STONE FALLS
Covenants and Restrictions
The covenants and restrictions hereinafter set out are to run with the land and shall be binding
upon all the parties and all persons owning lots in Stone Falls, or claiming under them.
If the owners of such lots or any of them, or their heirs or assigns, shall violate any of the
covenants and/or restrictions hereinafter set out, it shall be lawful for any other person owning
real property situated in such subdivision, to prosecute any proceedings at law or in equity
against the person or persons violating any or such covenants and either to prevent them from so
doing or to recover damages for such violation, or both.
A. RESTRICTIONS
B. During the initial construction, the Grantor reserves the right to all streets, drives,
boulevards, and other roadways, and all easements as it relates to the construction
activities of all public improvements, house construction, parking and storage of
construction vehicles as well as the proper movement of traffic.
C. Grantor dedicates the utility easements and rights of way shown on the recorded plat of
the subdivision for the construction, addition, maintenance and operation of all public
utility systems now or hereafter deemed necessary by Grantor for all public utility
purposes, including systems of electric light and power supply, telephone service, gas
supply, water supply and sewer services. Such systems shall also include systems for
utilization of services resulting from advances in science and technology.
D. Grantor reserves the right to impose further restrictions and dedicate additional
easements and roadway rights of way, if requested by the Greene County Planning
Commission and subject to the Greene County Subdivision Regulations, with respect to
such lots which have not been sold by Grantor, by instrument recorded in the Office of
the County Recorder of Greene County or by express provisions in conveyances.
E. Subject to the foregoing, Grantor hereby DEDICATES TO THE USE OF THE PUBLIC all
streets, drives, boulevards and other roadways, and all easements shown on the
recorded plat or the subdivision.
F. Grantor reserves the right to make minor changes in and additions to all easements for
the purposes of most efficiently and economically installing utility systems subject to the
City of Beavercreek Subdivision Regulations.
G. Neither Grantor nor any utility company using the utility easements shall be liable for any
damage done by them or their assigns, their agents, employees or servants, to
shrubbery, trees, flowers or other property of the owner situated on the land covered by
said easements.
H. It is expressly agreed and understood that the title conveyed by Grantor to any lot or
parcel of land in the subdivision be held or construed to include the title to the water, gas,
sewer, storm sewer, electric light, electric power, telegraph or telephone lines, poles or
conduits or any utility or appurtenances thereto constructed by or under Grantor or its
agents or public utility companies through, along or upon said easements or any part
thereof to serve said property or any other portions or the subdivision, and the right to
maintain, repair, sell or lease such lines, utilities and appurtenances to any municipality,
or other governmental agency or to any public service corporation or to any other party is
hereby expressly reserved by Grantor.
I. It is further expressly agreed and understood that an underground telephone cable
system will be installed in the subdivision. Each residence in the subdivision shall, at the
expense of the owner or builder of the residence, have a trench opened from the
residence to the utility easement across the lot upon which the residence is, being built,
for installation of a telephone service cable, and the owner or builder shall close the
trench after Installation of the cable. The exact location of trenches shall be designated
by the telephone company. Trenching, filling, conduit and other items to be performed or
provided by the owner or builder, shall comply with specifications provided by the
telephone company.
J. An underground electric distribution system will be installed in the part of Hickory Woods
Subdivision, with the exception of those lots backing up to already existing overhead
facilities. The owner of each lot in the Underground Residential Subdivision shall, at his
own cost, furnish, install, own and maintain (all in accordance with the requirements of
local governing authorities and the National Electrical Code) the underground service
cable and appurtenances from the point of the electric company’s metering on customer’s
structure to the point of attachment at such company’s installed transformers or
energized secondary junction boxes, such point of attachment to be made available by
the electric company at a point designated by such company at the property line of each
lot .
K. It is further expressly agreed and understood that Grantor, its successors and assigns
may use any of the lots in the subdivision for a sales office, a model home or model
homes, and parking related to such sales office and model homes. Any portion of the
subdivision, excluding streets, drives, boulevards and other roadways, as well as
esplanades, may be used for sales offices, sales purposes, guardhouses, and for other
purposes deemed proper by the Grantor.
L. Any area designated for the natural flow of surface water shall be at all times kept free
from any obstruction to such natural flow of surface water. In no case shall any
improvement alteration or construction upon such designated area be made without the
approval of the City of Beavercreek.
M. No change shall be made to the drainage structure(s) and improvements without first
obtaining review and approval from the City of Beavercreek Engineer or his designee,
who shall have the authority to come onsite to inspect any such improvements.
N. Silt fencing shall be used around each home site during construction for purposes of
erosion control in accordance with all Federal, State and Local Laws, Rules and
Regulations.
O. Geothermal systems, if any, are required to return ground water to the same level from
which it was obtained.
II. ADMINISTRATION
A. Grantor shall be responsible for the organization of an Ohio nonprofit corporation which
may be named “THE STONE FALLS OWNER’S ASSOCIATION”, hereinafter called the
“Association”, and for the appointment of an Architectural Standards Committee,
hereinafter called the “Committee”. The Association shall be governed by its Articles of
Incorporation and By-laws. Until such time as Grantor has sold all of the residential lots in
all Sections of Stone Falls, within the boundaries shown on the final plat of Stone Falls,
prepared by Oberer Development Co, Grantor shall name the Directors of the
Association and the Members of the Committee.
