Bylaws
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ARTICLE I: NAME AND LOCATION
Section 1. This volunteer organization, originally established on September 20, 1925 and incorporated under the laws of the State of Ohio, on March 30, 2018, shall be known as THE CHAGRIN HARBOR BEACH ASSOCIATION, hereinafter sometimes referred to as the CHBA.
Section 2. The principal office of the CHBA shall be located at such place within the Chagrin Harbor Beach Subdivision and the political boundaries of Lake County, Ohio, as the Board of Directors may from time to time designate.
Section 1. This volunteer organization, originally established on September 20, 1925 and incorporated under the laws of the State of Ohio, on March 30, 2018, shall be known as THE CHAGRIN HARBOR BEACH ASSOCIATION, hereinafter sometimes referred to as the CHBA.
Section 2. The principal office of the CHBA shall be located at such place within the Chagrin Harbor Beach Subdivision and the political boundaries of Lake County, Ohio, as the Board of Directors may from time to time designate.
ARTICLE II: PURPOSE
Section 1. The purpose for which the CHBA has been formed is to manage the real property owned in common by the members of the association for their benefit and for their best interests. CHBA is to protect, maintain, and improve Chagrin Harbor Beach Subdivision as a community.
Section 2. No part of the net earnings or of any accumulated funds of the CHBA shall inure to the benefit of any members or individuals.
Section 1. The purpose for which the CHBA has been formed is to manage the real property owned in common by the members of the association for their benefit and for their best interests. CHBA is to protect, maintain, and improve Chagrin Harbor Beach Subdivision as a community.
Section 2. No part of the net earnings or of any accumulated funds of the CHBA shall inure to the benefit of any members or individuals.
ARTICLE III: MEMBERSHIP
Section 1. All persons or entities whose deed for property within the Chagrin Harbor Beach Subdivision gives them an interest in common in the real property owned by them collectively with others and managed by the CHBA shall automatically be members of the CHBA. No person or entity who does not own a deed for property within the Chagrin Harbor Beach Subdivision that gives them an interest in common in the real property owned by them collectively with others and managed by the CHBA shall be eligible for full membership of the CHBA.
Section 2. All full members may vote on Bylaws and bylaw amendments. Only active members in good standing as defined by members that have no dues in arrears may vote on all other topics. Other topic voting will take place at general or special meetings and determined by simple majority in attendance. A quorum of ten (10) active members in good standing shall be required for voting. Each property owner shall be entitled to one (1) vote regardless of the number of adults in household. Each property owner shall be entitled to only one (1) vote regardless of the number of properties owned.
Section 3. Persons who are tenants of a member pursuant to a valid lease or rental agreement shall be considered associate members and shall not be entitled to vote on bylaws and amendments, elections and financial topics. Active associate members in good standing may vote on all other topics.
Section 1. All persons or entities whose deed for property within the Chagrin Harbor Beach Subdivision gives them an interest in common in the real property owned by them collectively with others and managed by the CHBA shall automatically be members of the CHBA. No person or entity who does not own a deed for property within the Chagrin Harbor Beach Subdivision that gives them an interest in common in the real property owned by them collectively with others and managed by the CHBA shall be eligible for full membership of the CHBA.
Section 2. All full members may vote on Bylaws and bylaw amendments. Only active members in good standing as defined by members that have no dues in arrears may vote on all other topics. Other topic voting will take place at general or special meetings and determined by simple majority in attendance. A quorum of ten (10) active members in good standing shall be required for voting. Each property owner shall be entitled to one (1) vote regardless of the number of adults in household. Each property owner shall be entitled to only one (1) vote regardless of the number of properties owned.
Section 3. Persons who are tenants of a member pursuant to a valid lease or rental agreement shall be considered associate members and shall not be entitled to vote on bylaws and amendments, elections and financial topics. Active associate members in good standing may vote on all other topics.
ARTICLE IV: BOARD OF DIRECTORS
Section 1. The government of the CHBA shall be vested in a Board of Directors formerly known as Trustees, consisting of nine (9) members, 5 directors, one of whom shall be designated as the standing committee, yacht club Chairman (Commodore) and 4 officers described in Article V. At the first election following the adoption of these Bylaws, three of the members of the Board of Directors shall be elected for a term of one (1) year. The remaining 2 members will be elected for a term of two (2) years. At the expiration of the term of any Director, the term of the newly elected Director shall be for a period of two (2) years.The Board shall be authorized to adopt such actions or regulations as may be deemed advisable for the proper conduct of the business of the CHBA and the guidance of all committees, officers and representatives.
Section 2. Directors shall be elected at the annual meeting in December. Nominees must be active members in good standing that own property and whose primary residence is in the Chagrin Harbor Neighborhood.
