The
name of this organization shall be the Richmond Beach Community Association
(hereinafter referred to as the “Association”).
The
area included within the community of
The
address of the Association is:
It
shall be the purpose of the Association to promote the welfare of the community
of
The
Richmond Beach Community Association is a not-for-profit corporation, organized
and existing under the laws of the State of
Membership
is available to any person of legal voting age In Washington State who
subscribes to the interests of the Association. Membership shall consist of two
classes: individual membership and associate membership. Individual membership is available to any
person who resides within the geographic area of
Use
of the Association to promote special interests of any individual or group is
prohibited. Upon due notice as provided for by these bylaws for special
meetings, a hearing shall be held by the Board of Directors, and on majority
vote of the Board, any member violating the purpose of the Association shall be
suspended.
No
person shall be denied any right of membership on the basis of race, sex,
religion, color, national origin, handicap or political affiliation.
(a)
There shall be nine persons on the Board of Directors of the
Association, each elected to serve a two year term by a majority vote of the
Association’s Individual members voting at the annual election In May.
(b)
Directors shall serve no more than three consecutive two-year terms
(six years).
Section 2 Officers
(a)
There shall be four Association officers designated as President,
Vice-President, Secretary and Treasurer of the Board of Directors and of the
Association.
(b) Four members of the Board of Directors shall be
elected as officers by the Board of Directors at the first Board meeting
following the annual election. Officers shall hold office for the ensuing year
or until their successors have been elected and have taken office.
Section 3
Board of Directors
(a) The executive, financial and general
administrative functions of the Association shall be vested in the Board of
Directors (hereinafter referred to as “Board”).
(b) Interim vacancies of Officers or Directors
shall be filled by appointment by the Board until successors have been elected
at the next annual meeting.
(c) Failure of a member of the Board to attend any
three consecutive Board meetings shall be considered as resignation from
office, except in the case of illness or leave of absence granted by the Board.
(d) The Board shall set policy and oversee all
publications of the Association.
(e) The Board shall appoint the auditor on an
annual basis in June and ensure that the annual audit is completed and reported
to the membership by the September General Meeting.
All
Officers and Directors shall be Individual members of the Association.
The
Officers and Directors shall serve without remuneration
The
President shall: provide agenda and minutes one (1) week In advance of Board
and general meetings; preside at all meetings of the Association; call such
special meetings as may be necessary; appoint committee chairs; serve as the
final authority, within this jurisdiction, on the Constitution and bylaws; be
authorized to sign checks or make other financial transactions on behalf of the
Association as directed by the Board; and conduct both internal and external
business on behalf of the Association.
The President may appoint temporary committees as deemed necessary
provided such appointment does not conflict with other provisions of the
Bylaws.
The
Vice President shall: preside at all meetings in the absence of the President;
and assume all powers and duties of the President should the President be
unable to so perform. The Vice President shall be the Program Committee Chair
and shall be responsible for developing topics and acquiring speakers for
general meetings as recommended by the Board.
The
Secretary shall: keep a record of the minutes of all meetings of the
Association and Board; conduct appropriate correspondence as requested by the
Board; maintain a file of minutes, correspondence, and other written material
pertinent to the Association’s operations. The Secretary shall provide minutes
to the Board no later than two weeks from the date of the Association’s
meetings.
The
Treasurer shall: receive all monies of the Association and deposit or invest
them as directed by the Board ; disburse monies as
directed by the Board; keep accurate and complete records of all financial
transactions; furnish a financial report at the business meetings of the
Association or as called for by the President and/or Board; and submit records
and accounts for audit on an annual basis by an auditor appointed by the
President. The Treasurer shall prepare other financial statements as required
by law. The Treasurer shall be responsible for collection of newsletter
advertising fees and receipts and maintaining funding and records of the postal
account.
All
Officers of the Board shall surrender all property and records to incoming
Officers at or before the first Board meeting of the year.
Annual
membership dues are $15.00 per person per year. Annual dues shall become
effective on the date paid. Nonpayment of dues shall result in loss of
membership.
The
fiscal year and the operating year of the Association shall be July 1 to June
30.
