(Effective May 15, 2003, Revised June 1, 2013)
ARTICLE 1: Name & Address
The name of this association shall be the Bahia Bay Community Association Inc., P.O. Box 1202, Cornelius NC 28031. Web site is Bahiabay.org.
ARTICLE 2: Objectives
• To inform existing and prospective property owners and residents of the Restrictive
Covenants for the subdivision filed with the Register of Deeds for Mecklenburg County.
• To encourage beautification of the Bahia Bay subdivision.
• To promote social activities and camaraderie among the residents.
• To encourage high standards of upkeep for both personal and community property
throughout the neighborhood.
• To maintain attractive entrances to the subdivision which demonstrate pride in our
• To help set a high standard for all lots and homes in the subdivision.
• To maintain the Access Lot and the facilities thereon in a manner which makes it an
inviting recreational and watercraft access area for our residents.
• To ensure continuity and pertinence of the Association's Restrictive Covenants and By-
• To encourage participation in the Association's activities and its role in the community.
ARTICLE 3: Membership
Section 1 Membership in the Association is automatic for all property owners of any residential
lot or lots in the Bahia Bay subdivision as recorded at the Mecklenburg County office of the
Register of Deeds.
Section 2 Each member of the Association must pay annual membership dues as stated in
Section 3 Members not in good standing or in compliance with ARTICLE 4 (Dues) are not
eligible to participate in or vote at the General Meetings.
ARTICLE 4: Dues
In order to provide funding for the Association to carry out its objectives as set out above,
annual membership dues shall be assessed per lot. However, where one residential structure
is built upon one or more lots, those parcels being contiguous, the property owner shall be
assessed as one lot for purposes of dues. Currently the annual dues are set at $50, payable at
the Annual Meeting of the Association in May, and are not refundable in whole or in part.
Members whose dues become past due by more than 120 days will be subject to a late fee in
the amount of ten percent (10%) per annum, and if late by 6 months or more, possibly other
penalties as established by the policies of the Association, and in accordance with NC Statute
ARTICLE 5: Fiscal Year
The fiscal year of the Association shall begin on June 1st and end the following May 31st.
ARTICLE 6: Meetings
Section 1 There shall be a minimum of two (2) general meetings of the Association during the
year, time and date to be set by the Executive Board and publicized at least thirty (30) days in
advance to allow for arrangements to be made by lot owners for attendance.
Section 2 The Executive Board shall meet prior to each of the Association's general meetings
to plan the agenda and organize the meeting.
Section 3 The Annual Meeting is a general meeting, and shall be held on the third (3rd )
Saturday in May.
Section 4 Special meetings may be called by the President or a majority of the Executive
Board, two (2) weeks written notice having been given.
Section 5 Emergency meetings may be called by the President or a majority of the Executive
Board, noticing being given at a minimum by a sign posted at the entrance/exit to the
subdivision no less than two (2) days before the day of the meeting. Major issues may be
discussed at such a meeting, but not decided. Major decisions should only be voted on at
meetings for which at least then (10) days' notice has been given, except under extreme
Section 6 A majority of members present constitute a quorum for the transaction of business
in any meeting of the Association.
Section 7 Voting by proxy shall be permissible only in cases specifically authorized by the
Executive Board and for which thirty (30) days' notice of the meeting has been given.
ARTICLE 7: Parliamentary Authority
All meetings shall be conducted in a business-like manner. An agenda clearly stating the
business expected to be covered shall be presented at the beginning of each meeting.
Roberts Rules of Order Newly Revised shall be the parliamentary authority, as needed and
ARTICLE 8: Officers and Their Selection
Section 1 The officers of the Association shall consist of a President, Vice President,
Secretary, and Treasurer. These officers shall constitute the Executive Board.
Section 2 All officers shall be elected by secret ballot at the Annual Meeting and shall remain
in office for a term of two (2) years with the option of reelection for a second two- (2-) year
term. The secret ballot requirement may be replaced by a majority "show-of-hands" vote when
the elections appear to be non-controversial.
Section 3 The Nominating Committee shall present its slate of candidates to be considered.
Nominations may also be made from the floor with consent of the nominee.
Section 4 No officer shall serve more than two (2) terms in succession in the same position.
ARTICLE 9: Duties of Officers
Section 1 The President shall preside at all meetings of the Association and of the Executive
Board; shall be a member ex-officio of all committees except the nominating committee; shall
appoint the chairperson of all standing committees and the Nominating Committee; shall
coordinate the work of the officers and committees of the Association in order that the
objectives of the Association may be promoted; and shall perform all other duties usually
pertaining to the office of the President or assigned to him by the Association or the Executive
Board. The President shall see to it that all lot owners are provided with key information about
the Association's activities through periodic newsletters, the Association's web site
(Bahiabay.org), or special bulletins.
