Plan of Merger PackagePLAN OF MERGER
HUNTERS RUN PROPERTY OWNERS ASSOCIATION, INC.
and
HUNTERS RUN GOLF AND RACQUET CLUB, INC.
Planof Merge r.....................................................................................................................
Page
1
Exhibit "A„
— Articles of Merger..........................................................................
Page
6
Exhibit 'B"
— Amendments to POA Articles of Incorporation .............................
Page
7
Exhibit "C"
— Amended and Restated POA Bylaws ............................................
Page
9
Exhibit "D" —
Amendments to Declaration...........................................................
Page 55
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PLAN OF MERGER
2 This Plan of Merger dated October 30, 2000 ("Plan of Merger"), is made between
3 HUNTERS RUN PROPERTY OWNERS ASSOCIATION, INC. ("Property Owners'
4 Association") and HUNTERS RUN GOLF AND RACQUET CLUB, INC. ("Country Club"),
5 such corporations being hereinafter collectively referred to as the "Constituent Corporations:"
6 WHEREAS, Property Owners' Association is a corporation duly organized, valid and in
7 good standing under the laws of the State of Florida, having been incorporated on December 5, 1979,
8 as a not-for-profit corporation pursuant to Chapter 617, Fla. Stat., the Members of which are entitled
9 to vote on this Plan of Merger; and
10 WHEREAS, Country Club is a corporation duly organized, valid and in good standing
11 under the laws of the State of Florida, having been incorporated on July 27, 1989, as a not-for-profit
12 corporation pursuant to Chapter 617, Florida Statutes, the Members of which are entitled to vote on
13 this Plan of Merger; and
14 WHEREAS, the Board of Directors of Property Owners' Association and the Board of
15 Governors of Country Club deem it advisable and in the best interests of said corporations that
16 Country Club be merged with and into Property Owners' Association as authorized by Section
17 617.1101 (1), Fla. Stat. pursuant to the terms hereinafter set forth; and
18 WHEREAS, on October 23, 2000, Board of Directors of Property Owners' Association
19 have adopted a Resolution approving this Plan of Merger; and
20 WHEREAS, on October 30, 2000, Board of Governors of Country Club have adopted a
21 Resolution approving this Plan of Merger;
22 NOW THEREFORE, in consideration of the premises and the mutual covenants and
23 agreements herein contained, and for the purpose of setting forth the terms and conditions of this
24 Plan of Merger and the mode of carrying this merger into effect, and such other details and
25 provisions as are deemed necessary or desirable, the parties hereto have agreed, subject to the
26 requisite approvals of the Members of each of the corporations and other conditions as hereinafter
27 set forth, as follows:
28 1. The above recitations are true and correct and are incorporated herein as if fully set
29 forth below.
Page 1 of 60 Pages
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30 2. The Effective Date of the merger of the Constituent Corporations shall be December
31 31, 2000.
32 3. On the Effective Date:
33 a. Country Club shall be merged with and into Property Owners' Association.
34 Property Owners' Association shall be and is hereby designated as the "Surviving
35 Corporation," which shall not be a new corporation but shall continue its corporate existence
36 as Hunters Run Property Owners Association, Inc. to be governed by the laws of the State
37 of Florida.
38 b. The Registered Agent ofthe Surviving Corporation shall be peter Sachs, Esq.,
39 Sachs, Sax & Klein, P.A., Suite 4150, 301 Yamato Road, Boca Raton, Florida 33431.
40 C. The Surviving Corporation shall continue to be a Florida not-for-profit
41 corporation pursuant to Section 617.0302 (16), Fla. Stat.
42 d. The Surviving Corporation shall continue to be defined as a "homeowners'
43 association" pursuant to Section 720.301 (7), Fla. Stat.
44 e. The separate existence of Hunters Run Golf and Racquet Club, Inc. shall
45 cease.
46 f. Immediately prior to the Effective Date, each Member of the Country Club
47 is a Member of Property Owners' Association. At the Effective Date, all such persons shall
48 be Members of the Surviving Corporation, with full rights, privileges and responsibilities
49 thereof.
50 g. The Articles of Incorporation of the Surviving Corporation shall continue to
51 be the Articles of Incorporation of Property Owners' Association, as amended by those
52 certain Amendments to the Articles of Incorporation attached hereto as Exhibit "B" and
53 made a part hereof ("Amendments to Articles").
54 h. The Bylaws of the Surviving Corporation shall continue to be the Bylaws of
55 Property Owners' Association, as amended by those certain Amended and Restated Bylaws
56 attached hereto as Exhibit "C" and made a part hereof ("Amended and Restated Bylaws").
57 i. The approval by the Members of the Property Owners' Association of the
58 Plan of Merger, shall be deemed approval by said Members of the adoption of those certain
59 Amendments to the Hunter's Run Declaration of Covenants, Restrictions and Easements
60 attached hereto as Exhibit "D" and made a part hereof ("Declaration Amendment").
61 j. Assessments for use of the Country Club facilities according to the level of
62 services provided shall be billed by the Surviving Corporation directly to the Class E
Page 2 of 60 Pages
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63 Member, pursuant to the Declaration Amendment.
64 k. The Surviving Corporation shall thereafter possess all the rights, privileges,
65 powers and firanchises, and be subject to all the restrictions, disabilities and duties of each
66 Constituent Corporation, and all property, real, personal and mixed, and all debts due to
67 either Constituent Corporation on whatever account, and all other things in action or
68 belonging to each Constituent Corporation shall be vested in the Surviving Corporation, all
69 of the foregoing as provided in Section 617.1106, Fla. Stat.
70 1.. All corporate acts, plans, policies, contracts, approvals and authorizations of
71 Country Club and its Members, Board of Governors, committees elected or appointed by said
72 Board of Govemors, officers and agents, which were validand effective priorto the Effective
73 Date, shall be taken for all purposes as the acts, plans, policies, contracts, approvals and
74 authorizations of the Surviving Corporation and shall be as effective and binding thereon as
75 the same were with respect to Country Club.
76 M. The assets, liabilities, reserves and accounts of each Constituent Corporation
77 shall be recorded on the books of the Surviving Corporation as the Board of Directors of the
78 Surviving Corporation shall determine.
79 n. Immediately prior to the Effective Date, the Board of Directors of the Property
80 Owners' Association consists of nine (9) Directors and the Board of Governors of the
81 Country Club consists of twenty one (2 1) Governors. There are three (3) persons who are
82 serving on both Boards. At the Effective Date, and as provided in the Amended and Restated
83 Bylaws, the Board of Directors of the Surviving Corporation shall consist of twenty seven
84 (27) Directors, being the current sitting Directors and Governors of the Constituent
85 Corporations. The approval by the Members of the Property Owners' Association of the
86 Amended and Restated Bylaws, as provided below, shall be deemed to be election of said
87 twenty one (21) Governors as additional Directors of the Surviving Corporation under the
88 governing documents of the Surviving Corporation, pursuant to Section 720.306 (7), Fla.
89 Stat. After the Effective Date, the composition of the Board of Directors of the Surviving
90 Corporation, and the terms of office of each of the Directors, shall be as provided in the
91 Amended and Restated Bylaws.
92 0. At the first meeting of the Board of Directors after the Effective Date, and
93 pursuant to Article H, paragraph 4(o) of the Declaration, the Board of Directors shall adopt
94 the Rules and Regulations of the Country Club ("Rules and Regulations") as Rules and
95 Regulations of the Surviving Corporation.
96 p. The Officers of the Surviving Corporation shall be determined by its Board
97 of Directors at the first meeting of Directors after the Effective Date.
98 4. The effectiveness of this Plan of Merger shall be conditioned upon the occurrence of
99 each and every of the following:
Page 3 of 60 Pages
100 a. Two thirds (2/3) of the total number of, but not less than three quarters (3/e) of
101 the total number of votes cast by, the Members of Property Owners' Association must
102 approve each of: (i) this Plan of Merger; (ii) the Articles of Merger (Exhibit "A"); (iii) the
103 Articles Amendments (Exhibit `B"); (iv) the Amended and Restated Bylaws (Exhibit "C");
104 and (v) the Declaration Amendment (Exhibit "D"); and
105 b. Two thirds (2/3) of the total number of Members of the Country Club must
106 approve this Plan of Merger.
107 5. Upon approval as provided in paragraphs 4 (a) and (b) above, the Articles of Merger
108 and Articles Amendments shall forthwith be filed with the Secretary of State, State of Florida
109 6. Upon approval as provided in paragraphs 4 (a) and (b) above, the Plan of Merger,
110 Articles of Merger, Declaration Amendment, Articles Amendments, and Amended and Restated
111 Bylaws shall forthwith be filed in the Public Records of Palm Beach County, Florida.
112 7. Notwithstanding the foregoing, each of the Board of Directors of Property Owners'
113 Association and the Board of Governors of Country Club has the power in its discretion to abandon
114 the merger provided for in this Plan of Merger at any time prior to approval as provided in
115 paragraphs 4 (a) and (b) above:
116 8. Each Constituent Corporation has disclosed to the other Constituent Corporation its
117 financial statements, balance sheets, tax returns, and schedules of assets, all of the foregoing for the
118 preceding five (5) years and prepared according to generally accepted accounting principles. Each
119 Constituent Corporation has disclosed to the other Constituent Corporation its membership roster,
120 and schedules of all contracts and other obligations and benefits to which it is a party.
121 9. This Plan of Merger and the legal relations between the parties hereto shall be
122 governed by and construed in accordance with the laws of the State of Florida. Venue for all
123 proceedings hereunder shall be Palm Beach County, Florida.
124 10. This Plan of Merger cannot be altered or amended except pursuant to an instrument
125 in writing signed on behalf of both Constituent Corporations, and approved by the members of the
126 Constituent Corporations as provided in paragraphs 4 (a) and (b) above.
127 11. In order to facilitate the filing and recording of the documents described in this Plan
128 of Merger, any number of counterparts hereof may be executed, and each such counterpart shall be
129 deemed to be an original instrument.
Page 4 of 60 Pages
130 IN WITNESS WHEREOF, the parties hereto have set their hands and seals on the date and
131 year first above written.
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139
HUNTERS RUN PROPERTY OWNERS ASSOCIATION, INC.
By:
Print Name:
Title:
HUNTERS RUN GOLF AND RACQUET CLUB, INC.
By:
Print Name:
Title:
14011Smerl\files\Association\Hunters Run\Merger\Merger PackageTlan of Merger - Final Version.wpd
Page 5 of 60 Pages
141 EXHIBIT "A"
142 ARTICLES OF MERGER
143 (Pursuant to Section 617.1105, Fla. Stat.)
144 1. The undersigned corporation, HUNTERS RUN PROPERTY OWNERS ASSOCIATION,
145 INC., a not-for-profit corporation duly organized, valid and in good standing under the laws
146 of the State of Florida, together with HUNTERS RUN GOLF AND RACQUET CLUB,
147 INC., a not-for-profit corporation duly organized, valid and in good standing under the laws
148 of the State of Florida (hereinafter collectively referred to as the "Constituent Corporations")
149 have adopted a Plan of Merger.
150 2. The Surviving Corporation under the Plan of Merger is HUNTERS RUN PROPERTY
151 OWNERS ASSOCIATION, INC., a not-for-profit corporation.
152 3. Pursuant to Section 617.1101, Fla. Stat., attached hereto and made a part hereof is the Plan
153 of Merger with an Amendment to the Articles of Incorporation of the Surviving Corporation
154 appended as Exhibit "B" thereto ("Amendment").
155 4. The Plan of Merger and Amendment were adopted by the Board of Directors of HUNTERS
156 RUN PROPERTY OWNERS ASSOCIATION, INC. at a meeting held on October 23,
157 2000, pursuant to Section 617.1103, and Chapter 720, Fla. Stat., and were adopted by the
158 Members of HUNTERS RUN PROPERTY OWNERS ASSOCIATION, INC. at a
159 meeting held on , 2000, by a sufficient number of votes cast for approval
160 pursuant to the governing documents of said corporation.
161 5. The Plan of Merger was adopted by the Board of Governors of HUNTERS RUN GOLF
162 AND RACQUET CLUB, INC. at a meeting held on October 30, 2000, pursuant to Section
163 617.1103, Fla. Stat., and was adopted by the Members of HUNTERS RUN GOLF AND
164 RACQUET CLUB, INC. at a meeting held on , 2000, by a sufficient
165 number of votes cast for approval pursuant to the governing documents of said corporation.
166 6. The Effective Date of the merger of the Constituent Corporations shall be December 31,
167 2000.
168 Dated this day of , 2000.
169 HUNTERS RUN PROPERTY OWNERS ASSOCIATION, INC.
170
171
172
By:
Print Name:
Title:
Page 6 of 60 Pages
> New language is double underlined; deleted language is stmek
173 EXMBIT "B"
174 AMENDMENTS TO THE ARTICLES OF INCORPORATION ("ARTICLES")
175 of
176 HUNTERS RUN PROPERTY OWNERS ASSOCIATION, INC.
177 1. ARTICLE III, POWERS, of the Articles is hereby amended as follows:
178 The Property Owners Association shall have all of the common law and
179 statutory powers of a corporation not for profit which are .reasonably necessary to
180 implement the purposes of the Property Owners Association, including but not
181 limited to: (1) the power to engage from time to time a manager or management firm
182 or other agent to assist the Property Owners Association in carrying out its duties and
183 responsibilities; and (2) the power to verify that a grantee of an Assessment Unit
184 shall have satisfied all prerequisites to become a member of the Country Club, as
185 > provided in Article IV, Section 4 of the Declaration of Covenants• and (31 theHower
186 > to merge with Hunters Run Golf and Racuuet Club. Inc. ("Country Club' 1 under a
187 > Plan of Merger to be submitted to the Members, subject to Membership approval as
188 > provided in the Declaration of Covenants.
189 2. ARTICLE IV, MEMBERSHIP, of the Articles is hereby amended as follows:
190 The qualification of members of the Property Owners Association (the "Members'), the
191 manner of their admission to membership and voting by Members shall be as follows:
192 > 1. Membership. The Property Owners Association shall have tlmc two
193 > fM classes of membership:
194 Class A Membership. Through the date of recordation of these
195 amendments in the Public Records of Palm Beach County, Florida, Each Assessment
196 Unit Owner (as said term is defined in the Declaration of Covenants) shall
197 automatically be a Class A Member of the Property Owners Association. Said Class
198 A Membership shall be appurtenant to ownership of all Assessment Units (as said
199 term is defined in the Declaration of Covenants) and shall not be separable from the
200 ownership of any Assessment Unit. Class A Membership shall be deemed to be
201 conveyed with the conveyance of an Assessment Unit whether or not such
202 membership is expressly referred to in the instrument effecting such conveyance;
203 provided, however, that such conveyance shall be conditioned upon Association
204 Verification as provided for in Article I, Section 1 (t) of the Declaration of
205 Covenants.
206 elass B Membeiship. [Due to the fact of merger, this paragraph,
207 respecting the membership of the Golf Course Property Owner, is deleted in its
Page 7 of 60 Pages
> New language is double underlined; deleted language is stmelethme.
208 entirety.]
209 etasseMeRiAxLership. [This paragraph, respecting the membership
210 of the Developer, is deleted in its entirety.]
211 > Class E Membership. Class E Members shall be those Class A
212 > Members of Property Owners Association who are "Class E Members" as that term_
213 > is defined in the Bylaws, subject to the rights and privileges thereof, as provided in
214 > the Declaration of Covenants.
215 2. Voting. Voting by Members in the affairs of the Property
216 Owners Association shall be as follows:
217 (a) Number of Votes.
218 (i) Each Class A Member shall be entitled to one (1) vote
219 for each Assessment Unit of which such Member is the Assessment Unit Owner.
220 (ii) The Class B Member shali be entitled to two fitutdred
221 (200) vot=..
