HomeMy WebLinkAbout172-12 RESOLUTIONRESOLUTION NO. 172-12
A RESOLUTION ACCEPTING DEDICATION OF STREET RIGHT-OF-WAY
AND MAINTENANCE RESPONSIBILITY FOR STREETS IN THE
SUNBRIDGE VILLAS SUBDIVISION FROM THE SUNBRIDGE VILLAS
PROPERTY OWNERS ASSOCIATION, INC. UPON COMPLETION OF THE
CURRENT PRIVATE MILLING AND OVERLAY PROJECT TO CITY
STANDARDS AS APPROVED BY THE CITY ENGINEER
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
FAYETTEVILLE, ARKANSAS:
Section 1. That the City Council of the City of Fayetteville, Arkansas hereby accepts
dedication of street right-of-way and maintenance responsibility for streets in the Sunbridge
Villas Subdivision from Sunbridge Villas Property Owners Association, Inc. as described in the
attached Exhibit "A" upon completion of the current private milling and overlay project to City
standards as approved by the City Engineer.
PASSED and APPROVED this 21St day of August, 2012.
APPROVED:
B
ATTEST:
By:
SONDRA E. SMITH, City Clerk/Treasurer
SUNBRIDGE VILLAS STREET DEDICATION
Property Description:
A part of the Northeast Quarter (NE %) of the Southwest Quarter (SW '/) and a part or the Northwest Quarter
(NW '/) of the Southwest Quarter (SW '/) of Section Thirty -Five (35), Township Seventeen (I 7) North,
Range Thirty (30) West, Washington County, Arkansas, being more particularly described as follows:
All those portions of private street(s) as shown on Instrument Number 023A-00289 as filed with the Circuit
Clerk of said Washington County. Said street(s) being named on said Instrument as Granada Street, Valencia
Avenue, Madrid Street, Barcelona Avenue, Sierra Avenue, Miranda Avenue, and Arroyo Avenue each having a
width of 34 feet.
Chris Brown
Submitted By
City of Fayetteville Staff Review Form
City Council Agenda Items
and
Contracts, Leases or Agreements
8/21/2012
City Council Meeting Date
Agenda Items Only
Engineering
Division
Action Required:
Development Services
Department
Approval of a Resolution accepting the dedication of right of way and accepting ownership and maintenance
responsibility for the private streets within the Sunbridge Villas Subdivision.
Cost of this request
Account Number
Project Number
Category / Project Budget
Program Category / Project Name
Funds Used to Date Program / Project Category Name
Remaining Balance Fund Name
Budgeted Item Budget Adjustment Attached
Departmen
OA.
Director
Date
/a --
Date
E-3.26tt
Finance and Internal Services Director Date
--
Date
774/22—
ate
Previous Ordinance or Resolution #
Original Contract Date:
Original Contract Number:
Received in (&y- j")- 1? A °C) 1 3
Clerk's Office
Received in
Mayor's Office
RCV;D
Comments:
Revised January 15, 2009
New R40 l+ I a►-• C . 3.
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RESOLUTION NO.
44.61,4) €00,2.
A RESOLUTION ACCEPTING DEDICATION OF STREET RIGHT-OF-WAY
AND MAINTENANCE RESPONSIBILITY FOR STREETS IN THE
SUNBRIDGE VILLAS SUBDIVISION FROM THE SUNBRIDGE VILLAS
PROPERTY OWNERS ASSOCIATION, INC. UPON COMPLETION OF THE
CURRENT PRIVATE MILLING AND OVERLAY PROJECT TO CITY
STANDARDS AS APPROVED BY THE CITY ENGINEER
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
FAYETTEVILLE, ARKANSAS:
Section 1. That the City Council of the City of Fayetteville, Arkansas hereby accepts
dedication of street right-of-way and maintenance responsibility for streets in the Sunbridge
Villas Subdivision from Sunbridge Villas Property Owners Association, Inc. as described in the
attached Exhibit "A" upon completion of the current private milling and overlay project to City
standards as approved by the City Engineer.
PASSED and APPROVED this 21st day of August, 2012.