B. Grantor shall, upon the sale of Seventy-Five percent (75%) of all of the residential lots of
Stone Falls. but no later than the year 2004, issue memberships in the Association to the
owner of such lots as such owners are shown on its records. The members of the
Association shall thereupon and thereafter elect the Directors of the Association in
accordance with its Articles and By-laws; and the Association shall thereupon and
thereafter name the members of the Committee.
C. The Association shall function as the representative of the owners of the lots in the
subdivision for the purposes herein set out as well as for all other purposes consistent
with the creation and preservation of a first-class residential subdivision. The Association
shall, by way of illustration, enforce the Restrictions, act through the Committee to
approve or disapprove plans, publish architectural standards bulletins, and perform such
functions as herein provided for the Committee.
D. Grantor, the Association and the Committee, as well as their agents, employees and
architects, shall not be liable to any owner or any other party for any loss, claim or
demand asserted on account of their administration of these Restrictions and the
performance of their duties hereunder, or any failure or defect in such administration and
performance. These Restrictions can be altered or amended only as provided herein and
no person is authorized to grant exceptions or make representations contrary to these
Restrictions. No approval of Plans and Specifications shall ever be construed as
representing or implying that any lot is sufficient to be built upon in accord with said Plans
and Specifications. No approval of plans and specifications, and no publication of
architectural standards bulletins shall ever be construed as representing or implying that
such plans, specifications or standards will, if followed, result in a properly designed
residence. Such approvals and standards shall in no event be construed as representing
or guaranteeing that any residence will be built in a good, workmanlike manner. The
acceptance of a deed to a residential lot in the subdivision shall be deemed a covenant
and agreement on the part of the Grantee, and the Granter’s heirs, successors and
assigns, that the Grantor, the Association and the Committee, as well as their agents,
employees and architects, shall have no liability under these Restrictions except for willful
misdeeds.
E. No improvements of any kind or character whatsoever shall be erected, or the erection
thereof begun, or change made in the exterior design thereof after original construction,
of any residential lot in the subdivision until reviewed and approved by the appropriate
The City of Beavercreek staff (where applicable) and the complete plans and
specifications and a plot plan showing the location of the structure have been approved
by the Committee or its designated coordinating architect in accordance with the
following procedure:
1. Two (2) complete sets of plans and specifications shall be delivered to the
coordinating architect (or the Committee if there is no coordinating architect). Such plans
and specifications shall be reviewed as to quality of design workmanship and materials;
harmony with exterior design with existing or approved structures and location with
respect to topography and finish grade elevations.
2. If found to be in compliance with these restrictions, one set of plans and
specifications shall be returned to the owner or builder marked “Approved by Stone Falls
Architectural Standards Committee”. Such approval shall be dated and shall not be
effective for construction commenced more than six (6) months after such approval.
3. If found not to be in compliance with these restrictions, one set of such plans and
specifications shall be returned marked “Disapproved”. Disapproved plans and
specifications shall be accompanied by a reasonable statement of items found not to
comply with these restrictions.
4. If no action is taken on plans and specifications within sixty (60) days after their
delivery to the Coordinating Architect of Committee, they shall be deemed approved on
the sixtieth (60th) day after such delivery.
5. The Committee may require payment of a cash fee, not to exceed Fifty and no/100
Dollars ($50.00) to partially compensate for the expense of reviewing plans and
specifications, at the time they are submitted for review.
6. The Committee shall from time to time publish Architectural Standards Bulletins. A
copy of the Bulletin, in effect at the time, will be furnished to owners and builders on
request. Such Bulletins supplement these Restrictions and are hereby incorporated
herein by reference. They may make other and further provisions as to the approval and
disapproval of plans and specifications, prohibited materials and other matters relating to
the appearance, design and quality of improvements.
7. Any approvals herein given shall be subject to and limited by the provisions of II.D.
Hereof.
III. RESTRICTIONS
A. Residential Purpose
1. This subdivision shall be used for private single-family residences only, except for
realty sales previously stated in Section 1, Paragraph J.
2. Only one residence shall be constructed on each lot. This provision shall not,
however, prohibit the construction of a residence on a portion of two or more lots as
shown by the plat of the subdivision, provided such portion constitutes a private singlefamily
residence, subject to the City of Beavercreek Subdivision Regulations.
3. No building upon any lot may be permitted to fall into disrepair. Building must at all
times be kept in good condition, adequately painted or otherwise finished.
B. Building Sites and Construction
1. The living area of the main structure constructed as a one story residence on any
home site, exclusive of porches and garages, shall not be less than 1,500 square feet;
and in the case of any tri-Level residence not less than 1,600 square feet; and in the case
of a two story residence not less than 1,600 square feet of living area. No residence may
exceed two stories in height.
2. No garage may be greater in height or number of stories than the residence for which
it is built. Garages and driveways must be of sufficient size to accommodate not less than
two cars, and all garages must be attached to the main structure unless otherwise
approved by the Committee. Additionally all driveways will be of sufficient width to
accommodate two cars.
3. All appurtenances, including but not limited to, in-ground swimming pools and tennis
courts will not be constructed without the written consent of the Committee. Aboveground
swimming pools shall not be permitted.
