Author Archives: Jim Rogers

Cedar Lane Fire Hydrant Clean-up 7/11/24 @11am

Meet to Clean-up on July 11th, 2024 @ 11am @ the Dam

The Placid Bay Civic Association (PBCA) is looking for a volunteer(s) to trim around the fire hydrant on Cedar Lane, clear debris at the spillway, and let the County and the PBCA Board know if there are any issues that need to be addressed. Great service job for someone on Holly Way or Cedar Lane.

PLACID BAY FAMILY FUN DAY 

IT’S TIME TO GET TOGETHER!!!!

All residents of Placid Bay are invited to join the 

Placid Bay Civic Association (PBCA) for a

Placid Bay Family Fun Day…

When:  Sunday, June 23, 2:00-4:30 p.m.

Where:  PBCA Event Venue at 67 Mattox Avenue

Cost: Event is free to all residents of Placid Bay. Food will be provided with voluntary donation to the PBCA to help finance the cost of groceries.

What’s it About:  Having fun and meeting folks in your neighborhood through outdoor games, music and food!

Cornhole, horseshoes, tug of war, badminton, bocce ball, croquet, etc. And games for younger children including: pick up ducks and magnetic fishing (for prizes)!

Bring your own Nerf toys for a “friendly community battle.”  

Volunteers are always welcome.

Interested in attending?  Email the PBCA with the number of family members you expect in attendance at pbca.org@gmail.com

For updates on our activities, follow and like the PBCA on FACEBOOK at:

PBCA MONTHLY BOARD MEETING

Monthly Board Meeting is scheduled for

Monday JUNE 3, 2024 @ 6:30 pm

Come and be a part of your community.  Join the Board. Ask Questions.  Get answers.  Make comments. 

The following PBCA monthly meeting will be held @ 6:30pm @ the clubhouse on Monday July 1, 2024

MONTHLY PBCA BOARD MEETING

Monthly Board Meeting is scheduled for:

Monday June 3, 2024 @ 6:30 pm

Come and be a part of your community.  Join the Board. Ask Questions.  Get answers.  Make comments. 

The following PBCA monthly meeting will be held @ the clubhouse on Monday July 1, 2024 @6:30pm

Revised BY-LAWS

Following are the amended PBCA By-Laws that will be voted on at PBCA annual meeting: 4 May 2024 @ 10am @ 67 Matrix Avenue, Colonial Beach, VA.

BYLAWS

OF

PLACID BAY CIVIC ASSOCIATION, INC.

ARTICLE I

NAME

The name of this association shall be “Placid Bay Civic Association, Inc.”.

ARTICLE II

PURPOSE

The objectives of The Placid Bay Civic Association (PBCA), in as far as possible, shall be the establishment, development, and preservation of high standards of community life at Placid Bay Estates, including, but not limited to, the orderly development of utility and recreational facilities, and adequate protection of the persons and property of residents and their guests. Please note that PBCA’s primary goal is the maintenance of community-owned properties (lakes, docks, boat ramp, flag circle, signage, and Event Venue) and community social events. This organization has no control over roads, flooding, construction, permits, zoning, taxes, or personal property.

ARTICLE III

MEMBERSHIP

Section 1. – Eligibility.  Any individual record owner, purchaser, lessee of property, or Virginia Corporation, beneficiary of a trustee in Placid Bay Estates shall be eligible for membership and shall be accepted as a member upon receipt by the Treasurer of a written application signed by the applicant setting forth his/her membership qualifications and accompanied by the appropriate dues, membership qualifications and accompanied by the appropriate dues.

Section 2. – Dues.  Annual dues shall be assessed in an amount to be fixed by the Board of Directors. The Treasurer shall collect the dues.  Membership shall run concurrently with the fiscal year, May 1-April 30.

Section 3. – Refunds.  No member, upon resigning from membership, shall receive a 

refund of any fees or membership dues paid previously.

