By-Laws

The Fall Creek Cemetery Association of Spicewood, Texas

(as amended on September 30, 2011)

ARTICLE I - Name, Domicile, and Headquarters

Section 1: Name

The name of the Association is "The Fall Creek Cemetery Association Inc. of Spicewood, Texas".

Section 2: Domicile

The domicile of the Association shall be at The Cemetery Grounds, Spicewood, Texas.

Section 3: Headquarters

The headquarters of the Association shall be at the place of residence of the then-acting President.

ARTICLE II - Purpose

Section 1: Purpose

The purpose of the Association shall be for the establishment, management, maintenance, improvement and operation of the Fall Creek Cemetery, including the selling of plots (lots for burial purposes). It shall be a non-profit Association of cemetery-plot owners. It shall also be a non-perpetual care cemetery with right to acquire endowment funds through gifts, devises, or otherwise, to assist in the care of the entire cemetery as donors may direct.

Section 2: Funds

A general fund shall be established to be dedicated to the care of the cemetery as specifically provided by these by-laws.

ARTICLE III – Association Membership

Section 1: Composed of

The Association shall be composed of Members, which shall be all persons assigned a plot in the cemetery that are at least 18 years of age. Each Member shall be entitled to vote in the election of the Association’s Directors and Officers, and upon any other matter, to the same extent as stockholders in a corporation. Each Member shall be entitled to a single vote.

ARTICLE IV – Directors and Officers

Section 1: Board of Directors

The business of the Association shall be under the exclusive management and control of its Board of Directors (the Board). The Board shall be composed of seven (7) persons (Directors). The Board shall adopt, as it deems appropriate, rules and regulations, and establish policies and procedures, to effectually conduct the business of the Association and to serve as uniform guidelines for all concerned.

Section 2: Election of Directors

Each Director shall serve for three (3) years after his/her election or until his/her successor has been elected and qualified, and shall never be limited as to re-election. At least two Directors shall be elected annually by a majority vote of the Members present at the annual meeting. To facilitate the annual election of the Directors, the current seven (7) Directors will establish the re-election process equally and impartially. To qualify as a Director, the person must meet at least one of the three qualifications for interment in the cemetery as stipulated in the most-recent version of the Rules and Regulations of the Association.

Section 3: Association Officers

The Officers of the Association shall be members of the Board of Directors and shall be elected annually and shall serve for a term of one (1) year, or until their successor is elected. The Officers shall be elected by the membership of the Association at its regular annual meeting. A person can be re-elected as an Officer as many times as the Association deems appropriate.

The Officers shall be:

  1. President
  2. First Vice-President
  3. Second Vice-President
  4. Secretary-Treasurer

Section 4: Duties of Officers

The Officers shall perform such duties as are usually incumbent upon their respective positions in similar organizations, and such other duties as may be imposed upon them by the by-laws of the Association.

  1. President - The President shall call the annual meeting of the Association to order, and shall preside over the meeting. The President shall be the managing officer of the Association, shall execute all deeds, papers, or other documents required of the Association, and shall perform any and all other duties entrusted to him by the Directors. All checks and withdrawals from the depository may be signed by the President.
  2. First Vice-President - The First Vice-President shall assist the President and perform the duties of President during the absence of the President or his/her inability to act and shall become President upon the death or resignation of the President for the remainder of the term of the vacating President.
  3. Second Vice-President - The Second Vice-President shall assist the President and First Vice-President as necessary and perform the duties of First Vice-President during his/her absence or inability to act.
  4. Secretary-Treasurer - The Secretary-Treasurer shall be charged with the duty of keeping the records and minutes of the annual meeting and any other called meetings of the Board of Directors. The Secretary-Treasurer shall be the custodian of all monies and things of value belonging to the Association. All monies of the Association which are not in trust, as hereinafter provided, shall be placed in a depository to be named by the Board of Directors. All checks and withdrawals from the depository may be signed by the Secretary-Treasurer.

ARTICLE V – Meetings

Section 1: Regular Annual Meeting of the Association

The Association shall meet not less than one time each year. The Officers will call an annual meeting referred to as the regular annual meeting. The meeting shall be held at a time, date, and location as specified in the Rules and Regulations of the Association.

Section 2: Special Meetings of the Association

The Officers may call special meetings of the Association as needs dictate.

Section 3: Quorum at Meetings of the Association

The Members present at any regular annual meeting of the Association or any regular and legally called meeting of the Association shall constitute a quorum for the transaction of the Association's business, and a majority vote shall prevail, except that a two-thirds vote of all Members present and voting shall be required to alter or change these by-laws.

Section 4: Association Meeting Notices

Each meeting of the Association shall be advertised by publishing a notice at least twenty (20) days prior to the meeting in a newspaper published in Burnet, Blanco and/or Travis County, Texas.

Section 5: Meetings of the Board of Directors

The Directors may meet in executive session at such time as the President may direct. In the event that the President neglects or refuses to call a meeting of the Board of Directors upon request of at least two Directors, then a majority of the Directors may call a meeting of their own volition by giving verbal and/or written notice of the meeting to each Director at least three days prior to the meeting, giving the time and place.

