Organization Documents

BYLAWS

RICHMOND PRAIRIE CONDOMINIUMS PHASE III AND RICHMOND 

PRAIRIE CONDOMINIUM, PHASE III, ASSOCIATION

[As Amended on May 23, 2023]

1.     FORM.  Richmond Prairie Condominium, Phase III, Association is an unincorporated nonprofit association which shall be called the Association.

2.     MEMBERSHIP AND VOTING RIGHTS.  Each owner at the time of purchase of a Unit, shall become a member of the Association.  There shall be thirty-six (36) members, with the owner or owners of each Unit having but one vote for each Unit owned.  There shall be one person with respect to each Unit who shall be entitled to vote at any meeting of the Unit owners.  Such person shall be known (and hereinafter referred to) as a “voting member”.  Such voting member may be the owner or one of the group composed of all of the owners of a Unit ownership, or may be some person designated by such owner or owners to act as proxy on his or their behalf and who need not be an owner.  Such proxy designation shall be made in writing to the Board of Directors of  the Association, and shall be revocable at any time by actual notice to the Board of Directors of the death or judicially declared incompetence of any designator, or by written notice to the Board of Directors of the Association by the owner or owners.  Any or all of such owners may be present at any meeting of the voting members and (those constituting a group acting unanimously) may vote or take any other action as a voting member either in person or by proxy.

3.     ANNUAL MEETINGS.  There shall be an annual meeting on the third Thursday of September, except the Directors shall have authority to reschedule such meeting at any time between the third Thursday of August and the second Thursday of October. The Directors shall provide ten days written notice of such meeting to all voting members.

4.     SPECIAL MEETINGS.  Special meetings of the voting members may be called at any time for the purpose of considering matters which, by the terms of the Declaration, the Bylaws or any other matter, require the approval of all or some of the voting members, or for any other reasonable purpose.  Said meeting shall be called by written notice, authorized by a majority of the Board of Directors, or by the voting members having one-fourth of the total votes, and delivered not less than fourteen days prior to the date fixed for said meeting.  The notices shall specify the date, time and place of the meeting and the matters to be considered.

5.     NOTICE OF MEETING.  The notice of meeting required to be given may be delivered either personally, by mail, or by email addressed to the persons entitled to vote.

6.     PLACE OF MEETING.  Meetings of the voting members shall be held at the property or at such other place within not more than 5 miles from the Asssociation property as may be designated in the notice of meeting.

7.     QUORUM, MAJORITY VOTE.  The presence in person or by proxy at any meeting of the voting members having a majority of the total votes shall constitute a quorum.  Unless otherwise expressly provided herein, any action may be taken at any meeting of the voting members at which a quorum is present upon the affirmative vote of the voting members having a majority of the total votes present at such meeting.

8.     ADJOURNMENT OF MEETING.  If any meeting of the voting members cannot be held because a quorum has not attended, a majority of the voting members who are present at such meeting, either in person or by proxy, may adjourn the meeting from time to time for a period not exceeding ten days in any one case. 

9.       WEBSITE. The Association may design and maintain a website. If there is an Association website, the Directors shall post all Notices of Meetings, all meeting Agendas and all Minutes on that site.  This posting requirement applies to all meetings of Members and all regular meetings of Directors. The Notice and Agenda website requirements do not apply to ad hoc Directors’ meetings if all Directors are available to attend.  

10.  RIGHTS AND RESPONSIBILITY OF ASSOCIATION VS. RIGHTS AND RESPONSIBILITIES OF UNIT OWNERS.

a.      Definition of “Unit”

For all purposes of these Bylaws and all purposes related to insurable interests, rights and responsibilities to repair and maintain and for all other purposes, the Wisconsin statute definition of “Unit” as used herein shall be amended to mean:

“That part of the condominium that is inside of the exterior wall studs, windows and doors.”

b.      Structures

Individual unit owners have the right and obligation to control, maintain, and decorate, all interior sheet rock on exterior walls, all studs and sheetrock on interior walls, all interior heating, air conditioning, plumbing and electrical appliances and fixtures, interior doors, furniture, furnishings and all other structural items or personal property located inside the exterior wall structural studs, exterior windows and exterior doors, including garage door. This area includes the area below the ceiling joists.

Individual unit owners have the responsibility to obtain insurance for the unit and its contents.

The Association has the right and obligation to control, repair and maintain all parts of the structure not defined as the responsibility of the individual unit owners.

The Association has the responsibility to obtain insurance for all structures except the individual units.

c.      Landscaping and Open Areas.

         The Declaration of Condominium defines separately “Common Areas” and “Limited Common Areas”. Common Areas are all real estate included in the entire Association except the areas defined as “Limited Common Areas” as defined in the Plat of the Association property “which shall be for the exclusive use of the Unit owner whose Unit abuts on such Limited Common Area.”

