By-Laws of Rock Creek Owners Association, Inc.
ARTICLE I: Name
ARTICLE II: Principal Office
ARTICLE III: Definition of “Subdivision”
ARTICLE IV: Purposes
ARTICLE V: Membership
ARTICLE VI: Meeting of Members
ARTICLE VII: Board of Directors
ARTICLE VIII: Officers and Directors
ARTICLE IX: Committees
ARTICLE X: Powers and duties of the Board of Directors
ARTICLE XI: Assessments
ARTICLE XII: Rules and regulations
ARTICLE XIII: Compliance with By-laws
ARTICLE XIV: Amendments
ROCK CREEK OWNERS ASSOCIATION, INC.
These By-laws shall govern the Association in accordance with those Covenants, Conditions and Restrictions placed of record in the Public Records of Alachua County at O.R. Book 1634 Page 727, et seq., and as said Covenants, Conditions and Restrictions have been subsequently amended (O.R. Book 1214 Page 943, O.R. Book 1216 Page 347, and O.R. Book 1315 Page 992). “Subdivision” as used herein shall mean and refer to all properties described in such Covenants, Conditions and Restrictions (as amended).
The purposes for which the Association is organized are:
1. To maintain a subdivision designed for safe, healthful, and harmonious activities;
2. To promote the collective and individual interests and rights of all persons owning property in the subdivision situated in the County of Alachua;
3. To care for the improvements and maintenance of the common areas, gateways, easements, parkways, grass plots, parking areas, streets, recreational facilities, drainage facilities, and any facilities of any kind dedicated to the subdivision use and other open spaces and other ornamental and aesthetic features of the subdivision, which now exist or which may hereafter be installed or constructed there;
4. To possibly provide for the security of the subdivision;
5. To require the owners of all vacant and unimproved lots now existing or that hereafter shall exist in the subdivision to keep them in good order and condition, in preventing the lots from becoming a nuisance and a detriment to the beauty of the subdivision and to the value of the improved property therein, and to take any action with reference to such vacant and unimproved lots as may be necessary or desirable to keep them from becoming such nuisance and detriment;
6. To aid and cooperate with the members of the Association and all property owners in the subdivision in the enforcement of such covenants, conditions and restrictions pertinent to their property as are now in existence as well as any other covenants, conditions and restrictions as shall hereafter be approved by a majority vote of the voting members of the Association;
7. To acquire, own, rent, contract, or lease such real and personal property as may be necessary for the transaction of its business and the fulfillment of the purposes of the Association;
8. To exercise any and all powers that may be delegated to it from time to time by the owners of real property in the subdivision, including but not limited to assessment of fees and dues.
1. Every present and future owner of a lot in the subdivision shall be a member of the Association.
2. Owner shall mean and refer to the record owner whether one or more persons or entities of a fee simple title to any designated lot not including the commons area. When one or more owners own a particular parcel in undivided interests said owners may designate one of their members to cast the votes attributable to the parcel owned. Fractional voting shall not be permitted.
3. Membership shall include an undertaling by such owner to comply with these By-laws and the rules and regulations adopted by the Association.
4. Membership in the Association shall terminate on a member’s ceasing to be an owner of a lot in the subdivision.
5. In the case of a non-owner occupied house the owner may either retain use of the recreational facilities or assign such to the resident. The owner shall, however, retain all voting rights.
1. Annual Meetings. An annual meeting of the voting members of the Association shall be called during the first quarter of each calendar year by the Board of Directors for the purpose of electing directors and for the transaction of such other business as may come before the meeting.
2. Other Meetings. It shall be the duty of the President to call a meeting of the voting members upon the written request of the owners of 35 homes, upon the request of the Board of Directors, or when the President feels that such a meeting is appropriate.
3. Place of Meetings. Meetings of the Association shall be held at a suitable place convenient to the members.
4. Notice of Meetings. It shall be the duty of the Secretary to mail a notice of each meeting, stating the purpose thereof as well as the time and place where it is to be held, to each member entitled to vote, at least 14 days prior to such meeting.
5. Voting. Each member shall have one voting right for each One Thousand Dollars ($1,000), or fraction thereof, of assessed value of his property, including land and improvements. This value shall be the same as that used for determination of the annual assessment as provided for in the Covenants, Conditions and Restrictions (as amended).
