We also had to abide by the CHA covenant when planting willows:
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BY_LAWS
OF
COTTONWOOD HOMEOWNERS ASSOCIATION
ARTICLE 1: NAME AND LOCATION
The name of the corporation is Cottonwood Estates Homeowners Association,
hereinafter referred to as the “Association”. The principal office of the corporation shall
be located at 2750 Chugwater Dr, Laramie, Wyoming, 82070, but meetings of members
and directors may be held at such place within the state of Wyoming, as may be
designated by the Board of Directors.
ARTICLE 2: DEFINITIONS
The definition of terms used herein shall be identical with any definitions
specifically provided in the Declaration of Covenants, Conditions and Restrictions.
ARTICLE 3: MEETING OF MEMBERS
n Section 1. Annual Meetings. The first annual meeting of the members shall be
held within one year from the date of incorporation of the Association. Each
regular annual meeting is held on the last Wednesday in April, if possible; or
the nearest convenient date.
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n Section 2. Special Meetings. Special meetings of the members may be called at
any time by the President or by the Board of Directors, or upon written request
of the members who are entitled to vote one-fourth (1/4) of all the votes of the
Class A Membership.
n Section 3. Notice of Meetings. Written notice of each meeting of the members
shall be given by, or at the direction of, the Secretary or person authorized to
call the meeting, by mailing a copy of such notice, postage prepaid, at least 15
days before such meeting to each member entitled to vote thereat, addressed to
the member’s address last appearing on the books of the association for the
purpose of notice. Such notice shall specify the place, day and hour of the
meeting, and, in the case of a special meeting, the purpose of the meeting.
n Section 4. Quorum. The presence at the meeting of members entitled to case,
or of proxies entitled to cast, one-third (1/3) of the votes of each class of
membership shall constitute a quorum for any action except as otherwise
provided in the Articles of Incorporation, the Declaration, or these By-Laws. If
however, such quorum shall not be present or represented at any meeting, the
members entitled to vote thereat shall have power to adjourn the meeting from
time to time, without notice other than announcement at the meeting, until a
quorum as aforesaid shall be present or be represented.
n Section 5. Proxies. At all meetings of members, each member may vote in
person or by proxy. All proxies shall be in writing and filed with the secretary.
Every proxy shall be revocable and shall automatically cease upon conveyance
by the member of his Lot/ Proxies shall only be exercised by another member.
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ARTICLE 4: BOARD OF DIRECTORS:SELECTION: TERM OF OFFICE
n Section 1. Number. The affairs of the Association shall be managed by a
Board of Directors of three members until the first annual election, at which
time the number shall be not less than five nor more than ten as may be set by
the membership at the first annual election. Commencing with the fourth year
of the corporation, not less than a majority of the Directors shall be members of
the Association.
n Section 2. Term of Office. The term of office of the Directors for the initially
designated officers, shall be one year. At such time as the Board of Directors
may be increased to five (5) or more members by appropriate By-Laws, the
Association may also provide that the term of office thereafter will be for a
period of two (2) years with the terms of Directors appropriately scheduled so
that a proportionate number of positions shall be subjects to re-election at each
annual meeting. There are no term limits. Term of office is April 1 to March
31.
n Section 3. Removal. Any Director may be removed by the Board, with or
without cause, by a majority vote of the members in the Association. In the
event of death, resignation or removal of a Director, his successor shall be
selected by the remaining members of the Board and shall serve for the
unexpired term of his predecessor.
n Section 4. Compensation. No Director shall receive compensation for any
service he may render to the Association. However, any Director may be
reimbursed for his actual expenses incurred in the performance of his duties.
n Section 5. Action Taken Without a Meeting. The Directors shall have the right
to take any action in the absence of a meeting which they could take at a
meeting by obtaining the written approval of all the Directors. Any action so
approved shall have the same effect as though taken at a meeting of the
Directors.
