Riverview Neighborhood Association
Constitution & Bylaws
Revised and approved December 12, 2000
Section 1. The name of the organization shall be the Riverview Neighborhood Association.
Section 2. The association will operate exclusively for the charitable purpose to maintain, protect, enhance and improve the quality of the neighborhood within the boundaries set forth in the bylaws.
Section 1. The area included in this association shall be bounded on the east by the old Midland Valley RR right of way (bicycle path), on the south and west by Riverside Drive, and on the north by the Inner Dispersal Loop.
Section 1. Membership Composition. There shall be two (2) classes of membership. Voting membership is open to any owner of property located within the designated boundaries of the association; and this class of membership is limited to one vote per household. Associate membership is open to any other resident or business within the association's boundaries.
Section 2. Dues. Annual dues will be charged to all members of the association. These dues will be set on an annual basis by the Board of Directors with the concurrence of the members in attendance at the Annual Meeting.
Section 3. Annual Meetings. There shall be an Annual Meeting of the members during the month of December. Election of the association officers and Board of Directors will occur at the Annual Meeting.
Section 4. Regular Meetings. Regular Meetings of the membership will be scheduled by the Board of Directors and held at least quarterly.
Section 5. Special Meetings. Special meetings of the membership may be called by the President, a majority of the Board of Directors, or by a group of not less than twenty-five (25) association members.
Section 6. Notice of Meetings. Notice of all membership meetings shall be made by utilizing any one or several methods, including mail, flier, phone, electronic mail, web page or sign postings throughout the neighborhood, stating the place, day and hour of the meeting. The notices will be posted not less than five (5) days prior to the meeting. Notice of meetings may also be made by announcement at any Regular Meeting.
Section 7. Quorum. No less than 25 members of the association must be present at a membership meeting to constitute a quorum for the purpose of conducting business.
Article IV. Board of Directors.
Section 1. The Board of Directors shall be the governing body of the association. The board shall consists of 12 members – four (4) officers and eight (8) other voting members of the association - and shall be elected by the membership at the Annual Meeting.
Section 2. The Board of Directors shall set the agenda for membership meetings.
Section 3. Each non-officer board member shall serve a term of two (2) years. The terms will be staggered so that four of these board positions will become vacant each year. The terms shall begin and end at the Annual Meeting.
Section 4. For the initial term set-up, the determination will be made by lot draw. Numbers will be assigned to each board position, so that even-numbered seats will be filled by election in even-numbered years and odd-numbered seats will be filled by election in odd-numbered years.
Section 5. Notice. Notice of any meeting of the Board of Directors shall be given five (5) days previous thereto by written notice delivered personally or by mail, fax or electronic mail.
Section 6. Quorum. A majority of the Board of Directors shall constitute a quorum.
Section 7. Manner of Acting. The act of a majority of the directors at a Board meeting at which a quorum is present shall be the act of the Board of Directors.
Article V. Nominations, Succession, Vacancies, Removal from Office.
Section 1. Any member of the association is eligible for nomination to the Board of Directors or as an association officer.
Section 2. Members of the Board of Directors or association officers, if interested, may succeed themselves.
Section 3. Nominations for the Board of Directors or association officer may be made by the Nominations Committee or by any other member of the association with the written endorsements of any other ten (10) association members.
Section 4. A report of the Nominating Committee will be made at least one month prior to the Annual Meeting.
Section 5. Nominations, properly endorsed, may be made from the floor at the Annual Meeting, preceding election of officers and board members.
Section 6. When a vacancy occurs prior to the completion of that term, the Board of Directors will fill the position for the balance of that year. That position will become vacant at the Annual Meeting, regardless of the balance of the original term.
Section 7. Removal. Removal from the Board of Directors may be required for failure to attend three (3) consecutive Board meetings or repeated failure to discharge designated duties. Removal shall require a vote by two-thirds (2/3) of the Board of Directors.
Article VI. Officers.
Section 1. Number. The officers of the association shall be a President, Vice President, a Secretary and a Treasurer, each of whom shall be elected by the association members at the Annual Meeting.
Section 2. Election and Term of Office. The officers shall serve for a term of one year, beginning at the Annual Meeting. Each officer shall hold office unless removed, until his successor shall have been duly elected.