Section 6: Attendance at Meetings

Any Director or Officer who fails to attend two (2) consecutive called meetings, unless due to a bona-fide illness or reason, will be automatically removed from his or her position. The minutes of the meeting will document this action.

ARTICLE VI - Fiscal Business and Management

Section 1: Pay of Officers and Directors

All Directors and Officers of the Association shall serve without salary or expense allowance, save and except as may be authorized by the Association at its regular annual meeting.

Section 2: Acceptance of Gifts, etc.

The Directors are hereby authorized and empowered to accept gifts of endowment, bequests, and legacies of money, lands, or anything of value to be used in the improvement of the cemetery and the maintenance of any plot or part thereof.

Section 3: Special Care of Cemetery

In the event that any property or funds are bequeathed, granted, or given in trust to the Association, the Directors shall apply the principal, or proceeds, or income to either or all of the following purposes:

  1. To the improvement or embellishment of the cemetery;
  2. To the erection, renewal, repair, or preservation of any monument, fence, building, or structure in the cemetery;
  3. To the planting and cultivation of trees, shrubs, or plants in or around the cemetery in a fashion as not to obscure the view of surrounding areas;
  4. For the special care or beautification of any burial plot, lot, or building in the cemetery, or to any other purpose or use not inconsistent with the purpose for which such cemetery was established or is being maintained.

Section 4: Private Care of Plots

Any person desiring to provide a fund for the maintenance or beautification of private blocks, plots, or structures in the cemetery may do so by setting aside a reasonable sum of money or property and providing by written instrument which shall convey the terms of the trust for the trustee. The trustee shall be a trust company or a bank with trust powers operating within this State, to handle and invest the sums and property.

The trustee shall spend the proceeds or income as follows:

Not exceeding 75% of the net income or proceeds shall be devoted to the maintenance and beautification of the private blocks, plots, or structures designated in the instrument. The portion of the income or proceeds not expended annually as set out, which shall be not less than 25% of the income or proceeds spent annually, shall be devoted to the general upkeep and beautification of the cemetery in which the blocks, plots, or structures are located.

Section 5: Safekeeping of Funds

It shall be the duty of the Officers to supervise the safekeeping of all funds and to place the Secretary-Treasurer of the Association under such bond of fidelity as may appear wise and prudent.

Section 6: Auditing of Accounts

The accounts of the Secretary-Treasurer shall be audited annually, and each and every item thereof shall be verified by an auditing committee of two people appointed by the Officers. The verification will consist of a reconciliation of the Secretary-Treasurer‘s accounts with the depository, bank, or trust company.

Section 7: Types of Funds

The funds of the Association shall be one (1) in number and shall be called the General Maintenance Fund.

Section 8: Plat of Cemetery

The Directors shall cause a plat to be made of the cemetery delineating the subdivision of the cemetery, showing the blocks, plots, avenues, walks, etc. with the descriptive names and/or numbers, and the ownership of each plot. This plat shall be kept as a permanent record by the Secretary-Treasurer. Explanation of the plat and the ownership thereof may be made by legend. There shall be appended to the plat a written certificate of the dedication of the property exclusively for cemetery purposes. The form of such certificate shall be prescribed by the Officers, and may be subscribed by the President or Vice-President, and Secretary-Treasurer of the Association, or other person or persons as the Directors may authorize. Any part of the plat may, by order of the Officers and approved by a majority vote of the members present at a called meeting of the Association, be re-subdivided and altered in shape and size, and an amended plat shall be filed, so long as the change does not disturb the remains of any person interred in the cemetery.

Section 9: Easements

At no time will any easement be conveyed and/or granted for roadway access across the cemetery or parking area to an area outside of the cemetery. This stipulation cannot be amended as it was requested with the conveyance of the land to the Association.

Section 10: Sale of Plots

The Officers shall make sales through purchases, contributions and/or donations of lots (plots) in the cemetery under such terms and conditions as appear right and proper to the Directors and which will preserve the traditions upon which the cemetery was founded. The rules and procedures for plot sales shall be inscribed in the rules and regulations of the cemetery association. There shall be no discrimination in price, interment privileges or conditions, or plot location based on race, color, creed, religion, national origin, gender, age, sexual orientation, familial relationship (except as such relationships may be specified in the interment qualifications provided in the Rules and Regulations of the Association)

All deeds to plots shall be signed by both the President and Secretary-Treasurer. The deeds shall lay out such restrictions, reservations, and dedications as the Directors may from time to time dictate. Every deed shall contain a stipulation that it is made subject to a covenant running with the land, and that the cemetery shall be used for a place of sepulcher and burial and for no other purpose.

Section 11: Amendment of By-laws

These by-laws may be amended at any regular annual or special meeting of the Association, provided the amendments in written form are filed with the Secretary-Treasurer, in triplicate, not less than thirty (30) days prior to the meeting. Any amendments to these by-laws shall be adopted by at least a two-thirds vote of all Members present and voting at the meeting.

These by-laws are hereby adopted by the members of the Fall Creek Cemetery Association, Inc. of Spicewood, Texas, on October 15, 2011.