GTAHA BY-LAWS – NOTES   (Complete document follows)

BYLAWS

OF

GREATER TOWNE ACRES HOMEOWNERS ASSOCIATION

ARTICLE I

NAME

The name of the Association is The Greater Towne Acres Homeowners Association.

ARTICLE II

PURPOSES

The purposes for which the Association is organized are:

(a) To develop a community designed for safe, healthful, and harmonious living.

(b) To promote the collective and individual interests and rights of all persons owning property in the Subdivision known as Towne Acres, situated in the City of Johnson City, and described as follows:

(c) To promote improvements and maintenance of the community center, gateways, public easements, parkways, grass plots, parking areas, and any facilities of any kind dedicated to the community use and other open spaces and other ornamental features of the Subdivision, which now exist or which may hereafter be installed or constructed therein.

(d) To promote cooperation with the owners of all vacant and unimproved lots now existing or that hereafter shall exist in the Subdivision in keeping them in good order and condition, in preventing them from becoming a nuisance and a detriment to the beauty of the subdivision and to the value of the improved property therein, and to take any action with reference to such vacant and unimproved lots as may be necessary or desirable to keep them from becoming such nuisance and detriment.

(e) To aid and cooperate with the members of the Association and all property owners in the Subdivision in the enforcement of their property as are now in existence, and to counsel with the Planning Commissions and City and County Commissions of Johnson City and Washington County, having jurisdiction in relation to any zoning that may affect any portion of the Subdivision.

(f) To arrange social and recreational functions for its members.

(g) At its discretion, to exercise any and all actions that may be delegated to it from time to time by the members of the Association.

(h) In general, promote actions deemed proper, or advisable, for the accomplishment of the purposes hereinabove set forth.

ARTICLE III

MEMBERSHIP

1. Eligibility. Every present and future owner of a residential unit in the Subdivision and every present and future tenant to whom such owner has assigned his membership is entitled to be a member in the Association. There shall be no more than one vote per residential unit.

2. Membership. Membership shall include any undertaking by such owner or tenant to comply with these Bylaws and the rules and regulations adopted by the Association. Membership shall be accompanied by payment of the annual dues in advance.

3. Termination. Membership in the Association shall terminate on a member’s ceasing to be an owner or tenant of a residential unit in the Subdivision.

4. Assignment. An owner who is a member of the Association may assign his membership to the tenant occupying his lot or residential unit in the Subdivision. Such assignment to be effective must be filed with the Secretary of the Association.

ARTICLE IV

MEETINGS OF MEMBERS

1. Annual Meeting. An annual meeting of the members or the Association shall be held on the third Tuesday in the month of April in each year beginning with the year 1994, at the hour of 7:00 p.m., for the purpose of electing directors and for the transaction of such other business as may come before the meeting. If the day fixed shall be a legal holiday, such meeting shall be held on the succeeding day not a legal holiday.

2. Regular Meetings. In addition to the annual meetings, regular meetings of the members may be held at such time as shall be determined by the Board of Directors.

3. Special Meetings. 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 not less than fifty (50) members having voting rights. The notice of any special meeting shall state the time and place of such meeting and the purpose thereof. No business shall be transacted at a special meeting except as stated in the notice unless by consent of four-fifths of the members present, either in person or by proxy.

4. Place of Meetings. Meetings of the Association shall be held at a suitable place convenient to the members as may be designated by the Board of Directors.

5. Notice of Meetings. It shall be the duty of the secretary to mail or by telephone notify each block captain of each annual, regular or special meeting of the membership. The block captains will notify the members residing in their block of the purpose, time and place where it is to be held. Such notification can be by mail, by telephone or by personal encounter. Notification must be given at least five (5) but not ore than ten (10) days prior to such meeting.

6. Quorum. The presence at any meeting, in person or by proxy, of the members holding __25___ per cent of the membership shall be necessary and sufficient to constitute a quorum for the transaction of business.

7. Adjourned Meetings. If any meeting or members cannot be organized because a quorum has not attended, the members who are present, either in person or by proxy, may adjourn the meeting to a time not less than forty-eight (48) hours from the time the original meeting was called.

8. Voting. Each member shall be entitled to one vote on each matter submitted to a vote of the members.

9. Proxies. At any meeting of members, a member entitled to vote may vote by proxy executed in writing through his block captain. No proxy shall be valid after twelve (12) months from the date of its execution, unless otherwise provided in the proxy.

10. Manner of Acting. A majority of the votes entitled to be cast on a matter to be voted upon by the members present or represented by proxy at a meeting at which a quorum is present shall be necessary for the adoption thereof unless a greater proportion is required by these Bylaws.

11. Voting by Mail. Where directors or offices are to be elected by members such election may be conducted by mail or by telephone in such manner as the Board of Directors shall determine.

12. Order of Business. The order of business at the annual meeting of the members shall be as follows:(a) Roll call
(b) Proof of notice of meeting or waiver of notice
(c) Reading of minutes of preceding meeting
(d) Reports of officers
(e) Report of committees
(f) Election of directors
(g) Unfinished business
(h) New business

ARTICLE V

BOARD OF DIRECTORS

1. Number and qualification. The affairs of the Association shall be governed by a Board of Directors composed of 13 persons, all of whom must be members of the Association.

2. Powers and Duties. The Board of Directors shall have the powers and duties necessary for the administration of the affairs of the Association and may do all such acts and things as are not by law or by these Bylaws directed to be exercised and done by the members.

