Amberfield Maintenance Corporation

AMENDMENTS TO BY-LAWS 

 

 

1        Article IV – Voting

o SECTION II – METHOD

Objective:
To ensure an efficient, effective, and secure method of voting and the communication thereof to the Amberfield Association Maintenance Corporation represented members. Ensure voters are not duplicated or impersonated by assigning the duty to check any government issued photo identification card to the Board of Directors. 

 

REVISION 1

§ Stricken:
Voting may be in person or by proxy. An owner may vote by proxy only by authorizing any officer of the corporation to vote on their behalf. Mailed in proxies must be postmarked no less than three (3) days prior to the meeting. All mail can be sent to P.O. Box 711, Bear, Delaware 19701, or as instructed by the Board of Directors. The Treasurer shall maintain a list of all members who are eligible to vote. The list will be available prior to the start of the meeting.

 

§ Inserted:
An owner may vote in person or by proxy ballot by either mailing the completed ballot (postmarked not later than five (5) business days) prior to the scheduled meeting day on which the vote is to occur. Proxy ballots must include a return address, provisions for the voters name and address, a selection area for the voter to clearly indicate their voting intention (Yea, Nay, or No Vote), a date which the ballot must be postmarked by, and a signature area for the voter.

In order to be considered valid proxy ballots must be signed in permanent ink, be completed with all of the voter’s pertinent information, and be clearly marked with their voting intentions. All proxy ballots will automatically expire after the adjournment of the organization meeting intended for their use. The final tally of votes must be announced to the board and recorded in the meeting minutes. Meetings in which a vote is to occur must be scheduled and publicized with at least thirty (30) days of mailed written notice to all represented homeowners.

Procedural votes may be made at any general meeting as the need arises. No afore notice is required to be provided for this type of vote.

The Board shall maintain a list of all members who are eligible to vote and check any government issued photo identification card of attendees prior to the commencement of any meeting. The list will be available prior to the start of the meeting. 

 END REVISION

 

2        Article V – Assessments

 

o SECTION I – PREPARATION AND APPROVAL OF BUDGET

Objective:
To ensure that the Amberfield Association Maintenance Corporation represented members are afforded with the opportunity to make inquiries and suggestions to the budget proposals, and to vote the proposal up or down. 

 

 REVISION 2

§ Stricken:
Each year prior the annual meeting, the Board of Directors shall adopt a budget for the Organization containing an estimate of the total amount that it considers necessary to pay the cost of maintaining the common area, including administrative cost. A copy of the budget will be provided by the Board of Directors to the community in a reasonably itemized form that includes the amount of the common expenses payable by each member. The annual assessments established at the annual meeting shall be due on June 1st of the current year. The annual budget must be approved by a majority of the membership at the annual meeting in person or by proxy. A financial report shall be prepared covering the prior year’s finances for presentation at the annual meeting.

§ Inserted:
Each year prior to the annual meeting, the Board of Directors will draft a budget proposal for the Organization containing an estimate of the total amount that it considers necessary to pay the cost of maintaining the common areas, including administrative costs and miscellaneous expenses. A copy of the budget proposal will be provided by the Board of Directors to the community in a reasonably itemized format that includes the amount of the common expenses payable by each member. The budget proposal must be provided not less than ninety days prior to a general meeting which is to provide the members with a chance to make inquiries and suggestions for amendment to said proposal. Upon reception of member recommendations for amendment to the proposal, the Board will make any changes which have been accepted by simple majority vote of the members. The proposal will be amended and voted upon by the members in attendance or by proxy ballot accordingly at the annual meeting.

 END REVISION

 

o SECTION III – COLLECTION OF ASSESSMENTS

Objective:
To stipulate how payments will be handled when bank refuses the check. To ensure that members are given proper notice and payment instructions for dues assessments prior to the initiation of the collections process, and to prevent any additional interest gains from being accumulated against the homeowner.

 

 REVISION 3

§ Stricken:
Any assessments that are not paid by the due date shall be delinquent. No owner may waive or otherwise escape liability for the assessments provided for herein by non-use of the private open spaces, or abandonment of their lot. If the assessment is not paid within thirty (30) days after the June 1st due date, the assessment shall bear interest from the date of delinquency at the rate of ten percent (10%) per annum and the Organization may bring an action at law against the owner personally obligated to pay the same, or foreclose against the property the lien and interest, costs, and reasonable attorney’s fees of any such action shall be added to the amount of such assessment.

