Four Seasons Board Members and HOA Bylaws
FOUR SEASONS HOA BOARD MEMBERS
The Association is served by volunteer Board members and is responsible for maintaining all common grounds (pool, pond area, tennis court, landscaping of entrances and islands), lighting of the entrances, publishing the Directory, and notifying neighbors of important zoning and civic issues.
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President: Kirsten Frye
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President-Elect: Don Lee
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Treasurer: Renee Sullivan
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Secretary: Lynn Kaplin
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Civic Awareness Co-Chair: Sharon Hobby
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Civic Awareness Co-Chair: Don Lee
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Cookouts Co-Chair: Gayle Byrnes
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Cookouts Co-Chair: Jill Dyer
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Grounds: Diane Wilkes
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Lifeguards: Debbie Hoover
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Membership: Sharon Hobby
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Tennis Courts: Sharon Hobby
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Website Management: Jill King-Lee
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(Revised for Amendments of April, 2017)
BY-LAWS OF FOUR SEASONS BATH & RACQUET CLUB, INC.
ARTICLE I
NAME, MEMBERSHIP, OWNERSHIP
Section 1 - Name: The name of this Association shall be “Four Seasons Bath & Racquet Club, Inc.” (“Club”), also doing business as Four Seasons HOA (“FSHOA”).
Section 2 - Membership Categories: There are 2 current categories of membership:
(1) – Dues-paying owners of dwellings or home sites on Innsbruck Drive, Winged Foot Drive, St. Tropez Way, and Cat Cay Court, in the Community known as Four Seasons Subdivision, located in Fulton County, Georgia;
(2) – Dues-paying members who do not own dwellings within Four Seasons Subdivision.
The Club also maintains a small number of Supporting Level Memberships for previously approved owners of dwellings or home sites in Four Seasons Subdivision paying a reduced dues fee. The Club does not offer new Supporting Level Memberships.
Section 3 – Definition of Members: Memberships, Dues, and Assessments are attributed per-dwelling, with each person in the Head of Household’s immediate family and living at the same address being given membership privileges (hereafter “Member-Family”). A Member-Family will be considered to include, also, any unmarried children who live away from home as full-time students. Members over the age of 18 are entitled to voice in Membership Meetings, but each Member-Family receives ony one vote. Only Owner-Members are eligible to serve as Officers of the Association.
Section 4 – Admission to and Duration of Membership: Member-Families are admitted to the membership of the Club upon payment of the initiation fee and annual dues. To remain a Member in good standing, a Member-Family must pay the annual dues and assessments by their due dates. In the absence of special arrangements authorized by the Board of Directors, a Member’s failure to pay such dues and/or assessments within one month of their due date may be considered by the Board of Directors as conclusive proof of such Member’s resignation from membership in the Club.
Section 5 – Expulsion of Members: A member may be expelled from the Association only in cases of: a) repeated criminal activity; b) repeated instances of behavior so disruptive to the neighborhood and its members that law enforcement has been involved on multiple occasions; c) repeated violation of posted rules at the Pool and/or Tennis facilities. At any regular or special Membership Meeting of the Club, any one or more Members shall be expelled for cause by a vote of eighty percent (80%) of the total number of Members in good standing. A Separate ballot shall be taken with respect to each Member whose expulsion has been proposed. There shall be no voting by proxy on such ballot. The proposal for the expulsion of any Member shall be made in writing, directed to the Board of Directors, and upon review of the complaint by the Board, not less than eighty percent (80%) of the Board of Directors must concur to authorize a call for, or putting the matter on the agenda of, a Membership Meeting to consider the proposal for expulsion. The Board, in its discretion, may afford a hearing to the Member whose expulsion has been proposed. It is mandatory that, at the Membership Meeting considering a Member’s expulsion, such member shall be given an opportunity to be heard in response to the proposal.
Section 6 – Membership Rights and Privileges: Members enjoy the following rights and privileges:
A. All Members are equally entitled to full use of the Club’s recreational facilities and to participation in the Club’s social functions, subject to the rules established by these By-Laws and by the Board of Directors.
B. All Members have equal voting rights with regard to all matters pertaining to operation of the Club, except for the restrictions set forth hereunder in paragraph C of this Section 6.
C. Only Owner-Members are entitled to:
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i. Any ownership rights Club Members may have in the Club’s real estate possessions and any improvements thereof;
ii. Any right to distributions that might be made by the Club in the event of a sale of such real estate or of the Club’s liquidation;
iii. Vote on any matters pertaining to or affecting such ownership and possible sale or liquidation; and,
iv. Election as an Officer of the Association.