4. No building shall be occupied during construction.
C. Building Locations
1. Residences on corner lots shall face the street from which the greater building line
setback is shown on the recorded plat, unless alternate facing is authorized by the
Committee and the applicable City of Beavercreek staff.
2. No building shall be located nearer the front line or nearer than the minimum building
setback line shown on the record plat.
3. All buildings erected shall provide a total of not less than twenty (20ð) feet side yard
space (both), with the minimum side yard space (single) of not less than ten (10ð) feet,
as required in City of Beavercreek.
D. Fences, Walls, Hedges and Landscaping
1. Any lot which is defined to be double fronting on a street or common area, or a corner
lot, shall submit to the Committee for its review, approval or approval with modification,
the fence design and site plan identifying the location of the proposed fence prior to
constructing said fencing. Chain link fencing shall not be permitted. Should a hedge,
shrub, tree, flower or other planting be so placed, or afterwards grown, so as to encroach
upon adjoining property, such encroachment shall be removed upon request of the owner
of adjoining property of the Stone Falls Owner’s Association. Should any encroachments
be upon a right-of- way or easement, it shall be removed promptly upon request of the
Stone Falls Owner’s Association and such encroachment is wholly at the risk, and
removal shall be solely at the expense of the owner.
2. No fence or hedge shall be permitted to extend nearer to any street than the
minimum building setback line or the front of the building, whichever is further from the
street.
3. Landscaping plans must be submitted within thirty (30) days after the completion of
the construction for approval by the Committee. All landscaping must be completed within
one hundred fifty (150) days after submitting.
E. Driveways
1. Driveway locations and specifications shall be approved by the Committee and meet
the City of Beavercreek Subdivision Regulations.
F. Walks
1. Sidewalks that are required within the public right-of-way shall be built to meet the
City of Beavercreek Subdivision Regulations.
G. Yard Lighting
1. Each residence shall have an electric light fixture on a pole or post in the front yard.
The fixture will have an electronic eye to operate for the outside environment. The design
and location of the yard light shall be, subject to the approval of the Committee.
H. Miscellaneous
1. No trash or other refuse shall be dumped on any vacant lot.
2. Grass and weeds shall be kept mowed to prevent unsightly appearances. Dead,
diseased, or damaged trees which might create a hazard to property or persons on any
lot or adjacent lot, shall be promptly removed or repaired, and if not removed by the
owners, then the Association may, but shall not be required to, remove such trees at the
Owner’s expense and shall not be liable for damage done in such removal.
(1) The Association may, but shall not be required to maintain any vacant lot to
prevent any unsightly appearances.
3. No activity may be carried on or allowed to exist upon any lot which may be noxious,
detrimental, or offensive to any other lot or to the occupants of any lot.
4. No animals, livestock or poultry of any kind, shall be raised, bred, kept, staked or
pastured on any lot, except that not more than a total or three (3) dogs, cats or other
household pets may be kept, provided they are not kept, bred, or maintained for any
commercial purpose.
5. No owner shall permit any thing or condition to exist upon his lot which shall induce,
breed, or harbor infectious plant diseases or noxious insects. Each owner shall keep all
shrubs, trees, hedges, grass and landscaping of every kind on his lot, including any
setback areas, areas between lot lines and street curb, neatly trimmed, properly
cultivated, and free of trash, weeds, and other unsightly material. No trees, hedges,
shrubs, or other landscaping shall be planted or permitted to remain on any lot unless the
foliage line is maintained at a proper height to prevent obstruction of safe cross-visibility
or traffic approaching an intersection or driveway. Easements for installation and
maintenance of utilities and drainage facilities are reserved as shown on the recorded
plat. The easement area of each lot and all improvements in it shall be maintained
continuously by the owner of the lot, except for those improvements for which a public
utility company or authority is responsible.
6. Each owner of a lot agrees for himself, his heirs, or successors in interest that he will
not in any way interfere with the established drainage pattern over his lot from adjoining
or other lots in said tract; and he will make adequate provisions for proper drainage in the
event it becomes necessary to change the established drainage over his lot. For the
purpose hereof, “established drainage” is defined as the drainage which occurred at the
time that the overall grading of said tract, including landscaping of any lots in said tract,
was completed by Grantor per the approved grading plan.
7. Each owner of a lot in the subdivision agrees for himself, his heirs, assigns, or
successors in interest that he will permit free access by owners of adjacent or adjoining
lots, when such access is essential for the maintenance of drainage facilities.
8. No exterior speaker, horn, whistle, bell or other sound device, except security devices
used exclusively for security purposes, shall be located, used, or placed upon a lot.
9. No signs or advertising device of any kind may be placed or kept on any lot other
than one name and/or number plate not exceeding seventy- two (72) square inches in
area and one sign for sale purposes not exceeding six (6) square feet in area. The latter
sign must be a sign furnished or approved by the Committee. Except being a permanent
entrance sign installed by the Grantor. Other signage must conform to applicable County
code.
10. No outside clothes lines or other outside clothes drying or airing facilities shall be
maintained except in an enclosed service area, not visible to the public.
11. No flag pole shall be permanently erected on any property unless approval has been
obtained in writing from the Committee.
