Shingle Creek Neighborhood Association - Documentation - By-Laws - By-Laws

By-Laws

 

              B       

Bylaws adopted January 10th, 2006

 

ARTICLE I.

The name of this organization shall be the Shingle Creek Neighborhood Association, herein after referred to as the Association or SCNA.

ARTICLE II.

A.    The area of the Shingle Creek Neighborhood Association, for the purpose of the bylaws, is defined as follows: Bounded by 53rd Avenue North on the north, Humboldt Avenue North on the east, 49th Avenue North on    the south and Xerxes Avenue North on the west.

B.    For the purposes of planning, SCNA considers the Humboldt Industrial Area, bounded by 49th Avenue on the North, Humboldt Avenue on the East, Osseo Road on the West and the railroad tracks on the South, to be part of the neighborhood.

Notwithstanding the provisions in Article XI, this article is not subject to change or amendment at any time by the membership or the Board of Directors.

ARTICLE III.

SCNA is organized for the exclusively as a nonprofit group for educational purposes within the meaning of section 501(c) (3), including, for such purposes,the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code or corresponding
section of any future federal tax code.

ARTICLE IV.

Any natural person of legal age shall be eligible for membership in this Association who:

A.    Resides in or owns residential property in the area known as Shingle Creek Neighborhood as defined in Article II. of these bylaws; or

B.    Owns, operates or facilitates a business or organization located in said area.

Membership shall be open to all interested persons who meet the eligibility requirements enumerated in this Article. Membership shall be determined by notice to the Membership Secretary of the Association in such a manner and form as may be prescribed by the Board of Directors. No person shall be denied membership in the Association because of consideration of race, religious belief, color, gender, sexual preference, national origin, economic status or disability.

No member shall have any vested right or interest in the term of his or her membership. Membership is not transferable or assignable.

ARTICLE V.

A.    General membership meetings shall be held (add the word: quarterly) on the same day of the week or as determined by the membership at the Annual Meeting each year. Meetings will be held at 7:00 p.m., Creekview Neighborhood Center, 50th and Irving Avenues North.


B.    Board meetings shall be held a minimum of four times per year or as determined by the membership at the Annual Meeting each year, or the board at their monthly meetings.

              
C.    All meetings shall be conducted according to Robert's Rules of Order, latest revision, when not in conflict with these bylaws.

D.    The membership meeting in April shall be designated as the Annual Meeting, at which time election of the Board of Directors shall occur, with the exception of the first annual meeting.

E.    Notice of regular meetings of the Association will be made available to the membership by announcement in a neighborhood newsletter, community newspapers, or any method deemed (appropriate or inclusive) by the Board of Directors.

F.    All meetings of the Board of Directors and any committees of the Board shall be open to the public.

G.    Special meetings of the Board of Directors may be called by the Chair or by a 2/3rds majority of the Board members then in office. Notice of special meetings shall be given at least forty-eight (48) hours in advance of the meeting by mail or personal contact. Special meetings shall be held in the Shingle Creek neighborhood.

ARTICLE VI.

A.    The terms of the Board of Directors shall be two (2) years except for the first election at which three (3) Directors terms will be for one
      (1) year for purposes of staggering the elections.

B.    The Board of Directors shall consist of at least seven (7) Board members.

C.    The Board of Directors may remove any Board member who fails to attend three (3) consecutive Board meetings, if approved by the majority of the Board members. Vacancies occurring between Annual Meetings shall be filled by either special election or appointment by the Board of Directors.

D.    The number of Board members who work or own property in the Shingle Creek neighborhood, as described in Article II., but do not live in the Shingle Creek neighborhood shall be limited to one (1) member.

ARTICLE VII.

Officers:

A.    The Board of Directors shall within one (1) month after the annual meeting, conduct elections for all officer positions in the Association, with exception of the first elections.

B.    Officers of the Association shall consist of the Chairperson, Vice-Chairperson, Secretary and Treasurer.

C.    Officers of the Association shall be elected for one-year terms by the Board of Directors.

Duties:

Chairperson: The Chairperson shall have the power of general management of the business of the Association.  He/She shall preside or delegate such authority at all meetings of the Board of Directors, and the meetings of the general membership.  He/She shall be the Chief Executive Officer of the Association and shall see that all orders and resolutions of the Board, and membership are carried into effect. He/She shall be a member ex-officio of all committees. He/She shall be considered "President" of the Association for the sole purpose of carrying out the duties of signatory agent and may execute documents on behalf of the Association under that title. In general, the Chairperson shall perform all duties usually incidental to that office and such other duties as the Board may prescribe.

Vice-Chairperson: The duties of the Vice-chairperson shall be to perform the duties of the Chairperson in the event the Chairperson is not able to do so, and to perform other duties as the Board of Directors may prescribe.

Secretary: The duties of the Secretary shall be to record the minutes of each meeting, to send notices of each meeting, and to assist in the preparation of letters and reports of the Association.

Treasurer: The Treasurer shall cause to be kept accurate accounts of all moneys of the Association received and disbursed and shall render the Board of Directors or the Chairperson, whenever required, and account of the financial condition of the Association and shall perform such other duties as may from time to time be prescribed by the Board of Directors or by the Chairperson. He/She shall be responsible for supervising the receipt, deposit and disbursement of the funds of the Association in accordance with the policies established by the Board of Directors.


ARTICLE VIII.


Committees:

The Board of Directors may appoint such other committees and delegate to such committees such powers and responsibilities as it may from time to time deem appropriate. Any member of the Association is eligible to be appointed to participate in the committees. When a committee is formed, the Board of Directors will;

A.    Identify the committee as either standing or temporary.

B.    Identify the major purpose and tasks of the committee.

C.    Identify the members of the committees from the Board of Directors and the membership, and appoint a committee chair when necessary.

All committees will report monthly to the Board of Directors on their activities. Committees will have such officers, as the committee deems appropriate.

Any action recommended by a committee formed between this Association and other organization(s) is to be forwarded to the Board of Directors for action.

ARTICLE IX.


Fiscal Year:

The fiscal year shall be from July 1 to June 30.


ARTICLE X.

Procedure for Dealing with Complaints:

Any complaint against SCNA shall be made in writing and directed to a meeting of the Officers of the Board of Directors, which shall act upon the merits of the complaint within thirty (30) days. If further action is needed, the ruling of this complaint committee shall be referred to the Board of Directors for its consideration.
                             

ARTICLE XI.

Amendments:

Amendments to these bylaws may be adopted by the general membership at any meeting for which at least seven (7) days prior notice has been given and with a 2/3rds majority of the Board members present at said meeting. The notice shall include the content of the proposed bylaw change. A 2/3rds majority of the members present and voting are needed for it to pass.

ARTICLE XII.


Quorum:

At all meetings of the Board of Directors, a majority of the Directors shall constitute a quorum for the transaction of business, and the acts of the majority of the Directors present at a meeting at which a quorum is present shall be the acts of the Board of Directors.                            

 ARTICLE XIII.


Conflict of Interest:

Board members must abstain from voting on any action or activity to be undertaken by SCNA if such action or activity shall directly or indirectly benefit that Board member or her/his family, without first declaring the possibility of such benefit. SCNA, will utilize the approved NRP Conflict of Interest policy as the full Conflict of Interest Policy. (See three page attachment dated January 10th, 2006. Doc 20061) 

 
 

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By-Laws