The names of the organization to which these By-Laws apply is the Deer Run Recreation Corporation, Inc. and is herein after referred to as the Corporation. The principle offices shall be located in Rockdale County, Georgia.
ARTICLE II – GOVERNMENT
Section 1
The government and management of the corporation is confined to the Board of Directors , hereinafter referred to as the Board, who by majority vote shall have the power to adopt all rules consistent with these By-Laws and the Charter for the conduct of the activities and affairs of the Corporation.
Section 2
The officers of the corporation shall be President, Vice –President, Secretary and Treasurer, each of whom will be a member of the Board.
Section 3
The Board shall be composed of the Officers and one (1) Member-at-large, who shall be immediate past board member.
ARTICLE III- Objectives
The Corporation shall operate as a non-profit organization under the laws of the state of Georgia and shall have the following as its objectives and purposes;
To establish and maintain all present and future facilities for the use of the membership of the Corporation, as defined in Article IV of these By-Laws, and for use by other persons on such terms as the directors may from time to time establish, subject to existing covenants of record at the time of incorporation.
To solicit, receive and maintain funds and to use the principle thereof and income there from as the Board may direct in order to carry out the objectives and purposes of the Corporation.
In general to do everything necessary, incidental and proper for the accomplishment or attainment of the objectives enumerated in the Certificate of Incorporation.
ARTICLE IV-MEMBERSHIP
Section 1
Membership in the Corporation shall be confined to residents of the area known as Deer Run and Deer Forest subdivisions. The Board, by 4/5’s vote of the entire Board, may expand the membership area of the Corporation, for one year’s period at a time. The Board must approve all new memberships.
Section 2
Membership shall consist of active members as defined in Article IV, Section 3. Active members who move from the area outlined in Article IV, Section 1, but choose to remain as members in good standing may do so if they continue to pay annual dues, fees, assessments or charges in accordance with these By-Laws.
Such “non-resident” members shall include only members and resident family members who once lived within the above defined area and were members in good standing prior to moving from said area. Said non-resident members must declare themselves as non-resident and give their resident address at the time dues are paid annually. The non-resident member shall not be eligible to serve on the board.
Section 3
Memberships are offered in two separate plans, “regular” memberships and “senior” memberships. A regular membership is available to a household with no more than six people. Households consisting of more than six people shall be assessed $75 for each additional person. A single membership is available to a single person household within the membership area and the children of existing members who are over the age of 26 and living at home. All other requests for single memberships are subject to Board approval.
The initial cost to purchase a new single membership shall be the same as the initial cost to purchase a regular membership. If an adult child living in the same household with an existing member is purchasing the single membership, the cost to purchase the single membership shall be waived the first year that the dependent becomes eligible for a single membership.
Senior memberships are available to a household of no more than two people, all of who are aged 62 or older and who have been active members of DRRC for the past five years. Senior membership request must be submitted in writing to the board six months in advance to allow for budget review by the board. All existing current memberships will not be subject to these new limitations.
Section 4
Members who have paid all dues, assessments, fees and charges for three consecutive membership years, and whose privileges have not otherwise been revoked shall be members in good standing and shall have the right to vote, one (1) vote per membership or certificate and to invite guest as prescribed in Article IV,
Section 5
After a maximum membership of 210 shall be attained, new applications for membership will be acted upon in the order in which they were received with priority given to Deer Run homeowners of record. Senior and single memberships are not limited and shall be counted as part of the maximum memberships of 210. The Board shall consider length of membership and past participation in DRRC to determine which members are entitled to this reduced level of senior memberships
Section 6
In addition to the cost of memberships and annual dues, any member or members of his family shall be required to pay an additional fee per person or per family for admission of their guest to the pool facilities, provided further that residents of the membership area who are not members of the Corporation shall not be allowed guest privileges. The purpose of this section is to allow occasional guest when kept within reason. The Board shall determine Guest Fees and guest privileges.
