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Rules and Procedures Bylaws |
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Bylaws |
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ARTICLE I: Members |
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ARTICLE II: Purposes |
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ARTICLE III: Meetings |
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ARTICLE IV: Powers |
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ARTICLE V: Officers |
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ARTICLE VI: Fiscal Year |
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ARTICLE VII: Indemnification |
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Members |
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| The Members of the Corporation shall be the Board of
Directors. There shall be up to nine directors of this Corporation.
Up to five directors of this Corporation shall be appointed by the Bald
Mountain Development Corporation (BMDC) and up to four directors shall be
appointed by the President of the Wolf Laurel Property Owners Association
(WLPOA). All appointees shall be property owners within Wolf Laurel
and a member in good standing with the WLPOA.
WLPOA appointees shall be Directors of the WLPOA Board at the time of their appointment and shall serve until they either resign or are replaced by the President of the WLPOA. |
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Purposes |
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| The purposes of the Corporation include but are not limited to the following: | |
| a. To provide for road construction, maintenance, inspection, improvement and repair together with security for the roads within that portion of the Wolf Laurel Development owned by Bald Mountain Development Corporation and/or its property owners. | |
| b. To have and exercise all powers necessary or convenient to affect any or all of the purposes for which the Corporation is organized including those powers specifically enumerated and set forth in NCGS 55A-15. | |
| c. To develop, amend and enforce as necessary the Protective Covenants, Restrictions and Reservations, and to handle all actions concerning a charge of alleged violations of these Covenants, procedures for hearings, and establishment and enforcement of penalties. | |
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Meetings |
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| a. Annual Meeting: An annual meeting of the Board of Directors shall be held during the month of October for the election of officers and for the transaction of other business. | |
| b. Monthly Meeting: Open public monthly meetings shall be held at a preset regular date and time for the purpose of transacting business of interest to all property owners. There shall be a minimum of six monthly meetings within a calendar year. Monthly meetings during the winter season shall be at the request of the Board of Directors or the President. | |
| c. Special Meetings: Special meetings may be called by the President of the Board of Directors as deemed necessary. Such meetings shall state in writing the purpose(s) of the proposed meeting. Business transacted at a special meeting shall be confined to the purpose stated in the request. | |
| d. Quorum for All Meetings: A majority of the Board of Directors shall constitute a quorum for the transaction of business. Members of the Board of Directors may participate in a meeting of the Board held by conference telephone or similar communications equipment by means which all persons participating in the meeting can hear each other at the same time. | |
| e. Conduct of Meetings: "Roberts Rules or Order, Revised" shall govern the conduct of all meetings of members unless specifically covered by these Bylaws or as may be required by the statutes of North Carolina. | |
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Powers |
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| All corporate powers shall be exercised by, and the business and affairs of the Corporation shall be managed by or under the direction of the Board of Directors. The Corporation shall have all the powers prescribed in the general statues of North Carolina. | |
| General Powers: The responsibility of the Board shall include, but not be limited to the following: | |
| a. Election of Officers: Election of officers shall be held at the September, but no later than the October, meeting of the Board of Directors. | |
| b. Approve appointments of committees when so designated. | |
| c. Provide for administrative functions related to the Corporation; authorize all contracts, leases, conveyances and deeds. | |
| d. Adopt a budget which details the spending plan for the Corporation; and provide for an annual audit of income and expenditures. | |
| e. Approve a depository or depositories for Corporation funds and determine the manner in which drafts and other instruments for the payment and receipt of funds of the Corporation shall be executed. | |
| f. Take any and all actions that prudent administration of the Corporation would require. | |
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Officers |
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| a. The officers of this Corporation shall consist of a president, a vice president, a secretary and a treasurer, each of whom shall serve until their resignation, removal from office or death. Such additional officers and assistant officers and agents as may be deemed necessary may be elected or appointed from time to time by the Board of Directors. All officers and agents shall have such authority and perform such duties as the Board of Directors or executive committee, if any, from time to time may determine. | |
| b. President: The President shall be the presiding officer with such powers usually vested and prescribed by the Board of Directors. The President shall preside over all meetings of the Board of Directors. | |
| c. Vice President: The Vice President shall perform all duties as shall be delegated and shall serve in absence of the President. | |
| d. Secretary: The Secretary shall be responsible for recording the minutes of the Board of Director's meetings, keeping all Corporation business records, authenticate official records and serve as the official custodian for the same. | |
| e. Treasurer: The Treasurer shall keep a record of all Corporation funds, deposit funds in an approved depository and pay obligations of the Corporation as authorized. A current record shall be maintained identifying all financial transactions by budget category. The Treasurer shall assist the Board of Director's development and presentation of the annual budget. | |
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Fiscal Year |
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| The fiscal year of this Corporation shall be from January 1 through December 31. | |
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Indemnification |
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| Indemnification of directors, officers, employees and agents of the Corporation shall be to the full extent permitted by the general statues of the State of North Carolina as amended from time to time. | |
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