APPROVED: ATTEST:
By: By:
LIONELD JORDAN, Mayor SONDRA E. SMITH, City Clerk/Treasurer
'Mvile
THE CITY OF FAYETTEVILLE, ARKANSAS
ENGINEERING DIVISION
125 West Mountain
Fayetteville, AR 72701
Phone (479)444-3443
ARKANSAS
W w w.a ccessfayettevil le.arg
CITY COUNCIL AGENDA MEMO
To: City Council
Thru: Mayor Jordan
Don Marr, Chief of Staff �,p
Jeremy Pate, Development Services Director*
From: Chris Brown, City Engineer `tee
Date: August 3, 2012
Subject: Acceptance of Private Streets in Sunbridge Villas Subdivision
BACKGROUND:
Sunbridge Villas Subdivision is located north of Sunbridge Drive, just west of College Avenue. In 1970, the
subject property was developed as the Villa Mobile home park. The park included 141 mobile home lots and
one lot for a community laundry and playground area. All streets within the development were private asphalt
paved streets with curb and gutter. A minimum amount of storm sewer was installed at that time.
In 2006, the City Council approved the R-PZD for Sunbridge Villas. Sunbridge Villas is a residential
subdivision with 138 lots and one community space area. This development utilized the existing street
infrastructure to provide access to the lots. The storm sewer, public water and public sanitary sewer lines were
all replaced or expanded to meet current code requirements and the time of development. Street lights,
sidewalks and an asphalt overlay of all the private streets were required with the PZD. The City currently holds
a guarantee for the asphalt overlay, which has not yet been completed. Street lights have been installed and the
sidewalks are being constructed with each home construction.
DISCUSSION:
Homes have been constructed on a majority of the lots at this time. The owner of the remaining lots has
requested that the City take ownership of the street infrastructure within the development. Fortunately with the
platting of the subdivision, a private right of way was reserved for the streets. Dedication of public right of way
will not be required from every lot within the development. The private right of way could be dedicated to the
City upon approval of the City Council. The Sunbridge Villas Property Owners Association, Inc. currently
owns the streets and the private right of way.
In addition to acceptance of the streets and sidewalks, acceptance of the existing street lights for operation and
maintenance by the City is also being requested.
The owner of the remaining lots and the right of way met with City Engineering and Transportation staff to
evaluate the condition of the streets in the subdivision. All agreed that the streets have held up well for the past
Telecommunications Device for the Deaf TDD (479) 521-1316 113 West Mountain - Fayetteville, AR 72701
THE CITY OF FAYETTEVILLE, ARKANSAS
40+ years and there was no visible sign of subgrade failure. The pavement is aged and in need of the required
overlay. Much of the curb and gutter have been replaced with the individual lot construction. With the narrow
lots, and a 24' wide driveway accessing each lot, the builders have opted to replace most of the curb during the
home construction. The owner intends to continue this practice for the remaining lots.
Since the streets are planned to be improved with an asphalt overlay, and curbs and sidewalks have been or will
be newly constructed, only minimal maintenance on the street infrastructure is expected for the 15 year
expected life of the asphalt.
Acceptance of the street lights would have an impact on the City's operational budget. The City typically pays
for the maintenance and operation of street lights that are owned by the local utility company, and are installed
as un -metered lights, which is the case with the lighting in this subdivision. There are 23 lights total,
representing a monthly cost of $391.00.
RECOMMENDATION:
Staff recommends that the City take ownership of the right of way and maintenance responsibility for the streets
within this development after the streets have been milled and received a minimum of 2" asphalt overlay on
each private street. Acceptance of the operational and maintenance cost of the street lighting is also
recommended. This item was reviewed by the Street Committee and recommended for approval at the June
26`" meeting.
This request is unique in that the developer has brought the public infrastructure (water, sewer and storm
drainage) up to standards and is planning to improve the street pavement prior to the City's acceptance.
Acceptance of this right of way is similar to acceptance of right of way and infrastructure on any new
subdivision, in that the developer is required to construct the infrastructure, which is then dedicated to the City
as part of the final plat process. Additionally, these streets are all interconnected, and create a street network
and therefore serve the entire neighborhood.
