qualifying property interest, and then only to the transferee of title to said property interest.
Any attempt to make a prohibited severance, transfer, pledge, mortgage, or alienation shall be void.
ARTICLE VII VOTING RIGHTS Voting rights of the members of the Association shall be determined as set forth in the Covenant.
4890-4386-6704v.2 65993-5 2/13/2023 2 2023 2023000103442 09/07/2023 04:13 PM Page 7 of 49 ARTICLE VIII INCORPORATOR The name and street address of the incorporator is: NAME Robert D. Burton ADDRESS 401 Congress Avenue, Suite 2100 Austin, Texas 78701 ARTICLE IX BOARD OF DIRECTORS The affairs of the Association shall be managed by an initial Board of Directors consisting of three (3) individuals, who need not be members of the Association. The Board shall fulfill all of the functions of, and possess all powers granted to, Boards of Directors of nonprofit corporations pursuant to the Texas Business Organizations Code. The number of Directors of the Association may be changed by amendment of the Bylaws of the Association.
oards of Directors of nonprofit corporations pursuant to the Texas Business Organizations Code. The number of Directors of the Association may be changed by amendment of the Bylaws of the Association.
The names and addresses of the persons who are to act in the capacity of initial Directors until the selection of their successors are: NAME Unofficial Justin Christ Kyle Bradley Douglas Erlemann 10003 Technology Blvd. W Dallas, Texas 75220 10003 Technology Blvd. W Dallas, Texas 75220 10003 Technology Blvd. W Dallas, Texas 75220 All of the powers and prerogatives of the Association shall be exercised by the Board of Directors named above until their successors are elected or appointed in accordance with the Covenant.
ARTICLE X LIMITATION OF DIRECTOR LIABILITY A member of the Board of Directors shall not be personally liable to the Association for monetary damages for any act or omission in his capacity as a board member, except to the extent otherwise expressly provided by Applicable Law. Any repeal or modification of this Article shall be prospective only, and shall not adversely affect any limitation of the personal liability of a member of the Board of Directors existing at the time of the repeal or modification.
3 4890-4386-6704v.2 65993-5 2/13/2023 2023 2023000103442 09/07/2023 04:13 PM Page 8 of 49 ARTICLE XI INDEMNIFICATION Each person who acts as a member of the Board of Directors, officer or committee member of the Association shall be indemnified by the Association against any costs, expenses and liabilities which may be imposed upon or reasonably incurred by him in connection with any civil or criminal action, suit or proceeding in which he may be named as a party defendant
osts, expenses and liabilities which may be imposed upon or reasonably incurred by him in connection with any civil or criminal action, suit or proceeding in which he may be named as a party defendant or in which he may be a witness by reason of his or her being or having been a member of the Board of Directors, officer, or committee member of the Association, or by reason of any action alleged to have been taken or omitted by him or her in either such capacity.
indemnification shall be provided in the manner and under the terms, conditions and limitations set forth in Section 3.10 of the Covenant.
ARTICLE XII DISSOLUTION The Association may be dissolved with the written and signed assent of not less than ninety percent (90%) of the total number of votes of the Association, as determined under the Covenant. Upon dissolution of the Association, other than incident to a merger or consolidation, the assets of the Association shall be dedicated to an appropriate public agency to be used for purposes similar to those for which this Association was created. In the event that such dedication is refused acceptance, such assets shall be granted, conveyed, and assigned to any nonprofit corporation, association, trust, or other organization to be devoted to such similar purposes.
Unofficial ACTION WITHOUT MEETING Any action required or permitted by Applicable Law to be taken at a meeting of the Members or Neighborhood Delegates may be taken without a meeting, without prior notice, and without a vote if written consent specifically authorizing the proposed action is signed by the Members or Neighborhood Delegates holding at least the minimum number of votes necessary to authorize such action at a meeting if all the Members or Neighborhood Delegates
osed action is signed by the Members or Neighborhood Delegates holding at least the minimum number of votes necessary to authorize such action at a meeting if all the Members or Neighborhood Delegates entitled to vote thereon were present. If the action is proposed by the Association, the Board of Directors shall provide each member of the Association or Neighborhood Delegate, as applicable, written notice at least ten (10) days in advance of the date the Board of Directors proposes to initiate securing consent as contemplated by this Article XIII. Consents obtained pursuant to this Article XIII shall be dated and signed within sixty (60) days after receipt of the earliest dated consent and delivered to the Association at its principal place of business in Texas. Such consents shall be filed with the minutes of the Association and shall have the same force and effect as a vote of the Members or Neighborhood Delegates, as applicable, at a meeting. Within ten (10) days after receiving authorization for any action by written consent, the Secretary shall give written notice to all Members or Neighborhood Delegates entitled to 4 4890-4386-6704v.2 65993-5 2/13/2023 2023 2023000103442 09/07/2023 04:13 PM Page 9 of 49 vote who did not give their written consent, fairly summarizing the material features of the authorized action.
ARTICLE XIV AMENDMENT Except as otherwise provided by the terms and provisions of Article IV of this Certificate of Formation, this Certificate of Formation may be amended by the Declarant during the Development Period or by a Majority of the Board of Directors; provided, however, that any amendment to this Certificate of Formation by a Majority of the Board of Directors must be
clarant during the Development Period or by a Majority of the Board of Directors; provided, however, that any amendment to this Certificate of Formation by a Majority of the Board of Directors must be approved in advance and in writing by the Declarant during the Development Period.
IN WITNESS WHEREOF, the undersigned has hereunto set his hand, this 7 day of September, 2023.
Unofficia 4890-4386-6704v.2 65993-5 2/13/2023 LO 5 2023 2023000103442 09/07/2023 04:13 PM Page 10 of 49 ATTACHMENT 2 BYLAWS OF CLEARVIEW RANCH COMMUNITY ASSOCIATION, INC.
ARTICLE I INTRODUCTION The name of the corporation is Clearview Ranch Community Association., a Texas non-profit corporation, hereinafter referred to as the "Association". The principal office of the Association shall initially be located in Collin County, Texas, but meetings of Members and Directors may be held at such places within the State of Texas, County of Rockwall, as may be designated by the Board of Directors a provided in these Bylaws.
The Association is organized to be a nonprofit corporation.
Notwithstanding anything to the contrary in these Bylaws, a number of provisions are modified by the Declarant's reservations in that certain Clearview Ranch Master Covenant [Residential], recorded in the Official Public Records of Collin County Texas the "Covenant"), including the number, qualification, appointment, removal, and replacement of Directors.
nofficial Capitalized terms used but not defined in these Bylaws shall have the meaning subscribed to such terms in the Covenant.
ARTICLE III MEMBERSHIP MEETINGS, QUORUM, VOTING, PROXIES Section 3.1. Membership Each Owner of a Lot or Condominium Unit is a mandatory Member of the Association, as more fully set forth in the Covenant.
ICLE III MEMBERSHIP MEETINGS, QUORUM, VOTING, PROXIES Section 3.1. Membership Each Owner of a Lot or Condominium Unit is a mandatory Member of the Association, as more fully set forth in the Covenant.
Section 3.2. Place of Meetings. Meetings of the Association shall be held where designated by the Board, either within the Development or as convenient as possible and practical.