Section 7
Membership shall not be transferable except as explained in Article IV, Section 8. Upon cessation of membership for any cause, all indebtedness owing to the Corporation shall be a lien upon and charged against the membership. The Membership may be taken over by the Corporation and, if unable to obtain possession of the Membership, it may be canceled on the books of the Corporation after thirty (30) days written notice is given to the holder and such indebtedness has not been paid.
Section 8
Memberships maybe sold back to the Corporation subject to the rules and regulations established by the Board. The reimbursement of membership value for such resigning members shall be the full value of original purchase price of said membership less any outstanding indebtedness owing to the Corporation. If approved by the Board, reimbursement of the membership shall be in chronological order in which the membership terminates; however, reimbursement of the membership value will not be made until payment is received from an incoming new member.
As an exception to the provision, any member may sell his membership to anyone residing in the approved membership area. In the event of a transfer, senior memberships and single memberships can be converted to a regular membership depending on the availability of regular memberships
Section 9
Members shall be responsible for the payment of all charges or all liabilities that may be imposed upon or incurred by members of his family to whom the facilities have been extended and for all charges and liabilities imposed or incurred by guest of such family members. In the event the corporation is dissolved for any cause, upon effective date of dissolution of the Corporation, Memberships shall be a lien upon the proceeds of the Corporation, and after all of its debts and obligations have been paid , the surplus then remaining shall be paid and distributed pro-rata among the then members of the Corporation.)
Section 10
The Board, upon request of a member or upon its own action, may waive or reduce annual membership dues for special circumstances. The Board must approve all new memberships. If a Membership has been terminated and the previous member wants to rejoin the Corporation the Board must approve the new Membership. Any previous member that has had a lapsed, forfeited, suspended or terminated membership and reapplies will be considered a new application and will be subject to Board approval.
Section 1
Consistent with these By-Laws and the Certificate of Incorporation, the members of the Corporation shall elect a president, a vice-president, a Secretary and a Treasurer. Said Board shall serve for a two (2) year period and each Director shall be able to succeed himself. The Board elected at the time of the incorporation shall serve until the Annual October meeting, as outlined in Article VIII. The immediate past President shall become the Member-at-Large. If the President is re-elected, a member-at-large shall be elected by the membership according to election procedures in Article VII of the By-Laws.
Section 2
The duties of the Board shall be to transact all business and make and amend rules and regulations for use of the facilities of the Corporation. It may appoint and remove such employees or agents as it may deem necessary and may fix their duties and compensation. It shall also have the following duties:
Decisions shall be made by majority vote unless otherwise stated in these By-Laws.
Section 3
The Board shall hold its first meeting following the Annual Meeting of the members, in each year, as soon as practicable. Special meetings may be called by the President and shall be called by the Secretary upon request of three (3) members of the Board. The Board may, by resolution, establish from time to time a schedule of its meeting and rules for conducting each meeting. Notice of a meeting of the Board shall be given at least 24 hours before said meeting is due to begin. Said notice may be given in person or in writing. Four (4) members of the Board shall constitute a quorum.
Section 4
Each Board shall maintain a log of all rules, regulations and policies it approves under the authority of these By-Laws. This log shall be presented to each newly elected Board and shall be reviewed by that Board as soon as practicable. The previous rules, regulations and policies as stated in the log shall remain in effect unless specifically changed by each new Board.
ARTICLE VI- DUTIES OF OFFICERS
Section 1
The President shall preside at all meetings of the Corporation and of the Board. The President shall appoint, subject to confirmation by the Board, all Standing Committees as may be directed. The President shall be the Administrative Officer of the Corporation and shall be the ex-officio member of all committees, except the Nominating.
Section 2
The Vice –President, in absence of the President, shall act in the Presidents stead. The Vice-President shall perform such duties as the President or the Board may prescribe.
Section 3
The Secretary shall keep the minutes of the meetings of the Corporation and the Board. The Secretary shall also provide notices of the Corporation and the Board meetings and shall perform such other duties as the President may prescribe. The Secretary shall issue the Certificates and record all membership transactions. The Secretary shall keep a log of all rules, regulations and policies passed by the Board as required by Article V, Section 4. The Secretary shall maintain and publish a current copy of the By-Laws of the Corporation and all amendments as approved in Article XII. The By-Laws shall be dated as of the date of publication and amendments shall be dated as of the effective date.