Section 7 – Guest Privileges: Guests of Members in good standing are welcome to make use of the Club’s facilities in the company of their hosts. Members shall encourage their Guests who live within three (3) miles of the Four Seasons subdivision to join FSHOA if they will be using the facilities more than once per month. Visiting family and other overnight house guests are exempt from the one per month rule. Guest privileges may be revoked by an action of the Board of Directors in any case where it has majority agreement that the privilege is being abused.
ARTICLE II
MEMBERSHIP MEETINGS
Section 1 – Place of Meeting: All Membership Meetings of the Club shall be held in Fulton County, Georgia, or at such suitable place convenient to the Members as may be designated by the Board of Directors.
Section 2 – Annual Meeting: The Annual Meeting of the Club shall be held during the month of April. The order of business at all Annual Meetings shall be as follows:
(1) Roll call (not necessarily by voice call);
(2) Proof of notice of Meeting;
(3) Reading of minutes of preceding Membership Meetings;
(4) Reports of Officers;
(5) Annual budget proposal;
(6) Reports of Committees, if any;
(7) Unfinished business;
(8) New business.
Section 3 – Special Meetings: The President shall be required to call a special Membership Meeting as directed by resolution of the Board of Directors or upon a petition, signed by one-third (1/3) of the Members, presented to the Secretary.
Section 4 – Notice of Meetings: It shall be the duty of the Secretary to deliver a notice of each Membership Meeting to the Members, stating the purpose thereof as well as the time and place where it is to be held. The delivery of such notice at least two (2) weeks prior to the Meeting shall be considered notice properly served.
Section 5 – Conduct of Meetings: Unless otherwise provided in these By-Laws, all Membership Meetings shall be governed in accordance with Roberts Rules of Order.
Section 6 – Quorum: At all Membership Meetings, a quorum shall consist of twenty-five percent (25%) of all Member-Families in good standing in accordance with these By-Laws. Attendance may be in the person of any Members from that Member-Household, or by proxy given by a Member to any other Member.
Section 7 – Voting: Each Member-Family shall be entitled to one vote on any matters in respect of which such Member is entitled to vote in accordance with Article I, Section 7 of these By-Laws. Votes may be cast in person by a Member or by proxy except as otherwise provided elsewhere in these By-Laws.
Section 8 – Proxies: Proxies must be filed with the Secretary in writing, written or electronic, at or before the appointed time of each Membership Meeting.
Section 9 – Adjourned Meeting: If any Membership Meeting cannot be organized because a quorum is not present, the Members present in person or by proxy may adjourn the meeting until a quorum can be obtained.
Section 10 – Business between Meetings: The Membership may conduct the following types of business by email or other written correspondence in-between its Annual and Special Meetings. Any business conducted between Meetings is subject to ratification or repeal at the Membership Meeting immediately following the approval of such business.
A. Election of Officers for the Association’s Board of Directors.
B. Any other business approved by the Association’s Board of Directors.
Business conducted between meetings shall be communicated in writing, written or electronic, by the Secretary of the Board of Directors, who shall make a good faith effort to ensure it is distributed to every Member-Household. Members will be given not less than two weeks to reply to the Secretary in the affirmative or negative. Business conducted between meetings shall require a two-thirds (66%) majority of those voting on the business in order to pass. No action shall be taken in any case where less than forty percent (40%) of Member-Households recorded a vote.
ARTICLE III
OFFICERS AND COMMITTEES
Section 1 – Officers: The elected Officers of the Club shall be the President, President Elect, Secretary, and Treasurer. They shall perform all duties incident to their respective offices, as described hereafter and together they shall constitute the Executive Committee of The Board of Directors.
Section 2 – President: The President, having served as President Elect the previous year, shall be Chief Executive Officer with general powers as such. The President shall appoint from among the Members the Committee Chairpersons for the Association’s Standing Committees, as well any other Committees deemed necessary for the effective operation of the Club. The President, in consultation with the relevant Committee Chairperson, may appoint one or more Members as additional member(s) to any Committee for which it is deemed advisable or necessary to have such additional member(s). The president shall have the responsibility to coordinate the functions of the Board’s Committee Chairpersons.
Section 3 – President Elect: The President Elect shall assume the duties of the President in the latter’s absence or as delegated by the President. The President-Elect shall serve as the President of the Association in the year following their service as President-Elect.
Section 4 – Secretary: The Secretary shall keep and maintain the minutes of the meetings and other records as the Board may direct. Also, the Secretary is responsible for delivering notice of the meetings.