Telecommunications Device for the Deaf TDD (479) 521-1316 113 West Mountain - Fayetteville, AR 72701
SUNBRIDGE VILLAS STREET DEDICATION
Property Description:
A part of the Northeast Quarter (NE %) of the Southwest Quarter (SW %) and a part of the Northwest Quarter
(NW 1A) of the Southwest Quarter (SW 1/a) of Section Thirty -Five (35), Township Seventeen (17) North,
Range Thirty (30) West, Washington County, Arkansas, being more particularly described as follows:
All those portions of private street(s) as shown on Instrument Number 023A-00289 as filed with the Circuit
Clerk of said Washington County. Said street(s) being named on said Instrument as Granada Street, Valencia
Avenue, Madrid Street, Barcelona Avenue, Sierra Avenue, Miranda Avenue, and Arroyo Avenue each having a
width of 34 feet.
'EXHIBIT
GENERAL PROVISIONS
AUTHORITY:
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SURVEY DESCRIPTION:
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STATE OF ARKANSAS
_�-r,� by r
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SECRETARY +; •t `� 4 OF STATE
Charlie Daniels
SECRETARY OF STATE
To All to Whom These Presents Shall Come, Greetings:
rirlairl
} f' 4
I, Charlie Daniels, Secretary of State of Arkansas, do hereby certify that the
following and hereto attached instrument of writing is a true and perfect copy of
Articles of Incorporation
of
SUNBRIDGE VILLAS PROPERTY OWNERS ASSOCIATION, INC.
filed in this office November 19, 2007 in compliance with the provisions of the law and
are hereby declared a body politic and corporate, by the name and style aforesaid, with all
the powers, privileges and immunities granted in the law thereunto appertaining.
In Testimony Whereof, I have hereunto set my hand
and affixed my official Seal. Done at my office in the
City of Little Rock, this 19th day of November 2007.
Secretary of State
VIPA4
1 1 1
ARTICLES OF INCORPORATION
OF
SUNBRIDGE VILLAS
PROPERTY OWNERS ASSOCIATION, INC.
Document Number: 8217210002
SUNBRIDGE VILLAS PROPERTY OWNE
ARTICLES OF INCORPORATION
FILED:11/19/07, Vagss:4
Arkansas Secretary of Stats
Business Services Division
The undersigned, in order to form a nonprofit corporation for the purposes hereinafter stated,
under and pursuant to the provisions of the laws of the State of Arkansas, particularly the Arkansas
Nonprofit Corporation Act of 1993, Chapter 33 of Title 4 of the Arkansas Code of 1987 Annotated,
does hereby certify as follows:
1. Name. The name of this Corporation shall be SUNBRIDGE VILLAS PROPERTY
OWNERS ASSOCIATION, INC. (the "Corporation").
2. Mutual Benefit. This Corporation is a mutual benefit corporation.
3. Purposes. This Corporation is organized as a nonprofit corporation to operate
exclusively as a residential and community facility real estate management association for the mutual
benefit of its members. The purposes for which the Corporation is formed are more specifically
described as follows:
(a) To provide for the acquisition, construction, management, maintenance, and
care of Association Property. For the purposes hereof the term "Association Property" shall mean:
(1) property owned by the Corporation; (2) property commonly owned by the members of the
Corporation; (3) residential property privately owned by the members but situated within the
geographical boundaries of the area served by the Corporation; and, (4) property owned by a
municipality or other governmental unit and used for the benefit of the residents.
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(b) To receive and to maintain a fund or funds of real or personal property, or
both, and, subject to the restrictions hereinafter set forth, to use and apply the whole, or any part, of
the income therefrom and the principal thereof exclusively for the purpose of carrying on the exempt
functions of a homeowners association as defined in Section 528 of the Internal Revenue Code of
1986 (or the corresponding provisions of any future United States Internal Revenue law).
4. Powers. The Corporation shall have and exercise all powers, privileges and rights
conferred on corporations by the laws of the State of Arkansas and all powers and rights incidental
to carrying out the purposes for which this Corporation is formed, except such as are inconsistent
with the express provisions of the Act under which this Corporation is incorporated.
5. Prohibitions.
(a) Other than by the acquisition, construction, management, maintenance, and
care of Association Property, no part of the net earnings of the Corporation shall inure to the benefit
of any member, director, or officer of the Corporation, or to any other interested individual;
provided, however, reasonable compensation may be paid for services rendered to, or for, the
Corporation, effecting one or more of its purposes, and the Corporation may make reimbursement
to its members, directors, officers or employees for expenses incurred in attending to their authorized
duties.
