The Board of Trustees is proposing an update to the Institute’s bylaws related to eligibility for service on the Board of Trustees. This proposed change will be brought to a vote of the Trustees in thirty (30) days.

Over time, the Board has discerned that the current eligibility requirements for Trustees are overly restrictive and unintentionally exclude individuals who are clearly committed to and actively involved in the life of the Institute. In many cases, these individuals are widely assumed to be “property owners,” but are not technically listed as such due to modern ownership arrangements such as trusts, LLCs, or shared household situations.

The proposed revision expands eligibility in a limited and intentional way to include individuals who are demonstrably invested in the Institute, while continuing to exclude those who are not active participants in the community. Importantly, the existing election process remains unchanged: all Trustees will continue to be elected by property owners at the annual July meeting, ensuring community oversight and approval.

As part of this update, the Board of Trustees is also adding the bylaws amendment process directly into the bylaws so it is easy to locate and reference in the future. This does not represent a change in how the bylaws may be amended. The amendment process being added is unchanged from what is already included in the Institute’s Charter. It is being incorporated into the bylaws solely for clarity and accessibility, ensuring that residents and Trustees can easily find the governing process without having to consult multiple documents.

Residents are encouraged to review both the current bylaws and the proposed revisions below. The proposed changes are highlighted in yellow for ease of review. Please submit any questions, comments, or concerns to the Board of Trustees via the contact form on our website no later than February 15, 2026.

The vote of the Trustees on these proposed changes is scheduled to occur during the week of February 16, 2026, but no sooner.

Current Bylaws: 

ARTICLE II - Trustees

Section 1: No member of the Board of Trustees shall be entitled to compensation for his/her service as a trustee.

Necessary expenses of members of the Board of Trustees in the discharge of their official responsibilities may be paid by the corporation.

Section 2: There will be 12 members of the Board of Trustees.

Section 3: Trustees must be a property owner in good standing. Trustees will be elected by the property owners at the annual July meeting. A class of four trustees shall be elected each year for a term of three years. If through resignation or death a trustee does not fulfill a term, a replacement will be elected the following July to complete the term.

Proposed Change:

ARTICLE II – Trustees

Section 1: No member of the Board of Trustees shall be entitled to compensation for service as a trustee. Necessary expenses incurred by members of the Board of Trustees in the discharge of their official responsibilities may be paid by the corporation.

Section 2: The Board of Trustees shall consist of twelve (12) members.

Section 3: To be eligible for election individuals must be: 

• an Institute property owner; OR

• an individual who maintains a common household with an Institute property owner; OR  

• an individual who is a named beneficiary, member, or manager of a trust, LLC, or other legal entity that holds title to Institute property and who resides at the Institute. 

Alternatively, an individual with substantive involvement in the Institute may be determined eligible for election by the Board of Trustees. Substantive involvement shall mean a demonstrated, ongoing connection to the Institute through long term residency, volunteer service, committee service, program participation, or other direct contributions to the Institute’s operations or governance. 

Section 4: No more than one (1) individual from the same household may serve on the Board of Trustees concurrently.

Section 5: All Trustees must hold and maintain Resident in Good Standing status.

Section 6: Trustees shall be elected by the property owners at the annual July meeting. A class of four (4) trustees shall be elected each year for a term of three (3) years. If, through resignation or death, a trustee does not fulfill a term, a replacement shall be elected at the following July meeting to complete the unexpired term.

Current: 

ARTICLE XI - Repeal of Inconsistent By-Law Section

Section 1: All previous by-laws or parts thereof inconsistent with or not included in these bylaws are hereby repealed.

Section 2: These by-laws shall take effect immediately.

Proposed: 

ARTICLE XI - Repeal of Inconsistent By-Law Section

Section 1: All previous by-laws or parts thereof inconsistent with or not included in these bylaws are hereby repealed.

Section 2: The declaration of any portion of these by-laws to be invalid by a court of competent jurisdiction shall not invalidate the entire by-laws but only that part thereof so declared to be invalid and the remainder of said by-laws shall remain in full force and effect.

ARTICLE XII CHANGES IN THE BYLAWS

Section 1: The Board of Trustees may from time to time amend, supplement or repeal any one or more of these by-laws by vote of one-half of their entire number subsequent to a 30 day written notification to each member of the Board of Trustees.

Section 2: These by-laws shall take effect immediately.