Riverdale Heights/Riverdale Hills/Crestwood Community Assoc.

Association Documents

Bylaws

BYLAWS OF THE RIVERDALE HEIGHTS/RIVERDALE HILLS/CRESTWOOD COMMUNITY ASSOCIATION
(Draft July 30, 2007)


Article I. Name of Organization

The following shall be the Bylaws of The Riverdale Heights/Riverdale Hills/Crestwood Community Association (RRC Community Association), a voluntary, non-profit Corporation organized in 2007 and existing under the laws of the State of Maryland (hereafter the “Association”).

Article II. Purpose and Authority

The purpose of the Association is to promote the welfare and protect the interests of the residential community with the Association boundaries. These bylaws shall govern all actions of the Association except where inconsistent with the laws of Maryland or the Articles of Incorporation of the Association.

Article III. Membership

Section 1: Any household within the boundaries of the Association, set forth in Section 2 of this Article III, shall be eligible for membership in the Association regardless of whether they are owners or renters of the residence.

Section 2: The Association boundaries lie entirely within the neighborhoods of Riverdale Heights, Riverdale Hills and Crestwood. The area within the following limits shall constitute the boundaries of the Association:


North: Brier Ditch
South: East West Highway
East: 64th Avenue
West: Kenilworth Avenue

Section 3: Each membership dues-paying household shall have up to two votes by adult residents (must be over 18 years of age), either directly or by written proxy, on any issue voted upon at any meeting which might be called, or in any membership mail ballot.

Section 4: Dues shall be $10 per year per household. Any changes in the annual household membership dues shall be determined by the membership in a general meeting of the membership, after considering the recommendations of the Executive Committee.

Section 5: Any adult resident of a membership dues-paying household is eligible to hold office in this Association and may participate in all meetings.

Section 6: The membership year of the Association shall begin on the first day of October and end on the 30th day of September each year. Dues shall be payable by October 31st of each year.

Article IV. Officers

Section 1: The officers of the Association shall be a President, Vice President, Secretary, and Treasurer, with the Secretary and Treasurer each having one alternate. The officers shall be elected to serve for one (1) membership year.


Section 3: The President shall be the principal executive officer of the Association and, subject to the control of the Executive Committee, shall in general supervise and control all of the affairs and property of the Association. The President shall preside at all meetings of the Executive Committee and, along with the Treasurer, disburse money on behalf of the Association. In general, the President shall perform all duties incident to the office of President and such other duties as may be prescribed from time to time. Duties and responsibilities of the President include: approving the entry into contractual arrangements, control over all financial matters, appointing and supervising the nominating committee, filling vacancies on the Executive Committee, calling special meetings of the Association, recommending changes in these Bylaws, arranging an annual financial audit and preparing a budget in accordance with Article VIII, Section 5 hereof, and taking such emergency actions as are necessary to effectively conduct the affairs of the Association. The President shall appoint and discharge Committee chairpersons and agents of the Association, and fix their compensation (if any) when necessary.

Section 4: In the absence of the President, or in the event of his/her death, inability or refusal to act, the Vice President shall perform the duties of the President, and when so acting, shall have all the powers of and be subject to all the restrictions upon the President. The Vice President shall perform such other duties as from time to time may be assigned to him/her by the President.

Section 5: The Secretary shall: (i) keep the minutes of the proceedings of the Executive Committee in one or more books provided for that purpose; (ii) make arrangements for the locations of monthly meetings of the Executive Committee; (iii) make arrangements for the locations of monthly meetings of the general and special membership meetings; (iv) answer all mail of the Association at the direction of the President and otherwise carry on the correspondence of the Association as necessary; (v) see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; (vi) see that the seal (if any) of the Association is affixed to all documents, the execution of which on behalf of the Association under its seal is duly authorized; and (vii) in general, perform all duties as from time to time may be assigned to him/her by the President.

Section 6: The Treasurer shall: (i) have charge and custody of and be responsible for all funds of the Association; (ii) receive any money due and payable to the Association from any source whatsoever, give receipts therefore, and deposit all such money in the name of the Association in such banks, trust companies or other depositories as shall be maintained by the Association; (iii) disburse money on behalf of the Association; and (iv) in general, perform all of the duties incident to the office of the Treasurer and such other duties as from time to time may be assigned to him/her by the President. The Treasurer shall render to the members and the President at regular meetings of the members, or whenever they may require it, an account of all his/her transactions as Treasurer and of the financial conditions of the Association.

Section 7: Each Officer shall hold office until his/her successor shall have been duly elected or until his/her death, resignation, or removal. Any Officer elected by the membership may be removed by a three-fifths vote of the members present and voting at a general or special membership meeting, with or without cause, whenever in the judgment of the membership the best interests of the Association would be served thereby. There shall be not less than ten days advance notice of any meeting where removal of an Officer is contemplated. Where a disciplinary or removal action against an Officer is the subject of the meeting, that individual shall neither vote nor preside. If an Officer position becomes vacant, the remaining members of the Executive Committee shall appoint a replacement within a month of the vacancy to serve until the next regular election.

Section 8: Attendance by Officers at meetings the Executive Committee and the membership is deemed important to the health of the Association. Taking meetings of the Executive Committee, and the general membership in aggregate, should any Officer have three consecutive, or a total of five unexcused absences in any given year, that position shall be considered vacant. An unexcused absence shall be defined as an absence from a properly scheduled meeting of which the President or his/her designee has not been previously notified.