Section 3.3. Annual Meetings. There shall be an annual meeting of the Members of the Association for the purposes of Association-wide elections or votes and for such other Association business at such reasonable place, date and time as set by the Board.
Section 3.4 Special Meetings. Special meetings of Members or Neighborhood Delegates may be called in accordance with Section 22.155 of the Texas Business Organizations Code or any successor statute.
4882-8882-6448v.2 65993-5 2/13/2023 1 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 11 of 49 Section 3.5. Notice of Meetings. Written or printed notice stating the place, day, and hour of any meeting of the Members or Neighborhood Delegates shall be delivered, either personally or by mail, to each Member or Neighborhood Delegate entitled to vote at such meeting or by publication in a newspaper of general circulation, not less than ten (10) nor more than sixty (60) days before the date of such meeting, by or at the direction of the President, the Secretary, or the officers or persons calling the meeting. In the case of a special meeting or when otherwise required by statute or these Bylaws, the purpose or purposes for which the meeting is called shall be stated in the notice. No business shall be transacted at a special meeting except as stated in the notice. If mailed, the notice of a meeting shall be
purposes for which the meeting is called shall be stated in the notice. No business shall be transacted at a special meeting except as stated in the notice. If mailed, the notice of a meeting shall be deemed to be delivered when deposited in the United States mail addressed to the Member or Neighborhood Delegate at his address as it appears on the records of the Association, with postage prepaid. If an election or vote of the Members will occur outside of a meeting of the Members (i.e., absentee or electronic ballot), then the Association shall provide notice to each Member no later than the 20th day before the latest date on which a ballot may be submitted to be counted.
Section 3.6. Waiver of Notice. Waiver of notice of a meeting of the Members of Neighborhood Delegates shall be deemed the equivalent of proper notice. Any Member or Neighborhood Delegate may, in writing, waive notice of any meeting of the Members or Neighborhood Delegates, either before or after such meeting. Attendance at a meeting by a Member or Neighborhood Delegate shall be deemed a waiver by such Member or Neighborhood Delegate of notice of the time, date, and place thereof, unless such Member or Neighborhood Delegate specifically objects to lack of proper notice at the time the meeting is called to order. Attendance at a special meeting by a Member or Neighborhood Delegate shall be deemed a waiver of notice of all business transacted at such meeting unless an objection by a Member or Neighborhood Delegate on the basis of lack of proper notice is raised before the business is put to a vote.
Unofficial Section 3.7. Quorum. Except as provided in these Bylaws or in the Covenant, the presence of the Members or Neighborhood Delegates, as applicable, representing ten percent (10%) of the total votes in
l Section 3.7. Quorum. Except as provided in these Bylaws or in the Covenant, the presence of the Members or Neighborhood Delegates, as applicable, representing ten percent (10%) of the total votes in the Association shall constitute a quorum at all Association meetings. 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 departure of enough Members to leave less than a quorum, provided that Members representing at least five percent (5%) of the total votes in the Association remain in attendance, and provided that any action taken is approved by at least a Majority of the votes present at such adjourned meeting, unless otherwise provided in the Covenant.
Section 3.8. Conduct of Meetings. The President or any other person appointed by the Board shall preside over all Association meetings, and the Secretary, or the Secretary's designee, shall keep the minutes of the meeting and record in a minute book all resolutions adopted at the meeting, as well as a record of all transactions occurring at the meeting.
Section 3.9. Voting. The voting rights of the Members and Neighborhood Delegates shall be as set forth in the Covenant, and such voting rights provisions are specifically incorporated by reference.
Except as otherwise provided in the Covenant, action may be taken at any legally convened meeting of the Members or Neighborhood Delegates upon the affirmative vote of the Members or Neighborhood Delegates having a Majority of the total votes present at such meeting in person or proxy or by absentee ballot or electronic ballot, if such votes are considered present at the meeting as further set forth herein.
ng a Majority of the total votes present at such meeting in person or proxy or by absentee ballot or electronic ballot, if such votes are considered present at the meeting as further set forth herein.
Cumulative voting shall not be allowed. The person holding legal title to a Lot or Condominium Unit shall be entitled to cast the vote allocated to such Lot or Condominium Unit and not the person merely 4882-8882-6448v.2 65993-5 2/13/2023 2 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 12 of 49 holding beneficial title to the same unless such right is expressly delegated to the beneficial Owner thereof in writing. Other than representative voting by Neighborhood Delegates, any provision in the Documents that would disqualify an Owner from voting in an Association election of Board Members or on any matter concerning the rights or responsibilities of the Owner is void.
Section 3.10. Methods of Voting: In Person; Proxies; Absentee Ballots; Electronically. On any matter as to which a Member is entitled individually to cast the vote for his Lot or Condominium Unit such vote may be cast or given: (a) in person or by proxy at a meeting of the Association: () by absentee ballot; (c) by electronic ballot; or (d) by such other means as may be permitted by law and as adopted by the Board. Any vote cast in an election or vote by a Member of the Association must be in writing and signed by the Member. Electronic votes constitute written and signed ballots. In an Association election, written and signed ballots are not required for uncontested races. Notwithstanding anything to the contrary in the Documents, Neighborhood Delegates may not vote by proxy but only in person or
ection, written and signed ballots are not required for uncontested races. Notwithstanding anything to the contrary in the Documents, Neighborhood Delegates may not vote by proxy but only in person or through their designated alternates; provided, any Neighborhood Delegate who is only entitled to cast the vote(s) for his own Lot(s) or Condominium Unit(s) pursuant to Section 2.0 of the Covenant may cast such vote as provided herein until such time as the Board first calls for election of a Neighborhood Delegate to represent the Neighborhood where the Lot or Condominium Unit is located. Votes shall be cast as provided in this Section: (A) official Proxies. Any Member may give a revocable written proxy in the form as prescribed by the Board from time to time to any person authorizing such person to cast the Member's vote on any matter. A Member's vote by proxy is subject to any limitations of Texas law relating to the use of general proxies and subject to any specific provision to the contrary in the Covenant or these Bylaws. No proxy shall be valid unless signed by the Member for which it is given or his duly authorized attorney-in-fact, dated, and filed with the Secretary of the Association prior to the meeting for which it is to be effective.
Proxies shall be valid only for the specific meeting for which given and for lawful adjournments of such meeting. In no event shall a proxy be valid more than eleven (11) months after the effective date of the proxy. Every proxy shall be revocable and shall automatically cease upon conveyance of the Lot or Condominium Unit for which it was given.
(B) Absentee and Electronic Ballots. An absentee or electronic ballot: (i) may be counted as a
able and shall automatically cease upon conveyance of the Lot or Condominium Unit for which it was given.
(B) Absentee and Electronic Ballots. An absentee or electronic ballot: (i) may be counted as a Member or Neighborhood Delegate, as applicable, present and voting for the purpose of establishing a quorum only for items appearing on the ballot; (ii) may not be counted, even if properly delivered, if the Member or Neighborhood Delegate, as applicable, attends any meeting to vote in person, so that any vote cast at a meeting by a Member or Neighborhood Delegate supersedes any vote submitted by absentee or electronic ballot previously submitted for that proposal; and (iii) may not be counted on the final vote of a proposal if the proposal was amended at the meeting to be different from the exact language on the absentee or electronic ballot. For the purposes of this Section, a nomination taken from the floor in a Board member election is not considered an amendment to the proposal for the election.
