Woodlake Estates

WEHA By-Laws

All homeowners should know the By-Laws

BY-LAWS of:

Woodlake Estates Homeowner’s Association, Inc.

As adopted February 10, 2004

ARTICLE I
Name
Section 1: This organization is a non-profit Corporation operating under the laws of the State of
Oklahoma, namely, “Woodlake Estates Homeowner’s Association, Inc.”.

ARTICLE II
Government
Section 1: The governance and management of Woodlake Estates Homeowner’s, Inc. (hereinafter,
“WEHA”) shall be entrusted to the Board of Directors. The Board of Directors (hereinafter,
Board) shall consist of the elected Officers of WEHA. The Board shall have the power
conduct the affairs of WEHA.
Section 2: The Officers of WEHA shall be the President, the Vice-President, Secretary, and
Treasurer. These Officers shall be referred to as the Board of Directors (Board). The Board, if
so desired, may retain the services of the immediate past President in an advisory
capacity.
Section 3: The Charter Directors of WEHA will serve until the FIRST ANNUAL MEETING of WEHA
at which time the Officers of WEHA will be elected. At the first annual meeting in 1999, the
members shall elect one (1) President for a term of one (1) year, one (1) Vice-President for a
term of two (2) years, and one (1) Treasurer / Secretary for a term of two (2) years. Said
terms of office expire at the end of the calendar year in 2000, 2001, and 2001 respectively.
At each annual meeting hereafter, the members shall elect the number of Officers required to
fill vacancies on the Board created by expiration or otherwise. Each regular term, starting in
2000, shall be for two (2) years. Any member of the Board shall be eligible to succeed
themselves if so elected by the membership.
Section 4: Terms of office for Officers of the Board shall be for a two year time period,
and run concurrent with the calendar year. Such terms will begin January 1st following the
Annual Meeting at which such Board member was declared elected, and expire on December
31st of the second year. The President and Vice-President term of office will alternate years in
which the election is held. When the position of Treasurer/Secretary is separated, they will
also serve alternating terms.

Article III
Purposes
Section1: The purposes of WEHA shall be: (a) to establish and maintain facilities for recreation,
education, and training of members of WEHA, and such other persons the Board
may select; (b) to solicit, receive, hold, and maintain a fund or funds, and to appoint the
principal thereof and income thereof as the Board may direct in order to carry out the
objectives and purposes of the association; (c) to erect, occupy, maintain, and operate with the
funds of WEHA, such facilities as the Board may select to carry out the objectives and
purposes of the association; (d) in general, to do those things necessary, incidental or proper
for the accomplishment of any of the purposes or attainment of any of the objectives
enumerated in Article V of the Articles of Association of WEHA as filed with the Cleveland
County Clerk of Records on August 19, 1993.

ARTICLE IV
Members
Section 1: Membership in WEHA shall consist of persons owning lots in the Woodlake Estates
neighborhood of Cleveland County, Oklahoma as defined in the Articles of Association of
August 19, 1993.

WEHA By-laws (page 2)

Section 2: There will be a class of members, known as Active Members, who shall have the right to vote,
and to invite guests, providing they have paid dues, assessments, fees, and charges. Each lot
that is owned by an Active Member will entitle that member to one and only one vote in the
meetings of WEHA.
Section 3: All homeowners in the Woodlake Estates neighborhood are automatically members of the
Association, and may not withdraw from WEHA. Membership in WEHA becomes
inseparable from the lot, and is automatically transferred to any future purchaser of
said lot. Any unpaid dues, fees, or assessments become a lien on the property that must be
satisfied at least by the time of sale of said lot. The Secretary shall ensure new homeowners
are provided with a copy of the By-laws, Covenants, and Rules of the Association.
Section 4: Members shall be responsible for the payment of all charges or liabilities that may be imposed
upon or incurred by members of his family to whom the privileges of the WEHA have been
extended, and for all charges and liabilities imposed or incurred by guests introduced by them.
Section 5: Membership shall not be transferable, except when a lot is sold, membership is then
transferred automatically to the new homeowner.
Section 6: The Board shall hear and address any complaints or grievances of any member pertaining to
violations of any rules and by-laws consistent with the Articles of Incorporation. Any
complaints or grievances shall be submitted to the Secretary in writing.