Section 5 – Treasurer: The Treasurer shall be responsible for managing the financial affairs of the Club, including the keeping of full and accurate accounts, the filing of all necessary tax, social security and similar returns, and the performance of such other duties as may be designated by the Board of Directors. The Treasurer shall coordinate the preparation of the annual budget.
Section 6 – Committees:
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Pool Committee: The Pool Committee shall be responsible for the coordination of all maintenance services pertinent to the pool as well as the facilities and furniture within the pool grounds.
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Lifeguards Committee: The Lifeguards Committee shall be responsible for the hiring, scheduling, and the performance of lifeguards.
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Grounds Committee: The Grounds Committee shall be responsible for the refuse removal on a timely basis, for mowing, for maintenance of all landscaped areas, and for operation and maintenance of all equipment and installations which are not within the responsibility of the Pool Committee.
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Membership Committee: The Membership Committee shall be responsible for soliciting new members and renewals of membership, and for aiding the Treasurer in the collection of initiation fees and annual dues.
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Cookouts Committee: The Cookouts Committee shall be responsible for coordinating, scheduling, and facilitating Member cookouts and meals to be held throughout the pool seasons for fundraising or other purposes.
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Social Functions Committee: The Social Functions Committee shall be responsible for coordinating, scheduling, and facilitating Association events – other than those assigned to the Cookouts Committee – for fundraising or other purposes.
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Other Committees: In the event any of the aforesaid Committees shall not be appointed, the Board shall provide for the coverage of the relevant responsibilities to the extent and in the manner it may deem fit. The Board may also decide to create such additional committees as it may deem necessary or useful for the proper functioning of the Club.
ARTICLE IV
BOARD OF DIRECTORS – CONSTITUTION AND POWERS
Section 1 – Number: The affairs of the Club shall be governed by a Board of not less than seven (7) Directors, consisting of the elected Officers and the Committee Chairpersons appointed by the President in accordance with these By-Laws.
Section 2 – Powers: The Board of Directors shall have the duty and the powers necessary to administer the affairs of the Club and to do all things on behalf of the Club as are not by statute, the corporation charter, or these By-Laws directed to be done otherwise. They shall be responsible for the care of the Club’s property, the collection of all payments from the Membership, and the entering into of all agreements necessary for the maintenance and operation of the Club’s facilities and property.
Section 3 – Terms of Office:
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President: The President shall serve a term of one year and may not be elected to serve as either President or President-Elect until at least one year has passed since holding either office.
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President-Elect: The President-Elect shall serve a term of one year as President-Elect, followed automatically by a term of one year as President.
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Treasurer: The Treasurer shall serve a term of two years and may be elected to consecutive terms.
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Secretary: The Secretary shall serve a term of two years and may be elected to consecutive terms.
Terms begin on February 1 each year and conclude on January 31 of the year the term expires.
Section 4 – Vacancies: Vacancies in the Executive Committee caused by any reason other than removal of an Officer by a vote of the Membership shall be filled by vote of the majority of the remaining Directors even though they may constitute less than a quorum; and each person so elected shall be an Officer until the regular expiration of the vacant term they were elected to complete.
Section 5 – Removal of Directors: At any regular or special Membership Meeting, upon a petition signed by a majority of the Members and presented to the Secretary or to the President, any one or more of the Directors may be removed from office by a vote of eighty percent (80%) of the total number of Members in good standing. A separate ballot shall be taken with respect to each Director whose removal has been proposed. Any Director whose removal has been proposed shall be given an opportunity to be heard in such Meeting. If a vacancy is thus created, the Members may elect, by a separate ballot, another member to fill the unexpired term. Any or all vacancies thus created which are not filled by the Members at that same Membership Meeting may be filled by appointment by the remaining Board of Directors.
ARTICLE V
MEETINGS OF THE BOARD OF DIRECTORS
Section 1 – Regular Meetings: The Board of Directors shall have two Regular Meetings each year at such place as shall be fixed by the President. The first meeting of the newly elected Officers shall be held in February and the second in September, October, or November. The Secretary shall cause notice of such meetings to be given to all other Officers and to any appointed Committee Chairpersons.
Section 2 – Special Meetings: Special meetings of the Board of Directors may be called by the President, or by any other three (3) members of the Board, on three (3) days notice to each Director. Notice may be given personally or by mail, telephone or email, and shall state the time, place, and purpose of the meeting.
Section 3 – Board of Directors Quorum: At all meetings of the Board of Directors, a majority of the Directors shall constitute a quorum for the transaction of business, and the acts of the majority of the Directors present at a meeting at which quorum is present shall be the acts of the Board of Directors. If, at any meeting of the Board of Directors, there be less than a quorum present, the majority of those present may adjourn the meeting from time-to-time. At any recalled meeting, any business which might have been transacted at the meeting as originally called may be transacted without further notice.