Absentee Ballots. No absentee ballot shall be valid unless it is in writing, signed by the Neighborhood Delegate or Member for which it is given or his duly authorized attorneyin-fact, dated, and filed with the Secretary of the Association prior to the meeting for which it is to be effective. Absentee ballots shall be valid only for the specific meeting for which given and for lawful adjournments of such meeting. In no event shall an absentee ballot be valid after the specific meeting or lawful adjournment of such meeting at which such ballot is counted or upon 4882-8882-6448v.2 65993-5 2/13/2023 3 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 13 of 49
awful adjournment of such meeting at which such ballot is counted or upon 4882-8882-6448v.2 65993-5 2/13/2023 3 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 13 of 49 conveyance of the Lot or Condominium Unit for which it was given. Any solicitation for votes by absentee ballot must include: (2) (i) (ii) (iii) an absentee ballot that contains each proposed action and provides an opportunity to vote for or against each proposed action; instructions for delivery of the completed absentee ballot, including the delivery location; and the following language: “By casting your vote via absentee ballot you will forgo the opportunity to consider and vote on any action from the floor on these proposals, if a meeting is held. This means that if there are amendments to these proposals your notes will not be counted on the final vote on these measures. If you desire to retain this ability, please attend any meeting in person. You may submit an absentee ballot and later choose to attend any meeting in person, in which case any inperson vote will prevail."
Electronic Ballots. "Electronic ballot" means ballot: (a) given by email, facsimile or posting on a website; (b) for which the identity of the Neighborhood Delegate or Member submitting the ballot can be confirmed; and for which the Neighborhood Delegate or Member may receive a receipt of the electronic transmission and receipt of the Neighborhood Delegate or Member's ballot. If an electronic ballot posted on a website, a notice of the posting shall be sent Unofficia to each Neighborhood Delegate or Member that contains instructions on obtaining access to the posting on the website.
Section 3.11. Tabulation of and Access to Ballots. A person who is a candidate in an Association
orhood Delegate or Member that contains instructions on obtaining access to the posting on the website.
Section 3.11. Tabulation of and Access to Ballots. A person who is a candidate in an Association election or who is otherwise the subject of an Association vote, or a person related to that person within the third degree by consanguinity or affinity may not tabulate or otherwise be given access to the ballots cast in that election or vote except such person may be given access to the ballots cast in the election or vote as part of a recount process person tabulating votes in an Association election or vote or who performs a recount pursuant to Section 312 may not disclose to any other person how an individual voted. Notwithstanding any provision of these Bylaws to the contrary, only a person who tabulates votes pursuant to this Section of performs a recount pursuant to Section 3.12 shall be given access to any Association ballots.
Section 3.12 Recount of Votes. Any Member (the "Recount Requesting Member") may, not later than the fifteenth (15th) day after the later of the date of any meeting of Members at which an election or vote was held, or the date of the announcement of the results of the election or vote, require a recount of the votes (the "Recount Request"). A Recount Request must be submitted in writing either: (i) by any method of mailing for which evidence of mailing is provided by the United States Postal Service or a common carrier, with signature confirmation service to the Association's mailing address as reflected on the latest management certificate; or (ii) in person to the Association's managing agent as reflected on the latest management certificate or to the address to which absentee and proxy ballots are mailed. The
st management certificate; or (ii) in person to the Association's managing agent as reflected on the latest management certificate or to the address to which absentee and proxy ballots are mailed. The Recount Requesting Member shall be required to pay, in advance, expenses associated with the recount as estimated by the Association, pursuant to subsection (a) below.
4 4882-8882-6448v.2 65993-5 2/13/2023 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 14 of 49 (a) Cost of Recount. The Association shall estimate the costs for performing the recount by a person qualified to tabulate votes under subsection (b), and no later than the 20th day after the date the Association receives the Recount Request, shall send an invoice for the estimated costs (the "Initial Recount Invoice") to the Recount Requesting Member at the Recount Requesting Member's last known address according to the Association's records. The Recount Requesting Member must pay the Initial Recount Invoice in full to the Association on or before the 30th day after the date the Initial Recount Invoice was delivered to the Recount Requesting Member (the "Deadline"). If the Initial Recount Invoice is not paid by the Recount Requesting Member by the Deadline, the Recount Requesting Member's Recount Request shall be considered withdrawn and the Association shall not be required to perform a recount. If the Initial Recount Invoice is paid by the Recount Requesting Member by the Deadline, then on or before the 30th day after the date of receipt of payment of the Invoice, the recount must be completed and the Association must provide each Recount Requesting Member with notice of the results
on or before the 30th day after the date of receipt of payment of the Invoice, the recount must be completed and the Association must provide each Recount Requesting Member with notice of the results of the recount. If the recount changes the results of the election, the Association shall reimburse the Recount Requesting Member for the cost of the recount not later than the 30th day after the date the results of the recount are provided. If the recount does not change the results of the election, and the estimated costs included on the Initial Recount Invoice are either lesser or greater than the actual costs of the recount, the Association shall send a final invoice (the "Final Recount Invoice to the Recount Requesting Member on or before the 30th business day after the date the results of the recount are provided. If the Final Recount Invoice reflects that additional amounts are owed by the Recount Requesting Member, the Recount Requesting Member shall remit such additional amounts to the Association immediately. Any additional amounts not paid to the Association by the Recount Requesting Member before the 30th business day after the date the Final Recount Invoice is sent may be charged as an Individual Assessment against the Recount Requesting Member the costs estimated in the Initial Recount Invoice costs exceed the amount reflected in the Final Recount Invoice, then the Recount Requesting Member shall be entitled to a refund, which such refund shall be paid at the time the Final Recount Invoice is delivered pursuant to this Section.
(b) Unoi Vote Tabulator. Following receipt of payment of the Initial Recount Invoice, the Association shall retain for the purpose of performing the recount, the services of a person qualified to
ion.
(b) Unoi Vote Tabulator. Following receipt of payment of the Initial Recount Invoice, the Association shall retain for the purpose of performing the recount, the services of a person qualified to tabulate votes. The Association shall enter into a contract for the services of a person who: (i) is not a Member of the Association or related to a Member of the Association Board within the third degree by consanguinity or affinity; and (1) is either a person agreed on by the Association and each person requesting a recount or is a current or former county judge, county elections administrator, justice of the peace or county voter registrar.
Board Action. Any action taken by the Board in the period between the initial election vote tally and the completion of the recount is not affected by any recount.
Section 3.13 Action Without a Meeting. Any action required or permitted by law to be taken at a meeting of the Members or Neighborhood Delegates, as applicable, may be taken without a meeting, without prior notice, and without a vote if written consent specifically authorizing the proposed action is signed by Members or Neighborhood Delegates, as applicable, holding at least the minimum number of votes necessary to authorize such action at a meeting if all Members or Neighborhood Delegates entitled to vote thereon were present. Such consents shall be signed within sixty (60) days after receipt of the earliest dated consent, dated, and delivered to the Association at its principal place of business in Texas.