Section 2 The Vice President shall act as an aide to the President; promote the first objective
of the Association, shall chair the housing committee and shall perform the duties of the
President in the absence of that officer.
Section 3 The Secretary shall keep a correct record of all meetings of the Association and the
Executive Board; shall maintain an active roll of the Bahia Bay Community Association
membership; and shall perform such other duties as may be delegated.
Section 4 The Treasurer shall have custody of all funds belonging to the Association; shall
keep a full and accurate account of receipts, dues and expenditures; shall make
disbursements authorized by the Executive Board. The Treasurer shall be responsible for
coordinating the distribution of Access Lot gate keys and the collection of the annual dues.
The Treasurer shall present a financial statement at the mid-year general meeting and the
annual meeting. The Treasurer shall keep a copy of the annual budget and all bids on major
projects in the financial records file.
Section 5 All officers shall deliver all reports and materials to their successors not later than
ten (10) days following the close of the fiscal year.
ARTICLE 10: Standing and Special Committees
There shall be five (5) standing committees. The first four (4) of these as set out below shall
consist of a minimum of three (3) members each:
1) The Housing Committee shall be responsible for approving the written plans of new
construction or major exterior renovations to existing structures in Bahia Bay as required in the
Restrictive Covenants, and guiding the construction to be within the restrictions set forth in the
2) The Beautification Committee shall see to the maintenance of the entrances and address
the Executive Board regarding overall neighborhood appearance.
3) The Social/Welcoming Committee is to plan and/or coordinate Association-sponsored
social activities for the community, to welcome and orient new members to the community and
deliver a copy of the Restrictions and By-Laws.
4) The Access Lot Committee is to be responsible for the maintenance and appearance of the
Access Lot, for insuring that the Access Lot rules are up-to-date, and see to it that copies of
the rules are available on the Access Lot premises in a weather protected container at all
Each of the above four (4) committees shall submit plans of key projects or activities to the
Executive Board for approval and budgeting. No project shall be undertaken without the
knowledge and consent of the Executive Board.
Depending on the talent and willingness of the chairperson, and the availability of volunteers, it
shall be permissible to have overlapping committee memberships, or for any two (2) of the
above committees to be combined for the duration of a fiscal year.
5) The fifth standing committee, The Judicial Committee, shall be comprised of five (5)
members of the Association, one (1) of which will be a member of the Executive Board. The
members of this committee shall be elected at the Annual Meeting of the Association. The
Nominating Committee shall present a slate of candidates. Nominations from the floor may
also be made. This committee will be responsible for reviewing formal complaints about
violations of the Restrictions and the Access Lot rules, and making recommendations to the
Executive Board. This committee may not be combined with any other committee.
There shall be a Nominating Committee appointed by the Executive Board and composed of
three (3) members (one (1) member from the Executive Board, and two (2) members from the
Association at large). This committee shall be created no later than two (2) months prior to the
Annual Meeting. The committee shall elect its own chairperson. The Nominating Committee
shall nominate eligible members of the Association for each of the four (4) positions on the
Executive Board and report its nominees to the Executive Board no later than thirty (30) days
prior to the annual meeting. The Executive Board shall not have veto power over the
candidates selected by the Nominating Committee. Given the temporary nature and singular
purpose of this committee, it is considered a special committee, and not a standing committee.
ARTICLE 11: Amendments
Amendment to these By-Laws can be made only by an affirmative vote of two-thirds (2/3) or
greater of the total membership present at the Annual Meeting. Only one vote shall be allowed
per lot. A general meeting prior to the Annual Meeting may be called for the purpose of giving
members of the Association the opportunity to review, understand and comment on any
material changes being recommended prior to voting at the Annual Meeting. Written notice
clearly describing the change(s) to be considered, their purpose and benefits shall be sent to
all lot owners no less than thirty (30) days and no more than sixty (60) days prior to this
general meeting. If any changes are made as a result of this meeting, then the final
recommendation of the change(s) shall then be sent to all lot owners no less than 30 days
prior to the Annual Meeting.
The above paragraph describing the method of amending these By-Laws may be
changed as prescribed in the above paragraph, but it shall not be deleted from these By-
Laws, since NC Statute 47F-3-106 requires that the method of amending the By-Laws be
included in the By-Laws.
