Article I - Name
Article it - Purpose
Article Ill - Policies
Article IV - Membership
Article V - Officers
Article VI - Nominations and Election
Article VII - Installation of Officers
Article VIll - Duties of Officers
Article IX - Board of Directors
Article X - Standing Committees
Article XI - Special Committees
Article XII - Meetings
Article XIII - Dues
Article XIV - Amendments
Article XV - Dissolution
Article XVI - Parliamentary Authority
AGUA DULCE CIVIC ASSOCIATION
BY - LAWS
APPROVED 9-9-98
The Agua Dulce Civic Association was organized July 13, 1956, and incorporated on April 29, 1957 as a Non-Profit Corporation. The BY-LAWS will not conflict with the Articles of Incorporation.
This organization shall be known from this day, July 13, 1956 and each year henceforth, as the Agua Dulce Civic Association (hereafter "Association"). To Index
The purpose of this Association of civic minded persons shall be: to identify, research and report to the community of Agua Dulce on issues of membership interest, and as deemed necessary by the general membership, to participate in and take a position on those issues; to preserve the rural lifestyle of Agua Dulce by promoting controlled growth; and to promote the enforcement of the Agua Dulce Community Standards District Ordinance. To Index
This Association shall be a nonsectarian, a nonpartisan and a nonprofit corporation. To Index
Section 1: Membership
A. Membership shall be open to all residents and property owners of Agua Dulce who support the Association as defined under Article Ii. Non-property owner members shall be known as Associate Members.
B. The Association may, from time to time, confer an Honorary Lifetime Membership to deserving residents upon nomination and vote by the membership.
Section 2: Voting Privileges
Voting privileges shall be limited to members who are property owners of Agua Dulce and who are over eighteen (18) years of age, in order to fulfill Article ll. To be eligible to vote, one must be a member in good standing for at least thirty (30) days prior to the vote. Each member will have one vote. Majority vote rules. There will be no proxy voting.
Section 3: Dues payable
Membership dues are due and payable on January 1e. of each year, the amount and terms to be determined by the general membership. ( See Article XIII, Section 1) Membership is for the current calendar year - January l . to December 31. There will be no prorating of dues.
Section 4: Nonpayment of Dues
Nonpayment of dues shall result in the forfeiture of voting rights and membership.
Section 5: Discipline
Acts of a member which, in the judgment of the Board of Directors, are determined to be detrimental to the Association may lead to censure and/or expulsion from membership. That member shall have the right, within 30 days, to a hearing before a duly notified general membership. A two-thirds (213) vote, by secret ballot of the members present, shall be required for expulsion from membership. Membership standing shall be checked and certified by the membership chair before issuing ballots. Expelled members may be reinstated as a member in good standing by a two-thirds (2/3) vote, by secret ballot, of the members present at a duly notified general meeting, after six (6) months. The costs of duly notifying the general membership and any other costs for reinstatement shall be at the expelled members expense.
A. Acts 'detrimental to the Association" are defined as follows:
1. Members shall not make statements that distort the position of the Association or other members or which undermines the effectiveness of the Association.
2. Members shall not engage in conversations or activities that discredit or create disrespect for the Association.
3. Members shall not engage in unlawful practices, misappropriation of funds, or actions that create the appearance of impropriety.
4. Members shall not vote on items where they have a conflict of-interest, which is defined for this purpose as something which could bring personal benefit or loss to the member. Possible conflict-of-interest issues shall be decided by the majority of members present.
5. Members shall not imply either in verbal or written communications that they speak for the Association unless they are expressing a previously established Association position, or they are Committee Chairs where the position of the committee has been endorsed by the Association.
Section 6: Liability
No member of the Association shall be personally or otherwise responsible or liable for any debts, liabilities and/or obligations of the Association. To Index
Sections 1: Officers
The officers shall consist of a President, First Vice President (Program), Second Vice President (Membership), a Recording Secretary, a Corresponding Secretary and a Treasurer, elected by secret ballot to serve a period of one year.
Section 2: Eligibility
A term of office for each officer shall be one (1) calendar year, January 1't. to December 31.
Section 3:
No member shall hold the same office for more than two (2) consecutive years with the exception of the office of Treasurer. To Index
Section 1: Nominations
A nominating committee of at least three (3) members shall be selected by the membership at the general meeting in September. The committee shall submit its slate of qualified officers at the general meeting in October at which time further nominations may be made' from the floor. The consent of each candidate must be obtained before his or her name is placed in nominations. The election of officers shall be held at the November general meeting.
Section 2: Schedule
Election of officers shall be held at the regular business meeting in November, voting to be by secret ballot if there is more than one candidate for an office. Those elected shall be installed prior to the first general meeting in January.
Section 3: Voting
When there is but one candidate for an office, the ballot may be dispensed with an oral vote taken. A majority of members present shall elect to any office. In the event of a tie between nominees for an office, it shall be decided by re-balloting.