4882-8882-6448v.2 65993-5 2/13/2023 5 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 15 of 49 Such consents shall be filed with the minutes of the Association and shall have the same force and effect
023 5 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 15 of 49 Such consents shall be filed with the minutes of the Association and shall have the same force and effect as a vote of the Members or Neighborhood Delegates at a meeting. Within ten (10) days after receiving authorization for any action by written consent, the Secretary shall give written notice to all Members or Neighborhood Delegates entitled to vote who did not give their written consent, fairly summarizing the material features of the authorized action.
ARTICLE IV BOARD OF DIRECTORS Section 4.1. Authority; Number of Directors.
(a) The affairs of the Association shall be governed by a Board of Directors. The number of Directors shall be fixed by the Board of Directors from time to time. The initial Directors shall be three (3) in number and shall be those Directors named in the Certificate. The initial Directors shall serve until their successors are elected and qualified.
(b) In accordance with Section 3.4 of the Covenant, i.e. no later than one hundred and twenty (120) days after seventy-five percent (75%) of the Maximum Number of Lots have been made subject to the terms and provisions of the Covenant and have been conveyed to Owners other than the Declarant or a Homebuilder, the Board must have held a meeting of the Members of the Association (the "Initial Member Election Meeting") where the Members will elect one (1) Director, for a one (1) year term ("Initial Member Elected Director"). Declarant will continue to appoint and remove two-thirds (%) of the Board after the Initial Member Election Meeting until expiration or termination of the Development Period. Notwithstanding the foregoing, the Initial Member Elected Director's term will expire as of the
ard after the Initial Member Election Meeting until expiration or termination of the Development Period. Notwithstanding the foregoing, the Initial Member Elected Director's term will expire as of the date of the Member Election Meeting.
Unofficial (c) At the expiration or termination of the Development Period, the Declarant will thereupon call a meeting of the Members of the Association where the Declarant appointed Directors will resign and the Members or Neighborhood Delegates, as applicable will elect three (3) new directors (to replace all Declarant appointed Directors and the Initial Member Elected Director)(the "Member Election Meeting"), one (1) Director for a three (3) year term, one (1) Director for a two (2) year term, and one (1) Director for a one (1) year term (with the individual receiving the highest number of votes to serve the three (3) year term, the individual receiving the next highest number of votes to serve the two (2) year term, and the individual receiving the third highest number of votes to serve a one (1) year term).
Notwithstanding the foregoing provision, if a Voting Group Designation is filed in accordance with the Covenant, such designation may establish a different number of Board members to be elected at the Member Election Meeting provided that in any event the number of Board members shall be no less than three (3) in number The Voting Group Designation may also assign an initial term to each Board member position. A Voting Group Designation which establishes a different number of Board members and the initial terms of such Board members shall be deemed an amendment to the Bylaws. Upon expiration of the term of a Director elected by the Members or Neighborhood Delegates pursuant to this
bers and the initial terms of such Board members shall be deemed an amendment to the Bylaws. Upon expiration of the term of a Director elected by the Members or Neighborhood Delegates pursuant to this Section 4.1(c), his or her successor will be elected for a term of two (2) years.
(d) A Director takes office upon the adjournment of the meeting or balloting at which he is elected or appointed and, absent death, ineligibility, resignation, or removal, will hold office until his successor is elected or appointed.
4882-8882-6448v.2 65993-5 2/13/2023 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 16 of 49 (e) Each Director, other than Directors appointed by Declarant, shall be a Member. In the case of corporate, partnership, or other entity ownership of a Lot or Condominium Unit, the Director must be a duly authorized agent or representative of the corporation, the partnership, or other entity which owns the Lot or Condominium Unit. Other than as set forth in this subparagraph (e), the Association may not restrict an Owner's right to run for a position on the Board.
Section 4.2. Compensation.
The Directors shall serve without compensation for such service.
Section 4.3. Designation of Voting Groups by Declarant. Declarant may (but is not obligated to) designate Voting Groups consisting of one or more Neighborhoods for the purpose of electing directors to the Board. If Neighborhood Delegates are elected, such Neighborhood Delegates within each Voting Group shall vote on a separate slate of candidates for election to the Board. The Declarant shall establish Voting Groups, if at all, not later than the date of expiration or termination of the Development
shall vote on a separate slate of candidates for election to the Board. The Declarant shall establish Voting Groups, if at all, not later than the date of expiration or termination of the Development Period by Recording a written instrument identifying each Voting Group by legal description or other means such that the Lots and Condominium Units within each Voting Group can easily be determined.
Such designation may be amended from time to time by Declarant, acting alone, at any time prior to the expiration or termination of the Development Period. Upon expiration or termination of the Development Period, the Board will have the right by Recording an appropriate written instrument to amend any existing designation of Voting Groups, or to designate new Voting Groups, upon the vote of a Majority of the Board and approval of Neighborhood Delegates representing a Majority of the Neighborhoods. Until such time as Voting Groups are established, all of the Development shall constitute a single Voting Group. After a written instrument establishing Voting Groups has been Recorded, any and all portions of the Development which are not assigned to a specific Voting Group shall constitute a single Voting Group.
Unofficial Section 4.4. Nominations to Board of Directors. Members may be nominated for election to the Board of Directors in either of the following ways: (a) A Member who is not a Director and who desires to run for election to that position shall be deemed to have been nominated for election upon his filing with the Board of Directors a written petition of nomination; or (b) A Director who is eligible to be re-elected shall be deemed to have been nominated for re-election to the position he holds by signifying his intention to seek reelection in a writing addressed to
(b) A Director who is eligible to be re-elected shall be deemed to have been nominated for re-election to the position he holds by signifying his intention to seek reelection in a writing addressed to the Board of Directors.
Section 4.5. Vacancies on Board of Directors. Except with respect to Directors appointed by the Declarant, if the office of any elected Director shall become vacant by reason of death, resignation, or disability the remaining Directors, at a special meeting duly called for this purpose, shall choose a successor who shall fill the unexpired term of the directorship being vacated. If there is a deadlock in the voting for a successor by the remaining Directors, the one Director with the longest continuous term on the Board shall select the successor. At the expiration of the term of his position on the Board of Directors, the successor Director shall be re-elected or his successor shall be elected in accordance with these Bylaws. Except with respect to Directors appointed by the Declarant, any Board Member whose term has expired or who has been removed from the Board must be elected by the Members or the Neighborhood Delegates, as applicable.
4882-8882-6448v.2 65993-5 2/13/2023 7 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 17 of 49 Section 4.6. Removal of Directors. Subject to the right of Declarant to nominate and appoint Directors as set forth in Section 4.1 of these Bylaws, an elected Director may be removed, with or without cause, by the Majority of the Members or Neighborhood Delegates, as applicable, which elected such Director. In the event Voting Groups are established pursuant to the Covenant, only the Neighborhood
cause, by the Majority of the Members or Neighborhood Delegates, as applicable, which elected such Director. In the event Voting Groups are established pursuant to the Covenant, only the Neighborhood Delegates within the Voting Group may vote to remove the Director elected from such Voting Group.