Following the annual meeting a notice including the minutes, election results, and the assessment amount due will be distributed before the June 1st due date. The Treasurer will provide only one reminder notice in addition to the original notice to any members whose assessments are delinquent prior to the right of the Organization to pursue collection. It is the right of the Board of Directors to turn collection efforts over to a collection agency, which would be an additional cost to the delinquent homeowner. There shall be no refund of monies paid for annual assessments. The owner of any lot in Amberfield on June 1st is the responsible party for the current year’s assessments.

§ Inserted:
Payments made by personal check that are refused (bounce) will NOT be re-presented to the bank and will incur a bounced check fee of twenty-five ($25) dollars. Payment for that year, including fees, may then only be remitted via certified funds (cashiers check or money order). Any assessments that are not paid by the due date shall be delinquent. No owner may waive or otherwise escape liability for the assessments provided for herein by non-use of the private open spaces, or abandonment of their lot. Collections of unpaid assessments will be handled for collection purposes by the herein stated registered agent only. No additional interest rates or fees above and beyond those charged by the registered agent will be charged to delinquent homeowners with exception to those fees incurred by the Organization pursuant to any and all necessary legal actions. The Organization may bring an action at law against the owner personally obligated to pay the same, or foreclose against the property the lien, costs, and reasonable attorneys’ fees and any such action shall be added to the amount of such assessment.

Following the annual meeting a notice including the minutes, election results, and the assessment amount due will be distributed before the June 1st due date. The Treasurer will provide two written mailed reminder notices in addition to the original notice to any members whose assessments are delinquent prior to the Organization pursuing collection actions with the final notice sent via USPS Registered Mail. The notices will be mailed not closer than twenty one (21) days of each other. It is the responsibility of the Board of Directors to turn collection efforts over to the herein stated registered agent for the purposes of collection, and to assess the delinquent homeowner with the cost of such collection actions through the collection company. There shall be no refund of monies paid for annual assessments. The owner of any lot in Amberfield on June 1st is the responsible party for the current year’s assessments.

 END REVISION

3        Article VI - Meetings

 o  SECTION I – ANNUAL MEETING


 Objective:
 To ensure that the Board of Directors calls and schedules at least two (2) general meetings per year, and to specify which month the meetings are to  occur.

 REVISION 4

§ Stricken:
The members of the Organization shall meet at least once a year at a specified location by the Board of Directors in an annual meeting. This meeting is to be held in April on a date chosen by the Board of Directors.

§ Inserted:
The members of the organization shall meet at least twice per year at a specified location by the Board of Directors. These semi-annual meetings will be held in April and October on a date chosen by the Board of Directors.

 END REVISION

 

o SECTION V – NOTICE / LOCATION OF MEETING

Objective:
To ensure that the Amberfield Association represented members are provided with sufficient notice and practical means of voting whether by proxy or in person. To ensure that a current copy of Robert’s Rules of Order Revised is available to attendees of any meeting. Moves the language regarding proxy ballot expiration into the Article IV – Voting, Section II – Method.

 

 REVISION 5

§ Stricken
Written notice of the meeting stating the date, place, time and agenda of the meeting shall be given to each member not less than ten (10) or not more than sixty (60) days before the date of the annual meeting; a proxy if needed will also be given. The written notice of an annual meeting shall include an agenda, reminder of the June 1st due date assessments, a proxy form and any additional information as needed. All proxies will automatically expire after the conclusion of the Organization meeting.

§ Inserted
Written notice of the meeting stating the date, place, time, and agenda of the meeting shall be given to each member not less than thirty (30) days and not more than sixty (60) days before the date of the meeting; a proxy ballot (if needed) will also be provided at this time. The written notice of semi-annual meetings shall include an agenda, reminder of the June 1st due date assessments, a proxy ballot, and any additional pertinent information as needed. A current copy of Robert’s Rules of Order Revised will be made available to the attendees of any meeting.

 END REVISION

 

Article VII – Officers

o SECTION II - ELECTION OF OFFICERS

Objective:
To ensure that nominations are made in a manner as to allow the members to function with the individuals up for election onto the Board of Directors prior to casting any vote. To ensure that only current homeowners with up to date assessments are eligible for nomination and subsequent election onto the Board of Directors.

 

 REVISION 6

§ Stricken:
The officers of the Organization shall be elected annually by the community at the annual meeting. President, Vice-President, Treasurer, Secretary, and the Sergeant of Arms and three (3) regular members are elected by the entire community.

§ Inserted:
The officers of the organization shall be elected annually by the members at the semi-annual meeting in October and shall be elected, made effective, and so recognized the same. Only current homeowners with up to date assessments are valid for service on and election to the Board of Directors.