ARTICLE V
Board of Directors
Section 1: Consistent with these By-laws and the Articles of Incorporation, the Board of Directors
shall:
a): Transact all WEHA business and make and amend rules for the regulation and use of
WEHA property. It may appoint and remove such clerks, agents, servants, and
employees as it may deem necessary and may fix their duties and compensations.
b): Fix, impose, and remit penalties for violations of these By-laws, covenants, and Rules of
WEHA.
c): Constitute and appoint committees and define the powers and duties of same.
d): Select and appoint an Assistant Treasurer, as necessary, and determine his/her
compensation and designate his/her duties. The Assistant Treasurer is not to be an Officer
of WEHA.
Section 2: The Board shall designate the bank or banks in which the funds of WEHA
shall be deposited and determine the manner in which checks, drafts, and other instruments for
payment of funds of the WEHA shall be executed. The Board shall require at
least one Officer and the Treasurer to sign all such checks, drafts, and other instruments of
payment of moneys drawn in the name of WEHA on all withdrawals.
Section 3: Any member of the Board may be removed from office by a two-thirds vote of WEHA
members present or represented by proxy, at any Annual or Special Meeting called in
accordance with these By-laws.
Section 4: Positions within the Board may be held by only one representative from any one lot.

ARTICLE VI
Duties of Officers
Section 1: The President shall preside at meetings of WEHA and of the Board of Directors. He/she
shall be the Administrative Officer of WEHA The President shall manage th landscape contract and make recommendations to the Board annually on renewal of said landscape contatct. He/she shall appoint, subject to confirmation of the Board, all special committees as may be directed. He/she shall also be ex-officio member of all committees.



WEHA By-laws (page 3)

Section 2: The Vice-President, in the absence or disability of the President, shall act in his/her stead.
He/she shall keep apprised of all business of the President. The Vice President shall manage the swimming pool contract and make recommendations to the Board annually on renewal of said contract.

Section 3: The Secretary shall send out the notices of WEHA and the Board of Directors meetings; keep
the minutes, and attend to the correspondence pertaining to this office. He/she shall perform
such other duties pertaining to this office as may be asked of him/her by the Board. The
Secretary shall serve in the position of Treasurer until such time a separate Treasurer is
nominated by the Board and elected by the membership.

Section 4: The Treasurer shall countersign all checks, and make regular reports on the financial condition
of WEHA as required by the Board. The Treasurer shall deposit all funds of WEHA received
by him/her, in the name of WEHA, in such depository as authorized by the Board. The
Treasurer shall be bonded. The Treasurer shall attend to keeping the accounts of WEHA,
collecting its revenue, and paying its bills as approved by the Board. He/she shall serve as
the Chair of the Finance Committee.

Section 5: [Reserved for definition of duties of Assistant Treasurer, if appointed by the Board]


ARTICLE VII
Meetings of the Board of Directors
Section 1: The Board of Directors shall meet at least once every quarter, during the months of
January, April, July, and October; and at such other times and intervals as they may deem
necessary.
Section 2: Three members of the Board shall constitute a quorum (provided the President or Vice-
President is presiding over the meeting).
Section 3: Any member of the Board who shall absent himself from three consecutive meetings of the
Board without cause approved by the Board, shall automatically cancel his membership on the
Board and his successor shall be appointed by the Board, to serve until the next annual
meeting of the general membership, at which time the general membership shall elect a
successor to fill the unexpired term of the Board member being replaced.
Section 4: Any member of the Board who shall resign with due cause, shall be replaced by a person
appointed by the Board to serve until the next annual meeting of the general
membership, at which time the general membership shall elect a successor to fill the
unexpired term of the board member being replaced.
Section 5: The Board shall hold its first meeting following the Annual Meeting of the members, as soon
as practicable.
Section 6: Special meetings of the Board may be called by the President, or may be called by the
Secretary upon the request of any other two members of the Board.
Section 7: Notice of the regular meetings, and any special meetings, shall be given each member of the
Board by the Secretary at least ten (10) days before the meeting. This notice shall give the
location of meeting, the day/date of the month, and the hour of the meeting.


ARTICLE VIII
Meetings of the Membership
Section 1: The First Annual Meeting of WEHA shall be held at such time as recommended by the
appointed Transition Committee, for the purpose of electing officials to the Board of
Directors and adopting the WEHA By-laws. All subsequent Annual Meetings of WEHA
shall be held during the first two weeks of January in each year, at such place and time as
the Board may designate.
WEHA By-laws (page 4)

Section 2: The Annual Meeting shall be for the purpose of electing officers, due to expiration of term or
a vacancy created for other reasons stated in the By-laws. All Officers of the Board shall
serve without compensation for the length of their term and until their successors take office.