(b) Notwithstanding any other provision of these Articles, the Corporation shall
not carry on any other activities not permitted to be carried on by a corporation exempt from federal
income tax under Section 528 of the Internal Revenue Code of 1986, as amended, or the
corresponding provision of any future United States Internal Revenue law (the "Code").
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6. Dissolution, Liquidation, and Termination. Upon the dissolution of the Corporation,
the Board of Directors shall, after paying or making provision for the payment of all liabilities of the
Corporation, dispose of all assets of the Corporation exclusively to such persons or organizations
as are permitted distributees under Section 528 of the Code. Any of such assets not so disposed of
shall be disposed of by the Circuit Court of the county in which the principal office of the
Corporation is located exclusively to such organization or organizations, as said Court shall
determine, which are organized and operated exclusively for such purposes.
7. Principal Office. The principal office or place of business of this Corporation shall
be located at 1747 N. College Avenue, Fayetteville, Arkansas 72703.
8. Registered Agent. The name and address of the registered agent of this Corporation
is Robert N. Schmitt, 1747 N. College Avenue, Fayetteville, Arkansas 72703.
9. No Stock or Dividends. The Corporation shall not have or issue shares of stock and
no dividends shall be paid, and no part of the income of the Corporation shall be distributed to its
members, directors, or officers.
10. Membership. The Corporation shall have members, and the classes of membership
shall be as provided in the Bylaws.
11. Directors. The business of the Corporation shall be conducted by the Board of
Directors. The Board of Directors may employ for the Corporation, a Managing Agent, at a
compensation established by the Board, to perform such duties and services as the Board shall
authorize, including but not limited to all of the powers granted to the Board of Directors by these
Articles and the By -Laws of the Corporation. The number of the directors of the Corporation shall
be provided in the Bylaws; provided, however, at no time shall the number of directors be less than
C:\Docwomu and Settinga\moliueldU.ocal Scttinga\Temporay Intcrnet Rea \OLKSFUrt of InC 5untridgc Valas POA WPD
three (3). The terms of office of the directors shall be provided in the Bylaws. The initial Board of
Directors shall have the direction of the affairs of this Corporation and shall meet as soon as is
practicable after the issuance of the Articles of Incorporation by the Arkansas Secretary of State for
the purposes of electing officers, adopting Bylaws and taking such other action as may be necessary
to perfect the organization of the Corporation. Thereafter, the Bylaws may be amended and officers
elected as provided in the Bylaws. The directors shall be permitted to hold office for more than one
term by re-election.
12. Name of Incorporator. The name and address of the Incorporator is as follows:
Robert T. Smith
400 West Capitol
Suite 2000
Little Rock, Arkansas 72201-3522
13. Amendments. From time to time any of the provisions of the Articles of
Incorporation maybe amended, altered, or repealed, and other provisions authorized by the Code and
the laws of the state of Arkansas at the time in force may be added or inserted in the manner and at
the time prescribed by said laws and the Bylaws.
IN WITNESS WHEREOF, the Incorporator has hereunto affixed his hand this 19th day of
November, 2007.
Robert T. Smith
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BY-LAWS
OF
SUNBRIDGE VILLAS
PROPERTY OWNERS ASSOCIATION, INC.
ARTICLE I
DEFINITIONS
Unless the context otherwise specifies or requires, the terms defined in Article I hereunder
shall, for all purposes of the By -Laws have the meaning herein specified.
Articles. The term "Articles" shall mean the Articles of Incorporation of Sunbridge Villas
Property Owners Association, Inc. which are filed in the office of the Secretary of the State of
Arkansas, a true copy of which is on file at the principal office of the Association, together with such
amendments to the Articles as may from time to time be properly made.
Association. The term "Association" shall mean Sunbridge Villas Property Owners
Association, Inc., an Arkansas nonprofit corporation.
Board. The term "Board" shall mean the Board of Directors of the Association.
By -Laws. The term "By -Laws" shall mean this instrument as it may be amended from time
to time pursuant to the provisions of this instrument.
Common Area. The term "Common Area" shall mean all real property, including any
roadway and streets, owned or maintained by the Association for the common use and enjoyment
of the Owners.