Section 4.7. Solicitation of Candidate for Election to the Board. At least thirty (30) days before the date an Association disseminates absentee ballots or other ballots to Members for the purpose of voting in a Board election, the Association shall provide notice (the "Solicitation Notice") of the election to the Members. The Solicitation Notice shall: (a) solicit candidates that are eligible under Section 4.1(e) and interested in running for a position on the Board; (b) state that an eligible candidate has fifteen (15) days to respond to the Solicitation Notice and request to be placed on the ballot; and (c) must be: mailed to each Member; (2) e-mailed to each Member that has registered their email address with the Association; or (3) posted in a conspicuous manner reasonably designed to provide notice to Members, such as: (i) within the Common Area or, with the Member's consent, on other conspicuously located privately owned property within the subdivision; or (ii) on any website maintained by the Association or other internet media.
ARTICLEV MEETINGS OF DIRECTORS Section 5.1. Development Period. The provisions of this Article V do not apply to Board meetings during the Development Period (as defined in the Covenant) during which period the Board may take action by unanimous written consent in lieu of a meeting pursuant to Section 5.10, except with respect to a meeting conducted for the purpose of: (a) adopting or amending the Documents (i.e.,
may take action by unanimous written consent in lieu of a meeting pursuant to Section 5.10, except with respect to a meeting conducted for the purpose of: (a) adopting or amending the Documents (i.e., declarations, bylaws, rules, and regulations); (b) increasing the amount of Regular Assessments of the Association or adopting or increasing a Special Assessment; (c) electing non-Declarant Board members or establishing a process by which those members are elected or (d) changing the voting rights of Members.
Unofficia Section 5.2. Definition of Board Meetings. A meeting of the Board means a deliberation between a quorum of the Board, or between quorum of the Board and another person, during which Association business is considered and the Board takes formal action.
Section 5.3. Regular Meetings. Regular meetings of the Board shall be held annually or such other frequency as determined by the Board, at such place and hour as may be fixed from time to time by resolution of the Board.
Section 5.4. Special Meetings. Special meetings of the Board shall be held when called by the President of the Association, or by any two Directors, after not less than three (3) days' notice to each Director.
Section 5.5. Quorum. A Majority of the number of Directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a Majority of the Directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the Board of Directors.
Section 5.6. Open Board Meetings. All regular and special Board meetings must be open to Owners. However, the Board has the right to adjourn a meeting and reconvene in closed executive session to consider actions involving: (a) personnel; (b) pending or threatened litigation; (c) contract
Owners. However, the Board has the right to adjourn a meeting and reconvene in closed executive session to consider actions involving: (a) personnel; (b) pending or threatened litigation; (c) contract negotiations; (d) enforcement actions; (e) confidential communications with the Association's attorney; (f) 4882-8882-6448v.2 65993-5 2/13/2023 8 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 18 of 49 matters involving the invasion of privacy of individual Owners, or matters that are to remain confidential by request of the affected parties and agreement of the Board. Following an executive session, any decision made by the Board in executive session must be summarized orally in general terms and placed in the minutes. The oral summary must include a general explanation of expenditures approved in executive session.
Section 5.7. Location. Except if otherwise held by electronic or telephonic means, a Board meeting must be held in the county in which the Development is located or in a county adjacent to that county, as determined in the discretion of the Board.
Section 5.8. Record; Minutes. The Board shall keep a record of each regular or special board meeting in the form of written minutes of the meeting. The Board shall make meeting records, including approved minutes, available to a Member for inspection and copying on the Member's written request to the Association's managing agent at the address appearing on the most recently filed management certificate or, if there is not a managing agent, to the Board.
Unofficial Section 5.9. Notices. Members shall be given notice of the date, hour, place, and general subject of a regular or special board meeting, including a general description of any matter to be brought up for
tion 5.9. Notices. Members shall be given notice of the date, hour, place, and general subject of a regular or special board meeting, including a general description of any matter to be brought up for deliberation in executive session. The notice shall be: (a) mailed to each Member not later than the tenth (10th) day or earlier than the sixtieth (60th) day before the date of the meeting or (b) provided at least one hundred forty-four (144) hours before the start of a regular board meeting, and at least seventy-two (72) hours before the start of a special board meeting by posting the notice in a conspicuous manner reasonably designed to provide notice to Members in a place located on the Association's Common Area or any internet website available to the Association's Members that maintained by the Association or by sending the notice by e-mail to each Member who has registered an e-mail address with the Association. It is the Member's duty to keep an updated e-mail address registered with the Association. The Board may establish a procedure for registration of email addresses, which procedure may be required for the purpose of receiving notice of Board meetings. If the Board recesses a regular or special Board meeting to continue the following regular business day, the Board is not required to post notice of the continued meeting if the recess is taken in good faith and not to circumvent this Section. If a regular or special Board meeting is continued to the following regular business day, and on that following day the Board continues the meeting to another day the Board shall give notice of the continuation in at least one manner as set forth above within two (2) hours after adjourning the meeting being continued.
Board continues the meeting to another day the Board shall give notice of the continuation in at least one manner as set forth above within two (2) hours after adjourning the meeting being continued.
by a management company on behalf of the Association, and Section 10. Unanimous Consent. During the Development Period, Directors may vote by unanimous written consent. Unanimous written consent occurs if all Directors individually or collectively consent in writing to a Board action. The written consent must be filed with the minutes of Board meetings Action by written consent shall be in lieu of a meeting and has the same force and effect as a unanimous vote of the Directors. As set forth in Section 5.1, Directors may not vote by unanimous consent if the Directors are considering any of the following actions: (a) adopting or amending the Documents (i.e., declarations, bylaws, rules, and regulations); (b) increasing the amount of Regular Assessments of the Association or adopting or increasing a Special Assessment; (c) electing non-Declarant Board members or establishing a process by which those members are elected; or (d) changing the voting rights of Members.
4882-8882-6448v.2 65993-5 2/13/2023 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 19 of 49 Section 5.11. Meeting without Prior Notice. The Board may take action outside a meeting, including voting by electronic or telephonic means, without prior notice to the Members if each Board member is given a reasonable opportunity (i) to express his or her opinions to all other Board members and (ii) to vote. Any action taken without notice to Members must be summarized orally, including an explanation of any known actual or estimated expenditures approved at the meeting, and documented in
nd (ii) to vote. Any action taken without notice to Members must be summarized orally, including an explanation of any known actual or estimated expenditures approved at the meeting, and documented in the minutes of the next regular or special Board meeting. The Board may not, unless done in an open meeting for which prior notice was given to the Members pursuant to Section 5.9 above, consider or vote on: (a) fines; (b) damage assessments; (c) the initiation of foreclosure actions; (d) the initiation of enforcement actions, excluding temporary restraining orders or violations involving a threat to health or safety; (e) increases in assessments; (f) levying of special assessments; (g) appeals from a denial of architectural control approval; (h) a suspension of a right of a particular Member before the Member has an opportunity to attend a Board meeting to present the Member's position, including any defense, on the issue; (i) the lending or borrowing of money; (j) the adoption of any amendment of a dedicatory instrument; (k) the approval of an annual budget or the approval of an amendment of an annual budget; (1) the sale or purchase of real property; (m) the filling of a vacancy on the Board; (n) the construction of capital improvements other than the repair, replacement, or enhancement of existing capital improvements; or (o) the election of an officer.
