Bylaws REG
Bylaws REG
Bylaws REG
2021-002A
Regular
BYLAWS
OF
ARTICLE I
DECLARATION OF PURPOSE
The purposes of this Association are those set forth in its Articles of Incorporation. Its
primary concern is to provide and/or maintain community facilities and to facilitate the delivery
of adequate social services and economic advantages for the Association to improve the quality
of life and well-being of its members.
ARTICLE II
LOCATION
ARTICLE III
MEMBERSHIP
A lessee of a member under a contract with a term of at least one (1) year may qualify to
be a member and shall have the rights of a member upon procurement of a written consent or
authorization from the owner of the lot and/or housing unit, and upon complying with the
requirements of membership under this Bylaws and the law.
a. Avail of and enjoy all basic community services and the use of common areas and
facilities, Provided, the member is in good standing;
b. Inspect association books and records during office hours and to be provided, upon
request, with a copy of annual reports, including financial statements, at the
member’s own expense;
c. Participate, vote and be eligible for any elective or appointive office of the
association subject to the qualifications as provided for in this Bylaws;
d. Participate in association meetings, elections and referenda, Provided, the member is
in good standing;
e. Demand and promptly receive the refund of deposits such as construction bonds,
required by the association as soon as the condition for the deposit has been complied
with or the period therefor has expired; and
f. To enjoy all other rights as may be provided in this Bylaws.
Section 5. Duties and Responsibilities of a Member. A member shall have the following
duties:
b. To support and participate in the projects, activities and affairs of the association;
d. To comply with this Bylaws, policies, rules and regulations, and deeds of restrictions
of the Association;
Section 6. Voting Rights. Each member shall be entitled to one (1) vote regardless of the
number of properties owned. A member may exercise his/her/its voting right in person or by
proxy.
Section 7. Member in Good Standing. A member in good standing is one who complies
faithfully with all the duties and obligations of a member.
a. Failure to pay at least three (3) cumulative monthly dues or membership fees, and/or
other charges and/or assessments despite repeated demands by the association;
c. Finding of repeated violation of and non-compliance with, including but not limited
to, final orders and directives, pertinent laws, rules and regulations and policies
issued by duly constituted authorities, this Bylaws, and/or the association’s policies
and/or rules and regulations;
A member who has been declared delinquent or not in good standing in accordance with
the procedure in the succeeding Section is not entitled to exercise the rights of a member, but is
nevertheless obliged to pay all the fees and dues assessed to a member in good standing.
Section 9. Procedure in Declaring a Member Delinquent or not in good standing. The
Board or a committee assigned by the Board shall observe the following procedure in declaring a
member delinquent or not in good standing:
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a. The Board or the committee shall preliminarily determine whether or not a member
may be declared delinquent or not in good standing on any of the grounds provided
in this Bylaws.
b. The president or the designated officer of the association shall forthwith notify the
said member in writing of the violation and require him/her to explain in writing,
within fifteen (15) days from the receipt of the notice of violation, why he/she should
not be declared delinquent or not in good standing.
In case the violation was for non-payment of dues, fees and other assessments, the
notice shall state that the said member is given a grace period of sixty (60) days
reckoned from the receipt of the notice to pay his/her/its arrears. The member shall
notify the Board of his/her intention to avail of the grace period within fifteen (15)
days from said receipt.
c. After the lapse of fifteen (15) days, with or without a written explanation or notice of
intention to avail of the grace period, the President or the designated officer shall
submit the matter to the Board or the committee for hearing and deliberation. If a
committee shall hear and deliberate, it shall transmit to the Board a summary of its
findings and recommendations.
d. Within fifteen (15) days from the commencement of the hearing and deliberations, or
the termination thereof, whichever is earlier, by majority vote of all members of the
Board, the member may be declared delinquent or not in good standing.
e. The President shall notify the member concerned of the decision of the Board and
shall furnish him/her a copy of the resolution.
f. The member declared delinquent or not in good standing may file a motion for
reconsideration with the Board within ten (10) days from the receipt of the resolution
declaring him/her delinquent or not in good standing. The motion must be resolved
by the Board within five (5) days from the receipt thereof.
If the Board fails to reinstate the suspended member within the prescribed period through
no fault of the delinquent member, such as but not limited to the failure of the Board to hold a
meeting or muster a quorum, the membership of the member concerned shall automatically be
deemed reinstated and all rights restored at the lapse of the prescribed period.