12. No golf cart, tent, mobile home, trailer of any kind, or similar structure, and no truck,
camper, or boat shall be kept, placed, maintained, constructed, reconstructed or repaired,
other than in a garage. The doors of garages housing trucks, campers or boats shall be
kept closed at all times except for actual entry or exit. The provisions of this paragraph
shall not, however, apply to emergency vehicle repairs or temporary construction shelters
or facilities maintained during, and used exclusively in construction or repair connection
with the construction, reconstruction or repair of any work or improvements. The storage
location for a mobile home, trailer of any kind, truck camper, boat or mobile home, trailer
of any kind, truck, car or other recreational vehicle, on a residential lot, shall require the
review, approval, modification or denial by the Committee. These items must be located
behind the rearmost building line of the residence and in a fashion so that neither the
adjacent or neighboring properties will see the items from the front or side of their
properties.
13. No junk of any kind or character, or any accessories, parts or objects used with cars,
boats, buses, trucks, trailers, house trailers, or the like, shall be kept on any lot other than
in the garage.
14. No excavation, except such as is necessary for the construction of improvements,
shall be permitted, nor shall any well or hole of any kind be dug on this property without
the written consent of the Committee.
15. No radio or television signals nor any other form or electromagnetic radiation shall be
permitted to originate from any lot which may unreasonably interfere with the reception of
television or radio signals upon any other lot.
16. No lines, wires, or other devices for the communication or transmission of electric
current or power, including telephone, television and radio signals, shall be constructed,
placed, or maintained anywhere in or upon any lot other than within a building unless the
same shall be contained in conduits or cables constructed, placed and maintained
underground or concealed in or under buildings. Nothing herein contained, however, shall
prevent erection and use of temporary power or telephone services incident to the
construction of buildings or to restrict the overhead distribution or three-phase primary
power supply to the subdivision by the utility company.
17. Any building on the land that is destroyed partially or totally by fire, storm or any other
means shall be repaired or demolished within a reasonable period or time, and the land
restored to an orderly and attractive condition.
18. The invalidity, violation, abandonment or waiver of anyone or more of or any part of
the reservations, restrictions, or other provisions hereof, either as to all or any part of the
land shall not affect or impair the remaining reservations, restrictions or other
improvements hereof or parts thereof as to all the land.
19. No lot shall hereby be subdivided into parcels for additional residential purposes,
subject to the City of Beavercreek Subdivision Regulations.
20. No person shall install any pump, piping, device, apparatus, or other such system for
discharging sump pump effluent into a public right-of-way, or sanitary sewer without
approval of the City of Beavercreek Engineer.
21. No Free-standing radio tower or television antenna will be permitted. No television
antenna or radio tower shall be permitted to extend more than twelve (12) feet above the
ridge lines of the adjacent roof or the ridge line of the roof upon which it is constructed.
22. Satellite dish antennas may be permitted on a lot in Stone Falls subdivision provided
the maximum diameter is three (3’) feet or less and provided the Committee approves the
location of the unit. The location of the unit should be one that does not permit the unit to
be seen from the front yard by adjacent neighbors or neighbors across the street.
23. Storage sheds shall be permitted provided they are constructed of wood and painted
to match the primary structure (residence) and provided the roof is of the same material
and color as the roof on the primary structure (residence) and provided the location of the
shed is approved by the Committee.
24. Siding materials for the residence will be wood siding, wood product siding or vinyl in
a vertical or horizontal application. The use of aluminum siding is prohibited. Siding
materials to be used must be presented to the Committee for review and approval,
approval with modification or denial.
25. A designated mailbox is established for the development by the Committee. Each
builder will purchase and install the designated mailbox.
26. The Grantor (Developer. Declarant) reserves the right to make changes to these
Covenants and Restrictions if necessary to comply with F.H.A./V.A., Fannie Mae or
Freddie Mac Mortgage lending policies.
27. The Developer reserves the right to dictate or approve the design, color and
installation of mailboxes and supporting posts or structures. This authority will be
assumed by the Homeowners Association upon its organization.
28. Homeowners Association & Declarations: An Owner’s Association was created for
the purpose of maintaining the Common Area within the Stone Falls subdivision. Every
lot owner shall become a member of the association at the time of purchase of a lot in the
Stone Falls subdivision. The Owner’s Associations Articles of Incorporation, By-laws and
Declaration of Covenants, Conditions and Restrictions were recorded in Microfiche No.
___ of the Deed records of Greene County, Ohio
BY-LAWS OF STONE FALLS OWNERS ASSOCIATION
Article I. Name and Location
The name of the corporation is STONE FALLS OWNERS ASSOCIATION, hereinafter referred to as the “Association.” The principal office of the corporation shall be located in the City of Beavercreek, Greene County, Ohio, but meetings of Members and Trustees may be held at such places within the State of Ohio as may be designated by the Board of Trustees.
Article II. Definitions
Section 1. “Association” shall mean and refer to STONE FALLS OWNERS ASSOCIATION, its successors and assigns.
Section 2. “Property” shall mean and refer to that real property described or referenced in the Declaration of Covenants, Conditions, and Restrictions, and such additions thereto as may hereafter be brought within the jurisdiction of the Association in accordance with the provisions of said Declaration.
Section 3. "Common Area” shall mean all real property controlled by the Association.
Section 4. “Lot” shall mean and refer to the lots shown upon any recorded record plan of a subdivision of the properties with the exception of the Common Area. The term shall contemplate that the lot is improved with a single family detached home.
