BY-LAWS OF
CEDAR PARK ROAD MAINTENANCE CORPORATION
(A NOT FOR PROFIT CORPORATION)
Proposed Amendments 7/19/2014
ARTICLE I, SECTION 1. Currently reads:
The Annual Meeting of the Property Owners of this Corporation shall be held the third Saturday of July, the place to be determined by the Board. This information will be stated in the mailed notices of the Annual Meeting to Property Owners of Record.
Proposed Change:
The Annual Meeting of the Property Owners of this Corporation shall be held the third Saturday of July, the place to be determined by the Board. This information will be stated in notices of the Annual Meeting posted on the Corporation website at http://cprmc.org and emailed to Property Owners of Record.
Reason for Change:
To save costs of mailing notices and use electronic mail in it’s place
SECTION 3. Currently reads:
Notice of meetings, – written or printed – shall be prepared and mailed to the last known Post Office address of Property Owners of record at least thirty (30) days prior to any regular or special meeting of the Property Owners, and if a special meeting, such notice shall state the object or objects thereof. A notice sent to at least one owner of lot shall be deemed sufficient notification of all owners of that lot.
Proposed Change:
Notice of meetings, – written or printed – shall be prepared, posted on the Corporation website and emailed to the last known email address of Property Owners of record at least thirty (30) days prior to any regular or special meeting of the Property Owners, and if a special meeting, such notice shall state the object or objects thereof. A notice posted on the website and a good-faith effort to send an email notice to email addresses provided by property owners shall be deemed sufficient notification of all owners.
Reason for Change:
To save costs of mailing notices and use electronic mail in its place
SECTION 6. Currently reads:
The order of business at the Annual Meeting of the Property Owners shall be as follows:
1. Proof of Notice of Meeting
2. Reading and approval of previous minutes
3. Reports of Officers and Directors
4. Election of Officers
5. Miscellaneous Business
6. Setting of the amount of the Road Fee for the next year
Proposed Change:
Change the wording of #6 to read Assessment instead of Road Fee.
Reason for Change:
We can no longer collect Road Fees but would like the option of an Assessment Fee to help maintain the Corporation’s expenses.
SECTION 8. Currently Reads:
For the purpose of electing officers and conducting other business, each lot shall be represented by no more than one voting unit at meetings of the Corporation. Accordingly, the combined voting strength of all owners of a particular lot may not constitute more than one vote; and, individuals owning more than one vote; and, individuals owning more than one lot shall be entitled to vote the interest of each lot owned.
Proposed change:
Change wording in the second sentence to read: Accordingly, the combined voting strength of all owners of a particular lot may not constitute more than one vote; and individuals owning more than one lot shall be entitled to vote the interest of each lot owned.
Reason for Change:
Clarification
Article II Officers and Directors
Section 1. Currently Reads:
All business and property of the Corporation shall be managed and controlled by a board consisting of Property Owners of the Corporation and which shall consist of the President, Vice President, Secretary, Treasurer and a director from each of the seven (7) filings. The offices of President and Vice President will be one-year terms, with the Vice President acceding to the Presidency. The office of the Secretary and Treasurer will be two year terms expiring on alternate years. The office of the seven (7) directors will be for indefinite terms with the directors holding office until notifying the President of their intention to resign and until replaced by a majority vote of the Board. Additionally there shall be a Director of Roads and a Liaison Director between the Board, the Forest Service, Cedar Springs and the County as defined in Article II, Section 7 & 8 respectively.
Proposed Change:
All business and property of the Corporation shall be managed and controlled by a board consisting of Property Owners of the Corporation and which shall consist of four Officers: the President, Vice President, Secretary, Treasurer and seven directors, one from each of the seven (7) filings. The offices of President and Vice President will be one-year terms, with the Vice President acceding to the Presidency. The office of the Secretary and Treasurer will be two year terms expiring on alternate years. The office of the seven (7) directors will be for indefinite terms with the directors holding office until notifying the President of their intention to resign and until replaced by a majority vote of the Board. This board shall serve to advise the board of the Storm Mountain PID #55 and to fulfill its corporate legal obligations.
Reason for change:
Clarification and to remove the offices of Director of Roads and Liaison, adding the last sentence clarifying that we will advice the PID #55 board.
Section 2: Currently reads
The officers of the Corporation shall be elected by the Property owners at the Annual Meeting and shall hold office until their successors are elected and qualified as noted in Section 1, Article II. Owners of lots upon which liens have been filed and recorded for non-payment of road fees shall not be entitled to serve as officers and directors.
Propsed Change:
Capitalized the word Officers
Reason for Change:
Correct capitalization
Section 4: Currently reads:
The vice President shall in the absence of or disability of the President, performs all duties and functions of the President, and shall perform such additional duties and functions as may be assigned by the Board.