222 (iii) [This paragraph, respecting the voting rights of the
223 Developer, is deleted in its entirety.]
224 > ii There is no additional or independent right to vote by
225 > virtue of Class E Membership.
226 (b) No Cumulative Voting. There shall be no cumulative voting
227 on any vote by the Members of the Property Owners Association.
228
229
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> New language is double underlined; deleted language is
230
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245 >
246 >
247 >
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249
EXHIBIT KC"
AMENDED AND RESTATED BYLAWS
Of
HUNTERS RUN PROPERTY OWNERS ASSOCIATION, INC.
("BYLAWS")
NOTE. THESE BYLAWS HAVE BEENAMENDED BY THE INCLUSION
OPA SUBSTANTIAL NUMBER OFPROVISIONS
THAT WERE FORMERLY THE BYLAWS OF THE COUNTRY CLUB.
A substantial portion of these Bylaws were formerly the Bylaws of Hunters Run Golf ani
Racquet Club, Inc. ("Club" or "Country Club"), prior to the merger of that corporation into Hunter:
Run Property Owners Association, Inc. ("Property Owners' Association"). Accordingly, the
following terms in the original Club Bylaws have been modified throughout the entire document:
1. "Board of Governors" has been changed to "Board of Directors."
2. "Equity Owner" has been changed to "Member" or "Class E Member."
The texts of the Bylaws of the two (2) corporations have been combined into one (1)
document. Changes to the pre -merger Bylaws of the Club are double underlined and deleted
language is strack thre . Similarly, changes to the pre -merger Bylaws of the POA are double
underlined and deleted language is strwk throagi .
Upon approval, when the Amended and Restated Bylaws are recorded in the Public Records,
will be recorded without double underlining, and the struck fluough language will be deleted.
250 > ARTICLE I.
251 > INTRODUCTION
252 Section 1. Identification of Property Owners Association.
253 These are the By -Laws ofHUNTERS RUN PROPERTY OWNERS ASSOCIATION,
254 INC., hereinafter referred to as the "Property Owners Association", as duly adopted by its Board of
255 Directors. The Property Owners Association is a corporation not for profit organized pursuant to
256 and under Chapter 720 of the Florida Statutes for the purposes of performing all duties and
257 obligations assigned to it by that certain Hunters Run Declaration of Covenants, Restrictions and
258 > Easements as amended from time to time (the "Declaration of Covenants" or "Declaration",
which
259 > document is-ta-bc was recorded by Summit Associates, Ltd., a Florida limited partnership
260 ("Developer"), in the Public Records of Palm Beach County, Florida.
Page 9 of 60 Pages
> New language is double underlined; deleted language is Amele re .
261 1.1 The office of the Property Owners Association shall for the present be at 3 500
262 Clubhouse Lane, Boynton Beach, Florida 33436, and thereafter may be located at any place in Palm
263 Beach County, Florida, designated by the Board of Directors.
2644t F
265 unless the Bowd of ffir=t= shaH determine ofi=wisc:
266 1.3 The seat of the Property E)w=s Amsociafion shaH bear the n=e of
267 '
ton; the word "Florift" and the words Not For Profit."
268 Section 2. Definitions.
269 > 2.1. When used in these By -Laws, all terms (unless the context
270 clearly requires otherwise) shall have the same meanings Vely
271 > ascribed to them in the Declaration of Covenants including without
272 > limitation:
273 > Assessment, Annual Assessment, and Class E Assessment
274 Developer
275 Property
276 > Member, Class A Member, and Class E Member
277 2.2 "Address Register" means the register of addresses of the Members which
278 shall be maintained by the Secretary of the Property Owners Association.
279 Such register shall reflect each Member's address as his place of residence
280 or business on the property, unless any Member shall designate a difference
281 address by written notice delivered in person or sent by certified mail, return
282 receipt requested, to the Secretary of the Property Owners Association.
283 2.3. "Articles" means the Articles of Incorporation of the Property Owners
284 > Association as same may be amended from time to time.
285 2.4. "Board" means the Board of Directors of the Property Owners Association.
286 2.5. "Members" means each and every Member of the Property Owners
287 Association, and the "Membership" means all of the Members.
288 > 2.6. The Comuy Club facilities referred to under these Blaws shall
289 > be known as the "Club," "Club Facilities," or "Country Club Facilities."
290 > Section 3. General Membership Provisions .
Page 10 of 60 Pages
> New language is double underlined; deleted language is struek
291 3.1 The qualification of Members and the manner of their admission to
292 Membership in the Property Owners Association shall be as set forth in the
293 > Declaration of Covenants and Article IV of the Articles. From and after June
294 > 22,1999, no new Member shall be admitted as a Member of Proyerty Owners
295 > Association except incident to the purchase of a home_ in Hunters Run as
296 > provided in Article IV, Section 4 of the Declaration.
297 3.2 The Members stud! meet mmtWly at the office of the Property Own=
298
299 de teir i Lai"u-0da
300 7:30 o'ciack P.M. Eastern Stwidwd Time on die -,I'd MAZed"nesJR-IF Afne
301 ' LAA%600 CUYTALLI 44, Year
302 '
> >
303which
304 "f the A=mal Members Meefius As"be to
305 ,elect ? iembers of the Bow d mid to trans=tLV
306 .
307
1 • �ww� .s �� r�•rw i w i.w�r r� .w�sa• wwswi+r ri�� w�+•��+•^
• s ■•I
duo
311
312 > 3.2 A written notice of all meetings of Members (whether the Annual Members
313 Meeting or a special meeting of the Members) shall be mailed by regular mail
314 or delivered to each Member entitled to vote thereat at address as it appears
315 > in the Address Register not less than fowteen thirty five i3 51 days nor
316 prior to the date of such meeting. Proof of such
317 mailing or delivery shall be given by the affidavit of the person who mailed
318 such notice. The notice shall state the time and place of such meeting and the
319 object for which the meeting is called and shall be signed by an officer ofthe
320 Property Owners Association. Any. provision herein to the contrary
321 notwithstanding, notice of any meeting may be waived by any Member
322 before, during or after such meeting, which waiver shall be in writing.
323 > 3.3 The Board of Directors has the right to postpone the Annual Meeting from
324 the Date and time set forth in the notice of the Annual Meeting should there
325 be a conflict with the date specified in the Notice. The postponement shall
326 be for a period of time not to exceed 30 days. The time of the postponed
327 meeting shall remain unchanged from that set forth in the original notice of
328 Annual Members Meeting.
Page 11 of 60 Pages
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329
> 3.4
The Membership may, at the discretion of the Board, act by written
330
agreement in lieu of a meeting provided that written notice of the matter or
331
matters to be determined by such Members is given to the Membership at the
332
>
addresses and within the time periods set forth in Section 3.2 hereof or is duly
333
waived in accordance with such Section. Any determination as to the matter
334
or matters to be determined pursuant to such notice by the number of persons
335
that would be able to determine the subject matter at a meeting shall be
336
binding on the Membership, provided a quorum ofthe Membership responds
337
in writing to such notice in the manner set forth in the notice. Any such
338
notice shall set forth a time period during which time a response may be
339
made thereto.
340
> 3.5
A quorum of the Membership shall consist of persons entitled to cast a
341
>
niajbr. thirty (30%) percent of the votes of the entire Membership. A
342
Member may join in the action of a meeting by signing and concurring in the
343
minutes thereof, and such signing shall constitute the presence of such parties
344
for the purpose of determining a quorum. When a quorum is present at any
345
meeting and a question is presented, the holders of a majority of the voting
346
rights present in person or represented by written proxy shall be required to
347
decide the question. However, if such question is one which by express
348
provisions of the Declaration of Covenants or Articles requires a vote other
349
than such majority vote, then such express provision shall govern and control
350
the required vote on the decision of such question.
351
> 3.6
If any meeting of the Membership cannot be organized because a quorum is
352
not in attendance, the Members who are present, either in person or by proxy,
353
may adjourn the meeting from time to time until a quorum is present. In the
354
case of the adjournment of a meeting notice to the Members of such
355
adjournment shall be in the manner determined by the Board.
356
> 3.7
Minutes of all meetings -shall be kept in a businesslike manner and shall be
357
available for inspection by the Members or their authorized representatives
358
and Directors at all reasonable times. The Property Owners Association shall
359
retain the minutes of the meetings for a period of not less than seven years.
360
> 3.8
Voting rights of Members shall be as stated in the Declaration of Covenants
361
and the Articles. Such votes may be cast in person or by proxy. "Proxy" is
362
defined to mean an instrument containing the appointment of a person who
363
is substituted by a Member to vote for him and in his place and stead.
364
Proxies shall be in writing and shall be valid only for the particular meeting
365
designated therein and any adjournments thereof if so stated. In no event
366
shall a proxy be valid for a period in excess of ninety (90) days after the date
Page 12 of 60 Pages
> New language is double underlined; deleted language is stmek
367 of the first meeting for which it was given. A proxy must be filed with the
368 Secretary of the Property Owners Association before the appointed time of
369 the meeting in order to be effective. Any proxy shall be revocable at any time
370 with or without cause by the Member executing it. Except in his or her
371 capacity as an officer of the Properly Owner's Association, no one person
372 shall be permitted to hold more than five (5) proxies.
373 ARTICLE H.
374 > EQUITIES, CLUB MEMBERSHIPS, AND GENERAL CLUB BYLAWS
375 > Section 1: Definitions and Club Bylaw Highlights
376 A. Class E Member
377
1. A Class E Member is defined as the owner of a certificate received from the C-lttb
378
Property Owner's Association which is indicative of an undefined and variable
379
percentage of ownership of the Club, which percentage of ownership may change
380 >
from time to time. Only the £-hib Property Owner's Association may transfer equity
381
certificates and Class E Memberships. A Class E Member must commit annually to
382
becoming a Class E Member of theeii in any one of the classes of Membership the
383
elub offrns; if no election is made, a Social Membership will be assigned.
384
2. Equity Certificates, and therefore Class E Membership, may not be sold, assigned,
385
transferred, pledged, or mortgaged, except as consented to in writing by the Board
386
of Directors and in accordance with the provisions of Sections 9, 10, 11, 12 and 13
387
of Article H of these eub Rvie os. Any attempt of purported sale, assignment,
388
transfer, pledge, mortgage of an equity shall be void and unenforceable without the
389
written consent of the Board of Directors.
390
3. A Class E Member must reside in the Hunters Run ean=tniity or own a residential
391
unit in the Hunters Run C-ommtmi . If a Class E Member leaves the Hunters Run
392
eomnwity, sells his unit and does not continue to own another residential unit in the
393
Hunters Run C -o , the departing owner's equity is automatically transferred
394
to the elub Property Owner's Association, such transfer to take effect immediately.
395
(See Sections B and D below.)
396 B.
'
med the rEhib under one of tile
397
categories set fbith in this 0kftlicle.
398
eommmfity or o wit a i es dentW tmit in
399
. The categories of Class E Membership shall be golf, tennis, and social.
Page 13 of 60 Pages
> New language is double underlined: deleted language is aftuekly.
,! elect*
classes . t1 . y■1 . • . . . 1 . . social ,
t.
,+ E.
■
'03 There C. 1 •52 eqttifiea, Class E Members.YI eiassEMmibms,.1 •
' withinone of fim eandomirfi= asseciatiam, or • propmty omietin s • t F11ace,• wry
all,
407
408
Nlbvoivom-
•• 1•i�.r.i•tlaa.r.�i■i.ilta.><•��t•i�11at1��s>r/.uts"=IIIW.I.M�•l...i
/ V
• • t • 1 • • t .r n n • • 1 r • n • 1 • •1 • • • • ■ • • A • • •
• • • • • w 1 •1 •�V1Q§11Vj11 •1 1 • •
413
414
415
416'
417 equity assigned to bis wift is transfetted by the elub to a purchasei of timt equity.
418
419
420 eormni"i Trllawfer fees together with M other indebtedness owed the elab wil
421 ded=ted from the.F11-oceeds paid to the pe=rz enfitled t the swne ort the sat.... of the
4217
2 .
423 D. Any Class E Member who purchases a new residence in the Isles of Hunters Run must
424 purchase a new equity pertaining to his residence in the Isles within 90 days after the closing
425 date. Upon the sale of such person's former residence to a buyer who wishes to purchase an
426 equity, he may request that the el Pronerty Owners Association transfer his prior equity
427 to the buyer of his former residence. There shall be no transfer fee charged by the Property
428 Owner's Association Flub therefor. This Bylaw change shall apply to all contracts executed
429 after the date of the approval of these Amended and Restated Bylaws.
430 Section 2: Family Unit
431 The term "family unit" shall mean and include those persons living in one constructed residential
432 dwelling in Hunters Run who are:
433 A. A husband and wife and their unmarried children under the age of eighteen (18) regularly
434 living together; or
Page 14 of 60 Pages
> New language is double underlined; deleted language is stmek .
435 B. A single widow or widower and his or her unmarried children under the age of eighteen (18)
436 regularly living together; or
437 C. A unmarried couple regularly living together; or
438 D. Two, and not more than two, single siblings regularly living together; or
439 E. Two unrelated widows or widowers, and no more than two, regularly living together.
440 F. For purpose of this section, "regularly living together" shall be deemed to mean individuals
441 who reside together at Hunters Run and have an exclusive relationship with each other, both
442 at Hunters Run and elsewhere, where either or both of them maintain another residence away
443 from Hunters Run.
444 G. All disputes and interpretations under this section shall be decided by a majority of the Board
445 of Directors at a regularly scheduled meeting, which decision shall be binding upon the
446 parties.
447 Section 3: Classes of Membership Available to Class E Members
448 Membership in the Club can only be made available to Class E Members, except as provided
449 in Article II, Sections 7, 12, 13 and 14, and shall consist of the following classes:
450 Golf (a) Family (b) Single (c) Junior
451 Tennis (a) Family (b) Single (c) Junior
452 Social (a) Family (b) Single (c) Junior
453 A Class E Member must commit annually to becoming a Member of the Club in any one of the
454 -above classes; if no election is made, Social Membership will be assigned.
455 If the residential unit or lot at Hunters Run Gouty is owned by a corporation or their legal
456 entity, the equity shall not be issued to the corporation or legal entity. Such corporation or other
457 legal entity may, however, sponsor a individual or family to own a equity associated with its
458 residence or lot and shall thereupon specify a designated user of the equity and set forth the name
459 > of the individual or family to own said equity. The designation is to be for a minimum of one f1
460 entire Membership year.
461 That individual equity shall constitute the family unit or individual as described under Section 2
462 above and shall be entitled to use Membership privilege as hereinafter provided.
463 For purposes of determining a Member's age, the Member shall, throughout the dues year, be deemed
Page 15 of 60 Pages
> New language is double underlined; deleted language is
464 to be the age actually reached as of the commencement of each dues year.
465 Section 4: Dual Ownership
466 > If two,U2, family units owned, and continue to own, a single property inthe Hunters Run a aimntnrity
467 as of August 15, 1989:
468 > A. They shall have the right to purchase one Ll� equity.
469 > B. The dual ownership shall be limited to two M family units, as described under Section 2
470 > above, and limited to two Q classes of annual Club Memberships.
471 C. When there is a dual Membership a twenty-five (25%) percent surcharge will be applied to
472 the more expensive Membership.
473 D. A non -participating owner cannot be a guest of the other.
474 E. The dual Membership grand -fathering Membership privilege provided for in this section
475 shall terminate should there be a change in unit ownership in any way, manner or form.
476 > Thereafter, only one W Membership shall be permitted for that unit.
