Coleson Cluster Association

RESOLUTION #3. Resolution Formally Establishing The Landscaping Committee As An Advisory Committee To The Board Of Directors

Adopted by the Coleson Cluster Association Board of Directors 2 July 1998

RESOLVED:

Pursuant to Article VI, Section 2 of the By-Laws of Coleson Cluster Association there is established the Landscaping Committee to advise the Board of Directors in conserving and enhancing the natural environment of all common areas within the Cluster.

A. Composition:

1. The Committee shall be composed of three or more persons, each of whom must be a member in good standing of the Coleson Cluster Association who resides within the Cluster.

2. At least one member of the Board of Directors shall serve on the committee

3. An organizational meeting of the Committee shall be held in September or October of each year to elect officers and conduct other business as appropriate. Other meetings of the Committee shall be held in accordance with Section B of this resolution. The annual organizational meeting shall be announced in advance, in order that all interested members of the Association will have an opportunity to participate. At the annual organizational meeting, the committee membership will be established (all persons present at the meeting who wish to serve and who meet the membership requirements of this resolution shall be recorded in the record of the meeting as members) and a chair and vice chair will be elected by a quorum of the Committee membership. A quorum shall be a majority of the membership of the committee. Additional members may be added at any meeting of the Committee.

4. During the interim period between the date of this resolution and the first organizational meeting, the membership and chair of the committee shall remain as listed in the Coleson Cluster Resident Directory, Fall 1997, subject to the addition of qualified members of the Association, and subject to all provisions of this resolution.

5. The members and chair of the Committee shall serve at the pleasure of the Board of Directors. A removal action shall require a two-thirds vote of the Board at a meeting at which a quorum is present.

B. Operation:

1. The committee shall meet at the call of the chair and/or the Cluster President. The chair must, through the President, inform the Board of all meetings of the Committee, and one or more members of the Board may attend those meetings. The chair, or in the absence of the chair, the vice chair, shall preside at meetings of the Committee and shall, as requested by the president, attend meetings of the Board of Directors to present reports, discuss landscaping proposals, or conduct other business pertinent to the mission of the committee.

2. A quorum for the conduct of committee business shall consist of a majority of the members of the committee.

3. Each member of the Committee, including the chair, shall have one vote; and an affirmative vote of a quorum shall constitute a decision of the committee.

4. The committee shall maintain adequate records of its reports and activities. A summary of each committee meeting will be submitted to the Board of Directors, through the President, within two weeks after the meeting.

5. The Committee is advisory to the Board of Directors and cannot act---unless so directed--for the Board or the Cluster Association. The Committee shall submit a proposed annual budget to the Board of Directors by 15 February of each year for consideration by the Board. The Committee shall submit all proposals to the Board for approval, and the Board shall inform the chair of the Committee of the Board's action. If funds will be needed to carry out the proposals upon approval, a list of items and their approximate cost shall be submitted with the proposal.

6. The committee must carry out its activities in accordance with such written landscaping guidelines as may be issued or approved by the Board following consultation with the Committee.