Section 4
The Treasurer shall keep proper books of the Corporation, showing accurately at all times the financial condition of the Corporation. The Treasurer shall make reports on the financial condition of the Corporation as required by the Board. The Treasurer shall deposit all funds of the Corporation in a banking institution as designated by the Board and shall keep and see that all approved bills of the Corporation are duly paid and keep a record thereof. An Audit of the finances shall be made following the close of each year’s transactions. The President or Vice-President shall co-sign all checks to be drawn for expenditures in excess of $5,000. Capital expenditures in excess of $10,000 must have the approval of the membership. All members must be notified and approval shall be a majority of affirmative votes cast by members present. The Treasurer shall maintain a role of membership including name, address and date of membership.
ARTICLE VII-ELECTION OF THE BOARD OF DIRECTORS
Section 1
The election of members of the Board shall be by the membership and shall take place at the annual October meeting of the membership. Only members in good standing, as outlined in Article IV, Section 4, shall be qualified to hold a position on the Board. All members in good standing for three consecutive years may vote in person or by written proxy.
Section 2
The sitting DRRC Board shall appoint a committee of three (3) individuals from the membership of the Corporation, not members of the board, by September 1, to serve as the nominating committee for Directors. Any additional nominations from the general membership must be made known to the nominating committee two (2) weeks prior to the annual meeting. Upon request, proxies shall be provided to members in good standing at least 5 days prior to the Annual Meeting.
Section 3
After all nominations are received, the Officers shall be elected from the nominees by majority vote of the eligible members represented or proxies at the Annual Meeting. Any Director who resigns, or is expelled may be replaced; the President will appoint a replacement to be approved by the board for the remainder of the term.
ARTICLE VIII-ANNUAL MEETING
Commencing in 1980, the Annual Meeting of the Corporation shall be held in the month of October in each year, at such time and place as the Board may designate. The entire membership of the Corporation shall be notified at least ten (10) days prior to the meeting.
ARTICLE IX-COMMITTEES
Section 1
The Standing Committees shall be; Membership, Finance and Audit, Tennis, Pool, Children’s Activities, Adult Activities, Lake and Grounds and Building. The duties and powers assigned in these By-Laws to the Standing Committees shall be subject to the authority of the Board.
Section 2
The Membership Committee shall be responsible for the solicitation of new members in the Corporation. This committee shall further hear any complaints or grievances relative to the continued membership of any member and make recommendations to the Board concerning the same.
Section 3
The Finance and Audit Committee shall assist the Board in preparing the annual budget and advise the Board of maintenance cost for the season. The Committee shall also provide an annual audit of all the financial transactions of the Corporations for the preceding year.
Section 4
The Tennis Committee shall be responsible for all operations and maintenance of the tennis courts’
Section 5
The Pool Committee shall be responsible for all operations and maintenance for the pool.
Section 6
The Adult Activities and Children’s Activities Committees shall be responsible for planning social and fund raising activities not specifically under the purview of the pool or tennis committees.
Section 7
The Grounds and Buildings Committee shall attend to the improvements and maintenance of the grounds and all buildings and have the responsibility of designing and beautifying the landscape of the Corporation premises.
Section 8
The Lake Committee shall attend to the maintenance and improvements to the lake and the dam.
Section 9
The above Committees shall recommend rules and regulations pertaining to their individual areas of responsibility to the Board for approval. The Committee shall enforce the approved rules and regulations pertaining to their areas of responsibility. All approved Rules and Regulations shall be published with an effective date.
ARTICLE X-SPECIAL MEMBERSHIP MEETINGS
A petition of at least 2/3’s of the active members shall require the President to call a special Membership Meeting by giving at least ten(10) days notice. The President must call this special meeting within two (2) weeks of notification of the petition. A majority of the members present may then amend or modify the rules previously made by the Board or recall any Director or Officer by a 2/3’s vote of members present at the meeting, pursuant to Article XII.