Section 3. Each Director shall be entitled to one vote at Board Meetings.
Section 1. The government of the CHBA shall be vested in a Board of Directors formerly known as Trustees, consisting of nine (9) members, 5 directors, one of whom shall be designated as the standing committee, yacht club Chairman (Commodore) and 4 officers described in Article V. At the first election following the adoption of these Bylaws, three of the members of the Board of Directors shall be elected for a term of one (1) year. The remaining 2 members will be elected for a term of two (2) years. At the expiration of the term of any Director, the term of the newly elected Director shall be for a period of two (2) years.The Board shall be authorized to adopt such actions or regulations as may be deemed advisable for the proper conduct of the business of the CHBA and the guidance of all committees, officers and representatives.
Section 2. Directors shall be elected at the annual meeting in December. Nominees must be active members in good standing that own property and whose primary residence is in the Chagrin Harbor Neighborhood.
Section 3. Each Director shall be entitled to one vote at Board Meetings.
ARTICLE V: OFFICERS
Section 1. The Officers of the CHBA shall consist of a President, Vice President, Secretary, and Treasurer. All of these shall be elected from among the active membership in good standing and whose primary residence is in the Chagrin Harbor Neighborhood. The Officers shall be elected for a term of two (2) years.
Section 2. The President shall preside at all meetings. The President shall have general supervision over the development of programs and activities. The President shall coordinate with the Secretary all functions and meetings of the Board of Directors, the General member meetings and the various committees. As approved by the Board of Directors, the President and Secretary shall sign all legal documents in the name of the organization. In addition to these and other duties incident to this office, the President shall perform such other duties as may be prescribed from time to time by the Board of Directors.
Section 3. The Vice President shall assist the President in his or her duties and in the absence or disability of the President. The Vice President shall coordinate the activities of all committees and shall perform other duties as may be prescribed from time to time by the Board of Directors.
Section 4. The Treasurer shall oversee the receipt and disbursement of the funds of the CHBA. All disbursements shall be made in the manner prescribed in ARTICLE VIII. The Treasurer shall maintain the records of all receipts and disbursements, shall make reports of the financial condition of the CHBA at the regular meetings, shall supply to the Secretary, a list of members in good standing of the CHBA including addresses, shall pay all CHBA bills in a timely manner, shall keep the membership list updated with new members and the date of membership, which is then supplied to the Secretary and shall in a timely manner, send a notice to the membership informing them of renewal of membership to the CHBA.
Section 5. The Secretary shall maintain and distribute as directed by the President or Board, accurate records of the proceedings of the Board of Directors and the General and Special member meetings. He or she shall notify the Board of Directors and/or the General membership as to the time and place of monthly or special meetings. The Secretary shall oversee records to reflect membership attendance at all CHBA meetings, said records will be maintained for a seven (7) year period. The Secretary shall submit reports as directed by the President or the Board and shall have minutes of the previous meeting at the Board and General meetings. At the termination of the term of office, the Secretary shall deliver to the President, all books, papers, correspondence, electronic files and property of the CHBA.
Section 1. The Officers of the CHBA shall consist of a President, Vice President, Secretary, and Treasurer. All of these shall be elected from among the active membership in good standing and whose primary residence is in the Chagrin Harbor Neighborhood. The Officers shall be elected for a term of two (2) years.
Section 2. The President shall preside at all meetings. The President shall have general supervision over the development of programs and activities. The President shall coordinate with the Secretary all functions and meetings of the Board of Directors, the General member meetings and the various committees. As approved by the Board of Directors, the President and Secretary shall sign all legal documents in the name of the organization. In addition to these and other duties incident to this office, the President shall perform such other duties as may be prescribed from time to time by the Board of Directors.
Section 3. The Vice President shall assist the President in his or her duties and in the absence or disability of the President. The Vice President shall coordinate the activities of all committees and shall perform other duties as may be prescribed from time to time by the Board of Directors.
Section 4. The Treasurer shall oversee the receipt and disbursement of the funds of the CHBA. All disbursements shall be made in the manner prescribed in ARTICLE VIII. The Treasurer shall maintain the records of all receipts and disbursements, shall make reports of the financial condition of the CHBA at the regular meetings, shall supply to the Secretary, a list of members in good standing of the CHBA including addresses, shall pay all CHBA bills in a timely manner, shall keep the membership list updated with new members and the date of membership, which is then supplied to the Secretary and shall in a timely manner, send a notice to the membership informing them of renewal of membership to the CHBA.
