Sample By-laws

SAMPLE BY-LAWS OF PARK HILL NEIGHBORHOOD ASSOCIATION

Amended November 20, 2001

ARTICLE I

MISSION, LOCATION AND NAME

Section 1. The MISSION of the PARK HILL NEIGHBORHOOD ASSOCIATION is to facilitate community togetherness and service to and for each other; and to work together to promote unity, safety, security and stability for the NEIGHBORHOOD.

Section 2. The NEIGHBORHOOD referred to herein is specifically described as that real property located in the City of Colorado Springs, County of El Paso, State of Colorado. Said real property is that which is bordered on the North by East Pikes Peak Avenue from Circle Drive to Academy Boulevard, bordered on the South by Airport Road from Circle Drive to Academy Boulevard, bordered on the West by Circle Drive from East Pikes Peak Avenue to Airport Road, and bordered on the East by Academy Boulevard from East Pikes Peak Avenue to Airport Road.

Section 3. The name of the corporation is PARK HILL NEIGHBORHOOD ASSOCIATION, a Colorado not for profit corporation, hereinafter referred to as the “Association”. The principle office of the Association shall be located at the residence of the incumbent Board Director serving as president of the Association. Such address shall be made known to the Members within two (2) weeks of the initial Board meeting after the annual Association meeting and may be publicized to the Members in the form of an Association Newsletter. Meetings of Members and Directors may be held at such places within the State of Colorado, County of El Paso, as may be designated by the Board of Directors.

ARTICLE II

DEFINITIONS

Section 1. “ASSOCIATION” shall mean and refer to Park Hill Neighborhood Association, its successors and assigns.

Section 2. “PROPERTIES” shall mean and refer to that certain real property as described in Article I.

Section 3. “MEMBER” shall mean and refer to those persons who belong or choose to belong to this Neighborhood Association and/or those who have signed the attached petition.

ARTICLE III

MEETING OF MEMBERS

Section 1. “ANNUAL MEETING” The annual meeting of the Members shall be held in the Month of July, and each subsequent regular annual meeting of the Members shall be held on the same day of the month of each year thereafter. Each regular annual meeting of the Members shall be held at 7:00 o’clock P.M. If the day for

the annual meeting is a legal holiday, the annual meeting will be held at the same hour on the first day following which is not a legal holiday.

Section 2. “SPECIAL MEETING” Special meetings of the Members may be called at any time by the president or by the Board of Directors, or upon the written request of one-fourth (1/4) of the Members who are entitled to vote.

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, postage prepaid, at least fifteen (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 the notice. Such notice shall specify the place, day and hour of the meeting, and in 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 the proxies entitled to cast, one-tenth (1/10) of the votes shall constitute a Quorum for any action except as otherwise provided in the Articles of Incorporation or these By-Laws. If, however, such Quorum shall not be present or represented at any meeting, the Members entitled to vote thereat 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.

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 by the secretary. Every proxy shall be revocable and shall automatically cease upon conveyance by the Member of his lot.

ARTICLE IV

BOARD OF DIRECTORS; SELECTION; TERM OF OFFICE

Section 1. “NUMBER” The affairs of this Association shall be managed by a Board of nine (9) directors, who shall be Members of the Association.

Section 2. “TERM OF OFFICE” At the first annual meeting of the Members, held during the year of 2001, the members shall elect nine (9) directors: five (5) to serve for a one (1) year term; two (2) to serve for a two (2) year term; and two (2) to serve for a three (3) year term.

Thereafter, in each year, two (2) new directors will be elected each year so that there will be overlapping terms.

Section 3. “REMOVAL” Any director 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 director, his/her successor shall be selected by the remaining members of the Board at a special meeting and shall serve for the unexpired term of his/her predecessor.

Section 4. “COMPENSATION” No director shall receive compensation for any service he/she may render to the Association. However, any director may be reimbursed for his/her actual expenses incurred in the performance of his/her duties.

Section 5. “ACTION TAKEN WITHOUT A MEETING” The directors shall have the right to take action in the absence of a meeting which they could take at a meeting by obtaining the written approval of all the directors. Any action so approved shall have the same effect as though taken at a meeting of the directors.