Section 4: Officer Standing
Any member elected to office of President, First Vice President, Second Vice President, Recording Secretary, Corresponding Secretary or Treasurer must have been a member in good standing for at least six (6) months prior to the election.
Section 5: Member Standing
All members in good standing for thirty (30) days prior to the election are eligible to vote for officers.
Section 6: Vacancies
Vacancies in office shall be handled as follows:
A: In the event of the death, resignation, or incapacity of the President, the First Vice President shall become President for the unexpired term. The next in succession is the Second Vice President.
B. Vacancies in offices, other than the President, shall be filled for the unexpired term by the Board of Directors, Section 4 of this Article (Officer standing) shall apply.
C. The Recording Secretary shall become President in the absence of the President or First Vice President or the Second Vice President.
Section 7: Absence
Absence from three (3) consecutive regular board and general meetings, without an excuse acceptable to the Board of Directors, shall be considered as an officer's or chairperson's resignation and the Board of Directors may, with discretion, appoint a member in good standing to complete the unexpired term. Section 4 of this Article (Officer standing) shall apply. To Index
Section 1:
Officers shall be installed following the election in November, and prior to the first general meeting in January, at a time designated by the members. A public installation ceremony may be desired.
Section 2:
' The First Vice President shall Chair the Installation Ceremony. To Index
Section I - President
The President shall preside at all general, regular and special meetings of the Association and the Board of Directors. The President shall appoint special and standing chairpersons, and shall be a member ex-officio of all committees, except the nominating committee. The President shall be responsible for developing a yearly calendar of meetings and event dates to be distributed by the February General Meeting. The President shall, with the Recording Secretary, sign all legal documents, and with either the Secretary or Treasurer or First Vice President, sign all checks. Two out of three signatures are required on all checks - namely - the President, Recording Secretary or Treasurer or First Vice President.
Section II - Vice Presidents
The First Vice President shall substitute for the President in case of absence. The Recording Secretary shall assume the duties of President in the absence of the President and First Vice President.
A. The First Vice President shall, in the absence of the President, assume the Presidents duties and assist in the work of the President The First Vice President may, also, be the Program Chair and shall chair the Installation Ceremony and arrange for necessary awards.
B. The Second Vice President shall be Membership Chairman. The Second Vice President shall appoint his or her own committee and shall print a membership roster by the end of March. The Second Vice President should, also, be in charge of refreshments.
Section III - Secretaries
A. The Recording Secretary shall keep the general dub records, including minutes of general and Board of Directors meetings, committee appointments, list of officers, list of members showing their addresses and telephone numbers, a copy of the Association's
By-Laws and the club seal. The Recording Secretary shall sign, with the President, all legal documents and keep a copy thereof. The Recording Secretary shall provide the President with a copy of the minutes of the previous general and Board of Director meetings and be prepared to present recommendations of the previous board meeting to the members present
B. The Corresponding Secretary shall prepare all written correspondence for the Presidents signature, attend to the correspondence of the club, file letters pertaining to the business of the club, notify the membership of regular and special meetings and keep a copy of all letters written. The Corresponding Secretary shall keep a copy of the Association's By-Laws with the Association's records, prepare and mail Association notices for special activities, and notify the membership of pending issues of paramount concern. The Corresponding Secretary shall sit on the Civic Improvement and Publicity committees.
Section IV - Treasurer
The Treasurer shall receive all monies and deposit the same, in the name of the Association, in a bank approved by the Association, and keep an itemized accounting of receipts and disbursements.
The Treasurer shall make a written report to be read at each monthly business meeting and present a copy to the President and Recording Secretary. Checks shall be signed by the Treasurer and President, with an alternate signee in the person of the Recording Secretary or First Vice President, two signatures being required. The Treasurer shall serve as a member of the Finance Committee. The Treasurer shall prepare and submit an annual financial report to be read at the March business meeting. The books are to be closed and audited prior to this meeting.
A. In order that the books may be closed and audited, the Treasurer shall call for all bills owed and monies due to be given to the proper person or persons at the regular business meeting in December.
Section V:
Each Officer and Chairperson, on the expiration of the office, or in case of resignation, shall turn over to his or her successor without delay, all records, books, funds or any other material pertaining to the office. To Index
Section 1:
The Board of Directors shall consist of the President, First Vice President (program), Second Vice President (membership), Recording Secretary, Corresponding Secretary, Treasurer, and appointed chairpersons of the standing committees,
Section 2: Duties
A. The Board of Directors shall have general supervision of the affairs of the Association. The Board shall make recommendations to the general membership, transact any business between meetings, and report thereupon at the next general meeting. It shall be subject to the orders of the Association and none of Its acts shall be in conflict with action taken by the Association. Minutes shall be taken of these meetings.