477 Section 5: Owners of Two or More Residences or Lots
478 > If a person acquires two Q2 .or more residences or lots in the Hunters Run , the owner
479 > may -shall apply for a equity for each residence or lot if iks%.-a CU IF, to be associated
480 Owners of more than one Club equity will be responsible for the payment
481 of dues with respect to each Club equity owned, without any special privileges or adjustments for
482 his or her ownership of multiple Club equities; provided, if any of the Owner's residences or lots in
483 the Hunters Run are not occupied, the Owner may elect to not pay dues and not have
484 Membership privileges associated with one of those equities on a annual basis. In all events, a Class
485 E Member shall be required to pay dues on at least one of his Club equities; qualification as a family
486 Member under Section 2 of this Article will not relieve an Owner from the obligation of paying
487 annual dues on a owned equity, unless he or she actually owns title to and is a registered owner of
488 > more than one (J1 residence in Hunters Run, and one of the owned residences is not occupied.
489 Section 6: Members Privileges
490 A. Golf Members shall possess all of the privileges of the Club, subject to such rules and
491 regulations as may be made by its Board of Directors.
492 B. Tennis Members shall be entitled to the use of all Club facilities except golfing privileges
493 and may not play golf as a guest of a Golf Member, provided, however, that the Board of
494 Directors has the right to adopt regulations permitting Tennis Members to play golf, upon
Page 16 of 60 Pages
> New language is double underlined; deleted language is stmekgh.
495 payment of greens and golf cart fees during such periods and at such times as the Board may
496 determine from time to time.
497 C. Social Members shall be entitled to the use of all Club facilities except golfing and tennis
498 privileges and may not play golf or tennis as a guest of a Golf or Tennis Member; provided,
499 however, that the Board of Directors has the right to permit Social Members to play golf
500 and/or tennis, upon payment of tennis, greens and golf cart fees during such periods and at
501 such times as the Board may determine from time to time.
502 Section 7: Junior Members
503 A. Junior Members shall consist of the unmarried children of full Golf Members, Tennis
504 Members and social Members who are between eighteen (18) and twenty-four (24) years of
505 age, inclusive.
506 B. Junior Members shall not be subject to the payment of a initiation fee or Membership
507 contribution but shall pay the Junior Membership dues.
508 C. Junior Memberships shall neither be assessable nor transferable, nor shall they be entitled
509 to a Membership certificate.
510 D. Junior Membership cards shall be issued to each applicant properly qualified for such
511 Membership.
512 E. Junior Members shall be entitled to the same rights and privileges of the Club as that of the
513 class of their parents, subject only to such rules, regulations and restrictions as may be
514 prescribed by the Board of Directors.
515 Section 8: Application for Equity
516 A. All applications for Class E Membership, and applications for Membership, shall be in the
517 form and contain the information as prescribed by the Board of Directors and/or the
518 Membership Committee and shall be signed by the applicant. Each application shall be
519 accompanied by payment of all required fees either by check or other form as prescribed by
520 the Board of Directors.
521 B. With respect to an applicant who is a purchaser of a residence or lot in Hunters Run, the
522 terms of paragraph C below of this Section 8 do not apply. The conditions for Membership
523 are completion and execution of the Application for Membership, completion and execution
524 of the Membership Purchase Agreement, and a cashier's check or cash in U.S. funds for the
525 amount of the purchase price required.
Page 17 of 60 Pages
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526 C. With respect to all other applications for Membership, which are not described in paragraph
527 B above of this Section 8, the following applies:
528 1. Applicants will be considered accepted by the Club as Class E Members and as
529 new Members in good standing, unless the applicant is notified in writing by the Club within
530 forty-five (45) days after the applicant has deposited the equity fees and the other fees.
531 2. The Club through the Board of Directors shall have the sole right to approve
532 applicants for Class E Membership and for Membership, which approval may not be
533 withheld except for good reason and cause.
534 Section 9: Equity Certificates
535 A. Every Class E Member who paid the required fees for equity shall receive a certificate of
536 equity issued as husband and wife or individually in the name or names of the legal title
537 holder as stated in the deed to the unit at Hunters Run, subject to the provisions of Section
538 3 hereof; provided, however, that units owned by corporations or other legal entities shall
539 have certificates issued in their names as set forth in Section 3 above. Such certificate shall
540 be issued in the form approved by the Board of Directors. Each equity certificate shall carry
541 a par value of One Dollar ($1.00).
542 B. Equity certificates are not redeemable or transferable except as specifically provided by these
543 Bylaws, and then only through the Board of
544 Directors, with the approval of the elub Treasurer.
545 Section 10: Resignation and Redemption of Certificates
546 A. Residency
547
1. The £ltib Properly Owner's Association has based its financial structure and stability
548
on the premise that every Class E Member who owns a residential unit in the Hunters
549
Run Community must assume and pay dues for a Membership of either golf, tennis,
550
or social, with a Social Membership to be assigned automatically if no election is
551
made.
552
2. After August 1, 1995, the 6lub Property Owner's Association will not accept a
553
resignation from a owner of a residential unit who owns a equity, but will require
554
payment of social dues and all levies and assessments as a minimum.
555 B. Grandfather Clause
556 1. A Class E Member who resigned his equity to the Club and transferred the same to
Page 18 of 60 Pages
> New language is double underlined; deleted language is stmek
557 the Club prior to November 1, 1994, and who continues to reside in the Hunters Run
558 > Community will be responsible for one-half/2/x of each year's social dues and the
559 entire amount of all capital assessment, operating assessments, and other levied
560 charges. When such resigning owner no longer resides in the Hunters Run
561 Community and his buyer obtains that equity, the entire amount due to the E31
562 Property Owner's Association by the resigning Class E Member for any dues,
563 assessments, or other unpaid charges will be deducted from the equity
564 reimbursement, if any, otherwise then payable to the resigned owner. If the amount
565 due the Bub ProptM Owner's Association is more than the equity reimbursement,
566 the resigning owner shall receive no reimbursement and pay any balance due. The
567 then prevailing transfer fee shall also be deducted from the proceeds to be paid to the
568 departed owner. Any delinquencies shall be charged in accordance with
569 C—hrbPropertv Owner's Association policy.
570
2. A Class E Member who resigned his equity to the Club and transferred his equity to
571
the Club after October 17, 1994, and prior to August 1, 1995, and who continues to
572
reside in the Hunters Run Community will be liable for one-half (%) of each year's
573
social dues and the entire amount of all capital assessments, operating assessments,
574
and all other levied charges, which amounts will be billed when Class E Members
575
and Members are normally billed and shall be due and payable by a resigned Class
576
E Member upon receipt of his bill, and the Curb P_ronerty Owner's Association shall
577
not extend the time to pay the same. Thee Property Owner's Association shall
578
have the right to deduct any amount then due and still owed from the proceeds which
579
may become available upon the resigned owner's equity being sold. The then
580
prevailing transfer fee will also be charged. Any delinquencies shall be charged in
581
accordance with Blab Property Owner's Association policy.
582 Section 11: Transferability of Equity Certificates and Class E Membership
583 A. Equity Certificates and therefore Class E Membership may not be sold, assigned, transferred,
584 pledged, mortgaged or otherwise hypothecated except with the written consent of the Board
585 of Directors or as provided by these Bylaws. Any attempt or purported sale, assignment,
586 transfer, pledge, mortgage or hypothecation of a equity certificate or Class E Membership
587 without the written consent of the Board of Directors shall be void and unenforceable and
588 of no force and effect.
589 B. A Class E Member who sells his residential unit and departs the Hunters Run Community
590 must transfer his equity to the Blab Property Owner's Association and may request the au
591 Property Owner's Association to transfer that equity to a new purchaser of the seller's equity
592 and unit. After any indebtedness to the IShrb Property Owner's Association by the seller is
593 deducted, the seller will receive the proceeds paid by the purchaser less the sum of 10% of
594 the then equity which shall be retained by the 6 5 Property Owner's Association as a fee
Page 19 of 60 Pages
> New language is double underlined; deleted language is stmek.
595 for transferring the equity to the successor owner. Such transfer fee shall be in lieu of any
596 other participation by the el b Property Owner's Association in the amount paid, whether
597 the purchase price for the Equity be more or less than the resigning owner paid for his equity.
598 The selling Class E Member, if he does not own another equity and another residential unit
599 in the Hunters Run Community, will be deemed to have resigned from the £aPrope
600 Owner's Association and shall have none of the rights and privileges thereof.
601 C.
Any Hunters Run resident Member of the C%bPro Owner's Association who purchases
602
a new residence in Hunters Run must purchase a s Association
603
Membership pertaining to his new residence. However, such resident Member of the aub
604
Property Owner's Association may meet the financial requirements ofparagraph B of Section
605
8 hereof with the tender of a promissory note in favor of the et LPropertv Owner's
606
Association and in the full amount of the Membership purchase price, such promissory note
607
to be in form and content acceptable to the ehzbProptM Owner's Association and with a
608
maturity date not to exceed ninety (90) days after the date of the closing of title of the new
609
purchase. Further, and notwithstanding paragraph B above of this Section 11, upon the sale
610
of such resident Member's former residence to a buyer, and that buyer's purchase of a ettrb
611
Membership, the resident Member will receive one hundred (100%) percent of the proceeds
612
of the sale of a C* b -Membership to the buyer of the resident Member's former residence.
613 >
This bylaw change shall apply to all contracts executed after the date of the approval hereof.
614 > D. A Class E Member who departs Hunters Run,and who sells his residential unit to a
615 > purchaser who does not purchase the equity the seller transferred to the C%b Property
616 > Owner's Association, because the purchaser previously owned an eguity: and where the
617 > purchaser requests the Club Property Owner's Association to transfer the purchaser's
618 > previously -owned Nulty to the newly -purchased residential unit presents a situation where:
619 1. The seller may for a period of ninety (90) days have his formerly -owned equity
620 placed on the Ehtb's Property Owner's Association Chain of Accession for Equities,
621 and have a Line of Accession created for his formerly -owned equity. This is
622 automatic and requires no action by the seller except to inform the aub Property
623 Owner's Association of the sale of his residential unit, and the transfer of seller's
624 equity to the El Property Owner's Association. The seller is responsible for all
625 > assessments during this 90 -day period.
626 2. After ninety (90) days, the purchaser must purchase the equity now associated with
627 his former residence at the then -equity price.
628 Section 12: Renters of Hunters Run Residences
629 Class E Members shall have the right to transfer the beneficial use of the equity certificate to a renter
630 of the residential unit in the -Hunters Run eormnwitty subject to the following conditions:
Page 20 of 60 Pages
>
New language is double- underlined; deleted language is shuek.
631 A.
Only one such assignment of beneficial use may be granted to a renter during a single dues
632
year and shall be for a period of not less than three consecutive months within any twelve -
633
month period.
634 B.
A renter's application form must be submitted to the Membership Committee and approved
635
by the Committee.
636 C.
There shall be a surcharge of twenty-five percent (25%) of the annual Membership dues for
637
the privilege of designating a renter as a beneficial user of a Membership, which shall be paid
638
by the Class E Member when the renter's application for beneficial use is submitted.
639 D.
A copy of the lease or rental agreement must be submitted and attached to the application.
640
Such renters, following approval, shall be entitled to rights to use the Club facility, subject
641
to rules and regulations adopted by the Board. The Class E Member shall be responsible for
642
all charges incurred by the renter. During the period when a renter is designated as beneficial
643
user of the equity certificate, the Class E Member shall have no rights or privileges to the
644
Club facility. When the absent Class E Member is a child or grandchild or parent of another
645
Class E Member, then all privileges of a Immediate Family Member will prevail.
646 > E.
A renter may be permitted to have the beneficial use of Club for only two Q years, once in
647
a lifetime.
648 Section 13: Transfer upon Death or Divorce
649 A. Upon the death of a Class E Member holding title to a equity certificate, the deceased Class
650 E Member's spouse shall have the right to have the certificate transferred to the survivor,
651 without fee, provided that the surviving spouse is a resident of the Hunters Run -C- n nitp;
652 the survivor must submit documentary evidence indicating ownership of the unit by the
653 survivor.
654 B. In the event married Class E Members are legally separated or divorced, title to all
655 certificates issued in the name of either spouse, including all rights and benefits given to the
656 holder thereof, if a resident Member, shall vest in the spouse awarded the residential unit or
657 lot by a agreement of separation or decree of the court, as evidenced by a copy of the
658 condon r title deed presented to the club Property Owner's Association. In the absence
659 of a separate agreement or court decree, the rights and benefits shall vest in the owner of the
660 residential unit or lot as evidenced by the deed to the residential unit or lot.
661 C. Upon the death of any multiple Class E Members, other than those covered under Ontiele-ffl-,
662 > Sections 3A =d 3D Section 13. paraeraphs A and B, the remaining Class E Member or
663 owners shall have the right to have the certificate transferred in the name or names as
664 evidenced by a new condominium title deed or property deed (Sutton Place).
Page 21 of 60 Pages
> New language is double underlined; deleted language is stmek
665 Section 14: Parent -Beneficial User Designation Prn►il=e
666 A holder of a equity recorded in the name of, or owner of a residential unit in the Hunters Run
667 Community, wherein the sole and only occupants of the unit are the parents of the recorded Class
668 E Member may be permitted the right to designate the parent(s) as the sole beneficial user of their
669 equity rights, provided that the parent(s) are, and will remain, the only full-time occupant(s) of the
670 residential unit or lot.
671 This section shall also apply to the situation wherein a parent owns a residential unit and is the
672 holder of a equity certificate and the sole and only occupant of the unit is a child (or a child and
673 spouse) of the certificate holder, such certificate holder may be permitted to designate the child (or
674 child and spouse) as the sole beneficial user(s) of their equity rights.
675 In the case of any such designation, the recorded owner of the unit and equity holder shall have no
676 rights or privileges, other than that of a house guest, to use the Club facility, but will be responsible
677 for all charges incurred by the occupant and beneficial user.
678 Approval of these specific types of beneficial user designations shall only be granted by the Board
679 of Directors, who shall have the right to request such documentation as may be necessary for
680 consideration prior to approval.
681 All such designations may only be terminated at the end of a fiscal year and upon thirty (30) days'
682 prior written notice to the Club Secretary.
683 Section 15: Limitation, Restrictions, Rights and Privileges of Membership
684 A. All Memberships shall be subject to such rules and regulations as may be prescribed by the
685 Board of Directors, from time to time.
686 B. Except as otherwise provided, family and single categories of golf, tennis and social
687 Members who are Class E Members shall be:
688
689 > 21. Entitled to hwre a intetest in the assets of the elab and to share in its the Club's
690 equity upon dissolution -or liquidation of the Club; and
691 > -32. Subject to assessment.
' 4. Y
s Section f 5 =7 be diftaa.me., %im"i7 as set forth in2kiticle Section
693 Section 16: Suspension and Tex mination, of Membership
Page 22 of 60 Pages
> New language is double underlined; deleted language is struek
694 A. Any Member whose conduct or whose family's or guest's conduct shall be deemed by the
695 appropriate Committee to be improper or likely to endanger the welfare, safety, harmony or
696 > good reputation of Hunters Run may be reprimanded, fined, or
697 suspendedwL frorn the elub by action of the Board of Directors
698 the Grievance Committee as set forth in Article V, Section 2, Paragraph I:
699 > 1. Any reprimand, fine, or suspension shall be by the affirmative vote of not less than
700 > a majority of a Quorum of
701 > the Grievance Committee.
702 2,
703 entire M of the B ard of Directors.
704 > B. Before any Member may be reprimanded, fined, or suspended for reasons other
705 > than non payment of dues, assessment or Club charges, fourteen (14) days' notice
706 shall be given to said Member stating the time and place of a hearing to be held before the
707 Grievance Committee and containing a invitation to attend and be heard. The notice shall
708 further contain a specification of the charges against the Member and shall be either
709 personally delivered to the Member, or mailed to the Member's last known address by
710 certified mail. The Grievance Committee shall prepare and provide to the Board of Directors
711 a written report of its findings and impositions.