ARTICLE V

NOMINATION AND ELECTION OF DIRECTORS

Section 1. “NOMINATION” Nomination for election to the Board of Directors shall be made by a Nominating Committee. Nominations may also be made from the floor at the annual meeting. The Nominating Committee shall consist of a Chairperson, who shall be a member of the Board of Directors, and two (2) or more Members of the Association. The Nominating Committee shall be appointed by the Board of Directors 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 and such appointment shall be announced at each annual meeting. The Nominating Committee shall make as many nominations for the election to the Board of Directors as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. Such nominations may be made from among Members of the Association.

Section 2. “ELECTION” Election to the Board of Directors 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 these By-Laws. The persons receiving the largest number of votes shall be elected.

ARTICLE VI

MEETINGS OF DIRECTORS

Section 1. “REGULAR MEETINGS” Regular meetings of the Board of Directors shall be held monthly 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 that meeting shall be held at the same time on the next day which is not a legal holiday.

Section 2. “SPECIAL MEETINGS” Special meetings of the Board of Directors shall be held when called by the president of the Association or by any two (2) directors, after not less than (3) days’ notice to each director.

Section 3. “QUORUM” A majority of the number of directors shall constitute a Quorum for the transaction of business. Every act or decision done or made by a majority of the directors present at a duly held meeting at which a Quorum is present shall be regarded as the act of the Board.

ARTICLE VII

POWERS AND DUTIES OF THE BOARD OF DIRECTORS

Section 1. “POWERS” The Board of Directors shall have power to:

(a) 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 or the Articles of Incorporation.

(b) Declare the office of a member of the Board of Directors to be vacant in the event such member shall be absent from three (3) consecutive regular meetings of the Board of Directors: and

(c) 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 Directors 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 (1/4) of the Members who are entitled to vote;

(b) Supervise all officers, agents and employees of this Association, and to see that their duties are properly performed.

ARTICLE VIII

OFFICERS AND THEIR DUTIES

Section 1. “ENUMERATION OF OFFICES” The officers of this Association shall be a president and vice-president, a secretary, and a treasurer, and such other officers as the Board may, from time to time by resolution, create. The offices of secretary and treasurer may be combined and that position may be held by one (1) person.

Section 2. “ELECTION OF OFFICERS” The election of officers shall take place at the first meeting of the Board of Directors and following each annual meeting of the Members thereafter. The Members shall be notified of the selection of officers by Newsletter publication within two (2) weeks of the Board of Directors meeting following the annual meeting of the Members.

Section 3. “TERM” The officers of this Association shall be elected annually by the Board of Directors and shall hold office for the designated term, unless he/she shall sooner resign, or shall be removed, or otherwise disqualified to serve. This does not preclude an officer being reelected for a subsequent term.

Section 4. “SPECIAL APPOINTMENTS” The Board may elect such other officers as the affairs of 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 the Board. Any officer may resign at any time, giving written notice to the Board, the president or the secretary. Such resignation 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 of the Board of Directors. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he/she replaces.

Section 7. “MULTIPLE OFFICES” The offices of secretary and treasurer may be held by the same person. No person shall simultaneously hold more than one (1) of any of the 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:

President

(a) The president shall preside at all meetings of the Board of Directors, shall see that orders and resolutions of the Board are carried out, and shall sign all written instruments and co-sign all checks.

Vice-President

(b) The vice-president shall act in the place and stead of the president in the event of his/her absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required of him/her by the Board.

Secretary

(c) The secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the Members; keep the corporate seal of the Association and affix it on all papers requiring said seal; serve notice of meetings of the Board and of the Members; keep appropriate current records showing Members of the Association together with their addresses, and shall perform such other duties as required by the Board.

Treasurer

(d) 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 Directors; shall sign all checks of the Association; keep proper books of account; cause an annual audit of the Association books to be made by a committee to be appointed by the President of the Board 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

BOOKS AND RECORDS

Section 1. The books, records and papers of the Association shall at all times be maintained at the principle office address of the Association, as provided for in Article I. All books, records and papers shall be available for inspection of any Member with forty-eight (48) hours advance notice to the principle office of the Association. Such notice to the principle office or secretary, requesting review of the Association records may be telephonic. 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 a reasonable cost.

