BY-LAWS OF STONESTHROW HOMEOWNERS ASSOCIATION ARTICL'!: I The nruae of the corporation is Stones throw Homeowners Association, hereinafter referred to as the "Association".
The principal office of the corporation shall be located ~t at such places within the State of North Carolina, New " Hanover County, as may be designated by the Board of Directors.
1!.RTICLE II DEFINITIONS Section 1. "Association" shall mean and refer to Stones throw HomemY·ners Association, its successors and assigns.
section 2. "Pronerties" shall mean and refer to that certain real property described in the Declaration of Covenants, Conditions and Restrictions, and such additions thereto as may hereafter be brought l"i thin the jurisdiction of the Association.
Section 3. "Co!n.-non Area" shall mean all real property Owners.
plot of land shown upon any recorded subdivision map of the Properties with the exception of the Common Area and dedicated streets.
Section 5. "Owner" shall mean and refer to the record ~Aner, whether one or more persons or entities, of the fee simple title to any Lot which is a-part of the Properties, including contract sellers, but excluding those having such interest as security for the performance of an obligation.
Section 6. "Declarant" shall mean and refer to liestminster Company and its successors and assigns if such successors or assigns should acquire more than one undeveloped Lot from the Declarant for the purpose of development.
\ Section 7. "Declaration" shall mean and refer to the
cessors and assigns if such successors or assigns should acquire more than one undeveloped Lot from the Declarant for the purpose of development.
\ Section 7. "Declaration" shall mean and refer to the DeclaratIon of Covenants, Conditions and Restrictions applicable to the Properties recorded in the Office of the Register of Deeds of New Hanover County, North Carolina.
Section 8. "Member" shall mean and refer to those persons or entitles entItled to membership with voting rights as provided in the Declaration and in Article III of these By-Laws.
ARTICLE III MEMBERSHIP AND PROPERTY RIGHTS . Section 1. Membership. Every Owner of a Lot which is MeMbership shall be appurtenant to and may not be separated from ownership of any Lot subject to assessment. The voting rights of the Members shall be as provided by the Declaration.
Section 2. Property Riihts. Each Member shall be entitled to the use and enjoyment of the acIlities as provided in the Declaration. Any Member may delegate his rights of enjoyment of the Common Area and facilities to the members of his family, his tenants, or contract purchasers who reside on the property. Such Member shall notify the Secretary of the Association in writing of the name of ject to suspension to the same extent as those of the Member.
ARTICLE IV MEETINGS OF MEMBERS Section 1. Annual Meetings. The first annual meeting of the members shall be held wIthIn ten days of a date which is one year from the date of incorporation of the Association, and each subse quent regular annual meeting of the members shall be held during the same period of each year thereafter.
Section 2. Special Meetings. Special meetings of the
ation of the Association, and each subse quent regular annual meeting of the members shall be held during the same period of each year thereafter.
Section 2. Special Meetings. Special meetings of the Members may be called at any tIme by the President or by the Board of Directors, or upon written request of the Members who are entitled to vote one-fourth (1/4) of all the votes of the Class A membership.
Section 3. Notice of Meetings. Written notice of each meeting of the Members shall be gIven by, or at the direction of, the Secretary or person authorized to call the meeting, by mailing a copy of such notice, postage prepaid, at least 15 days before such meeting to each Member entitled to vote thereat, 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.
-2Such notice shall specify the place, day and hour of the meeting, and, in the case of a special meeting, the purpose of the meeting.
Naiver by a Member in writing of the notice required herein, signed by him before or after such meeting, shall be equivalent to the giving of such notice.
Section 4. Quorum. The presence at the meeting of Members entitled to cast, or of proxies entitled to cast, one-tenth (1/10) of the votes of each class of Membership shall constitute a quorum for any action except as otherwise provided in the Articles of time to time, without notice o~er than announcement at the meeting, until a quorum as aforesaid shall be present or be represented.
ntitled to vote thereat shall have power to adjourn the meeting from time to time, without notice o~er than announcement at the meeting, until a quorum as aforesaid shall be present or be represented.
Section 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. Every proxy shall be revocable and shall automatically cease upon conveyance by the Member of his Lot.
