Section 1. CLASSES OF MEMBERS
The
association
shall have two classes of members. The designation of such classes and the
qualification of the members of such classes shall be as follows:
Active membership in the
association
is open to, (1) all property owners living in or out of the area and, (2) all residents/renters
over the age of eighteen living in the area, and the area being described as such:
••Bounded by the Des Plaines River, Buckley Road, Des Plaines Drive and N. East End Avenue.
Membership shall be by families or households and not by individuals.
Section 2. NEW MEMBERS
Membership in the
association
may be effected by the payment of the dues for the year and continued yearly
payment thereafter to maintain membership status.
Section 3. VOTING RIGHTS
The two classes of each household membership as stated in Section 1. of this Article shall be entitled
to two votes on each matter submitted to a vote of the members, provided however, each household has two adults (18 years of age) in the
household. One individual shall not cast more than one vote.
Section 4. TERMINATION OF MEMBERSHIP
Any member who is in default of the yearly payment of dues automatically terminates their
membership in the
association.
Section 5. RE-ESTABLISH MEMBERSHIP
Any property owner and resident/renter as described in Section 1. Of this Article may regain
in membership of the
association
by paying the yearly dues required as set forth by the Board of Directors.
Section 6.
TRANSFER
OF MEMBERSHIP
Membership in this
association
is not
transferable
or
assignable.
Section 1. ANNUAL MEMBERS' MEETING
An annual members' meeting will be held in the month of March each year for the purpose of
electing directors and for the transaction of such other business as may come before the meeting. If the meeting shall not be held in the
month designated herein for the annual members' meeting, or at any adjournment thereof, the Board of Directors shall cause the annual
members' meeting to be held at a special meeting of the members called as soon thereafter as conveniently possible. Upon any postponement
date set for the annual members' meeting, the voting rights stated in Article II, Section 3. shall apply as if the annual members'
meeting were not postponed. The annual members' meeting of the
association,
including any postponement of the meeting, shall be announced
in writing to the community by the President.
Section 2. SPECIAL MEMBERS' MEETINGS
The Board of Directors at a directors' meeting in
quorum
may
ratify
the need for a special
members' meeting for the purpose of the transaction of such other business as may come before the board. The President's call for such a
special meeting of the members will be announced by written notice to the community and shall state the purpose of the special meeting.
Upon receipt of a written request from the members to call a special meeting of the members, stating the purpose of the call and signed
by five members, the president shall call a special members' meeting as soon thereafter as conveniently possible. No other business than
that for which any special meeting is called shall be transacted.
Section 3. PLACE OF MEETING
The Board of Directors may designate any place within Libertyville Township as the place of meeting
for any annual or special meeting called by the Board of Directors or the President. However, shall all the members of the
association
consent to the holding of a meeting, shall meet at any time and place, and all members shall sign an attendance sheet with the purpose
of the meeting stated thereon, such meeting shall be valid without call or notice, and at such meeting any corporate action may be taken,
provided however, the business transaction is documented and signed by a majority of the members in attendance at the meeting, constituting
a
quorum.
Section 4. NOTICE OF MEETINGS
Written notice stating the place, day and hour of any meeting of members shall be given to each
property owner and resident/renter of the community either personally, house delivery by directors, or by mail not less than five days
before the date of such members' meeting.
Section 5. INFORMAL ACTION BY MEMBERS
Any action required to be taken at a meeting of the members of the
association
may be taken
without a meeting by the members if documentation in writing is produced, setting forth the action so taken, and said document is signed
by all the members of the
association
entitled to vote on said matters.
Section 6.
QUORUM
VOTE
The members holding the majority votes which may be cast at any meeting shall constitute ratification at
such meeting.
Section 7. PROXIES
At any meeting of members, a member entitled to vote may vote in person or by proxy, executed in writing by
the member. No proxy shall be valid after eleven months of the date of its execution.
Section 8. INSPECTORS
At any meeting of the members, the President may, or upon the request of a majority of the members present
shall, appoint one or more persons as inspectors for the election at the meeting.
Such inspectors shall ascertain and report the number of votes represented at the meeting, based upon their determination of the validity and effect of proxies; monitor the ballot count, vote calls, correct tally of each vote and report the results; and do such other acts as are proper to conduct the election and voting with impartiality and fairness to all the members. The report of an inspector, or inspectors if there be more than one inspector acting at such meeting, shall be in writing and signed by him or her or them on the number of votes represented at the meeting and the results of the voting. The results of the voting shall be prima facie evidence thereof.