ARTICLE V: Committees

Section 1: The Executive Committee shall advise the membership on all affairs of the Association. It shall be composed of the Officers; the two most immediate past Presidents still members of the Association and willing to serve, the chairpersons of all standing and special committees, and the delegates, or their alternatives, to civic umbrella groups. The Executive Committee shall inform the membership of all of the affairs of the Association at regular meetings and shall conduct and record votes of the Executive Committee when requested to do so by any member of the Committee.

Section 2: The Nominating Committee shall consist of three members appointed by the Executive Committee with no more than one member of the Nominating Committee being a member of the Executive Committee. The Nominating Committee shall elect a chairperson who will preside over the deliberations and present the nominees at the general membership meeting. The Nomination Committee shall nominate at least one person for each office and for any vacant trustee position. Suggested nominations for Officers and Trustees shall be received by the Nominating Committee from the membership until two weeks prior to the publication of this report. From these suggestions, and pursuant to its deliberations, the Nominating Committee shall compose a slate of Officers and Trustees for the ensuing membership year. This slate shall be published to the membership at least two weeks prior to the annual meeting of the Association. Nominations for any elective position may be made from the floor at the annual meeting.

Section 3: The standing committees of the Association shall be (a) Public Safety; (b) Environment; (c) Roads and Traffic; (d) Zoning; (e) Communication; (f) Membership; and (g) Nomination. Special Committees and the chairpersons of those Special Committees may be appointed by the President with the approval of the Executive Committee. Special Committees shall be dissolved when they have discharged their functions. The President shall be an ex officio member of each Association committee, except the Nominating Committee.

ARTICLE VI: Meetings

Section 1: Fifteen persons shall constitute a quorum of a general or special membership meeting. Three persons shall constitute a quorum at a meeting of the Executive Committee. Seven persons shall constitute a quorum of the Executive Committee. Unless inconsistent with the laws of the State of Maryland or these Bylaws, the act of the majority of the members present and voting at a meeting at which a quorum is present shall be the act of the meeting body. If a quorum is not present at the time and place appointed in the call of the meeting, the members who are present may: (a) cancel the meeting; (b) select a new starting time on the same day; or (c) reschedule the meeting with appropriate notification.

Section 2: All meetings of the members, Executive Committee, or any Association committee shall be held within or as near the Association territory as practical, with date, time, place, and purpose included in the meeting call. Calls of membership meetings shall be published through written notice distributed to the membership, not less than ten days nor more than sixty days prior to the date of the meeting. Where practical, calls of other meetings shall also be published.

Section 3: The annual meeting of the Association membership shall be held each year for the purpose of electing Officers and for the transaction of such other business as may be properly brought before the meeting. A general meeting of the members of the Association shall be held each quarter, or more frequently as needed. Special membership meetings shall be held: (1) at the call of the Executive Committee or (2) upon the written petition of twenty-vie or more Association members provided that the purpose(s) of the meeting is set forth in the petition and has not been the subject within one year preceding the petition. If the Executive Committee does not publish a call for a special membership meeting within twenty calendar days of receiving a petition that complies with this section, the petitioners are authorized to use Association resources to issue the call and conduct the meeting.

Section 4: Minutes of meetings of the membership and the Executive Committee shall be maintained and shall be available for inspection and copying by any Association member. Association members may attend and participate in debate at any meeting of the Executive Committee.

Section 5: Special meetings of the Executive Committee may be called at any time by the President or at the request of any two members of the Executive Committee by notice delivered personally, sent by mail, fax, email or communicated by telephone to each Officer at the address as shown on the records of the Association.

ARTICLE VII: Parliamentary Guide

Section 1: The order of business for meetings of the membership, Board of Trustees, and Executive Committee shall be: (a) call to order; (b) reading, possible amendment and approval of the minutes of the previous meting; (c) reports of Officers and communications; (d) reports of committees; (e) unfinished business; (f) new business; and (g) adjournment.

Section 2: Robert’s Rules of Order, Revised shall be the parliamentary guide (to view the entire guide, visit http://www.constitution.org/rror/rror--00.htm).

Section 3: Order of Business:

• Call to order and salute to flag
• Reading of minutes from previous meeting
• Report of Officers
• Report of Committees
• Presentation of bills and appropriations
• Election of Officers
• Correspondence
• Unfinished business
• New business
• Good and welfare
• Adjournment



ARTICLE VIII: Amendments

No alteration, revision or amendment to these bylaws shall be made unless proposed in writing at a regular meeting before adoption or rejection by a vote of at least two-thirds of the membership present who are in good standing.

ARTICLE IX: Miscellaneous Provisions

Section 1: The Bylaws of the Association may be altered by the Board of Trustees, subject to the approval of the membership at the next general or special meeting.

Section 2: The official seal of the Association shall have inscribed thereon the name of the Association and the year of its incorporation and shall be in such form and contain such other words or figures as the Board of Trustees shall determine.

Section 3: The official address of the Association shall be that of the current elected or acting President of the Association.

Section 4: The fiscal year of the Association shall begin on the first day of October and end on the last day of September each year, coinciding with the membership year of the Association.

Section 5: The outgoing Board of Trustees shall arrange for a financial audit, by a party independent of the Board of Trustees, and propose a budget of anticipated income and expenditures for the coming fiscal year. The incoming Board of Trustees shall review this budget and adopt and publish a current year budget.

Section 6: Whenever possible, notice of plans for unbudgeted disbursements greater than $500 shall be given to the membership by written means prior to the committee meeting at which final action is planned. In any event, all un-budgeted disbursements greater than $500 shall be posted on the Association website immediately following the meeting at which such disbursements were voted.