Section 4 – Essential Business:
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At its February meeting, the Board of Directors shall establish or renew the necessary comprehensive and liability insurance policies for the Association. The comprehensive and liability limitations shall be those dictated and established by the Board of Directors and the premiums of such policies shall be paid by the Association.
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At its February meeting, in years in which an election for treasurer takes place or a new treasurer is appointed, the Board of Directors shall appoint an auditor, preferably a Certified Public Accountant, to perform a review of the Association’s financial records. A summary of the findings of this review shall be presented to the Members at that year’s Annual Membership Meeting.
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At its February meeting, the Board of Directors may review the previous year’s financial records and make determinations about the application of any surplus for reserves, capital improvement funds, or other budgeted accounts or expenses as appropriate, subject to approval by a majority of Member-Families.
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Prior to the Annual Members Meeting, the Board of Directors shall prepare a budget to present to the Membership for approval. The proposed budget shall be approved by the Board of Directors and delivered to the Members for review not less than two (2) weeks prior to the Annual Members Meeting.
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Section 5 – Business between Meetings:
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The Board of Directors may conduct business by email or other written correspondence at times other than its Regular and Special Meetings. Any business conducted between Meetings is subject to ratification or repeal at the Board of Directors Meeting immediately following the approval of such business.
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The Board of Directors shall also be empowered to authorize such emergency expenditures, in excess of budget, as may be necessary to repair and/or maintain the facilities and properties of the Club for cases in which inaction threatens damage to persons or property.
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Business conducted between meetings shall be communicated in writing, written or electronic, by the Secretary of the Board of Directors, who shall make a good faith effort to ensure it is distributed to every Director. Directors will be given not less than one (1) week to reply to the Secretary in the affirmative or negative. Business conducted between meetings shall require a two-thirds (66%) majority of those voting on the business in order to pass. No action shall be taken in any case where less than five (5) Directors recorded a vote.
ARTICLE VI
OBLIGATIONS OF THE MEMBERS
Section 1 – Initiation Fee and Dues: The initiation fee and annual dues for each Membership category will be determined by the Board of Directors, subject to approval by a Membership Meeting.
Section 2 – Rejoining Former Members: Former Members wanting to rejoin the Club may be readmitted to membership upon payment of the full annual dues applicable for said year and payment of the full amount of any and all assessments that occurred during their period of non-membership.
Section 3 – Dues, Assessments and Reimbursements: All Members are obligated to pay the periodic dues and assessments, if any, imposed by the Board of Directors to meet common expenses. Annual dues shall be payable on or before March 1 in each calendar year. A Member shall be liable to, and reimburse the Club for any expense incurred in repairing or replacing property damaged by any person among such Member’s guests or Member-Family. If annual dues or other charges recited herein are not paid when due, all rights and privileges of the Member-Family will be suspended until such charges or dues are paid.
Section 4 – Prompt Notice of Amounts Due: Members shall be entitled to receive prompt notice, from the Secretary, Treasurer, or appropriate committee chairperson, of all dues, assessments, charges, accounts or reimbursements for repairs or damage which the Club is entitled to receive from such Member. All Members shall promptly pay all such sums as are in order or notify the Board of Directors regarding those to which objections may be made, all within fifteen (15) days after receipt of notification. The Board of Directors shall issue a final ruling on such objections within thirty (30) days of receipt of the Member’s objections, and the sums so objected to shall not be due until seven (7) days after the Member has been advised of the Board’s ruling.
Section 5 – Conduct: All Members and their guests shall at all times observe the rules of conduct posted at the Pool and Tennis facilities. Repeated failure to abide by the rules of these facilities is grounds for expulsion from the Association, per the process outlined in Article I, Section 5 of these By-laws.
ARTICLE VII
MISCELLANEOUS PROVISIONS
Section 1 – Transfers: Memberships are not transferrable or assignable.
Section 2 – Fiscal Year: The fiscal year of the Club shall run from May 1 of each year through April 30 of the following year.
Section 3 – Exceptional Situations: In exceptional situations, not foreseen by these By-Laws, the Board of Directors shall decide based on best judgment and the interest of the Club.
Section 4 – Applicability of By-Laws: These By-Laws are applicable to all Members of the Club and are established voluntarily to provide a formal method of administering and regulating the social and recreational activities and designated community areas of the Club. These By-Laws are binding on all present and future Members.
Section 5 – Amendment of By-Laws: These By-Laws may be amended by a majority of votes in a duly constituted Membership Meeting, called by notice setting forth the proposed amendment which is made part of the agenda for such meeting.