ARTICLE IV

MEETINGS OF MEMBERSHIP

Section 1. – Call.  The annual meeting of the membership shall be held in May of each year.  Meetings of the members may be called by the President or by the Board of Directors at other times if deemed necessary.  Meetings may also be called at the request of 25 percent of members entitled to vote at such meetings.

Section 2. – Notice of Members’ Meetings.  Written notice stating the place, day, and hour of membership meetings and, in case of special meeting, the purpose or purposes for which same is called, shall be mailed or delivered electronically not less than ten (10) nor more than fifty (50) days before the date of the meeting by the Secretary or by such other person as may be directed by the President or the officers or persons calling the meeting.  The Corporation may publish such notice at least once a week for two consecutive calendar weeks in two different multimedia sites having general circulation in the Placid Bay area, the first publication to be not more than fifty (50) days and the second notice should be, not less than seven (7) days before the date of such meeting. 

Section 3. – Quorum of Members.  Members holding 1/10th of the votes entitled to be cast represented in person or by proxy shall constitute a quorum.  The vote of a majority of the votes entitled to be cast by the members present, or represented by proxy, at a meeting at which a quorum is present shall be necessary for the adoption of any matter voted upon by the membership.

Section 4. – Rules of Order.  Robert’s Rules of Order shall be parliamentary authority of this association.

ARTICLE V

DIRECTORS AND OFFICERS

Section 1. – Board.  The affairs of the association shall be managed by a Board of Directors of the Corporation who shall be members of the Association.  The number of Directors of the Corporation shall be nine (9).  The number of Directors may be increased or decreased from time to time by amendment to these Bylaws.  Directors shall serve for a term of two (2) years and shall be elected at the annual meeting of the membership.  The divestiture by a Director of his/her ownership in property at Placid Bay Estates, or the termination of his membership in the Association for any reason, shall automatically terminate his/her term of office.  Any vacancy 

occurring in the Board of Directors, including a vacancy resulting from an increase of not more than two (2) in number of Directors, may be filled by the affirmative vote of a majority of the remaining Directors at a regular meeting of the Board of Directors.  When a Director has been absent for three (3) consecutive meetings of the Board, he/she may, by vote of the majority of the Board, be removed and the vacancy thus created filled in accord with the foregoing provisions except that no such action shall be taken without prior notification to the Director involved.

Section 2. – Meetings of Directors.  Regular meetings of the Board of Directors shall be held the 1st Monday of each month, or at a date agreed upon by the Directors which does not conflict with a calendar of competing events or holidays, and special meetings at such times and places as the Directors may designate.  The annual meeting of the Directors shall be held immediately following the adjournment of the annual meeting of the members.

Section 3. – Notice of the Meetings.  The Secretary shall give five (5) days’ notice of all meetings of the Directors except the meeting following each annual meeting of the membership.  Attendance by a Director at any meeting shall constitute a waiver of notice except where such Director attends for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened.  The foregoing provisions to the contrary notwithstanding, the Secretary may give notice of any meeting of the Board of Directors personally, by telephone, or by electronic mail to any Director who can be reached by such means.

Section 4. – Officers.  The officers of the Association shall consist of President, a Vice President, a Secretary, and Treasurer, each of whom shall be a Director and shall be elected by secret ballot by the Board of Directors at the meeting immediately following the Board member elections. Each officer shall serve for a term of one year or until his/her successor shall have been elected and qualified.

The President shall preside at all meetings of members and at meetings of the Board of Directors and shall discharge such other duties as are generally incumbent upon his/her office.  In the absence of the President, the foregoing duties shall be assumed and executed by the Vice President.

The Secretary shall perform the usual duties of his/her office.  He/she shall give proper notice of all meetings of the membership and of Directors, shall keep minutes of all meetings of the members and of the Directors and shall be custodian of all Association books, records, and papers except those of a financial nature.  

The Treasurer shall have custody of all funds and securities of the Corporation and shall deposit the same in a financial institution approved by the Board of Directors.  He/she shall collect all dues and assessments depositing same to such bank account and make disbursements for the payment of the Association’s debts on checks drawn therefrom.  The Treasurer shall be

custodian of all financial records and shall maintain a bound record reflecting all receipts and disbursements which shall be audited annually by a special committee appointed by the Board and at any time there is a change in this office.

