BYLAWS OF PIPESTEM POINTE SUBDIVISION PROPERTY OWNERS ASSOCIATION
(Known as PPPOA in the following Bylaws)
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Article I-Members
1. Pipestem Pointe subdivision is shown on Map A-116 in Cabinet A and described in Deed Book 157 pages 537 through 542 and Deed Book 158 pages 446 through 448 in Summers County Tax records described as Pipestem Pointe. The record owner of each lot in the Subdivision is a a member of Pipestem Pointe Property Owners Association (PPPOA) a West Virginia non-profit association.
2. The Secretary of Pipestem Pointe Property Owners Association (PPPOA) will maintain a list of members of the Association. In the event of transfer of ownership of a lot in the subdivision, the new record owner of the lot will promptly advise the Secretary of his or her name and current mailing address, and provide the Secretary with any information reasonably requested concerning the transfer including, but not limited to, a copy of the document by which the transfer was made. The right to receive notice of a meeting of the members and to vote at the meeting in connection with any lot will be determined by the membership list maintained by the Secretary as of the date of the such notices.
3. A meeting of the members will be held each year on or about the 2nd Saturday of October, at a time and Location selected by the Executive Board of PPPOA.
4. The Executive Board of PPPOA may call a special meeting of the members at any time.
5. All meetings will be held in Summers County, West Virginia.
6. Notice of the date, time, and place of any annual or special meeting of the members will be given to each member not less than 30 days, or not more than 60 days, before the date of the meeting. Notice of any special meeting will state the purpose of the meeting. Business transacted at a special meeting will be confined to the subject stated in the notice and matters germane thereto. Notice will be given by United States first class mail addressed to the last known address of each member or by personal delivery.
7. The attendance at any meeting of 60% of the members will constitute a quorum for the transaction of business. At any meeting where a quorum is present any action by a vote of a majority of the members will constitute the action of the members unless a greater vote is required by statue. In the absence of a quorum, a majority of the members may adjourn the meeting from time to time until a quorum is present. Any business that might have been transacted at the meeting as originally called, may be transacted at any such adjourned meeting at which a quorum is present. A member may attend any meeting by any means of electronic communication by which all members may simultaneously hear each other during the meeting. A member who attends a meeting by this method is deemed to be present in person at the meeting.
8. The President of the PPPOA or in his or her absence the Vice President of the PPPOA, will be the chairman of the meeting. The chairman will use the agreed upon order of business and use Roberts Rules of order to conduct the meeting, and perform all other duties usually performed by a presiding officer.
9. A member is entitled to one vote on any matter for each lot owned. A member may vote in person or by written proxy. A proxy must be delivered to the Secretary of the PPPOA before the start of the meeting. No proxy will be valid more than eleven months after the date of the proxy.
10. Any action taken at a meeting may be taken without a meeting if a majority of the members consent in writing setting forth the action to be taken. Such consent will be delivered to the Secretary of the PPPOA and filed with the minutes of the meeting of the members with the same force and effect as a unanimous vote at a meeting duly called at which a quorum was present.
11. Where Officers are to be elected by the members or any other action is to be voted on by the members, the election may be conducted and the actions voted on by mail delivered to the Secretary of the PPPOA before the start of the meeting. A member who votes by this method is deemed to be present at the meeting, and the vote will have the same force and effect as a vote of the member at a meeting duly called at which a quorum is present.
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Article II – Officers
1. The Officers of the association will be the President, the Vice President, the Secretary and the Treasurer. All the officers of the PPPOA will be elected by the members at the annual meeting of the members of the PPPOA. All Officers will hold office for two years or until their successors are elected and qualified. Not withstanding the forgoing, all officers will serve at the will and pleasure of the members. No Officer will receive compensation for his or her services, but he or she may be reimbursed for expenses.
2. The President will be responsible for the daily management and business operation of the PPPOA. The President will periodically consult with the Executive committee concerning the management of the PPPOA and he or she will carry out the policies of the members.
3. The Vice President will act in the absence or at the request of the President and he or she will carry out the policies and directives of the members.
4. The Secretary will attend and act as clerk of all meeting of the members, and all meetings of the Executive Committee. The Secretary will record all votes and keep minutes of all proceedings at such meetings. The Secretary will perform such duties as required. The Secretary will give notice of all meetings of the members when notice is required by these bylaws and all amendments thereto. The Secretary will send out, either by first class US Postal mail or email the minutes of the annual meeting within 30 days after the meeting.