ARTICLE 12: Policy on Enforcement of Restrictions
It shall be the view of the Executive Board that Bahia Bay's Restrictions are valid and
enforceable by any lot owner. Regarding enforcement, it shall be the Board's policy that
enforcement of the restrictions shall be considered first and foremost a right of the individual
lot owner offended by an alleged violation. If a property owner considers a neighbor to be in
violation and is offended by such action or inaction, as the case may be, or feels that such
violation may be a detriment to their property value, then the offended property owner(s)
should take appropriate action(s) to remedy the offense. Appropriate action(s) may be simply
having a friendly discussion with the perceived offender, or asking the appropriate city or
county official to enforce their existing ordinances. Or it may mean taking appropriate legal
action, possibly with the assistance of an attorney. If an alleged violation is considered an
offense to the neighborhood at large, either by its present or potential impact, or precedent,
the Executive Board should be notified, and will decide what action, if any, is warranted by the
Association. In such cases, the Executive Board or members of the Judicial Committee shall
first attempt to meet with and persuade the offender to remedy the violation. If this approach
proves unfruitful, then a progression of sterner and possibly more expensive and timeconsuming
measures may be pursued.
The wording of this policy is expressly intended to avoid the perception that the Association
should be prepared to systematically canvass the neighborhood looking for possible violations,
or to remedy any and every perceived violation with only minimal effort on the part of the
property owner(s) offended. Access Lot rules are not expressly listed but include those rules
as otherwise posted on signage installed by the Bahia Bay Community Association. Access
Lot rules will be voted on yearly at the Annual General Meeting.
ARTICLE 13: Annual Budget
A budget for each fiscal year should be prepared by the Executive Board and presented for
approval at the Annual Meeting of the Association. It should be based on both the monies
available in the treasury and expected revenues from the collection of annual dues in the
coming year. The budget should realistically reflect the spending priorities of the Association
for the coming fiscal year, taking into account all required recurring expenses and estimates of
discretionary expenses. A small percentage, not to exceed twenty (20) percent, should be left
unbudgeted to cover unexpected but necessary expenses that may arise.
The Association's guidelines for allocation of funds available each fiscal year shall be generally
as follows: 30 percent to Access Lot maintenance, thirty (30) percent to Beautification, ten (10)
percent to Social Functions, then (10) percent Legal Fund, and twenty (20) percent
Anytime the Treasury's balance at the end of a fiscal year plus the projected revenues from
collection of dues for the upcoming fiscal year exceed the cost of items budgeted for the
upcoming fiscal year by an amount greater than thirty percent (30%), the Executive Board shall
call for a vote at the annual meeting on whether or not to reduce the amount of the annual
dues assessment to a lower figure which still adequately covers the budgeted expenditures for
the upcoming fiscal year.
ARTICLE 14: Insurance
The Association shall carry insurance covering liability, officers and directors, and errors and
ARTICLE 15: Policy on Debt
It shall be the policy of the Association that the Association shall not incur debt for any
ARTICLE 16: Long Range Spending Priorities
The Executive Board shall maintain a list of major spending projects that have long range
implications for the subdivision. The budget for any such project may span more than one (1)
year. Currently, the long-range spending priorities of the Association over the next few years
are as follows:
1) Complete the Entrances Upgrade Project.
2) Repair the Access Lot pier and other fixtures.
3) Creation of a Legal Fund.
ARTICLE 17: Spending Procedures and Record Keeping
Major spending projects must be approved by the Association at a general meeting, which
could be the Annual Meeting or any other general meeting. Thirty (30)days written notice must
be delivered to all lot owners describing the project(s), their cost and benefits. Approval of the
project(s) by a majority vote at the meeting is required prior to commencing with the major
expenditures of any such project. Following an affirmative vote, competitive bids shall be
taken. It shall be permissible for a member, or members, of the Association to bid on any
approved project, or to be associated with a bidding firm. The Executive Board will be
responsible for choosing a well-qualified and cost-effective bid. In regard to bids, the Executive
Board must ensure that a written contract or agreement document is obtained prior to
commencement of the project by the contractor, and that satisfactory warranty and/or bonding
conditions are spelled out in the document. A major spending project shall be defined as a
project costing $1,000 or more.
For a smaller project costing between $200 and $1,000 to begin, it must have been approved
in the annual budget or subsequently approved at a general meeting of the Association, and
the Executive board must approve the startup of the project and assure that funds are
Minor expenditures for small projects or activities with estimated cost of less than $200 are
permissible with only the authority of the Executive Board, or simply the President, and can be
reimbursed by the Treasurer after the paid receipt has been initialed by the President or Vice-
President. Alternatively, a check in the exact amount can be obtained from the Treasurer in
advance to pay the cost.
