Bylaws

The name of this Association is: Lake Doster Association Inc. incorporated under Act No. 327 of the Public Acts of 1931 as amended, of the State of Michigan.

 

The purposes of the corporation as stated in its certificate of incorporation are: To aid and assist the members of the community of Lake Doster in the regulation and control of real property of which it has or will have an interest, for the benefit of the members of the Association and to have such powers as permitted by statute, as will effectuate the desires of the membership in making the community of Lake Doster an ever more desirable place in which to live; to formulate and encourage the social, civic, economic, and cultural community relationship; to public organizations for the general welfare of the entire community of Lake Doster.

 

1. ELECTION OF MEMBERS. Each person or family owning or purchasing a lot in those subdivisions presently in existence at Lake Doster and such additional subdivisions as may in the future be developed in proximity to Lake Doster by Lake Doster Development Company, its successors and assigns, shall, upon payment of current dues, and subject to the By-Laws, be eligible for one(1) membership in this Association. Continuous prompt payment of dues and assessments is a requisite of membership. Each member of the Association, by accepting membership herein, or by using the real or personal property possessed or owned by the Association, affirmatively agrees to abide by the reasonable rules of the Association governing the use of any such property. Failure to abide by any such rules or regulations from time to time adopted by the Board of Directors of the Association shall be cause for termination of membership as set forth in Section 3 of this Article, or for such other disciplinary action, including denial of use of any real or personal property possessed or owned by the Association, as the Board of Directors shall from time to time determine appropriate.

SECTION 2. VOTING RIGHTS. Each resident member shall be entitled to two (2) votes. Each non-resident member shall be entitle to one (1) vote. Additional voting rights as a resident shall commence immediately upon occupancy of a single family dwelling located on said member’s lot.

SECTION 3. TERMINATION OF MEMBERSHIP. The Board of Directors by two-thirds majority vote, may suspend or expel a member or take such other disciplinary action as it shall deem appropriate, including denial of use of any real or personal property possessed or owned by the Association for non-payment of dues or assessments, or for refusal or neglect to abide by reasonable rules of the Association concerning the use of the real and personal property owned or possessed by the Association. Any such decisions to terminate membership or refusal or reinstatement may be appealed to a regular business meeting of the members.

SECTION 4. RESIGNATION. Any member may resign by filling a written resignation with the Secretary, but such resignation shall not excuse the responsibility for the payment of continuing dues for the fiscal year in which the resignation occurs.

SECTION 5. REINSTATEMENT. Upon written request signed by a former member and filed with the Secretary, the Board of Directors my, by the affirmative vote of a majority of the members of the Board reinstate such former member to membership members of the Board reinstate such Page 2 of 7 former member to membership upon such terms as the Board of Directors may deem appropriate.

SECTION 6. TRANSFER OF MEMBERSHIP. Membership in this corporation is not transferable or assignable.

 

SECTION 1. ANNUAL DUES. The Board of Directors may recommend to the entire membership from time to time the amount of initiation fee, if any, and annual dues payable to the corporation by members. Until such recommendation and change, the annual dues for each member shall by THIRTY DOLLARS ($30.00) per year payable in the month of May and paid prior to the annual meeting June 1st, beginning in May 1972. For new members joining after June 1st. dues will be prorated from month of move in.

 

ARTICLE V - FISCAL YEAR The fiscal year of this Association shall commence on the 1st day of June and end on the 31st of May.

 

SECTION 1. ANNUAL MEETING. An annual meeting of members shall be held on the second Monday in June, each year, at 7:30 p.m. at the Lake Doster Clubhouse for the purpose of electing directors and for the transaction of such other business as may come before the meeting If no change in the Annual Meeting date, time, or location is made, no Meeting Notice is required unless business to be conducted requires notice to be given in compliance with other Articles incorporated within these By-laws.

If the Annual Meeting cannot be held on its designated date and time due to circumstances that necessitate alternate meeting date or time or if the election of directors shall not be held on the day designated herein for any annual meeting, or at any adjournment thereof, the Board of Directors shall cause the election to be held at a special meeting of the members called as soon thereafter as convenient.

