ByLaws

Sangre de Cristo Ranch Owners SCRO

SCRO
Sangre de Cristo Ranch Owners Association

P.O. Box 398, Fort Garland, CO  81133

BYLAWS of the SCRO ASSOCIATION

 

ARTICLE I: RECITALS AND DEFINITIONS

 

SECTION 1.  This Corporation has been formed pursuant to the non-profit corporation law of the State of Colorado.

 

SECTION 2.  The goals and objectives of the Association are to: link all property owners into the affairs of the Ranches, supply information to property owners as requested and feasible, make and maintain contacts with managerial/operational personnel of Forbes Trinchera Ranches, liaison with local and Costilla County officials, as well as with the leadership of the Sheriff’s department, the volunteer fire services and the community services; and to initiate and expand a Neighborhood Watch for security purposes.

 

SECTION 3.  This Corporation is herein referred to as SCRO.

 

SECTION 4.  The term SUB-DIVISION shall mean all the real property within the boundaries of Costilla County, Colorado and commonly known as  Sangre de Cristo Ranches.

 

SECTION 5.   SCRO may own or lease property, excluding real estate, from time to time for the common benefit, use, and enjoyment of the membership.

 

SECTION 6.  The term LOT shall mean any parcel of real property designated on a duly recorded final subdivision map.

 

SECTION 7.  The term OWNER shall mean the person(s) or entity(ies) holding title to the lot.

 

SECTION 8.   Protective Covenants established by the Forbes Organization must be recorded and incorporated by reference in lot deeds. If so, enforcement of these Covenants shall be by proceedings at Law or in equity to restrain violations or to recover damages in the District Court of Costilla County.

 

SECTION 9.  The term MEMBER shall mean a paid member of SCRO which includes a member’s spouse.  An owner as described in Article 1 Section 7 who’s dues are paid to date.

 

SECTION 10.  The term BOARD shall mean the current and serving members of the Board of Directors of SCRO.

 

 ARTICLE II: MEMBERSHIP

 

SECTION 1.   Each lot owner shall be eligible to become a member of SCRO upon payment of established dues.

 

ARTICLE III: MEMBERSHIP VOTING

 

SECTION 1. At any meeting of the membership called and held pursuant to the provision of the bylaws, the rule of one (1) vote per lot owner shall prevail. In accordance with the Articles of Incorporation, an owner with multiple lots may cast a maximum of five (5) votes.

SECTION 2. Only one (1) member of a family unit at a time may serve on the Board of Directors.

SECTION 3.   Should legal proceedings within the Sub-Division occur, the need for  absentee ballots to include or not to include non-SCRO members shall be deferred to the Association’s attorney-at-law.

 

 ARTICLE IV: MEMBERSHIP MEETINGS

 

SECTION 1.  The Annual Meeting of the members shall be on the first Saturday in August at 2:00 p.m. each year; the location and agenda to be determined by the Board.  The annual meeting shall be announced by a mailed notice which is sent no less than 30 days nor more than 90 days prior to such meeting. Items to be included with this mailing should, at a minimum, be (a) a yearly summary of the actions of the organization as written by the President, and (b) a financial income and expense report together with a balance sheet as prepared by the Treasurer, and (c) a list of nominees for any board positions coming vacant, and (d) a method by which any member may vote on contested board positions.

 

SECTION 2.   Special meetings of the members may be called by the Board at any time to consider any reasonable business of SCRO.

 

SECTION 3.  The presence at any special meeting, including the Annual Meeting, of six (6) non-board members and a quorum of the board shall constitute a quorum for that meeting.

 

 ECTION 4.  A majority vote of the members present, as defined by Article III Section I, shall prevail.

 

 ARTICLE V: BOARD OF DIRECTORS

 

SECTION 1.  The Corporate powers of SCRO are vested in and shall be exercised by  the Board consisting of seven [7] members in good standing. The rule of  one (1) vote per family unit shall prevail per Article III, Section 1.

 

SECTION 2. The members of the Board of Directors shall be elected annually at the annual meeting by the membership in attendance and by written proxies as described by Article IV, Section 1.

 

SECTION 3. In order to fill a board vacancy due to the failure of a director to complete his or her term for any reason, the President may, with board approval, select a director to fulfill the remainder of that term.

 

SECTION 4.  On occasion it may be necessary to remove a board member for non-performance of duty or for missing three or more meetings in a row.  The board can do so by a majority vote with a minimum of 4 votes to remove,  provided that the grievances against said board member are presented to that member in writing at least one week before the vote.

 

 

 ARTICLE VI: BOARD MEETINGS

 

SECTION 1.  The new Board of Directors shall meet immediately following the annual meeting for organizational purposes.

 

SECTION 2.  Regular Board of Director meetings shall be held on the first Thursday of each month and will be announced by posting a notice of same in a public place which has reasonable access by the local membership and shall be posted no less than three (3) days prior to such meeting.

 

SECTION 2. Special meetings of the Board shall be held when requested by the President or any two [2] Directors. The request may be made in  writing, by telephone, or by email and should be filed with the minutes of the Board.

 

SECTION 3. Four (4) members present of seven (7) shall constitute a quorum at Board meetings.