ARTICLE X

CORPORATE SEAL

Section 1. The Association may have a seal in circular form having within its circumference the words:

“PARK HILL NEIGHBORHOOD ASSOCIATION”

ARTICLE XI

AMENDMENTS

Section 1. These By-Laws may be amended, at a regular or special meeting of the Members, by a vote of the majority of a Quorum of Members present in person or by proxy.

Section 2. Minor amendments to these By-Laws may be made, at a regular or special meeting of the Board of Directors, by a unanimous vote of the Board. Any such minor amendments to these By-Laws shall be announced to the General Membership at the next General Membership meeting.

ARTICLE XII

INCORPORATION OF DECLARATION

Section 1. Reference made herein to the Declaration is to the real property as described in Article I.

ARTICLE XIII

MISCELLANEOUS

Section 1. The fiscal year of the Association shall begin on the 1st day of January and end on the 31st day of December of each year, except that the first fiscal year shall begin on the date of incorporation.

Section 2. The Parliamentary Authority for the conduct of the business of this Association shall be “Roberts Rules of Order – In Plain English” by Zimmerman, Revised – 1997 and Subsequent Editions.

Section 3. The PARK HILL NEIGHBORHOOD ASSOCIATION is an organization that shall not discriminate against any person or persons for reasons of race, creed, color, gender or ethnic origin.

Section 4. If the PARK HILL NEIGHBORHOOD ASSOCIATION should cease to function as an organization, any remaining financial assets shall be disbursed equally between the James Monroe Elementary School of School District #11 of Colorado Springs; and the Aiken Audubon Society of Colorado Springs.

ARTICLE XIV

PROTECTION AND LIABILITY

Section 1. The members of the Corporation, the Executive Board or the Board of Directors, present or future shall not be personally liable.

Section 2. “CCIOA” – (This information is to be provided.)

CERTIFICATION

I, the undersigned, do hereby certify:

THAT I am the duly elected and acting secretary of the PARK HILL NEIGHBORHOOD ASSOCIATION, a Colorado not for profit corporation and,

THAT the foregoing By-Laws constitute the original or duly revised By-Laws of said Association, as duly adopted at a meeting of the Board of Directors thereof, held on the ____ day of ____________, 20___.

IN WITNESS WHEREOF, I have hereunto subscribed by name and affixed the seal of said Association this ____ day of ____________, 20___.

__________________________________

Secretary

HOMEOWNERS ASSOCIATION OF FALCON ESTATES, INC.

CONSTITUTION AND BYLAWS

APPROVED: SEPTEMBER 1979

MODIFIED: FEBRUARY 23, 1983

MODIFIED: JANUARY 13, 2000

ARTICLES OF CONSTITUTION:

Article I: Name:

This organization shall be known as the HOMEOWNERS ASSOCIATION OF FALCON ESTATES, INC., herein referred to as HOAFE.

Article II: Purpose:

1. To receive, consider, study and assist in problems that affect the common good of all home and property owners within the membership.

2. To provide limited financing for actions undertaken by the Association.

3. To provide good fellowship, understanding, cooperation , enforcement of protective covenants, and coordination throughout the membership, and when necessary cooperate with adjoining areas and departments of specific governments.

ARTICLE III: Membership and Organization:

1. Membership:

a. Only those home and residential property owners in Falcon Filing 1-2-3 are eligible for membership in HOAFE. Only one membership in HOAFE per residential parcel owned by one or more persons is permitted.

c. Membership is established by payment of $25.00 annual dues, and membership terminates on the 31st of December of each year unless dues are paid again. An individual may terminate his/her membership in HOAFE by submitting a letter of resignation to the Board of Directors.

2. Organization:

a. The HOAFE membership shall be known and function as the legislative body.

b. The HOAFE shall have a Board of Directors limited to nine (9) Directors who shall be elected by and from the membership and current in their HOAFE membership dues.

1.) Of the nine (9) elected Directors, two (2) shall be from each of the three filings and three (3) at large

2) The chairperson of the Architectural Control Committee (ACC) may appoint one (1) of the ACC committee members to attend board meetings, if the appointee is a qualified member of HOAFE.

c. The HOAFE Board of Directors shall elect a Chair, Vice Chair, Secretary, and Treasurer at the first meeting after the HOAFE general membership meeting in January of each year.

d. Each director shall serve his or her term without salary or compensation for the time served.

e. The HOAFE Board of Directors may appoint committees from the membership to serve for a given period.