SECTION 2. SPECIAL MEETING. Special meetings of the members may be called either by the President or one-third (1/3) of the members of the Board of Directors, or by notice signed by 10% of the membership.

SECTION 3. PLACE OF MEETING. The Broad of Directors may designate any place, as the place of meeting for any annual meeting or for any special meeting called by the Board of Directors.

SECTION 4. NOTICE OF MEETINGS Annual Meetings. Notice of Annual Meetings shall be required only when the Annual Meeting is held on an alternate meeting date, time and/or place than as described in ARTICLE VI, SECTION 1 of these Bylaws. Notice of the alternate meeting place date or time shall be provided at least twenty (7) days but no more than forty (40) days in advance of the Meeting and may be made by electronic means [including email (either in text or within the Association Newsletter), fax, telephone] or through the US Postal Service mail using first class postage and shall state the date, time and place of the Meeting.

Special Meetings. Notice of Special Meetings of the Members shall be made no less than seven (7) days notice to the Members. Notice of Special Meetings of the Board of Directors shall be made at least three (3) days in advance of the Meeting to the Directors. Notice of Special Meetings may be made by electronic means [including email (either in text or within the Association Newsletter), fax, telephone] or by mail and shall state the date, time, place and purpose of the Meeting.

Notices shall be provided in accordance with a priority of 1) email, 2) telephone, 3) fax, 4) US Postal Mail service to minimize expenses and time commitment.

Notice is deemed made three (3) days after Notice has been mailed or is deemed made on the date a Notice sent by electronic means including email (either in text or within the Association Newsletter), fax, telephone] to the Members or Directors at their contact address or contact number of record. Notice by email, telephone or fax, is only valid if the person, whether Director or Member, to receive the notice has not signed a written refusal to accept electronic Notices and has provided such to the Board.

It is the responsibility of each Member to provide current and updated mail, email, telephone, and/or fax contact information to the Board Secretary. If email is returned undelivered or if telephone numbers do not either connect or allow for a recorded message, notice will then be provided by mail to the Member’s address of record.

 

SECTION 1. GENERAL POWERS. The affairs of the corporation shall be managed by its Board of Directors who shall be elected as provided in Article VII, Section 3, by the members from among those nominated by a nominations committee appointed by the Board of Directors. Nominations for directors my be made at the annual meeting for members by any member(s), No director shall serve more than two consecutive terms. The Board of Directors will not at any time, without the consent of the general members, spend over $3,000.00 net association funds for any single purpose nor spend within any fiscal year in excess of our income, for that fiscal year.

SECTION 2. ELECTION. The annual replacement of director’s will be in a 3-3-1 sequence starting in 2006-2007 association year. SECTION 4. NUMBER, TENURE AND QUALIFICATIONS. The number of directors shall be seven (7). Each director shall hold office for a period of three (3) years and until his successors shall have been elected and qualified. Directors must be resident members of the Association. A representative of the Lake Doster Development Corporation shall be a non-voting member of the Board of Directors, but shall retain his rights as a member of said Association.

SECTION 4. REGULAR MEETINGS. A regular annual meeting of the Board of Directors shall be held without other notice than this By-Law, immediately after, and at the same place as, the annual meeting of members. The Board of Directors may provide by resolution the time and place for the holding of additional regular meetings of the Board without other notice than such resolution. The Board of Directors shall hold regular scheduled meetings of the Board of not less than six (6) in any year.

SECTION 5. SPECIAL MEETINGS. Special meeting of the Board of Directors may be called by or at the request of the President or any two (2) directors. The person or persons authorized to call special meetings of the Board may designate the place for holding any special meeting of the Board called by them.