Common Charges. The term "common charge" or "common expense" shall be those
common expenses incurred for the operation of the Common Area in Sunbridge Villas as set forth
in Article VIII of this instrument.
Declaration of Covenants and Restrictions. The term "Declaration of Covenants and
Restrictions" shall mean the Declaration of Covenants and Restrictions and subsequent amendments
and supplements thereto, filed in the office of the Circuit Clerk of Washington County, Arkansas,
affecting the Sunbridge Villas Neighborhood.
Developer. The term "Developer" shall collectively mean Sunbridge Villas Holdings, LLC,
Sunbridge Villas Development 1, LLC, and their respective successors and assigns.
Fiscal Year. The term "fiscal year" shall mean the calendar year, unless changed or modified
by the Board of Directors of the Association.
PFDesktop\::ODMARAHODMA/ECH03;FEC;584462; I
1
Grantor. The term "Grantor" shall collectively mean Sunbridge Villas Holdings, LLC and
Sunbridge Villas Development 1, LLC.
Lot. The term "Lot" shall mean any Lot within the Property which may be purchased by any
Person or owned by the Grantor. For purposes of the definition of "Lot" all four plexes in the
Property shall contain four (4) lots, one for each residential dwelling and all duplexes in the Property
shall contain (2) lots, one for each residential dwelling.
Managing Agent. The term "Managing Agent" shall mean an individual or corporation hired
by the Board to oversee the maintenance and management of Sunbridge Villas Property Owners
Association, Inc. as the Board may direct.
Member. The term "Member" shall mean and refer to any Owner who by virtue of holding
title to any Lot is a Member of the Association. If any Owner holds title to more than one Lot, he
shall be entitled to an additional membership for each additional Lot he owns. The Developer may
be a Member if it owns real property.
Owner. The term "Owner" shall mean and refer to the record Owner, whether one or more
persons or entities, of a title to any Lot which is a part of the Property, but excluding those having
such interest merely as security for the performance of an obligation.
Person. The term "Person" shall mean an individual or individuals, corporation,
unincorporated association, partnership, joint venture, trustee, conservator, administrator, or other
legal entity which has the right to hold title to real property.
Property. The term "Property" shall mean the land, buildings, and all other improvements
thereon (including the Common Areas owned or maintained by the Association) which is subject to
the Declaration of Covenants and Restrictions of Sunbridge Villas, and all amendments thereto.
Rules and Regulations. The term "Rules and Regulations" shall mean the rules and
regulations as adopted by the Board pursuant to the Declaration of Covenants and Restrictions and
this instrument, as they may be amended from time to time.
ARTICLE II
GENERAL
SECTION 1. The Property. The Property is located in Washington County, Arkansas. It
is all that Property known as Sunbridge Villas as defined in the Declaration of Covenants and
Restrictions of Sunbridge Villas.
SECTION 2. The Association. The Association has been organized to perform the
functions described herein except for those performed by others as set forth herein. The Association
is charged with the duties and has the powers prescribed by law and set forth in the Articles,
By -Laws and the Declaration of Covenants and Restrictions of Sunbridge Villas. Neither the Articles
@PFDcsktapi::ODMA/MHODMNECHO3;FEC;534462;1
2
nor the By -Laws shall, for any reason be amended or otherwise changed or interpreted so as to be
inconsistent with the Declaration of Covenants and Restrictions of Sunbridge Villas.
The Association is an organization owned by the Owners of Lots in Sunbridge Villas and
used by them to manage and regulate Sunbridge Villas. Each Owner of a Lot shall have the same
proportion of interest in the Association as the number of Lots in Sunbridge Villas except as
provided in Article III.
Each Owner, for so long as he is such an Owner, shall be deemed a Member of the
Association. Upon becoming aMember of the Association, the rights, duties, privileges, immunities
and liabilities of being an Owner shall be those set forth in and shall be exercised in accordance with
the Declaration of Covenants and Restrictions of Sunbridge Villas, the Articles, and these By -Laws
and may be amended or adopted by the Association or by the Board, as provided therein.
Membership in the Association shall not be transferred, pledged or alienated in any way
except upon transfer of title of a Lot, and then only to the transferee of title, except in the instance
of suspension as provided hereunder. Any attempt to make a prohibited transfer shall be null and
void.
