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EGCA Bylaws - Table of Contents
Contents
Article II - Association Boundaries
Article III - Nonprofit Purposes
Section A. - IRS Section 501(c) (3)
Section B - Specific Objectives and Purposes
Section A - Qualifications
Section B - Dues
Section C - Membership Record
Section D - Termination of Membership
Article V - Designation of Officers
Section A - Officers of the Association
Section B - Qualifications
Section C - Nominations
Section D - Election and Term of Office
Section E - Removal
Section F - Resignation
Section G - Vacancies
Article VI - Duties of Officers
Section A - President
Section B - First Vice-President
Section C - Second Vice-President
Section D - Recording Secretary
Section E - Corresponding Secretary
Section F - Financial Secretary
Section G - Treasurer
Section H - Sergeant-At-Arms
Section I - Parliamentarian
Section J - Archivist
Section K - Chaplain
Article VII - Delegates and Alternates to the Federation of Civic Associations, Inc.
Article VIII - Delegates and Alternates to the Far Northeast Council
Section A - Executive Committee
Section B - Standing Committees
Section C - Duties of Committees
(1) Auditing and Budget
(2) Awards
(3) Education
(4) Fund Raising
(5) Housing and Zoning
(6) Legislation
(7) Membership
(8) Public Health and Sanitation
(9) Public Relations
(10) Public Safety
(11) Public Utilities
(12) Recreation
(13) Social Welfare and Services
(14) Youth Activities
Section D - Special Committees
Section E - Committee Correspondence and Records
Section A - Conduct of Meetings
Section B - Place of Meetings
Section C - Regular Meetings
Section D - Special Meetings of Members
Section E - Notice of Meeting
Section F - Quorum of Meetings
Section G - Majority Action as memberships
Section H - Voting Rights
Section A - Disbursement of Money
Section B - Treasurer
Section C - Financial Secretary
Section A - Rules of Order
Section B - DC and Federal Register Subscriptions
Article XIV - Association Records, Reports, Seals
Section A - Maintenance of Association Records
Section B - Association Seal
Section C - Members’ Inspection Rights
Article XV - Construction and Terms
Section A - Determination and Rights of Members
Section B - Non-Liability of Members
Article I - Principal Office
The principal meeting location of the Eastland Gardens Civic Association is at the Kenilworth/Parkside Recreation Center, 1300 44th Street, NE in the District of Columbia (Washington, D.C.)
Article II - Association Boundaries
The Eastland Gardens Civic Association is bound North - Eastern Avenue, East - the Penn Central Railroad Track, South - Watts Branch, and West - the Anacostia River.
Article III - Nonprofit Purposes
Section A. IRS SECTION 501(c) (3) PURPOSES
This association is organized and operated for one or more of the purposes set forth in the Internal Revenue Code (IRC), Section 501(c)(3), including, for such purposes, as organizations that qualify as exempt organizations under the IRC, Section 501(c)(3).
No substantial part of the activities of this association shall be carrying on of propaganda, or otherwise attempting to influence legislation except as otherwise provided by IRC, Section 501(h). This association shall not participate in, or intervene in, any political campaign on behalf of, or in opposition to, any candidate for public office.
Notwithstanding any other provisions of these Bylaws, this association shall not carry on any activities not permitted to be carried on (a) by an association exempt from federal income tax, under the IRC, Section 501(c)(3) , or (b) by an association, contributions to which are deductible under the IRC, Section 170(c)(2).
Section B. SPECIFIC OBJECTIVES AND PURPOSES
The specific objectives and purposes of the association shall be: To ensure that the best possible services are accorded to the residents of the
Eastland Gardens/Kenilworth areas; To act as a voice/representative with locally selected and/or appointed government officials and business entities; To conduct community forums that allows citizens to voice their concerns; To evaluate the performance of public and private officials, agencies, and organizations; and, To provide worthwhile services in the community as recommended and required.
Article V - Designation of Officers
Section A. OFFICERS OF THE ASSOCIATION
President Treasurer First Vice-President Sergeant-at-Arms Second Vice-President Parliamentarian Recording Secretary Archivist Corresponding Secretary Chaplain Financial Secretary
Section B. QUALIFICATION
Any person may serve as an officer of the association provided they qualify under Article IV, Section A of these Bylaws.