Section 5. “Owner” shall mean and refer to the record Owner, whether one or more persons or entities, of the fee simple title to any lot which is subdivided from a part of the properties, including contract sellers, but excluding those having such interest merely as security for the performance of an obligation.
Section 6. “Declarant” shall mean and refer to Oberer Development Co., its successors and assigns.
Section 7. “Declaration” shall mean and refer to the record Owner, whether one or more persons or entities, of the fee simple title to any lot which is subdivided from a part of the properties, including contract sellers, but excluding those having such interest merely as security for the performance of an obligation.
Section 8. “Member” shall mean and refer to those persons entitled to membership in the Association as provided in the Declaration.
Section 9. "Recorded" shall mean duly recorded in the Office of the Recorder of Greene County, Ohio, unless otherwise clearly indicated.
Article III. Meetings of Members
Section 1. Annual Meeting: The first annual meeting of the Members shall be held within one year from the date of Incorporation of the Association, and each subsequent regular annual meeting of the Members shall be held on the same day of the same month of each year thereafter, at the hour of 7:00 p .M. If the day for the annual meeting of the Members is a legal holiday, the meeting will be held at the same hour on the first day following which is not a legal holiday.
Section 2. Special Meetings: Special meetings of the Members may be called at any time by the President or by the Board of Trustees, or upon written request of the Members who are entitled to vote ONE-FOURTH (1/4th) of all of the membership votes. A special meeting may also be called by the Declarant.
Section 3. Notice of Meetings: Written notice of each meeting of the Members shall be given by, or at the direction of, the Secretary or person authorized to call the meeting, by mailing a copy of such notice at least 15 days before such meeting to each Member entitled to vote thereat, addressed to the Member's address last appearing on the books of the Association, or supplied by such Member to the Association for the purpose of notice. Such notice shall specify the place, day, and hour of the meeting, and in the case of a special meeting, the purpose of the meeting.
Section 4. Quorum: The presence at the meeting of Members entitled to cast, or of proxies entitled to cast the votes of the Developer (Class B member) and the majority of the votes of Class A members, shall constitute a quorum for any action except as otherwise provided in Articles of Incorporation, the Declaration, or these By-laws. If, however, such quorum shall not be present or represented at any meeting, the Members shall have the power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum as aforesaid shall be present or be represented. The Members at a duly organized meeting can continue to do business until adjournment, notwithstanding the withdrawal of the holders of enough shares to leave less than a quorum.
Section 5. Proxies: At all meetings of Members, each Member may vote in person or by proxy. All proxies shall be in writing and filed with the Secretary. Every proxy shall be revocable and shall automatically cease upon the conveyance by the Member of his lot.
Section 6. Notice and Quorum for Assessments: Written notice of any meeting called for the purpose of taking action concerning assessments as provided in the Declaration shall be sent to all Members not less than FIFTEEN (15) nor more than THIRTY (30) days in advance of the meeting. At the first such meeting called, the initial presence of Members or of proxies entitled to cast SIXTY PERCENT (60%) of all votes shall constitute a quorum. If the required quorum is not present at the commencement of the meeting, another meeting may be called subject to the same notice requirement, and the required quorum at the subsequent meeting shall be ONE-HALF (1/2) of the required quorum at the preceding meeting. No such subsequent meeting shall be held more than sixty (60) days following the preceding meeting. The Members present at a duly organized meeting can continue to do business until adjournment, notwithstanding the withdrawal of enough Members to leave less than a quorum.
Section 7. Suspension of Voting Privileges: No Member shall be eligible to vote or be elected to the Board of Trustees who is shown on the books of the Association to be more than THIRTY (30) days delinquent in the payment of any assessments due the Association.
Section 8. Voting: The Association shall have TOO (2) classes of voting membership; Class A Members and Class B Members. The Class A Members shall be all of the Owners, except the Developer, of lots upon which is constructed a single family detached home, and shall be entitled to ONE (1) vote for each such lot so owned. The Class B Member will be the Developer and shall be entitled to THREE (3) votes for each lot owned. The Class B Membership shall cease and be converted to a Class A Membership when the Class A Members' votes equal or exceed the Class B votes, or on December 31, 2004.
Article IV. Board of Trustees: Selection: Term of Office:
Section 1. Number: Initially the affairs of this Association shall be managed by a Board of THREE (3) Trustees, who need not be Members of the “Association”.
Section 2. Term of Office: At the first annual meeting the Members shall elect Three (3) Trustees for a term of ONE (1) year; at each annual meeting thereafter, the Members shall elect Trustees for a term of ONE (1) year.
Section 3. Removal: Any Trustee may be removed from the Board, with or without cause, by a majority vote of the Members of the Association. In the event of death, resignation or removal of a Trustee, on the vacancy of the office, his successor shall be selected by the remaining Members of the Board and the successor shall serve for the unexpired term of his predecessor.
Section 4. Compensation: No Trustee shall receive compensation for any service he may render to the Association. However, any Trustee may be reimbursed for his actual expenses incurred in the performance of his duties.
Section 5. Action Taken Without a Meeting: The Trustees shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the written approval of all of the Trustees. Any action so approved shall have the same effect as though taken at a meeting of the Trustees.