Section 5. The Secretary shall maintain and distribute as directed by the President or Board, accurate records of the proceedings of the Board of Directors and the General and Special member meetings. He or she shall notify the Board of Directors and/or the General membership as to the time and place of monthly or special meetings. The Secretary shall oversee records to reflect membership attendance at all CHBA meetings, said records will be maintained for a seven (7) year period. The Secretary shall submit reports as directed by the President or the Board and shall have minutes of the previous meeting at the Board and General meetings. At the termination of the term of office, the Secretary shall deliver to the President, all books, papers, correspondence, electronic files and property of the CHBA.
ARTICLE VI: ELECTIONS AND TERMS OF OFFICE
Section 1. The Officers and Board of Directors of the CHBA shall be elected in December and shall begin their term in January of the next year.
Section 2. The nominations meeting shall be held in October and nominations will be made for any Officer or Board of Director whose term is expiring at the end of this year. Officers and Directors shall be nominated from active members in good standing whose primary residence is in the Chagrin Harbor Neighborhood.
Section 3. At the annual meeting in December, the active members in good standing shall elect, by written ballot and by simple majority of those in attendance from among the active membership, the Officers and Directors to serve two (2) years. The Officers selected shall be those prescribed by Article V. There shall be no limitations on the number of successive terms that may be served by one person in the same office.
Section 4. Upon resignation, death or other reason for leaving office by an Officer or Director, and after a recommendation by the Board of Directors, the Directors shall appoint a qualified member to fill the vacancy on the Board or Office. Such appointee shall serve the remainder of the term of the Officer or Director he or she replaced.
Section 1. The Officers and Board of Directors of the CHBA shall be elected in December and shall begin their term in January of the next year.
Section 2. The nominations meeting shall be held in October and nominations will be made for any Officer or Board of Director whose term is expiring at the end of this year. Officers and Directors shall be nominated from active members in good standing whose primary residence is in the Chagrin Harbor Neighborhood.
Section 3. At the annual meeting in December, the active members in good standing shall elect, by written ballot and by simple majority of those in attendance from among the active membership, the Officers and Directors to serve two (2) years. The Officers selected shall be those prescribed by Article V. There shall be no limitations on the number of successive terms that may be served by one person in the same office.
Section 4. Upon resignation, death or other reason for leaving office by an Officer or Director, and after a recommendation by the Board of Directors, the Directors shall appoint a qualified member to fill the vacancy on the Board or Office. Such appointee shall serve the remainder of the term of the Officer or Director he or she replaced.
ARTICLE VII: COMMITTEES
Section 1. The President shall be empowered to appoint all committees as deemed necessary by the Board of Directors. Those appointed may include any active members, full or Associate of the CHBA
Section 2. There shall be a standing committee for the management of the yacht club operated on property managed by the CHBA and owned by the Chagrin Harbor Neighborhood property owners. The Board of Directors shall establish rules and regulations for the operation of the yacht club. The Chairman, (commonly known as the Commodore), of the yacht club committee shall be responsible for administering the policies, rules and regulations for the operation of the yacht club committee.
Section 1. The President shall be empowered to appoint all committees as deemed necessary by the Board of Directors. Those appointed may include any active members, full or Associate of the CHBA
Section 2. There shall be a standing committee for the management of the yacht club operated on property managed by the CHBA and owned by the Chagrin Harbor Neighborhood property owners. The Board of Directors shall establish rules and regulations for the operation of the yacht club. The Chairman, (commonly known as the Commodore), of the yacht club committee shall be responsible for administering the policies, rules and regulations for the operation of the yacht club committee.
ARTICLE VIII: FISCAL YEAR AND FINANCES
Section 1. The fiscal year of the CHBA shall be from January 1 until December 31.
Section 2. Income to the CHBA shall be from grants, donations, fees, membership dues, gifts and/or from fund raising activities.
Section 3. The membership dues shall be payable in the month of January, each year. The dues may be increased by a vote of the members at the annual meeting in December for the following year.
Section 4. At the first meeting of the Board of Directors in the new fiscal year, the Board shall prepare a budget of anticipated revenues and expenses. Such proposed budget shall be submitted to all members in attendance at the next general meeting. Such budget shall be set for vote on approval at this same meeting.
Section 5. Following approval of the budget, disbursements may be made in keeping with and as limited by the budget without further requirement of approval. No disbursements greater than $1500, not included in the budget, may be made without majority approval of the active members in attendance at meeting.
Section 1. The fiscal year of the CHBA shall be from January 1 until December 31.
Section 2. Income to the CHBA shall be from grants, donations, fees, membership dues, gifts and/or from fund raising activities.
Section 3. The membership dues shall be payable in the month of January, each year. The dues may be increased by a vote of the members at the annual meeting in December for the following year.
Section 4. At the first meeting of the Board of Directors in the new fiscal year, the Board shall prepare a budget of anticipated revenues and expenses. Such proposed budget shall be submitted to all members in attendance at the next general meeting. Such budget shall be set for vote on approval at this same meeting.
