10/04/2023
MOUNTAIN LAKE FISHING AND BOATING CLUB
MOUNTAIN REST, SOUTH CAROLINA
Updated October 2023
ARTICLE I
I.1 The name of this Corporation shall be Mountain Lake Fishing and Boating Club. It is a non-profit corporation with its headquarters or location at Mountain Rest, SC. The Secretary of the Club shall designate the official mailing address at the time due bills are mailed in January of each year.
I.2 The purpose of this Corporation is to own, operate, maintain and preserve a lake (Lake Becky, sometimes called the “Lake”) for swimming, boating, fishing, propagation of fish and waterfowl and other similar recreational uses, and to promote water safety and security in boating and swimming. If, or in the event, the corporation should cease to operate and surrender
its charter, then in that event, any assets or property owned by the corporation shall be conveyed and distributed to a non-profit corporation, within the meaning of the Internal Revenue Code in existence and effective at the date of such transfer.
I.3 Definitions:
a. The “Governing Documents” of the Corporation are its Articles of Incorporation, these Bylaws and the Rules.
b. A “Member” is a person who qualifies as a member pursuant to the provisions of Article II.1. hereof.
c. “Member Household” means:
1. Either
(A) The Member; and
(B) The Member’s spouse, or if unmarried, one Significant Other; and
(C) Any persons related to the Member or the Member’s spouse, or if unmarried, one Significant Other, by blood, adoption, or marriage, within the 4th degree of consanguinity, and living with the Member on a fulltime basis; and
(D) Any persons 18 years of age or younger in the legal custody of the Member or spouse, or if unmarried, one Significant Other, who are living with the Member on a fulltime basis; and
(E) The unmarried children of the Member, or spouse, or if unmarried, one Significant Other, who are 24 years of age or younger, whether or not they are living with the Member on a fulltime basis; or
2. If the Member’s lot is occupied as a single family residence by a group of not more than three (3) adult persons over the age of 18, all of whom reside together in the Lot on a permanent basis, and who do not otherwise have the characteristics of a Member Household, as set forth above, then those three (3) adult persons shall be considered to constitute a Member Household; and
3. Immediate Family Member is defined as someone who does not qualify as being included as a Member Househould but shall include parents, siblings, spouse, children, grandchildren, aunts and uncles.
d. The “Rules” are the rules adopted by the Corporation in accordance with the provisions of these Bylaws or otherwise under prevailing law.
e. “Privileges of Membership” are as follows:
1. The “Voting Privilege” is the right to vote on Membership Issues.
2. The “Lake Use Privilege” is the right to use the Lake;
3. The Corporation Participation Privilege is the right to serve as an officer director, or committee member of the Corporation.
e. “Special Voting Procedure” shall mean the following:
1. Unless otherwise required by law or other provisions of these Bylaws, any action that may be taken at any annual, regular, or special meeting of Members may be taken without a meeting if the Corporation delivers a written ballot to every Member entitled to vote on the matter. Written notice describing the matter to be voted upon, a ballot and other material necessary to insure voting control and Member privacy (the “Voting Materials”) shall be delivered to all Members eligible to vote not less than twenty (20) days, nor more than forty (40) days before the date established by the Board for counting votes. Notice and delivery of Voting Materials to Members shall be deemed complete and delivered five (5) days after having been deposited in the United States Mail, first class mail, with appropriate and necessary postage affixed, addressed to the Member at his or her address as it appears on the records of the Corporation. Members shall cast their votes by marking and returning the ballots as instructed therein.
2. A written ballot shall:
(a) set forth each proposed action; and
(b) provide an opportunity to vote for or against each proposed action.
3. Approval by written ballot pursuant to this section is valid only when the number of votes cast by written ballot equals or exceeds the quorum required to be present at a meeting authorizing the action, and the number of approvals equals or exceeds the number of votes that would be required to approve the matter at a meeting at which the total number of votes cast was the same as the number of votes cast by ballot.
4. All requests for votes by written ballot shall:
(a) indicate the number of responses needed to meet the quorum requirements;
(b) state the percentage of approvals necessary to approve each matter other than election of directors; and
(c) specify the time by which a ballot must be received by the Corporation in order to be counted.