5. The Treasurer will be responsible for all funds and securities of the PPPOA, for the full and accurate account of receipts and disbursements of the PPPOA, and for the deposit of all monies and other valuable effects in the name and to the credit of the PPPOA in such depositories as may be designated by the Executive Board. The Treasurer will be responsible for the funds of the PPPOA as ordered by the members, taking proper vouchers for disbursements, and for an account of all transactions and of the financial condition of the PPPOA to the members at the annual meeting. The Treasurer will be responsible for the full and accurate account of all of the assessments of the PPPOA. Also in carrying out his duties the Treasurer will also complete all government reports and forms including West Virginia State and Federal tax forms and pay any taxes due.
6. No Officer will be held personally liable for negligence, either through act or omission, or whether actual or imputed, in performance of any managerial function as defined in West Virginia Code 55-7C-2(1) performed on behalf of the association.
7. The Executive Board may require any officer or employee of the PPPOA to give a bond, in sum and with one or more sureties satisfactory to the Executive Committee conditioned on the faithful performances of the duties of his or her office, and for the restoration of to the PPPOA in case of death, resignation, retirement or removal from office of all papers, vouchers, money and other property belonging the PPPOA. The expense of such bond will be borne by the PPPOA.
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Article III – Committees
The President will from time to time appoint such standing committees. The President will determine the number of people on each committee. Committee members will serve at the pleasure of the President. All acts of such committees will be subject to approval by the membership of the PPPOA. The President will be the Chairperson of all committees. No member will receive any compensation for his or her service, but he or she may be reimbursed for expenses.
Article IV - Executive Board
1. There will be an Executive Board consisting of the President, the Vice President, the Secretary and the Treasurer. The Executive Board will exercise those Powers granted to it by the members and the bylaws. The President will serve as chairman of the Executive Board. The Executive Board will make rules and regulations for the conduct of business. A majority of the members of the Executive Board will constitute a quorum. The Executive Board will keep minutes of its proceedings and report the same to the members.
2. The Executive Board may exercise such powers and do such lawful acts as are not required by statute or by these bylaws to be exercised by the officers of the PPPOA.
3. The Subdivision is governed by the Pipestem Pointe Protective Covenants as recorded in Summers County Clerk’s office as attached to each lot in the Pipestem Pointe Subdivision. The Subdivision may include from time to time parks, playgrounds, commons, streets, and footways, including buildings, structures, personal properties incident thereto, and other properties owned and maintained by the PPPOA for the common benefit and enjoyment of the Subdivision (the common properties). The Executive Board may promulgate rules and regulations regarding the enforcement of the declaration and the use of Common Properties. Such rules and regulations may provide for the imposition of fines or other penalties. The PPPOA may file a lien in the Office of the Clerk of the County Commission of Summers County, West Virginia, for any fine or
penalty that is unpaid 30 days after it’s due date. The Executive Board may also compel with the declaration, these bylaws and such rules and regulations by litigation filed on the behalf of the PPPOA.
4. The sale or transfer of any lot will not affect the lien provided for in this Article or the lien provided for in Article VII, assessments. However, the sale or transfer of any lot pursuant to a decree of foreclosure under a mortgage, or any proceedings in lieu of foreclosure thereof, will extinguish the lien as to the payment thereof, which became due prior to such sale or transfer. No sale or transfer pursuant to a decree of foreclosure under a mortgage, or any assessment thereafter becoming due or from the lien thereof.
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Article V – Architectural Committee
1. There will be an Architectural Control Committee which will be appointed by the President and who will serve at the pleasure of the President.
2. Any member of the PPPOA who plans to erect any dwelling or any other structure, or who plans to make any changes to the exterior of any existing dwelling or structure must apply to the PPPOA (P.O. Box 198, Pipestem West Virginia, 25979) for approval before the start of construction. The PPPOA will promptly forward that application to the committee. The lot owner will promptly provide to the committee all information reasonably requested by the committee including plats. All plats will have two elevations. The committee will review the application and the supporting information to insure that the proposed construction or improvement is compatible with other structures in the PPPOA and complies with the PPPOA covenants. The decision of the committee whether to approve or reject the application will be in a writing mailed to the lot owner by first class mail, postage prepaid, at the address provided by the lot owner in the application by the PPPOA. In the event that the committee fails to mail its decision to the lot owner in 30 days of the receipt of the application by the PPPOA, the application will be deemed approved by the committee.