         For the purpose of defining the rights and responsibilities for landscaping, the Unit owner shall have the exclusive right to plant, design and maintain the area close to the structure, currently defined as the area covered by landscape river rock and all porches, patios and decks. Within that area, the only restriction on the owners’ rights are that such areas shall be properly maintained, shall not include invasive or unsightly materials and shall not be designed or maintained to reduce the aesthetic or view of other Condominum properties as determined by the Landscape Committee.

         For boulevard plantings adjacent to the road right of way, the owners shall not remove, replace or otherwised damage the trees originally in place by the Developer without express written permission of the Landscape Committee.

         Regarding the remainder of the Limited Common area, the Unit owner has the right to plant and maintain additional trees or plantings, subject to the approval of the Landscape Committee. The Owner shall have sole responsibility for planting and maintaining such area except as otherwise explicitly determined by the Directors.

11.  BOARD OF DIRECTORS. 

The administration and direction of the property shall be vested in the Board of Directors (hereinafter sometimes called the “Board”) consisting of at least three persons, who shall be elected at the annual meeting. The members, at the annual meeting, may increase the number of Board of Directors to five persons. Each member of the Board of Directors shall be one of the unit owners or a spouse of a unit owner; provided, however, that in the event an owner is a corporation, partnership, trust or other legal entity other than a natural person or persons, then any officer or director of such corporation, partner of such partnership, beneficiary of such trust, or manager of such other legal entity, shall be eligible to serve as a member of the Board of Directors.

The Board of Directors shall elect at its organization meeting each year from among the Board members as provided herein, a President, a Vice President, a Secretary, a Treasurer, and such additional officers as the Board of Directors shall see fit to elect. In the event that no Board member is capable and willing to fulfill the duties and responsibilities of Secretary or Treasurer, the Board may appoint a non-Board member of the Association to fulfill those duties.

12.  POWERS AND DUTIES OF THE BOARD OF DIRECTORS.  Administration of the Association is the responsibility of the Board of Directors.  The Board of Directors shall have the power and authority to do all things necessary to administer said association, including, but not limited to,  the specific duties set forth below.  The voting members maintain the right to direct, amend or overturn any such decision by the Board of Directors.

The Board of Directors for the benefit of all the owners shall acquire and pay for the following:

a)      Property Insurance.  A policy or policies of insurance insuring all structures, excluding the interior Units, against loss or damage by the perils of fires, lightening and those contained in the extended coverage, vandalism and malicious mischief endorsements, for the full insurable replacement value of the common elements and facilities and the Units written in the name of, and the proceeds thereof shall be payable the Association.  Said policy or policies shall provide for separate protection for each structure, excluding the interior Units, and all attached, built-in or installed fixtures and equipment to the full insurable replacement value thereof, and a separate loss payable endorsement in favor of the mortgagee or mortgagees of each Unit, if any.  Prior to obtaining any such policy or policies of insurance or any renewal thereof, the Board of Directors may obtain appraisals from a qualified appraiser for the purpose of determining the full replacement value of the common elements or facilities and the Units for the amount of insurance to be affected pursuant hereto.  The cost of any and all such appraisals shall be common expenses.

b)      Liability Insurance.  Comprehensive public liability and property damage insurance in such limits as the Board of Directors shall deem desirable insuring the members of the Board, the managing agent, if any, their agents and employees from any liability in connection with the common elements and facilities or the streets or sidewalks adjoining the property.  Such insurance coverage shall also cover cross liability claims of one insured against another.

c)      Workers’s Compensation Insurance.  If the Association has employee(s), Workers’compensation insurance as may be necessary to comply with applicable laws and such other forms of insurance as the Board of Directors in its judgment shall elect to effect.

d)      Employees.  The services of any person or firm employed by the Board of Directors.

e)      Independent Contractors. The services of any independent contractor employed by the Board of Directors to provide services or materials to the Association.

f)       Maintenance of Common Elements and Facilities.  Landscaping, gardening, snow removal, painting, cleaning, tuckpointing, maintenance, decorating, repair and replacement of the common elements and facilities, and such furnishing and equipment for the common elements and facilities as the Board of Directors shall determine are necessary and proper. 

g)      Maintenance of Property.  Any other materials, supplies, furniture, labor, services, maintenance, repairs, structural alterations or assessments which the Board of Directors is required to secure or pay for pursuant to the terms of this Declaration or by law or which in its opinion shall be necessary or proper for the maintenance and operation of the property as a first-class condominium building or for the enforcement of these restrictions.

h)      Mechanic’s Liens.  Any amount necessary to discharge any mechanic’s lien or other encumbrance levied against the entire property or any part thereof which may in the opinion of the Board of Directors constitute a lien against the property or against the common elements and facilities, rather than merely against the interests therein of particular owners.  Where one or more owners are responsible for the existence of such lien, they shall be jointly and severally liable for the cost of discharging it, and any costs incurred by the Board of Directors by reason of said lien or liens shall be specially assessed to said owners.