712 > 1— A Member recommended for expulsion a reprimand, fine or suspension by the
713 > Grievance Committee shall be entitled to Meal to the Board of
714 Directors ' . . The Board shall hear appeals from
715 decisions of the Grievance Committee as provided in Article V, Section 2, paragraph
716 I below.
717 > 2. A fine may be levied on the basis of each day of a continuing violation. with a single
718 > notice and opportunity for hearing, without limitation on the aggregation of such fine.
719 > C. The Board of Directors shall be the final arbiter of what constitutes misconduct,
720 > what conduct is injurious to the interests of the etub Hunters Run and what constitutes a
721 violation of the rules and regulations of the Club, and shalt determin the penalty to be
722 > imposed. The decision of the Board of Directors shall be final. Notwithstanding the
723 > foregoing. if the Grievance Committee does not approve a reprimand._ fine or susp_ ension, it
724 > may not be imposed.
725 Section 17: Rights of Disciplined Members
726 No Member under suspension shall have the right to use the Club or any of its facilities, nor shail
727 he or she have the right to vote, hold office or serve on any committee during the period of such
Page 23 of 60 Pages
> New language is double underlined; deleted language is
728 suspension.
729
730
731
732 operate as a telease of all ig` tw in title to, or intere, - -q - qqP c 94 - q - " P - -Ok P 0 -q 49-r assets of the el
733 > A cxpcHcd- disciplined Member shall nevertheless continue to be liable to the Club for the payment
734 of (1) all unpaid fees, dues and assessments, including, but not limited to, operating deficiencies
735 assessed for the entire fiscal year during which he or she was a Member at the time of termination,
736 and other debts, plus interest thereon at the rate of eighteen percent (18%) per annum, and (2)
737 attorney fees, charges and all costs of collection in respect thereof. AAer such ded=tions, sueh
738 -
739 , • -
740 Section is: - -- -- - Times
I Y • pertaining to F%,JLA'LLA,3Jsib1e 6=0 %1L ....are not to b
742 considezed as Bylaws, but are Rules 1 Rer en p
743 •ni'
744 ARTICLE III
745 MEETINGS
746 Section 1. Annual Meetings
747 > A. The Annual Meeting of the Members shall be held at a place to be named by the
748 Board of Directors within Palm Beach County at 7:00 P.M. on the fourth Monday in March
749 > or within two Q weeks therefrom if (1) the fourth Monday in March falls on a holiday or
750 (2) if decided by the Board of Directors.
751 B. Written notice stating the place, day and hour of the meeting shall be given for all Annual
752 Meetings.
753 . The meeting notice shall state when
754 the purpose of the meeting is for:
755 ■ Election of Directors
756 ■ Receiving the Annual Report, including the Financial Report
757 ■ Presentation of the Annual Budget
758 ■ Transaction of all other business as may properly come before the meeting.
759 The purposes stated in the meeting notice shall also include all other matters then known as subjects
760 to be brought to the Member's attention.
Page 24 of 60 Pages
> New language is double underlined: deleted language is shnek through.
761 C. At each Annual Meeting of Members, the Board of Directors shall present a Annual Report,
762 which shall include a complete Financial Statement of the prior year's results. They shall
763 also present the Members with an Annual Budget, projecting anticipated financial operations
764 > for the following fiscal year. Such reports shall be filed with the records of the CH Pro e
765 > Owners Association and entered into the minutes of the Annual Meeting of Members.
766 Section 2: Special Meetings
767 A. Special Meetings of Members may be called by (1) the Board of Directors or any officer -of
768 6= elt:b instructed to do so by the Board of Directors, or'(2) by valid petition of one-third
769 (1/3) of all Members in good standing properly presented to the Secretary of dw el .
770 B. All Special Meetings of Members shall be held at such time and place, within Palm Beach
771 County, as the Board of Directors of the elt shall establish from time to time. In the event
772 the Special Meeting is called by petition of the Members, the petition should request a
773 specific time and place for the Special Meeting. If such request fails to establish such place
774 or time, then, in such event, such meeting shall be held at the principal office of the £tub
775 > Property Owners Association at 7:00 P.M. on the fourth Monday following receipt of the
776 petition or at any such other time and place established by the Board of Directors.
777 C. The Notice of Special Meeting shall state the purpose(s) for which the Special Meeting is
778 being called. At the Special Meeting, only the business stated in the Notice of Special
779 Meeting may be transacted.
780 Section 3: Notice
781 Notices for all meetings, if mailed, shall be mailed to the most recent address given by the Members
782 to the Secretary of the Club. Notice shall be deemed to be mailed when deposited, with proper
783 postage prepaid, at a United States Post Office or at a facility under the exclusive jurisdiction of the
784 Postal Service.
785 Section 4: Adjournment
786 A. Any meeting of Members may be adjourned from time to time. In such event, it shall not be
787 necessary to provide further notice of the time and place of the adjourned meeting if
788 announcement of the time and place of the adjourned meeting is given at the meeting so
789 adjourned. In the event the Board of Directors establishes a new date for a adjourned
790 meeting, a new notice shall be given, in the same manner as herein provided.
791 B. No notice need be given to any Member who executes and delivers a Waiver of Notice
792 before or after the meeting. The attendance of a Member in person or by proxy at the
793 meeting, without protesting the lack of notice of a meeting, shall constitute a waiver of notice
Page 25 of 60 Pages
> New language is double underlined; deleted language is stmek
794 by such Member.
795 Section 5: Ibist or Record of Membei, s
t Vt - • f Members,there QXUAL&Ln. J'Ir %6.3ented . oi record of 1 r .A • the . at
q � mons F797
Mt 1 • tice • 1 • .A 11 •. • ■ • • ■t • • • to • • A ■ • arafiWAL.Upon
• • r any Member1 • tr A 1 1 1 • . • ■r . ■ .A t . .r. • • •
Ir
It .n - If.. Ir. •1 `1 • tIh ■ . t . • . . •1 1 ■It . t list f•t be
• • 11 JI • tt-.persom tovote gd stich meel,0•1 rmp .It ■ .t yez sons 1 • . • ■ •. on . 1 •ecoz■
• to be t ■ 11 •vote at stmitUnxpovaotiq""a-
802
802 > Section 6 5: Presiding Ofcers: Order of Business
803 A. Meetings of the Members shall be presided over by the following officers, in order of
804 seniority -- the President, Vice President, Treasurer, Secretary, or if none of the foregoing is
805 in office or present at the meeting, by a Chair to be chosen by a majority of the Members in
806 attendance. The Secretary of the Property Owners Association shall act as Secretary of every
807 meeting. When the Secretary is not available, the Chair may appoint an acting Secretary of
808 the meeting.
809 B. The order of business at all annual meetings of Members shall be as follows:
810 ■ Determining a quorum
811 ■ Reading of the Minutes of the preceding meeting
812 ■ President's report
813 ■ Treasurer's report
814 ■ Annual Budget
815 ■ General Manager's report
816 > ■ Election and announcement of election results
817 ■ Old business
818 ■ New business.
819 > Section -7 6: Proxies
820 > Every Member may authorize another person to act for him or her by proxy in all matters in which
821 a Member may participate, including waiving notice of any meeting, voting or participating in a
822 meeting, or expressing consent or dissent without a meeting. Every proxy shall be signed by the
823 > Member or his or her attorney-in-fact, and shall be revocable at the pleasure of the equity owner
Page 26 of 60 Pages
> New language is double underlined; deleted language is stmek
824 executing it, except as otherwise provided by law. Except as otherwise provided by law, no proxy
825 shall be valid after the expiration of c rths ninety (90) days from the date of the meeting
826 for which it was executed and all adjournments thereof. Where permitted by the Board of Directors,
827 cgnitp owners may vote by written absentee ballot, which ballot must be counted before the
828 commencement of any meeting for which the ballot is submitted.
829 > Section 8 7: Appointment of Inspectors
830 The Directors may, but need not, appoint one or more inspectors to act at any meeting or any
831 adjournment thereof. If inspectors are not appointed, the presiding officer of the meeting may, but
832 need not, appoint inspectors. The inspectors shall determine the
833 number of Memberships represented at the meeting, the existence of a quorum, and the validity and
834 effect of proxies. The inspectors shall receive votes, ballots or consents, hear and determine all
835 challenges and questions arising in connection with the right to vote, count and tabulate all votes,
836 ballots or consents, determine the result and do such acts as are proper to conduct the election or vote
837 of all Members. The inspectors shall make a report of all matters determined by them with respect
838 to such meeting.
839 > Section 9 8:uorum
840 > Except as provided bylaw, at least thirty (30%) percent of all equities sold, or
841 Members entitled to cast votes present at the meeting in person
842 greater), by proxy or by absentee ballot, shall constitute a quorum at a meeting of Members for the
843 transaction of any business. Each Member in good standing in the eh shall be entitled to one (1)
844 vote. In the election of Directors, a plurality of the votes cast shall elect. Except to the extent
845 provided by law, all other action shall be by a majority of the votes cast.
846
847
ARTICLE IV
BOARD OF DIRECTORS
848 Section 1: Oualifcations: Powers and Duties: Budget; General Manager
849 > A. The Club Property Owners Association shall be managed by the Board of Directors. Each
850 > Director shall be at least eighteen (18) years of age and shall be a Member of the Pro e
851 > Owners Association during his or her term of office. No person convicted of a felony shall
852 be eligible to serve on the Board of Directors.
853
854 Until changed by a vote of the Members at an Annual or Special Meeting, the Board of
855 Directors shall consist of twenty-one (2 1) Club Members elected to serve for a term of three
856 (3) years each with the terms of seven (7) Members expiring each year. Prior to each Annual
857 Meeting, the seven (7) Directors whose terms are expiring shall be replaced by seven (7)
Page 27 of 60 Pages
> New language is double underlined; deleted language is stmek
858 Club Members to serve for a term of three (3) years each in a election held in accord with
859 these Bylaws.
860 -1
861
• -
• � ♦ • • • i � 111 111 - ■/ � • • -111 Irl � I111 - •1 � ♦ .1 ♦ r 11 • A s 111
• • f 1 • • 11 Y•11 X11 tll �/ •1 "♦111 •r.1 .11 � 1 • /1 � 11 • -
864 > i 1.
865 '
866 > ' . Notwithstanding the provisions of Section 1, paragraph A, the first Board
867 > after the merger of the Property Owners Association with Hunter's Run Golf and Racquet Club, Inc.
868 > " Country Club") will be a consolidated Board of twenty-seven (27) Directors: composed of nine
869 > (9) Directors of the Property Owners Association plus twenty-one (2 1) Governors of the Club, less
870 > three (3) persons who at the time of merger served on both Boards. In order to transition from the
871 > first Board after the merger, to a Board in full conformity with Section 1, paragraph A. the following
872 > special transition rules shall a
• a..
• • "• 1/ 0 RI • 11 f/ •
• 4 Y
• �11�1�I1�S�♦��Il�f•�1•�t �ff1�,T 11l•�{•%III.A.7l�l �S..1a'-t11:�1�1��•.{J,l�Ati ���..... ■�r �.. �..,l. ry
875 , the three (3) eandidates reeciving the next highest number of votes shail be eleeted fbr
876 a two (23 year tmm; and the thme (3) eandidates Li"b th %6, next highest timmbet of votes shaff b
877
878 > . Directors who prior to the merger were elected to serve terms
879 > that expire in December of any year shall serve extended term_ s on the Board until March of the
880 > following Year. These amendments are not intended to shorten, and shall not be interpreted so as to
881 > shorten. the currently -existing term of a sitting Director at the time of merger.
882 (b)
883
884 ob.11SQUIVILIAs'
885 > . In March of the 2001, 2002 and 2003 election years, the
886 > Members shall elect seven (7) Directors, notwithstanding the number of vacancies resulting from
887 > the natural expiration of Directors' terms. All vacant seats in excess of seven (7)_ in each of said
888 > election years shall be retired.
889 > B.
The Board of Directors shall be vested with the control and management of the Pro e
890 >
Owners Association Club and its assets. It shall have authority to engage and discharge
891 >
employees and agents of the EH Property Owners Association, fix salaries, admit, suspend
892 >
oar fine orexpel Members, but only in accordance with the provisions ofthe -C these
893 >
B� 1 , create and appoint committees and do everything necessary and desirable in the
Page 28 of 60 Pages
> New language is double underlined; deleted language is mrwk
894 > conduct of the business of the Flub Property Owners Association in accordance with these
895 > 6ub RulesBylaws. The Board may negotiate for major capital acquisitions or expenditures
896 > outside ofin addition to the annual budget in accord with these Bim. Whether
897 > included in the annual budget or outside -of in addition to the budget, the Board of
898 Directors shall not expend or commit for the expenditure for any single capital acquisition
899 and/or capital improvement and/or capital project in any single fiscal year of a sum in excess
900 > of $300,99 400 000 nor shall it expend or commit for expenditure for capital acquisitions
901 and/or capital improvements and/or capital projects in excess of a total of $599;999
902 > S 1.000.000 in any single fiscal year unless it shall first have obtained approval by a vote of
903 > at least 5056 a m1ijority of the Members voting provided that 60% of those Members who
904 > are eligible to vote shall have voted. For the next three (3) years, certain special projects of
905 > the Property Owners' Association in progress at the time of merger (i.e., the Guard House,
906 > Improved Drainage System, and Updating of the Security System) shall be exempt from the
907 > foregoing limitation of $400.000, although each of these projects must fall within the annual
908 > $1.000.000 limitation in any single fiscal year. .
909 C. The Board of Directors, with the advice of the Budget & Finance Committee, shall have the
910 responsibility of fixing an annual budget, which shall be presented to the Members of the
911 > ei Property Owners Association at the Annual Meeting. The budget shall be the financial
912 > budget of the £-lub Property Owners Association for the ensuing fiscal year.
913 > D. The Board_of Directors, with the advice of the Budget & Finance Committee, shall separately
914 > estimate the costs and expenses, including a reasonable provision for contingencies and for
915 > a reserve for capital replacements, to be incurred by the Propgft Owners Association in the
916 > performance of the duties of and exercise of the powers of ownership and operation of
917 > Country Club assets, and shall determine the dues. assessments. charges thereunder,
918 > including the Class E Assessment share described in Article VI. Section 3. paragraph (b)Q
919 > of the Declaration.
920 > D E. The Board of Directors may engage a salaried person in the position of General Manager, or
921 "Executive Governor" if so desired, to act as general manager of the Club and its facilities.
922 > Such person shall not be considered an officer of the Cab Property Owners Association or
923 a Member of the Board. The General Manager shall in all respects be responsible to the
924 Board of Directors and shall report to them at each regular meeting of the Board on all
925 > matters and actions of significance. He or she shall promote, in all ways possible, the
926 activities of the Club, the goodwill of its Membership and be considerate of their welfare at
927 > all times. He or she shall have the authority to hire such employees as he or she may deem
928 necessary, subject always to approval of the Finance Committee and the Board of Directors.
929 > The General Manager or his or her appointee may maintain a presence at all meetings of all
930 > standing or special committees. All proposed written contracts for Eitib Property Owners
931 > Association employees shall be submitted to the Board of Directors for consideration not less
Page 29 of 60 Pages
> New language is double underlined- deleted language is sbuek
932 than thirty (30) days prior to submission to the Board of Directors for approval.
933 > EF.- The Board of Directors shall have the right to set the purchase price of the equities from time
934 to time,. .. .
935 IF. •1 •1� t Ih .It • . of thisSection tir • 1 •11 �•• • 1 ■ • • 41,
11 t • • •/
• • IL a•• •
2 Section
937 Section 2: Term: Nowinatin. eomnfiftee., Vacancies: Election of Directors
938 > A. No Director may be elected to succeed himself or herself in office more than once. The
939 > foregoing -restriction is prospective only; it does n_ o_t apply to the currentl. existina term of
940 > a sitting Director at the time of mercer.