 END REVISION

o SECTION III - REMOVAL OF OFFICERS


Objective:
To ensure that any officer on the Board of Directors that is to be removed with cause is removed only by a two-thirds (2/3) majority of the represented members in attendance. To ensure that the members are represented by an individual of their election within ninety (90) days after removal of an elected officer.

 

 REVISION 7

§ Stricken:
Upon the affirmative vote of a majority of the members of the Board of Directors, any officer may be removed, with cause and a successor may be elected at any regular meeting of the Board of Directors, or at any special meeting of the Board of Directors called for such a purpose, or may be by appointment of the President.

§ Inserted:
Upon a vote in the affirmative by a two-thirds (2/3) majority of the members in attendance, any officer may be removed, with cause and an interim appointee will be made by a majority vote of the Board of Directors. The interim appointee must then be replaced by a newly elected official by special vote at any general meeting within ninety (90) days. Voting rules will apply as stated in ARTICLE IV – VOTING.

 END REVISION

5        Article VIII – Nominations and Election

o SECTION II – VACANCY


Objective:
To ensure that the homeowners are represented by an official having been elected by majority vote of the entire community in the event that any vacancy of position occurs or will occur for any length of time longer than sixty (60) days.

 

 REVISION 8

§ Stricken:
With respect to a vacancy in the office of President, the Vice President shall become President for the unexpired term. In case of vacancies in the other offices, the President may appoint, with the consent of the Board of Directors, a successor to fill the unexpired term.

§ Inserted:
With respect to a vacancy in the office of President, the Vice-President shall become President for the unexpired term. In case of vacancies in the other offices, the President may appoint, with consent of the Board of Directors, a successor to fill the vacancy. If the appointment is made to fill a vacancy of office which will be vacant for longer than sixty (60) days, a special election must be held at a general meeting to replace said appointee with an official elected by the homeowners.

 END REVISION

 

 

6        Article X – Amendments

o SECTION I – AMENDMENTS

Objective
To ensure that members are represented by a sturdy and secure foundation of By-Laws which cannot be changed for transient causes and without necessary and appropriate acceptance by a reasonably sized assembly of the represented members. To ensure that the By-Laws may be modified for dates of meetings, punctuation, spelling corrections, and formatting without necessitating a vote. To ensure that changes made to the By-Laws are recorded.

 

 REVISION 9

§ Stricken:
These by-laws may be amended by a majority vote of those in attendance in person or by proxy at two consecutive meetings. The rules of the quorum remain in effect.

§ Inserted:
These By-Laws may be amended only by a 2/3 majority vote with representation of at least fifteen (15%) percent of the represented members voting, either in person or by proxy ballot. Amendments which affect dates of meetings, spelling and punctuation, or formatting and which does not change the spirit or context of these rules may be made at any time by the Board of Directors without vote. Accepted amendments to these by-laws must be recorded at the end of this document in chronological order and must include a summary of changes, the date of acceptance, and the tally of votes. The rules of quorum remain in effect.

 END REVISION

7        Article XII – Disciplinary Actions

o SECTION I – GENERAL

Objective
To ensure that members of the Board of Directors are protected from frivolous disciplinary actions by other Board members. To ensure against a board of members which are not elected by the homeowners. To ensure that the community is made the responsible party for the decision to remove any Board member by assigning five (5) members not of the Board of Directors to the Ethics Committee. To ensure that any appointee made by the Board is replaced with an officer elected by the community.

 

 REVISION 10

§ Inserted:
Any Board member may be dismissed from the Board of Directors for conduct that may legally or financially compromise the Organization or the Board of Directors. Dismissal procedures may be initiated by any represented member by written letter to the President of the Board of Directors. The President is required to form an Ethics Committee consisting of at least seven (7) members, two of which shall be of the remaining Board of Directors not including the member in question. If the President is in question, the written letter shall be sent to the Vice President. The Vice President will initiate the dismissal procedures process.

Proceedings of the Ethics Committee will be in accordance with Robert’s Rules of Order Revised and meeting minutes shall be kept. After deliberation, the Ethics Committee shall vote Yea or Nay regarding removal of said board member.

 END REVISION

 

Revisions contained within this proposal were drafted August 3rd, 2009, 1st revision made April 17th, 2011, and agreed upon by the members of the Amberfield Association Maintenance Corporation whose names and addresses appear hereafter.



David Miller, residing at 64 Three Rivers Drive, Newark, Delaware 19702
Delray Jolley, residing at 179 Amberfield Lane, Newark, Delaware 19702
James Thomas, residing at 5 Winton Lane, Newark, Delaware 19702