MILWOOD NEIGHBORHOOD ASSOCIATION BYLAWS
Article I – NAME
The name of this organization shall be Milwood Neighborhood
Association, a nonprofit organization, hereinafter referred to as the
Association.
Article II – PURPOSE
The purpose of the Association is to seek to improve the quality of
life in the neighborhood in matters such as land use, environmental
protection, public services, consumer protection; and to organize
activities that will promote a greater sense of community.
Article III – OBJECTIVES
The objectives of the Association are to:
1. Represent and advance the interests of residents in the
neighborhood.
2. Keep all residents informed of issues vital to the
neighborhood by appropriate communications and meetings.
3. Establish standing and ad-hoc committees to investigate and
make recommendations to the Association on all matters of neighborhood
concern, including local libraries and schools.
4. Establish mutual protection and safety.
5. Improve safety of the streets through better traffic control.
6. Facilitate the education of residents regarding all available
options open to them relating to the problems of home ownership,
zoning, rights, etc.
7. Work toward development and preservation of natural green
spaces, parks, trees, landscaping and general land use management.
Article IV – MEMBERSHIP
Section 1 – Eligibility
There are five types of membership in the Association:
Type 1: Resident Membership—all residents within the boundaries
of the Association.
Type 2: Non-Resident Property Owners Membership—Individuals that
own property and are not residents within the boundaries of the
Association.
Type 3: Non-Resident Business Owners Membership—Business
owners/organizations who do not own property but operate a business or
organization within the boundaries of the Association.
Type 4: Associate Membership—Anyone who pays dues and is not a
member under any other type.
Type 5: Honorary Membership—Membership awarded to persons who
have performed services that tend to further the purpose of the
Association. The election of honorary membership shall be by a
majority vote of the board.
The boundaries of the Association shall be as follows:
North is Parmer Lane
East is Amherst Drive
South is Duval Road
West is Union Pacific Railroad
Section 2 – Dues
Dues for Resident Membership are per household, for Non-Resident
Property Owner is per property and for Non-Resident Business Owner
shall be per business or organizational entity.
Dues per year shall be announced by the Board of Directors in advance
of the fiscal year, and shall be payable at or before the September
meeting of each year. Such dues shall not increase without
approval at a meeting of the general membership held the preceding
spring.
Article V – VOTING
Section 1
Voting for Board members, and increases to dues shall be restricted to
only Type 1 through 3 membership types who are current on their dues
and each membership is entitled to one vote.
Introducing motions and voting for all other issues shall be available
to all Type 1 through 3 membership types and each membership is
entitled to one vote.
Section 2
Only members of the Board shall be entitled to introduce motions and
vote at Board meetings.
Section 3
For general Association meetings, a quorum is defined as the number of
members present. For Board meetings, a quorum is defined as
fifty-one percent (51%) of the currently filled board positions.
The quorums as defined above shall be necessary for the transaction of
all Association business.
Article VI – MEETINGS AND ORGANIZATION
Section 1
Meetings of the general membership shall be held in September and the
spring and at such other times as called by the Board.
Section 2
Meetings of the Board shall be held at least every other month.
Section 3
The fiscal year of the Association shall run from September 1 to August
3l.
Article VII – BOARD OF DIRECTORS
Section 1 – Eligibility to be a Board Member or Officer
Only Type 1 Members may serve on the Board of Directors or as an
Officer. Every Board of Director and Officer shall be a dues
paying member.
Section 2 – Number and Tenure
The Board of Directors shall consist of the four officers set forth in
Article VIII and five other at large board directors. There will
be five places for Directors and each will carry a two year term.
Place 1, Place 3, and Place 5 will be elected in odd numbered
years. Place 2 and Place 4 will be elected in even numbered
years. (i.e. 1998 September meeting will elect Place 2 and Place
4.)
New terms of office shall begin on October 1. Only one member of the
same household may serve on the Board of Directors at any given time.
Section 3 – General Powers
The Board shall manage the affairs of the Association and shall have
full authority to set Association policy and speak to elected officials
on behalf of the Association.
The power to authorize the expenditure of Association funds shall rest
solely with the Board.
Section 4 – Vacancies
Any vacancy occurring in the Board shall be filled by the Board for the
balance of the unexpired portion of the term. However, when the
vacancy exists because a currently sitting Director in the middle of
their term is elected to an officer position, that unexpired term shall
be filled by election at the September general membership
meeting. A vacancy may be assumed to exist whenever a Board
member misses two consecutive meetings. A meeting, for the
purposes of this section shall be defined as a Board or general
membership meeting for which the member had at least ten days prior
notice.
Section 5 – Notice of Meetings
Notice of Board meetings may be given in writing or orally, at least
ten days prior to the meeting and is deemed to have occurred if the
meeting is held at a prearranged and customary time and location.
In case of an emergency, which is so defined by the President or any
three directors, twenty-four hours’ notice shall suffice at which any
business is conducted with the exception of bylaws amendments or
elections.