ARTICLE IV
FEES AND DUES
Section 12. Membership Fee. Every member of the association shall pay the amount of
_______500 Pesos _____in consideration for membership in the association.
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Section 13. Association or Maintenance Dues. Monthly association and/or
maintenance dues of ____100 Pesos_________ shall be collected from every member to defray
the administrative cost and operational expenses of the association. Any increase or decrease in
the amount of the association or maintenance dues shall be ratified by the majority of the
members of the association.
Section 14. Contributions. The association may raise funds for its programs and
activities through contributions, donations and/or other forms.
Section 15. Special Assessments. The Board may, from time to time, assess and collect
from each member reasonable amounts as may be necessary to fund special community projects
for the common good and benefit of the association, as approved by the majority of the members
of the Board and the members of the association.
ARTICLE V
MEETING OF MEMBERS
Section 16. Regular or Annual Meetings. The annual or regular meeting of the
members shall be held at the principal office of the association, or at a place determined by the
Board on ______First Sunday of the Month ____ of each year. The election of the members
of the Election Committee shall also be held during the annual meeting.
Written notice of regular or annual meetings stating the date, time and place of the meeting
shall be sent to all members personally, through registered or electronic mail, or any available
means, not less than fourteen (14) days before the date set for such meeting and shall be posted
at the bulletin board of the association and other conspicuous places in the community.
Section 17. Special Meetings. Special meeting of the members may be held at any time
upon the call of the President or by the majority of the Board, or upon petition of thirty percent
(30%) of the members in good standing whenever they shall deem it necessary.
The written notice of any special or emergency meetings stating the date, time and place
of the meeting, and purpose of the meeting shall be sent to each member personally, through
registered or electronic mail, or any available means, not less than five (5) days prior to the
meeting.
Section 18. Quorum. The presence in person or by proxy of at least the majority of the
members in good standing shall constitute a quorum for all meetings of members. Where a
quorum is present in person or by proxy, any action approved by the majority of the members
present shall be the act of the members, unless a greater number is required by law, or by this
Bylaws.
Section 19. Proxies. Any member may be represented by proxy in all meetings. Proxies
shall be in writing, signed by the member, and presented to the association secretary before such
meeting. Unless otherwise provided in the proxy, it shall be valid only for the meeting for which
it is intended. No proxy shall be valid and effective for a period longer than three (3) years at
any one time unless earlier revoked by the member.
Section 20. Annual Statement. A true and full statement of the affairs of the
association, including the financial status, shall be reported at the annual meeting for the
information of the members.
Section 21. Minutes. Minutes of all meetings shall be kept and preserved by the
Association Secretary as a record of the matters and business transacted at such meetings.
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Section 22. Order of Business. The order of business at all meetings of the members shall
be as follows:
ARTICLE VI
BOARD OF TRUSTEES/DIRECTORS
Section 24. Duties and Responsibilities of the Board. The Board which has primary
authority to manage the affairs of the association shall have the following duties and
responsibilities:
b. Collect reasonable fees, dues and assessments that may be provided for in this
Bylaws and approved by the majority of the members of the association;
c. Collect reasonable charges for assessments, and after due notice and hearing by the
Board in accordance with the procedures as provided in this Bylaws and rules and
regulations adopted by the Board, charge reasonable fines for late payments and for
violation of the Bylaws, rules, and regulations of the association, in accordance with
a previously established schedule adopted by the Board and furnished to the
homeowners;
d. Propose measures to raise funds and the utilization of such funds and submit the
same for consideration of the members of the association;
e. Undergo a free orientation by the DHSUD or any other competent agency deputized
by it on how to conduct meetings, preparation of minutes, handling of accounts, laws
and pertinent rules and regulations within thirty (30) days after election and/or
appointment;
g. The Board shall act in all instances on behalf of the association, except to amend the
Articles of Incorporation and Bylaws, to dissolve the association, to elect members of
the Board or to determine the qualifications, powers and duties, and/or terms of
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office of the Board and officers, and other instances that require the vote or approval
of the members themselves;
i. Adopt a system of internal checks and balances to safeguard the integrity of the
operations of the association; and
j. Exercise such other powers as may be necessary and proper for the accomplishment
of the purposes for which the association was organized.
In the performance of their duties, the members of the Board and officers shall exercise the
degree of care and loyalty required by such position.
Section 25. Composition of the Board. The Board shall be composed of ____Nine ( 9)
____ elected members of the association. In no case shall lessees constitute a majority of the
Board.
The legitimate spouse of a qualified member, when qualified in his/her own right and not
disqualified by his/her own account, may be a candidate in lieu of the member.
