AMENDMENTS TO THE BYLAWS OF
TOWNS COUNTY CIVIC ASSOCIATION, INC
22 JANUARY 2019
The following amendments to the bylaws of Towns County Civic Association as unanimously approved by vote at the general Membership meeting held on 22 January 2019; are as follows:
- The name of the Association shall be the “Towns County Civic Association” (otherwise abbreviated TCCA)
- “The mission of the TCCA is to provide a venue for ALL home owners in Towns County to come together to address issues and problems of mutual interest in the management, planning and development of the County and its environs”.
- Addition to Article V, Subparagraph 2.c. The Corporate Secretary. “In the absence of the Treasurer, the Secretary shall receive dues and pay the Corporation’s financial obligations and shall provide the Member payers identity and contact information to the Membership Committee’s Chairperson”.
- Changes to Article V, Subparagraph 2.d. to-wit: “The Treasurer shall receive dues payments and shall provide the Member payers’ identity and contact information to the Membership Committee’s Chairperson”.
- Amend to Article X by adding the following provision to Article X: Notwithstanding any provisions in this Article to the contrary, the Corporation shall at all times have a Membership Committee which Committee’s purposes, powers, and duties are the following: (i) solicit new members by oral or written communication, including electronic communication; (ii) post annual membership dues (as reported from the Treasurer and in the Treasurer’s absence, from the Secretary) and members’ contact information on the Corporation’s rolls; (iii) direct and conduct membership recruitment at all Corporate Membership general meetings, local showcases, and expositions, supplying appropriate Application forms, Visitor and Member sign-in forms; (iv) to develop methods, plans, programs, and the like for the retention of existing Members and recruitment of new members; (v) periodically provide to the Secretary a list of current Members in good standing and a list of Members delinquent in payment on dues including, in all cases, the Members’ contact information; and, (vi) in conjunction with or independently of the Secretary communicate with all Members concerning newsworthy community information of events and activities.
BYLAWS of the TOWNS COUNTY HOME OWNERS ASSOCIATION
Article I Name The name of this Association shall be The Towns County Home Owners Association (otherwise abbreviated TCHA).
Article II Purpose The mission of the TCHA is to provide a venue for ALL home owners in Towns County to come together to address issues and problems of mutual interest in the management, planning and development of the County and its environs.
Article III Membership Membership shall be open to all deeded homeowners in Towns County. Renters who are interested in participating in Association activities are encouraged to do so. However, absent a valid proxy from the owner(s) of record, they may not participate in formal voting.
Article IV Board of Directors
The Board of Directors (hereinafter referred to as “The Board”) shall consist of eight individuals to be elected by the membership. There shall be three classes of directors. Class A shall consist of two Directors to be elected in even years for a two-year term. Class B shall consist of two Directors to be elected in odd years for a two-year term. Class C shall be the four Officers of the Association.
2. Duties of the Board
a. The Board of Directors shall be the managing group for the Association. They shall assist the President in determining the agenda for the Association taking into full account the wishes and input of the membership as a whole. They may appoint committees to address subjects of interest to the membership, establish the period of performance for those committees and receive their reports. They shall assure that these reports are presented to the membership for review, approval and further action. If further action or discussion is required or dictated, the Board shall organize it and assist the President in the execution of any interfacing activities.
b. The Board is authorized to commit a maximum of $500 on behalf of the Association. Any amount larger than $500 must be presented to and approved by the general membership prior to obligation.
c. The Board shall be responsible for membership recruitment and for publicizing the aims, objectives and positions of the Association as a whole. The President and other members shall make it a policy to hold regular meetings with the County and City managers to understand their issues and assist with their problems and to make them aware of Association views on subjects of mutual interest.
d. To insure that the Association has direct input from the youth of the county, the Board may establish a position of ex-officio advisor to the Board which shall be filled by a young adult who is a resident of the County and who is a student at either Towns County High School or the Young Harris College. This individual shall serve for a single year during which he or she shall be invited to participate in all meetings of the Association and encouraged to engage in the discussion. At the end of the year, the individual may be re-nominated if desired or replaced with another individual from the same sources.
Article V Officers
The Officers of the Association shall be members of the Board and shall consist of a President, who shall also act as Chairman of the Board, a Vice President, a Secretary and a Treasurer. The officers shall be elected annually at a general meeting of the membership and shall serve until their successors are nominated and elected.