Section 6 – Removal from the Board
Any member of the Board may be removed for cause at any meeting by a
two-thirds vote of the Board members present, providing that written
notice has been furnished to all Board members at least two weeks prior
to said meeting.
Article VIII – OFFICERS
Section 1 – Positions and duties
The President shall preside at all meetings of the Board and the
Association and shall be an ex-officio member of all committees.
The President shall have the right to approve all statements made on
behalf of the Association.
The Vice-President, shall fulfill the duties of the President in the
President’s absence and shall have other duties delegated by the
President.
The Secretary shall be responsible for keeping an accurate record of
all business conducted at meetings of the Association.
The Treasurer shall be responsible for the Association moneys and shall
keep an accurate record of receipts and expenditures.
Other duties required of the Board include:
parliamentarian during meetings (charged with the duty to ensure
that the proceedings of the Board meeting stay on track and orderly)
custodian of the correspondence of the Association (will maintain
on orderly file of the correspondence produced by and sent to the
Association)
custodian of the membership list (shall maintain the membership
list in an orderly and timely fashion and assist with renewal notices
if used)
These other duties may be performed by any Board member based on time,
talent, interest and willingness to serve. Since the duties must be
performed, if no one steps forward voluntarily, the President shall
appoint Board members to perform these duties as he/she deems
appropriate.
Section 2 – Election
Officers shall be elected by dues paying Members of Type 1 through 3 at
the September membership meeting, and shall serve one-year terms to
begin on October 1.
Section 3 – Removal from Office
Any officer may be removed from office for cause at any meeting by
two-thirds of the Board members providing that notice has been
furnished to the officer and to all other Board members at least two
weeks prior to said meeting.
Section 4 – Replacement of Officers
When necessary, vacant offices may be filled at any meeting by the
Board for the unexpired portion of the term.
Article IX – APPROVAL OF EXPENDITURES
Section 1 – Unique expenditures
Unique expenditures are commitments of MNA funds that are not expected
to occur again or at least not on a regular basis. These expenses
must be approved by the Board. The Board may give approval to a
maximum limit that the President and the Treasurer can approve without
Board action.
Section 2 – Recurring expenditures
Recurring expenditures are disbursements of MNA funds that are expected
to occur on an ongoing and somewhat regular basis. These would
include such items as postage, supplies and publication of a
newsletter. These expenditures may be approved in advance for
future payment as the expenses are incurred. These payments
should be reviewed and reapproved on an annual basis.
Section 3 – Signatures on checks
All checks drawn on the Association’s account shall be signed by at
least two (2) authorized Board members. Authorized Board members
shall consist of the President, the Treasurer and one member appointed
by the Board.
Article X – CONFLICT OF INTEREST
Section 1 – Definition
A conflict of interest exists for an Association member or a Board
member whenever that person holds a personal financial interest which
will be impacted by the action or inaction by the Association on a
proposal before the membership or Board. Examples of a personal
financial interest would include ownership, plans to purchase or
involvement in a transaction to buy or sell property the use or control
of which is under discussion by the Association or its Board of
Directors.
Section 2 – Declaring the Conflict of Interest
Whenever a member or Board member determines that he/she has a conflict
of interest relating to an item under discussion, he/she must inform
the body (Association or Board) hearing the proposal that the conflict
of interest exists.
Section 3 – Abstention from Voting
Members or Board members shall not vote on matters in which they have a
conflict of interest.
Article XI – GRIEVANCE PROCEDURES
Section 1 – Eligibility to File a Grievance
A person or group adversely affected by a decision or policy of the
Association may submit in writing a complaint to the President of the
Association.
Section 2 – Complaint Process
Within a reasonable time following the receipt of a complaint, the
President shall arrange with the petitioner, a mutually acceptable time
and place for a review of the complaint by the Board. The Board
will make a good faith effort to resolve the complaint with the
petitioner.
Section 3 – Final Resolution
If an acceptable resolution is reached, it is to be ratified at the
next regular meeting of the Board and entered in the minutes of the
meeting. If a resolution is not reached, the Board shall submit a
report and recommendation to the membership and a final resolution of
the complaint shall be by vote of a majority of the membership at a
general or special meeting.
Article XII – NON-DISCRIMINATION
The Association shall not discriminate against individuals or groups on
the basis of race, religion, color, sex, sexual orientation, age,
disability, national origin, income or political affiliation in any of
its policies, recommendations or actions.
Article XIII – AMENDMENT OF BYLAWS
These bylaws may be amended at any meeting by a two-thirds vote of the
Board provided that the amendment(s) has been submitted in writing to
the Board at the previous meeting.
Article XIV – DISSOLUTION
Upon the dissolution of the Milwood Neighborhood Association no class
of member shall have any right nor shall receive any assets of the
Association. The assets of the Association are permanently
dedicated to a tax-exempt purpose. In the event of dissolution,
the Association’s assets, after payment of debts, will be distributed
to an organization which is tax-exempt under the relevant provisions of
the Internal Revenue Code and which exists for community service and
not religious purposes.
These are the bylaws of the Milwood Neighborhood Association approved
on August 15, 2000 by the MNA Board of Directors.