Proposed By-Law Amendments

PROPOSED AMENDMENTS OF THE BY-LAWS OF THE

APPLETREE POINT ASSOCIATION

Article I

PREAMBLE

             In order to enable themselves to join in common effort to meet and solve the problems and to further improve the conditions and surroundings in which they live, the residents and property owners of Appletree Point, Burlington, Vermont, do hereby establish the Appletree Point Association, a non-profit organization.

                                 

Article II

NAME AND GENERAL PURPOSE

            Sec. 1.  The organization shall be known as the Appletree Point Association and membership shall be obtained and held as outlined in Article III.

            Sec. 2.  The purpose of the Association shall be to afford an operating organization to maintain and improve the roadway and the beach serving the area, to act on the other matters affecting the welfare of members and to collect and disburse funds for meeting the above objectives.

                                

Article III

MEMBERSHIP

            Sec. 1.  Membership.  The membership of this Association shall be composed of property owners and leaseholders of property located on the shoreline of Appletree Point at the time of the organization of this Association (August 31, 1954), and their heirs.

            Memberships shall cease whenever a member sells his their property or lease.

            New property owners or lease holders on Appletree Point shall be granted membership in the Association. upon recommendation of the Board of Trustees.  Amended July 13, 1958.

Article IV

MEETING OF MEMBERS

          Sec. 1.  Annual Meetings.  The annual meeting of members for the election of Trustees and Clerk, and the transaction of such other business as may be brought before the meeting, shall be held on the third Monday in July of each year at the discretion of the Board.

          Notice of each annual meeting shall be delivered personally or mailed not less than seven days before the meeting to each member.  If such notice is mailed, it should be directed to a member at his their address as it appears on the books of the Association.  In case it should happen at any time that an election of Trustees and Clerk shall not be held on the day designated for the annual meeting, such election shall be held at a special meeting of the members to be called for that purpose.

          Sec. 2.  Special Meetings.  Special meetings of the members may be called by the Board of Trustees at any time, and shall be so called by the Board of Trustees as soon as practicable upon the request in writing of five members, or as voted by the Board of Trustees.  Notice of the time and place of such special meetings shall be given in the same manner as is provided for the annual meeting.  All meetings of the members shall be held within the State of Vermont.

          Sec. 3.  Quorum.  At any meeting of the members, ten members present in person or represented by proxy shall constitute a quorum of the members for all purposes.

           If the required number of persons to constitute a quorum shall fail to attend in person or by proxy at any annual meeting or special meeting of  the members, the majority of those present in person or those represented by proxy may adjourn from time to time without notice other than by announcement at the meeting until the requisite number to constitute a quorum shall attend; and at any such adjourned meeting at which a quorum shall be present, any business may be transacted which may have been transacted at the meeting as originally noticed.

            At any annual or special meeting of the members at which a quorum is present, any action which  is required to be taken by the members may be taken upon consent of a majority present at such meetings.

            Sec. 4.  Voting.  At any meeting of the members, any member shall be entitled to

vote in person or by a person appointed by instrument in writing subscribed by such member and delivered to the Clerk at any time prior to the meeting.  Each member shall be entitled to one vote per unit assessed. All elections may or may not be by ballot.  Upon demand of three members, the voting upon any question before the meeting shall be by ballot.  The person side receiving the greatest number of votes shall be declared elected prevail.

           

Article V

BOARD OF TRUSTEES

            Sec. 1.  The business and property of the Association shall be managed and  controlled by a board of five or more Trustees, four of whom shall reside within the State of Vermont.  All Trustees must be members. The Trustees shall have authority to incur indebtedness not to exceed the sum of Five Hundred (500) Dollars. Approval of 75% of the members of the Association at a duly held Meeting will be required before indebtedness exceeding Five Hundred (500) Dollars may be incurred by the Association.

            The Trustees shall be elected annually at the annual meeting of the members and shall hold office for the term of one year and until their successors are chosen and qualified.

            Sec. 2.  Vacancies.  Any vacancy which shall occur among the Trustees by death, resignation, or other cause, may be filled by the remaining Trustees by the election of a new Trustee to hold office until his the Trustee’s successor is elected by the members, who may make such election at the next annual meeting or at any duly called special meeting held prior thereto.

            Sec. 3.  Meetings of Trustees.  The Board of Trustees shall meet as soon as practicable after the annual meeting of members for the election of Officers of the Association.

