By Laws

Ridglea Country Club Estates Homeowners Association, Incorporated, Fort Worth, Texas

Revised By Laws
Approved June 11, 1985
Last Amended June 2012

ARTICLE I
Name

The name of this Organization shall be the Ridglea Country Club Estates Homeowners Association, Inc., hereinafter referred to as Association.

ARTICLE II
Purpose

This Association shall be a non-profit organization incorporated in the State of Texas for the purpose of promoting the civic community welfare and pride among the residents of Ridglea Country Club Estates Subdivision, Tarrant County, Texas, of encouraging and enforcing the restrictive regulations and covenants of said Subdivision conducive to desirable improvements and benefits for that Subdivision and to foster and assist in the general civic and social enterprises and activities which may be beneficial to the Community.

ARTICLE III
Membership

Section 1 – All resident property owners within the Ridglea Country Club Estates Subdivision shall be eligible to membership in this Association. A membership unit, which shall be entitled to a total of two votes, shall consist of a resident property owner defined and grouped as follows to wit:

Husband and wife, widow or widower, unmarried person, or two or more joint owners, as reflected by the Deed Records of Tarrant County, Texas.

Section 2 – Any resident property owner eligible to membership may become a member by applying therefore to the Secretary and paying the required dues to the Treasurer.

Section 3 – Each membership unit shall be entitled to an aggregate of two votes as follows to wit:

Husband and wife resident property owner members shall each be entitled to one vote, provided however, in the absence of either, the other shall be entitled to cast two votes, a single person, widow or widower, who shall qualify as a resident property owner member, as above defined, shall be entitled to two votes, and in the event two or more unmarried persons jointly own and occupy property in the Subdivision as their residence, such joint owners shall be entitled to the aggregate of only two votes.

Section 4 – No one shall be entitled to participate in the affairs of this Association or hold office therein except members in good standing as to payment of their dues.

ARTICLE IV
Dues

Section 1 – Annual Dues shall be $100.00 for each membership unit. Those membership units within the Allen Place Addition shall pay an additional fee of $10 covering their entryway lighting costs. Such fees shall be determined annually before the beginning of each fiscal year. All annual dues and fees shall be payable by July 1 of each calendar year. A new membership unit, joining for the first time, shall pay dues for a full year if the date of joining falls at any time in the first six months of the Association’s fiscal year. If the date of joining falls in the second six months, the amount of dues payable shall be one-half (1/2) of the annual dues.

Section 2 – All social events of the Association shall be designed to be monetarily self-supporting, and all due effort shall be made to ensure this goal is met.

ARTICLE V
Fiscal Year

The fiscal year of the Association shall begin on July 1 of each calendar year and extend through June 30 of the following year.

ARTICLE VI
Mailing Address

A permanent mailing address shall be established and maintained by the Association.

ARTICLE VII
Officers

Section 1 – The elected officers of this Association shall consist of the President, First Vice-President (President Elect), Second Vice-President, Secretary, and Treasurer. The elected officers shall be voted on by the members at the annual meeting of the membership. A General Counsel, a member of the Association, appointed by the President with the advice and consent of the Executive Committee, and the Immediate Past President shall be ex officio officers of the Association.

Section 2 – The term of office of each officer shall be for a period of one year or until a successor is elected.

Section 3 – In case a vacancy occurs among the officers, the Board of Directors shall elect a successor to serve the unexpired term of the office vacated.

ARTICLE VIII
Duties of Officers

Section 1 – The President shall preside at all meetings of the Association, preserve order, enforce the Bylaws, and exercise supervision of the Association’s affairs generally. The President shall decide all questions of procedure and order for the Association; shall with the advice and consent of the Executive Committee, appoint all committees except the nominating committee, and shall be an ex-officio member of all such committees except the nominating committee unless otherwise provided for in these Bylaws. The President shall be chairman of the Executive Committee and the Board of Directors. The president shall perform such other additional duties as are customarily performed by such officer.