6. Proxies. At any meeting of members, a member entitled to vote may vote by proxy executed in writing by the member or by his duly authorized attorney-in-fact. Said proxy need not be notarized but shall be witnessed by a non-family adult.
7. Manner of acting. A majority of the votes entitled to be cast on a matter to be voted upon by the members present or represented by proxy at a meeting at which a quorum is present shall be necessary for the adoption thereof unless a greater proportion is required by these By-laws.
8. Quorum. The presence at the meeting of members and proxies entitled to cast one-third (1/3) of the votes shall constitute a quorum for any action except as otherwise provided in these By-laws.
1. Number and qualifications. The affairs of the Association shall be governed by a Board of Directors composed of a minimum of three (3) and a maximum of twelve (12) persons, all of whom must be members in good standing with voting rights.
2. Elections and terms of office. The Board of Directors shall be elected by a majority of the voting members of the Association present at the annual meeting described in Article VI, Section 1 of these By-laws. The term of office of each director shall be one (1) year.
3. Vacancies and removal of officers. Any Director may be removed by a majority vote of members of the Association entitled to vote. All vacancies occurring in the Board of Directors shall be filled by the remaining members of the Board. If all members of the Board resign or are removed, a new Board of Directors shall be elected at a special meeting of the membership to finish the term of office.
4. Regular meetings. Regular or special meetings of the Board of Directors may be called from time to time, by a majority of the Directors or by the President.
5. Quorum. At all meetings of the Board of Directors, a majority of the Directors shall constitute a quorum for the transaction of business, and the acts of the majority of the Directors present at a meeting at which a quorum is present shall be the acts of the Board of Directors.
6. Open meetings. All meetings of the Board of Directors shall be open to any member of the Association in good standing who has voting rights.
1. Designation. The Directors of the Association shall always include a President, Recording Secretary, and Treasurer. In addition, the Association may elect a Vice-President, Corresponding Secretary, and Directors of Architectural and Covenants Review, Buildings and Recreation Facilities, Grounds, Community Relations, and Newsletter Editor. The Directors shall each have one vote. The members may elect, by majority vote, any other Directors as in their judgment may be necessary.
2. President. The President shall be the chief executive officer of the Association; shall preside at all meetings of the Association and of the Board of Directors, and shall have all of the general powers and duties which are usually vested in the office of the President of an Association.
3. Vice-President. The Vice-President shall assist the President in all of his/her duties; shall preside at all meetings of the Association and the Board of Directors in the absence of the President; shall serve as Parliamentarian at all meetings of the Association and the Board of Directors; shall oversee the collection of votes by the Association; shall keep the computer records of the Association with appropriate current records showing the members of the Association together with their addresses and property appraisals and print out billing statements, mailing labels, ballots, and other individualized statements; and shall also have such other duties as the President or Board of Directors may from time time decide.
4. Recording Secretary. The Recording 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 Association; and shall perform such other duties as required by the Board.
5. Corresponding Secretary. The Corresponding Secretary shall prepare such correspondence for the Association as may be designated by the President and be responsible for the mailing of letters, billing statements, newsletters and other correspondence authorized by the Board.
6. Treasurer. The Treasurer shall receive and deposit in appropriate bank accounts all monies 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 accounts; and shall prepare an annual budget and a statement of income and expenditure to be presented to the membership at a meeting, and deliver a copy of each to the members.
7. Director of Architectural and Covenants Review. The Director of Architectural and Covenants Review shall be responsible for reviewing all proposed archetectural changes as described in the Covenants, Conditions and Restrictions (as amended) and presenting these proposals to the Board of Directors for approval, and shall inform the Board of Directors of violations of the Covenants, Conditions and Restrictions.
8. Director of Community Relations. The Director of Community Relations shall be responsible for community activities and serve as a liaison between the Board of Directors and the Crime Watch and Recreation Committees, as well as any other committee involved In community welfare or activities.
9. Director of Buildings and Grounds. The director of Buildings and Recreation Facilities shall oversee maintenance of the recreational facilities and related buildings.
10. Director of Grounds. The Director of Grounds shall oversee maintenance of the commons areas and mailboxes.
11. Newsletter Editor. The Newsletter Editor shall prepare the RCOA community newsletter for Board Approval and make copies for distribution to members of the Association.