• , •,
• 1 I II I r- •1/ - • 111111 II%t t • 1 ■ • • •
t/ 1 r • • I • 91 • 11
• • 1 - r1
•WWWMIRIP1111k • f
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• , ,W11 AIIIIIIINW4111
• • t Y.t • 11 • • 1 • 1■I • 11 • • I1
945 > 27
946 PMS01M, none of t • It 11 be. ■ t membmof the• .1 ■ WA
• 1 ■ •
947 ifimters Run or of the Board of Directors offimitets R= PEM, or the spouse of sucli
• rmnber.
r It be thetask• 1 • Itll T. •1 E30imiritteeto propose, interview•t • • ■
.1 It the ciedentialsof .1 potmitial1 • 1 •Jr CO Am 05tingoz • • ■
951 Y, on the Bowd of Directots. They .51W 11. Lsiopvrt their
Ih which .1
952
11 • Itlee (3) mote nominees■ .It the vwamiesto be • if 1 1 •
• V
• /� 11 • ■ • 11. .1 • t • •■ • n=esof rnorninces.t •
954 • 1he r,t • 1 ■ • • r r.t • ballots • than • • •. • •
955 to fl= AIt Irl 11 • It • ■ • 1 1 ■m s• . tIt111 • • •11 11 t tIr
Additional nomirratimisfor • • ■/ • .1 • the Board • Directois. be • •
• 1writ•11 us t • t • • t • ■ 1:1 • ■ ■ •
t • • .11 t • t r It • • • r1 •
960 a
• .1 .1icy 1 ■ • • • . / • .r.t ■ • 1 • • • r • • ■ers
•• ••• r.t1• g.-
962 > l -B The process to be followed for the election of Directors is:
Page 30 of 60 Pages
> New language is double underlined; deleted language is 9&uek thrett .
963 Election Of i t • tr ■1 be &1.7■Rp It •■ • t • Ir It • • • • .1 !now "1434P
• w • t1 / •
M
• ■Ir It il
fl• •Y. • • • • ' •111 +Y.■ •11 ' • .l • A • 1 r 11 1 t the names t • .1
• • Il7�l J1�1/1� �4t14��i■J11+11�•�i�i� +/Ptl•Il•1�1�7• • • • •
1 • 1111 ■1 • 1 • ttlltr • • ■ • )l �
967 > 2--1 A cast ballot must contain votes for at least a md9n
:M of the number of Board
968 > vacancies then to be filled, but shall not contain votes for more than the number of
969 > vacancies to be filled. To the extent permitted by law ; a ballot not in conformity
970 > with the foregoing shall
971 be invalid and not counted.
972
Ballots ■w • ■ • ■ l •l �•lentmil-16-:7-• • • ■1
973
received by the r.l • tLICILCOdKOS Ar;tf• • • U r •
i
975
976
977 > 4.2 All elections for Directors of tl�b shall be by sealed ballot, and it shall be the
978 _ duty of the Secretary to provide such ballots to those authorized to vote in such
979 manner that will not disclose who has voted for whom.
980 > 3. Any Member may run for the Board of Directors by filing an application to do so.
981 > Notwithstanding the foregoing, any Member may nominate himself as a candidate
982 > for the Board from the floor at the Annual Meeting:
983 > 54 Those candidates receiving the most votes shall be elected to fill full-term vacancies.
t
984 > 65 A tie for the last vacancy shall be determined by a flip of a coin conducted by the
985 President.
W
987
988 Section 3: Removal; Resignation and Prohibitions
989 A. Any or all of the Members of the Board of Directors may be removed with or without cause
990 by a vote of the majority of the Members at a duly convened meeting of the
991 Members.
992 B. The Board of Directors, by a vote of three-quarters (3/4) of the Members of the entire Board,
993 may remove any Director for cause only. In addition, if any Director shall fail to attend three
994 (3) consecutive Board meetings or seventy five (75%) percent of all meetings, i.e., Board
Page 31 of 60 Pages
> New language is double underlined; deleted language is shuek through.
995 meetings and Workshops held within the period from the date of an Annual Meeting until
996 the date of the following year's Annual Meeting, the Director shall thereupon automatically
997 forfeit his or her right to remain as a Director on the Board of Directors, unless one-half (%s)
998 of the Board members eligible to vote find that such Director's absences were unavoidable
999 because of medical problems or other exigent circumstances which prevented his or her
1000 > attendance. The term meetings as used herein shall include but not be limited to regularly
1001 scheduled meetings and workshops.
1002 C. Any Director, officer or Member of a committee may resign at any time by giving written
1003 > notice to the Board of Directors or to an officer of the el Property owners Association.
1004 Unless otherwise specified in the notice, the resignation shall take effect upon receipt thereof
1005 by the Board of Directors or such officer. Acceptance of such resignation shall not be
1006 > necessary to make it effective. No resignation, once made, may be rescinded after it has taken
1007 > effect as herein provided.
1008 D. No Member may be a candidate for the Board of Directors if that candidate has put up his
1009 residence for sale with an intent to leave the Hunters Run eormnwity. Further, a Member
1010 of the Board of Directors must resign from the Board if he or she has executed a contract of
1011 sale for his or her residence and intends to leave the Hunters Run emmn
1012 '
1013
1014 Section 4: Newly -Created Directorships: Vacancies
1015 A. Newly -created Directorships or vacancies in the Board of Directors created pursuant to
1016 >,Section 3, paragraph B or -3 C above may by filled by a vote of a majority of the
1017 Board of Directors then in office at a duly constituted meeting of the Board of Directors,
1018 upon thirty (30) days notice stating the purpose of the meeting, although less than a quorum,
1019 unless otherwise provided in the Articles of Incorporation of the elt
1020 > B. Vacancies occurring pursuant to Section 3para- -_ A above shall be ._filled by a vote of the
1021 Members.
1022 C. A Director elected to fill a vacancy caused by resignation, death or removal shall be elected
1023 to hold office until the next annual election of Directors. For that eiection fi= No
1024
1025 '
1026 . No candidat ,46FIq -61,1
1027 , shall be designated as
1028 running for a particular term. In the election, those candidates receiving the most votes shall
1029 be elected to fill the full term vacancies, and the candidate receiving the next largest number
Page 32 of 60 Pages
> New language is double underlined; deleted language is 9ftwk gh
1030 of votes shall be elected to fill the unexpired term. If more than one unexpired term of
1031 unequal lengths is to be filled at any election, the longer term(s) shall be filled by the
1032 person(s) receiving the larger number of votes. In the event of a tie for last place, the winner
1033 shall be determined by a flip of a coin conducted by the President.
1034 Section 5: Annual Organization. Regular and Special Meetings
1035 A. The Annual Organizational meetings of Directors shall be held within seven (7) business
1036 days following the Annual Meeting of Members. All other meetings shall be held at such
1037 time and place as shall be established by the Board of Directors from time to time. The
1038 minimum number of all meetings held shall be four (4) per fiscal year.
1039 > B. A muumum of forty eight (48) hours hosted notice No rwtice shall be required for tegaim'
1040 > all meetings of the Board of Directors for which tj
1041 > exceot in an emergency. Special meetings may be called by or at the direction of the
1042 President, the Vice President or by a majority of the Directors then in office. Meetings of
1043 the Board shall be open to all Members.
1044 C.
1045
1046 . The notice of an Special Meeting shall
1047 y P g specify the
purpose of such meeting. The requirement for furnishing notice of a meeting may be waived
1048 by any Director who signs a Waiver of Notice before or after the meeting or who attends the
1049 > meeting without protesting the lack of notice to him or her.
1050 $-
2,&"JJ&&2k and e of this section 5,Lmy
G." %4r b be %,hanged only as set fix th in 26a tiele EX, Section
1051 ,4-;
1052 Section 6: Quorum
1053 Except to the extent herein or in the Articles of Incorporation ofthz CH provided, a majority ofthe
1054 entire Membership of the Board of Directors shall constitute a quorum. Whenever a vacancy on the
1055 Board of Directors shall prevent a quorum from being present, then, in such event, the quorum shall
1056 consist of a majority of the Members of the Board of Directors, excluding the vacancy. A majority
1057 of the Directors present, whether or not a quorum is present, may adjourn a meeting to another time
1058 > and place. Except to the extent provided by law and thes Bim, any action of the
1059 Board of Directors shall be by a majority of the Directors present at the time of vote, a quorum being
1060 present at such time. Amy action auth
1061 mnutesoMTtiVreeosolutl'
%..j ail of the Directors entid6d
eftrb shail be deemed the action of the Bow
1062
1063
1064
Page 33 of 60 Pages
> New language is double underlined; deleted language is stmek
1065 Section 7: Presiding Offiicers
1066 Meetings of the Directors shall be presided over by the following officers, in order of seniority -- the
1067 President, Vice President, Treasurer, Secretary, or, if none of the foregoing is in office or present at
1068 the meeting, by a Chair to be chosen by a majority of the Directors in attendance. The Secretary -of
1069 the shall act as Secretary of every meeting, but the President may appoint a Recording
1070 Secretary. When the Secretary is not available, the Chair may appoint a acting Secretary of the
1071 meeting.
1072
1073
LZI
't t1/1 11 ■ r.t / ■ • r 1 /!sF-• A 1 ■11 ■1 •rth the • to be r:l
t • by .t of theM=*ersof theBoard • of theeonnnittee,as the •A t r be, .t ■is ffle•
1077
■
!1�■Ily■■■■■1■Il-i.�•l�■■1�7■ll•11�f�'.■■■■{JAY•l�■■1-fel•Y,t■1!■ls�i.�•l�■1/1■.�w•I��.ir.�-....�r-.
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• • Ih1116770, I ■ •t 1 • •A , ■l/r 111// • ■A •
1079 > Section 9 8: Remuneration
1080 Directors shall not receive any remuneration for their services as Directors or as Members of
1081 Committees. They may be reimbursed for any duly authorized outlays of monies.
1082 may be chmged only as set forth in Article BE, Section 4C=
1083 > Section 19 9: Honorary Members of Board of Directors
1084 The immediate President who is still a Member of &e shall, upon completion of his or her term
1085 of office, become a honorary Member of the Board of Directors for a period of one year, for advice
1086 and consultation only but without the right to vote. Elms; All past Presidents who have served the
1087 > onel�year as a Honorary Member of the el Board of Directors no longer have this privilege.
1088 %s amendment is effective as of AF--,.,L*L.IL 287 i99?.
U:J
1090
1091 • 1 •elected .l -• 1 ■ a 11 r 11 N • rtll for the1 1 r • ■
1092 11Section of ■
/ r ■
r t ■I ■ t • ■ • ■Association,II nieetingI r
1095
t, caHed by ten (i%6056)
1
Page 34 of 60 Pages
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1 • In the.t■ • ■!O, "A-Pflkilts of the President;ffie Viee fltesidwtshall
11 t • .! • .!I •w •t • t .11 • ■ • .t ■ • .t •
• •■ • t1 ■ 1 other • ■ . .w tr.lt r ■ ■ . ■ . i • .! .
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1170 ■ r.1shall r . """uAtCos of all t 1 III • 1Lahe Board .!t ■
1171 he
1 ■ 1! ■VvMich Itt1t • t •t t . 11 businesslike 11 •t 1 and 1172 r•t
beavaHaWe • IIA . . • t f Mem. or .1 t • ■ ■ • z•represaitative
1174 r..tl the IIItt ■ 1 of thefl .1 1175 He •o a . • • of not . r II .1
11 t:1 ■r. ■A • •
of the seal of the ProMty Own=Anseciation .1 •
• shall affixthe •IIt to IIA ■ rt I wLeCt"Ahing sudi+.1vdma• r ■ ■ • i •
1177 tt
.It • directed . the . ■ .1 ■ If . • •lie Onlais"all1lzteey dw recordos of dw
Ptopefty
b All
1179 Ow duties !■ to ■ office of r 1 of the Property
1180
• • •••.A .t Y 1 have ■A • • of all . the piapetty of the Propem
•
• hidebtedness. lie shaHlkee■ •1*ssessment•It • accounts • the
•I . I r. . the books of . ..
1186 . . incidentto theoffice .a 9Freas.iyn,.
• • • t • to . • t • t ■ • !1 1 .w • .
1189 ARTICLE V
1190 COMMITTEES
1191 Section 1: Formation and General Rules
1192 A. Standing Committees and other Committees shall be appointed by the President, with the
1193 approval or consent of the Board, except where otherwise provided.
1194 > B. With the exception of the members of the Grievance Committee, all Standing Committees
1195 and other Committees shall be comprised of a Chair, or Co -Chairs, who must be a Member
1196 or Members of the Board of Directors and other regular Members or Board Members who
1197 have indicated their willingness and qualifications to serve. However, the President may
1198 appoint a non Board Member to co-chair a standing committee if 2/3 of the Board Members
1199 in attendance consent to, and confirm such appointment, provided a Board Member is
Page 37 of 60 Pages
> New language is double underlined; deleted language is Amek
1200 selected as co-chair. Committee appointments may be for one (1) year or less, at the
1201 discretion of the Board.
1202 C. No Committee shall have the right to obligate the Club in any sum in excess of such amount
1203 or amounts as may be appropriated for the use of the particular Committee by action of the
1204 Board.
1205 D. All Committees shall report on their activities, to the Board whenever requested, and are at
1206 all times under the direct supervision and control of the Board, having only such authority
1207 as it specifically defined herein and as may be delegated to them by the Board.
1208 E. The Board shall have authority to alter or modify the duties or responsibilities of Standing
1209 and other Committees.
1210 F. The Chair of a Standing Committee may remove a Member from the Committee for
1211 justifiable cause, subject to approval of the Board of Directors or the President.
1212 Section 2: Functions of Standing Committees and Role of General Manager
1213 A. The General Manager shall implement all policies approved by the Board of Directors and
1214 its Committees. Execution of policy and supervision of personnel shall be effectuated only
1215 through the office of the General Manager. Decisions affecting department heads,
1216 professionals and their assistants shall be made in consultation with the President and the
1217 appropriate Committee Chairs.
1218 > B. The Admissions and Membership Committee Wrap shall under its jurisdiction, have the
1219 following duties:
1220 > 1. With respect to an applicant who is a purchaser of a residence or lot in Hunters Run,
1221 > take no action other than confirming that the application meets the requirements of
1222 > Article II, Section 8 of these Bylaws., and so advising the Hunters Run Property
1223 > Owners Association, Inc. (Property Owners Association) according to subparagraph
1224 > (2) below of this paragraph B.
1225 > 2. Article I. paragraph (t) of the Declaration provides as follows: "`Association
1226 > Verification' shall mean and refer to a recordable instrument executed by an officer
1227 > of Property Owners Association verifying that the grantee of an Assessment Unit
1228 > shall have satisfied all prerequisites to become a Member of Country Club. as
1229 > provided in Article IV, Section 4 of this Declaration of Covenants" "Member of
1230 > Country Club" shall mean and refer to Class E Membership asprovided in Article
1231 > II. Section 2 of this Declaration of Covenants. The Club shall respond in writing to
1232 > arequest for information under the foreizoing Declaration provision from Property
Page 38 of 60 Pages
> New language is double underlined; deleted language is seek
1233 >
Owners Association. If the Club does not respond in writing within thirty (30) days
1234 >
of receipt of such a request from Property Owners Association. Property Owners
1235 >
Association is entitled to presume that the potential grantee has in fact complied with
1236 >
all Club Membership requirements, and Properiv Owners Association may issue an
1237 >
Association Verification.
1238 >
3. With respect to all other applications, if any. which are not described in subparagraph
1239 >
(1) above of this paragraph B. may investigate all applications for Membership,
1240
interview all applicants in person, and report thereon to the Board of Directors with
1241
its recommendations as to approval or disapproval of each application.
