Bylaws of the Winnona Park Neighborhood Association, Inc.
Article I. Name
The name of the organization shall be the Winnona Park Neighborhood Association, Inc.
Article II. Purpose
The Association shall exist to encourage and promote a sense of community in our neighborhood; to serve as a voice for common neighborhood interests by acting as a liaison with businesses, governmental bodies, and other organizations; to provide effective dissemination of information concerning our neighborhood; to encourage resident participation in all issues affecting our neighborhood; and to enhance the quality of life in our neighborhood.
Article III. Membership Area
The membership geographic area shall be bordered by East College Avenue on the north, the Decatur City limits to the east and the south, and South Candler Street on the west. Houses on either side of named streets are included provided they are within the city limits of Decatur, Georgia. Also included in the Membership Area will be households within the Decatur City limits not in the membership geographic area that are zoned for attendance to Winnona Park Elementary School.
Article IV. Membership
4.1 Types of Memberships.
There shall be two (2) types of memberships in the Association; the qualifications and rights of which shall be as follows.
4.2 Regular Members.
Regular members of the Association shall be those persons 18 years or older residing or owning property within the membership area who have paid the dues of the Association. Regular members shall have all the rights of membership in the Association including the right to vote and to hold office.
4.3 Associate Members.
Associate members of the Association shall be those persons 18 years or older residing outside the membership area who have paid the dues of the Association. Associate members shall have all the rights of membership in the Association except the right to vote and to hold office.
Article V. Meetings
5.1 Community Meetings.
The Association shall meet not less than two times per calendar year with the first meeting in the month of January which will include election of officers and the second meeting date determined by the Executive Committee. The place and time of such meetings will be announced in advance. Standing Committee Chairs and the Treasurer shall submit reports at these meetings.
5.2 Executive Committee Meetings.
The Executive Committee shall meet prior to the Community Meetings. These meetings will be open to the membership. Any items requiring discussion at the Community Meeting should be brought up at this time. Notification of these meetings will be posted, at a minimum, through the Association’s moderated newsgroup.
5.3 Standing Committees.
Standing Committees shall meet on an as needed basis with a minimum of one (1) meeting per year except as otherwise noted. Committee Chairs shall attend the Executive Committee meetings, which are not included in the one (1) meeting per year Standing Committee requirement.
5.4 Special Meetings.
Special Meetings of the Association shall be held at such times and places as called by the President or a majority vote of the Executive Committee with notice to the voting membership. Special Meetings shall also be held at the insistence of five percent (5%) of the voting membership upon notice to the President and the membership, at such time and place as is specified in the notice.
5.5 Quorums and Voting.
At a Community Meeting or Special Meeting called by the President or majority vote of the Executive Committee, a quorum consists of the voting membership in attendance. At a Special Meeting called at the insistence of five percent (5%) of the voting membership, a quorum shall be ten percent (10%) of the bona fide voting membership of the Association. The vote of a simple majority of the quorum is required to approve any matter being voted on except as otherwise noted in these bylaws. Each member must be present to cast a vote.
5.6 Voting Privileges.
Regular Association members are allowed one (1) vote.
Article VI. Officers
The officers shall hold office for approximately one year beginning upon their election in January. The number of consecutive terms of an individual in a single office shall be limited to two (2).
The President shall preside at all Community and Special Meetings of the Association and at meetings of the Executive Committee and shall prepare an agenda for each of these meetings. The President shall represent the Association in all respects not reserved to other officers or committees. The President shall insure that the expressed will of the Association is carried out. The office of the President may be filled by two (2) individuals as Co-Presidents each with authority to individually perform the duties of the President.
6.3 Vice President.
The Vice President shall preside over any Community or Special Meeting or Executive Committee meeting from which the President is absent. The Vice President shall assist the President in the performance of his or her duties. The Vice President is responsible for preparing a program for the Community Meeting. The Vice President shall assume the office of President in the event of a vacancy in that office.
The Treasurer shall keep and maintain the financial records of the Association and shall be prepared to report on the financial status of the organization at each Community and Special Meeting and Executive Committee meeting. The Treasurer shall maintain the list of members of the Association in good standing.
The Secretary shall take minutes at each Community and Special Meeting and Executive Committee meeting and shall insure that these minutes are summarized and posted to the Association’s website or moderated newsgroup.
Article VII. Committees
7.1 Executive Committee.
The Executive Committee shall be composed of the Officers of the Association, the Chairs of the Standing Committees and the immediate past President of the Association. The Executive Committee is the governing body of the Association and it may take action in the name of the Association when prompt action is required which prohibits assembling the entire membership. Each member of the committee shall have one vote and a simple majority of the committee is required to approve any matter being voted on. Co-Presidents or Co-Chairs shall have one vote for the office. If the Co-Presidents or Co-Chairs cannot agree to a common vote, then the position shall be deemed to have a null vote. Vacant positions on the executive committee shall not be counted in determining a majority nor shall any person vote if absent unless their proxy has been declared to the President in advance. A vote of the committee may be taken by telephone, email, or other communications means when deemed necessary by the President.
7.2. Standing Committees.
The Association shall have the following Standing Committees, which shall continue in existence and operation from year to year. Any member in good standing may choose to be a member of one or more of the Standing Committees. The members of each Standing Committee shall choose a Chair or Co-Chairs to preside over the committee and serve on the Executive Committee. Chairs shall serve annual terms.