Section 1. GENERAL POWERS
The affairs of the
association
shall be managed by its Board of Directors.
Section 2. NUMBER, TENURE AND QUALIFICATIONS
The number of directors shall be seven, shall be a property owner as described in
Article II, Section 1., and shall not receive monetary compensation for his or her services on the board. Each director shall be a
dues-paying member of the
association.
Each director shall hold office for three years from the date of his election at an annual meeting
of the members and until his successor shall have been elected and qualified except that the terms of the original directors shall be
determined by lot; three shall serve three years; two shall serve two years; and two shall serve for one year. Any director whose term
has expired may volunteer his or her services on the board for an additional term, thereby being among the candidates for election.
Section 3. MEETINGS
An annual meeting of the Board of Directors shall be held without other notice than this by-law within one
week after the annual meeting of the members. The President shall provide by
resolution
the time and place for the holding of this meeting
after the elections at the annual members' meeting. The President shall provide the Board of Directors with written notice of the three
regular meetings of the board, with the place, date, time, and agenda of the business transaction topics, and with not less than five days
notice.
Section 4. SPECIAL MEETINGS
Special meetings of the Board of Directors may be called by the President or any two directors. Written
notice of any such special meeting, shall state the name or names of the caller, shall state the purpose of the call, shall state the
meeting place, date and time, and shall be given to each director of the board, either personally or by mail, and with not less than
three days notice. In matters of urgency, the President may call a special meeting by personally notifying the Board of Directors, stating
the purpose of the meeting, and shall be with no restriction of notice time.
Section 5.
QUORUM
A majority of the Board of Directors at any meeting of the board shall constitute a
quorum
for the transaction
of business. Only in matters of urgency, when time is of the essence, may a
quorum
vote be exercised without a meeting by means of individual contact with each director of the board, and documented and signed by the
directors in
quorum
vote as soon thereafter as conveniently possible. This process must be handled through and by the President.
Section 6. MANNER OF ACTING
The act of a majority of the directors present at a meeting at which a
quorum
is present shall be the
act of the Board of Directors except where otherwise provided by law or these by-laws.
Section 7. VACANCIES
Any vacancy occurring in the Board of Directors shall be filled by means of a written notice to the community
announcing the vacancy and requesting volunteers to notify any Director of the Board, whose names and phone numbers will be listed in the
notice, within a one-month period of the notice date should they desire to serve on the board.
If the number of volunteers is one, a special meeting of the Board of Directors will be called and a quorum vote shall be taken for acceptance or non-acceptance of the volunteer.
If the number of volunteers is greater than one, a special meeting of the members must be set within one-month time duration with a notice to the community of the place, date and time of the special meeting for the election by the membership to be held to fill the vacancy.
If no volunteers are received, the Directors of the Board can seed to fill the vacancy by means of personally approaching individuals requesting their service on the board, and shall proceed in the same manner as stated above for one volunteer.
A director elected by the membership or by the Board of Directors shall be elected for the unexpired term of his or her predecessor in office.
Section 8. RESIGNATION AND REMOVAL OF DIRECORS
A director may resign at any time upon written notice to the Board of Directors. A
director may be removed from the board at any time with cause. A written notice signed by two directors stating the recommendation for
removal of the named director, stating the allegations specified therein, and stating a special meeting place, date and time, designated
by the two directors, with not less than three days notice as stated in Section 4. of this Article shall execute a decision for or against
the removal of the named director after hearing his or her defense, if so requested.
Section 9. INFORMAL ACTION BY DIRECTORS
The authority of the Board of Directors may be exercised without a meeting if consent in
writing, setting forth the action taken, is signed by all the directors entitled to vote. Only in matters of urgency when a
quorum
vote
is exercised by the President as stated in Section 5. of this Article may the signed documentation be acquired after the fact.
Section 10. PRESUMPTION OF ASSENT
A director of the
association
who is present at a meeting of the Board of Directors at which
action on any
association
matter is taken shall be conclusively presumed to have the minutes of the meeting or unless he or she shall
file his or her written dissent to such action with the person acting as the secretary of the meeting before the adjournment of the meeting.
