Southside Park Neighborhood Association Bylaws

January 2019 Version

ARTICLE I ‐ PURPOSE

Section I ‐ NAME OF ORGANIZATION: The name of the organization shall be Southside Park Neighborhood Association, referred to as "SPNA" or "Association" in these bylaws.

Section 2 ‐ PURPOSE: The purposes for which Southside Park Neighborhood Association is organized are:

a. To improve the quality of life in the community of Southside Park.

b. To enhance the livability of the area by establishing and maintaining open lines of communication with various government agencies and other neighborhoods, and to act as liaison for the neighborhood with various agencies and associations.

c. To provide an open process by which all members of the neighborhood may involve themselves in the affairs of the neighborhood.

Section 3 ‐ MEMBERSHIP: Membership in SPNA shall be open to all residents, property owners, businesses, and organizations located within the boundaries of the Association as defined in Article X of these bylaws. To become a voting member, a membership application must be completed and filed with the Association secretary and annual dues be paid in full.

Section 4 ‐ VOTING: All members who have paid their annual dues in full, 18 years of age or older, shall have one vote each per Article II, Section 1, to be cast during attendance at any general or special meeting. Members may cast their vote by written proxy carried in by a neighbor of the voter during attendance at any general or special meeting. SPNA board members may not act as proxies.

ARTICLE II ‐ FUNDING

Section 1 ‐ DUES: Annual dues will be determined by the board. Two suggested membership categories are individual, and Southside Park business, or organization. In order for a member to be able to vote in the annual election, dues must be received by the Association before the annual election. Non‐resident property owners will be allowed one vote. Any organization or business will be allowed one vote each.

Section 2 ‐ CONTRIBUTIONS: Voluntary contributions will be accepted.

Section 3 ‐ FUND RAISING: Activities to raise funds for SPNA shall be allowed, at the discretion of the board of directors (“board”).

ARTICLE III ‐ MEETINGS

Section 1 ‐ GENERAL MEETINGS: There shall be monthly membership meetings held on days decided upon by the board. Any changes to the meeting date or time shall require at least five (5) days advance written, email, or telephone notice to all members of SPNA.

Section 2 ‐ ANNUAL MEETING: One membership meeting per year shall be designated as the annual meeting. At this meeting:

• The Association president shall report on the state of the association.

• The Treasurer shall give a financial report.

• Elections for members of the board shall be held.

Section 3 ‐ SPECIAL MEETING: A special meeting of the membership may be called by the president or by a majority of the board. Notification and purpose of the special meeting shall require at least seven (7) days advance written, email, or telephone notice to all members of SPNA.

Section 4 ‐ AGENDA: Subject to the approval of the board, the president or the president’s designee shall prepare the agenda for general and special meetings and for board meetings. Any person may request consideration of an item for an agenda by submitting the item in writing or by email to any board member at least seven (7) days in advance of the meeting. Alternatively, any member of the Association may request, at a meeting, consideration of an item for that meeting. Acceptance of that item requires a second and majority vote of all members present.

Section 5 ‐ QUORUM: A quorum for any general or special meeting of the Association shall be the number of members in attendance. Unless otherwise specified in these bylaws, decisions of the Association shall be made by a majority vote of those members present at any meeting.

Section 6 ‐ PARTICIPATION: Any general or special meeting is open to any person. However, only current members who have paid annual dues are entitled to vote. Any person may request to speak, and the presiding officer reserves the right to limit the amount of time allotted to each speaker. All actions or recommendations of the general or special meetings shall be communicated to all affected parties. The board may hold closed board meetings as needed.

Section 7 ‐ PROCEDURES: The Association shall follow Roberts Rules of Order (revised), in all areas not covered by these bylaws.

ARTICLE IV ‐ BOARD OF DIRECTORS

Section 1 ‐ COMPOSITION OF THE BOARD: The board of directors, also referred to as the board, shall be composed of at least five (5) but no more than eleven (11) members, by decision of the board.

Section 2 ‐ DUTIES OF THE BOARD:

a. MANAGEMENT: The board shall manage the affairs of the Association in the interim between general meetings. The board shall be accountable to the membership and shall strictly comply with these bylaws.

b. VACANCIES: The board may fill any vacancy on the board or a committee by majority vote. A member appointed to fill a vacancy shall serve the remainder of the unexpired term.

c. BOARD MEETINGS: Any board member may request a board meeting on a regular or ad hoc basis, and the decision to meet will be made by a majority of the board. The board may hold closed board meetings as needed. Even at open meetings, only board members may vote. A quorum for board meetings shall be a majority of the board members; decisions shall be made by majority vote of those present. The board members shall be notified of board meetings in writing, by email, or by telephone in advance.

d . EMERGENCY POWERS: In such cases where the board is required to provide neighborhood response before the question is presented to the membership, the board must indicate that this is the case and shall present the action taken at a special or general meeting within thirty (30) days.