B. The Board of Directors shall select the annual Pioneer (s) of the Year award; the Board of Directors may nominate a family for the Family of the Year award; the Board of Directors shall invite the general membership to nominate families for the Family of the Year award, and shall conduct an election for Family of the Year.
Section 3 : Meetings
The Board of Directors shall meet at least once a month, unless authorized otherwise by the general membership. Special meetings of the Board of Directors may be called by the President or by one-third ( 1/3) of the Board Members, provided two are elected officers.
A. A quorum shall consist of three ( 3) Board Members. Each member shall have one vote; no voting by proxy shall be allowed.
Section 4: New Business
All new business shall be presented to the Board of Directors for consideration at their regular meeting. The date and place is to be selected at the discretion of the majority of the Board Members. To Index
Section 1: Standing committees of this Association shall be:
A. Finance
B. Ways and Means
C. Civic Improvement
D. Education E. Publicity
F. Sergeant - at - Arms
G. Health & Welfare H. Newsletter
i. Picnic on the Porch
Section It - Duties of Standing Committee
A. The Finance Committee shall prepare an annual budget for the general membership to adopt; conduct an audit(s) of the Association's financial books, one audit to be in December, prior to the beginning of the next term; the Treasurer shall serve on this committee but may not chair it.
B. The Ways and Means Committee shall plan and oversee activities to raise funds.
C. The Civic Improvement Committee shall keep informed and present to the membership, plans for the development of the community. Same committee shall receive and present public notices from governmental agencies that pertain to the community. The Corresponding Secretary shall serve on this committee.
D. The Education Committee shall keep informed on the activities and needs of the schools and shall form a Scholarship subcommittee.
E. The Publicity Committee shall publicize all meetings and events. The Corresponding Secretary shall serve on this committee. The Publicity Chairman shall contact all local newspapers and publications with information on all activities. All written publicity shall be approved by the President.
F. The Sergeant-at-Arms Committee shall maintain order at all meetings, be responsible for all Association equipment and assets, set up and take down seating and tables, etc., at each meeting.
G. The Health & Welfare Committee shall assist in the common welfare of the community, i.e., creating an interest in disaster preparedness, community safety, and the general well-being of the community.
H. The Newsletter Committee shall gather and disseminate information of interest to the membership through various media avenues.
l. The Picnic on the Porch Committee shall organize and conduct this event. To Index
Special Committees may be established at the request of the President or the Board of Directors, as the need arises. Upon completion of the Special Committee's objective or purpose and a report has been presented, thereupon, the committee shall cease to exist. To Index
Section 1:
A general meeting of the Association shall be held on the third Thursday of each month unless otherwise ordered by the general membership. Meetings are open to all members and guests.
Section 2:
Special meetings may be called by the President, by a majority of the Board of Directors, or by the written request of ten (10) members in good standing, provided all members are duly notified.
The regular business meeting in December shall be known as the annual meeting. It shall be for the purpose of receiving annual reports of officers and committees and for other business that may arise. To Index
Section 1:
The dues of the Association shall be decided by the membership at the annual meeting in December for the period January 1. through December 31. Dues are payable on or before the January meeting. There will be no prorating of dues, except where, upon a proper vote of the members present, a "special promotion" is considered to increase membership.
Section 2:
Only members who own property in Agua Dulce shall be given voting privileges. To Index
Amendments to the By-Law's may be proposed by the Board of Directors, or by a By-Law's special committee. The proposed. By-Law changes must have a two-thirds ( 213) approval vote of the Board members present. Written notice of change (s) in the By-Laws must be given to the general membership two (2) weeks prior to a general membership vote on the change(s). To Index
Section 1:
In case of a dissolution of the Association, the President or next ranking Officer shall call a special meeting to consider the matter. This might occur when the general membership should drop below the number of elected officers and standing committee chairpersons.
Section 2:
A three fourths ( 3/4) majority vote of active members in attendance at the special meeting shall be needed to dissolve the Association.
Section 3:
In case of a dissolution, all monies, assets and other properties still in possession of the Association shall be turned over to some agreed upon local charity, local institution or other local Association. To Index
Section 1:
The rules contained in Robert's Rules of Order, Newly Revised, shall govern this Association in all cases, i.e., anything not covered by these By-Laws - refer to Robert's Rules.
Section 2:
Subjects of a civic or property nature are to be allowed for discussion during a " public forum " on the general meeting agenda. The President may set a speaking time limit.
Section 3:
Only persons authorized by the Association may speak on behalf of the Association to or before local, county, state or federal government authorities.
Prior to the Association taking a vote/stand, on issues of paramount concern to the residents and property owners of Agua Dulce, the general membership shall be notified two (2) weeks prior as to the time and place of the meeting to present the issue(s), discuss the issue(s), and vote. To Index
Revisions -04/18/1996 07/16/1998 05/20/2004
DATED: May 20, 2004 (Approval date by General Membership) (Ninth Revision)