Crooked Lake Texas, Inc. Bylaws
The Bylaws were last reviewed and approved by the Association at the 2007 Annual Meeting on May 9, 2007.
CROOKED LAKE TEXAS ASSOCIATION, INC. BYLAWS
ARTICLE I - VOTING AND MEMBERSHIP
Section 1. Membership in the Association and voting by Members of the Association shall be in accordance with the following provisions:
ARTICLE II - MEETINGS
Section 1. Meetings of the Association shall be held at least once per year in such suitable place convenient to the Members as may be designated by the Board of Directors. Meetings of the Association shall be conducted in accordance with Sturgis’ Code of Parliamentary Procedure, Roberts Rules of Order or some other generally recognized manual of parliamentary procedure, when not otherwise in conflict with the Articles of Incorporation or the laws of the State of Michigan.
Section 2. Annual meetings of Members of the Association shall be held in May of each year at such time as shall be determined by the Board of Directors. At such meetings there shall be elected by vote of the Members a Board of Directors in accordance with the requirements of Article Ill of these Bylaws. The Members may also transact at annual meeting such other business of the Association as may properly come before them.
Section 3. It shall be the duty of the President to call a special meeting of the Members as directed by resolution of the Board of Directors or upon a petition signed by one- third (1/3) of the Members presented to the Secretary of the Association. Notice of any special meeting shall state the time and place of such meeting and the purposes thereof. No business shall be transacted at a special meeting except as stated in the notice.
Section 4. It shall be the duty of the Secretary (or his/her Board of Directors designee) to serve a notice of each annual or special meeting, stating the purpose thereof as well as the time and place where it is to be held, upon each Member, at least ten (10) days but not more than sixty (60) days prior to such meeting. The mailing, postage prepaid, of a notice to each Member at the last known address of said Member shall be deemed notice served. Any Member may, by written waiver of notice signed by such Member, waive such notice, and such waiver, when filed in the records of the Association shall be deemed due notice. If, due to inadvertence or other excusable neglect, one or more Members shall not receive notice of a meeting, the action taken at such meeting shall nonetheless be valid.
Section 5. By unanimous consent of the Directors, regular and special meetings of the Board may be held without notice at any time and place.
ARTICLE III - BOARD OF DIRECTORS
Section 1. The affairs of the Association shall be governed by a Board of Directors all of whom must be Members of the Association. Directors shall serve without compensation.
Section 2. The Board of Directors shall be composed at a minimum of a President, Vice President, Secretary, Treasurer and two Directors (6) persons. The maximum number of members serving on the Board at any one time shall not exceed ten (10). The term of office of each Director shall be two (2) years. The Directors shall hold office until their successors have been elected and hold their first meeting.
Section 3. The Board of Directors shall have all powers and duties necessary for the administration of the affairs of the Association. In addition to the foregoing general duties imposed by these Bylaws, or any further duties, which may be imposed by resolution of the Members of the Association, the Board of Directors shall be responsible specifically for the following:
Section 4. Vacancies in the Board of Directors caused by any reason other than the removal of a Director by a vote of the Members of the Association shall be filled by vote of the majority of the remaining Directors, even though they may constitute less than a quorum. Each person so elected shall be a Director until a successor is elected at the next annual meeting of the Association.
Section 5. At any regular or special meeting of the Association duly called, any one or more of the Directors may be removed, with or without cause, by a majority of the Members and a successor may then and there be elected to fill the vacancy thus created. Any Director whose removal has been proposed by the Members shall be given an opportunity to be heard at the meeting.
Section 6. The first meeting of a newly elected Board of Directors shall be held within thirty (30) days of election at such place as shall be fixed by the Directors at the meeting at which such Directors were elected, and no further notice shall be necessary to the newly elected Directors in order to legally constitute such meeting, providing a majority of the whole Board shall be present.
Section 7. Regular meetings of the Board of Directors may be held at such times and places as shall be determined from time to time by a majority of the Directors, but at least two such meetings shall be held during each year. Notice of regular meetings of the Board of Directors shall be given to each Director, personally, by mail, telephone, facsimile, or e-mail at least ten (10) days prior to the date for such meeting.
Section 8. Special meetings of the Board of Directors may be called by the President on three (3) days’ notice to each Director, given personally, by mail, telephone, facsimile, or e-mail which notice shall state the time, place and purpose of the meeting. Special meetings of the Board of Directors shall be called by the President or Secretary in like manner and on like notice on the written request of one Director.
Section 9. Before or at any meeting of the Board of Directors, any Director may, in writing, waive notice of such meeting and such waiver shall be deemed equivalent to the giving of such notice. Attendance by a Director at any meetings of the Board shall be deemed a waiver of notice by such Director of the time and place thereof. If all the Directors are present at any meeting of the Board of Directors, no notice shall be required and any business may be transacted at such meeting.