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Article VI – Road committee
1. There will be a Road Committee which will be appointed by the President and who will serve at the pleasure of the President.
2. The Road Committee will be responsible for surveying road maintenance needs, correcting minor road problems and making recommendations with regard to major road maintenance and correcting any other road related issues.
3. The Road Committee will be responsible for maintenance all Utility Rights of Way within the subdivision (i.e. brush removal, weed control, etc).
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Article VII – Vacancies
1. Any vacancy in any office, whether caused by failure to elect, resignation, death or otherwise, may be filled by vote of the Executive Board at any regular or special meeting. Any Officer so elected to fill any vacancy will serve until the next biennial election of officers, or until his or her successor is elected and qualified.
2. Any vacancy on any committee, whether caused by death, resignation or otherwise, may be filled by the President, and that person will serve until his or her successor is appointed.
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Article VIII – Assessments
1. The PPPOA will promote, encourage and work for the health, safety and welfare of the residents of the PPPOA by providing, operating, owning and maintaining common community properties and facilities including, but not limited to, parks, playgrounds and other recreational facilities including buildings, structures and personal properties incident thereto, provide maintenance, repair and upkeep of streets, and alleyways, storm sewers and rights of way within the subdivision that are owned by the PPPOA, regulate the use of streets and alleyways within the subdivision that are owned by the PPPOA, acquire, hold, manage, lease, mortgage or otherwise deal in and dispose of real or personal property of every kind and character, accept gifts thereof, and do all other acts and things accepted by the laws of West Virginia which will at any time appear to be conductive to, or expedient for, the better accomplishment of those proposes and objectives. The PPPOA will have the power to levy assessments against lot owners to finance the accomplishment of those purposes.
2. All assessments will be on a per lot basis. All assessments will be fixed at a uniform rate for all lots, established and collected from time to time as herein provided. Assessments may be collected on a monthly, quarterly, semi-annual or annual basis as the PPPOA may determine. The assessments together with such interest thereon as hereinafter provided, will be a charge and continuing lien on the lot on which the assessment is levied. The regular assessments provided for herein shall commence as to all lots on the first of the month following the closing. The assessments will also be a personal obligation of the lot owner, which will not pass to his or her successor in title unless expressly assumed.
3. The PPPOA is hereby authorized to assess lot owner(s) a uniform annual
assessment of $300.00 per lot, which sum may be increased from time to time as determined necessary by the said Association, but such increase may not exceed 10% of the previous year’s assessment. Payment of assessment shall be made on or before the 31st day of May following the purchase of said lot, and on the 31st day of May each succeeding year thereafter.
4. Before Construction of a new residence begins, a fee of $500.00 will be assessed for the maintenance and repair of roadways due to heavy use of construction equipment.
5. Special assessments for any common purposes may from time to time be levied by a vote of the members of the PPPOA at any regular or special meeting of the members. Written notice of the meeting must be given to the member as provided herein. Any such assessment will be payable at such time or times and in a fixed manner fixed by such vote.
6. Assessments will be payable as directed by the PPPOA. If any assessment is not paid within 30 days after its due date, the assessment will bear interest from the due date at the rate of the current interest rate per annum. The PPPOA may file a lien in the Office of the Clerk of the County Commission of Summers County, West Virginia, for any assessment that is unpaid 30 days after the assessment due date. The Executive Board may also collect payment of a delinquent assessment by litigation filed on behalf of the PPPOA.
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Article IX– Indemnification
The PPPOA will indemnify the officers, committee members and employees of the PPPOA against any expense actually and necessarily incurred in connection with the defense of any action, suit or proceeding in which he or she is made a party due to his or her service to, or employment by, the PPPOA to the fullest extent allowed by law except in relations to matters as to which he or she is adjudged in such actions, suit or proceeding to be guilty of gross negligence or misconduct in performance of his or her duties.
Article XI = Fiscal Year
The Fiscal year of the PPPOA shall be the calendar year.
Article XII = Amendments
These bylaws may be amended or repealed, in whole or in part, by vote of a majority of the members present at a meeting provided that each member was notified of the proposed alteration, amendment or repeal by mail not less than 30 days nor more than 60 days, before the date of the meeting.
Article XIII – Control
If a conflict arises between these bylaws and the covenants, the covenants will control.