Section 1
The Board, after consulting with the Finance and Audit Committee, shall establish a budget each calendar year and make arrangements for collection of annual dues.
Section 2
The first Annual Dues shall be payable by May 31 1980. Thereafter, Annual Dues based on a budget for the fiscal year November 1 through October 31 shall be payable by May 1 of each year. Accounts not paid in full by May 15 of each year shall incur a ten (10) percent penalty. Members shall not be allowed use of the pool, Tennis courts and lake unless all dues, penalties and charges are paid in full by May 31 of each year.
The Annual Dues shall consist of one fee, as determined by the Board of Directors, which shall be for the use of the pool, tennis courts and lake. The Board shall determine the method of payment. The annual dues for each active member (including family) is not to exceed the amount set by the Board, who shall notify members in writing of said fee prior to April 1 each year. Annual dues for senior memberships shall be 60% of the regular membership annual dues. The initial membership fee shall remain the same as regular memberships.
Section 3
No part of the Annual Dues shall be refunded in the event the pool, tennis court, or lake operation is required to be suspended for any period unless otherwise specified by the Board.
Section 4
Each person who acts as Director of the Corporation shall be indemnified by the Corporation against expenses actually and necessarily incurred by that person in connection with the defense of any action , suit or proceeding in which that person is made a party by reason of being or having been a Director of the Corporation , except in relation to matters as to which shall be adjudged in such action, suit or proceeding to be liable for gross negligence or willful misconduct in the performance of his duties. The right of indemnification provided herein shall insure to each Director and officer referred to above whether or not they are such Director of officer at the time such cost or expenses are imposed or incurred and in event of their death shall extend to their legal representative.
Section 5
All members of the corporation shall be accorded use of the facilities of the corporation subject to the rules and regulations, which shall be posted at all times.
Section 6
Any member may, for cause and after the Board holds a hearing , be suspended for a period of not exceeding three (3) months by 4/5’s vote of the members of the Board of Directors present at any meeting thereof. The offending may be expelled by 4/5’s vote of the entire membership of the Board. The offending member may or may not be in attendance at said meeting. Cause for suspension or expulsion shall, in general, consist of violation of these By-Laws or of the Rules and Regulations of the Corporation, or of conduct unbecoming a lady or gentleman. The unbecoming conduct may include and is not limited to physical, verbal and or emotional abuse of any member, volunteer, committee member, committee chair, Board member or officer. Additionally, any misconduct, destruction of DRRC property, theft of DRRC property of offensive behavior can and will be considered unbecoming behavior.
Section 7
The Board shall determine the terms and conditions upon which guest of members may use the facilities of the Corporation.
Section 8
Any Member shall promptly pay for any property of the Corporation broken, damaged or removed by a member or his guest. If not promptly paid for or replaced the membership may be suspended and or revoked.
Section 9
The Corporation assumes no responsibility, and members and their guest can have no claim against the Corporation, for accident or injury to any person on their property.
Section 10
The Corporation assumes no responsibility, and members and their guest can have no claim against the Corporation, for the property of members or any guest, which may be brought into of left on any property of the Corporation.
Section 11
All fees, dues, charges and expenses mentioned herein are exclusive of any taxes imposed by the federal, state and other governmental bodies and agencies.
Section 12
The rules contained in the Roberts Rules of Order Revised shall govern the Corporation in all cases to which they are applicable, and in which they are no inconsistent with these By-Laws or there special Rules and Regulations of this Corporation. The Board shall determine any question as to proper interpretation of any of the provisions of By-Laws.
ARTICLE XII-AMENDMENTS TO BY-LAWS
These By-Laws may be amended by a 2/3’s vote of the members present at a duly authorized meeting of the membership, provided at least ten (10) days prior notice shall be given in writing to all members stating the proposed change. Approved amendments shall be issued in numerical order with an effective date affixed to each published copy.
ARTICLE XIII-VOTING BY PROXY
In any voting of the membership, a written proxy shall count as a vote that can be used on any issue.
(Last Revised May 2015)