Such right to dissent shall not apply to a director who voted in favor of such action.
Section 1. OFFICERS
The officers of the
association
shall be a president, vice-president, a treasurer, a secretary and such other
officers as may be elected in accordance with the provisions of this Article. The Board of Directors may select or appoint such other
officers, including one or more assistant secretaries and one or more assistant treasurers, as it shall deem desirable, such officers
to have the authority and to perform the duties prescribed from time to time by the Board of Directors.
Section 2. ELECTION AND TERM OF OFFICE
The President shall be elected by the Board of Directors. He or she shall not be a newly
elected director. The President shall choose his or her Vice-President, ask for volunteers or select and appoint directors to serve as
secretary, treasurer, directors, and chairpersons of committees.
The term of the officers or directors shall be for the elected director's term of three years. At the expiration of any officer's or director's term, the election of a president, if his or her tenure is completed, and appointments of directors by the President shall be held at the annual Board of Directors meeting immediately following the members' meeting in March. If this meeting shall not be held at the specified time, then said meeting shall be held as soon thereafter as possible.
Vacancies may be filled or new officers created and filled at any meeting of the Board of Directors. Each officer and/or director shall hold office until his successor shall have been duly elected and qualified.
Section 3. REMOVAL
Any president or agent elected by the Board of Directors may be removed from their position and reassigned by
a majority vote at a meeting in
quorum
of the Board of Directors; and any officer, director or committee chairperson appointed by the
president may be removed and reassigned by the president. This action shall be taken whenever either of these actions is to the best
interests of the
association.
Section 4. VACANCIES
Any vacancy in any office may be filled by another director on the board for the unexpired portion of the
term.
Section 5. PRESIDENT
The president shall be the principal executive officer of the
association.
Subject to the direction and
control of the Board of Directors, he or she shall be in charge of the business and affairs of the
association;
he or she shall see that
the
resolutions
and directives of the Board of Directors are carried into effect except in those instances in which that responsibility
is assigned to some other person by the Board of Directors; and, in general, he or she shall discharge all duties incident to the office
of president and such other duties as may be prescribed by the Board of Directors. he or she shall preside at all meetings of the members
and of the Board of Directors, except in those instances in which the authority to execute is expressly delegated to another officer or
agent of the
corporation
or a different mode of execution is expressly prescribed by the Board of Directors or these by-laws. He or she
may execute for the
association
any contracts, deeds, mortgages, bonds, or other instruments which the Board of Directors has authorized
to be executed by a
quorum
vote, and he or she may accomplish such execution under the seal of the
association,
either with the secretary
or any assistant secretary, and any other officer thereunto deemed necessary by the president, regardless of the requirements of the form
of the instrument. He or she may vote all securities which the
association
is entitled to vote except as and to the extent such authority
shall be vested in a different officer or agent of the
association
by the Board of Directors. He or she is responsible for the annual
member's meeting, three yearly directors' meetings, three Newsletters, additional notices to the community, and resides over all committees.
Section 6. VICE-PRESIDENT
The vice-president shall assist the president in the discharge of his or her duties as the president,
shall direct and shall perform such other duties as from time to time may be assigned to him or her by the president or the Board of
Directors. The vice-president's duties shall include being in charge of voter registration for the community, and these duties shall
include becoming a Deputy Registrar or arranging for a deputy registrar to be present periodically at a community function. In the absence
of the president or in the event of his or her ability or refusal to act, the vice-president shall perform the duties of the president and
when so acting, shall have all the powers of and be subject to all the restrictions upon the president.
Section 7. TREASURER
The treasurer shall be the principal accounting and financial officer of the
corporation.
He or she shall
(a) have charge of and be responsible for the maintenance of adequate books of account for the
association,
(b) have charge and custody
of all funds and securities of the
association,
and be responsible therefore, and for the receipt and disbursement thereof, and (c) perform
all the duties incident to the office of treasurer and such other duties as from time to time may be assigned to him or her by the president
or the Board of Directors. If required by the Board of Directors, the treasurer shall give a bond for the faithful discharge of his or her
duties in such sum and with such surety or sureties as the Board of Directors shall determine.