5. A written ballot may not be revoked after it is submitted.
6. Members shall cast their vote subject to their voting rights as defined herein. They shall record their vote by marking and returning the ballot as instructed thereon. Specific voting instructions and materials shall insure that only ballots from eligible voters are counted.
7. Ballots marked and returned in accordance with instructions shall be counted, and totals certified, by the Board or by a committee of Members appointed by the Board.
8. Unless otherwise required by the Declaration, these Bylaws, or applicable law, a quorum shall be represented by majority of the votes entitled to be cast on a matter.
9. The Board may adopt rules to regulate voting as to matters not covered herein.
f. “Tenant Household” means:
1. Either
(A) The Tenant; and
(B) The Tenant’s spouse, or if unmarried, one Significant Other; and
(C) Any persons related to the Tenant or the Tenant’s spouse, or if unmarried, one Significant Other, by blood, adoption, or marriage, within the 4th degree of consanguinity, and living with the Tenant on a fulltime basis; and
(D) Any persons 18 years of age or younger in the legal custody of the Tenant or spouse, or if unmarried, one Significant Other, who are living with the Tenant on a fulltime basis; and
(E) The unmarried children of the Tenant, or spouse, or if unmarried, one Significant Other, who are 24 years of age or younger, whether or not they are living with the Tenant on a fulltime basis; or
2. If the Member’s lot is occupied as a single family residence by tenants composed of a group of not more than three (3) adult persons over the age of 18, all of whom reside together in the Lot on a permanent basis, and who do not otherwise have the characteristics of a Tenant Household, as set forth above, then those three (3) adult persons shall be considered to constitute the Tenant Household; and
G. “Vote of the Members” or “Vote of the Corporation”: Unless the context otherwise requires, means approved or ratified by the Members entitled to vote on the issue through the affirmative vote of a majority of the votes cast (or affirmative vote of any higher percentage of votes cast as required by specified types of Member action by the Bylaws, the Declaration or applicable law) and the affirmative vote of any required percentage of any class, as required for specified types of Member action by these Bylaws, the Declaration or applicable law, of either
1. the Members represented and voting at a duly held meeting at which a quorum is present; or
2. a written ballot or written consent in conformity with the Special Voting Procedure defined herein.
In the event that the Governing Documents require action or approval by a specified percentage Vote of the Members, i.e. “by a majority Vote of the Members,” then such action or approval shall be deemed to have been given upon the affirmative vote of the Members representing the required percentage of votes cast, attending the duly called meeting and entitled to vote on the question, or upon the approval by the Members representing such required percentage of votes cast voting through the Special Voting Procedure and entitled to vote on the question, as applicable.
ARTICLE II
II.1 The membership in the organization is limited to the following:
A. The owner of any property touching the lake with a minimum of 100’ of waterfront, or
B. Those current on all dues, penalties, and assessments as of December 31, 2019.
II.2 Membership in this organization shall be limited to (l) membership per property owner. No Member owning or controlling more than one (l) lot or tract shall have more than a single vote. Privileges of Membership shall be limited to Member’s spouse and children, or other family members that are resident in the household of the Member.
II.3 Any property owner joining after the purchase or inheritance of property from a property owner not in good standing will be required to pay a re-instatement fee of $1,000.00, plus any penalties or assessments that were accrued as outlined herein.
Effective January l, 2020, annual dues shall be $200.00 for all members. Bills for dues will be sent by February 1st of each year. Any Member whose dues are not paid by March 1st of each year shall be deemed to be late, and a $5.00 penalty will be assessed. A second notice of dues will be sent by March l5th of each year to all unpaid members. If the dues are not paid by April 15th of that year, the membership shall be deemed forfeited, and a $50.00 dollar penalty must be paid in order to rejoin. A forfeited membership will accrue a $50.00 per year penalty fee for each year that the membership is not maintained. After one year of forfeited membership (December 31st of the forfeiture year), the $1,000 re- instatement fee plus the $50 per year penalty for each year of forfeiture will be imposed to regain membership. Dues and fees assessed by the Club can only be changed by a mailed ballot to all members. A simple majority vote of returned ballots will be required.
Any property owner whose membership is forfeited may be subject to due process in a court of law. This may result in the removal of any structures or appurtenances that are afloat in the lake, or built on the lakebed or properties owned by the Club. Should it be necessary to take legal action, the defendant shall be responsible for all legal costs incurred by the Club.