1242 C.
The Audit Committee shall, in conjunction with the Treasurer, be responsible for the
1243. >
selection of the Club's Property Owners Association's accounting firm, recommending such
1244
selection to the Board of Directors for approval. The Audit Committee alone shall arrange
1245
with the selected accounting firm for the scope of the fiscal year-end audit and shall be
1246
responsible for the review of the audit results and subsequent report to the Board. Other
1247 >
arrangements with the £-lob's Property Owners Association's accounting firm shall be
1248
reviewed and approved by the Audit Committee.
1249 D.
The Building and Maintenance Committee shall have charge ofthe physical maintenance and
1250 >
repairs of all £lub Property Owners Association buildings. Subject to the approval of the
1251
Board, the Committee shall be responsible for all additions, or physical improvements to the
1252 >
dub Property Owners Association buildings, and the fountain areas outside the main
1253
Clubhouse building. For the discharge of these duties and other duties under its jurisdiction,
1254
the Committee shall be authorized to expend such sums as may be necessary, provided they
1255
are within the amounts appropriated therefor by the Board and that such expenditures or
1256
proposed expenditures have been approved by the Board and executed within the framework
1257
of Section 2A above.
1258 E.
The Entertainment Committee, within the framework of Section 2A above, shall have charge
1259
of all dances, dinners, house games and other Blab entertainment. In the discharge of its
1260
duties, this Committee shall obtain the concurrence of the House Committee and the Food
1261
& Beverage Committee. Within the amount or amounts appropriated for its use by action
1262
of the Board, the Entertainment Committee shall have the authority to employ orchestras and
1263
entertainers, to determine the compensation to be paid to each and to purchase such supplied,
1264
articles or equipment that may be needed for the purposes of the Committee. It shall also
1265
have charge of all Clubhouse decorations for any function it conducts and for any holiday
1266
occasions.
1267 F.
The Budget & Finance Committee shall submit to the Board of Directors the financial budget
1268 >
for the ensuing fiscal year; financial reports for the Board of Directors on the elab's Pro e
1269 >
Owners Association's financial condition; issue to eligible Members a condensed quarterly
1270 >
operating statement; maintain a continuing review of the ebb's Property Owners
Page 39 of 60 Pages
> New language is double underlined; deleted language is 9ftek through.
1271 > Association's finances; consider all requests from a financial aspect for capital expenditures
1272 as presented by the Planning Committee; and shall render reports and make
1273 recommendations on all of the foregoing to the Board of Directors. A designated Member
1274 of the Finance and Budget Committee shall act ex -officio as a Member of all committees
1275 with a budget. The Treasurer shall not be eligible to be Chair of the Budget & Finance
1276 Committee or a Member of the Audit Committee. The Budget & Finance Committee in
1277 performance of its duties and responsibilities shall create an Insurance Sub Committee which
1278 > shall review the type, cost and adequacy of all the £lub' Property Owners Association's
1279 insurance coverage, to determine new coverage needed, coverage not needed and coverage
1280 modifications that may be in order.
1281 G. The Golf Committee shall arrange and conduct all elab golf tournaments and other special
1282 golf events, if any, obtaining the concurrence of the Board in determining dates of any such
1283 events and notifying Members as to such dates and the conditions pertaining to such events.
1284 Within the framework of Section 2A above, golf play for Members and guests, reservation
1285 times, the Pro and Pro Shop, and the starter functions, including caddie arrangements and
1286 golf cart operation and maintenance, shall be within the province of the Golf Committee's
1287 responsibilities; and within the limits of the amount appropriated for its use by the action of
1288 the Board, the Golf Committee shall have authority to expend such sums as may be necessary
1289 for any of the purposes incident to the discharge of the duties of the Committee, and, subject
1290 to the approval of the Board, and within the framework of Section 2A above, advise as to the
1291 employment or the discharge of the Pro and related personnel and to determine the
1292 compensation to be paid to each.
1293 The Golf Committee in performance of its duties and responsibilities shall create the following sub -
1294 committees:
1295
1296
■ Men's Tournament Committee;
1297
■ Women's Tournament Committee;
1298
■ Handicap Committee;
1299
■ Rules and Regulations Committee; and
1300
■ Golf Cart Committee.
1301 H.
The Greens and Grounds Committee, within the framework of Section 2A, shall have full
1302
charge of the golf courses, grass, nursery, all trees, shrubbery, vines, flower beds, roads,
1303 >
walks, paths, Clubhouse grounds, and automobile parking spaces on the el trb Pro e
1304 >
Owners Association property. Within the amounts appropriated for the use of the Committee
1305
by action of the Board, it shall have the authority to purchase and repair such tools,
1306
machinery and supplies to discharge the duties ofthe Committee, and, subject to the approval
1307
of the Board, and within the framework of Section 2A, advise as to the employment or the
1308
discharge of the Grounds Superintendent and related personnel and to determine the
1309
compensation to be paid to each.
Page 40 of 60 Pages
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1310 I. The Grievance Committee shall be empowered to receive, to investigate and to evaluate
1311 > alleged violations of the rclub Rtfles Bylaws and the Rules and Regulationsofew e,
1312 against Members and guests for conduct and complaints which may be contrary to the best
1313 > interests of the Hunters Run
1314 > The Grievance Committee shall be composed of at least three (3) Members appointed by the
1315 > Board who are not officers. Directors or employees of the Property Owners Association, or
1316 > the spouse, parent, child, brother or sister of an officer. Director or employee of the Property
1317 > Owners Association.
1318 The Committee shall have the power, after a hearing, and in its discretion, to:
1319 1. Reprimand or admonish a Member; such admonition or reprimand may be posted or
1320 otherwise publicized, and a report shall be rendered to the Board of Directors.
1321 2. Temporarily restrict a Member's privileges for a maximum of thirty (30) days.
1322 Posting and/or publication to be at Committee's discretion.
1323 3. Suspend a Member for a maximum of sixty (60) days. Posting and/or publication to
1324 be at Committee's discretion.
1325 > 4. Fine a Member as provided in these Bylaws.
1326
In all of the above cases, the Member shall have the right of appeal to the Board of Directors.
1327
If an appeal is taken, then no penalty can be activated against a Member until the Board has
1328
reviewed the appeal. A appeal may be taken by written notice to the Board from the Member
1329
if the Member seeks to have the Board review the action of the Committee. Such notice
1330
must be given within ten (10) days of the date of the Committee's action or within five (5)
1331
days of receipt by the Member of notice of the Committee's action. , The
1332
Committee may recommend to the Board of Directors the suspension of the Member for a
1333 >
period no longer than one 1 year , The
1334
Committee may establish such procedures for investigation, obtaining of information and
1335
evidence relating to the charge, notice, and the conduct of hearings, as the Committee, in its
1336
discretion, deems fair and appropriate.
1337 On the appeal taken from a decision of the Grievance Committee to the Board under the
1338 provisions of Article V, Section 2 (I) of the elub's Bylaws,
1339 parties to the grievance proceeding or their spouses who also serve as members
1340 > of the Board of 6ovmnors Directors or officers of the Property Owners Association shall not
1341 > participate in the Board's vote taken on the * appeal.
1342 J. The House Committee, within the framework of Section 2A, shall have charge of the
Page 41 of 60 Pages
> New language is double underlined; deleted language is stmek
1343 operation of the Clubhouse, locker rooms, pools, and any and all buildings where
1344 refreshments, articles and/or supplies are sold. Subject to the approval of the Board, the
1345 House Committee shall determine the prices to be charged for all articles and supplies served
1346 in any building in its jurisdiction with the exception of food and beverage.
1347 K. The Legal Committee, when requested, shall, with the advice of outside counsel as required,
1348 interpret and advise the Board of Directors and the Members of all Special and Standing
1349 > Committees of the meaning and intent of the provisions of the Charter, ltib ftles B laws
1350 and Rules and Regulations , and
1351 > shall advise the 6ub Property Owners Association in all legal matters and proceedings.
1352 L. The Planning Committee shall formulate plans and make recommendations to the Board of
1353 Directors concerning the maintenance, future developments, improvements and alterations
1354 > of all the Club's Property Owners_ Association's physical properties and consult in the
1355 execution of any such approved plans.
1356 M. Food & Beverage Committee shall be responsible for all functions involving food and
1357 beverages.
1358 N. The Communications Committee shall, as authorized by the Board of Directors, be
1359 > responsible for Blab Property Owners Association publications, publicity, public releases and
1360 > announcements for and on behalf of the dub Property Owners Association.
1361 O. The Tennis Committee shall arrange and conduct all club tennis tournaments, Inter -Club
1362 tennis tournaments, and other special events, if any, obtaining concurrence of the Board in
1363 determining dates of any such events and notifying Members as to such dates and the
1364 conditions pertaining to such events.
1365 Within the framework of Section 2A, reservation times, tennis play for Members and guests,
1366 special events, Tennis Professional and Pro Shops, and tennis court utilization, care and
1367 maintenance shall be within the province of Tennis Committee responsibilities; and, within
1368 the limits of the amount appropriated for its use by action of the Board, the Tennis
1369 Committee shall have authority to expend such sums as may be deemed necessary for any
1370 of the purposes incident to the discharge of the duties of the Committee; and, subject to the
1371 approval of the Board, and within the framework of Section 2A, advise as to the employment
1372 or the discharge of the Tennis Professional and related personnel and determine the
1373 > compensation to be paid to each.
1374 >
1375 > P. The Marketing Committee shall be responsible for all functions involving the marketing
1376 > of Hunters Run.
1377 > The Security Committee shall advise respecting hiring of, and shall oversee theperformance
Page 42 of 60 Pages
> New language is double underlined; deleted language is stmek
1378 > of, an outside security company, and shall set functions and policies therefore.
1379 > R. The Landscaping Committee shall advise respecting hiring of, and shall oversee the
1380 > performance of, an outside landscaoe company including winter and summer annuals at north
1381 > and south entrance medians and bull noses.
1382 > S. The Lakes Committee shall advise respecting hiring of, and shall oversee the performance
1383 > of, an outside aquatic maintenance company for chemical treatment of lakes.
1384 > T. The Roads and Signs Committee shall supervise maintenance of roads and cart paths.
1385 Section 3: Other Committees
1386 The President shall have the power to appoint such other Committees as he may deem expedient,
1387 or as directed by a majority vote of the Board of Directors, and to delegate to those Committees such
1388 > duties as may be found necessary for the proper conduct of the affairs of the club Property Owners
1389 > Association.
1390 The President shall appoint an Executive Committee consisting of the President, the Vice President,
1391 the Treasurer and two other Members of the Board, which Executive Committee shall, in urgent
1392 > matters, and to the extent permitted by law, have and exercise all of the powers of the Board;
1393 provided, however, that (a) the Executive Committee shall have no power or authority to levy or
1394 change equity or Membership fees, dues, or assessments, or take any action which, pursuant to the
1395 > elub Rtdcs BBQ, would require a vote of more than a majority of the Board, and (b) any action
1396 taken by the Executive Committee shall be reported to the Board at the Board meeting next
1397 > following such action. Meetings of the Executive Committee shall be open to all Members.
1398 Section 4: Powers of Committees
1399 The several committees will act only as a committee, and individual Members thereof will have no
1400 power or authority, except as specifically provided by the Board of Directors. The Chair of each
1401 committee may appoint from the Members of such committees such sub -committees as he or she
1402 deems desirable. Each sub -committee will report directly to the committee as a whole, and the
1403 committee shall approve, amend or disapprove the report of the sub -committee.
1404 Section 5: Removal of Committee Chair and Committee Members
1405 A. The Board of Directors, by the affirmative vote of a majority of its Members, shall have the
1406 > power to remove any Chair, Co -Chair or Member of a Committee_ , but shaH not have th
1407 powet to r=ove fizeeimhof the Nominating eormnittee.
Page 43 of 60 Pages
> New language is double underlined; deleted language is stmek threttgh.
1408 B. The President shall have the power to remove any Chair, Co -Chair or Committee Member
1409 of a Committee.
1410 ARTICLE VI
1411 OFFICERS
1412 Section 1: Officers; Term
1413 A. The Board of Directors at the Annual Organizational Meeting shall elect or appoint from
1414 among the Members of the Board a President, Vice President, Treasurer and Secretary -for
1415 the eitib.
1416 B. No officer, except for the Treasurer, may serve in the same office for more than two (2)
1417 consecutive years.
1418 C. All elections for Officers of theeti shall be by sealed ballot, and it shall be the duty of the
1419 Secretary to provide such ballots to those authorized to vote in such manner that will not
1420 disclose who has voted for whom.
1421 , Section 4E3.
1422 Section 2: Term: Removal
1423 Each officer shall hold office until the Annual Organizational Meeting of the Board of Directors, and
1424 until his successor has been duly elected and qualifies. The Board of Directors may remove from
1425 office any officer with or without cause at any time.
1426 .
1427 Section 3: Duties
1428 A. The President shall perform the duties customarily appertaining to that office. He shall
1429 > preside at all meetings of the Club Members and the Board of Directors. He shall, together
1430 with the Treasurer, sign all properly approved deeds, contracts, leases and other instruments
1431 > to be executed on behalf of the £ltib Property Owners Association. He shall also, at the
1432 Annual Meeting of the Members and at such other times as he shall deem proper,
1433 > communicate to the club Members or to the Board of Directors such matters and make such
1434 suggestion as may in his opinion tend to promote the welfare and increase the usefulness of
1435 > the E31t2b Property Owners Association, and shall perform such other duties as are necessarily
1436 incident to the office of the President ofthe -CHi or as may be prescribed by the Board of
1437 Directors. He may call Special Meetings of the E3 as provided by these
1438 > Bin26aticle W, 2A, land shall appoint Committees and fill vacancies in the office and
1439 > Committees as provided in these Eames B, Daws. The President shall be a ex -officio
Page 44 of 60 Pages
> New language is double underlined; deleted language is streek
1440 > Member of all Committees. No President may be elected to succeed himself or herself in
1441 > office more than once. The foregoing restriction is prospective only: it does not apply to the
1442 > currently -existing term of a sitting President at the time of merger.
1443 B. During the absence or disability of both the President and the Vice President, then the
1444 Treasurer, or, if the Treasurer shall be absent or disabled, then the Secretary shall have the
1445 powers and functions of the President.
1446 C. The Treasurer shall have the care and custody of all the funds and securities of the Blab
1447 > Property Owners Association and shall deposit said funds in the name of the £lub Pro e
1448 > Owners Association in such bank accounts as the Board of Directors may from time to time
1449 determine. The Treasurer shall, when duly authorized by the Board of Directors, sign and
1450 > execute all contracts in the name of the C—lnb Property Owners Association when counter -
1451 signed by the President; he may also sign checks, drafts, notes and orders for the payment of
1452 money, which shall have been duly authorized by the Board of Directors and counter -signed
1453 by the President or such other person as the Board shall determine. At the discretion of the
1454 Board, all officers, Directors and Chairs of all standing of special Committees shall be
1455 bonded.
1456 D. The Secretary shall keep the minutes of the Board of Directors and the minutes of the
1457 > Members' meetings. He shall have custody of the seal of the £i Property Owners
1458 > Association and shall affix and attest the same to documents duly authorized by the Board
1459 > of Directors. The Secretary shall serve all notices for the el Property Owners Association
1460 which shall have been authorized by the Board of Directors and shall have charge of all
1461 > books, records and correspondence of the eltib Property Owners Association. Tapes of all
1462 Board meetings shall be kept and preserved for a period of three years.
1463 E. The Board of Directors may appoint such other officers and agents at it may deem advisable,
1464 who shall hold their office for such terms and shall exercise such powers and perform such
1465 duties as shall be determined from time to time by the Board of Directors.
1466
1467 ARTICLE VII
1468 FINANCIAL MANAGEMENT
1469 > Section 1: Fiscal Year and Ones Assessment Year
1470 > A. The Assessment Year of the Property Owners Association shall commence on
1471 the first day of November of each year.