ARTICLE 5: NOMINATION AND ELECTION OF DIRECTORS
n Section 1. Nomination. Nomination for election to the Board of Directors shall
be made by a Nominating Committee. Nominations may also be made from the
floor at the annual meeting. The Nominating Committee shall consist of a
Chairman, who shall be a member of the Board of Directors, and two or more
members of the Association, The nominating Committee shall be appointed by
the Board of Directors prior to each annual meeting of the members, to serve
from the close of such annual meeting until the close of the next annual
meeting. The Nominating Committee shall make as many nominations for
election to the Board of Directors as it shall in its discretion determine, but not
less than of vacancies that are to be filled. Such nominations may be made from
among members or non-members.
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n Section 2. Election. Election to the Board of Directors shall be by secret
written ballot. At such election the members or their proxies any cast, in respect
to each vacancy, as many votes as they are entitled to exercise under the
provisions of the Declaration. The persons receiving the largest number of
votes shall be elected. Cumulative voting is not permitted. At no time shall less
than a majority of the elected directors by other than members of the
Association or duly designated representatives of Class B members who may
be incorporated entities.
ARTICLE 6: MEETING OF DIRECTORS
n Section 1. Regular Meetings. Regular meetings of the Board of Directors shall
be held monthly without notice, at such place and hour as may be fixed from
time to time by resolution of the Board. Should said meeting fall upon a legal
holiday, then that meeting shall be held at the same time on the next day which
is not a legal holiday.
n Section 2. Special Meetings. Special meetings of the Board of Directors shall
be held when called by the President of the Association, or by any two
Directors, after not less than three (3) days’ notice to each Director.
n Section 3. Quorum. A majority of the members of Directors shall constitute a
quorum for the transaction of business. Every act or decision done or made by a
majority of the Directors present at a duly held meeting at which a quorum is
present shall be regarded as the act of the Board.
ARTICLE 7: POWERS AND DUTIES OF THE BOARD OF DIRECTORS
n Section 1. Powers. The Board of Directors shall have power to:
(a) Adopt and publish rules and regulations governing the use of the
Common Area and facilities, and the personal conduct of the members
and their quests thereon, and to establish penalties for the infraction
thereof;
(b) Suspend the voting rights and right to use the recreational facilities of
a member during any period in which such member shall be in default
in the payment of any assessment levied by the Association. Such
rights may also be suspended after notice and hearing, for a period not
to exceed sixty (60) days for infraction of published rules and
regulations;
(c) Exercise for the association all powers, duties and authority vested in
or delegated to this Association and not reserved to the membership
by other provisions of these By-Laws, the Articles of Incorporation,
or the Declaration;
(d) Declare the office of a member of the Board of Directors to be vacant
in the event such member shall be absent from three (3) consecutive
regular meetings of the Board of Directors; and
(e) Employ a manager, an independent contractor, or such other
employees as they deem necessary, and to prescribe their rules.
n Section 2. Duties. It shall be the duty of the Board of Directors to:
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(a) Cause to be kept a complete record of all its acts and corporate affairs
and to present a statement thereof to the members at the annual
meeting of the member, or at any special meeting when such statement
is requested in writing by one-fourth (1/4) of the Class A members
who are entitled to vote;
(b) Supervise all officers, agents, and employees of this Association, and
to see that their duties are properly performed;
(c) As more fully provided in the Declaration, to:
1. Fix the amount of the annual assessment against each Lot at
least thirty (30) days in advance in each annual assessment
period;
2. Send written notice of each assessment to every Owner subject
thereto at least thirty (30) days in advance of each annual
assessment period; and
3. Collection of one-twelfth (1/12) of the annual assessments
from each owner each month.
4. Foreclose the lien against any property for which assessments
are not paid within thirty (30) days after due date or to bring an
action at law against the Owner personally obligated to pay the
same;
5. Act as officers and directors of the water supply and/or utility
company in the event that its organization and operation are
required upon non-acceptance of water delivery by the City of
Laramie.
