Sawmill Area Neighborhood Association – Bylaws
[Revised September 2015]
Article I – Name
The name of this group shall be the Sawmill Area Neighborhood Association.
Article II – Purpose
The purpose of the Association shall be to enhance that area of the City of Albuquerque, Bernalillo County, State of New Mexico, bounded on the West by Rio Grande Blvd., bounded on the North by Interstate 40, bounded on the East by 12th Street, bounded by on the South by Mountain Road; hereinafter referred to as the Sawmill area, to promote a better neighborhood and community through group action, so that the quality of live 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 two types of membership in the Association; regular and business.
Section 2. A regular membership shall include (1) voting member from each individual residence or property in the Sawmill area.
Section 3. A business membership shall be limited to any person or legal entity that operates a place of business with the boundaries of the Sawmill Area. There shall be one (1) voting membership for each place of business.
Section 4. Voting privileges for a membership shall be one (1) vote per member.
Section 5. Annual dues shall be $2 for students and seniors (65+), $5 for regular membership, and $20 for a business membership. A majority of The Board of Directors may alter the cost of dues if deemed necessary.
Section 6. The Association shall conduct an annual membership enrollment in September. New memberships shall be available at any time. Memberships expire the last day of August.
Section 7. Each membership of the Association shall receive a receipt for membership dues, which shall serve as evidence of membership.
Article IV – Board of Directors and Officers and Their Election
Section 1. A Board of Directors shall be governing body of the Association and shall consist of no less than five (5) and no more than seven (7) persons who are members of the Association. A quorum of the Board of Directors shall be 50%+1 (one) of the Board membership. The Board of Directors shall be elected by the general membership at the Annual Meeting for terms of two (2) years. Board terms shall be staggered and the Secretary will track when people are elected to their positions and when their terms are up. Directors shall assume office at the end of the Annual Meeting or when elected.
Section 2. Officers of the Association shall be President, Vice President, Secretary and Treasurer (Secretary and Treasurer may be combined).
Section 3. The term of office for all officers shall be one (1) year. An officer may stand for re-election to their position or stand for election to another position as any other eligible member may, with the exception of the President. The President shall be limited to no more than two (2) consecutive terms. Nothing in these bylaws shall preclude a President from completing a second term and then standing for election as President again following a one (1) term absence.
Section 4. Only members of the Board of Directors shall be eligible to be officers of the Association.
Section 5. Officers shall be elected by the Board of Directors at their first meeting immediately following the Annual Meeting.
Section 6. Vacancies occurring in any office shall be filled for the unexpired term by a majority vote of the Board of Directors.
Section 7. Any elected officer or board member may be removed from office by a majority of the Board of Directors, whenever, in its judgment, the best interest of the Association would be served thereby. Notice of the intent to remove shall be furnished to subject officer in writing at least ten (10) days prior to the meeting at which such action is to be discussed.
Article V – Duties of the Officers
The duties of the officers shall include but not limited to the following:
Section 1. President : The President shall be the chief executive office of the Association and shall in general supervise all the business and affairs of the Association between the meetings of the Board of Directors. The President shall preside at all meetings of the Board of Directors and the General membership. The President, with input from the Board, shall appoint all necessary standing and special committees. The President shall make an annual report to the general membership at the Annual Meeting and file such report with the Secretary. The President shall make necessary reports to the City of Albuquerque in compliance with the Neighborhood Association Recognition Ordinance. The President or the President’s designee shall sign all contracts, agreements and official correspondence approved by the Board.
Section 2. Vice President: The Vice President shall, when necessary, perform the duties of the President and act in the President’s absence; and have the special duty to oversee the work of the various committees. The Vice President shall succeed to the Presidency in the event of the death, disability, removal from office or resignation of the President until such time as a successor to the President shall be elected.
Section 3. Secretary: The Secretary shall keep minutes of all meetings of the Board of Directors and give notice of all meetings and agendas as directed by the Board. The Secretary shall keep all records of the Association and shall oversee maintenance of the membership and contact database. The Secretary 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 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, and keep account all receipts and expenditures. The Treasurer shall present a financial statement at each Board of Directors and General Membership Meetings.
Article VI – Committees
Section 1. The President, with the input of the Board, may establish necessary standing and special committees at any meeting. Committee chairpersons shall be appointed by the President.
Section 2. No report or other action of any committee 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.
Article VII – Meetings
Section 1. The Board of Directors shall meet as necessary, at least quarterly, to conduct the business of the Association at such time and place as determined by its members. The date and place of the Board meetings shall be announced to the General Membership whenever possible. The General Membership is welcome and encouraged to attend all regular Board meetings.
Section 2. Meetings of the General Membership shall be held at least annually each September unless otherwise directed by the Board of Directors.
Section 3. The required meeting held in 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 standard mail, email, web posting, delivered handbills, or a number of posted signs or a combination thereof. Notices must be provided no earlier than forty-five (45) days and no later than ten (10) days prior to the Annual 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 to the Board of Directors 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 date and the Secretary shall give notice to the General Membership of any such meeting at least fifteen (15) days in advance.
Section 7. Members present at any meeting shall transact the business at any such meeting. All votes shall be decided by a majority of the members present at any meeting.
Section 8. The members present in person at any meeting of the General Membership, with the President or Vice-President presiding, shall constitute a quorum for the transaction of business.
Section 9. A majority of the members present 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. If a vote is time sensitive or the Board is under a deadline, the President may initiate a vote of the Board members via email or telephone. Such vote will be confirmed and entered into the official minutes at the next regular Board meeting. In such a circumstance, the President must receive votes or indication of abstention from the entirety of the Board.
Section 12. With the approval of a majority of the Board present, the President may call for a meeting in executive session in order to allow discussion of topics of a sensitive nature, the publication of which is not deemed appropriate.
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 all such matters shall be determined by the Board of Directors.
Section 2. No member, director or officer will receive directly or indirectly any compensation or pecuniary benefit from the Association, except that the Association may reimburse said member 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 collision with these bylaws.
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 purpose similar to those listed in Article II.
Article XI – Amendments
The bylaws may be amended at any Annual Meeting or any special meeting of the General Membership by two-thirds (2/3) vote of those in attendance, provided that the membership has been notified fifteen (15) days in advance of the meeting that amendments will entertained at that meeting. The Board may propose amendments in the interim, but any action on such proposals must be postponed until the next regularly scheduled meeting of the Board or for four (4) weeks, whichever is longer.
I certify that the foregoing Bylaws were adopted and ratified by the members of the Sawmill Area Neighborhood Association on the 15th day of September, 2015, and adopted by the Board of Directors at a meeting held on the 15th day of September, 2015.