SECTION 3. Provisions of By -Laws Applicable. The provisions of these By -Laws are
applicable to Sunbridge Villas Property Owners Association, Inc.
SECTION 4. By -Laws Applicable to Present and Future Owners. All present and future
Owners, mortgagees, lessees, and occupants of Lots and their employees, and any other Person(s)
who may use the Common Area facilities of Sunbridge Villas in any manner, are subject to these
By -Laws, all covenants, agreements, restrictions, easements and declarations of record, and the
Declaration of Covenants and Restrictions of Sunbridge Villas. The acceptance of a deed of
conveyance or the entering into a lease or the act of occupancy of a Lot shall constitute an agreement
that all of the above documents, restrictions and conditions, as they may be amended from time to
time, are accepted, ratified and will be complied with.
SECTION 5. Office of the Association. The Office of the Association and the Board shall
be located in Fayetteville, Washington County, Arkansas or such other locations in the State of
Arkansas as may be selected from time to time by the Board which the Owners and listed mortgagees
have been given written notice of.
SECTION 6. Documents Available for Review. Copies of these By -Laws, the Articles, the
Declaration of Covenants and Restrictions of Sunbridge Villas, as they may be amended from time
to time, and all books and records of the Association shall be made available for inspection by
Members of the Association and their authorized agents during regular business hours.
N FDesktop\::ODMA/MHODMAJECH03;FEC;584462;I 3
ARTICLE III
MEMBERSHIP, VOTING RIGHTS, AND SHARES
SECTION 1. Membership. Every Person who is an Owner of record of a fee or individual
fee interest in any Lot which is subject by the Declaration of Covenants and Restrictions of
Sunbridge Villas to assessments by the Association shall be a Member of the Association, provided
that any such Person who holds such interest merely as a security for the performance of an
obligation shall not be a Member. As herein defined, Person may be one or more and all such
Persons or entities constituting one Person or Member shall vote their membership as they, among
themselves, determine but in no event shall more than one membership be held in the Association
for any one Lot. If any Person is an Owner of more than one Lot, then such Owner shall have the
same number of memberships as the number of Lots to which he holds title.
SECTION 2. Voting Rights. Every Member shall be entitled to one vote per Lot owned by
it in the election of Directors for the Board. Where more than one membership is held by a Member,
then such Member shall be entitled to one vote for each such membership in the election of Directors
for the Board. For all other purposes, the Association shall have two classes of voting membership.
(a) Class A - Class A Members shall be all those Owners of Lots with the
exception of the Grantor. A Class A Member shall be entitled to one vote for each Lot in which he
holds the interest required for membership as described in Section 1 above.
(b) Class B - Class B Members shall be each Grantor and shall be entitled to ten
(10) votes for each Lot, whether built upon or not, in which either Grantor holds the title.
SECTION 3. Shares. For purposes of dissolution, or distribution of assets only, Class A
and B Members shall be deemed to hold one equal share of the assets of the Association for each Lot
in which they hold the interest required for membership, provided that when more than one
individual or entity shall hold such interest in any Lot, they shall determine among themselves the
distribution of such shares, provided that there shall be no more than one share with respect to any
Lot.
ARTICLE IV
BOARD OF DIRECTORS
SECTION 1. Directors. The number of Directors which shall constitute the whole Board
shall be three (3). Until succeeded by the Directors elected by the Members, the Directors need not
be Owners. Upon expiration of the term of each member of the first Board, the successors to such
Director, elected by the Members of the Association, shall be an Owner. Except as provided in the
Articles with respect to the first Board, Directors shall be elected on a staggered basis. In any event
however, each Director shall hold office until such time as his successor has been elected. In the
event that a corporation, limited liability company or other legal entity is a Member of the
Association, it may designate one or more Persons who shall be eligible to serve as Director on its
behalf.
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SECTION 2. Election of Directors. Subject to the provisions of these By -Laws concerning
the first Board, at each Annual Meeting of the Association or at a Special Meeting called for this
purpose, the Members shall elect Directors to fill such vacancies as may exist on the Board. There
shall be no cumulative voting. Voting by written proxy is permitted for Members. The candidates
receiving the highest number of votes, up to the number of Directors to be elected shall be deemed
elected. A quorum of the membership at an annual or special called meeting shall be twenty-five
percent (25%) of the memberships.