(d) Provide the care, upkeep and surveillance of the Project and the
Common Area and facilities and the limited common elements and
facilities;
(e) Issue, or to cause an appropriate officer to issue, upon demand by any
person, a certificate setting forth whether or not any assessment has
been paid. A reasonable charge may be made by the Board for the
issuance of these certificates. If a certificate states an assessment has
been paid, such certificate shall be conclusive evidence of such
payment;
(f) Procure and maintain adequate liability and hazard insurance on
property owned by the Association;
(g) Cause all officers or employees having fiscal responsibilities to be
bonded, as it may deem appropriate;
(h) Notify the mortgagee of a unit of any assessments remaining unpaid
for a period of thirty (30) days after date such assessments were due
from the owner of such unit.
ARTICLE 8: OFFICERS AND THEIR DUTIES
n Section 1. Enumeration of Offices. The officers of this Association shall be a
President and Vice President, who shall at all times be members of the Board of
Directors, a Secretary, and a Treasurer, and such other officers as the Board
may from time to time by resolution create.
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n Section 2. Election of Officers. The election of officers shall take place at the
first meeting of the Board of Directors following each annual meeting of the
members.
n Section 3. Term. The officers of this Association shall be elected annually by
the Board and each shall hold office for one (1) year unless he shall sooner
resign, or shall be removed, or otherwise disqualified to serve.
n Section 4. Special Appointments. The Board may elect such other officers as
the affairs of the Association may require, each of whom shall hold office for
such period, have such authority, and perform such duties as the Board may,
from time to time, determine.
n Section 5. Resignation and Removal. Any officer may be removed from office
with or without cause by the Board. Any officer may resign at any time giving
written notice to the Board, the President, or the Secretary. Such resignation
shall take effect on the date of receipt of such notice or at any later time
specified therein, and unless otherwise specified therein, the acceptance of such
resignation shall not be necessary to make it effective.
n Section 6. Vacancies. A vacancy in any office may be filled by appointment by
the Board. The officer appointed to such vacancy shall serve for the remainder
of the term of the officer he replaces.
n Section 7. Multiple Offices. The offices of Secretary and Treasurer may be
held by the same person. No person shall simultaneously hold more than one of
any of the other offices except in the case of special offices created pursuant to
Section 4 of this Article.
n Section 8. Duties of Officers. The duties of the officers are as follows:
PRESIDENT
(a) The President shall preside at all meetings of the Board of Directors;
shall see that orders and resolutions of the Board are carried out; shall
sign all leases, mortgages, deeds and other written instruments and
shall co-sign all checks and promissory notes;
VICE PRESIDENT
(b) The Vice President shall act in the place and stead of the President in
the event of his absence, in ability or refusal to act, and shall exercise
and discharge such other duties as may be required of him by the
Board;
SECRETARY
(c) The Secretary shall record the votes and keep the minutes of all
meetings and proceedings of the Board and of the members; keep the
corporate seal of the Association and affix it on all papers requiring
said seal; serve notice of meetings of the board and of the members of
the Association together with their addresses, and shall perform such
other duties as required by the Board.
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TREASURER
(d) The Treasurer shall receive and deposit in appropriate bank accounts
all moneys of the Association and shall disburse such funds as directed
by resolution of the Board of Directors; shall sign all checks and
promissory notes of the Association; keep proper books of account;
cause an annual audit of the Association books to be made by a public
accountant at the completion of each fiscal year; and shall prepare an
annual budget and a statement of income and expenditures to be
represented to the membership at its regular annual meeting, and
deliver a copy of each to the members.
ARTICLE 9: COMMITTEES
The Association shall appoint an Architectural Control Committee, as
provided in the Declaration, and a Nominating Committee, as provided in these By-Laws.
In addition, the Board of Directors shall appoint other committees as deemed appropriate
in carrying out its purpose.
ARTICLE 10: BOOKS AND RECORDS
The book, records and papers of the Association shall at all times, during
reasonable business hours, be subject to inspection by any member. The Declaration, the
Articles of Incorporation and By-Laws of the Association shall be available for
inspection by any member at the principal office of the Association, where copies may be
purchased at reasonable cost.