Section 3 ‐ OFFICERS: the board shall elect from among its members a president, vice‐president, secretary, and treasurer at the first board meeting following the annual election.

Section 4 ‐ DUTIES OF THE OFFICERS:

a. PRESIDENT: The president shall prepare the agenda and preside at all meetings of the board and membership; shall appoint chairs of committees with majority approval of the board.

b. VICE‐PRESIDENT: The vice‐president shall assist the president and assume all duties of the president in the absence of the president.

c. SECRETARY: The Secretary shall keep minutes and written records of issues, discussions, and decisions at all meetings; shall be responsible for all correspondence for SPNA; and shall make records of SPNA available for inspection for any proper purpose within a reasonable time.

d. TREASURER: The treasurer shall be held accountable for all funds and shall give an accounting at each general and board meeting; shall receive, safe‐keep and disburse the Association funds. Any such disbursement of fifty dollars ($50) or more shall require the signature of one other officer and shall be decided by majority vote of the Board. The treasurer shall also provide a list of current members who have paid dues to the secretary at least at each annual meeting.

e. The officers may delegate these duties to other officers or board members.

ARTICLE V ‐ COMMITTEES

Section I ‐ COMMITTEES: The president shall institute with the agreement of the board such committees as are deemed necessary to transact the business of the Association. The chair of each committee shall be appointed by the president, with majority agreement of the board, and may be dismissed without cause by the president, with majority agreement of the board.

ARTICLE VI ‐ ELECTION OF BOARD MEMBERS

Section 1 ‐ ELIGIBILITY: Only members who have paid current annual dues shall be qualified to hold an elected position.

Section 2 ‐ TERM OF THE BOARD: Members of the board shall be elected to serve for two years.

Section 3 ‐ NUMBERING OF SEATS: The board seats shall be numbered from one through (up to) eleven, and these number designations shall remain and determine the year of election. Even‐numbered seats will be elected in even‐numbered years, and odd‐numbered seats will be elected in odd‐numbered years.

Section 4 ‐ METHOD OF ELECTION OF THE BOARD: Elections shall be held at the annual meeting. The Nominating Committee will provide a list of candidates for consideration, and/or candidates may be nominated from the floor. If more candidates are nominated than there are seats available, a secret ballot ranked choice voting process will determine the winner(s).

The board may also appoint board members per Article IV, Section 2b.

Section 5 ‐ REMOVAL: Any board member may be removed by a two‐thirds (2/3) vote of the board. Removal does not require cause.

Section 6 ‐ ATTENDANCE: Board members who miss three or more general or board meetings in a calendar year may be removed by a two‐thirds (2/3) vote of the rest of the board. The vacated seat may be filled by the procedure outlined in Article IV, Section 2b.

ARTICLE VII ‐ GRIEVANCE PROCEDURE

Section 1 ‐ PERSON OR GROUP ADVERSELY AFFECTED: A person or group adversely affected by a decision or policy of the Association may submit in writing or by email a complaint to any member of the board.

Section 2 ‐ RECEIPT OF COMPLAINT: Within thirty (30) days of receipt of the complaint, the board shall arrange with the petitioner a mutually acceptable place, day, and hour for a review of the complaint. The board shall attempt to resolve the complaint. If the board and petitioner cannot reach agreement, the board may choose to call a special meeting or add the item to a standing general meeting for consideration by the membership.

ARTICLE VIII ‐ PROCEDURE FOR CONSIDERATION OF PROPOSALS

Section I ‐ IMPLEMENTATION: The board shall be responsible for implementation of this article.

Section 2 ‐ SUBMISSION OF PROPOSALS: Any person or group inside or outside the boundaries of SPNA, or any city agency, may propose in writing or by email items for consideration by and/or recommendation to the board. The board shall decide whether proposed items will appear on the agenda of a board, general, or committee meeting. Proposals shall include, at the minimum, the proponent’s contact information, a summary of the proposed action, and an estimate of any monies involved.

Section 3 ‐ NOTIFICATION: The proponent and members directly affected by such proposals shall be notified in writing or by email of the place, day, and hour the proposal will be reviewed. All members shall be notified at least seven (7) days prior to the general or special meeting.

Section 4 ‐ DISSEMINATION: The Association shall provide a response to the proponent and other appropriate parties.

ARTICLE IX ‐ AMENDMENT OF THE BYLAWS

Section 1 ‐ AMENDMENT OF THE BYLAWS: Amendments to these bylaws shall be made at any general or special meeting after the members have been notified of all proposed amendments to the bylaws in advance by written, email, or telephone notice. Adoption of amendments shall require a two‐thirds (2/3) vote of the members present at the meeting who have paid current annual dues.

ARTICLE X ‐ BOUNDARIES

Section I ‐ BOUNDARIES: The boundaries of SPNA shall be defined as follows:

• R Street to the north (to the center of the street)

• Highway 50 to the south

• 12th Street to the east (to the center of the street)

• Interstate 5 to the west