1472 > B. Dues, Assessments and other charges shall be based on a
1473 > dues an Assessment Year.
Page 45 of 60 Pages
> New language is double underlined; deleted language is 9&wk
1474 > C. The fiscal year of the club Property_ Owners' Association shall be from November 1 through
1475 October 31, unless and until changed by the Board of Directors.
1476 Section 2: Payment of Dues, Assessments and Other Indebtedness
1477 > : A
The Board of Directors shall adopt a budget of the expenses of the Property Owners
1478
Association for each forthcoming fiscal year (the "Budget") at a special meeting of
1479
the Board of Directors ("Budget Meeting") called for that purpose to be held during
1480 >
the month ofJuly
1481 >
of each Year.
1482 1.
Prior to the Budget Meeting a proposed Budget shall be prepared by or on behalf of
1483
the Board, which Budget shall include, but not be limited to, the following items of
1484
expenses:
1485
(i) Payroll
1486
(ii) Administration
1487
(iii) Maintenance
1488
(iv) Security
1489
(v) Payroll taxes and related benefits
1490
(vi) Reserves (if any)
1491
(vii) Services
1492
(viii) Insurance
1493
(ix) Utilities
1494
(x) Professional fees
1495
(xi) Materials and supplies
1496 2.
The Budget Meeting shall be open to the Membership.
1497 >. 3 The Board of Directors, with the advice of the Budget & Finance Committee. shall
1498 > separately estimate the costs and expenses, including a reasonable provision for
1499 > contingencies and for a reserve for capital replacements, to be incurred by the
1500 > Property Owners Association in the performance of the duties of and exercise of the
1501 > powers of ownership and operation of Country Club assets, and shall determine the
1502 > dues, assessments, charges thereunder, including the Class E Assessment share
1503 > described in Article A Section 3, paragraph (b)(ii) of the Declaration.
1504 > I(bj4. The depository of the Property Owners Association shall be such bank or banks
1505 as shall be designated from time to time by the Board. Withdrawal of monies from such
1506 account shall be only by checks signed by such persons as are authorized by the Board.
1507 (c) Am andit of the accotaits of th XL_
Page 46 of 60 Pages
> New language is double underlined; deleted language is
0�_
• 1■ • .tlt"u,", r•t r •t■ ■ •1 • .� .•• ■11 n�1 • • .• ■ ■ . • ■t r.11 • r. .• r ■1 • .1 1510 •
■It:tf one hundred i %A". • • ■ ■LAV, Year •
Which ■M, L%is .,Fvl&made:
1511 > �5. No Board of Directors shall be required to anticipate revenue from Assessments or
1512 — expend funds to pay for expenses of the Property Owners Association not included
1513 in the Budget or which shall exceed budgeted items, and no Board of Directors shall
1514 be required to engage in deficit spending. Should there exist any deficiency which
1515 results from there being greater expenses than income from Assessments, then such
1516 deficits shall be carried into the next succeeding year's Budget as a deficiency or
1517 shall be the subject of an Additional Assessment to be levied by the Board as
1518 otherwise provided in the Declaration of Covenants.
1519 > B. Class E Members Dues:
1520 > * 1. Hues Class E Assessments, locker rentals, bag storage and taxes es are
1521 > annual charges which are, with the exception of Class E Assessments payable in advance.
1522 These charges are due as set and prescribed by the Board of Directors. Such charges,
1523 including without limitation assessments imposed pursuant to paragraph F of this Section 2,
1524 shall be billed directly to Members on an individual basis.
1525 > +- Oa Any new Member shall pay Dues and all other annual charges on a
1526 pro -rated basis. Notwithstanding anything to the contrary, a new Member purchasing from
1527 a former Class E Member who was a Member shall pay Dues and all other annual charges
1528 on a pro -rated basis.
1529 > 2. Members resigning in any D= Assessment Year shall not be entitled to a
1530 refund of their annual Dues and other annual charges. However, where Members have sold
1531 to a purchaser of their unit and the purchaser has become a Member of the Club, said retiring
1532 Member shall be entitled to a refund of his annual Dues and all other annual charges, to the
1533 extent the same are paid to the Club by the new Member.
1534 3. Members shall be billed for annual Dues on or about the first day of October
1535 4. Any Member who fails to pay the annual Dues as determined by the Board
1536 of Directors shall be considered delinquent if payment of such annual Dues is not received
1537 by November 1, and shall be notified of such failure by certified mail. If payment is not
1538 received by the Club within fifteen (15) days after such mailing, the Board of Directors shall
1539 have the right to suspend said Membership until all monies owed the Club have been paid.
1540
1541
Page 47 of 60 Pages
> New language is double underlined; deleted language is mmek thra .
1542 5. On the date of the death of a spouse, the surviving spouse will be deemed to
1543 be a single Member.
1544
1545 6. In the event that the Club, or any or all of its facilities, becomes unavailable
1546 for use by the Members due to damage caused by any casualty whatsoever, including,
1547 without limitation, fire, flood, hurricane, windstorm, rain, or construction, or any other
1548 reason, there shall be no abatement or refund of Dues, rental fees, charges, or payment for
1549 any other service because of such unavailability.
1550 C. House Accounts:
1551 1. A Membership card must be presented for all charges incurred, and the
1552 service check must be signed by the Member. There shall be no cash payments.
1553 > 2. Any indebtedness tofize et, incident to Class E Membership (except Dues)
1554 is payable upon presentation of the monthly statement of account. If payment is not received
1555 by the due date of the appropriate month, the account shall be considered pas due, and a
1556 notice of the prior balance shall be indicated on the current statement. A Member who
1557 remains indebted to the EN for past due charges shall be considered delinquent, and a
1558 certified letter shall be sent to the Member advising the Member of such action. If payment
1559 of the indebtedness is not received within ten (10) days following such notice, a Member
1560 shall be subject to suspension by the Board of Directors.
1561 D. Liability. Members shall be responsible for all charges incurred by them, Members
1562 of their families, guests and lessees.
1563 E. Limitations. Whenever, in the sole discretion of the Board of Directors, the
1564 indebtedness of any Member has reached a excessive amount, the Member shall be notified
1565 by certified mail that the same is due and payable and advised that no further credit will be
1566 extended. Upon failure to pay the full indebtedness within fifteen (15) days after such notice,
1567 the Member shall be subject to suspension by the Board of Directors until such indebtedness
1568 is paid.
1569 F. Assessments.
1570 > 1. In addition to Class E Assessments ("Dues"), the Board of Directors, by a
1571 two-thirds (2/3) vote thereof, is hereby vested with power to levy capital assessments against
1572 all Class E Members and/or operating assessments in equal amount to all Class E Members
1573 regardless of the Membership class. The aggregate total of any and all assessments during
1574 > any Club fiscai Assessment Year shall not exceed ten percent (10%) of the total aggregate
1575 annual Dues of all Members, except as provided below in this section. The Board shall
1576 prescribe the times and manner of payment of any assessment. Assessments in excess of
Page 48 of 60 Pages
> New language is double underlined; deleted language is stmek
1577 such a amount may be made only at annual or special meetings of the
1578 > Membership of the bub Property Owners Association called for that purpose, provided that
1579 notice of the proposed consideration of the assessment shall be contained in the notice of the
1580 meeting and said assessment is approved by a affirmative vote of two-thirds (2/3) of the
1581 Members of the Board of Directors and by a majority of the Members voting either
1582 in person or by proxy, or by absentee ballot provided that 60% of those EHass-E Members
1583 who are eligible to vote shall have voted. Failure to pay an assessment shall be treated in the
1584 same manner as failure to pay Dues. '
1585 .
1586 2. The ten percent (10%) limitation on the amount of the aggregate total of any
1587 and all assessments which may be levied by the Board of Directors during any £lub-fiscal
1588 > Assessment Year as set forth in (1) above shall not limit nor preclude the Board of Directors
1589 by a two -third (2/3) vote thereof from levying additional assessments in any £lub-fiscal
1590 > Assessment Year, for any deficits from operations which were either incurred in, or are
1591 > attributed to, any period of operations prior to the date of the enactneirtadoption of these
1592 > revisedelub Rtdes Amended and Restated Bylaws.
1593 3. Any deficiencies for the annual operations requiring a operating deficit
1594 > assessment will be assessed to all cgnitp—Cl� Members of record as of October 31 of
1595 each year for the fiscal year ending October 31 of that year.
1596 4. Any Member who purchase a equity Membership after October 31 will not
1597 be liable for any previous fiscal year's operating assessment.
1598 5. Any Member failing to pay annual Dues, assessments and charges within
1599 thirty (30) days from the due date shall be charged interest at the rate of one and one-half
1600 percent (1 %%) per month of the unpaid balance.
1601 > G. The Club Property Owners Association will have a lien against each Class E
1602 > Member's equity in addition to a lien against each Class E Member's Assessment Unit
1603 > "lien" for any unpaid annual Dues, other charges made by any Class E Member of the elt
1604 > and costs advanced by the £dub Property Owners Association on behalf of the Member (by
1605 virtue of a guarantee of payment or otherwise), which lien will also accrue reasonable
1606 > attorney's fees incurred by the ei Property Owners Association incident to the collection
1607 of such amounts, or the enforcement of such lien, whether or not legal proceedings are
1608 initiated. The said lien may, but need not be, recorded among the Public Records of Palm
1609 Beach County, Florida, by filing a claim therein which states the name of the Member/Class
1610 E Member, the number of the Membership and the amount claimed to be due. The lien will
1611 continue in effect until all sums secured by the lien, together with all costs incurred in
1612 recording and enforcing said lien, have been paid. Such claims of lien may be signed by an
1613 > officer of the Club Property Owners Association. Upon full payment, the Member/Class E
Page 49 of 60 Pages
> New language is double underlined; deleted language is struek
1614
Member making payment will be entitled to be reinstated as a Member/Class E Member in
1615
good standing of the r=1 and will be entitled to a satisfaction of lien, to be prepared and
1616
> recorded at the Member's expense. All such liens may be foreclosed by the £fib Pro
1617
e
> Owners Association, in any action at law or equity according to law. ,
1618
.0J FJL&%,r Mitten notice of intended
1619
.70
'
. At its option, the Club may also sue to recover
1620
a money
judgment for unpaid annual Dues, other charges or costs advanced without thereby waiving
1621
the lien securing the same. No Member/Class E Member shall be permitted to create, incur,
1622
assume or suffer to exist upon such owner's equity any liens and security interest whatsoever,
1623
except to the extent such lien and security interest represents a purchase money lien and
1624
security interest incurred as a result of acquiring the equity.
1625 > -7-.+ H. The Property Owners Association shall maintain accounting records in accordance
1626 with good accounting practices which shall be open to inspection by Members or their
1627 authorized representatives at reasonable times. Such authorization as a representative of a
1628 Member must be in writing and be signed by the Member giving such authorization and
1629 dated within sixty (60) days of the date of any such inspection. Written summaries of the
1630 accounting records shall be supplied at least annually to the Members. Such records shall
1631 include (a) a records of all receipts and expenditures and (b) an account for each Member
1632 which shall designate the name of the Member, the amount of each Assessment charged to
1633 the Member, the amounts and due dates for each Assessment, the amounts paid upon such
1634 account and the balance due.
1635 ARTICLE VIII
1636 MISCELLANEOUS
1637 Section 1: Books and Records
1638 > The eltib Property Owners Association shall keep at the principal office of the Cab Property
1639 > Owners Association complete and correct records and books of account, and shall keep
1640 minutes of the proceedings of the Members, the Board of Directors, or any Committee
1641 appointed by the Board of Directors, as well as a list or record containing the names and
1642 addresses of all Members.
1643 Section 2: Corporate Seal
1644 The corporate seal shall be in such form as the Board of Directors shall from time to time
1645 prescribe.
Page 50 of 60 Pages
> New language is double underlined; deleted language is stmele lam.
1646 Section 3: Club Emblem
1647 The Club Emblem shall be in such style and design to be approved by the Board of Directors.
1648 > Section. 4: Changes to Oub Rules and Regulations
1649 > A. All Glub Rules efthe Gli and Reeulations except as provided in Paragraph
1650 > B of this Artie! e Section 4 md or prohibited by the Glob RalesBB �1r.3 a�ws themselves, and-aise
1651 , may be changed, altered or repealed by a two -third (2/3) vote of
1652 Members of the entire Board of Directors, provided that notice of the actual change,
1653 alteration, repeal or text of any proposed new bylaw is given prior to the meeting at which
1654 such change is to be considered.
1655 > B. All Glub Rules and Regulations of the ^'--'- may also be changed, altered,
1656 added to or repealed by the affirmative vote of a majority of all equity Members voting,
1657 provided 60% of the Members cast in person or by proxy by written ballot at a annual or
1658 special meeting of the Members in accord with the following procedure:
1659 1. The full text of any proposed change, alteration, addition or repeal
1660 shall be set forth in a petition, signed by at least one hundred fifty (150) eqttify Members,
1661 delivered to the Secretary.
1662 2. Following receipt of such petition, the Board of Directors shall call
1663 for a vote on the proposal(s) at the next scheduled annual or special meeting of the
1664 Membership which shall be scheduled within three (3) months of the filing of the petition,
1665 > and the proposal(s) shall be posted on the bulletin boards the r' --t- on Property Owners
1666 > Association property and a copy mailed to the Membership at least thirty (30) days prior to
1667 the meeting at which the proposal(s) is to be presented for consideration.
1668 3. Anything in Paragraph A of this Section 4 to the contrary
1669 notwithstanding, any addition, change, or repeal adopted by a vote of the Membership
1670 pursuant to this paragraph B, may not thereafter be repealed, altered or changed except by
1671 the affirmative vote of a majority of all equity Members in good standing at a annual or
1672 special meeting of the Members (after notice as set forth in 2 above); such repeal, alteration
1673 or change may be proposed by petition as in this paragraph B provided or by resolution
1674 adopted by the Board of Directors.
1675 e. Those sections of these elub Rufes, which refet to this section as setting fibi th
1676 how a chmge can be made,
Page 51 of 60 Pages
> New language is double underlined; deleted language is stmek
1678
ilfk,
1680- • - , - - - -- - -- -----------,
1681q oilvote sh2di have vote&
1682 Section 5: Conduct of Meetings
1683
1684 latest edition. The then latest edition of Robert's Rules of Order shall govern the conduct of
1685 meetings of the Property Owners Association, provided, however, if such Rules are in
1686 conflict with the Articles, these By -Laws or the Declaration of Covenants, then the Articles,
1687 these By -Laws or the Declaration of Covenants, as the case may be, shall apply and govern.
1688 > The Board of Directors may adopt reasonable rules and regulations respecting the conduct
1689 > of Board. Committee, and Membership meetings.
1690 Section 6: Books and Records
1691 > The books and records of the etab- Property Owners Association of a non personal nature
1692 shall be available at the offices of the Club to all E;lass Members upon reasonable notice
1693 and during reasonable business hours.
1694 Section 7: Votes of 6ovez mors Directors
1695 > Directors not physically present at a meeting of the Board may participate and cast their vote
1696 > on any matter telephonically. by Hen eenwieniention to the Seeretery, and 9ttelt -vote,
1697 witieh shid! be aftnehed to the minWes of the meek.... be eounted as if the Governe
1698 was preseflAt and yeting at the meetinr.
1699 Section 8: Employment Policy
1700 > No g=lob Property Owners Association supervisor of any sort or at any level may appoint,
1701 employ, promote, advance, or advocate for appointment, employment, promotion, or
1702 > advancement a relative or significant other to a position in Glub the Property Owners
1703 > Association in a area which the supervisor serves or exercises jurisdiction or control.