Unofficial Section 5.12. Telephone and Electronic Meetings. Any action permitted to be taken by the Board may be taken by telephone or electronic methods provided that: (1) each Board member may hear and be heard by every other Board member; (2) except for any portion of the meeting conducted in executive session: (i) all Members in attendance at the meeting may hear all Board members; and (ii) any
nd be heard by every other Board member; (2) except for any portion of the meeting conducted in executive session: (i) all Members in attendance at the meeting may hear all Board members; and (ii) any Members are allowed to listen using any electronic or telephonic communication method used or expected to be used by a participating Board member at the same meeting; and (3) the notice of the Board meeting provides instructions to the Members on how to access the electronic or telephonic communication method used in the meeting Participation in such a meeting constitutes presence in person at the meeting, except where a person participates in the meeting for the express purpose of objecting to the transaction of any business on the ground that the meeting is not lawfully called or convened.
ARTICLE VI POWERS AND DUTIES OF THE BOARD The Board shall have power and duty to undertake those actions to which the Association is authorized to take in accordance with the Covenant and Applicable Law.
ARTICLE VII OFFICERS AND THEIR DUTIES Section 7.1. Enumeration of Offices. The officers of the Association shall be a President and a Vice-President, who shall at all times be members of the Board, a Secretary and a Treasurer, and such other officers as the Board may from time to time create by resolution.
Section 7.2. Election of Officers. The election of officers shall take place at the first meeting of the Board following each annual meeting of the Members.
Section 7.3. Term. The officers of the Association shall be elected annually by the Board and each shall hold office for one (1) year unless he resigns sooner, or shall be removed or otherwise disqualified to serve.
4882-8882-6448v.2 65993-5 2/13/2023 10 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS
and each shall hold office for one (1) year unless he resigns sooner, or shall be removed or otherwise disqualified to serve.
4882-8882-6448v.2 65993-5 2/13/2023 10 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 20 of 49 Section 7.4. 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.
Section 7.5. Resignation and Removal. Any officer may be removed from office with or without cause by the Board. Any officer may resign at any 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.
Section 7.6. Vacancies. A vacancy in any office may be filled through appointment by the Board. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he or she replaces.
Section 7.7. Multiple Offices. The offices of Secretary and Treasurer may be held by the same person. No person shall simultaneously hold more than one of any of the other offices except in the case of special offices created pursuant to Section 7.4.
Section 7.8. Duties. The duties of the officers are as follows: (a) President. The President shall preside at all meetings of the Poard: shall see that orders and resolutions of the Board are carried out; shall sign all leases, mortgages, deeds and other written instruments and shall co-sign all checks and promissory notes
f the Poard: shall see that orders and resolutions of the Board are carried out; shall sign all leases, mortgages, deeds and other written instruments and shall co-sign all checks and promissory notes (b) Vice President. The Vice President, if any, shall generally assist the President and shall have such powers and perform such duties and services as shall from time to time be prescribed or delegated to him by the President or the Board.
Unofficial (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 their addresses; and shall perform such other duties as required by the Board.
(d) Assistant Secretaries. Each Assistant Secretary shall generally assist the Secretary and shall have such powers and perform such duties and services as shall from time to time be prescribed or delegated to him or her by the Secretary, the President, the Board or any committee established by the Board.
Treasurer. The Treasurer 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; shall sign all checks and promissory notes of the Association; keep proper books of account in appropriate form such that they could be audited by a public accountant whenever ordered by the Board or the membership and shall prepare an annual budget and a statement of income and expenditures to be presented to the membership at its regular meeting, and deliver a copy of each to the Members.
Section 7.9 Execution of Instruments. Except when the Documents require execution of certain
itures to be presented to the membership at its regular meeting, and deliver a copy of each to the Members.
Section 7.9 Execution of Instruments. Except when the Documents require execution of certain instruments by certain individuals, the Board may authorize any person to execute instruments on behalf of the Association, including without limitation checks from the Association's bank account. In the absence of Board designation, and unless otherwise provided herein, the President and the Secretary are the only persons authorized to execute instruments on behalf of the Association.
4882-8882-6448v.2 65993-5 2/13/2023 11 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 21 of 49 ARTICLE VIII OTHER COMMITTEES OF THE BOARD OF DIRECTORS The Board may, by resolution adopted by affirmative vote of a Majority of the number of Directors fixed by these Bylaws, designate two or more Directors (with such alternates, if any, as may be deemed desirable) to constitute another committee or committees for any purpose; provided, that any such other committee or committees shall have and may exercise only the power of recommending action to the Board of Directors and of carrying out and implementing any instructions or any policies, plans, programs and rules theretofore approved, authorized and adopted by the Board.
ARTICLE IX BOOKS AND RECORDS The books, records and papers of the Association shall at all times, during reasonable business hours, be subject to inspection by any Member. The Documents shall be available for inspection by any Member at the principal office of the Association, where copies may be purchased at reasonable post.
ARTICLE X ASSESSMENTS As more fully provided in the Covenant, each Member is obligated to pay to the Association
principal office of the Association, where copies may be purchased at reasonable post.
ARTICLE X ASSESSMENTS As more fully provided in the Covenant, each Member is obligated to pay to the Association Assessments which are secured by a continuing lien upon the property against which the Assessments are made. Assessments shall be due and payable in accordance with the Covenant.
Unofficial The Association may, but shall have no obligation to have a seal in a form adopted by the Board.
AMENDMENTS These Bylaws may be amended by: (i) the Declarant until expiration or termination of the Development Period; or (ii) a Majority vote of the Board of Directors with the advance written consent of the Declarant until expiration or termination of the Development Period.
ARTICLE XIII INDEMNIFICATION OF DIRECTORS AND OFFICERS The Association shall indemnify every Director, Officer or Committee Member against, and reimburse and advance to every Director, Officer or Committee Member for, all liabilities, costs and expenses' incurred in connection with such directorship or office and any actions taken or omitted in such capacity to the greatest extent permitted under the Texas Business Organizations Code and all other applicable laws at the time of such indemnification, reimbursement or advance payment; provided, however, no Director, Officer or Committee Member shall be indemnified for: (a) a breach of duty of loyalty to the Association or its Members; (b) an act or omission not in good faith or that involves intentional misconduct or a knowing violation of the law; (c) a transaction from which such Director, Officer or Committee Member received an improper benefit, whether or not the benefit resulted from an
entional misconduct or a knowing violation of the law; (c) a transaction from which such Director, Officer or Committee Member received an improper benefit, whether or not the benefit resulted from an action taken within the scope of directorship or office; or (d) an act or omission for which the liability of such Director, Officer or Committee Member is expressly provided for by statute.
12 4882-8882-6448v.2 65993-5 2/13/2023 CLEARVIEW RANCH ATTACHMENT 2 BYLAWS 2023 2023000103442 09/07/2023 04:13 PM Page 22 of 49 ARTICLE XIV MISCELLANEOUS Section 14.1. Fiscal Year. The fiscal year of the Association shall begin on the first day of January and end on the 31st day of December of every year, except that the first fiscal year shall begin on the date of incorporation.