SECTION 6. NOTICE. Notice of any special meeting of the Board of Directors shall be given at least three days previously thereto by written notice delivered personally or sent by mail, telephone, or telegram to each director at his address as shown by the records of the corporation. If mailed, such notice shall be deemed to be delivered when deposited in the United States Mail in a sealed envelope so addressed, with postage thereon prepaid. If notice be give by telegram, such notice shall be deemed to be delivered when the telegram is delivered to the telegraph company. Any director may waive notice of any meeting. The attendance of a director at any meeting shall constitute a wavier of notice of such meeting, except where a director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, not the purpose of, any regular or special meeting of the Board need be specified in the notice or waiver of notice of such meeting, unless specifically required by law or these By-Laws.

SECTION 7. QUORUM. A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board, provided, that if less than a majority of the directors are present at said meeting, a majority of the directors present may adjourn the meeting from time to time without further notice.

SECTION 8. 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 by these By-Laws.

SECTION 9. VACANCIES. Any vacancy occurring in the Board of Directors or any directorship to be filled by reason of an increase in the number of directors shall be filled by the Board of Directors until the next regularly scheduled election of directors.

SECTION 10. COMPENSATION. Directors shall not receive any salaries for their services.

SECTION 11. REMOVAL OF DIRECTORS. Absence of a Board member from four (4) consecutive regular Board meetings automatically removes that member from the Board.

 

SECTION 1. OFFICERS. The officers of the corporation shall be a President, a vice-president, a Treasurer, a Secretary and such other officers as may be elected in accordance with the provisions of this Article.

SECTION 2. ELECTION AND TERM OF OFFICE. The officers of the cooperation shall be elected annually by the Board of Directors at the regular annual meeting of the Board of Directors. If the election of officers shall not be heal at such meeting, such election shall be held as soon thereafter as conveniently may be. Vacancies may be filled or new offices created and filled at any meeting of the Board of Directors. Each officer shall hold office until his successor shall have been duly elected and shall have qualified.

SECTION 3. REMOVAL. Any officer or agent elected or appointed by the Board of Directors may be removed by a two-thirds (2/3) vote of the Board of Directors whenever in its judgment the best interests of the corporation would be served thereby. SECTION 4. VACANCIES. A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by the Board of Directors for the unexpired portion of the term.

SECTION 5. PRESIDENT. The President shall be a director and the principal executive office of the corporation and shall in general supervise and control all of the business and affairs of the corporation. He shall preside at all meetings of the members of the board of Directors. He may sign, with the Secretary or any other proper office of the corporation authorized by the Board of Directors, any documents or other instruments which the Board of Directors have authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors or by these By-Laws or by statute to some other officer or agent of the corporation; and in general shall perform all duties incident to the office of President and such other duties as may be prescribed by the Board of Directors from time to time. He shall be an ex-officio member of all committees. The President, or acting President, will not vote, except in the cases of a tie Board vote. In the case of a tie vote the he cannot abstain from voting.

SECTION 6. VICE PRESIDENT. The Vice President shall be a director and in the absence of the 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. Any Vice President shall perform such other duties as from time to time may be assigned to him by the President or by the Board of Directors.

SECTION 7. TREASURER. If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of his duties in such sum and with such surety or sureties as the Board of Directors shall determine. He shall have charge and custody of and be responsible for all funds and securities of the corporation; receive and give receipts for moneys due and payable in the name of the corporation in such banks, trust companies, or other depositories as shall be selected in accordance with the provisions of Article VIII of these By-Laws; and in general perform all the duties incident to the office of Treasurer and such other duties as from time to time may assigned to him by the President or by the Board of Directors.

SECTION 8. SECRETARY. The Secretary shall keep the minutes of the meetings of the members and of the Board of Directors in one or more books provided for that purposes; see that all notices are duly given in accordance with that purpose; see that records and the seal of the corporation and see that the seal the corporation is duly authorized in accordance with the provisions of these By-Laws; keep a register of the post office address of each member; and in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him by the President or by the Board of Directors.