Section 5.- Board Members. Code of Ethics.

Board members should:

  1. Strive at all times to serve the best interests of the association as a whole regardless of their personal interests.
  2. Use sound judgment to make the best possible business decisions for the association, taking into consideration all available information, circumstances and resources.
  3. Act within the boundaries of their authority as defined by law and the governing documents of the association.
  4. Provide opportunities for residents to comment on decisions facing the association.
  5. Perform their duties without bias for or against any individual or group of owners or non-owner residents.
  6. Disclose personal or professional relationships with any company or individual who has or is seeking to have a business relationship with the association.
  7. Conduct open, fair and well-publicized elections.

Board members shall not:

  1. Reveal confidential information provided by contractors or share information with those bidding or association contracts unless specifically authorized by the board.
  2. Make unauthorized promises to a contractor or bidder.
  3. Advocate or support any action or activity that violates a law or regulatory requirement.
  4. Use their positions or decision-making authority for personal gain or to seek advantage over another owner or non-owner resident.
  5. Spend unauthorized association funds for their own personal use or benefit.
  6. Accept any gifts—directly or indirectly—from contractors or suppliers.
  7. Misrepresent known facts in any issue involving association business.
  8. Divulge personal information about any association owner, resident or employee that was obtained in the performance of board duties.
  9. Make personal attacks on colleagues, staff or residents.
  10. Harass, threaten or attempt through any means to control or instill fear in any board member, owner, resident, employee or contractor.
  11. Reveal to any owner, resident or other third party the discussions, decisions and comments made at any meeting of the board properly closed or held in executive session.

Section 6. – Removal of Officers.  Any officer elected or appointed may be removed by the Board of Directors when in violation of these Bylaws Section 5. Code of Ethics, or whenever in its judgment the best interests of the Corporation will be served thereby.

Section 7. – Authority.  The officers and other Board member should have and exercise all powers necessary or convenient to affect any or all of the purposes for which the Association is organized.  (Code of VA, Sec. 13, 1-205)

Section 8. – Quorum of Directors.  A majority of the number of Directors shall constitute a quorum for the transaction of business.  The vote of the majority of Directors present at a meeting at which a quorum is present shall be the act of the entire Board of Directors.

Section 9. –  Committees.  With the advice and consent of the Directors, the President may appoint permanent and temporary standing committees, and designate the scope of their activities and responsibility.  Members of such committees may be appointed to serve indefinitely or for specified terms of any length.

ARTICLE VI

CHARGES FOR USE AND ENJOYMENT OF CORPORATION’S PROPERTIES

The Board of Directors shall from time to time determine charges to be assessed against the membership and others for the use and enjoyment of its various properties which said charges may vary from member to member depending upon the contemplated use, provided same are uniform as to the class of use.

ARTICLE VII

AMENDMENTS

These Bylaws may be amended by affirmative vote of a majority of the members present in person or by proxy at any annual meeting of members or at any special meeting of members when the proposed amendment has been identified in the notice of such meeting.

ARTICLE VIII

CORPORATE SEAL

The Seal of this Corporation shall be a flat-faced circular die of which there may be any number of counterparts with the word “SEAL” in the center and the name of the Corporation engraved thereon.

ARTICLE IX

SALARIES AND EXPENSES

Section 1. – All Directors and committeepersons shall service without compensation.

Section 2. – The actual out-of-pocket expenses of Directors and committeepersons, when acting in an official capacity and at the express direction of an affirmative vote of majority of all the Directors taken at an official, recorded meeting, shall be reimbursed from Association funds, but; only to the extent authorized in advance.  

ARTICLE X

DISBURSEMENT OF FUNDS

All Funds shall be disbursed in accordance with guidelines of the annual budget presented by the Board of Directors at the spring meeting in May of each year and approved by the membership.

Other expenditures that may become necessary from time to time may be approved by a majority vote at the Board of Directors monthly meeting.