2. Duties of the Officers
a. President The President shall be the chief officer of the Association and the Chairman of the Board of Directors and shall preside at membership meetings and those of the Board of Directors. The President shall be the official spokesperson of the Association. He shall perform all duties usual to such office, including chairing meetings of the Board and the Membership, proposing and preparing agendas for discussion and action and overseeing the normal activities of the other officers of the Association. On matters brought before the Board, the President shall vote only in the case of a tie.
b. Vice President All duties and powers required by law, or by these Bylaws of, and all powers conferred by law or by these Bylaws upon, the President shall, in his absence, inability or refusal to act be performed by the Vice-President.
c. Secretary The secretary shall be responsible for creating and maintaining the records of all meetings of the Board of Directors and the membership. These records may be kept in writing and book form or by computer. They shall be available to any member upon request. The Secretary shall manage and maintain a current list of the membership. This list shall include an annotation as to the member’s currency on the payment of any dues or assessments. The Secretary shall be the recipient of all proxy notices and shall be responsible for notifying the President of their existence and validity. The Secretary shall be responsible for the issuance of all meeting notices as required elsewhere in these Bylaws. d.
d. Treasurer The Treasurer shall open and maintain a bank account for the Association. Periodic reports on the status of this account shall be made at the meetings during the fiscal year with a summary due at the annual meeting. The Treasurer shall be authorized to sign checks for the payment of bills incurred by the Association. Association checks shall require dual signatures, one to be that of the Treasurer, the other to be either that of the President or Vice President. The Treasurer shall receive the dues payments and provide names of current members to the Secretary.
Article VI Dues The dues of the Association shall be established by the Board. They shall be payable on the first day of the fiscal year of the Association. Notice for payment of the dues shall be mailed to each member not less than two weeks before they come due and shall contain an address where payment can be made. Members whose dues are more than 30 days overdue shall be deemed delinquent and shall be denied voting rights until their accounts are made current. A member whose dues are more than 6 months delinquent shall be dropped from the rolls of the Association.
Article VII Meetings
1. Of the Board of Directors
A regular meeting of the Board shall be held no less than four times each year at a place of their choosing. All meetings of the Board shall be open to all who wish to attend. a. Five members of the Board shall constitute a quorum for transacting business and for voting purposes. b. A special meeting of the Board may be called by any two members of the Board by submitting a request for such a meeting in writing to the Chairman.
2. Of the Membership
There shall be a minimum of one meeting of the entire membership annually. This meeting shall occur during the last month of the fiscal year and shall, at a minimum, elect the officers and directors whose terms are open for the coming year. Other meetings may be called by the Chairman of the Board/President as may be required. Meetings of the membership shall be announced by the Secretary by direct notice to the members and/or by notice in the County newspapers. This notice shall be given at least two weeks in advance. The meetings shall be held in a public place of sufficient size to comfortably accommodate all members wishing to attend.
a. A quorum for a meeting of the membership shall be 20% of those members in good standing.
b. The order of business for the annual meeting of the general membership shall be determined by the President, but shall consist, at a minimum, of presentation of the minutes of the last meeting by the Secretary, a Treasurers report on the financial status of the Association, a review of unfinished old business, appropriate committee reports and new business. Any present member may raise an item of new business.
c. Special meetings of the membership may be called by 10% of the members in good standing by submitting their request along with their signatures in writing to the Secretary of the Association. After verifying the validity of all the signatures the Secretary shall notify the Board of the request, schedule the meeting and issue the required notice to the full membership in accordance with Paragraph B above.
Article VIII Elections
Elections of the Officers and Directors of the Association shall be held at the annual meeting of the membership to be held during the last month in the fiscal year. Notice of the elections containing the names of the nominees for each office shall be mailed to the membership not less than 30 days prior to the annual meeting. Election shall be by majority of the members present and voting. Cumulative voting shall not be allowed.
1. Nominating Committee.
Two months prior to the end of the fiscal year, the President shall appoint a committee of not less than three members to act as a nominating committee for these elections. The current Vice President of the Association shall chair that committee which shall make its recommendations in a timely manner to meet the notice requirements of the paragraph next above. Nominations from the floor will also be allowed during the annual meeting.