Article IV: Finances:

1. Dues:

a. Annual dues shall be $25.00, payable on or before the thirty-first (31st) day of January of each calendar year.

b. The HOAFE Board of Directors may change the amount of dues to be paid only after an approved amendment to these By- Laws.

c. Dues become delinquent on the 31st day of January for any home or residential property owner who is a member of HOAFE.

d. Membership becomes valid immediately upon payment of dues.

2. Management of funds:

a,. The HOAFE Board of Directors is authorized to budget for normal required administrative purposes, to include postage, telephone, stationery, reproductions, clerical, meeting place rental fees, postal box, and legal fees. The budget and expenditures shall not exceed two thousand ($2,000.00) dollars per year.

b. The Board of Directors may increase the administrative budget and expenditures when necessary. However, the increase is not to exceed twenty-five percent (25%) each year.

c. The HOAFE Board of Directors shall receive requests for financial assistance from committees appointed by the HOAFE board and the Architectural Control Committee (ACC). Members may contact the HOAFE Board of Directors directly or through special committees for projects that require financial assistance. Before any contact or commitment is made, the request will show justification, purpose, schedule, and amount. The HOAFE board shall approve or deny the request within thirty (30) days, the day after the receipt of the request being day one. If the Board does not approve or deny within 30 days, the request is automatically disapproved, but may be re-submitted and a special meeting requested.

d. The HOAFE Board of Directors may not authorize expenditure in excess of the total cash assets.

e. Any single expenditure exceeding sixty percent (60%) of the cash assets of HOAFE requires HOAFE Board of Directors approval as well as approval during a General Membership Meeting. One-fifth (1/5) of the membership must be present at the General Membership Meeting or represented by proxy or absentee ballot. Fifty percent (50%) plus one or more votes of members present and those proxies and absentee ballots approved by the Secretary are required for approval.

f. The HOAFE Board of Directors may consider loans to properly authorized committees (e.g., fund raising committees, and a committee project, which would generate revenues to become self-sufficient). The committee must present its application in writing to the Board of Directors providing purpose, amount, schedule, and justification. Depending on the size of the loan, a majority vote of the Board of Directors, and, if the amount exceeds 60% of the cash assets, approval during a General Membership Meeting. One-fifth (1/5) of the membership must be present at the General Membership Meeting or represented by proxy or absentee ballot. Fifty percent (50%) plus one or more votes of members present and those proxies and absentee ballots approved by the Secretary are required for approval.

g. The treasurer will provide a written report detailing income (sources and amounts) and payments (receivers and amounts) made since the last meeting at each meeting of the Board of Directors and the General Membership meeting

Article V: Voting:

1. All current (dues paid) members may vote at any HOAFE General Membership Meeting or special HOAFE meeting.

2. For property owned by two or more persons, the owners are entitled to one vote on each issue at any General Membership or special HOAFE meeting.

3. Each Director on the HOAFE Board of Directors is entitled to one vote on each issue at any HOAFE Board Meeting or at any HOAFE General Membership Meeting.

4. All voting may be by secret written ballot, by standing vote, or by raising of hands. Oral votes are not authorized. A card indicating a paid up membership held by a member will be counted for a vote.

5. Only those HOAFE members who have paid their annual dues will be permitted to vote on any issue. Absentee votes must be in writing and delivered to the secretary or treasurer for validation not less than six (6) hours before the meeting is called to order. The board secretary can vote proxies or absentee ballots only. The member/voter must sign and date absentee and proxy votes.

6. HOAFE members who are unable to attend a meeting may submit a signed absentee or proxy ballot as set forth in 5 above.

7. All articles to be considered and voted upon at a General Membership Meeting must be submitted to the General Membership at least seven (7) days prior to the scheduled date of the HOAFE General Membership Meeting.