II.4 Funds collected by the Club shall be used for the administration of the organization, to pay for the patrolling of the lake and properties, to pay for the maintenance of the lake, the dam, and the spillway, to pay for the cost of stocking fish, or for any other programs or purposes deemed to be in the best interest of the Club members by the Board of Directors. Special assessments necessary for any occasional major capital maintenance items may be levied by the Board as necessary, upon approval by a majority vote of the membership at a duly called meeting. Written notice of any special assessments must be provided to the entire membership at least two (2) weeks prior to the formal action being taken.
In no event shall any funds, fees, or monies collected by the Club be used in any manner to influence legislation, or any other prohibited act as defined by Section 501(c)(7) IRS Code l986, as amended, and no part of any earnings of said Corporation shall inure to the benefit of any shareholder or member thereof.
II.5 Should a Member in good standing lease his property; he may request in writing that his membership privileges be extended to his tenant. A lease is defined here as a written agreement in which the Member of a property allows use of the property for a period of six months or more. A majority vote of the Board of Directors is required to approve such extension of privileges. Once such approval is given, the Member must maintain his membership in good standing, and shall maintain the responsibility for seeing that his tenant conforms to the Rules of the Lake dues, but shall be a non-voting Member. Anyone leasing from a Member not in good standing may not exercise the privileges of the Club until the Member again becomes a paid Member in good standing and requests and receives Board approval as outlined above.
II.6 1. An Immediate Family Member, not residing in the Member’s home may use the lake as allowed and directed by the Member who assumes full responsibility for ensuring that said Family Member complies with all Governing Documents and the Member shall be responsible for any violation of said Governing Documents and any resulting fines or damages of any kind resulting therefrom.
2.A Social Guest is a short-term, non-paying visitor of a Member at the Member’s home. If a Member desires to permit their Social Guest(s) to use the Lake, said use shall be in compliance with all Governing Documents and the Member shall be responsible for any violation of said governing Documents and any resulting fines or damages of any kind resulting therefrom.
3. Any Member who owns property on or around Lake Becky, which does not qualify for Lake Privileges, may not permit any Renters to use the Lake for any purpose.
4.Any Member owning property not on Lake Becky but which in its deed was granted valid Lake Rights, is entitled to only one (1) Lake Membership irrespective of subsequent subdivision of the original parcel.
II.7 Short-term Renters/Guests of the lake will be defined as anyone renting or leasing a property from a lake Member for a period of time less than six months in duration. Members that plan to lease or rent on a short-term basis must:
1. Notify the board in writing that they intend on renting their property.
2. Use a reputable company/site such as VRBO, Airbnb, HomeAway, or other similar company;
3. Purchase and provide proof of additional liability insurance coverage in the amount of $300,000, and must list the Lake Corporation as Additional Insured.
The Short-term Renters/Guests shall be obligated to follow all the current Governing Documents, plus the Short-Term Guest Rules. Short-term Renters/Guests and are expressly prohibited from bringing any personal/outside watercraft onto the lake and are prohibited from operating on the Lake motorized watercraft of any type, gas or electric. Failure of the Member to avoid Short-Term a renter’s misuse of the lake will result in Member being responsible for any fines and/or damages of any kind resulting from said misuse or violation of the Governing Documents.
The Board may take several different actions on misuse of the Lake or violation of Governing Documents pursuant to this provision, depending on the severity and any repercussions resulting from said misuse of the Lake and/or violation of Governing Documents. The Board may take emergency action to address any emergencies created by misuse of the Lake or violation of governing Documents and actions permitted hereunder shall include when reasonable appropriate:
- Written warning(s) with appropriate details and any needed corrective action.
- The issuance of fines appropriate to the misuse and/or violation being addressed, not to exceed $350 per incident.
- The Board may revoke Lake Privileges of the Member depending on the severity of the misuse of the Lake and/or violation of the Governing Documents. In so doing, the board shall act reasonably and shall document and record any and all votes related to said suspension and the reasons therefor.
4. The Board may elect to restore privileges for the Member, if the Member creates an action plan to control issue, and/or the property is sold to a new Member.
