BY-LAWS
Article I - Name The name of this group shall be the
Victory Hills Neighborhood Association hereinafter referred to as VHNA.
The VHNA shall be a non-profit organization.
Article II - Purpose The purpose
of the Association shall be to enhance that area of the City of Albuquerque
(VICTORY/MONTERREY HILLS/LOMA LINDA/SUNSET HEIGHTS additions), Bernalillo
County, State of New Mexico bounded on the West by YALE SE, bounded
on the North by GARFIELD SE, bounded on the East by RICHMOND
SE TO THE GOLF COURSE, bounded on the South by GIBSON SE;
hereinafter referred to as the Victory Hills area, to promote a better
neighborhood and community through non-partisan community action, so
that the quality of life in the area shall be in keeping with the social,
environmental, cultural and historic needs and interests of the residents. To this end, the activities of the
Association shall include, but are not limited to, sponsoring cooperative
planning, research, fundraising, and public education programs, as they are
deemed necessary.
Article III - Membership
Section 1. There shall be three types of membership in
the Association, regular, business, and associate.
Section 2. A regular household membership shall be
limited to residents living within the boundaries of the VHNA over the age of
18 and/or property owners of the VHNA area.
There shall be one (1) voting membership for each membership paid.
Section 3. A business membership shall be limited to any
person or their representative or legal entity operating a place of
business or institution within the boundaries of the VHNA area. There shall be one (1) voting membership for
each place of business for each membership paid..
Section 4. An Associate membership
shall be limited to any interested parties who do not own property or do not
live within the boundaries of the VHNA.
Associate member shall be a non-voting member.
Section 5. Voting privileges for a regular/business
membership shall be: one (1) vote per paid membership as of date of annual
meeting with one month forward as a grace period.
Section 6. The Board of Directors
shall set dues. Dues shall be $10 per year per person membership and $25
per year per small business membership, $40 for corporation memberships and $10
per year per individual associate member. Section 7. The Association shall conduct an annual
enrollment of members in the month of September. New memberships shall be available at
anytime. Memberships expire the last day
of September except the first year’s membership shall end on the last day of
September).
Section 8. Each membership of the Association may
receive a receipt for membership dues when paid in cash, which shall serve as
evidence of membership. Otherwise the members cancelled check will serve as
evidence of membership. Treasurer will maintain list of current members for
alternative verification of membership.
Article IV - Board of Directors and Officers and Their
Election
Section 1. A Board of Directors shall be the governing
body of the Association and shall consist of
9 persons who are residing within
the boundaries of VHNA, elected and members of the Association. The Board of Directors shall be elected by
the general membership at the annual meeting for terms of two (2) years. With the exception of the first year, 4
Directors shall be elected every even-numbered year and 5 Directors shall be
elected every odd-numbered year. The VHNA is divided into 8 areas (see
appendix A), each area assigned to a Board member for membership feedback and
communications. These same areas are used for determining minimum and maximum
Board member representatives. There
should be no more than 2 Board members from any one single area. Directors shall assume office at the end of
the annual meeting or when elected. Section 2. Officers of the Association shall be a
President, Vice President, a Secretary, and a Treasurer who are members of the
Board of Directors chosen by the Board at their first meeting immediately
following the annual meeting.
Section 3. The term of office for the President, Vice
President, Secretary and Treasurer shall be for two years.
Section 4. Only members of the Board of Directors shall
be eligible to be officers of the Association.
Section 5. Vacancies occurring in any office shall be
filled for the unexpired term by a majority vote of the Board of Directors.
Section 6. Any elected officer or board member may be
removed form office by a majority of the membership, whenever, in its judgment,
the best interest of the Association would be served thereby, provided that
notice of the intent to remove shall be furnished to subject officer in writing
at least five (5) days prior to the meeting at which such action is to be
discussed.
Section 7. Nominating Committee
a. At the regular meeting immediately following
the annual meeting, the Board of Directors shall appoint a Nominating Committee
of five members of the Association to serve for a term of one year or
Volunteers shall be selected for a Nominating Committee of 5 members. The chairperson of the Nominating Committee
shall be a member of the Board of Directors.
b. The Nominating Committee shall entertain
suggestions for Directors during the year, and shall provide a single slate of
candidates to be voted upon by the general membership at the annual meeting.
c.
The election shall be by voice vote, except when
additional nominations have been made, in which event the election shall be by
ballot.
d.
Additional nominations may be made from the floor,
provide such nominations are accompanied by the written consent of the nominee. Section 8. Term Limits
Section 9. A majority of the board of Directors shall
constitute a quorum for the transaction of business at any meeting of the
Board.
Section 10. The Board of Directors shall have a regular
monthly meeting within 35 days of the annual meeting to elect officers and may
have special meetings at any time upon the call of the President or a majority
of the Board.
Section 11. Any member of the Board of directors who
fails to fulfill the duties of that office or has two successive unexcused
absences fro the regular board of Directors meetings may be replaced by a
majority vote of the entire Board, and shall be notified in writing of his/her
replacement.