Article VI: Meetings:

1. General Membership Meeting:

a. A regular meeting of the HOAFE general membership will be held not less than once each six months of the calendar year. The Chair of the HOAFE Board of Directors may call special meetings of the HOAFE membership. One regular General Membership Meeting will be held in January of each year to elect the Board of Directors, who will take office at the next Board of Directors Meeting that must be held within thirty (30) days of the January General Membership Meeting.

b. A committee formed by the HOAFE General Membership, of ten (10) or more members may request a special meeting of the HOAFE Board of Directors or a HOAFE General Membership Meeting. Homeowner committee requests must be submitted in writing to the HOAFE Board of Directors at least ten (10) days prior to the requested meeting proposed date. Such a request for a special Board of Directors Meeting is not subject to approval and must be scheduled, if possible, within ten (10) days of the request.. Such a request for a special General Membership Meeting requires approval of a majority of the Board of Directors, and if, disapproved, will be included as an agenda item in the next regular General Membership Meeting.

c. General Membership Meetings require one-fifth (1/5) of the membership to be present or represented by proxy or absentee ballot (quorum). If this is so, then fifty percent (50%) plus one or more votes of members present and those proxies and absentee ballots approved by the Secretary are needed to pass a motion.

d. If a quorum is not present, no votes will be taken.

e. All HOAFE General Membership Meetings (special and regular) shall be open meetings for all HOAFE Members.

2. Board of Directors Meetings:

a. There will be a minimum of four (4) Board of Directors Meetings each year. The Chair shall call special meetings of the Board at any time suitable to the HOAFE Board of Directors.

b. All HOAFE Board of Directors Meetings (special and regular) shall be open meetings for all HOAFE members.

c. The Chair/Vice-Chair in conjunction with the Secretary of the Board of Directors shall prepare an agenda for each board meeting, noting the location and time of the meeting. The agenda will be delivered to each board member in sufficient time for the members to attend the Board of Directors Meeting. Minutes of the Board Meeting will be prepared by the Secretary, or the Chair-appointed recorder and approved at the next meeting for inclusion in the HOAFE records maintained by the Secretary. A written Treasurer’s Report is to be presented at each meeting and approved for inclusion in the HOAFE records maintained by the Secretary.

d. Directors meetings require five (5) or more of the nine Directors be present; then a simple majority is needed to pass a motion.

e. If a quorum is not present, no votes will be taken, items may be discussed, a new date and time established for another Board Meeting, and the meeting will be adjourned.

Article VII: Protective Covenants:

1. The Association will support and enforce the provisions of the protective covenants through the proper Architectural Control Committee (ACC), provided the Board of Directors agrees with the corrective action proposed by the ACC, and provided the alleged violations of the protective covenants can be corrected.

2. An ACC desiring the Association's assistance will apply to the Board of Directors, defining the offense and corrective action needed.

3. At least three (3) members of the board will meet with the ACC and the offender to hear the problem from both sides.

4. When deemed advisable to support the protective covenants, and to protect other members from such violations, the board may authorize financial and other assistance to the ACC.

Article VIII: Liability:

A member of the Board of Directors shall not be personally liable to HOAFE or its members for monetary damages for breach of fiduciary duty as a Director providing that there is no breach of the member’s duty of loyalty to HOAFE or its members; no acts or omissions not in good faith; no intentional misconduct or a known violation of law; no acts relating to loans from HOAFE to a director or officer prohibited by Section 7-24-111 of the Colorado Revised Statues; and no transaction from which the member derived an improper personal benefit. All persons or corporations extending credit to, contracting with, or having clause against HOAFE shall look only to the funds and property of HOAFE for payment of such contract or claim or for the payment of any debt, damage, judgment or decree, or any other money that may otherwise become due or payable to them from HOAFE, so that the members of HOAFE, the Board of Directors, including the officers of HOAFE, present and future, shall not be personally liable thereof.

Article IX: Amendments:

Any article of this constitution, bylaws or portion thereof, may be amended at any HOAFE General Membership Meeting if a quorum is present. Proposed amendments to the constitution or by-laws shall be presented to the members by the HOAFE Board of Directors chairperson in writing, seven (7) or more days before the scheduled HOAFE General Meeting to permit study of the proposed changes.

Article X: Bylaws:

The bylaws of this constitution will not conflict, modify, or change the articles of the constitution. They will define elements of the articles, and shall be additions, specifications, and guidelines to this constitution. Approved bylaws shall be as binding as the articles of the constitution, and will be amended, changed, modified, and deleted as are the articles of the Constitution. The bylaws are the rules and regulations of the HOAFE association and the HOAFE Board of Directors.