 

SECTION 1. COMMITTEES OF DIRECTORS. The Board of Directors, by resolution adopted by a majority of the Directors in office, may designate one or more committees, each of which shall consist of one or more directors, which committees, to the extent provided in said resolution, shall have and exercise the authority of the Board of Directors in the management of the corporation; but the designation of such committees and the delegation thereto of authority shall not operate to relieve the responsibility imposed upon it or him by law. Permanent committees of the Association to be given specific powers by resolution of the Board of Directors are: (1) Maintenance and Safety (2) Social; (3) Membership and Newcomers; (4) Executive consisting of all officers of the Association; (5) Local Government.

SECTION 2. OTHER COMMITTEES. Other committees not having and exercising the authority of the Board of Directors in the management of the Corporation may be designated by a resolution, corporation, and the President of the corporation shall appoint person or persons authorized to appoint such member whenever in their judgment the best interests of the corporation shall be served by such removal.

SECTION 3. TERM OF OFFICE. Each member of a committee shall continue as such until the next annual meeting of the members of the corporation and until his successor is appointed, unless the committee shall be sooner terminated, or unless such member be removed from such committee, or unless such member ceases to qualify as a member thereof.

SECTION 4. CHAIRPERSON. One member of each committee shall be appointed chairperson.

SECTION 5. VACANCIES. Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointments.

SECTION 6. QUORUM. Unless otherwise provided in the resolution of the Board of Directors designating a committee, a majority of the whole committee shall constitute a quorum and the act of a majority of the members present at a meeting at which a quorum is present shall be the act of the committee.

SECTION 7. RULES. Each committee may adopt rules for its own government not inconsistent with these BY-Laws or with rules adopted by the Board of Directors.

 

SECTION 1. CONTRACTS. The Board of Directors may authorize any office or officers, agent or agents of the corporation, 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 of and on behalf of the corporation and such authority my be general or confined to specific instances, providing the expenditure does not exceed the amount listed in the approved annual budget.

SECTION 2. CHECKS, DRAFTS, ETC. All checks, drafts or other orders for the payment of money, notes or other evidence of indebtedness issued in the name of the corporation shall be signed by one (1) officer.

SECTION 3. DEPOSITS. All funds of the corporation shall be deposited from time to time to the credit of the corporation in such banks, trust companies or other depositories as the Board of Directors may select.

SECTION 4. GIFTS. The Board of Directors may accept on behalf of the corporation any contribution, gifts, bequest or devise for the general purposes or any special purpose of the corporation.

 

The corporation shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its member, 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. All books and records of the corporation may be inspected by any member, or his agent or attorney for any proper purpose at any reasonable time.

 

The Board of Directors may provide a corporate seal which shall be in the form of a circle and shall have inscribed thereon the name of the corporation and the words ‘’ Corporate Seal Michigan ‘’

 

No assessment, charges or dues in addition to or in excess of the annual dues shall be levied or be valid unless approved by a majority of the votes cast by the members of the Association, in person or by proxy, at a regular or special meeting of the members held in accordance with these By-Laws.

 

The By-Laws of this Association may be amended or revised by the affirmative vote of at least two-thirds (2/3) of the members present at the annual meeting or at any regular or special meetings, provided that the notice of any such meeting contains a summary of the proposed amendment or amendments, These By-Laws may also be amended by the Board of Directors, provided that it may not amend them with respect to the fixing of the qualifications, classification, or term of office of the members of the Board of Directors, or the manner and method of assessing the membership.

 

ARTICLE XV - PERSONAL BENEFIT OF MEMBERS AND DISPOSITION OF ASSETS UPON DISSOLUTION

This corporation is not organized nor shall it be operated for pecuniary gain or profit, and it does not contemplate the distribution of gains, profits, or dividends to the active members thereof, or to any private individual. The properties, assets, profit, and the net earnings of the Corporation are irrevocably dedicated to charitable purposes, and no part of the property, assets, profits, or net earnings of this Corporation shall ever inure to the benefit of any Director, Officer, or active member of this Corporation, or to any other individual. Upon the dissolution or abandonment of this Corporation, its assets remaining after the payment of or provision for all debts and liabilities of this Corporation, shall be donated and transferred to such other society, governmental unit, corporation, trust, association, social or community group as the then Board of Directors of this Corporation shall determine.