Vacancies on the Board or among the Officers shall be filled by the Board by appointing a member to the subject vacancy to serve for the remainder of the respective term. In the event that the vacancy is that of the President, the Vice President shall serve as President, holding both offices for the remainder of the term.
3. Removal of an Officer or Director
An Officer or Director may be removed for cause by a majority vote of the membership at a meeting specially called therefore. To initiate such a removal vote, the meeting must be requested in writing by notice of 20% of the membership in good standing to the Association Secretary. The Secretary, having received such notice and determined that the signatories making up the 20% are valid members in good standing, shall schedule the requested meeting within not more than 30 days and providing the meeting notice as required elsewhere in these Bylaws.
Article IX Voting
1. Voting Rights
Voting rights upon issues under consideration by the Association shall belong to all members in good standing. A member is in good standing when his dues are current. On votes of record each individual home shall have a single vote even though multiple owners of the same home shall be present.
A member in good standing who cannot attend a meeting may give his voting proxy to another member by a statement in writing delivered to the Secretary of the Association prior to the start of the subject meeting. The proxy shall be dated and state clearly the period for which it shall be valid.
3. Renter Voting
A Home Owner in good standing who rents his property may give his voting proxy to his renter. This proxy shall state the name of the renter, the period for which the proxy shall be valid and shall be signed and notarized and delivered to the Secretary of the Association prior to the start of the first meeting for which it shall be valid.
4. Multiple Properties
A Home Owner of multiple properties may only have one vote which he may exercise himself or delegate to one of his renters according to the procedures described in the paragraph next above.
5. Majority Vote
A majority vote of the members present shall be sufficient for the approval of any initiative or proposal.
Article X Committees
The Board of Directors or the President may designate committees of the membership to consider and study issues of interest and concern to the Association. In forming a committee, the Board or President shall appoint a Chairman for that specific committee. It shall set a time frame for the evaluation and interim reporting periods if such are required. The final report of a committee shall minimally be presented to the Board and/or membership. The purpose of forming committees to address specific issues is to bring the focused attention of a small group containing, where possible, specific expertise on the subject at issue. Therefore, at the discretion of the Board, assistance from outside of the Association may be added to the committee where such is deemed by the Board to be of value.
Article XI Amendments
- Changes to these Bylaws may be proposed by the Board or by a written petition signed by at least 20% of the Association’s voting members.
- Notice of each proposed amendment of the Bylaws shall be provided by mail to the Association’s membership at least 30 days in advance of Board action on the proposed amendment.
- Taking into consideration the opinions of the membership on proposed changes, the Board will present to the membership the amendment(s), which may be approved by a majority of the members present at the meeting scheduled for debate and voting thereon.
Article XII General Provisions and Definitions
- Fiscal Year – The Association fiscal Year shall run from 1 July through 30 June of the following year.
- Home Owner – A Home Owner is a person or persons who possess deeded ownership of a parcel of land in Towns County on which there is a permanent residence in which he/she/ they reside.
- Member in good standing – a Home Owner whose dues are current.
- Condominium Owner – For the purpose of this Association, the deeded owner(s) of a residential condominium shall be considered Home Owners.
- Bylaws – These Bylaws as approved and/or amended by the Board.
- Indemnification -The directors and officers may be indemnified by the Association to the fullest extent permissible under the laws of the state of Georgia.
- No officer or director shall serve more than two consecutive terms without an intervening term.
- Questions of order shall be resolved by the latest version of Roberts Rules of Order.
- “Mailed” or “mail” shall include the use of electronic mail as well as the U.S. Post Office.
SECOND AMENDMENT TO BYLAWS OF THE TOWNS COUNTY HOME OWNERS ASSOCIATION
Pursuant to the June 23, 2017, Annual General Membership meeting the Bylaws of the Towns County Home Owners Association shall be amended as follows:
Article V, Officers, Section 2. Duties of the Officers, d. Treasurer: The Treasurer shall open and maintain a bank account for the Association. Periodic reports on the status of this account shall be made at the meetings during the fiscal year with a summary due at the annual meeting. The Treasurer shall be authorized to sign checks for the payment of bills incurred by the Association. Association checks shall require one of the following signatures, the Treasurer, the Secretary, or the President. The Treasurer shall receive the dues payments and provide names of current members to the Secretary.
Article XII, General Provisions and Definitions, Section 7. Delete Section 7