Section 14.2. Review of Statutes and Court Rulings. Users of these Bylaws should also review statutes and court rulings that may modify or nullify provisions of this document or its enforcement, or may create rights or duties not anticipated by these Bylaws.
Section 14.3. Conflict. In the case of any conflict between the Certificate and these Bylaws, the Certificate shall control; and in the case of any conflict between the Covenant and these Bylaws, the Covenant shall control. In the case of any conflict between these Bylaws and any provision of th applicable laws of the State of Texas, the conflicting aspect of the Bylaws provision is null and void, but all other provisions of these Bylaws remain in full force and effect.
Section 14.4. Interpretation. The effect of a general statement is not limited by the enumerations of specific matters similar to the general. The captions or articles and sections are inserted only for
ction 14.4. Interpretation. The effect of a general statement is not limited by the enumerations of specific matters similar to the general. The captions or articles and sections are inserted only for convenience and are in no way to be construed as defining or modifying the text to which they refer. The singular is construed to mean the plural, when applicable, and the use of masculine or neuter pronouns includes the feminine.
LON Section 14.5. No Waiver. No restriction, condition, obligation, or covenant contained in these Bylaws may be deemed to have been abrogated or waived by reason of failure to enforce the same, irrespective of the number of violations or breaches thereof which may occur.
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ATTACHMENT 3 CLEARVIEW RANCH COMMUNITY ASSOCIATION, INC.
FINE AND ENFORCEMENT POLICY Background. Clearview Ranch is subject to that certain Clearview Ranch Master Covenant [Residential] recorded in the Official Public Records of Collin County, Texas, as the same may be amended from time to time ("Covenant"). In accordance with the Covenant, Clearview Ranch Community Association, Inc., a Texas non-profit corporation (the "Association") was created to administer the terms and provisions of the Covenant. Unless the Covenant or Applicable Law expressly provides otherwise, the Association acts through a majority of its board of directors (the "Board"). The Association is empowered to enforce the covenants, conditions and restrictions of the Covenant, Certificate, Bylaws, Community Manual, the Design Guidelines if adopted), any applicable Development Area Declaration, any applicable Notice of Applicability, and any rules
strictions of the Covenant, Certificate, Bylaws, Community Manual, the Design Guidelines if adopted), any applicable Development Area Declaration, any applicable Notice of Applicability, and any rules and regulations promulgated by the Association pursuant to the Covenant or any Development Area Declaration, as each may be adopted and amended from time to time (collectively, the "Documents"), including the obligation of Owners to pay assessments pursuant to the terms and provisions of the Covenant and the obligations of the Owners to compensate the Association for costs incurred by the Association for enforcing violations of the Documents.
Unofficial The Board hereby adopts this Fine and Enforcement Policy to establish equitable policies and procedures for the levy of fines within the Association in compliance with the Chapter 209 of the Texas Property Code, titled the "Texas Residential Property Owners Protection Act," as it may be amended (the "Act"). To the extent any provision within this policy is in conflict with the Act or any other applicable law, such provision shall be modified to comply with the applicable law.
Terms used in this policy, but not defined, shall have the meaning subscribed to such term in the Documents.
Policy. The Association uses fines to discourage violations of the Documents, and to encourage compliance when a violation occurs not to punish violators or generate revenue for the Association. Although a fine may be an effective and efficient remedy for certain types of violations or violators, it is only one of several methods available to the Association for enforcing the Documents. The Association's use of fines does not interfere with its exercise of other rights and remedies for the same violation.
ne of several methods available to the Association for enforcing the Documents. The Association's use of fines does not interfere with its exercise of other rights and remedies for the same violation.
Owner's Liability: An Owner is liable for fines levied by the Association for violations of the Documents by the Owner and the relatives, guests, employees, and agents of the Owner and Regardless of who commits the violation, the Association may direct all residents communications regarding the violation to the Owner.
Amount. The Association may set fine amounts on a case by case basis, provided the fine is reasonable in light of the nature, frequency, and effects of the violation. The Association may establish a schedule of fines for certain types of violations. The amount and cumulative total of a fine must be reasonable in comparison to the violation, and should be uniform for similar violations of the same provision of the Documents. If the Association allows fines to accumulate, 4882-8882-6448v.2 65993-5 2/13/2023 1 CLEARVIEW RANCH ATTACHMENT 3 FINE AND ENFORCEMENT POLICY 2023 - 2023000103442 09/07/2023 04:13 PM Page 24 of 49 5.
the Association may establish a maximum amount for a particular fine, at which point the total fine will be capped.
Violation Notice. Except as set forth in Section 5(C) below, before levying a fine, the Association will give (i) a written violation notice via certified mail to the Owner (at the Owner's last known address as shown in the Association records) (the "Violation Notice") and (ii) an opportunity to be heard, if requested by the Owner. The Association's Violation Notice will contain the following items: (1) the date the Violation Notice is prepared or mailed; (2) a description of the
portunity to be heard, if requested by the Owner. The Association's Violation Notice will contain the following items: (1) the date the Violation Notice is prepared or mailed; (2) a description of the violation or property damage that is the basis for the Individual Assessment, suspension action, or other charge; (3) a reference to the rule or provision that is being violated; (4) a description of the action required to cure the violation and a reasonable timeframe in which the violation is required to be cured to avoid the fine or suspension; (5) the amount of the possible fine; (6) a statement that no later than the thirtieth (30th) day after the date the notice was mailed, the Owner may request a hearing pursuant to Section 209.007 of the Texas Property Code and further, if the hearing held pursuant to Section 209.007 of the Texas Property Code is to be held by a committee appointed by the Board, a statement notifying the Owner that he or she has the right to appeal the committee's decision to the Board by written notice to the Board; and (7) a statement that the Owner may have special rights or rehef related to the enforcement action under federal law, including the Servicemembers Civil Relief Act (50 U.SC. app. section et seq.), if the Owner is serving on active military duty The Violation Notice sent out pursuant to this paragraph is further subject to the following: A.
First Violation.
Unofficial If the Owner has not been given notice and a reasonable opportunity to cure the supe or similar violation within the preceding six (6) months, the Violation Notice will state those items set out in (1) - (7) above, along with a reasonable timeframe by which the violation must be cured to avoid
r violation within the preceding six (6) months, the Violation Notice will state those items set out in (1) - (7) above, along with a reasonable timeframe by which the violation must be cured to avoid the fine. The Violation Notice must state that any future violation of the same rule may result in the levy of a fine. A fine pursuant to the Schedule of Fines may be levied if an Owner does not cure the violation within the timeframe set forth in the notice.
Uncurable Violation/Violation of Public Health or Safety. If the violation is of an uncurable nature or poses a threat to public health or safety (as exemplified in Section 209.006 of the Texas Property Code), then the Violation Notice shall state those items set out in (1), (2), (3), (5), (6), and (7) above, and the Association shall have the right to exercise any enforcement remedy afforded to it under the Documents, including but not limited to the right to levy a fine pursuant to the Schedule of Fines.