Section 8. SECRETARY
The secretary shall (a) record the minutes of the meetings of the members, Board of Directors', and special
meetings on the meeting agenda sheets and keep on file, (b) be in charge of arrangements for members' meetings, attendance sheets,
supervision of members' sign in, voting ballots/procedures, and file all related records with the minutes of the members' meetings,
(c) be custodian of the corporate records and of the seal of the
corporation
unless otherwise directed by the president, (d) be in
charge of all-occasion cards and/or gifts, etc. to neighbors, (e) perform all secretarial duties and such other duties as may be
designated by the president or directors.
Section 9. ASSISTANT TREASURERS AND ASSISTANT SECRETARIES
The assistant treasurers and assistant secretaries shall perform such
duties as shall be assigned to them by the treasurer or the secretary, respectively, or by the president or the Board of Directors. If
required by the Board of Directors, the assistant treasurer shall give a bond for the faithful discharge of his or her duties in such a
sum and with such sureties as the Board of Directors shall determine.
Section 1. STANDING COMMITTEES
The standing committees of this organization shall be the following:
Section 2. COMMITTEE APPOINTMENTS
Each standing committee chairperson shall be appointed by the president and all other committee
members shall be appointed by the committee chairperson. Each committee shall consist of at least three committee members including the
committee chairperson who shall continue until the chairperson's term expires or reappointments occur during his or her term by the
president. Committee members appointed by a committee chairperson may continue their committee membership indefinitely until their
notification of resignation is submitted in writing to the committee chairperson.
Section 3. SPECIAL COMMITTEES
Special committees shall be appointed by the president as required.
Section 4. GENERAL DUTIES
It shall be the general duty of each committee to receive, investigate, consider and report to the Board
of Directors and the
association
on all matters properly referred to it, making such recommendations as may be appropriate. No action in
the name of the
association
shall be taken by any committee without specific authority from the Board of Directors or the
association.
Section 5. MEMBERSHIP COMMITTEE
The membership committee shall be responsible for the following:
Section 6. PUBLICITY COMMITTEE
The publicity committee shall be responsible for the following:
Section 7. BEAUTIFICATION, HEALTH AND MAINTENANCE COMMITTEE
The beautification, health and maintenance committee shall be responsible
for the health, safety and maintenance of the community and shall have general responsibility for the following matters:
Section 8. COMMUNITY PARKS COMMITTEE
The community parks committee shall be responsible for maintenance and upkeep of three
community-owned properties, and shall consider any maintenance expense of the
association,
if any, from the standpoint of financial
feasibility.
Section 9. SOCIAL AND FUND RAISING COMMITTEE
The social and fund raising committee shall have general responsibility for the following:
Section 10. FLOOD AND DRAINAGE COMMITTEE
The flood and drainage committee shall work with the government bodies and residents to
insure that flood control is achieved and maintained. The committee shall be responsible for all matters involved with the control of
flooding in the community including but not limited to the following:
Section 11. TASK FORCE COMMITTEE
The task force committee shall be generally responsible for preparing the community to deal with
any natural or manmade disaster, including but not limited to the following:
Section 12. GOVERNMENT LIAISON
All Board of Directors will serve as government liaisons. The directors shall establish relations
with the township, county, state and federal government bodies to the end that the
association
may be kept informed of any governmental
action in which it may be interested or affected. The directors shall also have general responsibility for reporting all building and
zoning code changes.
Section 1. CONTRACTS
The Board of Directors may authorize any officer or officers, agent or agents of the
association,
in addition
to the officers so authorized by these by-laws, to enter into any contract or execute and deliver any instrument in the name and on behalf
of the
association
and such authority may be general or confined to specific instances.
Section 2. CHECKS AND DRAFTS
All checks, drafts or other orders for the payment of money, notes, or other evidence of indebtedness
issued in the
association's
name, such as community property taxes, annual registration with the State of IL fee,
association's
registered PO Box address fee, photocopies, stationary supplies, stamps, and any social events organized by the
association
on behalf of
the
association,
shall be signed by two officers or agents of the
association
and in such manner as shall be determined from time to time
by the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the
treasurer or an assistant treasurer and countersigned by the president or the vice-president of the
association.
••Exception: In the case of related directors, and the related directors are officers serving on the board, only one of the related
officers shall be signors of checks and drafts, and this applies to any agent or agents of the
association
assigned by the Board of
Directors.