i)       Maintenance of Individual Units.  Maintenance and repair of any Unit if such maintenance or repair is necessary, in the discretion of the Board of Directors, to protect the common elements and facilities, or any other portion of the building, and an owner of any Unit has failed or refused to perform said maintenance or repair within a reasonable time after written notice of the necessity of said maintenance or repair delivered by the Board of Directors to said owner, provided that the Board of Directors shall levy a special assessment against such owner for the cost of said maintenance or repair.  

j)       Right of Inspection.  The Board of Directors or its agents may enter any Unit when necessary in connection with any maintenance or construction for which the Board of Directors is responsible.  Such entry shall be made with as little inconvenience to the owners as practicable, and any damage caused thereby shall be repaired by the Board of Directors at the expense of the maintenance fund.

k)      Limitation.  The Board of Director’s powers hereinabove enumerated shall be limited in that the Board shall have no authority to acquire and pay for any structural alterations, capital additions to, or capital improvements of the common elements and facilities (other than for purposes of replacing or restoring portions of the common elements and facilities, subject to all the provisions of the Declaration) requiring an expenditure in excess of Two thousand five hundred ($2,500.00) Dollars, without in each case the prior approval of the voting members holding two-thirds of the total votes.

l)       Execution of Contracts.  All agreements, contracts, deeds, leases, and vouchers for payment of expenditures and other instruments shall be signed by such officer or officers, agent or agents of the Board of Directors in such manner as from time to time shall be determined by written resolution of the Board.  In the absence of such determination by the Board of Directors, such documents shall be signed by the Treasurer and countersigned by the President of the Board of Directors.

m)    Rules and Regulations.  The Board of Directors, at the direction of the voting members having two-thirds of the total votes, may adopt such reasonable rules and regulations as it may deem advisable for the maintenance, conservation, and beautification of the property, and for the health, comfort, safety, and general welfare of the owners and occupants of the property.  Written notice of such rules and regulations shall be given to all owners and occupants and the entire property shall at all times be maintained subject to such rules and regulations.

13.   REMOVALS.  Any member of the Board of Directors may be removed from office by an affirmative vote of the voting members having at least two-thirds of the total votes, at any special meeting called for the purpose.  A successor to fill the unexpired term of a member of the Board of Directors removed may be elected by the voting members at the same meeting or at any subsequent meeting called for that purpose.

14.    REMOVAL OF OFFICERS.  Upon the affirmative vote of a majority of the members of the Board of Directors, any officer may be removed, either with or without cause, a successor may be elected at any regular meeting of the Board, at any special meeting of the Board called for such purpose.

15.    VACANCIES.  If there is a vacancy in the Board of Dirctors, the Board may elect a member to fulfill the balance of that one-year term.

16.    PRESIDENT.  The president shall be the chief executive officer and shall preside over the meeting of the Board of Directors and of the Unit owners.  In general, the President shall have all the powers and duties incident to the office of President, including, but not limited to, the power to appoint committee members from among the Unit owners.

17.   VICE PRESIDENT.  The Vice President shall, in the absence or disability of the President, exercise the powers and perform the duties of the President.  The Vice President shall also perform such other duties as shall from time to time be imposed upon him by the Board of Directors or by the President.

18.   SECRETARY.  The Secretary shall keep the minutes of all meetings of the Board of Directors and of the Unit owners.  In general, the Secretary shall perform all the duties incident to the office of Secretary.

19.   TREASURER.  The Treasurer shall be responsible for keeping full and accurate financial records and books of account showing all receipts and disbursements, and for the preparation of all required financial statements and shall be responsible for the deposit of all moneys and other valuable effects in the name of the Association in such depositories as may from time to time be designated by the Board of Directors.  In general, the Treasurer shall perform all the duties incident to the office of Treasurer.

20.   PERMANENT COMMITTEES. There shall be two permanent committees: a landscape committee to consult and advise regarding all plantings and other proposed or existing landscape items and an architectural committee to consult and advise regarding any structural or cosmetic issues regarding existing or proposed structures. 

21.   TEMPORARY COMMITTEES. The Board has the authority to create or revise any committees on an as needed basis. Such committees shall have the jurisdiction and authority provided in the resolution that creates them.

22.   COMPENSATION OF OFFICERS AND DIRECTORS.  Unless expressly allowed by the Association, Officers and Directors shall receive no compensation for their services, except the Directors may authorize compensation for special services that are outside of the normal duties and responsibilities of such office.. 

23.   MANAGING AGENT.  The Association, acting through the Board of Directors, may delegate all or any portion of its authority to manage the property and to provide for reasonable compensation of such manager or managing agent. 

24.   MINUTES.  The Board of Directors shall keep minutes of its proceedings.

25.   AMENDMENTS.  These Bylaws may be amended at any time, by a vote of 27 of the Unit’s owners, but no amendment shall be inconsistent with the provisions of Chapter 703 of the Wisconsin Statutes, and no amendment adopted by fewer than 100% of the Unit owners shall be inconsistent with any provision of the Declaration.