1704 Section 9: Amendment of the Bylaws
1705 > An amendment to these By -Laws may be proposed ssed-in one of two
1706 > ways: (1) by a 3f4 two-thirds ff3) vote of all the Directors; or (2) by 800 votes cast by th
1707 ,
1708 > . by the
Page 52 of 60 Pages
> New language is double underlined; deleted language is stmek
1709 > Members at a regular or special meeting, or by consent, m provided that notice of the proposed
1710 > amendment shall be contained the notice of the meetine or instrument of consent, and said
1711 > amendment is approved by a affirmative vote of a maiority of the Members provided that
1712 > 60% of those Members. who are eligible to vote or consent shall have voted or consented
1713 However, no amendment may be passed by the Directors which would extend their term in
1714 office and, no amendment may be passed by the Directors which would have the effect of
1715 changing or overruling a By -Law passed by the Membership.
1716 > Section 10: Rules and Regulations
1717 > PgWgnt to Article II, paragraph 4(o) of the Declaration, and paragraph 3(01 of the
1718 > Plan of Mer, er, at the first meeting of the Board of Directors after the Effective Date of the
1719 > Plan of Merger, the Board of Directors shall adopt the Rules and Regulations of the Country
1720 > Club ("Rules and Regulations") as Rules and Regulations of the Property Owner's
1721 > Association.
1722
1723
ARTICLE IX
INDEMNIFICATION
1724 > The Club Property Owners Association shall indemnify, defend and hold harmless from any
1725 and all claims, liabilities, losses, actions, suits or proceedings at law or in equity, or any other
1726 expenses, fees or charges of any character or nature, reasonable attorneys' fees and expenses
1727 (including, but not limited to, all fees and costs incident to any appeals which may result) any
1728 person, except where such person has committed acts constituting gross negligence or willful
1729 misconduct, including, but not limited to, Members of the Board of Directors, officers and
1730 Committee Members:
1731 1. Who was or is a party, or is threatened to be made a party, to any threatened, pending
1732 or completed action, suit or proceeding, whether civil, criminal, administrative or
1733 > investigative (other than a action by, or in the right of, the EN Property Owners
1734 > Association) by reason of the fact that he is or was a Governor, officer, employee or
1735 > agent of theet Property Owners Association or is or was serving at the request of
1736 > the club Property Owners Association as a Governor, officer, employee or agent of
1737 > another £-lab Property Owners Association, partnership, joint venture, trust or other
1738 enterprise against such costs and expenses, and to the extent and in the manner
1739 provided in Florida Statute, Chapter 720; or
1740 2. Who was or is a party, or is threatened to be made a party, to any threatened, pending
1741 > or completed action or suit by or in the right of the E31 Property Owners
1742 > Association to procure a judgment in its favor by reason of the fact that he is or was
1743 > a Governor, officer, employee or agent of the Blab Property Owners Association or
1744 > is or was serving at the request of the club Property Owners _Association as a
Page 53 of 60 Pages
> New language is double underlined; deleted language is stmek
1745 Governor, officer, employee or agent of another club, partnership, joint venture, trust
1746 or other enterprise against such costs and expenses, and to the extent and in the
1747 manner provided in Florida Statute, Chapter 720.
1748 > The Club—Property Owners Association shall make every possible further
1749 indemnification provided in Florida Statute, Chapter 617, except to indemnify any
1750 person against gross negligence or willful misconduct.
1751 > The —Pro e* Owners Association is ftufther authorized to purchase and
1752 maintain insurance for indemnification of any person as provided herein and to the
1753 extent provided in Florida Statutes, Chapter 617.
1754 The powers herein granted are in addition to, and are not intended to limit in any
1755 way, those powers granted under the Articles of Incorporation.
Page 54 of 60 Pages
> New language is double underlined; deleted language is Mrack through.
1756 EXHIBIT "D"
1757 AMENDMENTS TO THE HUNTER'S RUN DECLARATION
1758 OF COVENANTS, RESTRICTIONS AND EASEMENTS
1759 ("DECLARATION")
1760
1. The Preamble of the Declaration shall be amended as follows:
1761
> WHEREAS. the Board of Directors of Prouerty_Owners Association
1762
> applying its business judgment and after examination and investigation, has
1763
> determined that the Hunters Run community would be best served by merging
1764
> PEQmW Owners Association with Hunters Run Golf and R.acauet Club. Inc.
1765
> ("Country Club"� in order to accomplish the following goals:
1766
> A. To have a single entity responsible for the operation of the entire
1767
> community rather than having responsibilities divided between Pmem
v_
1768
> Owners Association and Country Club:
1769
> B. To establish better fiscal controls and to more efficiently coordinate
1770
> activities and functions of both organizations: and
1771
> C. To gain potential real estate, personal property, and other tax
1772
> advantages: and
1773
> WHEREAS, the Board of Directors of Property Owners Association has
1774
> determined that the Assessment Unit Owners should be permitted to vote upon a Plan
1775
> of Merger and related amendments to the Governing Documents which would
1776
> provide for a merger of Property Owners Association with Country Club, Property
1777
> Owners Association being the surviving entity thereof, in order to accomplish the
1778
> aforesaid goals;
1779
> NOW, THEREFORE, the following amendments to the Governing
1780
> Documents are adopted:
1781
2. Article I, Definitions, Section 1 of the Declaration, is hereby amended as follows:
1782
0) "Golf Course Property Owner" shall mean and refer to the record
1783
1784 > Property Owners
1785 > Association.
1786 > (t) "Association Verification" shall mean and refer to a recordable
Page 55 of 60 Pages
> New language is double underlined; deleted language is
1787 instrument executed by an officer of Property Owners Association verifying that the
1788 grantee of an Assessment Unit shall have satisfied all prerequisites to become a
1789 member of Country Club, as provided in Article IV, Section 4 of this Declaration of
1790 > Covenants. "Member of Country Club" shall mean and refer to Class E Membership
1791 > as provided in Article II, Section 2 of this Declaration of Covenants
1792 3. Article II, The Property Owners Association, Section 2, Membership, of the
1793 Declaration is hereby amended as follows:
1794
1795 Section 2. Membership. The Property Owners Association shall have
1796 > three two 2 classes of membership:
1797 Class A Membership. Through the date of recordation of these amendments
1798 in the Public Records of Palm Beach County, Florida, each Assessment Unit Owner
1799 shall automatically be a Class A Member of the Property Owners Association. Said
1800 Class A Membership is appurtenant to the ownership of each Assessment Unit and
1801 shall not be separable from the ownership of any Assessment Unit and shall be
1802 deemed to have been conveyed with the conveyance of each Assessment Unit
1803 whether or not such membership is expressly referred to in the instrument effecting
1804 such conveyance; provided, however, that such conveyance shall be conditioned
1805 upon Association Verification as provided for in Article I, Section 1 (t) of this
1806 Declaration of Covenants.
1807 elassBNfanbersl . [Due to thefact ofinerger, this paragraph, respecting
1808 the membership of the Golf Course Property Owner, is deleted in its entirety.]
1809 > Class E Membership. Class E Members shall be those Class A Members of
1810 > Property Owners Association who are "Class E Members" as that term is defined in
1811 > the Bylaws, subject to the rights and privileges thereof.
1812 4. Article II, The Property Owners Association, Section 3, Voting, of the Declaration
1813 is hereby amended as follows:
1814 Section 3. Voting. Voting by Members in the affairs of the Property
1815 Owners Association shall be as follows:
1816 (a) Number of Votes.
1817 (i) Each Class A Member shall be entitled to one (1) vote
1818 for each Assessment Unit of which such Member is the Assessment Unit Owner.
Page 56 of 60 Pages
> New language is double underlined; deleted language is stmek
1819)
1820 {,2�99}qVrotea.
1821 (iii) [This paragraph, respecting the voting rights of the
1822 Developer, is deleted in its entirety.]
1823 > ii There is no o additional or independent right to vote by
1824 > virtue of Class E Membership.
1825 (b) No Cumulative Voting. There shall be no cumulative voting
1826 on any vote by the Members of the Property Owners Association.
1827
1828
5. Article II, The Property Owners Association, Section 4, Duties and Powers of the
1829
Property Owners Association, of the Declaration is hereby amended as follows:
1830
>
(k) To fix, establish and collect Annual Assessments, and Additional
1831
>
Assessments and Class E Assessments as provided in Article V VI' hereof.
1832
>
Un Property Owners Association shall have the power to merge with
1833
>
Country Club under a Plan of Merger to be submitted to the Members, subject to
1834
>
Membership approval under the provisions for amendment in Article VII of this
1835
>
Declaration.
1836
>
Uo The Board of Directors shall have the power and authority to adopt,
1837
>
modify. add to or delete from Rules and Regulations respecting the Country Club, as
1838
>
provided in the Bylaws.
1839
6. Article VI, Covenant for Assessments, of the Declaration is hereby amended as
1840
follows:
1841 Section 1. Creation of the Lien and Personal Obligation of Assessments. The
1842 Developer hereby covenants and agrees, and each Owner by acceptance of a deed or
1843 other evidence of ownership of an Assessment Unit, the 601f Course Property of am
1844
,whether or not
1845
it shall be so expressed in any such deed or other evidence of ownership, shall be
1846 deemed to covenant and agree to pay to the Property Owners Association:
'Note: correction of typographical error.
Page 57 of 60 Pages
> New language is double underlined; deleted language is stmek
1847 (a) Annual Assessments (as said term is defined in Article VI, Section
1848 3 (b) hereof);
1849 (b) Additional Assessments (as said term is defined in Article VI, Section
1850 > 4 hereof); and
1851 > Lc Class E Assessments (as said term is defined in Article VI, Section 3
1852 > c hereo
1853 such assessments to be fixed, established, levied and collected from time to time as
1854 > hereinafter provided. The Annual Assessments and -Additional Assessments, and
1855 > Class E Assessments together with such interest thereon and costs of collection
1856 thereof as hereinafter provided, shall be and are hereby made, deemed and imposed
1857 as a charge on the Property and shall be a continuing lien upon the Assessment Unit
1858
be, against which
1859 each such assessment is made.
1860
Section 2. Purpose of Annual Assessments. The Annual Assessments levied
1861
by the Property Owners Association shall be used exclusively for the purpose of
1862
performance of the duties of and exercise of the powers of the Property Owners
1863
> Association set forth in Article II, Sections 4 (a) through {m) Lo of this Declaration
1864
> of Covenants. Notwithstanding any term herein to the contrary, Annual Assessments
1865
> shall not be used for the purpose of performance of the duties of and exercise of the
1866
> powers of ownership and operation of Country Club assets; Class E Assessments_,
1867
> defined in Article VI, Section 3 (c) below, shall be used exclusively for said purpose.
1868
-
1869
modification to the assessment s of this Declaration ofeavertanft, the
1870'
1871
1872
1873
'
dSieticotnic
1874
1875 Section 3. Amount and Basis of Annual Assessments.
1876 (a) Not less than thirty (30) days prior to the commencement of each
1877 fiscal year, the directors of the Property Owners Association shall estimate the costs
1878 and expenses, including a reasonable provision for contingencies and for a reserve
1879 for capital replacements, to be incurred by the Property Owners Association during
1880 such fiscal year in the performance of the duties of and exercise of the powers of the
1881 > Property Owners Association set forth in Article II, Section 4(a) through fm) Ln of
1882 this Declaration of Covenants. The amount of the costs and expenses estimated as
Page 58 of 60 Pages
14
> New language is double underlined; deleted language is stmek
1883 > aforesaid shall constitute the "Annual POA Expense". Notwithstanding anv term
1884 > herein to the contrary, Annual POA Expense shall not include the cost and expense
1885 > Lincluding without limitation capital expenditures, contingencies and reserves) of
1886 > ownership and operation of Country Club assets: Class E Assessments. defined in
1887 > Article VI, Section 3 (c) below, shall be used exclusively for said cost and expenses
1888 (b) The Annual POA Expense shall be assessed to the Owners as the
1889 Annual Assessment in the following shares:
1890 (i) Share of Assessment Unit Owners - Each Assessment Unit
1891 Owner shall be assessed a percentage of the Annual POA Expense expressed as a
1892 fraction, the numerator of which is one (1), and the denominator of which is the
1893 the total number of Assessment Units plus 200 (said
1894 portion of the Annual POA Expense being hereinafter referred to as the "Per
1895 Assessment Unit Portion of the Annual POA Expense"). [The balance of this
1896 paragraph (b)(i) remains unmodified]
1897
1898 > (ii) Class E Assessment Share
-of 6olf C:;ota se
1899 > mor - The Class E Assessment shall include an additional assessment equal to
1900assessea percentage of the Annual POA
1901 expense expressed as a fraction, the numerator of which is two hundred (200), and
1902 the denominator of which is the total number of
1903 Assessment Units plus 200;
1904 - [This
1905 paragraph, respecting the assessment contribution of the Undeveloped Property
1906 Owner, is deleted in its entirety.]
1907 > (c) Pursuant to the Bylaws, the Directors of the Property Owners
s
1908 > Association shall separately estimate the costs and expenses, including a reasonable
1909 > provision for contingencies and for a reserve for capital replacements, to be incurred
1910 > by Property Owners Association in the performance of the duties of and exercise
1911 > of the powers of ownership and operation of Country_ Club assets, and shall
1912 > determine the dues, assessments, charges thereunder, including the Class E
1913 > Assessment share described in parag_ rVh 3(b)(ii) above (in the aggregate, defined as
1914 > "Class E Assessments").
1915 > (i) The portion of the Class E Assessment constituting the
1916 > Class E Assessment share described in paragraph 3(b)(ii) above shall be utilized for
1917 > the Annual POA Expense. The balance of the Class E Assessment shall be used
1918 > exclusively for_ the performance of the duties of and exercise of the powers of
1919 > ownership and operation of Country Club assets.
Page 59 of 60 Pages
> New language is double underlined; deleted language is swdek
>
1920 > (ii) Class E Assessments shall be levied exclusively on Class
1921 > E Members as provided under the Bylaws.
1922 > {iii) Class E Assessments shall be due and payable as
1923 > determined under the Bylaws. Non-payment of Class E Assessments shall be subject
1924 > to Section 6 of this Article VI. Class_E Assessments, together with such interest
1925 > thereon and costs of collection thereof as herein provided, shall be and are hereby
1926 > made, deemed and imposed as a charge on and shall be a continuing lien upon the
1927 > Assessment Unit of the Class E Member against which Each such assessment is
1928 > made.
1929 > 7. Article VI, Covenant for Assessments, Section 8, Alternative Method of Collection
1930 > of Annual Assessments, and Additional Assessments, and Class E Assessments, of the
1931 > Declaration is hereby amended as follows:
1932 > (a) [This paragraph, respecting collection of Annual Assessments or
1933 Additional Assessments against the owners of condominium parcels as a
1934 "Common Expense" of the condominium, remains unmod fied.1
1935 > _Ub Notwithstanding my term herein to the contr all Class E
1936 > Assessments made against Class E Members under the Bylaws shall be imposed
1937 > upon said Class E Members directly by the Property Owners Association, and shall
1938 > not be considered to be a "Common Expense" of any condominium in which said
1939 > Class E Member may be a unit owner.
1940 8. Article VII, General Provisions, of the Declaration is modified by the addition of a
1941 new Section 7, Country Club Services, as follows:
1942 > Section 7. All Class A Members shall be entitled to a level of Country
1943 > Club services, as may be determined by the Board of Directors from time to time
1944 > which level of services shall be funded entirely from Class E Assessments defined
1945 > in Article VI, Section 3 (c) above. The foregoing provision creates no right of a
1946 > Class A Member to enioy any use of the Country Club facilities except as may be
1947 > expressly_ provided for by the Board of Directors.
1948 11Serverllfiles\Association\Hunters Run\Merger\Merger Packageoan of Merger - Final Version.wgd
Page 60 of 60 Pages