            The Board of Trustees may hold such other meetings from time to time as the business of the Association may require and such meetings may be called by the President or Clerk, and shall be so called on the request in writing of any two Trustees.  The Clerk shall give or cause to be given a personal or written notice to each Trustee of such meeting. Notice to each Trustee shall be made in a reasonable time prior to the meeting. thereto, but notice of any meeting may be waived by any Trustee.  At every meeting of the Board, a majority of all the Trustees shall constitute a quorum, and a quorum of the Board of Trustees shall be authorized to transact the business and exercise the corporate powers of the Association.  Unless otherwise indicated in the notice thereof, any and all business may be transacted at any meeting of the Board of Trustees at which a quorum shall be present.

            Sec. 4.  Place of Meeting.  The Trustees may hold their meeting at such time and place, either within or without the State, as they may determine.

            Sec. 5.  The Board of Trustees may from time to time appoint committees or such subordinate officers and agents as in their judgment the business of the Association may require, and may prescribe the duties and powers of such committees, officers and agents, and may remove them in their discretion.

Article VI

OFFICERS

            Sec. 1.  The Officers of the Association shall be President, Vice-President, Treasurer and Clerk, at least one of which shall be a full-time resident of Appletree Point Road, and such other officers as the Board of Trustees shall from time to time appoint.

            Sec. 2.  The President, Vice-president and Treasurer shall be annually elected by the Board of Trustees as soon as practicable after the election of the Trustees by the members.  They shall respectively hold office for the term of one year and until their successors are chosen and qualified unless sooner removed by a majority of the Board of Trustees.  The Board of Trustees shall fill any vacancy which shall occur among the officers by death or otherwise.

            Sec. 3.  The President.  The President shall preside at all meetings of the members and the Trustees.  He or the Treasurer shall execute and acknowledge on behalf of the Association all such contracts, conveyances and other instruments as are authorized by the Board of Trustees.

            Sec. 4.  The Vice-president.  The Vice-president shall exercise the powers and perform the duties of the President in his the President’s absence or during his the President’s inability to act.  The Vice-president shall also have such powers and perform such duties as may from time to time be assigned to him by the Board of Trustees.

            Sec. 5.  The Clerk.  The Clerk, who shall reside in this State, shall be elected annually at the annual meeting of the members or at an adjourned meeting thereof and shall hold office until the next annual meeting and until his a successor is elected and qualified.

            The Clerk shall record all votes and proceedings of the members of the Association and of the Trustees; he shall issue all notices of the Association; he shall have custody of the corporate seal and corporate records and shall keep such records within the State of Vermont.  He The Clerk shall keep a book containing a record of the names of the members and their places of residence, which book shall always be open to the inspection of the members.

Sec. 6.  The Treasurer.  The Treasurer shall have the care and custody of all the funds of the Association and shall deposit the same in the banks or other depositories as the Board of Trustees shall from time to time direct or approve, and shall disburse the same under the discretion of the Board.  He The Treasurer  shall keep a full and accurate account of all moneys received and paid by him on account of the Association and shall render a statement of his the accounts whenever the Board of Trustees shall require.  He The Treasurer shall perform all other necessary acts and duties in connection with the administration of the financial affairs of the Association subject to the control of the Board of Trustees.

Article VII

DUES

            Sec. 1.  Annual Dues for the general fund in the amount of $50.00 per residential dwelling shall be assessed members residing at Appletree Point on a year-round basis at the Annual Meeting.

            Sec. 2.  Fees will be assessed as needed for maintenance, such as the beach and the road. Annual dues in the amount of $25.00 per residential dwelling shall be assessed members residing at Appletree Point during the summer months only.

            Sec. 3.  The Treasurer shall bill year-round residents on the basis of $25.00 twice each year while summer residents will be billed once for the full amount of their dues.

            Sec. [4] 3.  Special Assessments shall be made only after approval of a majority two-thirds of the members present in a meeting. at which 75% of the entire eligible membership is present.

Article VIII

All checks, drafts or orders for the payment of money and all notes, acceptance and bills of exchange shall be signed by officer or officers, person or persons, and in such manner as the Board of Trustees may from time to time designate.

Article IX

AMENDMENTS

These By-Laws may be altered or amended at any time at a meeting of the members called for that purpose, fourteen days' notice of such meeting and the amendment to be proposed having been given in writing, either by mail or personal service upon, or delivery of the same to such members, or left at their usual place of abode or business by the President or Clerk, or by unanimous majority consent in writing of the members at any other meeting of the members held at any time.