3. Other Duties. In addition to duties imposed by these Bylaws or by resolutions of the Association, the Board of Directors shall be responsible for the following:

(a) Promoting care, upkeep and surveillance of the Subdivision and the common areas and facilities.

(b) Collection of annual dues and special assessments from the members.

(c) Designation and dismissal of the personnel necessary for the accomplishment of the purposes of the Association.

4. Election and Term of Office. At the first annual meeting of the Association, the term of office of five Directors shall be fixed at three years; the term of office of four directors shall be fixed at two years; and the term of office of four Directors shall be fixed at one year. At the expiration of the initial term of office of each respective Director, his successor shall be elected to serve a term of three years. The Directors shall hold office until their successors have been elected and hold their first meeting.

5. Vacancies. Vacancies in the Board of Directors caused by any reason other than the removal of a Director by a vote of the Association shall be filled by vote of the majority of the remaining Directors, even though they may constitute less than a quorum; and each person so elected shall be a Director until a successor is elected at the next annual meeting of the Association.

6. Removal of Directors. At any annual, regular or special meeting duly called, any one or more of the4 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.

7. Organization Meeting. The first meeting of a newly elected Board of Directors shall be held within ten days of the election at such place as shall be fixed by the Directors at the meeting at which such Directors were elected, and no notice shall be necessary to the newly elected Directors in order legally to constitute such meeting, providing a majority of the whole Board shall be present.

8. Regular Meetings. Regular meetings of the Board of Directors may be held at such time and place 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 fiscal year. Notice of regular meetings of the Board of Directors shall be given to each Director, personally or by mail, telephone or telegraph, at least three days prior to the day named for such meeting.

9. Special Meetings. Special meetings of the Board of Directors may be called by the President on three days notice to each Director, given personally or by mail, telephone or telegraph, which notice shall state the time, place and purpose of the meeting.

10. Waiver of Notice. 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 meeting of the Board shall be a waiver of notice by him of the time and place thereof. If all the Directors are present at any meeting of the Board, no notice shall be required and any business may be transacted at such meeting.

11. Quorum. At all meetings of the Board of Directors, a majority of the Directors 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.

ARTICLE VI

OFFICERS

1. Designation. The principal officers of the Association shall be President, a Vice President, a Secretary, and a Treasurer, all of whom shall be elected by the Board of Directors. The Directors may appoint an assistant treasurer and an assistant secretary and such other officers as in their judgment may be necessary.

2. Election of Officers. The officers of the Association shall be elected annually by the Board of Directors at the organization meeting of each new Board and shall hold office at the pleasure of the Board.

3. Removal of Officers. Upon an affirmative vote of a majority of the members of the Board of Directors, any officer may be removed, wither with or without cause, and his successor elected at any regular meeting of the Board of Directors, or at any special meeting of the Board called for such purpose.

4. President. The President shall be the chief executive officer of the Association. He shall preside at all meetings of the Association and of the Board of Directors. He shall have all of the general powers an duties which are usually vested in the office of President of an Association, including but not limited to the power to appoint committees from among the members from time to time as he may in his discretion decide is appropriate to assist in the conduct of the affairs of the Association.

5. Vice President. The Vice President shall take the place of the President and perform his duties 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 to so do on an interim basis. The Vice President shall also perform such other duties as shall from time to time be imposed upon him by the Board of Directors.

6. Secretary. The Secretary shall keep the minutes of all meetings of the Board of Directors and the minutes of all meetings of the Association. He shall have charge of such books and papers as the Board of Directors may direct; and he shall, in general, perform all the duties incident to the office of Secretary.

7. Treasurer. The Treasurer shall have responsibility for Association funds and shall be responsible for keeping full and accurate accounts of all receipts and disbursements I books belonging to the Association. He shall be responsible for the deposit of all moneys and other valuable effects in the name, and to the credit, of the Association in such depositories as may from time to time be designated by the Board of Directors.

8. Block Captains. The Board shall appoint block captains to serve one year terms. Block captains shall be assigned the task of circulating petitions, collecting dues, maintaining the membership, soliciting votes, securing proxies and undertaking other duties as may be assigned by the Board from time to time. Board members and officers may serve simultaneously as block captains.

ARTICLE VII

MEMBERSHIP COMMITTEE

1. Number. At the first meeting of a newly elected Board of Directors a Membership Committee shall be elected, consisting of a minimum of ___3___ members, at least one of whom shall be a director.

2. Duties. The Membership Committee shall act on applications for membership as received and submit a report of their actions to the Board of Directors at its next regular meeting for review. Such approved membership lists shall be made a part of the Board minutes.

ARTICLE VIII

DUES AND ASSESSMENTS

1. Annual Dues. The annual dues shall be Ten Dollars ($10.00) per year, subject to such modifications as a majority of the Directors may require, provided, however, that no increase above Thirty Dollars ($30.00) per year may be determined without a majority of the members approving such increase.

2. Special Assessments. No special assessments may be levied on members of the Association.

3. Assignment of Dues. In the event any members whose dues are paid shall, during the year in which such dues are paid, terminate his membership by sale of his lot or residential unit in the Subdivision, he shall be entitled to assign to the buyer of such lot or residential unit the benefit of the paid up dues. Any such buyer may acquire the benefit of such paid up dues by becoming a member of the Association.

ARTICLE X

AMENDMENT TO BYLAWS

The Board of Directors shall adopt such amendments to Bylaws as may be necessary or appropriate for the accomplishment of the purposes of the Association. Such rules and regulations shall become effective when approved by a majority vote of the members of the Association present at any annual, regular or special meeting of the Association.