ARTICLE 11: ASSESSMENTS
As more fully provided by the Declaration, each member is obligated to pay to
the Association annual and special assessments which are secured by a continuing lien
upon the property against which the assessment is made. Any assessments which are not
paid when due shall be delinquent. If the assessment is not paid within thirty (30) days
after the due date, the assessment shall bear interest from the date of delinquency at the
rate of twelve percent (12%) per annum, and the Association may bring an action at law
against the owner personally obligated to pay the same or foreclose the lien against the
property, and interest, costs, and reasonable attorneys fees of any such action shall be
added to the amount of such assessment. No owner may waive or otherwise escape
liability for the assessments provided for herein by non-use of the Common Area or
abandonment of his Lot.
ARTICLE 12: CORPORATE SEAL
The Association shall have a seal in circular form having within its
circumference the words: Cottonwood Estates Homeowners Association.
ARTICLE 13: AMENDMENTS
n Section 1. These By-Laws may be amended, at a regular or special meeting of
the members, by a vote of a majority of a quorum of members present in person
or by proxy.
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n Section 2. In the case of any conflict between the Articles of Incorporation and
these By-Laws, the Articles shall control; and in the case of any conflict
between the Declaration and these By-Laws, the Declaration shall control.
ARTICLE 14: MISCELLANEOUS
The fiscal year of the Association shall begin on the first day of January and
end on the 31st day of December of every year, except that the first fiscal year shall begin
on the date of incorporation.
ARTICLE 15: GUIDELINES FOR BUSINESS CONDUCTED IN HOME
Business may be conducted within a home at the approval of the board and within the
guidelines following:
1. The homeowner must meet with the board to present his business and
detail the potential impact his business may have on the association.
2. The board retains the right to deny the business after the fact if the
homeowner has violated predetermined guidelines.
3. If a homeowner sells his property, his business is not automatically
“grandfathered” in as an acceptable business in the Association. If the new homeowner
plans to retain the business, he must meet with the board to present his business and
detail the potential impact it may have on the association. The board must approve his
business.
4. A homeowner conducting business on his property must adhere to the
following guidelines:
A. Visual: There should be no visual signs of a business existing
within.
B. Smell: There should be no smells emanating from the property,
even “pleasant” ones.
C. Signs: There should be no signs indicating a business within.
D. Noise: There should be no business noises.
E. Deliveries: There should be no deliveries from vendors (exclusive
of UPS, Fed Ex, USPS type deliveries.)
F. Any other obvious signs of a business or nuisances on the property
are not permitted.
G. Business should have general liability insurance.
ARTICLE 16: WATER LINE MAINTENANCE
1. The association is responsible for the maintenance of the water line up to
the junction near the road where it connects to the homeowner’s line.
2. The homeowner is responsible for the maintenance of the water line from
within his home to the junction near the road where it connects to the main, including
keeping his water meter in correct working order. The meter and outdoor meter reader
should be repaired within 30 days of notification.
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ARTICLE 17: PROVISIONS FOR COMMON AREA USAGE
Due to the growing number of requests for various types of activities in the Cottonwood
Estates; the Cottonwood Homeowners Board has proposed the following guidelines in
any decision regarding proposed activities within the Cottonwood Estates.
Both requests for, and possible approval of, any proposed activity must be sanctioned by
the Cottonwood Homeowners Board of Directors, and must meet the following criteria:
a. A request for use of the Cottonwood area must be submitted in written form to a
current CHA Board member for the Board's approval at least 30 days before the proposed
event. At that time, a list of criteria for Common’s area usage will be given to the group
requesting usage.
b. Any group requesting use of the Cottonwood area must provide a copy of their
group’s Liability Insurance of $1,000,000.00.
c. A Cottonwood Estates homeowner must be a member of the participating group
and must be present at the event.
d. The activity must have educational value.
e. All members of the group requesting usage must be made aware that they are on
private property.
f. Activities are subject to approval each year; there are no "automatic" approvals
based on precedent.
g. Any group given permission to use the area must follow all CHA policies and
Bylaws.
h. The Cottonwood Board has the right to refuse any group use in the area.
i. The Cottonwood Board has the right to revoke this commons use privilege at any
time.
Original By-Laws 1980
IN WITNESS WHEREOF, we being all of the Directors of the Cottonwood
Estates Homeowners Association have hereunto set out hands this _____day of
_____________________, 1980
James L. Romsa
Candy L. Romsa