Article V. Nomination and Election of Trustees
Section 1. Nomination: Nomination for election to the Board of Trustees shall be made by a Nominating Committee. Nominations may also be made from the floor of the annual meeting. The Nominating Committee shall consist of a Chairman, who shall be a Member of the Board of Trustees, and two or more Members of the Association. The Nominating Committee shall be appointed by the Board of Trustees prior to each annual meeting of the Members, to serve from the close of such annual meeting until the close of the next annual meeting. The Nominating Committee shall make any such nominations for election to the Board of Trustees as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. Such nominations shall be made in a manner consistent with Article IV hereof.
Section 2. Election: Election to the Board of Trustees shall be by secret written ballot. At such election, the Members or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. The persons receiving the largest number of votes shall be elected. Cumulative voting is not permitted.
Section 3. Declarant's Trustees: As long as the Class Be membership exists, the Developer shall, at the annual meeting advise the Chairman of the meeting of the persons it desires to have appointed or elected as Trustees, not exceeding a majority of the whole Board, and any such persons shall be deemed elected Trustees of the Board. So long as the Class B Member exercises its prerogatives hereunder, it shall not cast its vote for the other nominees for Trustees.
Article VI. Meetings of Trustees
Section 1. Regular Meetings: Regular meetings of the Board of Trustees shall be held quarterly without notice, at such place and hour as may be fixed from time to time by resolution of the Board. Should said meeting fall upon a legal holiday, then the meeting shall be held at the same time on the next day which is not a legal holiday.
Section 2. Social Meetings: Special meetings of the Board of Trustees shall be held when called by the President of the Association, or by any two Trustees, after not less than THREE (3) days notice to each Trustee. Said notice requirement may be waived by any Trustee entitled thereto.
Section 3. Quorum: A majority of the number of Trustees shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of Trustees present at a duly held meeting at which a quorum is present shall be regarded as the act of the Board.
Article VII. Power and Duties of the Board of Trustees
Section 1. Powers: The Board of Trustees shall have power to:
(a) Adopt and publish rules and regulations governing the use of the Common Area, and the personal conduct of the Members and their guests thereon, and to establish penalties for the infraction thereof.
(b) Suspend the voting rights and any or all other of the rights and privileges of membership in the Association of a Member during any period in which such Member shall be in default in the payment of any assessment levied by the Association.
(c) Exercise for the Association all powers, duties and authority vested in or delegated to this Association and not reserved to the membership by other provisions of these By-laws, the Articles of Incorporation, or the Declaration.
(d) Declare the office of a Member of the Board of Trustees to be vacant in the event such member shall be absent from THREE (3) consecutive regular meetings of the Board of Trustees.
(e) Employ a manager, an independent contractor, or such other employees as they deem necessary, and to prescribe their duties.
Section 2. Duties: It shall be the duty of the Board of Trustees to:
(a) Cause to be kept a complete record of all its acts and corporate affairs and to present a statement thereof to the Members at the annual meeting of the Members, or at any special meeting when such statement is requested in writing by ONE-FOURTH (1/4th) of the Members who are entitled to vote.
(b) Supervise all officers, agents and employees of the Association, and to see that their duties are properly performed.
(c) As more fully provided in the Declaration, to:
(i) fix the amount of the annual assessment against each lot at least THIRTY (30) days in advance of each annual assessment period;
(ii) send written notice of each assessment to every Owner subject thereto at least THIRTY (30) days in advance of each annual assessment period; and
(iii) send written notice of each assessment to every Owner subject thereto at least THIRTY (30) days in advance of each annual assessment period; and
(iv) foreclose the lien against any property for which assessments are not paid within THIRTY (30) days after due date or to bring an action at law against the Owner personally obligated to pay the same.
(d) Issue, or to cause an appropriate Officer to issue, upon demand by any Member, a certificate setting forth whether or not any assessment has been paid. A reasonable charge may be made by the Board for the issuance of these certificates. If a certificate states an assessment has been paid, such certificate shall be conclusive evidence of such payment.
(e) Procure and maintain adequate liability and hazard insurance (if appropriate) on Property owned by the Association.
(f) Cause all Officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate.
(g) Cause the Common Area to be maintained.
(h) Perform the duties imposed on the Association by the Declaration and as permitted by the Non-Profit Corporation Act of the State of Ohio.
Article VIII. Officers and Their Duties
Section 1. Enumeration of Officers: The Officers of this Association shall be a President and Vice-President, who shall at all times be Members of the Board of Trustees, a Secretary, and a Treasurer, and such other Officers and the Board may from time to time by resolution create.
Section 2. Election of Officers: The election of Officers shall take place at the first meeting of the Board of Trustees following each annual meeting of the Members.
Section 3. Term: The Officers of this Association shall be elected annually by the Board and each shall hold office for ONE (1) year unless he shall sooner resign, or shall be removed or otherwise disqualified to serve.
Section 4. Special Appointments: The Board may appoint such other Officers as the affairs o the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine.
Section 5. Resignation and Removal: Any Officer may be removed from office with or without cause by a vote of all of the Members of the Board, with or without a meeting. Any Officer may resign at any time by giving written notice to the Boar, the President or the Secretary. Such resignations shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.