Repeat Violation without Attempt to Cure. If the Owner has been given notice of a violation ("Violation Notice") and a reasonable opportunity to cure the same or similar violation within the preceding six (6) months but commits the violation again, then the Owner shall not be entitled to an additional Violation Notice or a hearing pursuant to Section 209.007 of the Texas Property Code, and the Association shall have the right to exercise any enforcement remedy afforded to it under the Documents, including but not limited to the right to levy a fine pursuant to the Schedule of Fines. After an Owner has been provided a Violation 4882-8882-6448v.2 65993-5 2/13/2023 2 CLEARVIEW RANCH ATTACHMENT 3 FINE AND ENFORCEMENT POLICY 2023 2023000103442 09/07/2023 04:13 PM Page 25 of 49 6.
7.
. After an Owner has been provided a Violation 4882-8882-6448v.2 65993-5 2/13/2023 2 CLEARVIEW RANCH ATTACHMENT 3 FINE AND ENFORCEMENT POLICY 2023 2023000103442 09/07/2023 04:13 PM Page 25 of 49 6.
7.
Notice as set forth herein and assessed fines in the amounts set forth in the Schedule of Fines, if the Owner has never cured the violation in response to any Violation Notices sent or any fines levied, then the Board, in its sole discretion, may determine that such a circumstance is a continuous violation which warrants a levy of a fine based upon a daily, monthly, or quarterly amount as determined by the Board.
Violation Hearing. If the Owner is entitled to an opportunity to cure the violation, then the Owner has the right to submit a written request to the Association for a hearing before the Board or a committee appointed by the Board to discuss and verify the facts and resolve the matter. To request a hearing, the Owner must submit a written request (the "Request") to the Association's manager (or the Board if there is no manager) within thirty (30) days after receiving the Violation Notice. The Association must then hold the hearing requested no later than thirty (30) days after the Board receives the Request. At least ten (10) days before the hearing, the Association shall notify the Owner of the date, time, and place of the hearing and provide all documents, photographs, and communications the Association intends to introduce at the hearing. If the Association fails to provide the packet at least ten (10) days before the hearing, the Owner is entitled to an automatic fifteen (15) day postponement. The hearing will be scheduled to provide a reasonable opportunity for both the Board and the Owner to attend. The Board or the Owner
he Owner is entitled to an automatic fifteen (15) day postponement. The hearing will be scheduled to provide a reasonable opportunity for both the Board and the Owner to attend. The Board or the Owner may request a postponement, and if requested a postponement shall be granted for a period of not more than ten (10) days. Additional postponements may be granted by agreement of the parties. Notwithstanding the foregoing, the Association may exercise its other rights and remedies as set forth in Section 209.007(a) and (e) of the Texas Property Code. Any hearing before the Board will be held in a closed or executive session of the Board. The Owner shall attend the hearing in person, but may be represented by another person (i.e., attorney) upon advance written notice to the Board. During the hearing, a member of the Board, or the Association's designated representative, shall first present the Association's case against the Owner. Next, the Owner, of the Owner's designated representative, shall be entitled to present the Owner's information and issues relevant to the appeal or dispute. The Board will consider the facts and circumstances surrounding the violation. If an Owner intends to make an audio recording of the hearing, such Owner's request for hearing shall include a statement noticing the Owner's intent to make an audio recording of the hearing, otherwise, no audio or video recording of the hearing may be made, unless otherwise approved by the Board. The minutes of the hearing must contain a statement of the results of the hearing and the fine, if any, imposed. A copy of the Violation Notice and request for hearing should be placed in the minutes of the hearing. If the Owner appears at the meeting, the notice requirements will be deemed satisfied.
, imposed. A copy of the Violation Notice and request for hearing should be placed in the minutes of the hearing. If the Owner appears at the meeting, the notice requirements will be deemed satisfied.
Unless otherwise agreed by the Board, each hearing shall be conducted in accordance with the agenda attached hereto as Exhibit A.
Due Date. Fine and/or damage charges are due immediately if the violation is uncurable or poses a threat to public health or safety. If the violation is curable, the fine and/or damage charges are due immediately after the later of: (1) the date that the cure period set out in the first Violation Notice ends and the Owner does not attempt to cure the violation or the attempted cure is unacceptable to Association, or (2) if a hearing is requested by the Owner, such fines or damage charges will be due immediately after the Board's final decision on the matter, assuming that a fine or damage charge of some amount is confirmed by the Board at such hearing.
3 CLEARVIEW RANCH 4882-8882-6448v.2 65993-5 2/13/2023 ATTACHMENT 3 FINE AND ENFORCEMENT POLICY 2023 2023000103442 09/07/2023 04:13 PM Page 26 of 49 8.
9.
10.
11.
Lien Created. The payment of each fine and/or damage charge levied by the Board against the Owner of a Lot is, together with interest as provided in Section 5.11 of the Covenant and all costs of collection, including attorney's fees as herein provided, secured by the lien granted to the Association pursuant to Section 5.1.2 of the Covenant. The fine and/or damage charge will be considered an Assessment for the purpose of this Article and will be enforced in accordance with the terms and provisions governing the enforcement of assessments pursuant to Article 5 of the Covenant.
onsidered an Assessment for the purpose of this Article and will be enforced in accordance with the terms and provisions governing the enforcement of assessments pursuant to Article 5 of the Covenant.
Levy of Fine. Any fine levied shall be reflected on the Owner's periodic statements of account or delinquency notices.
Foreclosure. The Association may not foreclose its assessment lien on a debt consisting solely of fines.
Amendment of Policy. This policy may be revoked or amended from time to time by the Board.
This policy will remain effective until the Association records an amendment to this policy in the county's official public records.
Unofficia 4882-8882-6448v.2 65993-5 2/13/2023 + CLEARVIEW RANCH ATTACHMENT 3 FINE AND ENFORCEMENT POLICY 2023 2023000103442 09/07/2023 04:13 PM Page 27 of 49 Schedule of Fines The Board has adopted the following general schedule of fines. The number of notices set forth below does not mean that the Board is required to provide each notice prior to exercising additional remedies as set forth in the Documents. The Board may elect to pursue such additional remedies at any time in accordance with applicable law. The Board also reserves the right to set fine amounts on a case by case basis, provided the fine is reasonable in light of the nature, frequency, and effect of the violation: FINES+: New Violation: Notice of Violation Fine Amount: $25.00 if a curable violation, may be avoided if Owner cures the violation by the time Repeat Violation (No Right to Cure Uncurable Violation): Fine Amount: $50.00 2nd Notice $75.00 3rd Notice $100.00 4th Notice $125.00 Unofficial Continuous Violation: Continuous Violation Notice Amount TBD + The Board reserves the right to adjust these fine amounts based on the severity and/or
0 3rd Notice $100.00 4th Notice $125.00 Unofficial Continuous Violation: Continuous Violation Notice Amount TBD + The Board reserves the right to adjust these fine amounts based on the severity and/or frequency of the violation.
4882-8882-6448v.2 65993-5 2/13/2023 LO 5 CLEARVIEW RANCH ATTACHMENT 3 FINE AND ENFORCEMENT POLICY