Section 3. President. The President shall be the principal executive officer of the association and shall in general supervise and control all of the business and affairs of the association. The President shall preside at all meetings of the membership and the Board of Directors. Also, the President shall be an ex-officio member of all committees and shall have such other and further duties as prescribed by the Board of Directors. The President shall carry into effect all directions and resolutions of the Board of Directors and the association members and will execute any documents or other instruments which the Board of Directors or association members authorize to be executed. The President shall be responsible for posting notices of the meetings or delegating that task.
Section 4. Vice President. In the absence of the President or in the event of his or her inability or refusal to act, the Vice President shall perform the duties of the President and, when so doing, shall have all the powers of and be subject to all the restrictions upon the President. The Vice President also shall perform such other duties as may be assigned by the President or the Board of Directors.
Section 5. Secretary. The Secretary shall keep the minutes of the meetings of the members and the Board of Directors, assemble and keep reports generated by various committees, be the custodian of the association records and in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned by the President or Board of Directors.
Section 6. Treasurer. The Treasurer shall have charge and custody of, and be responsible for all funds and securities of the association, and receive and give receipts for monies due and payable to the association from any source whatsoever, and deposit all such monies in the name of the association in such banks, trust companies or other depositories as shall be selected in accordance with the bylaws; and, in general, perform all duties incident to the office of Treasurer and such other duties as may be assigned to him or her by the President or by the Board of Directors.
Article VII. Committees.
Section 1. The President, with approval from the Board of Directors, may create committees and shall appoint committee chairs for the association, each of whom shall serve at the pleasure of the Board of Directors and shall exercise such powers, have and perform such duties as shall be determined by the Board of Directors or the President with the approval of the Board of Directors. At a minimum, the following committees shall be established: (1) Nominating, (2) Bylaws, (3) Membership, (4) Code Enforcement, and (5) Zoning.
Section 2. Reporting. All committees will report directly to the Board of Directors.
Section 3. Nominating Committee. No later than two (2) months before the Annual Meeting, the President shall create and appoint, with the approval of the Board of Directors, a Nominating Committee to nominate a slate of officers and board members for the following calendar year. The Nominating Committee shall deliver a report to the Membership Meeting preceding the Annual Meeting. Additional nominations may be received, pursuant to the bylaws, at any time.
Section 4. The Bylaws Committee shall review the bylaws of the association and suggestions as to possible amendments, and make recommendations to the association at the Membership Meeting preceding the Annual Meeting.
Section 5. Membership Committee. The Membership Committee shall keep an accurate directory of the association's members and welcome new residents to the neighborhood.
Section 6. Code Enforcement Committee. The Code Enforcement Committee shall receive and investigate complaints of violations of the city ordinances and make recommendations to the Board of Directors as to appropriate actions to take relative to such violations.
Section 7. Zoning Committee. The Zoning Committee shall be responsible for communication with the City and the Board of Directors regarding all zoning matters that impact the neighborhood directly or indirectly.
Article VIII. Contracts, Checks, Deposits and Funds.
Section 1. Contracts. The Board of Directors may authorize any officer or officers, agent or agents of the association, in addition to the officers so authorized by these bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the association, and such authority may be general or confined to specific instances.
Section 2. Checks, Drafts, Etc. All checks, drafts, other orders for the payment of money notes or other evidence of indebtedness issued in the name of the association, shall be signed by such officer or officers, agent or agents of the association and in such manner as shall from time to time be determined by resolution of the Board of Directors.
Section 3. Deposits. All funds of the association shall be deposited from time to time to the credit of the association in such banks, trust companies, or other depositories as the Board of Directors may select.
Section 4. Gifts. The Board of Directors may accept on behalf of the association any contribution, gift or bequest for the general purpose or for any special purpose of the association.
Section 5. In the event that the association should disband all outstands debts will be paid and a donation of the remaining funds will be made to Park Friends, INC.
Article IX. Book and Records.
The association shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members and Board of Directors. The Secretary and shall keep a record giving the names and addresses of the association's officers and directors. All books and records shall be subject to audit at the direction of the Board of Directors.
Article X. Amendment to Bylaws.
These bylaws may be altered, amended or repealed and new bylaws may be adopted by the membership at any regular or special the annual meeting of the membership as long as the meeting notice contained an explanation of the proposed change. To effect changes in the bylaws, a quorum must be present and two-thirds (2/3) of the members present must approve.