Section 6. Vacancies: A vacancy in any office may be filled by appointment by the Board. The Officer appointed to such vacancy shall serve for the remainder of the term of the Officer he replaces.
Section 7. Multiple Offices: The office of Secretary and Treasurer may be held by the same person. No person shall simultaneously hold more than one of any of the other offices except in the case of special offices created pursuant to Section 4 of this Article.
Section 8. Duties: The duties of the Officers are as follows:
(a) President: The President shall preside at all meetings of the Board of Trustees; shall see that orders and resolutions of the Board are carried out; shall sign all leases, mortgages, deeds and other written instruments and shall co-sign all promissory notes.
(b) Vice-President: The Vice-President shall act in the place and stead of the President in the event of his absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required of him by the Board.
(c) Secretary: The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the Members; serve notice of the meetings of the Board and of the Members; keep appropriate current records showing the Members of the Association together with their addresses, and shall perform such other duties as required by the Board.
(d) Treasurer: The Treasurer shall receive and deposit in appropriate bank accounts all monies of the Association and shall disburse such funds as directed by resolution of the Board of Trustees; shall co-sign all checks and promissory notes of the Association ( co-signing of checks shall be with any other officer as the Board of Trustees directs from time to time); keep proper books of account; cause an annual audit of the Association books to be made by a public accountant at the completion of each fiscal year; and shall prepare an annual budget and a statement of income and expenditures to be presented to the membership at its regular annual meeting, and deliver a copy of each to the Members.
Article IX. Committees
The Board of Trustees of the Association shall appoint such committees as they deem appropriate in carrying out the purpose of the Association.
Article X. Books and Records
The books, records and papers of the Association shall at all times, during reasonable business hours, be subject to inspection by any Member. The Declaration, the Articles of Incorporation and the By-Laws of the Association shall be available for inspection by any Member at the principle office of the Association, where copies may be purchased at reasonable cost.
Article XI. Assessments
As more fully provided in the Declaration, each Owner is obligated to pay to the Association assessments (Common Expenses) which are secured by a continuing lien upon the property against which assessment is made. Any assessments which are not paid when due, shall be delinquent. If the assessment is not paid within THIRTY (30) days after the due date, the assessment shall bear interest from the date of delinquency at the rate of TEN PERCENT (10%) per annum, and the Association may bring an action at law against the Owner personally obligated to pay the same or foreclose the Lien against the property , and interest, costs, and reasonable attorney's fees of any such action shall be added to the amount of such assessment. No Owner may waive or otherwise escape liability for the assessments provided for herein by non-use of the Common Area or abandonment of his lot.
Article XII. Indemnification Provisions
In addition to any other right or remedy to which the persons hereinafter described may be entitled, under the Articles of Incorporation, By-laws, Declaration, any other agreement, or by vote of the Members or otherwise, the Association shall indemnify any Trustee or Officer of the Association or former Trustee or Officer of the Association, who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of the fact that he or she is or was a Trustee or Office of the Association, against expenses (including attorney fees), judgment, fines and amounts paid in settlement actually and reasonable incurred by him or her in connection with such action, suit or proceeding if he or she acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interest of the Association, and with respect to any criminal action that was believed not to be unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon a plea of no contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith and in a manner which he or she reasonably believed to be in or not opposed to the best interest of the Association, and, with respect to any criminal action or proceeding, had reasonable cause to believe that his or her conduct was unlawful.
Article XIII. Corporate Seal
The Association shall not adopt a seal.
Article XIV. Amendments
Section 1. Vote: These By-laws may be amended, at a regular or special meeting of the Members, by a vote of a majority of a quorum of Members present in person or by proxy.
Section 2. Conflict with Declaration: In the case of any conflict between the Articles of Incorporation and these By-laws, the Articles shall control; and in the case of any conflict between the Declaration and these By-laws, the Declaration shall control.
Article XV. Fiscal Year
The fiscal year of the Association shall begin on the 1st day of January and end on the 31st day of December of every year, except that the first fiscal year shall begin on the date of incorporation.
IN WITNESS WHEREOF, we, being all of the Trustees of STONE FALLS OWNERS ASSOCIATION have hereunto set our hands this 17th day of December, 1996.
Amendments Voted on February, 25th, 2013
I All elected Trustee positions or volunteers for the roles of President, Vice President, Treasurer and Secretary for the Stone Falls Homeowner Association are required to be a homeowner of record residing in the Stone Falls sub-division as their primary residence. Furthermore, all committee members are also required to be homeowners of record living in Stone Falls as their primary residence.
If a current member of the Trustees or a committee member move out of Stone Falls, whether by sale of their home or maintain the home as a rental, their position as a Trustee or committee member is automatically terminated.
II Deed the property (empty lot 132) which is behind 2925 Whitewater Ct- Lot 133 to Rebecca Howell-Griffith. This SFOA common property is a "drainage ditch"/easement. Once the process is completed Rebecca Howell-Griffith will take over responsibility of mowing, taxes etc.
III Due date for 2013 association dues (common expenses) was January 31, 2013.
On April 1 the below actions outlined in SFOA By-Laws will be executed. April 1 the interest charges/actions outlined below will be assessed and adhered to as stated clearly in the By-Laws. Beginning April 15 the lien process will be instituted that is outlined above from the By-Laws. This additional time applies to 2013 only. 2014 assessments will be due January 31, 2014.