I Board of Directors:

1. The homeowners of Falcon Estates general membership will elect the Board of Directors at the General Meeting held in January of each year. Within 30 days following the election of the Board of Directors at the General Membership Meeting, the Board of Directors will meet and elect a Chair, Vice-Chair, Secretary, and Treasurer.

2. General duties of the Board of Directors:

a. Account for all funds received and expended.

b. Receive and act upon problems and matters presented by any HOAFE member or ACC

c. Record and file minutes of all meetings, and reports presented at all meetings.

d. Preside at all meetings.

e. Appoint committees as needed.

f. Reports: Present minutes, treasurer’s reports, committee actions or recommendations and any board actions to the membership at each meeting.

3. The functions of the elected officers are as follow:

a. Chair:

(1) Preside over all Board and General Membership meetings.

(2) In conjunction with the secretary, develop agendas for all Board and General Membership meetings.

(3) Convene, at a minimum, two (2) General Membership Meetings each year and four (4) Board of Director Meetings each year.

(4) Convene special Board and General Membership meetings as necessary.

a. Vice-Chair:

(1) Assume duties of Chair in his/her absence.

a. Secretary:

(1) Record, publish and maintain a file of meeting notes from General and Board meetings.

(2) In conjunction with the Chair, develop agendas for General and Board meetings.

(3) In conjunction with the Treasurer, maintain a current listing of membership (current mailing address, etc.).

(4) In conjunction with the Treasurer, verify membership for voting purposes at General Membership Meetings.

a. Treasurer:

(1) Collect annual dues.

(2) Maintain records of all financial transactions (i.e., bank accounts, investments, receipts, outstanding bills, etc.).

(3) Pay outstanding bills.

(4) Report funds status at General and Board meetings.

(5) Prepare and submit Annual Financial Report and Budget.

(6) In conjunction with the Secretary, maintain a current listing of membership (paid dues, delinquent dues, etc.).

(7) In conjunction with the Secretary, verify membership for voting purposes at General Membership Meetings.

4. General Guidelines

a. Term: Each director shall be elected for two (2) years.

b. Election year: One Director shall be elected from each filing on even numbered years, and the other Director on odd-numbered years. The Directors at large shall be elected on the even-numbered year.

c. Vacancy: In the event of a vacancy caused for any reason, within thirty (30) days, the remaining members of the Board of Directors will elect from the membership a replacement to serve until the next regular election.

d. Nominations: The vacancy and length of term will be specified for each nomination.

e. Recall: Directors may be recalled by petition, signed by thirty percent (30%) or more of the voting members. Petition will clearly show the name(s) of the recalled director(s) and state clearly the causes. The remaining Directors will appoint a committee from the membership of not less than five (5) or more than seven (7) and whose names do not appear on the petition, who shall, within ten (10) days, verify the signatures, hear the evidence from both sides in the presence of the recalled director(s), and recommend to the board approval or disapproval. If approved, the board will hold a special election (see Paragraph c above) within twenty (20) days of the receipt of the committee's recommendation.

f. Qualifications: Any member in good standing, of the three (3) filings.

II Committees:

1. The Board of Directors may appoint a Committee when needed, or nominated and elected by the membership at any regular meeting.

2. The appointing authority will provide each committee chairman a written document showing the purpose of the committee and any guidelines deemed necessary plus term of the committee.

3. No member will serve more than twelve (12) months on any committee.

4. Committees will submit reports, suggestions, and recommendations in writing to the Board of Directors.

5. The appointed authority will determine committee chairpersons.

III Meetings: General Membership:

1. All General Membership meetings will be open meetings.

2. Notification: To be made to all members by mail and/or any other alerting or distribution systems, and not later than seven (7) days prior to the selected date, giving time and place.

3. Agenda: The directors shall prepare an agenda and submit it with notification.

4. Quorum: General Meetings of the membership require 1/5 of the membership to be present or represented by approved proxy or absentee ballot. Fifty percent (50%) plus one of eligible voters present, absentee ballots, and proxies, approved by the secretary, is required to pass a motion.

5. If it occurs that a quorum is not present at the General Membership Meeting, the meeting will be adjourned (no votes will be taken, but items may be discussed and information exchanged) and a new place and time for another meeting of the General Membership will be established.

 

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