ARTICLE V BOARD OF DIRECTORS: SELECTION: TERM OF OFFICE Section 1.
managed by a Board the Association. Number. The affairs of this Association shall be of nine (9) directors, who need not be members of Section 2. Term of Office. At the first annual meeting the Members shall elect three director. foraa term of one year, three directors for a term of two years and three directors for a term of three years; and at each annual meeting .thereafter the Members shall elect directors for a .term of .three ysars.
Section 3. Removal. Any director may be removed from the Board, with or without cause, by a majority vote of the Members of the Association. In the event of death, resignation or removal of a .
director, his successor shall be selected by the remaining members of the Board, and shall serve for the unexpfred term of his-predecessor.
Section 4. Compensation. No director shall rec:eive.J~pmpen-;, director may be reimbursed for his actual expenses incurred in the performance of his duties.
Section 5. Action Taken Without a Meeting. The directors shall have the rIght to take any actIon In the absence of a meeting which they could take at a meeting by obtaining the written approval
uties.
Section 5. Action Taken Without a Meeting. The directors shall have the rIght to take any actIon In the absence of a meeting which they could take at a meeting by obtaining the written approval of all the directors. Any action so approved shall have the same effect as though taken at a meeting of the directors.
-3ARTICLE VI NOMINATION AND ELECTION OF DIRECTORS Section 1. Nomination. Nomination for election to the Board of Directors shall be made by a Nominating Committee. .
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 or more Members of4' the Association. The Nominating Committee shall be appointed by the Board of Directors prior to each annual meeting until the close of the next annual meeting and such appointment shall be announced at each 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. Such nominations may be made from among Members or non-members.
Section 2. Election. Election to the Board of Directors shall be by secret written ballot. 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. Cumulative voting is not permitted.
ARTICLE VII MEETINGS OF DIRECTORS Section 1. Regular Meetings. Regular meetings of ~ the Board of Directors shall be held monthly ,; or at such other i periodic intervals as may be established by the Board of Directors
GS OF DIRECTORS Section 1. Regular Meetings. Regular meetings of ~ the Board of Directors shall be held monthly ,; or at such other i periodic intervals as may be established by the Board of Directors from time to time, :wit:houtnotice;',"'at such place and 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.
the-Association,-or by any two directors, after not less than three (3) days' notice.to each director.
Section 3. 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.
ARTICLE VIII POWERS AND DUTIES OF THE BOARD OF DIRECTORS Section 1. Powers. The Board of Directors shall have power to: -4(a) Adopt and publish rules and regulations governing the use of the Common Area and facilities, and the personal conduct of the Members and their guests thereon, and to establish penalties for the infraction thereof, (b) Suspend the voting rights and right to the use of the recreational facilities of a Member during any period in which such Member shall be in default in the payment of any assessment, dues or charge levied by the Association. Such rights may also be suspended after notice and hearing, for a period not to exceed 60 days for infraction of published rules and regulations,
assessment, dues or charge levied by the Association. Such rights may also be suspended after notice and hearing, for a period not to exceed 60 days for infraction of published rules and regulations, (c) Exercise for the Association all powers, duties and authority vested in or delegated to this Association and not reserved to the membership by other provisions of these By-Laws, the Articles of Incorporation, or the Declaration; (d) Declare the office of a member of the Board of Directors -to-cbe vacant in the event such member shall be absent frollF-three (3)----- consecutive regular meetings of the Board of Directors1 l-;"""-,,,-~? --(f) -Employ" attorneys'-to represent the Association when deemed I necessary.
section 2. Duties. It shall be the duty of the Board of Directors to: -- ----(a) 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 any special me~ting when such statement is requested in writing by one-fourth (1/4) of the Class A members who are entitled to vote) (b) Supervise all officers,-agents and employees of this Association, and to see that their duties are property performed1 (c) As more fully provided in the Declaration, to: (1) Fix the amount of the annual assessment against --each Lot at-least thirty (30) days in advance of each annual assessment period1 (2) Send written notice of each assessment to every Owner subject thereto at least thirty (30) days in advance of each annual assessment period) and (3) Foreclose the lien against any property for which
) Send written notice of each assessment to every Owner subject thereto at least thirty (30) days in advance of each annual assessment period) and (3) Foreclose the lien against any property for which assessments are not paid within thirty (30) days after 7~ due date or to bring an action at law against the Owner personally obligated to pay the same.