7.2.1. Zoning and Development.
This committee shall be involved in issues of zoning, proposed development in the area, design of new houses and neighborhood additions, and historic preservation. This committee can represent the Association at meetings of the Decatur Planning Commission and Decatur Zoning Board of Appeals and shall report to the Association any relevant information from these meetings. This committee shall meet a minimum of once per year and as often as necessary to address specific concerns that fall under the purview of this committee.
7.2.2 Neighborhood Environment and Infrastructure.
This committee shall attend to issues related to the physical condition and quality of life of the neighborhood such as traffic, sidewalk and street construction and maintenance, landscaping, natural environment, beautification projects, and neighborhood safety.
This committee shall be responsible for organizing neighborhood events such as social functions and fundraisers to encourage a sense of community in the neighborhood.
This committee shall obtain information from the other committees or individuals and inform the general membership by way of newsletters, flyers, meeting announcement signs, e-mail, and the neighborhood web site.
7.3 Ad Hoc Committees.
The President shall create, appoint and determine the term of ad hoc committees as deemed necessary by the Executive Committee to address specific concerns.
Any committee chair shall create and appoint subcommittees as deemed necessary by the committee.
Article VIII. Election of Officers
Nominations will be accepted from Association members in good standing for, and election of new officers will take place at the January Community meeting. Nominations for Co-President shall be declared prior to taking a vote and Co-Presidents shall not be declared by selecting the nominees receiving the two highest numbers of votes.
In the event of a vacancy in any office of the organization, other than that of the President (except when there is also a vacancy in the office of Vice President), the Executive Committee shall by majority vote of those members present and voting fill, such vacancy for the remainder of the term of such office.
8.3 Removal of Officers.
An Association Officer may be removed from office by a two-thirds vote of the membership present at a Community or Special Meeting for failure to perform the duties of his or her office, for defrauding or misrepresenting funds of the Association or for intentionally acting contrary to the expressed direction of the Association provided that the following provisions are met: a) A motion to remove the Officer was made and seconded at the previous Community or Special Meeting; b) The motion was made known to the members of the Association prior to the Community or Special Meeting at which the vote is taken; c) The Officer is provided an opportunity at the Community or Special Meeting at which the vote is taken to fairly present evidence and testimony to refute the charges upon which the motion is based.
Article IX. Dues and Funds of the Association.
Dues shall be determined by the Executive Committee. Annual membership dues shall be assessed on a per individual member or per household basis per calendar year. Special provision can be made available for partial year payments beginning in September each year providing they are incorporated and included with the following year’s dues.
9.2 Other Funds.
The Association shall be entitled to conduct such fund-raising activities, as it deems appropriate. No assessment of money other than dues shall be levied on the membership. Funds collected by or for the Association shall be deposited in the depository of the Association.
Dues and other Association funds are to be deposited in an account in the name of the Association at a reputable financial institution in the general area of the Association.
Each year a proposed budget for the upcoming year shall be prepared by the Executive Committee and presented to the membership for discussion and approval at the January meeting.
The Association shall be authorized to incur and pay the normal operating expenses of the Association. Any expenditure in excess of normal operating expenses per operating committee (defined as the total expenditures allocated for that committee in the budget approved by the membership for that calendar year), must be approved in advance by the Executive Committee or the membership.
All disbursements shall be made by check signed by the Treasurer or President of the Association or in cash for amounts not exceeding $100.00.
A member who advances money for the benefit of the Association, subject to the conditions of section 9.5, may be entitled to reimbursement upon presentation of receipts for the expenditure to the Treasurer. If receipts cannot be presented to substantiate an advance, then the Treasurer shall present the claim to the Executive Committee and the Executive Committee shall by majority vote determine whether to pay or deny the claim.
Article X. Records of the Association.
The Association shall maintain accurate and complete records of its activities. Any regular member shall be entitled to inspect such records at a reasonable time and place upon request. The Secretary shall maintain past and present records of the minutes of the meetings of the general membership and of the Executive Committee. The Treasurer shall maintain past and present financial records of the Association, the budget and the membership list. The Chair of the Communications Committee shall maintain past and present records of the communications provided to the membership.
Article XI. General Provisions
The bylaws of the Association may be altered, amended or repealed and new bylaws adopted by an affirmative vote of the majority of the regular membership in attendance at a Community or Special Meeting provided that notice has been given to the membership that a vote will be taken at the meeting. No vote to change the bylaws shall be taken at any Community or Special Meeting unless at the previous meeting such proposed change has been presented to the membership for consideration and deliberation. No vote shall be taken until a full opportunity for discussion has been provided at the Community or Special meeting at which the vote is taken. In addition, to temporarily suspend any bylaws there must be at least 20% of the regular members present and at least 75% of those members must vote in favor of the suspension. These bylaws supersede any previous bylaws.
Article XII. Indemnification
The Association shall indemnify and hold harmless any Officer or former Officer of the Association against any and all claims against such person a) brought solely based upon such person’s position as an Officer; or b) arising by reason of any act or omission of such person while such person was acting in good faith in accordance with such person’s duties or responsibilities as an officer of the Association.
These By-Laws adopted by a vote of the membership on the 27th of May, 2014.
Updated June 23, 2014