We, the residents of the Neighborhood of Hillwood, in the pursuit of our common objective to maintain and improve the quality of our neighborhood through our collective participation in our common security, promotion of a sense of community, and establishment of neighborhood tranquility, hereby join together and establish the Hillwood Homeowner’s Association to effectuate these objectives and hereto set forth the following Bylaws to govern its purpose and function.
I. ARTICLE ONE ? NAME
The name of the association shall be Hillwood Homeowners Association.
II. ARTICLE TWO ? PRINCIPAL ADDRESS
The principal address of the association shall be at 3066 Zelda Road PMB 380 Montgomery AL 36106. The association may establish such other addresses as may from time to time be designated by its members.
III. ARTICLE THREE ? MEMBERSHIP
A. Active Membership. Any person who has established residency within the neighborhood of Hillwood is eligible to become an active member of the association, with full voting and other privileges.
B. Voting. Each active member shall be entitled to one vote in the affairs of the association.
C. Duration of Membership. Membership in the association may terminate by voluntary withdrawal as provided in these bylaws. All rights, privileges, and interest of a member in or to the association shall cease on termination of membership. Memberships shall be nontransferable. Any member may, by giving written notice of such intention, withdraw from membership. Withdrawals shall be effective on fulfillment of all obligations to the date of withdrawal.
D. For the purposes of this neighborhood association the neighborhood of Hillwood shall be the residential housing development which is bordered on the west by Zelda Road and east by Perry Hill Rd, the northern boundary of the neighborhood is adjacent to I-85 and the southern border is shaped by Vaughn Rd.
III-A. Article Three A ~ Business Membership
A. Business Membership Description of Eligibility. Any business located in the Hillwood Festival shopping center, the Zelda Place shopping center, or the Westminster shopping center, which are located along Zelda Road running parallel to the neighborhood, or any business located on Zelda Road, or any Business located within the neighborhood as described in article 3 section E shall be eligible for business membership.
B. Entrance Fee and Dues. The entrance fee for business membership in the association shall be $ 100.00. Business members shall pay annual dues in the amount of $ 100.00.
C. Business Members Voting Privileges. Business members shall not be entitled to the same voting privileges as active individual members. A business member’s voting privileges shall be limited to the issue of changing the amount of dues that shall be charged to business members.
D. Duration of Membership. Membership in the association may terminate by voluntary withdrawal as provided in these bylaws. All rights, privileges, and interest of a member in or to the association shall cease on termination of membership. Memberships shall be nontransferable. Any member may, by giving written notice of such intention, withdraw from membership. Withdrawals shall be effective on fulfillment of all obligations to the date of withdrawal.
E. Business Solicitation. Business members shall be permitted to submit, by email, one business solicitation per month to the president or secretary of the Hillwood Homeowners Association for the purposes of posting that solicitation to the Hillwood Homeowners Association website. Each business solicitation submitted shall remain on the website for the calendar month in which it was submitted. (Example: If a business solicitation is email and then posted to the Hillwood HOA site on January 6th, 2012 it will remain visible on the website until last day of the month of January 2012.)
IV. ARTICLE FOUR ? ENTRANCEFEE AND DUES
A. Entrance Fee. The entrance fee for membership in the association shall be $ 27.00.
B. Amount of Dues. The annual dues required for membership in the association shall be determined by the vote of the active members. Dues may be varied from year to year, but shall be the same for all active members. To change the amount of dues a motion shall be made at regularly scheduled meeting, followed by a second, and an affirmative vote of 2/3 of the registered members shall be required to pass the motion. If 2/3 of the registered members are not present at the meeting the motion shall not pass and the motion shall be put to an online vote.
V. ARTICLE FIVE ? MEETINGS
A. Meetings. There shall be monthly meeting of the association unless otherwise ordered by the president, for election of officers, receiving reports, and the transaction of other business. Meetings shall be open to active members. Notice of such meetings, shall be posted on the Association’s website not less than 5 days before the time appointed for the meeting.
B. Quorum. Two active members of the association, when present at any meeting, shall constitute a quorum, and in case that there are less than this number, the presiding officer may adjourn from time to time until a quorum is present.
C. Order of Business. The order of business at the annual meetings shall be as follows:
1. Call to order.
2. Reading of minutes of previous meeting by the secretary.
3. Receiving communications.
4. Reports of officers.
5. Reports of committee heads and committee members.
6. Old business.
7. New business.
8. Election of officers.
9. Adjournment.The order of business may be altered or suspended at any meeting by a majority vote of the members present. The usual parliamentary rules as laid down in the latest edition of Robert’s Rules of Order shall govern, when not in conflict with these bylaws.
D. Special Meetings. Special meetings of the association may be called at any time by the president, and must be called at any time by the president or in the president’s absence by the vice-president or secretary, or at the request of an active member of the association. 5 days’ notice, by posting on the Association’s website, of any special meeting must be given to the members of the association, and the notice must state the object of the meeting.