ARTICLE XI

ELECTIONS FOR BOARD OF DIRECTORS

Section 1. – Candidates receiving the greatest number of votes (plurality) by PBCA members shall be declared elected.

Section 2. –Board members may be nominated from the floor at the annual meeting of the Association. Any candidate may be given 3 (three) minutes to state his position before the election.

Section 3. – Any ballot containing more than the number of offices to be filled will be declared void.

Section 4. – To be eligible for election as a member of the Board or Directors, a nominee must be a member in good standing at the time of nomination, or shall become so prior to election.

ARTICLE XII

INDEMNIFICATON OF OFFICERS AND DIRECTORS

Each person now or hereafter a Director or officer of the Corporation (and his/her heirs, executors, and administrators) shall be indemnified by the Corporation against all costs and expenses including all attorney fees imposed upon or reasonably incurred by him/her in connection with or resulting from any action, suit, proceeding, or claim to which he/she is made or may be made a party by reason of his/her being or having been a Director or officer of the Corporation (whether or not a Director or officer at the time such costs or expenses are incurred by or imposed upon him/her, and whether or not the action or omission to act, which is the basis 

of such suit, action, proceeding, or claim occurred before or after the adoption of this Article of 

the Bylaws) except in relation to matters as to which he/she shall have been finally adjudged in such action, suits, or proceedings, to be liable for negligence or misconduct in the performance of his/ her duties as such officer or Director.  Such rights of indemnification shall not be deemed exclusive of any rights to which he/she may be entitled under any other Bylaw, agreement, vote of members, or otherwise.

Copy read and approved by Placid Bay Civic Association Board of Directors

5 November 2012, April 15, 2024, May 4, 2024

As amended and voted on at the Annual Membership Meeting:

May 12, 1990; May 1996; May 20, 2000; Jan. 26, 2001; May 19, 2012; May 16, 2015;

May 4, 2024.

 1.Amended to include no control information, May 2024.

2. Amended to include trustee/beneficiary, May 2024.

3. Amended to change fiscal year to coincide with financial fiscal year, and to remove dues amount, May 2024.

4. Amended to no refund of fees, May 2024.

5. Amended to May of each year, 2024.

6. Amended to include multimedia notification, 2024

7. Amended to 11 on May 19th, 2012; Amended back to 9 on May 16th, 2015

8. Amended to include when not in conflict with other events or holidays, May 2024

9. Amended May 19th, 2012

10.Amended to remove Assistant Secretary, May 2024

11.Amended to secret ballot, and for vote before membership, May 2024

12.

13. Added to Bylaws, May 2024

14. Added to include Section 5.Code of Ethics, May 2024

15. Updated to remove secret ballot, May 2024.

16. Updated to remove Board nominating committee and allow three minute to state position, May 2024.

PBCA Annual Meeting 5/4/24 @10am

The Placid Bay Civic Association Annual Meeting is Saturday, May 4th, at 10:00 AM at the Placid Bay Event Venue. You are encouraged to socialize with the current Board of Directors at 9:00 AM.

This meeting will include elections for four board positions. There is also a planned community vote for By-Law amendments. To participate in the voting process, it’s important to be an active member in good standing. This means you have paid your 2024 dues and either rent or own in PBE.

Please note that PBCA’s primary goal is the maintenance of community-owned properties (lakes, docks, boat ramp, flag circle, signage, and Event Venue) and community social events. This organization has no control over roads, flooding, construction, permits, zoning, taxes, or personal property.

Members in good standing will be allowed to give a 3-minute statement at the end of the meeting. Attendees are encouraged to ask questions or have discussions before and/or after the official meeting.

PBCA working meeting: By-Law changes 4/15/24 @7pm

The Placid Bay Civic Association Board will convene for a working meeting on Monday, April 15, 2024 at 7 pm, at the Placid Bay Event Venue. The primary agenda item for discussion will be discussion of changes to PBCA’s By-Laws. Minutes of the meeting will be recorded and made public. While this meeting is primarily for board members, the public is invited to attend in an observational capacity.