Section 3: Notice of meetings of the general membership shall be given in writing to the members at
least ten (10) days prior thereto.

Section 4: Special meetings of WEHA members may be called by the Board, or upon written
request of ten percent (10%) of the active members to the Secretary, stating the purpose
thereof. The meeting shall be called by the Secretary within thirty (30) days.

Section 5: Notice of the Special Meetings shall be sent to all active members at least ten (10) days prior
to the date of the meeting. The notice shall state the purpose for which the meeting was called
and no other business shall be transacted at the meeting.

Section 6: Only Active Members shall be entitled to vote at meetings of WEHA. Members not able to
attend may be represented by written proxy. Nominations may be taken from the floor, and
added to any existing slate. The nominee receiving a majority of ballots cast shall be declared
elected. Should no nominee receive a majority of votes cast, the two nominees receiving the
greatest number of votes shall be declared the new nominees and a new ballot shall be cast.

Section 7: Whenever in these By-laws notice to members is required, the delivery of such notice(s) to the
known address of the member shall constitute notice.


ARTICLE IX
Committees
Section 1: The standing committees (as deemed necessary by the Board) shall be: Woodlake Estates
Neighborhood Watch Association (WENWA), Landscape Committee, Social Committee,
Directory Committee, Clubhouse Representative, Program Committee, Finance Committee,
and Building and Improvement Committee. These committees may be chaired by any
member of WEHA who is recommended and appointed by the Board. Additional standing
committees and special committees can be added or deleted as designated by the Board.

Section 2: The duties and powers assigned in these By-laws to the standing and special committees shall
be subject to the authority of the Board.

Section 3: The Woodlake Estates Neighborhood Watch Association shall institute and maintain a
“Neighborhood Watch” (anti-crime) program in conjunction with the Norman Police
Department. It shall publicize to members of WEHA information it receives from the Norman
Police Department or any other source that may help reduce crime or the likelihood of
criminal activity in the Woodlake Estates neighborhood.

Section 4: The Landscape Committee shall be charged with the responsibility of designing and
beautifying the landscape of the common property of WEHA. It may be called on to work in
conjunction with the Building and Improvement Committee relative to any project of WEHA
which would reasonably come within the purview of affecting the physical attributes of the
grounds and landscape. The Landscape Committee shall report to the Board any resident
whose lot does not comply with the Covenant for Woodlake Estates (refer to Article IV,
Section 4.3.3 and Article IX, Section 9.1.1 of the Woodlake Estates Covenants.) The Board
shall contact the resident about the issue(s). If the issue(s) is not resolved within seven (7)
days, the Board shall notify the resident in writing. Reasonable attempts will be made to
resolve the issue including but not limited to arbitration.
WEHA By-laws (page 5)

Section 5: The Social Committee shall visit each new resident of the Woodlake Estates neighborhood,
explain the facilities and purposes of WEHA to them This committee shall also be tasked
with planning and coordinating neighborhood events and festivities throughout the year.

Section 6: The Finance Committee shall prepare the annual budget and advise the Board of the
“homeowner’s dues” for each season, and shall advise the Board on all financial
transactions of the WEHA. This committee shall also provide the necessary input to the
Board on any added assessments to the members during any calendar year.

Section 7: The Building and Improvement Committee shall attend to the improvement and maintenance
of the clubhouse, playground, swimming pool, water and electrical systems,
walkways, fencing, pond, entryway, and any future facilities that are built upon WEHA
property. This committee shall see, in conjunction with the Board, that all construction rules
and regulations of Woodlake Estates are enforced. The Building and Improvement
Committee shall report to the Board any resident who does not comply with the Covenant
regulations of Woodlake Estates (refer to Covenant Article VIII.) The Board shall call the
resident about the issue(s). If the issue(s) is not corrected within seven (7) days, the Board
shall notify the resident in writing of the Covenant Violation. Reasonable attempts will be
made to resolve the issue(s) including, but not limited to arbitration.