Section 2 – The Vice-Presidents shall assist the President in the discharge of all duties. In the absence of the President, the First Vice-President or alternatively the Second Vice-President shall perform the duties of the President during the latter’s absence. Further, the Vice-Presidents shall perform any and all additional duties which may be delegated by the President or Board of Directors. Each new business year the incumbent Vice-Presidents will succeed as the nominees to the next higher positions.

Section 3 – The Secretary shall keep a full and correct record of all proceedings of the Association and of the Board of Directors, and shall have charge of all records of the Association, except those to be maintained by the Treasurer; shall receive all communications, conduct correspondence, and mail all reports. Minutes recorded by the Secretary shall be submitted to the President within ten days thus ensuring accuracy and continuity. With the prior approval of the President, the approved minutes of the Board of Directors and the approved minutes of the Annual meeting may be posted on the RCCEHA website for informational purposes. Further, the secretary shall perform such other and additional duties as may be delegated by the President or Board of Directors.

Section 4 – The Treasurer shall receive all dues and funds belonging to the Association and shall deposit all such funds in the bank designated by the Board of Directors; and shall draw all checks on the Association’s funds, which checks shall be so drawn upon the signature of the Treasurer. The Treasurer shall keep a full, true, and correct record of all funds and of all financial transactions of the Association, and shall render a complete report thereof, to the Association at its annual meeting, or more often as required by the President or the Board of Directors. The Treasurer shall file the necessary state and federal forms, as required by law or statute for a nonprofit corporation, in a timely manner.

Section 5 – The Executive Committee, consisting of the five elected officers, the General Counsel, and the Immediate Past President, shall be responsible for developing the budget, social functions, and all other planned projects and activities of the Association, subject to approval by the Board of Directors. The committee is also authorized to conduct routine business of a continuing nature between regular meetings of the Board of Directors. When necessary, such business activities may be conducted through electronic means. Hard copies of decisive actions of such electronic meetings shall be produced and maintained by the President and Secretary. The copies shall be made available upon request.

ARTICLE IX
Board of Directors

Section 1 – The Board of Directors of the Association shall consist of the Executive Committee and the Area Representatives.

Section 2 – The Board of Directors shall be the governing body of the Association with full rights and authority, unless otherwise provided by there Bylaws, to determine policy, outline, plan and carry into execution all business, activities and policy, to enter into and execute all necessary agreements, and instrument incident thereto, in the name of the Association and shall constitute the representatives of the Association. In addition to the foregoing powers, the Board of Directors shall be authorized to institute, as well as settle or compromise, in the name of the Association or otherwise, any necessary legal proceedings to carry into effect the purposes and policies of the Association, or to enforce, or prevent violation of, the Covenants or Restrictions applicable to the Subdivision; and to employ legal counsel in connection with any of the foregoing.

Section 3 – The powers of the Board of Directors authorized in Section 4 notwithstanding, any action which would allow additional access to Ridglea Country Club Estates shall require the written approval of 75% of the membership and 100% of those residing on the street through which access is proposed. Written notice, including a return ballot, shall be given to the total membership at least 30 days prior to any such contemplated action. This section shall not be suspended.

Section 4 – The Estates shall be divided into areas of approximately twenty-five individual residences. The Area Representative elected to represent the members of a particular area shall live within that area.

Each Area Representative shall be the direct contact between the membership represented and the Board of Directors. As such, the Area Representative’s duties shall entail, but not be limited to:

(a) Attending, or sending an alternate to all Board of Directors meetings.
(b) Soliciting Association membership of all constituents in the area.
(c) Briefing newcomers on the purpose, plans and activities of the Association.
(d) Briefing both Association members and non-members on the restrictive Covenants on an annual basis, as well as reporting any violations of the restrictive Covenants.
(e) Relaying the constituents’ needs to the Board of Directors

Section 5 – The members shall elect Area Representatives to hold office at each annual meeting, to serve for a period of one year. Any Area Representative may be re-elected to serve a subsequent year, without prohibition on the number of terms served.

Section 6 – In the event any member of the Board of Directors has two or more unrepresented absences, the member is subject to dismissal by the vote of the Board of Directors.