VI. ARTICLE SIX ? OFFICERS
A. Elected Officers. The elected officers of the association shall be a president, a vice-president, a secretary, and a treasurer. Other offices and officers may be established and elected by the active members of the association at the regular meetings.
B. Terms. The president, the vice-president, the secretary, and the treasurer shall take office immediately upon their election, and shall serve for a term of one year and until successors are duly elected. Officers are eligible for re-election. Vacancies in any office may be filled for the balance of the term of such office by election of the active members.
C. President. The president shall be the chief officer of the organization, and shall be present at meetings of the association. The president shall be a member ex officio of all committees. The president shall communicate to the association such matters and make such suggestions as may in the president’s opinion tend to promote the welfare and increase the usefulness of the association, and shall perform such other duties as are necessarily incident to the office.
D. Vice-president. The vice-president shall perform all duties of the president during the absence of the president. The vice-president shall be a member ex officio of all committees.
E. Treasurer. The treasurer shall keep an account of all moneys received and expended for use of the association, and shall make disbursements authorized by the president or such other persons as the active association members may prescribe. All sums received shall be deposited by the treasurer or the president or the vice-president or automatically deposited in the bank or banks approved by the association, and the treasurer shall make a report at each monthly meeting or when called upon by the president. The duties of the treasurer may be delegated to the president or vice-president. The funds, and books in the hands of the treasurer shall at all times be subject to verification and inspection of the elective officers of the association. At the expiration of the treasurer’s term of office he or she shall deliver to his or her successor all books, money, and any other property of the association currently in the treasurer’s possession.
F. Secretary. The administration and management of the association shall be vested in the secretary. The duties of the secretary may be delegated to the president or vice-president. It shall be the duty of the secretary:
1. To give notice of and attend all meetings of the association and all committees and to make provision for the keeping of a record of proceedings.
2. To conduct correspondence and to carry into execution all orders, votes, and resolutions not otherwise committed.
3. To keep a list of the members of the association.
4. To establish machinery for the collection of dues and their payment to the treasurer.
5. To keep records of any agents retained by the association, and to take charge of and supervise the performance by such agents of their duties.
6. To prepare, with the concurrence of the treasurer, an annual report of the transactions and condition of the association, and generally to act in the best interests of the association.
VII. ARTICLE SEVEN ? ELECTIONS
Officers. The election of association officers shall take place annually in the month of August at the time and place of the regular monthly meeting. Any active member shall be eligible for office and any active members shall be entitled to vote. Candidates who receive a majority of votes so cast shall be elected.
VIII. ARTICLE EIGHT ? COMMITTEES
The association may create committees as the officers and members see necessary. Committees may be established by a vote of the active membership. Members of these committees, except the chairman, shall be appointed by the president. The chairman of a committee shall be nominated by the president and elected by a majority vote of active members present at the monthly meeting when the chairman was nominated. Vacancies that occur on any committee by reason of death, resignation, or otherwise, shall be filled by appointment by president for the unexpired term.
IX. ARTICLE NINE ? ONLINE VOTE
Any issue that comes before the association may be required to be submitted to the active membership for an online vote. An online vote motion shall be made, require a second, and must obtain a majority vote of active members in attendance during the regular course of new business of any monthly meeting. The issue to be voted on shall be submitted writing for decision by posting the question on the association’s website, and the question thus presented shall be determined according to a majority of the votes received not less than 2 weeks after such submission to the membership, provided that, in each case, votes of at least 1/3 of the members shall be received. Action taken in this manner shall be as effective as action taken at a duly called meeting.
X. ARTICLE TEN ? AMENDMENTS
These bylaws may be amended, repealed, or altered, in whole or in part, by a majority vote at any duly organized meeting of the association.
XI. ARTICLE ELEVEN ? LIABILITIES
Nothing in these bylaws shall constitute members of the association as partners for any purpose. No member, officer, agent, or employee shall be liable for the acts or failure to act of any other member, officer, agent, or employee of the association. Nor shall any member, officer, agent, or employee be liable for his or her acts or failure to act under these bylaws, excepting only acts or omissions arising out of his or her willful misfeasance.
XII. ARTICLE TWELVE ? FUNDS
This association is not intended as a profit-making organization, nor is it founded with the expectation of making a profit. The association shall use its funds only for objects and purposes specified in these bylaws.
XIII. ARTICLE THIRTEEN ? INSIGNIA
The association, by majority vote of members present at a meeting, may adopt an insignia, colors, badges, and flags for the association as it deems desirable.
XIV. ARTICLE FOURTEEN ? DISSOLUTION
The association may be dissolved by the vote of a 2/3 majority of its members. In the event of dissolution, the property of the association shall be distributed equally among active members.