Section 8: The Directory Committee shall keep an accurate listing of the names, addresses, and
phone number(s) of all residents of Woodlake Estates. A directory shall be published as
needed and provided to each resident in Woodlake Estates.

Section 9: The Clubhouse Representative shall be responsible for the scheduling of WEHA
facilities. He/she shall keep all clubhouse keys and be responsible for issuing keys
to residents who have reserved the clubhouse, collecting the $50 deposit for using
the clubhouse, and being sure that the clubhouse is cleaned after it is used and the
key is returned. He/she shall keep a copy of the Clubhouse Rules and make it
available to all residents reserving the clubhouse.


ARTICLE X
Miscellaneous
Section 1: (a)The Board of Directors, at its first meeting after the Annual Meeting of the members,
shall, after consulting with the Finance Committee, establish the “homeowner’s dues” for
the year, and make arrangement for its collection. The cost is to be apportioned to the
members and their associates as decided by the Board.
(b)The Board may from time to time, after consulting with the Finance Committee, submit to
a vote of the membership for special assessments in order to fulfill the purposes of WEHA
as outlined in Article III, Section 1. Such assessment will not be declared approved unless
assent is given by two-thirds of the membership present or represented by written
proxy at a Special Meeting called for this purpose.

Section 2: The “homeowner’s dues” shall be due on January 1 of each year and shall incur a late fee of
10% per annum if paid after March 31 of the year in which it is due. The property, on which
homeowners dues is not paid is subject to the filing of a lien in the amount of the unpaid dues,
interest, and fees. The “homeowners dues” are for the calendar year January 1 to December
31 inclusive of each year.




WEHA By-laws (page 6)

Section 3: No part of the “homeowner’s dues” shall be refunded for any reason.

Section 4: (a)Each person who acts as an Officer of WEHA shall be indemnified by WEHA
against expenses actually and necessarily incurred by him/her in connection with the
defense of any action, suit, or proceeding in which he/she is made a party by reason of
his/her being or having been an Officer of WEHA, except in relation to such
matters as to which he/she shall be adjudged in such action, suit, or proceeding to be liable
for gross negligence or willful misconduct and accept any sum paid for WEHA in
settlement of an action, suit, or proceeding based on gross negligence or willful
misconduct in the performance of his/her duties.

Section 5: (a)All members of WEHA shall be accorded the facilities of WEHA subject to the written
rules and Regulations, approved by the Board.
(b)The Board shall have the power to suspend privileges at WEHA facilities for
the violation of WEHA rules and regulations provided such suspension of the use of the
pool does not exceed seven (7) days or the use of the clubhouse does not exceed six
months. A written report of all such suspensions will be given to the resident and the
Clubhouse Representative. The Board will keep a copy of such suspension(s).
(c)The Board may, at it’s discretion, extend the privileges of WEHA to any person or
persons.
(d)The Board shall, by rule, fix the terms and conditions upon which guests of members may
use the facilities of WEHA.
(e)Any property of WEHA broken or damaged by a member or his/her guest shall be
promptly paid for by such member. No person shall take any article belonging to WEHA.
(f)WEHA assumes no responsibility, and members and their guests can have no claim
against WEHA, for accident or injury to any person on their property.
(g)WEHA assumes no responsibility, and members or their guests can have no claim against
WEHA, for the property of members or any guest, which may be brought into or left in
WEHA facilities, buildings, or grounds.

Section 6: All fees, dues, and charges mentioned in these By-laws are exclusive of taxes imposed by the
Federal, state, and other governmental bodies and agencies.

Section 7: The rules contained in Roberts Rules of Order Revised shall govern the meetings of WEHA
in all cases to which they are applicable, and in which they are not inconsistent with these By-
laws or the special rules of order of WEHA. Any questions as to the proper interpretation of
any of the provisions of these By-laws shall be determined by the Board of Directors.


ARTICLE XI
Amendments of By-laws
Section 1: (a)These By-laws may be amended by a two-thirds majority vote of the members present or
represented by written proxy, at a duly authorized meeting of the Woodlake Estate Homeowners Association.
(b)Any amendment adopted shall become effective in fifteen (15) days after a written notice is
sent to all active members, unless opposed by a written objection in accordance with Article
VIII, Section 4. A copy of subject amendment to be voted on shall be provided to the
members at least seven (7) days prior to such meeting.


ARTICLE XII

Section 1: The seal of WEHA, Inc. shall be as follows:

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