Proposed Change:
Capitalize the word Vice
Reason for Change
Correct capitalization
Section 5: Currently reads:
The Secretary shall keep records of all correspondence of the Corporation; shall prepare and distribute to the Officers, Directors and property owners all minutes of meetings; publish and distribute a semi-annual newsletter; shall keep a record of the names and addresses of Property Owners; shall give notice of the meetings of the Corporation and of the Board; and shall render such reports and perform such other duties as may be required by the Board. The Secretary shall receive an annual stipend as determined by the Corporation.
Proposed Change:
Publish an annual newsletter in place of semi-annual.
Reason for Change:
Once a year newsletter is all that is needed.
Section 7: Currently reads:
The Board of Directors shall appoint a Director of Roads. This person shall be in charge of the maintenance of all roads within Cedar Park. The Director of Roads shall be appointed each year for a period of one-year and may be re-appointed for successive years. This person is responsible to the Board. The director of Roads shall be a member of the Board with voice but without vote.
Proposed change:
Add the sentence: This section does not apply as long as the Storm Mountain PID #55 is in effect to manage area road work.
Reason for change:
self- explanatory
Section 8: Currently reads:
The Board of Directors shall appoint a Co-op, Liaison Director. This person shall be the liaison between the Cedar Park Road Maintenance Corporation and the Forest Service, Larimer County and Cedar Springs. This person will be responsible for all communications and requests regarding cooperative road construction and actions with Forest Service, county and Cedar Springs. The co-op Director shall be appointed each year for a period of one year and may be re-appointed for successive years. This person is responsible to the Board. The liaison shall be a member of the board with voice but without vote. This person shall receive an annual stipend as determined by the Corporation.
Proposed change:
Add the sentence: This section does not apply as long as the Storm Mountain PID #55 is in effect to manage area road work.
Reason for change:
self- explanatory
Section 11: Currently reads:
The Board shall be empowered to hire persons or equipment to maintain the roads. It also has the right to purchase equipment and materials necessary for adequate maintenance.
Proposed change:
Add the sentence: This section does not apply as long as the Storm Mountain PID #55 is in effect to manage area road work.
Reason for change:
self- explanatory
Section 12: Currently reads:
The Board shall meet at least quarterly.
Proposed change:
The Board shall meet at least semi-annually, which may be by conference call or other electronic means.
Reason for change:
Feeling is that the board does not need to meet more often than twice a year, once in the fall and again in the spring.
Article III Operation, Finances & Prerogatives
Section 1: Currently reads:
The Corporation shall not be operated for profit, but organized for the purpose of maintaining the roads in Cedar Park Subdivision from funds that are collected annually as provided in the Restrictive Covenants that have been filed with the County Clerk and Recorder. In Accordance with the provisions of the Restrictive Covenants, the “charge” shall be in such an amount as shall be fixed each year by the Cedar Park Road Maintenance Corporation.
Proposed change:
The Corporation shall not be operated for profit, but organized to support maintaining the roads in Cedar Park Subdivision. The corporation shall act to fulfill its legal obligations to remain a legally viable corporation until the Property Owners of the corporation act to legally dissolve the corporation; shall act in an advisory capacity to the board of the Storm Mountain PID #55 as long as the PID is in effect to manage area road work; and shall operate from funds that are collected annually as provided in the Restrictive Covenants that have been filed with the County Clerk and Recorder. In Accordance with the provisions of the Restrictive Covenants, the “charge” shall be in such an amount as shall be fixed each year by the Cedar Park Road Maintenance Corporation at its annual meeting.
Reason for change:
To help clarify CPRMC role to support PID #55 until such time as our corporation dissolves.
Section 2: Currently reads:
Nothing shall restrict the Property Owners from the right to determine the amount of the Annual Road Fee; to elect Officers, to remove from office those Directors who fail in their duties; to amend or to revise the existing By-Laws, Rules and Regulations, or to adopt new and different ones to the full extent permitted by law.
Proposed change:
Replacing the Road Fee with Assessment.
Reason for change:
To be uniform throughout the document
Section 3: Currently reads:
Property Owners shall be liable for the yearly Road Maintenance Fee. The non-payment of the yearly assessment will result in a lien being filed against the lot or lots for which the fee is not paid Interest and penalties will be added to the unpaid fees.
Proposed change:
Replacing the Road Fee with Assessment.
Reason for change:
To be uniform throughout the document
Section 4: Currently reads:
Major items of business, election of Officers, and setting of road fees shall be listed in the notices of annual and special meetings.
Proposed change:
Replacing the Road Fee with Assessment.
Reason for change:
To be uniform throughout the document