5. The Board must at the Member’s request, hold a meeting with the Member within 30 days of any action that puts Lake rights in jeopardy or revokes them to allow Member to contest said Board action.
Members who rent their property to Short-Term guest must pay an additional annual fee. The fee will be equal to 4 times the current standard membership fee for the Lake Corporation. (Note: The current fee is $100, so Members of Short-Term rentals would pay $400, if the fee is raised to $200, then Members will pay $800). Additional fees above the then standard dues, raised by the Members who rent shall be split in half into two funds:
1. Dam emergency fund which would help fund dam repairs.
2. Special lake projects, such as clean up, stocking, liming, aerating, etc. Any special project(s) can be brought up and voted on by attending members at the July board meeting.
Members who rent their property for the week of Fourth of July, shall not allow their renters to access the Lake for any purpose during that week. Members shall obtain in writing from their Renters, written agreement that they understand this limitation and accept it.
ARTICLE III
III The annual meeting of the Mountain Lake Fishing and Boating Club shall be held at a site designated by the President, and shall be held during the month of July each year. The Secretary of the Club will provide two (2) weeks advance notice in writing to the last known mailing address of each Member. Election of officers for the following year shall be held at the Annual Meeting.
ARTICLE IV
IV.1 The Club shall be governed by a Board of Directors consisting of seven (7) Directors duly elected at the Annual Meeting of the corporation, by the current members in good standing, on a staggered three (3) year rotation. Should a vacancy occur in the Board of Directors prior to sixty (60) days from the date of the Annual Meeting, the Board of Directors shall, from the membership of the organization, fill such a vacancy by a majority vote of such Directors, and the person so selected shall serve until the next Annual Meeting. The Directors, upon election, shall select from their nnumber a President, a Vice- President, and a Secretary/Treasurer.
IV.2 Directors may succeed themselves upon re-nomination and re-election by the General Membership.
IV.3 The elected Director/Officers of the corporation may be removed from office by majority vote of the Membership at a duly called meeting when it is deemed to be in the best interest of the Club that such removal be affected.
ARTICLE V
V The organization, through its Directors and Officers, shall hold title to the lake property and promulgate such Rules as may be necessary and advisable for the operation, maintenance, preservation and control of the Lake property and water thereof. The Board shall act to regulate fishing, swimming, boating, and the use of the waters, and the care and management thereof, including the propagation and preservation of fish and waterfowl as may be deemed to the best interest of the members.
ARTICLE VI
VI The By-Laws herein set forth may be changed or amended by the following procedure.
A. There will be a called meeting prior to any voting for the purpose of discussion, input, and to answer questions. A minimum of two weeks’ notice shall be given to the Members prior to this called meeting.
B. Voting on amendments to these Bylaws shall be conducted by the Special Voting Procedure, as set forth as set forth in these Bylaws, to the extent not inconsistent with this Article.
C. Every Member in good standing will receive a ballot via regular first class mail. All ballots must be returned to the return address printed on the ballot within 30 days of the postmark date. Returned ballots will remain unopened until the due date.
C. Only those votes returned will be counted. Two volunteers from the association will open and count the ballots. The Board members will also count and the two totals must agree.
D. Approval by a majority Vote of the Members voting shall prevail.
ARTICLE VII
VII 1. The Board of Directors shall publish and distribute to the membership, after each Annual Meeting, a current publication of the Rules, and minutes of the Annual Meeting. Additionally, minutes of all Board of Director meetings will be distributed to members by email.
VII.2 A quorum for a general or special membership meeting for which proper notice has been given, the membership shall be one (1) Member, and all actions taken at such meeting(s) shall be duly acted upon by the vote of a majority of those persons present and voting.
VII.3 A quorum shall be necessary for actions by the Board of Directors, a quorum being a majority of the elected Directors present and voting.
ARTICLE VIII
VIII. COMPLIANCE AND ENFORCEMENT.
A. Enforcement.
1. The Corporation and each person to whose benefit these Bylaws inures may proceed at law or in equity to maintain any action for the enforcement or defense of any provisions of the Governing Documents, and if such party is successful, shall be entitled to recover reasonable expenses, including attorney’s fees, except that attorney’s fees may not be recovered from the Corporation. Additionally, if any Member, member of such Member household, or the tenant or guest of any of such persons, shall violate the Governing Documents, and the Corporation retains an attorney or otherwise incurs attorney’s fees, expenses or costs as a result of such violation, the Corporation shall be entitled to recover from such Member any attorney’s fees, expenses or costs incurred by the Corporation as a result of such violation, regardless of whether or not litigation is filed with respect to such violation.