The trustees or directors and/or officers, during their term, shall continuously possess all
the qualifications and none of the disqualifications enumerated in the immediately following
section; otherwise the Board, by majority vote of all its members, is authorized to remove them
from office on said grounds.
a. Those found guilty of having committed fraud, falsification, defalcation, or any other
act inimical to the interests of the association;
d. Those who unreasonably failed and/or refused to comply with the orders of HLURB,
DHSUD and/or HSAC;
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e. Members who are trustees/directors and/or officers of another registered
homeowners association;
f. Those who have been declared or found by HSAC in an adversarial case filed before
it, to have instigated, incited or initiated the conduct of an unauthorized election, and
those who have actively participated therein, either as members of the election
committee or as candidates; and
g. Those imposed with penalty of disqualification in any case filed before the HLURB
and/or HSAC.
Section 28. Election and Term of Office. The trustees/directors shall be elected by the
majority of the members in good standing. The directors or trustees so elected shall hold office
for a term of ______One ( 1 )_____ year/s and until their successors are elected and qualified.
Section 31. Dissolution of the Board of Directors. The Board may be dissolved by way
of a petition signed by two-thirds (2/3) of the association members regardless of standing for any
cause or causes provided in this Bylaws, subject to verification and validation of the DHSUD
Regional Office.
Section 32. Vacancy in the office of the Trustee/Director. Any vacancy occurring in the
Board due to removal by a vote of the majority of the members in good standing after
verification and validation by the DSHUD, resignation, death, or incapacity or any other cause or
causes, shall be filled by a majority vote of the members in good standing at a special election
duly called for the purpose. The trustee/director so elected shall serve only the unexpired term of
office of his/her predecessor in office.
Section 33. Grounds for Removal of a Trustee or Director or Dissolution of the Board
of Directors. A director may be removed, or the Board may be dissolved on grounds, such as
but not limited to, the following:
a. Breach of trust;
b. Conflict of interests;
c. Mismanagement, fraud or abuse of authority;
d. Tolerated the commission of fraudulent activities and other illegal acts
committed by a trustee or director and/or homeowners;
e. Gross negligence in managing the affairs of the association; or
f. Failed to perform their fiduciary duties and/or responsibilities.
Section 34. Board Meetings. The Board shall hold monthly meetings at such time and
place to be determined by the Board. Special meetings may be held at any time upon the call of
the chairperson, president, or by the majority of the Board with notice to the chairperson or the
president. The chairperson or, in his/her absence, the president, shall preside at all meetings of
the Board.
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Board meetings may be held in person or through remote or electronic means, or a
combination of both.
Notice of meetings shall be sent to the members of the Board by the Secretary at least two
(2) days prior to such meeting. The notice shall state the date, time and place of such meeting,
and shall state the purpose of such meeting. No other business shall be transacted at such
meeting except as stated in the notice unless by consent of the majority of the members of the
Board present at the said meeting at which a quorum is present.
Section 35. Personal Attendance. A director shall attend board meetings in person or
through remote or electronic means of communication. Trustees/directors cannot attend or vote
by proxy at Board meetings.
Section 36. Quorum in Board Meetings. Majority of the number of directors as fixed in
the Articles of Incorporation shall constitute a quorum to transact business. Every decision of at
least a majority of the directors present at a meeting at which there is a quorum shall be valid as a
corporate act, except those that require the vote of the majority of all members of the Board.
Section 37. Minutes. Minutes of all board meetings shall be kept and preserved by the
association secretary as a record of the matters and business transacted at said meetings.
Section 38. Compensation. The members of the Board shall serve without
compensation. However, reasonable expenses incurred by the Board in connection with official
activities may be reimbursed upon presentation of receipts and other documentary evidence in
support of such claims.
ARTICLE VII
OFFICERS
Section 39. Officers. The association shall have the following executive officers who
shall be responsible for the management of the association’s business: president, vice-president,
secretary, treasurer, and auditor who must all be Filipino citizens. No one shall act as president
and secretary, or as president and treasurer at the same time. Long-term lessees and/or tenants
are not qualified to be elected or appointed as president, vice-president, secretary and treasurer of
the association.
Section 40. Election and Term of Office. The officers shall be elected by the Board
from among themselves during the organizational meeting or the first meeting of the Board
immediately after the election. The term of office of the officers shall coincide or correspond to
the term of office of the trustees or directors.
Section 41. Compensation. The officers of the association who are not members of the
Board may receive such honoraria as may be determined by the Board.
Section 43. Vacancy in any office. In the event of a vacancy in any office due to removal,
resignation, death, or incapacity or any other cause or causes, unless the officers are elected by
the members, the majority of the entire Board shall elect a successor from among themselves.