Section 7 – Any vacancy occurring in the Board of Directors shall be filled at the next meeting of the Board of Directors by the affirmative vote of a majority of the remaining members, may be less than a quorum. The member elected to fill a vacancy shall be elected for the unexpired term of the predecessor. The newsletter of the Association shall announce the replacement.

ARTICLE X
Meetings
Section 1 – Membership Meetings
(a) An annual meeting of the membership shall be held each year during the month of June at the time and place designated by the Board of Directors in the notice thereof. Costs associated therewith shall be borne by the Association at the discretion of the Board of Directors.
(b) Special meetings of the Board of Directors may be called by the President or in his/her absence the First Vice-President or by any three (3) Directors, and such special meetings to be held at the time and place designated in the call and notice thereof, which notice shall be given to the Directors not less than two (2) days before the date of such meeting. The Board of Directors is authorized to conduct routine business of a continuing nature between regular meetings of the Board of Directors. Such business activities may be conducted by electronic means. Hard copies of decisive actions shall be produced and maintained by the President and Secretary and shall be made available to members upon request.
(c) Special meetings or events of the membership are desirable and shall be held from time to time as may be determined by the Board of Directors of the membership.
(d) A quorum for all membership meetings shall be ten percent(10%) of the total number of membership units in good standing.

Section 2 – Board of Directors Meetings
(a) A regular meeting of the Board of Directors shall be held at least once quarterly.
(b) Special meetings of the Board of Directors may be called by the President or in his/her absence the First Vice-President or by any three(3) directors , and such special meetings to be held at the time and place designated in call and notice thereof, which notice shall be given to the Directors not less than two(2) days before the date of such meeting.
(c) Fourteen (14) members shall constitute a quorum for any meeting of the Board of Directors. An Association member may substitute for the absent board member and participate fully at the meeting. The substitute should notify the President and Secretary of his/her presence upon arrival at the meeting. Proxy voting is permitted.

ARTICLE XI
Elections

Section 1 – Each year, not less than sixty(60) days prior to the annual meeting of the membership, a Nominating Committee composed of five(5) members, shall be elected by the Board of Directors. Three members and an alternate shall be from the current Board of Directors; two members and an alternate shall be from the membership at large. The Nominating Committee so elected shall select a slate of nominees for the elective offices of the Association and shall file a written report thereof with the President and Secretary not less than thirty(30) days before the date of said meeting.

Section 2 – The written notice of the annual meeting which shall be given to the members as elsewhere provided in the Bylaws shall include the slate of nominees recommended by the Nominating Committee.

Section 3 – Nomination for any or all officers in the Association may be made from the floor at the annual meeting by any member in good standing.

Section 4 – The election of officers and Area Representatives shall be held at the annual meeting of the membership and if requested by a member in good standing, shall be written ballot. The nominee receiving a majority of the votes cast at the meeting shall be declared elected.

ARTICLE XII
Committees

The President or the Board of Directors may, from time to time, establish standing and/or special committees and appoint members to such committees in such numbers and with such duties as determined by the appointing authority. Such committees shall be established and staffed in order toeffect and further the purpose for which the Association was organized.

ARTICLE XIII
Procedures

The following shall be the order of business for all meetings:

  1. Registration of members in attendance.
  2. Roll call of officers and Area Representatives at meetings of the Board of Directors.
  3. Reading of minutes of preceding meeting.
  4. Introduction of visitors.
  5. Reports of committees.
  6. Old business.
  7. New business.
  8. General discussion for the good and welfare of the homeowners and the Association.

ARTICLE XIV
Amendments

These Bylaws may be revised, changed or amended at the annual meeting, of the general membership, regular or special, by a two-thirds (2/3) vote of the general members present who are in good standing. However, a copy of the proposed revision, change or amendment, together with notification of the time and place of the meeting at which same is to be considered, shall be delivered or mailed to the residence of each member in good standing at least ten(10) days before the date of such a meeting.

ARTICLE XV
Parliamentary Authority

Robert’s Rules of Order, Newly Revised, shall be the authority for the parliamentary practice of this Association on all points not covered by these Bylaws.