2. The obligations and benefits prescribed by the Governing Documents shall be enforceable against any Member or other person whose activities bear a relation to the Lake (Lake Becky) when the aforesaid parties engage in activities (including omissions and failures to act) which constitute violations or attempts to violate or circumvent the covenants and restrictions set forth in these Bylaws or the Rules.
3. In all cases, the provisions of the Governing Documents shall be given that interpretation or construction which is most likely to result in the best operation, preservation, maintenance and security of the Lake for the benefit of the Lake Members.
4. All action which the Corporation is allowed to take under the Governing Documents shall be authorized actions of the Corporation if approved by the Board of Directors of the Corporation in the manner provided for in these Bylaws, unless the terms of these Bylaws provide otherwise.
5. Whenever the Corporation, is permitted by the Governing Documents to correct, repair, clean, preserve, clear out or do any action on the Lake or any Member’s property adjacent thereto, entering the property and taking such action shall not be deemed a trespass.
B. Remedies and Sanctions. Every Member and the occupants of a Member’s property, as well as to their respective tenants, guests, invitees, Member Households, Tenant Households, Short-term Renters/Guests, Social Guests, Immediate Family Members and contractors shall comply with the Governing Documents. The Board may impose sanctions for violating the Governing Documents, which may include, without limitation:
1. Suspending a Member’s Voting Privilege (the right to vote on Membership Issues), Lake Use Privileges (the right to use the Lake, and/or the Corporation Participation Privilege (the right to serve as a director, committee member of the Corporation). Any such suspension shall apply to all properties owned by such Member, and shall apply to the Member’s Member Household, the Tenant Household with respect to any Lots with Lake Rights owned by such Member and all Renters, Social Guests, and Immediate Family Members.
3. Exercising self-help or taking action to abate any violation of the Governing Documents in a non-emergency situation;
4. Requiring a Member, at its own expense, to remove any structure or improvement on the Lake adjacent to such Member’s Lot that violates Article V and to restore the Lot to its previous condition and, upon the Member’s failure to do so, the Board or its designee shall have the right to enter the property, remove the violation, and restore the property to substantially the same condition as previously existed. All costs incurred by the Corporation in connection with same shall be secured by a lien on Member’s Lot. Any such action shall not be deemed a trespass;
6. In addition, the Board may take the following enforcement procedures to ensure compliance with the Governing Documents: exercising self-help in any emergency situation (specifically including, but not limited to, the towing of boats that are in violation of the Rules; and bringing suit at law or in equity to enjoin any violation or to recover monetary damages or both;
7. Requiring any Member and/or any other person, including any contractor, subcontractor, agent, employee, or other invitee of a Member who fails to comply with the terms and provisions of the Governing Documents, to reimburse the Corporation for any costs incurred by the Corporation in enforcing the Governing Documents.
C. All remedies set forth in the Governing Documents shall be cumulative of any remedies available at law or in equity. In any action to enforce the Governing Documents, if the Corporation prevails, it shall be entitled to recover all costs, including, without limitation, attorneys’ fees, expenses of litigation and court costs, reasonably incurred in such action.
D. The decision to pursue enforcement action in any particular case shall be left to the Board’s discretion, except that the Board shall not be arbitrary or capricious in taking enforcement action. Without limiting the generality of the foregoing sentence, the Board may determine that, under the circumstances of a particular case:
1. The Corporation’s position is not strong enough to justify taking any or further action; or
2. The provision of the Governing Documents being enforced is inconsistent with applicable law; or
3. Although a technical violation may exist or may have occurred, it is not of such a material nature as to be objectionable to a reasonable person or to justify expending the Corporation’s resources; or
4. That it is not in the Corporation’s best interests, based upon hardship, expense, or other reasonable criteria, to pursue enforcement action.
Such a decision shall not be construed a waiver of the Corporation’s right to enforce such provision at a later time or under other circumstances, or preclude the Corporation from enforcing any other requirement, covenant or Rule.