Article V - Duties of the Officers
The duties of the officers shall
include but not limited to the following: Section 1. President: The President:
a. shall be
the chief executive officer of the Association and shall in general supervise
all the business and affairs of the association between the meetings of the
Board of Directors.
b. will be
responsible for annually filing the State Corporation report in December and
the Public Regulatory Commission Non-Profit report in January to the State of New
Mexico.
c. will be responsible
for assuring payment of billing for Post Office Box 40400 at the Cornell P.O.
in the month of April.
d. shall preside at
all meetings of the Board of Directors and the General membership.
e.
shall, with the approval of the Board of Directors,
appoint all standing and special committees except the Nominating Committee,
and shall be Ex-Officio member of all the committees except the Nominating
Committee.
f.
shall make an annual report to the general membership
at the annual meeting and file such report with the secretary.
g.
shall make all necessary reports to the City of Albuquerque
in compliance with the Neighborhood Association Recognition Ordinance.
h.
is a member of the Board of Director and has voting
privileges.
Section 2. Vice
President: The Vice President:
a.
shall when necessary perform the duties of the
President, and shall succeed to the Presidency in the event of the death,
disability, moves out of the neighborhood boundaries, removal from office or
resignation, until such time as a successor to the President shall be elected.
b.
shall appoint the nominating committee and shall be an
ex-officio member of all committees. Section 3. Secretary: The Secretary:
a.
shall keep minutes of all meetings of the Board of
Directors and of the General Membership and shall keep all records of the
Association and give notice of all meetings as directed.
b.
shall perform all other duties incident to the office
of the Secretary or as may be required by the President or the Board of
Directors. Section 4. Treasurer: The Treasurer:
a.
shall collect all monies due the Association and shall
have custody of all funds of the Association, pay all bills approved by the
Board of Directors, keep account of all receipts and expenditures.
b.
shall pay the Federation of University Neighborhood
Membership in October.
c.
shall present a financial statement at each Board of
Directors and General Membership Meetings.
Article VI - Committees
Section 1. The membership may establish necessary
committees at any meeting. The President
may also establish such committees. The
President shall appoint committee chairpersons. Section 2. No report, newsletter, position, endorsement,
policy, letter or other action of any committee or committee members,
or any officer of the Association shall be considered as the act of the
Association unless and until it has been approved by the Board of Directors or
by the General Membership at a Membership Meeting. The use of the Victory Hills name for any purpose
must be approved by a majority of the Board of Directors.
Section 3. An auditing Committee of three members of the
VHNA shall be appointed by the President prior to August 7, whose duty it shall
be to audit the Treasurer’s accounts as of the last day of August, and to report
at the annual meeting.
Article VII - Meetings
Section 1. The Board of Directors shall meet as
necessary, but at least quarterly, to conduct the business of the Association
at such time and place as determined by its members or the Board of Directors. The date and place of the Board meeting shall
be announced to the General Membership whenever possible. Section 2. Regular meetings of the general membership
shall be held at least quarterly in the months of January, April, June, and
September, unless otherwise directed by the Board of Directors. The Association will make reasonable attempts
to give prior written notice to every household and place of business within
the Association boundaries by mail, email, delivered handbills, or a number of
posted signs or a combination of thereof, not less than 10 days prior to the
meeting.
Section 3. The regular meeting held September shall be
known as the Annual Meeting. The
Association will make reasonable attempts to give prior written notice to every
household and place of business within the Association boundaries by mail,
email, delivered handbills, or a number of posted signs or a combination of
thereof, not less than 10 days prior to the meeting. Section 4. The Annual Meeting shall be for the purpose
of electing Board Members, receiving Annual Reports of Officers and Committees
and other business as determined by the Board.
Section 5. No election shall be held at a meeting of the
Association unless the meeting is advertised as noted in Section 3 above.
Section 6. Special meetings of the General Membership may
be called by a majority of the Board of Directors, 30% of the voting membership
or the President. The President shall
set the meeting within fifteen (15) days and the Secretary shall give notice of
any such meeting. The Association will
make reasonable attempts to give prior written notice to every household and
place of business within the Association boundaries by mail, email, delivered
handbills, or a number of posted signs or a combination of thereof, not less
than 10 days prior to the meeting.
Section 7. Members present at any regular or special
Membership Meeting shall transact the business at any such meeting where at
least 5 of the 9 Board members are present.
Section 8. All votes shall be decided by a majority of
the members or Board of Directors present at any meeting, (provided that a
quorum is present).
Section 9. The Board of Directors has the option of
requiring written ballots with proof of membership in the Association.
Section 10. No membership of the Association may vote by
proxy.
Section 11. No election shall be held at any meeting of
the association unless the meeting has been advertised as set forth in Section
3., above, to all residents and places of businesses within the association
boundaries.
Article VIII - Monetary Matters
Section 1. The depository for the Association funds, the
person(s) entitled to expend monies on behalf of the Association and the Board
of Directors shall be determined by the Board of Directors on all such matters. Section 2. No member, director of officer will receive
directly or indirectly any compensation or pecuniary benefit from the
Association, except that the Association may reimburse them for expenses.
Article IX - Parliamentary Authority
Robert’s Rules of Order Newly
Revised shall govern the Association in all cases in which they are
applicable and in which they are not in conflict with these by-laws.
Article X - Dissolution
In the event of dissolution of the
Association, the Board of Directors shall, after payment of all liabilities of
the Association, dispose of the remaining assets of the Association by donating
the money to an organization with similar purposed as those listed in Article II.
Article XI - Amendments The by-laws may be amended at any
regular or special meeting by the Board of Directors by a Board majority vote
(Article VII, Section 8), provided that the Board has been notified ten (10)
days in advance of the meeting that amendments will be entertained at that
meeting.
I certify that the foregoing
By-laws were adopted and ratified by the Board of the Victory Hills
Neighborhood Association Board of Directors at a meeting held on the 14th
day of August 2002.
President
Secretary
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