The officer so elected shall serve only the unexpired term of office of his/her predecessor in
office.
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Section 44. President. The president shall preside at all meetings of the members, and in
the absence of the Chairperson of the Board, shall preside Board meetings. He/she shall exercise
such powers and perform such duties incident to his/her office, and other necessary functions as
the Board may assign. Among others, the president shall perform the following functions:
a. Exercise general supervision over all the other officers of the association;
d. Shall execute in the name of the association all contracts and agreements
authorized by the Board.
Section 45. Vice-President. The Vice-President shall be vested with all the powers and
authority of, perform the duties of the President during the absence or incapacity of the latter,
and shall perform such other duties that the Board may assign to him/her. He/she shall assist the
president in all matters affecting the operation of the association,
Section 46. Treasurer. The treasurer shall have overall responsibility for all association
funds, receipts and disbursements of the association, and shall perform the following:
b. Keep a complete and accurate record of all receipts and disbursements of the
association, and ensure that all disbursements and/or expenditures are evidenced by
appropriate vouchers;
c. Disburse the funds of the association for specific purpose/s authorized by a resolution
of the Board;
e. Deposit the funds of the association in bank accounts in the name of the association;
f. Shall monitor all delinquencies and send notices on overdue association’s dues
and/or demand letters;
g. Prepare the financial statements of the association, periodically submit and report to
the President and to the Board, and report of the members during the general
assembly meeting an account of the financial condition of the association; and
h. Such other duties incident to the office of the treasurer and such other duties that the
Board may assign to him/her.
The treasurer may delegate the routine duties of the office of the treasurer to one or more
employees of the association subject to the approval of the president.
Section 47. Secretary. The Secretary shall keep and maintain a membership book
containing the list of all members including information and data which may be required by the
Board, act as repository of all records and other documents of the association, handle all
correspondences of the association, and perform such other functions and/or duties incident to
the office of the secretary and as the Board may assign.
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Section 48. Auditor. The Auditor, who may or may not be a director of the association,
shall perform the following functions:
a. Serve as the chairperson of the audit and inventory committee of the association;
b. Conduct a detailed and periodic audit of all financial accounts, books and
transactions of the association, and shall render a report of his/her audit as may be
required by the Board or by request of the majority of the members; and
c. Such other duties as are incident to his/her office and as may be assigned by the
Board.
ARTICLE VIII
STANDING COMMITTEES
Section 49. Committees. The Board shall have the power to create committees, such as,
but not limited to, the following:
The Committee shall conduct and supervise all election activities, referenda and/or
plebiscite, and shall prepare the rules and regulations for the conduct of elections for
the members of the Board. It shall perform such other functions as may be assigned
by the Board.
Any controversy or dispute shall first be brought before the Grievance Committee
prior to elevating the same to the Department of Human Settlements and Urban
Development (DHSUD) and/or the Human Settlements Adjudication Commission
(HSAC).
c. Audit Committee. The Committee shall be responsible for auditing the accounts of
the association. It shall conduct such audit at least semi-annually and submit its audit
reports to the Board.
f. Maintenance Committee. The Committee shall be responsible for the upkeep and
repair of community facilities and services.
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g. Peace and Order Committee. The Committee shall be responsible for
maintaining peace and order in the community. It shall form and organize the
members into brigades to safeguard the security of the area and emergency/disaster
brigade to meet any natural or man-made calamity.
h. Kasambahay Affairs Committee. It shall be responsible for the registration of all
domestic workers and/or employees of the homeowners, and shall submit an updated
list to the Office of the Barangay.
The Committee members shall be members in good standing and not members of the
incumbent Board. The Board may establish such other committees as it may deem necessary.
ARTICLE IX
ELECTIONS
Section 50. Holding of Elections. Elections for the members of the Board shall be held
on __First Sunday of April _______ of each year. The first election under this Bylaws shall be
called by the Interim Board within six (6) months from the approval of this Bylaws, and the
elected trustees or directors shall only serve until the regular election as provided in this Bylaws.
The election shall be done by secret ballot.
Section 51. Calling of an Election. Only the incumbent Board and/or through the
president or vice president are authorized to call the election in accordance with this Bylaws.
Section 52. Quorum in Elections. At all elections, there must be present or votes cast by
majority of the association members in good standing, either in person or by proxy.
Section 53. Proxies in Elections. Members in good standing may vote in person or by
proxy in all elections of trustees/directors. Proxies shall be in writing, signed by the member
and submitted to the Election Committee in accordance with the schedule as set by the Election
Committee. Unless otherwise provided in the proxy, it shall be valid only for the election for
which it is intended. No proxy shall be valid and effective for a period longer than three (3) years
at any one time unless earlier revoked by the member.