ARTICLES OF INCORPORATION OF STONE FALLS OWNERS ASSOCIATION
The undersigned, a majority of whom are citizens of the United States, desiring to form a corporation, not for profit, under Sections 1702.011 et seq. of the Revised Code of Ohio, do hereby certify:
FIRST) The name of said corporation shall be STONE FALLS OWNERS ASSOCIATION.
SECOND) The place in Ohio where the principal office of the corporation is to be located in the City of Beavercreek. Greene County.
THIRD) This Association does not contemplate pecuniary gain or profit to the Members thereof, and the specific purposes for which it is formed are to provide for maintenance, preservation of the common area owned by the Association and to promote the health, safety and welfare of the Members of the Association and for these purposes to:
a) Exercise all of the powers and privileges and to perform all of the duties and obligations of the Association as set forth in that certain Declaration of Covenants, Conditions and Restrictions for Stone Falls Subdivision, hereinafter called the “Declaration,” applicable to the property and recorded or to be recorded in the Office of the Recorder of Greene County, Ohio, and as the same may be amended from time to time as therein provided, said Declaration being incorporated herein as if set forth at length.
b) Fix, levy, collect and enforce payment by any lawful means, all charges or assessments pursuant to the terms of the Declaration; to pay all expenses in connection therewith and all office and other expenses, incident to the conduct of the business of the Association, including all licenses, taxes or governmental charges levied or imposed against the property of the Association.
c) Acquire (by gift, purchases, or otherwise), own, hold, improve, build upon, operate, maintain, convey, sell, lease, transfer, dedicate for public use or otherwise dispose of real or personal property in connection with the affairs of the Association.
d) Dedicate, sell or transfer all or any part of the Common Area to any public agency, authority, or utility for such purposes and subject to such conditions as may be agreed to by the Members.
e) Participate in mergers end consolidations with other non-profit corporations organized for the same purposes and subject to such conditions as may be agreed to by the Members.
f) Have and to exercise any and all powers, rights and privileges which a corporation organized under the Non-Profit Corporation Law of the State of Ohio by law may now or hereafter have or exercise.
FOURTH) Every person or entity who is a record owner of a fee or undivided fee interest in any Lot and each occupant of a dwelling which is subject by covenants of record to assessments by the Association. including contract sellers, shall be a Member of the Association. The foregoing is not intended to include persons or entities who hold an interest merely as security for the performance of an obligation. Membership shall be appurtenant to and may be separated from ownership of any Lot which is subject to assessments by the Association or from occupancy of a dwelling.
FIFTH) The Association shall have two classes of voting membership.
CLASS A. Class A members shall be all Owners, except the Declarant, of lots upon which is constructed a dwelling, and shall be entitled to One (, ) vote for each such Lot so owned.
CLASS B. The Class B Member shall be the Declarant, and shall be entitled to Three (3) votes for each Lot owned.
The Class B membership shall cease and be converted to Class A upon the happening of either of the following events, whichever occurs earlier:
When Class A memberships are all in existence and the total votes outstanding equals or exceeds the total votes outstanding in the Class B membership; or on December 31, 2004.
SIXTH) The affairs of this Association shall be managed by a Board of Three (3) Trustees who need not be Members of the Association. The names and addresses of the persons who are to act in the capacity of Trustee until the selection of their successors are:
George R. Oberer, Sr .
4324 Webster Street
Dayton, OH 45414
George R. Oberer. Jr .
4324 Webster Street
Dayton, OH 45414
Alan B. Schaeffer
2700 Kettering Tower
40 N. Main Street
Dayton, OH 45423
SEVENTH) The Association may be dissolved with the assent given in writing and signed by not less than Two- Thirds (2/3rds) of each class of Members. Upon dissolution of the Association, other than incident to a merger or consolidation, the assets of the Association shall be dedicated to an appropriate public agency to be used for purposes similar to those for which this Association was created. In the event that such dedication is refused acceptance, such assets shall be granted, conveyed and assigned to any non-profit corporation, association, trust or other organization to be devoted to such similar purposes.
EIGHTH) Amendment of these Articles shall require the consent of 75% of the entire membership.
IN WITNESS WHEREOF, for the purpose of forming this corporation under the laws of the State of Ohio, we, the undersigned, constituting the incorporators of this Association, have executed these Articles of Incorporation this 17th day of December 1996.
ORIGINAL APPOINTMENT OF AGENT
The undersigned, being at least a majority of the Incorporators of STONE FALLS OWNERS ASSOCIATION, hereby appoint Alan B. Schaeffer, a natural person, upon whom any process, notice or demand required or permitted by statute to be served upon the corporation, may be served. His complete address is: 2700 Kettering Tower, 40 N. Main Street. Dayton, Montgomery County, Ohio, 45423.
[George R. Oberer, Jr.]
George R. Oberer, Jr., Trustee
[George R. Oberer, Sr.]
George R. Oberer, Sr., Trustee
[Alan B. Schaeffer, Trustee]
Alan B. Schaeffer, Trustee
Date: ,1996
Dayton, Ohio
STONE FALLS OWNERS ASSOCIATION
Gentlemen:
I hereby accept appointment as agent of your corporation and demands may be served.
[Alan B. Schaeffer]
Alan B. Schaeffer