SECTION 3. Resignation. Any Director may resign at any time by giving written notice
to the President or to the Secretary of the Board.
SECTION 4. Powers and Duties of the Board. The Board shall have the powers and duties
necessary for the administration ofthe affairs ofthe Association and may do all such acts and things,
except for those things and matters which are by these By -Laws and by the Declaration of Covenants
and Restrictions of Sunbridge Villas reserved to the Members of the Association acting at a properly
called meeting. Such powers and duties of the Board shall include, but shall not be limited to the
following:
(a) Provisions for the operation, care, upkeep and maintenance of the Common
Areas and Lot open areas.
(b) Determination of the common expenses, including assessments for a
maintenance reserve fund, required for the affairs of the Association including, subject to the
limitations imposed by the Association or by the Declaration of Covenants and Restrictions of
Sunbridge Villas, the operation and maintenance of the Property and the allocation of income and
expenses.
(c) Collection of the common charges from the Owners, including the right to
enforce these collections by methods described elsewhere in these By -Laws and the Declaration of
Covenants and Restrictions of Sunbridge Villas.
(d) Opening of bank accounts on behalf of the Association and designating the
signatories required therefor.
(e) Leasing, managing and otherwise dealing with the Common Areas.
(f) Owning, conveying, encumbering, leasing and otherwise dealing with Lots
conveyed to it or purchased by it as the result of enforcement of a lien for common expenses, or
otherwise, and also as to other property, real or personal.
(g)
Obtaining of insurance for the Common Areas.
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(h) Making of repairs, additions, improvements to or alterations of the Property
and Lots in accordance with the other provisions of these By -Laws and as described in the
Declaration of Covenants and Restrictions of Sunbridge Villas.
(i)
Enforcement of obligations of the Owners.
(j) Adoption of Rules and Regulations relating to the use, upkeep or preservation
of Sunbridge Villas Neighborhood and the Common Areas.
SECTION 5. Employment of Managing Agent. The Board may employ for the Association,
a Managing Agent at a compensation established by the Board, to perform such duties and services
as the Board shall authorize, including, but not limited to all of the powers granted to the Board by
these By -Laws. The management agreement shall be terminable for cause or upon reasonable notice
and run for a period of from one year, renewable by consent of the Association and the Managing
Agent.
SECTION 6. The First Board and Subsequent Boards. The first Board shall be appointed
by the Grantor and shall consist of three (3) Directors who shall serve until the first Annual Meeting
held pursuant to Article V, Section 1 of these By -Laws. At the first Annual Meeting, the Directors
shall be elected by the Members of the Association to serve for staggered terms, one Director having
a term of one (1) year from the first Annual Meeting, one Director having a term of two (2) years
from the first Annual Meeting, and, one Director having a term of three (3) years from the first
Annual Meeting. As a vacancy occurs in each of the Board positions, then the newly elected
Director shall serve a term of three (3) years. Upon the vacancy occurring in each of these Board
positions, the newly elected Director shall hold a three (3) year term. Each election shall result in
staggered terms for the various Directors in order that all Directors will not be elected during one
year in order to provide continuity of membership.
SECTION 7. Removal of Directors. Except for the members of the initial Board, Directors
may be removed for cause and successors elected by an affirmative vote of Persons, individually or
collectively, holding two-thirds (2/3) (a "Super Majority") of the memberships of the Association.
However, removal of members of the initial Board prior to the expiration of their respective terms
shall require a Super Majority vote of all memberships and approval of the Developer.
SECTION 8. Vacancies in the Board. Vacancies in the Board caused by any reason other
than the removal of a Director under Section 7 of this Article, shall be filled by vote of a majority
of the remaining Directors at a special meeting of the Board held for that purpose, which meeting
shall be held promptly after the occurrence of any such vacancy, even though the Directors present
at such meeting may constitute less than a quorum and each person so elected shall be a Director
until the next Annual Meeting of the Association, or until a Special Meeting of the Association is
duly called and held for the express purpose of electing a Director to fill the vacancy until the
expiration of the term. Except for members of the first Board, no Director shall continue to serve
as such if, during his term of office, he shall cease to be an Owner.
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