Audit Trail - Paid receipts shall be submitted to the Treasurer for all expenditures. The
Treasurer shall retain the receipt, or a photo copy of it in a file labeled "PAID RECEIPTS" with
the fiscal year clearly on the label. This file and the Association's bank statements and
cancelled checks must be available for audit at any time, and retained in the archive of
Independent Audit of Associations Records - The official records of the Association shall be
subject to an independent audit from time to time, with an audit of the previous fiscal year's
records being the standard although no more than two (2) successive fiscal years should pass
without an audit. It shall be the responsibility of the Executive board to schedule the audit by a
qualified party having CPA credentials.
ARTICLE 18: Legal Fund
The Executive Board shall see to it that monies for a legal fund are budgeted each year for the
gradual build-up of a legal fund, which over a period of a few years should reach a maximum
level of $7,000. From then on, if and when legal expenses are incurred, the expended monies
should be replaced with proceeds from annual dues as expeditiously as possible without
preventing expenditures on other necessary priorities or raising the amount of annual dues. If
and when the legal fund's balance falls below $7,000 (i.e. — legal expenses are incurred), the
Executive Board shall make recommendations to the Association at the next general meeting
on a plan and time frame for restoring the fund to the $7,000 level. These monies shall be kept
in a separate bank account, maintained at the same bank and branch at which the
Association's primary account resides.
The purposes of the legal fund shall be as follows:
1) To resist the effort(s) of any party or parties attempting to sue the Association. If confronted
with the prospect of litigation, the Board should first and foremost decide whether the
protection already available as a result of the Association's liability insurance coverage and/or
the protection afforded the Association and its members under law by virtue of being
incorporated in the state of North Carolina are adequate.
2) To assist the Association in its efforts to collect annual membership dues and/or impose
penalties related to failure of lot owners to pay their dues.
3) To assist the Association in its effort to enforce its Restrictive Covenants, consistent with
Articles 12 AND 18-B of these By-Laws.
4) Other needs as may be determined by a two-thirds (2/3) majority vote of the Association at
a general meeting.
ARTICLE 19: Judicial Committee Guidelines
A) Access Lot Rules: Complaints regarding violation(s) of the Access Lot rules shall be
reported in writing to the Judicial Committee, using a form provided by the committee, and
should present sufficient evidence or description of the infraction to justify the consideration of
the committee. Otherwise, the committee shall not review the complaint. The committee
chairperson, or a designated member or members of the committee, will attempt to contact the
alleged offender(s), if that person(s) live in the Bahia Bay subdivision, for their input before the
committee decides whether or not to recommend action to the Executive Board. If the alleged
offender(s) does not live in the subdivision, then the matter may be reported to the appropriate
law enforcement agency.
B) Restrictions: Article # 12 of these By-Laws addresses the Association's official policy
regarding complaints about alleged violations of the Restrictions. If a complaint is considered
by the offended party(s) to be a serious violation of general concern for the subdivision, then
the Judicial Committee should be notified in writing, including evidence of the violation. The
committee will review the complaint, and may decide to bring the complaint to the Executive
Board's attention for further consideration. If the Executive Board decides to take action, then
both the person(s) bringing the complaint and the alleged offender(s) will be contacted. The
Executive Board will make every effort to resolve the issue without resorting to legal action. If
this is not possible, then the Executive Board will decide whether or not to seek a legal
ARTICLE 20: Removal of Executive Board Member (s) For Cause
The President, or any other member of the Executive Board, may be removed from their
elected position for a serious breach of trust by a two-thirds (2/3) majority vote of the property
owners present at a special meeting of the Association. If such a meeting is held, the officer(s)
being voted on shall not preside over the meeting. No less than thirty (30) days' written notice
shall be delivered to all property owners in advance of any such meeting.
ARTICLE 21: Replacement of Executive Board Member(s) For Cause
Should it become necessary to replace a member, or members, of the Executive Board before
the natural end of their term, then the remaining members of the Executive Board shall appoint
the replacement who should then serve out the term.
IN WITNESS WHEREOF, Bahia Bay Community Association, Inc. has caused these presents
to be signed by in its name by its President, and its corporate seal to be hereto affixed and
attested by its Secretary, all in pursuance of authority duly given by resolution of the
Association and its individual parties hereto have hereunto set their hands and seals the day
and year first above written.
Bahia Bay Community Association, Inc.
By: Michelle Wayland-Smith President
STATE OF NORTH CAROLINA
COUNTY OF MECKLENBURG
Foregoing duly notarized and
Deeds, Mecklenburg County,
filed as heretofore stated with the Office of the Register of