E. Cumulative Rights. Remedies specified herein are cumulative and any specifications of them shall not be taken to preclude an aggrieved party’s resort to any other remedy at law or in equity. No delay or failure on the part of any aggrieved party to invoke an available remedy in respect to a violation of any provision of the Governing Documents shall be held to be a waiver of any right available to him upon the recurrence or continuance of said violation or the occurrence of a different violation.
ARTICLE IX
IX.1 Emergency Response Team
The Club hereby establishes an Emergency Response Team, composed of five (5) members appointed by the Board of Directors. The purpose of the Team is to respond to various emergencies that may arise due to weather conditions, dam/spillway conditions, actions required by DHEC, etc. which may result in the necessity of opening the intake structure valves to affect an emergency lowering of the lake.
IX.2 The Team members will be appointed by the Board of Directors to fill a term of one (l) year.
IX.3 The Team will have the authority and responsibility to call on other members to assist them when the need arises. All actions taken will be under the guidance and responsibility of the Team.
IX.4 The Team will be called upon by the Board of Directors to attend Board meetings when deemed necessary by the Board to explain any emergency actions taken, and the results of those actions.
IX.5 Any vacancy on the Team shall be filled by the appointment of a new Team member by the Board of Directors.
ARTICLE X
X.1 Record of Members and Owners – The Secretary of the Corporation or designee shall maintain a current roll of Members by address. The Owner(s), including the purchaser of any Lot, are also responsible for promptly notifying the Secretary of the sale of the Lot, any change of address of such Owner, and/or any change of residential status. the Corporation shall use such address for all notices to the Owner. If such notice is not so provided, the Corporation may determine a notice address for such Owner in the Corporation’s sole discretion, and notice sent to any Owner at the address so determined by the Corporation shall be deemed properly given to the Owner. This record of Owners and designated representatives shall be available for inspection for non-commercial purposes at the the Corporation office at reasonable times by any Member. Copies and mailing labels may be obtained for non-commercial purposes at cost.
X.2. Fiscal Year . The fiscal year of the Corporation shall be the calendar year.
X.3 Notices. Without limiting the provisions of S.C. Code Ann. §33-31-141 (1976), the Corporation may give notices or provide documents to Members and others who are bound by the Declaration and these Bylaws as follows:
1. Notice may be oral or written.
2. Notice may be communicated in person; by video on website, by telephone, facsimile transmission (FAX), email, or other form of wire or wireless communication; or by mail or private carrier. If these forms of personal notice are impracticable, notice may be communicated by publishing same in Keowee Key’s community newspaper, the Scuttlebutt.
3. Oral notice is permissible if reasonable under the circumstances and is effective when communicated if communicated in a comprehensible manner. Oral notice also includes notice through broadcast transmission.
4. Written notice, if in a comprehensible form, is effective at the earliest or the following:
(a) when received;
(b) five (5) days after its deposit in the United States mail, if mailed correctly addressed with first class postage affixed.
(c) fifteen (15) days after its deposit in the United States mail, if mailed correctly addressed and with other than first class, registered, or certified postage affixed;
(d) on the date shown on the return receipt, if sent by registered or certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee;
(e) If the notice or document is sent by a recognized overnight delivery service (including, but not limited to, Federal Express or the United States Postal Service Express Mail) in accordance with the provisions of this subparagraph, such notice shall be deemed given on the next business day after same is delivered to such overnight delivery service, properly addressed, delivery charges paid or account charge accepted, with instructions that said notice shall be delivered by a “next day” method of delivery. Any such overnight delivery service must offer guaranteed “next day” delivery in order to be acceptable.
(f) Without limiting any other method of determining a proper address for any person, a proper address for giving notice by the Corporation to a Member or other person who is bound by the Protective Covenants and/or Bylaws shall include any one or more of the following:
(i) Any such notice or mailing with respect to which the recipient is a Member or a member of a Member Household shall be deemed to be properly addressed if sent to the recipient at the address maintained by the Corporation for the Designated Member on the Corporation’s records, pursuant to Bylaw III.A.6.; and/or
(ii) Any notice or mailing with respect to which the recipient is a Designated Tenant or a member of a Tenant Household shall be deemed to be properly addressed if sent to the recipient at the street address of the property being rented or leased;