THRID AMENDMENT TO
DECLARATION OF COVENANTS AND RESTRICTIONS
FOR WESTFIELD WOODS
Third Amendment to Declaration of Covenants and
Restrictions For Westfield
This Third Amendment is made on this 11th day of October 2001 by
the Westfield Woods Community
Association hereinafter referred to as the "Association".
3028 Highway K, PMB 589,
Declaration of Covenants and Restrictions for
Woods was previously recorded on August 17, 1995, in Book 1770 at Pages
First Amendment to the Declaration of Covenants and Restrictions for Westfield Woods was previously recorded on May
28, 1998, in Book 2079, at Pages 1721-1722; and
Second Amendment to the Declaration of Covenants and Restrictions for
Westfield Woods was previously recorded on April 19, 1999, in Book 2238,
at page 363-364; and
Declarations provide in Article IX, Section 5, that those Declarations
may be amended by an instrument signed by the Association pursuant to a
resolution passed and approving said amendment by a majority of the
record owners of the fee simple title of the lots of record at the time
the amendment is proposed; and
October 11, 2001, a majority of record owners cast their votes in favor
of the following amendments,
THEREFORE, the Association amends the above-referenced Declaration of
Covenants and Restrictions as follows:
The following definitions are in
addition to the current definitions.
i) "Good Standing" shall mean an "Owner" who has
no outstanding financial obligation to the Westfield Woods Community Association.
This shall include all Assessments (Article IV) and Penalties
j) "Proxies" used in the C&R's must be in
writing, from an "Owner" in good standing, and for the specific subjects
listed on the published agenda.
The proxy must state the name of the person issuing the proxy,
the person to whom issued, and the subjects covered by the proxy.
No "Owner" shall be allowed to vote more than three (3) proxies.
Article V is a complete rewrite.
Composition of Board of Directors:
1. The Board of Directors shall
consist of three (3) "owners".
Each owner (Director)
must be in "Good Standing" during
his or her term. The three
positions will be President, Secretary and Treasurer.
2. The President shall preside over
all meetings of the Board of Directors and of the voting members.
The Secretary shall keep minutes of all meetings of the Board of
Directors and of the voting members and in general perform all duties
incident to the office of Secretary.
The Treasurer shall keep all financial records and books of
Nomination of Board of Directors:
1. The President shall call the
Annual Meeting, duly announced in accordance
Section (8) in this Article, with the "Nomination of Board of Directors"
published on the agenda.
2. Each owner in good standing may
nominate one (1) candidate for the office of President, Secretary and
Treasurer during the meeting or by "Proxy".
3. The nominator shall be
responsible for determination of the nominee’s willingness to serve
prior to nomination.
4. The member must declare their
willingness to serve in writing to the President prior to the
adjournment of the annual meeting in ordered to appear on the election ballot.
A declaration by e-mail or letter of willingness-to-serve on the
nomination ballot will be acceptable.
5. The President will call for the
nomination and then a vote of each office, starting with the President
then the Secretary and then the Treasurer.
Each "Owner" present will have one vote.
Any "Owner" will also be able to vote their proxies.
The names of the three (3) nominees for each elective office
receiving the most votes shall be placed on the election ballot for use
in Section 3 in this Article.
6. Once an owner has been nominated
to an office, that owner will not be allowed to be the nominee for the
1. The Secretary shall cause
election balloting notices to be mailed with the names of the nominees
from Section 2 in this Article to all of the registered lot owners
within 7 days of the "Annual Meeting".
The due date of the ballots will be 21 days after the "Annual
Meeting". The election balloting notice shall list the names of the
nominees for each elective office in alphabetical order. Each "Owner" in
good standing may vote for one (1) candidate for each elective office
and the successful candidate for each office shall be that eligible
candidate receiving the greatest number of election votes. Nothing
herein shall prohibit the write-in and election of an eligible "Owner"
for elective office. In the
event of a tie vote, straws will be drawn to determine the winning
2. The results of the election will
be posted in the Westfield Woods Community
Effective with the election of
Directors to take office on January 1, 2002 the newly elected Directors
shall be elected to serve staggered terms of three (3) years, two (2)
years and one (1) year. In
this 2002 election, nominations for the specific offices of President,
Secretary and Treasurer will be ordered.
The newly elected President will serve a three (3) year term, the
newly elected Secretary will serve a two (2) year term and the newly
elected Treasurer will serve a one (1) year term. Thereafter, an
election shall be held each year electing one Director for a three (3)
year term to replace the Director whose term is expiring.
If a Board Member resigns his/her
position, the remaining Board Members shall call a Meeting for the
purpose of electing a replacement Board Member.
This meeting must be called within 21 days of the resignation.
Sections 2 and 3 in this Article will be used to nominate and
elect the vacant Board Member position with the exception of the meeting
Any "Owner" may request the Board
of Directors to hold a Meeting of "Owners" for the purpose of a Board
Member Recall. The Board
must hold the meeting within 90 days of such request.
Owners present at the Board Meeting, which has been called to
consider, among other things, a recall, by a majority vote of the
"Owners" in good standing that are present, and/or valid proxies, may
request the Board to initiate and circulate a ballot among the "Owners"
for the removal of a Board Member.
If the recall request is approved, the Board of Directors must
complete the recall balloting within 21 days of the meeting.
Such ballots shall be validated and tallied under the supervision
of the other two
(2) Board Members who shall certify the results and notify the
Association. In the event of a
successful recall, the remaining Board Members shall hold an
election to replace the vacant
Board position as stated in Section 6 in this Article.
The Board of Directors shall call for an annual meeting of the
Owners on the second
Thursday of October of each and every year.
IN WITNESS WHEREOF, Bruce Taylor, Secretary, of the Westfield
Association causes this Third Amendment to Declaration of
Westfield Woods to be executed on this __________ day of
State of Missouri
County of St. Charles
__________ day of
__________________ , 2002 before me personally
appeared Bruce Taylor, who, being by me duly sworn did say that
he is Secretary of the
Westfield Woods Community Association and authorized to execute
the foregoing instrument,
and has acknowledged that he has executed the same as his free act and
WHEREOF, I hereunto set my hand and affixed my official seal in
the county and state aforesaid, the day and year first above