The
regular meetings of the Association shall be open to the public and shall be
held on the second Tuesday of every month, September through June. The regular
time for the call to order shall be 7:30 p.m. Provided previous notice has been
given at least one month in advance, the Board may change the date and time of
the regular meetings. A quorum shall be required to conduct any business.
The
annual business meeting of the Association shall be held on the second Tuesday
of May each year, concurrently with the May regular meeting. Special business meetings may be called by
the President or by petition of ten (10) members. Notice of any special
business meeting shall be given by mail to the membership, postmarked at least
five (5) days prior to the meeting date. Publication of a special business
meeting In the newsletter shall be considered adequate
notification if the newsletter is mailed at least 10 days prior to the special
meeting.
The
Board shall meet monthly at their discretion.
Nineteen
(19) individual members shall constitute a quorum for any general business or
special meeting. Six (6) members of the Board shall constitute a quorum for
Board meetings.
Only
those individual members whose dues have been current for 30 days or more are
entitled to vote. Unless otherwise provided, a majority vote
of the individual members present and voting shall rule. No votes shall be by
proxy.
The
Board shall appoint a Nominating Committee in February. The Nominating
Committee shall prepare a list of nominees for the Board of Directors and make
a recommendation for a newsletter editor, shall obtain the candidates’
acceptance and shall present the slate at the business meeting when the
elections are scheduled. Additional nominations may be made from the floor at
the time of the election, provided that the nomination receives the consent of
the nominee. Members of the Board of Directors shall be elected by written
ballot. The new Directors will assume their duties at the next meeting of the
Board.
The
President, Treasurer and Secretary shall be authorized to sign checks.
Two
signatures shall be required.
Unless
otherwise provided, Robert’s Rules of Order, Revised, shall govern the
procedure for all meetings.
The
Association may publish a newsletter or other materials to provide news and
information of community interest to the residents of
The
Board of Directors shall be responsible for setting publication policies.
The
preparation, production and distribution of published material, including all
editorial and business functions, shall be administered by the newsletter
editor who is appointed in June by the Board of Directors. The editor may or may not be an elected
member of the Board. The editor is accountable to the Board for all matters
relating to the Association’s publications and shall provide a report at each
regularly scheduled meeting of the Board Including the following: an income and
expense statement; editorial matters relating to format; projected content and
reader feedback; and production, circulation and advertising concerns.
The
newsletter is published monthly, except July and August. This schedule may be
changed by the Board.
The
newsletter shall be distributed through the mail to all residents within
The
content of the newsletter shall be guided by the purpose of the Association.
The newsletter shall not provide a forum for personal opinions regarding
social, religious or political issues. The newsletter may print letters from
readers at the discretion of the editor. All articles shall carry a byline.
Major format changes shall be approved by the Board.
The
newsletter shall make every effort to be self-supporting through advertising
revenues. In the event this is not possible, the Association shall provide the
necessary financial support to the extent practical. By July, the editor shall submit an annual
budget to the Board for approval.
Advertising shall be obtained and monitored by the editor or an
appointed advertising manager. A rate sheet, including payment procedures and
content and design requirements, shall be prepared annually. Business
arrangements with display advertisers (nonclassified ads) shall be documented
by a simple contract, a copy of which shall be submitted to the Treasurer. Financial records, including payments and
receipting, shall be the responsibility of the Treasurer.
Any
member may propose a written amendment to the Bylaws to the Board. Before the amendment can be submitted for
consideration of the membership, it must be approved by the Board or bear the
written endorsement of at least nineteen (19) members.
Notice
of any proposed amendment approved or endorsed as provided in Section 1 shall
be given by mail to the membership, postmarked at least five (5) days prior to
the meeting date. Adoption shall require affirmation by two-thirds of the votes
cast by ballot at a regular business meeting for which due notice has been
given. Amendments shall become effective immediately upon adoption by such
two-thirds majority vote. Announcement of the proposed amendment in the
newsletter shall be considered due notice provided the newsletter is postmarked
at least 10 days prior to the meeting.
In
the event of dissolution of the Association, any remaining assets after
discharge of all liabilities and obligations shall be transferred to one or
more organizations exempt under Section 501©(3) of the Internal Revenue code of
1954. No part of the net earnings of the organization shall insure to the
benefit of any private shareholder or individual.
(May 2006)