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"Law is order, and good law is good order." -- Aristotle |
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BYLAWS OF THE The name of this organization shall be Pasture Point Neighborhood Association, hereinafter referred to as “Association.” The purpose of this Association shall be to provide a means of friendly association for the members of this organization, to maintain a safe neighborhood where people want to live, to provide a forum for its members to respond to issues of common concern, to preserve and improve our neighborhood, and to communicate and work with the City of Hampton and surrounding neighborhoods for the betterment of the Association and its members. ARTICLE III -- ACTIVITIES AND AFFILIATIONSSection 1. Nature of Activities. The Association shall be strictly non-partisan and non-sectarian. The Association, however, reserves the right to take positions and to express views on any legislation, ordinance or course of action, which in the judgment of the Association will affect the welfare of its members. The Association also reserves the right to comment on the actions of individuals and groups that affect the welfare of the members of the Association. Section 2. Affiliation with Other Groups. The Association may join, support or collaborate with federations, leagues, conventions or other civic groups whose purposes and actions are consistent with the welfare of the Association provided that any affiliation undertaken shall not impair the continued existence of the Association as a distinct organization. ARTICLE IV -- COMMUNITY BOUNDARY The boundary of the community served by this Association shall be as follows: north of Pembroke Avenue bounded from a line between King Street and Wine Street to the Hampton River including those streets north of Interstate 64 bordered by Interstate 64, River Street to Creek Avenue; and south of Pembroke Avenue bounded a line between Eaton Street and Washington Street to the Hampton River including the Southside of Syms Street and Washington Street to the City Pumping Station. [Click here for a map of the Pasture Point Neighborhood Association Boundaries] Section 1. Individual Membership. Any individual 18 years of age or older who owns property within or resides within the Association’s community boundary as described in Article IV of these Bylaws is eligible for membership with full voting rights and privileges. Section 2. Honorary Membership. The Association may confer honorary memberships on individuals who do not meet the requirements of individual memberships as prescribed in Section 1 of this Article. Honorary members shall be entitled to participate in the affairs of the Association but they shall not have the right to vote or to hold elective office. Section 3. Admission to Membership. Any person eligible for membership under this article shall become a member upon completion of a membership application that shall be forwarded to the Secretary for approval and payment of the annual dues established for the current fiscal year in accordance with Article V, Section 4 of these Bylaws. Any person approved for membership shall remain a member for as long as they continue to meet the requirements for individual membership as prescribed by Article V of the Bylaws. Section 4. Annual Dues. Annual dues are payable at the Association’s annual meeting in May of each year. The Board of Directors will recommend the amount of the annual dues at the annual meeting in May for the following year and will be approved by a majority vote at the Association’s annual meeting in May. The Board of Directors reserves the right to adjust the dues during the year to accommodate unplanned activities or requirements of the Association. Section 1. Elected Officers, Terms and Qualifications. The Association shall elect annually a President, a Vice President, a Secretary, and a Treasurer that shall be known as the Elected Officers and collectively shall function as the Officers Committee. The duties and powers of the officers shall be as set forth in this Article. The officers shall serve for one year or until their successors are chosen. Vacancies for any Elected Officer position shall be filled at the next regular or special meeting of the Association. Elected Officers chosen in special elections to fill vacancies shall assume their duties immediately. Section 2. Duties of the President. The President shall be the Chief Executive Officer of the Association and shall take care that its bylaws and decisions are faithfully observed and executed. In addition, the President shall have the following specific duties:
Section 3. Duties of the Vice President. The Vice President shall assist the President in the administration of the affairs of the Association and shall undertake such duties as the President may assign. In addition, the Vice President shall have the following specific duties:
Section 4. Duties of the Treasurer. The Treasurer shall receive the funds of the Association and shall disburse these funds when duly authorized by the Officers Committee. The Treasurer shall make a report of the finances of the Association at each regular meeting and shall keep records in such form as to disclose the amounts and sources of all revenues received and the amounts and purposes of all funds disbursed. In coordination with the Secretary, the Treasurer shall maintain a current and accurate roll of members should the Board of Directors require payment of annual dues as a requirement of membership. In the absence of the President and the Vice President, the Treasurer shall perform the duties of the President. Section 5. Duties of the Secretary. The Secretary shall take the minutes of all meetings of this Association, Officer Committee meetings, and Board of Directors meetings; shall aid the President in correspondence within this Association, with other Civic Associations and organizations, and with the City of Hampton; shall keep the roll of officers, Area Captains, other officials and committees of this Association, the Association membership concurrently with the Treasurer; if required, and shall perform such other duties as pertain to this office. In the absence of the President, Vice President, and Treasurer, the Secretary shall perform the duties of the President. Section 6. Appointed Officers. The President may appoint a corresponding secretary, a parliamentarian, a historian and other positions deemed in the best interest of the Association, and may assign to them duties appropriate for such offices. Appointed Officers serve at the pleasure of the President and are not entitled to vote at either elected officers meetings or Board of Directors meetings. Section 7. Vacancies. If any Elected Officer other than the President becomes vacant by reason of death, resignation, retirement, removal, or failure to meet the requirements of individual membership as prescribed in Article V of these Bylaws, or any other cause, the Board of Directors shall appoint a successor or successors to serve for the unexpired term or terms. Section 8. Removal of Elected Officers. Any Elected Officer may be removed for nonperformance of duties, inefficiency or conduct incompatible with the objectives and activities of the Association. A motion for removal may be made at any regular or special meeting of the Association. The reasons for the motion must be presented in writing and shall be read in their full text by the Secretary. The maker of the motion may briefly explain the reasons and may answer questions. The Elected Officer involved, if present, may briefly reply but there shall be no debate. At the next regular or special meeting held not sooner than ten days after the presentation of the motion, the question shall be debated, and if two-thirds of those voting are in favor thereof, the Elected Officer shall be immediately removed from office. Section 1. Election, Terms and Qualifications. The Association shall annually elect seven (7) Area Captains. The duties of the Area Captains shall be as set forth in this Article. The Area Captains shall serve for one year or until their successors are chosen. Vacancies in any of the Area Captains shall be filled at the next regular or special meeting of the Association. Area Captains chosen in special elections to fill vacancies shall assume their duties immediately. Section 2. Duties of the Area Captains. The Area Captains shall be the Association’s local representatives of the geographic section of the neighborhood in which they reside. Area Captains shall serve as the point of contact for neighbors within their assigned area regarding neighborhood issues and concerns, share information from the Association to their assigned area, deliver flyers about Association issues and events to the residents of their assigned area, and welcome new residents to the neighborhood and invite them to Association meetings. Area Captains shall also be voting members of the Board of Directors. Section 3. Vacancies. If any Area Captain position becomes vacant by reason of death, resignation, retirement, removal, or failure to meet the requirements of individual membership as prescribed in Article V of these Bylaws, or any other cause, the Officers Committee shall appoint a successor or successors to serve for the unexpired term or terms. Section 4. Removal of Area Captains. Any Area Captain may be removed for nonperformance of duties, inefficiency or conduct incompatible with the objectives and activities of the Association. A motion for removal may be made at any regular or special meeting of the Association. The reasons for the motion must be presented in writing and shall be read in their full text by the Secretary. The maker of the motion may briefly explain the reasons and may answer questions. The Area Captain involved, if present, may briefly reply but there shall be no debate. At the next regular or special meeting held not sooner than ten days after the presentation of the motion, the question shall be debated, and if two-thirds of those voting are in favor thereof, the Area Captain shall be immediately removed from office. ARTICLE VIII –BOARD OF DIRECTORS Section 1. Membership. The Board of Directors shall be comprised of the elected Officers and Area Captains. Section 2. Duties of the Board of Directors. The Board of Directors shall be vested with the general management of the affairs of this Association. It shall act for the Association in matters specifically delegated to it by the membership and may act for the Association between meetings of the membership on any matter deemed urgent. Any such action shall be reported at the next meeting of this Association. The Board of Directors shall be subject to the orders of this Association, and none of its actions shall conflict with action taken by this Association. Section 3. Rules of Proceedings. The Board of Directors may adopt rules for its proceedings as it deems most efficient to conduct the business of the Association. Section 1. Establishment and Dissolution of Committees. The President, with the approval of the Board of Directors, shall from time to time, establish and/or dissolve standing or special committees with the exception of the Officers Committee. Section 2. Reports of Committees. Reports of committees, both standing and special, shall be made in writing periodically to the Board of Directors and the Association at times designated by the President.