Section 5. Following approval of the budget, disbursements may be made in keeping with and as limited by the budget without further requirement of approval. No disbursements greater than $1500, not included in the budget, may be made without majority approval of the active members in attendance at meeting.
ARTICLE IX: MEETINGS
Section 1. The Board of Directors shall meet nine (9) times per year with a July and August recess. A minimum of three (3) Directors in good standing present at any meeting called within the rules of this section shall constitute a quorum.
Section 2. The Annual Meeting of the CHBA shall be held in December of each year. This meeting shall be for elections purposes and any other topic deemed necessary at the time.
Section 3. General Meetings of the CHBA shall be held quarterly with at least five (5) days’ notice. It shall be the obligation of each member to keep the Treasurer informed of his or her correct contact information and to notify the Treasurer of any change thereof. Any failure to do so shall be regarded as a waiver of notice of any meeting. Special meetings may be called by the President whenever necessary or desirable. Such notice for a special meeting shall set forth the purpose for which the meeting has been requested. Matters discussed or voted on at such special meetings shall be limited to the specific matter or purpose for which such meeting was requested.
Section 1. The Board of Directors shall meet nine (9) times per year with a July and August recess. A minimum of three (3) Directors in good standing present at any meeting called within the rules of this section shall constitute a quorum.
Section 2. The Annual Meeting of the CHBA shall be held in December of each year. This meeting shall be for elections purposes and any other topic deemed necessary at the time.
Section 3. General Meetings of the CHBA shall be held quarterly with at least five (5) days’ notice. It shall be the obligation of each member to keep the Treasurer informed of his or her correct contact information and to notify the Treasurer of any change thereof. Any failure to do so shall be regarded as a waiver of notice of any meeting. Special meetings may be called by the President whenever necessary or desirable. Such notice for a special meeting shall set forth the purpose for which the meeting has been requested. Matters discussed or voted on at such special meetings shall be limited to the specific matter or purpose for which such meeting was requested.
ARTICLE X: ORDER OF BUSINESS, PARLIMENTARY PROCEDURE
Section 1. The Secretary, in consultation with the President, shall prepare an agenda for all Board, General, and Special meetings.
Section 2. Roberts Rules of Order, latest revision, shall govern all proceedings, except when inconsistent with these Bylaws.
Section 1. The Secretary, in consultation with the President, shall prepare an agenda for all Board, General, and Special meetings.
Section 2. Roberts Rules of Order, latest revision, shall govern all proceedings, except when inconsistent with these Bylaws.
ARTICLE XI: REMOVAL OF DIRECTORS AND VACANCIES
Section 1. The Board of Directors may remove a Director or Officer for malfeasance, misfeasance and dereliction of duty or for missing three (3) unexcused consecutive meetings by written notice to the Director or Officer after vote of majority of active members in attendance at meeting
Section 2. Except in the case of death, removal or resignation, a Director or Officer shall serve until his or her successor has been elected. In the event of any vacancy caused by death, removal or resignation of a Director or Officer, such vacancy may be filled by a majority vote of the remaining Directors.
Section 1. The Board of Directors may remove a Director or Officer for malfeasance, misfeasance and dereliction of duty or for missing three (3) unexcused consecutive meetings by written notice to the Director or Officer after vote of majority of active members in attendance at meeting
Section 2. Except in the case of death, removal or resignation, a Director or Officer shall serve until his or her successor has been elected. In the event of any vacancy caused by death, removal or resignation of a Director or Officer, such vacancy may be filled by a majority vote of the remaining Directors.
ARTICLE XII: INDEMNIFICATION OF BOARD MEMBERS AND OTHERS
Section 1. The CHBA may purchase and maintain insurance, or furnish similar protection, on behalf of any person who is or was a Director, Officer, employee, agent or volunteer of the CHBA to protect against liability asserted against him or her in any such capacity, or arising out of his or her status as such.
Section 1. The CHBA may purchase and maintain insurance, or furnish similar protection, on behalf of any person who is or was a Director, Officer, employee, agent or volunteer of the CHBA to protect against liability asserted against him or her in any such capacity, or arising out of his or her status as such.
ARTICLE XIII: AMENDMENTS
Section 1. These Bylaws may be amended by a vote of at least 51% of the full members of the association. Approval of such amendments may be granted in writing outside of a meeting. Such written approval may consist of one (1) or several written documents signed by one (1) or more members of the CHBA.
Section 1. These Bylaws may be amended by a vote of at least 51% of the full members of the association. Approval of such amendments may be granted in writing outside of a meeting. Such written approval may consist of one (1) or several written documents signed by one (1) or more members of the CHBA.