(d) Issue, or to cause an appropriate officer to issue, upon demand by any person, a certificate setting forth whether or -5\. not any assessment has been paid. A reasonable charge may be made by the Board for the issuance of these certificates. If a certificate states an assessment has been paid, such certificate shall be conclusive evidence of such paymentr (e) Procure and maintain adequate liability insurance covering the Association, its directors, officers, agents and employees and to procure and maintain adequate hazard insurance on the real and peroonal property owned by the Associationl ef) Cause all officers or employees having fiscal responsibilities to be bonded, as it may deem appropriater (g) Cause the Co~on Area to be maintained; and (h) Cause the exterior of dwellings on Townhouse Lots to be maintained.
ARTICLE IX OFFICERS AND THEIR DUTIES 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 Treasurer, and such other officers as the Board may from time to time by resolution create.
following each annual meeting of the Members.
Section 3. Term. The offic~r30f this Association shall
following each annual meeting of the Members.
Section 3. Term. The offic~r30f this Association shall otherwise disqualified to serve.
Section 4. Special Apoointments. The Board may elect such other officers as the affairs oI the Association may require, each of whom shall hold office for such period, have such authority, and Section 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 6. Vacancies. A v~cancy in any office may be filled by appointment by the Board. The officer appointed to such vacancy shall serve for-th. remainder of the term of the officer he replaces.
-6Section 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 office.
except in the case of special offices created pursuant to Section 4 of this Article.
Section 8.
follows: Duties. The duties of the officers are as President Ca) The President shall preside at all meetings of the Board of Directors; shall see that orders and resolutions of the
Article.
Section 8.
follows: Duties. The duties of the officers are as President Ca) 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 leases, mortgages, deeds and other written instruments and shall co-sign all checks and promissory notes.
Vice-President Cb) 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 of him by the Board.
secretary Cc) The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the members; keep the corporate seal of the Association and affix it Board and of the Association together with their addresses, and shall perform such other duties-as required by the Board.
Treasurer bank accounts all monies of the Association and shall disburse such funds as directed by resolution of the aoard of Directors; shall sign all checks and promissory notes of the Association, keep proper books of account: cause an annual audit of the Association books to be made by a public accountant at the completion of each dis cal expenditures to be represented to the membership at its regular annual meeting, and 4eliver a copy of each to the Members.
ARTICLE X COMMITTEES Committee, as provided in the Declaration, and a Nomin_ting Committee,
nd 4eliver a copy of each to the Members.
ARTICLE X COMMITTEES Committee, as provided in the Declaration, and a Nomin_ting Committee, as provided in these By-Laws. In addition, the Board of Directors shall appoint other committees as-deemed appropriate in carrying out its purpose.
-7ARTICLE XI BOOKS AND RECORDS The books, records, and papers of the Association shall at all times, during reasonable business hours, be subject to inspec tion by any Member. The Declaration, the Articles of Incorporation and the By-Laws of the Association shall be available for inspection by any Member at the principal office of the Association, where copies may be purchased at reasonable cost.
ARTICLE XII ASSESSMENTS As more fully provided in the Declaration, each Member is obligated to pay to the Association annual and special assessments which are secured by a continuing lien upon the property against which the assessment is made. Any assessments which are not paid.
when due shall be delinquent. If the assessment is not paid within thirty (30) days after the due date, the assessment shall bear interest from the date of delinquency at the rate of Six (6') per cent per annum, and the Association may bring an action at law against the Owner personally obligated to pay the same or foreclose the lien against the property, and interest. costs, and reasonable attorney's fees of any such action shall be added to the amount of ~ such assessments. No Owner may waive or otherwise escape liability for the assessments provided for herein by non-use of the Common Area or abandonment of his Lot.
ARTICLE XIII CORPORATE SEAL The Association shall have a seal in circular form having
escape liability for the assessments provided for herein by non-use of the Common Area or abandonment of his Lot.
ARTICLE XIII CORPORATE SEAL The Association shall have a seal in circular form having within its circumference the words: Stones throw Homeowners Association.
North Carolina.
ARTICLE XIV AMENDMENTS Section 1. These By-Laws may be amended, at a regular or special meeting of the Members, by a vote of a majority of a quorum of Members present in person or by proxy, except that thePederal Housing Administration or the Veterans Administration shall have the right to veto amendments while there is a Class B membership.
Section 2. In the case of any conflict between the Articles of Incorporation and the By-Laws, the Articles shall control; and in the case of any conflict be~n the Declaration and -theBe- By-Law!!!', the Declaration shall control.
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