Section 10. At all meetings of the Board of Directors, a majority of the Directors, present in person, shall constitute a quorum for the transaction of business, and the acts of the majority of the Directors present at a meeting at which a quorum is present shall be the acts of the Board of Directors. If, at any meeting of the Board of Directors, there be less than a quorum present, the majority of those present may adjourn the meeting from time to time. At any such adjourned meeting, any business which might have been transacted at the meeting as originally called may be transacted without further notice. The representative of a Director in the action of a meeting by signing and concurring in the minutes thereof shall constitute the presence of such Director.
Section 11. The Board of Directors shall require that all officers and employees of the Association handling or responsible for Association funds shall furnish adequate fidelity bonds. The premiums on such bonds shall be expenses of administration.
ARTICLE IV - OFFICERS
Section 1. The principal officers of the Association shall be a President and a Vice- President, who shall be Members of the Board of Directors, a Secretary and a Treasurer. The Directors may appoint such other officers as in their judgment may be necessary. One person may hold any two offices, except that of President and Vice President.
Section 2. The officers of the Association shall be elected annually by the Board of Directors at the organizational meeting of each new Board and shall hold office at the pleasure of the Board.
Section 3. Upon affirmative vote of a majority of the Board of Directors, any officer may be removed either with or without cause, and a successor elected at any regular meeting of the Board of Directors, or at any special meeting of the Board of Directors called for such purpose.
Section 4. The President shall be the chief executive officer of the Association; and shall preside at all meetings of the Association and of the Board of Directors; and shall have all of the general powers and duties which are usually vested in the office of the President of an association, including, but not limited to, the power to appoint committees from among the Members of the Association from time to time to assist in the conduct of the affairs of the Association.
Section 5. The Vice President shall take the place of the President and perform the duties of the President whenever the President shall be absent or unable to act. If neither the President nor the Vice President is able to act, the Board of Directors shall appoint some other Member of the Board of Directors to do so on an interim basis. The Vice President shall also perform such other duties as shall from time to time be established by the Board of Directors.
Section 6. The Secretary shall keep the minutes of all meetings of the Board of Directors and the minutes of all meetings of the Members of the Association; and shall have charge of the books and records as the Board of Directors may direct; and shall, in general, perform all duties incident to the office of the Secretary.
Section 7. The Treasurer shall have responsibility for the Association funds and shall be responsible for keeping full and accurate accounts of all receipts and disbursements in books belonging to the Association. The Treasurer shall be responsible for the deposit of all monies and other valuable effects in the name and to the credit of the Association, and
in such depositaries as may, from time to time, be designated by the Board of Directors. The Treasurer shall, in general perform all duties incident to the office of the Treasurer.
Section 8. The officers shall have such other duties, powers and responsibilities as shall, from time to time, be authorized by the Board of Directors.
ARTICLE V - FINANCE
Section 1. The fiscal year of the Association shall be the calendar year.
Section 2. The funds of the Association shall be deposited in such bank as may be designated by the Board of Directors and shall be withdrawn only upon the check or order of such officers, employees or agents as are designated by resolution of the Board of Directors from time to time.
ARTICLE VI - AMENDMENTS
Section 1. These Bylaws may be amended by the Association at a duly constituted meeting for such purposes, by an affirmative vote of a simple majority of the Members present in person, by proxy or written vote.
Section 2. Amendments to these Bylaws may be proposed by the Board of Directors of the Association acting upon the vote of the majority of the Directors or by one-third (1/3) or more in number of the Members of the Association whether meeting as Members or by instrument in writing signed by them.
Section 3. Upon any such amendment being proposed, a meeting for consideration of the same shall be duly called in accordance with the provisions of Article II of these Bylaws.
Section 4. Any amendment to these Bylaws shall become effective upon adoption of the same in accordance with Section 1 of this Article VI.
Section 5. These Bylaws shall be made accessible and furnished upon request to every Member of the Association after adoption.
ARTICLE VII - COMPLIANCE
Section 1. In case any of these Bylaws conflict with the provisions of the Michigan Statutes, the provisions of the Statutes shall be controlling.
Revised and Adopted by the board on May 9, 2007.
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CLTA Membership Dues
We hope everyone on Crooked Lake Texas will take the time to be a member of the Crooked Lake Texas Association. Dues for 2021 remain at $50.00 and cover the calendar year, Jan-Dec. Please send your check, made out to CLTA to CLTA Treasurer, 1441 E. Crooked Lake Dr., Kalamazoo, MI 49009.
When you send in your check, please include your name, address, phone number and email address. We don't publish or share your email with anyone but we want to keep an up-to-date email Contact List in case we need to communicate quickly to the lake residents. Even if you choose not to join the Association, (although we hope you do), we still ask that you supply us with your email address.
We encourage all lake residents to become Crooked Lake Texas Association members.