Section 3. DEPOSITS
All funds of the
association
shall be deposited to the credit of the
association
in such banks, trust companies
or other depositories as the Board of Directors may from time to time elect, and shall be non-interest bearing accounts.
Section 4. GIFTS
The Board of Directors may accept on behalf of the
association
any contributions, gifts, bequests or devises made
to the
association
and may use any such item for the general or special purposes of the
association.
The association shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members, Board of Directors, and committees having any of the authority of the Board of Directors and shall keep at the registered or principal office a record giving the names and addresses of the members of the association that are entitled to vote. All books and records of the association may be inspected by any member of the association or their agent or attorney for any purpose at any reasonable time.
The fiscal year of the association shall begin on the first day of January and end on the last day of December in each year.
Section 1. ANNUAL DUES
The Board of Directors may from time to time determine the amount of annual dues to be paid by the members.
Section 2. PAYMENT OF DUES
The fiscal year for dues shall begin on the first day of April and end on the last day of March for
each year. Dues of a new member shall not be prorated.
Section 3. DEFAULT TERMINATION OF MEMBERSHIP
When any member shall be in default in the payment of dues for a period of one year,
such membership is thereupon automatically terminated. Membership shall be re-established by once again paying the yearly dues as stated
in Article II, Section 5.
These by-laws may be amended at a regular or special meeting of the Board of Directors in quorum by a majority vote. Such amendment must be proposed in writing and presented to the directors preceding the meeting at which the amendment is to be voted on.
Shall this association cease to function, all monies remaining in the association's account shall be accounted for by the Board of Directors last serving at a meeting in quorum, and shall be reserved for the payment of yearly community property taxes. The Board of Directors shall appoint two of the directors (not related) last serving as agents. They shall have jurisdiction over the monies, shall be responsible for accounting for the monies, shall act in good faith on behalf of the community under the same laws and restrictions as an active association. An Agent(s) may resign with the written resignation, kept on file, and by their discretion shall appoint their replacement, and the newly appointed Agent(s) shall have all the powers of and be subject to all the restrictions upon the board-appointed Agents. The Agents shall perform as follows:
BY-LAWS AMENDED: April 22, 1997. Board of Dirs/quorum vote/Roberts Rules
Section 13. NEIGHBORHOOD WATCH
The neighborhood watch committee shall be responsible for establishing
safety measures against criminal actions for our community including but not limited to the following:
Section 2. CHECKS AND DRAFTS
All checks, drafts or other orders for the payment of money, notes or other
evidence of indebtedness issued in the
association's
name, such as annual registration with the State of IL fee,
registered P.O. Box address fee, photocopies, stationary supplies, stamps, subdivision maintenance and
improvements, and any social events organized by the
association
on behalf of the
association
, shall be signed
by two of the three officers on record at the
association's
banking facility, or agents of the
association
as
determined and assigned from time to time by the Board of Directors to be on record at the
association's
banking
facility. The three officers to be on record at the
association's
banking facility shall be the Treasurer,
President, and Secretary.
Exception: In the case of a relationship between signors, only one of the related officers shall be signors of checks and drafts, and this applies to any agent or agents of the association assigned by the Board of Directors. The one related officer to be signor shall be determined and assigned by the Board of Directors, and the Vice-President shall replace the void. In the case of more than one void, Director(s) on the Board shall be signors as determined and assigned by the Board of Directors, or agent(s) of the association as determined and assigned by the Board of Directors shall be signors.
Should this association cease to function, all monies shall remain in the association's bank account, shall be accounted for by the Board of Directors last serving at a meeting in quorum, and shall be reserved for the payment of yearly community property taxes. The Board of Directors shall appoint two of the directors (not related), last serving, as acting agents. They shall have jurisdiction over the monies, shall be responsible for accounting for the monies, shall act in good faith on behalf of the community under the same laws and restrictions as an active association. An Agent(s) may resign with written resignation, kept on file, and by the discretion of both Agents shall appoint their replacement, and the newly appointed Agent(s) shall have all the powers of and be subject to all the restrictions upon the board-appointed Agents. The Agents shall perform as follows:
TAKE NOTE:
June 1997 - Libertyville Tax Assessor's Notice - Associations registered with the State of IL are not
required to pay taxes on community property.
BY-LAWS AMENDED: January, 1999. Board of Dirs/quorum vote/Roberts Rules