Section 54. Postponement or Failure of Election. When a regular or special election
cannot be held or conducted due to lack of candidates, or the number of qualified candidates did
not reach a number as to constitute majority of the entire Board, or for any other serious cause
such as violence, terrorism, force majeure, and other analogous causes of such a nature that the
holding of a free, orderly and honest election should become impossible, the Election Committee
shall postpone the election and call another election within a period of thirty (30) days from the
initial date of the election or the cessation of the cause for such postponement of election.
In the event of lack of quorum or for any other serious cause such as violence, terrorism,
force majeure, and other analogous causes of such a nature that the holding of a free, orderly and
honest election should become impossible, the Election Committee shall declare a failure of
election, and shall call for another election within a period of thirty (30) days from the date of the
failed election or the cessation of the cause for such failure of election.
Section 55. Hold-Over. Where there is a justified failure to elect a new set of directors
and the causes for such failure persist after a second election is called, the incumbent Board shall
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be allowed to continue in a hold-over capacity until their successors are elected and qualified for
the next term.
Section 56. Election Protests. Election protests shall be in writing and must be filed
before the Election Committee within five (5) days after the proclamation of the winning
candidates, specifically stating the grounds thereof, except in issues of qualification or
disqualification of candidates and/or voters, in which case it may be filed within three (3) days
from the discovery thereof.
The Election Committee shall decide on the controversy brought before it within the non-
extendible period of five (5) days from the receipt of the protest.
If the complainant or protestant is dissatisfied with the decision of the Election Committee,
he/she may file an election protest or complaint before the proper Regional Adjudication Branch
of the HSAC pursuant to its Rules of Procedure.
ARTICLE X
FINANCIAL TRANSACTIONS AND OTHER RECORDS
Section 57. Contracts – The Board shall, by specific resolution, authorize the President
to enter into and execute any contract and deliver any instrument in the name or in behalf of the
association.
Section 58. Signing of Checks, etc. – All checks, drafts, or other orders for payment of
money, and all notes, bond or other evidence of indebtedness issued in the name of the
association shall be signed jointly by the treasurer and the president or other officers authorized
by the Board.
Section 59. The association shall observe the following with regard to its funds,
financial and other records:
a. The association or its managing agent shall keep financial and other records sufficiently
detailed to enable the association to fully declare to each member the true statement of its
financial status. All financial and other records of the association including, but not limited
to, checks, bank records and invoices, in whatever form these are kept, are the property of
the association.
b. A financial statement of the association shall be prepared annually by the treasurer, attested
to by the chairperson of the Board or the president, and audited by the auditor and/or an
independent certified public accountant within ninety (90) days from the end of the
accounting period. The financial statement shall be posted in the association office, bulletin
boards, and other conspicuous places within the subdivision/village or community, and
shall be submitted to the DHSUD; and
c. The funds of the association shall be kept and deposited in bank accounts in the name of
the association and shall not be joined or commingled with the fund of any other
association, trustee/director, officer or any other person responsible for the custody of such
funds.
Section 60. Fiscal Year. – The fiscal year of the association shall begin on the first day of
January and end on the last day of December of each year.
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ARTICLE XI
MISCELLANEOUS PROVISIONS
Section 61. Policies, Rules and Regulations – The Board shall have the power to
promulgate policies, rules and regulations consistent with the laws, and pertinent rules and
regulations subject to consultation and ratification of the majority of the members regardless of
standing.
Section 62. Amendment. This Bylaws or any portion or provision thereof may be
amended or repealed by majority vote of all members of the association regardless of standing at
a duly called and held regular or special meeting, provided, the notice of such meeting shall
contain a fair statement of the proposed amendments.
Adopted and approved by the interim Board and majority of all the members of the
association on _____April 3,2023_____ at _P-2 Comawas, Bislig City, Surigao Del Sur _ .
Velasquez
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SIGNED IN THE PRESENCE OF:
ACKNOWLEDGMENT
BEFORE ME, this __3___ day of _April _2023____, at _P-2 Comawas Bislig City,
SDS_____, personally appeared and exhibiting to me their respective identification cards:
known to me to be the same persons who executed the foregoing Bylaws consisting of
____Fourteen ____ ( __14__ ) pages, including this page, and who acknowledged to me that
the same is their true and voluntary act and deed.
WITNESS MY HAND SEAL on the day and place first above mentioned.
NOTARY PUBLIC
Doc. No. _______;
Page No. _______;
Book No. _______;
Series of _______.
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