ARTICLE X – NOMINATIONS AND ELECTIONS Section 1. Nominations. The Board of Directors shall appoint a special Committee on Nominations composed of three (3) members, one of whom shall be named the convener by the Board of Directors. The members shall select a chairperson from amongst themselves. The Committee on Nominations shall report a list of nominees for each elective office at the meeting of this Association in March of each year. In all nominations, previous consent shall have been obtained and all nominees must meet the membership qualifications of the Association as described in Article V of these Bylaws. Section 2. Additional Nominations. Additional nominations for any Board of Director’s position may be made from the floor by any member in good standing immediately following the report from the Committee on Nominations. In all nominations, previous consent shall have been obtained and all nominees must meet the membership qualifications of the Association as described in Article V of these Bylaws. Section 3. Elections. Elections shall be held at the annual meeting in May of each year. Section 4. Method of Election. Elections shall be by secret ballot All Association members in good standing as described in Article V of these Bylaws and present at the Annual Meeting shall be entitled to vote. The nominee for each office receiving the largest number of votes cast shall be declared elected prior to the close of the meeting. Section 5. Installation of Board of Directors. Board of Director members shall be installed before the close of the meeting at which they are elected and shall serve for one (1) year or until their successors are elected. Section 6. Multiple Elective Offices. No member shall hold more than one Board of Director position at a time. Section 7. Interim Board of Director Members. If the Board of Directors fails to appoint a Committee on Nominations and fails to hold an election of Board of Director members by July of each year, a quorum of Association members in good standing may call a meeting of the membership and elect Interim Board of Director members, provided that all residents living within the Association's boundaries have received written notification of the meeting at least one week in advance. The Interim Board of Director members shall serve for no more than one year. During that year, these Interim Board of Director members shall conduct the business of the Association, shall appoint a Committee on Nominations, and shall hold an election. All records and property of the Association shall be turned over promptly to the Interim Board of Director members by the previous Board of Director members. Section 1. Annual Association Meeting. An annual meeting of this Association shall be held in May of each year at a time and place selected by the Board of Directors. Section 2. Regular Association Meetings. The meetings of this Association shall be held at times and places selected by the Board of Directors or the membership of this Association, but such times shall include at a minimum July, September, November, January, March and May of each year. Section 3. Officers Committee Meetings. An annual meeting of the Officers Committee shall be held within ten (10) days after the annual meeting of this Association for the following purposes: that the program of activities may begin as early as possible; that appropriate consideration may be given to participation of this Association in the activities of the City of Hampton; and that the outgoing officers, if required, may transfer property and records as required by Article XIV of these Bylaws. Thereafter, meetings of the Officers Committee shall be held regularly at a time and place designated by the President and at the call of the President or upon the written request of three (3) Officers. Section 4. Board of Directors Meetings. A meeting of the Board of Directors shall be held within ten (10) days after the annual Officers Committee meeting for the following purposes review, amendment, disapproval, or approval of the program of activities prescribed by the Officers for the coming year. Thereafter, meetings of that Board of Directors shall be held at a time and place designated by the President or upon the written request of three (3) members of the Board of Directors. Section 5. Committee Meetings. Meetings of any special or standing committee of this Association may be held as required and on any subject within the responsibility of the committee. The Committee Chairperson shall call the meetings and select the times and places for these meetings. ARTICLE XII -- QUORUM AND VOTING Section 1. Association Quorum. Fifteen (15) members of this Association shall constitute a quorum of this Association for the transaction of any business. Meetings may be held even if a quorum is not present provided that action taken at such meetings shall be effective only if thereafter approved by the Officers Committee or by a meeting of this Association at which a quorum is present. Section 2. Committee Quorum. A majority of the members of the Officers Committee, Board of Directors or any other committee of this Association shall constitute a quorum for the transaction of any business properly before them. Section 3. Voting. All actions by the Association membership, the Officers Committee, the Board of Directors, and any committee shall be by majority vote of the members voting who are either present at the meeting. ARTICLE XIII -- FISCAL OPERATIONS Section 1. Fiscal Year. The fiscal year of this Association shall commence with the day following the annual meeting and conclude the day of the next annual meeting. Section 2. Fiscal Governance. The fiscal affairs of this Association shall be governed by an annual budget to be adopted by the Officers Committee. The annual budget shall cover the regular and ordinary expenditures of this Association and may be revised at any time by the Officers Committee. Section 3. Disbursement Approval. Disbursements made in accordance with the annual budget adopted by the Officers Committee may be made by the Treasurer. Other expenditures shall be approved in advance by the Officers Committee. Section 4. Maintenance of Association Funds. The funds of this Association shall be maintained by the Treasurer in a manner approved by the Officers Committee. Section 5. Financial Oversight. The President shall inspect the Treasurer's accounts at the close of the fiscal year and report its findings to the Officers Committee no later than June 30th. ARTICLE XIV -- PROPERTY AND RECORDS All Board of Director members of this Association holding or charged with the responsibility for the custody and maintenance of any records of correspondence, documents and funds and any other property of this Association shall turn over promptly to their successors all such records and property. The outgoing Board of Director members shall deliver all such records and property at the meeting prescribed by Article XI of these Bylaws. If delivery to the successor cannot be accomplished, delivery shall be made to the Secretary or the Vice President. Successors shall be responsible for obtaining from their predecessors all records and other property of this Association. ARTICLE XV -- PARLIAMENTARY AUTHORITY The rules contained in the most current edition of Robert's Rules of Order Newly Revised shall govern this Association in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any special rules of order this Association may adopt. Amendments to these Bylaws may be made at any meeting of this Association by a quorum of members as prescribed by Article XII of these Bylaws provided that the proposed amendments were presented at the preceding meeting of the Association in writing to the Secretary and the Parliamentarian, if appointed, who shall read the proposed amendments to the membership. Proposed amendments shall then be referred to Elected Officers Committee which shall report to the Association membership at the next meeting. Adopted by unanimous consent of the Officer’s Committee: July 15, 2005 Revised by Majority Membership Vote: May 8, 2007 |
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