 

SECTION 4. A majority vote by the Directors shall prevail with a quorum present.

 

SECTION 5. The Board may act without a meeting if all agree and this action will be filed with the minutes.

 

 ARTICLE VII: DUTIES AND POWERS OF THE BOARD

 

SECTION 1.  To exercise all power vested in the Board under these bylaws and the Articles of Incorporation and under the laws of the State of Colorado.

 

SECTION 2.  To appoint such Officers, Agents, and employ such employees including Correspondence Secretary, Attorneys, and Accountants as it deems necessary to assist in the operation of SCRO and to assign their duties and compensation.

 

SECTION 3.  To enforce these bylaws and regulations relating to the control, management, and use of SCRO.

 

SECTION 4.  To use the bank balance to keep SCRO within non-profit status as required by law. Funds are to be used to benefit the property owners and to promote SCRO.

 

SECTION 5.   To maintain a set of books and records showing the financial condition of the affairs of SCRO. This to be checked by an independent audit yearly and the required tax forms sent to the appropriate tax authorities.

 

SECTION 6.  The Nominating Committee, when needed, shall be appointed by the board and shall consist of both board members and non-board members.

 

SECTION 7.  The Board shall determine the compensation for the officers, based on time spent and reimbursable expenses. The Board shall comply with all state and federal tax regulations.

 

ARTICLE VIII: THE OFFICERS

 

SECTION 1.   SCRO Officers shall be members in good standing and shall consist of a President, Vice-President, Secretary, and Treasurer. SCRO may also appoint, at the discretion of the Board, one or more assistant secretaries, one or more assistant treasurers, and such other officers as may be appointed in accordance with the provisions of Section Three [3] following.

 

SECTION 2.   Each officer of SCRO shall be chosen by and shall serve at the pleasure of the Board until resignation, removal, or otherwise becomes disqualified to serve.

 

SECTION 3.  The Board may empower the President to appoint such other officers and committees as the affairs of SCRO may require.

 

SECTION 4. Each Officer shall hold office for such period, have such authority, and perform such duties as are provided in these bylaws or as the Board may from time to time determine.

 

SECTION 5.  A vacancy in any office because of death, resignation, removal, disqualification, or any other cause shall be filled by an appointment of the Board, and that appointee shall serve until the next annual meeting.

 

.ARTICLE IX: DUTIES OF THE OFFICERS

 

SECTION 1.   The President shall be the Chief Executive Officer of SCRO and shall be subject to the control of the Board, have general supervision, direction, and control of the affairs and officers of SCRO. He/She shall have the general powers and duties of management usually vested in the office of a president of a corporation, together with such other powers and duties as may be prescribed by the Board or these bylaws.

 

SECTION 2.  The Vice-President, in the absence of the President, shall perform all the duties of the President and when so acting shall have all the power of and be subject to the same restrictions as the President. He/She shall have such other powers and perform such other duties, as from time to time, may be prescribed by the Board or these bylaws.

 

SECTION 3.  The SCRO Secretary, also Secretary to the Board, shall keep or cause to be kept, a book of minutes of all meetings of directors and members. Minutes should include the time, place, whether regular, or special, how authorized, number, and names of those present and the proceedings thereof. The Secretary shall have such powers and perform such other duties as may be prescribed by the Board or these bylaws.

 

SECTION 4.  The Treasurer shall keep and maintain adequate and correct accounts of the transactions of SCRO. This includes account of its assets, liabilities, receipts, and disbursements, deposits of all monies to the credit of SCRO. He/She shall disburse the funds of SCRO as may be ordered by the Board, and shall render to the President and Directors, when requested, an account of all transactions as Treasurer. The Treasurer shall know the financial condition of SCRO, as it varies with membership, and keep the Board informed on a monthly basis by filing a Treasurer’s Report at each monthly meeting.

 

SECTION 5.  The President and Treasurer shall be bonded and all checks shall be signed by at least one (1) of them. The books of account shall be, at all reasonable times, open to inspection for reasonable and just cause. There must be an officer of SCRO present during said inspection.

 

ARTICLE X: DUES, FUNDS, AND ASSESSMENTS

 

SECTION 1.  The Board of Directors shall set and determine the annual dues of the membership.

 

SECTION 2. The Board may approve the use of funds for promotion of SCRO.

 

SECTION 3. The Board may use funds for security purposes in the sub-division, for example: manpower, signs, and legal advice.

 

SECTION 4.   The Board may approve funds for supplies necessary for SCRO to function properly, including updated office equipment.

 ARTICLE XI: MISCELLANEOUS

SECTION 1.  These bylaws may be amended and new bylaws adopted as needed. Any  change must be approved by a majority vote of the membership at an annual meeting.

 

THESE BYLAWS WERE APPROVED BY A VOTE OF THE MEMBERS WHO ATTENDED THE ANNUAL MEETING ON AUGUST 6, 2005, WITH THE FOLLOWING PROVISION:

 

That the board will investigate the possibility of changing the Articles of Incorporation to read: Lot owners of multiple lots will be restricted to one (1) vote, and that if a change can be made, the Bylaws will be changed as well.