10. Indemnification of Directors. Every Director shall be indemnified by the Association against all expenses and liabilities, including counsel fees, reasonably incurred by or imposed upon him in connection with any proceedings to which he may be a part, or in which he may become involved, by reason of his being or having been a Director at the time such expenses are incurred, except in such cases wherein the Director is adjudged guilty of willful misfeasance or malfeasance in the performance of his duties. The foregoing right of indemnification shall be in addition to and not exclusive of all other rights to which such Director may be entitled.
The Association or the Board of Directors shall appoint any committees as deemed appropriate in carrying out the purposes of the Association.
The Board of Directors shall have the powers and duties necessary for the administration of the affairs of the Association and may do all such acts and things as are not by law or by these By-laws directed to be exercised and done by the members.
1. Powers. The Board of Directors shall have the power to:
(a) adopt and publish rules and regulations governing the use of the Commons Areas and facilities and the personal conduct of the members and their guests thereon, and to establish penalties for the infraction thereof;
(b) suspend the voting rights and the right to use of 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 60 days for infractions 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 of Covenants, Conditions and Restrictions;
(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
(a) obtain financial and legal counsel or clerical services as deemed necessary.
2. Duties. It shall be the duty of the Board of Directors to:
(a) cause to be kept a complete record of all its acts and corporate affairs and to distribute a statement thereof to all members at least twice a year;
(b) supervise all officers, agents and employees of this Association, and to see that their duties are properly performed;
(c) determine the semi-annual assessments against each lot, send proper notice of each assessment as well as proper notice of all late fees and other penalties, and foreclose a lien against property for which assessments have not been paid or take whatever action is necessary to collect unpaid assessments, as stipulated in the Assessments section of these By-laws (Article XI) and in the Declaration of Covenants, Conditions and Restrictions;
(d) issue or cause an appropriate officer to issue, within 3 working days, 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;
(e) procure and maintain adequate liability and hazard insurance on property owned by the Association. Verification of such shall be presented at the annual meeting with note of expiration dates;
(f) procure services for an annual audit and tax preparation;
(g) distribute an annual financial statement to be presented at a meeting of the Association;
(h) cause all Directors or employees having fiscal responsibilities to be bonded, as it may deem appropriate;
(i) cause the Commons Area to be maintained; and
(j) enforce any decision made by the majority of the members.
1. Annual assessments. The annual assessments shall be as provided for in the Declaration of Covenants, Conditions and Restrictions (as amended) referred to in ARTICLE III herein.
2. Default in payment of assessments.
(a) When any member shall be in default in the payment of assessments for a period of thirty (30) days from the date on which such assessments become payable, he shall, for purposes of voting, not be considered as a member in good standing. In addition, such member shall be dropped from active membership. Such member shall not be reinstated until he has paid assessments in full, and until such time as such member is reinstated, he shall have no rights of any kind arising out of a membership in the Association. Further, a late charge of twenty dollars ($20.00) per month will be assessed on those assessments not fully paid within such thirty (30) day period.
(b) In addition to the foregoing, if any member shall fail to pay his assessments as the same become due, after at least ten (10) days’ written notice of such delinquency given by the Association to such member, the amount of the unpaid assessments shall become a lien on such member’s lot or residential unit in the subdivision in favor of the Association, and the Association shall have the right to record a notice of claim of lien, and proceed thereon in accordance with the provisions of the laws of the State of Florida for foreclosure and enforcement of liens pursuant to Florida Statute 85 (1983), or, in the event the Association shall not record a lien, it shall have the right to commence on in personam action against such member for the collection of the unpaid assessments in any court of competent jurisdiction in accordance with the provisions of the State of Florida. In either case, the defaulted member shall pay all costs including a reasonable attorney’s fee.
The Board of Directors or the President shall adopt such rules and regulations as it or he may deem necessary or appropriate for the accomplishment of the purposes of the Association. Such rules and regulations shall become part of these By-laws and fully enforceable as if set forth fully herein. By purchase of a lot in the development, the owner thereof agrees and covenants to be bound by these By-laws and all rules and regulations adopted pursuant thereto.
The acceptance of a deed or conveyance or the entering into a lease or the act of occupancy of a lot shall constitute an agreement that these By-laws and the rules and regulations made in accordance therewith, as they may be amended from time to time, are accepted, ratified, and will be complied with.
These By-laws may be amended or repealed, or new By-laws may be made and adopted, at any meeting of the voting members of the Association, by a two-thirds (2/3) vote of all members entitled to vote.
revised March 1985
revised March 1990
revised March 1994
revised March 1996