Amendments | Persimmon Hill HOA

Proposed Amendments to the
Association Bylaws

[click on links below to go to that section in the current bylaws]

#1) Article II Section 1. (Updates the time, place and manner of holding the annual meeting of members)

Current language: “The annual meeting of members for the election of directors shall be held at the registered office of the Association or at such other location as shall be determined by the Board of Directors at 10:00 a.m., on the first Monday in April [amended in 1995-96 to] 7PM on the 1st Monday in October of each year, or if that day be a legal holiday, on the next succeeding day not a legal holiday, at which meeting they shall elect a Board of Directors and may transact such other business as may come before the meeting.”

Proposed language: “The annual meeting of members for the election of directors shall be held at a location determined and announced by the Board of Directors, including a virtual electronic meeting option, on any day during the month of October of each year, at which meeting they shall elect a number of Directors equal to the number of seats to be filled and may transact other such business as may come before the meeting.”

#2) Article II Section 5. A and B. (Removes antiquated provisions for the original Developer and any redundant language that belongs exclusively in the HOA Declaration)

Current language: “A. Bleakley Development Co., Inc. (the “Developer”) and the owners of all lots, tracts or parcels of land subject from time to time to the terms and conditions of the Declaration dated 7/19/78 recorded as Instrument No. 1178790, (the “Declaration”), and no others, shall be members of the Association. The Association shall be the sole judge of the qualification of its members and of their right to participate in its meetings and proceedings.

“(i) The Developer shall be entitled to cast three (3) votes for each single family lot in which it owns, and

“(ii) Owners shall be entitled to cast one (1) vote for each single family lot which they own.

“(iii) Duplex lot Developer shall be entitled to cast three (3) votes per living unit for each lot that it owns, and duplex lot Owners shall be entitled to cast one (1) vote for each living unit they own.

“B. At the filing of the Declaration, the Developer holds title to all lots subject to the Declaration and shall be entitled to cast three (3) votes....”

[The majority of paragraph A and all of paragraph B above are no longer applicable or are redundant with language that should exist only in the HOA Declaration. The proposed language below is the only clause that should remain in the bylaws]

Proposed language: “A. The Association shall be the sole judge of the qualification of its members and of their right to participate in its meetings and proceedings.”

#3) Article II Section 5. C. (Prohibits casting multiple votes for a single candidate for director, a.k.a. cumulation)

Current language: “C. Each member entitled to vote shall, at every meeting of the members, be entitled to one vote in person or by proxy, signed by him, for each vote held by him, as provided in paragraph B above, on all matters submitted to a vote, except in all elections for directors, each member shall have the right to cast as many votes in the aggregate as shall equal the number of votes held by him, multiplied by the number of directors to be elected at such election, and each member may cast the whole number of votes he/she has the right to cast, either in person or by proxy, for one candidate or distribute them among two or more candidates....”

Proposed language: “B. Each member entitled to vote shall, at every meeting of the members, be entitled to one vote in person or by proxy, signed by him, for each vote held by him, on all matters submitted to a vote, except in all elections for directors, each member shall have the right to cast as many votes in the aggregate as shall equal the number of votes held by him, multiplied by the number of directors to be elected at such election, but he may not cumulate or cast more than one of those votes on any single candidate. He is not required to cast all his votes.…”

#4) Article II Section 6. (Allows for the official use of member’s email addresses and allows the member to specify their official method of communication)

Current language: “Notice of the date, time, place and purpose of all meetings of members shall be mailed by the secretary to each member of record entitled to vote, at his or her last known post office address, not less than ten (10) days nor more than fifty (50) days prior thereto.”

Proposed language: “Notice of the date, time, place and purpose of all meetings of members shall be sent by the Association to each member of record entitled to vote, using the member’s preferred method of communication on file, either via US Mail or electronic mail, not less than ten (10) days nor more than fifty (50) days prior thereto."

#5) Article III Section 1. (Fixes the number of Directors on the board to exactly 5)

Current language: "The property and business of the Association shall be controlled and managed by a Board of Directors, three (3) in number [amended in 1996 to] no less than 3 and no more than 5 in number.…”

Proposed language: “The property and business of the Association shall be controlled and managed by a Board of Directors, five (5) in number.…”

#6) Article III Section 1. (Requires directors to resolve any Association-related liens)

Current language: “…Directors must be members of the Association.”

Proposed language: “…Directors must be members of the Association and must not be subject to any liens levied against their properties by the Association or by a court on behalf of the Association. Directors with any such lien shall have sixty (60) days to resolve the matter before being removed from office. During such time as having an unresolved lien on their property, that director shall have no authority to act in an official capacity or vote as a member of the board.”

#7) Article III Section 2. (Extends and staggers the directors’ terms in office)

Current language: “The directors shall hold office until the next annual election [amended in 1996 to] for 1 year from Jan 1 to Dec 31 and until their successors are elected and qualified....”

Proposed language: “Each director shall hold office for a term of 24 months, from Jan 1st to Dec 31st of the following year. The terms of the 5 directors shall be staggered. Each seat on the board shall be assigned a number, 1 through 5, and those numbers shall be used in all elections to identify which seats are up for election: odd numbered seats in October of odd years and even numbered seats in October of even years. Directors shall serve until their successor is elected and qualified....”

#8) Article IV Section 5. (Codifies the current practice of waiving a director’s annual dues after a year of service)

Current language: “Directors shall not receive any compensation for attendance at meetings.”

Proposed language: “Directors shall not receive any direct compensation for attendance at meetings. However, upon completion of a full year of service as a director or officer to the Association, the annual assessment, that would have been due the next year on a single property belonging to that person, shall be waived.”

Thank you for your support!