Section C. NOMINATION OF OFFICERS
The Nomination Committee and its Chairperson shall be elected by the membership at a regular June meeting preceding the next election. Sixty (60) days hence (August), the Nomination Committee shall report to the membership a slate of candidates; sixty (60) days hence (October), election of officers will be held for all vacant positions.
Section D. ELECTION AND TERM OF OFFICE
Officers of the association shall be elected by the Membership, at any time, and each officer shall hold office until he or she resigns, is removed or is otherwise disqualified to serve, or until his or her successor shall be elected and qualified, whichever occurs first. Regular elections shall be held every two years in October and the installation will be in November of that same year. Terms begin in January of the following year.
Section E. REMOVAL
Any officer or chairperson is subject to removal, at any time, by the Membership for (1) failing to discharge duties as specified in the Bylaws, and/or (2) gross misuse of office or behavior prejudicial to the reputation and best interest of the Association.
Charges against that person must be presented in writing by a member(s), chairperson, or officer of the association. The individual must be presented with a copy of charges and must respond with thirty (30) days of his/her receipt of the charges.
The Executive Committee shall convene as a committee of the whole, with the President and 1st and 2nd Vice Presidents presiding, to hear the defense. Upon completion of the case, the Executive Committee will report its recommendation to the body for approval.
In the event that the person removed is an officer, the President shall declare the office vacant and schedule or call a meeting for an election. No other person shall be appointed permanently until this process is completed.
Section F. RESIGNATION
Any officer may resign at any time by giving written notice to the President or Secretary of the Association. Any such resignation shall take effect at the date of receipt of such notice or at any later date specified therein.
Section G. VACANCIES
Any vacancy caused by the death, resignation, removal, disqualification, or otherwise, of any officer shall be filled temporarily by appointment by the President and until a meeting is called for an election by the membership.
Article VI - Duties of Officers
Section A. PRESIDENT
The President shall preside at all association meetings, serve as chairperson of the Executive Committee (expect as otherwise stated), and shall supervise and control all related affairs and activities of the officers. The President shall perform all duties incident to his/her office and such other duties that may be required by law, by the Articles of Incorporation or by these Bylaws. He/she shall be responsible for all business involving the association and its welfare in all its local and metropolitan relationships.
Section B. FIRST VICE-PRESIDENT
In the absence of the President, or in the event of his/her inability or refusal to act, the First Vice-President shall perform all the duties of the President, and when so acting shall have all the powers of, and be subject to all the restrictions on, the President. The First-Vice President shall have other powers and perform other duties as may be prescribed by law, by the Articles of Incorporation, or by these Bylaws, or as may be prescribed by the Membership. In addition, he/ she shall act as Chairperson of the Membership Committee.
Section C. SECOND VICE-PRESIDENT
The Second Vice-President shall assist the President in the discharge of his/her duties and shall, in his/her absence assist the First-Vice President. In addition, he/she shall serve as Chairman of the Social Welfare and Service Committee.
Section D. RECORDING SECRETARY
The Recording Secretary shall certify and keep at the principal office of the association or at such other place as the Executive Committee may determine the original or a copy of the Bylaws as amended or otherwise altered to date. In addition, keep a book of minutes of all association meetings. In general, perform all duties incident to the office of Corresponding Secretary and such other duties as may be required by law, by the Articles of Incorporation, by these Bylaws or which may be assigned to him or her by the President.
Section E. CORRESPONDING SECRETARY
The Corresponding Secretary shall see that all notices are duly given in accordance with the provision of these Bylaws or as required by law. Keep at the principal office of the association or at such a place as the Executive Committee determine, a correspondence book containing all official correspondence of the association and all correspondence prepared by Committee Chairpersons in the name of the association. Maintain current mailing references of appropriate governmental agencies and other pertinent organizations. In the absence of the Recording Secretary, the corresponding secretary shall serve and in general perform all duties incident to the office of the Corresponding Secretary and such other duties as may be required by law, by the Articles of Incorporation, by these Bylaws, or which may be assigned to him or her by the President.
Section F. FINANCIAL SECRETARY
The Financial Secretary shall have charge and custody of and be responsible for the preparation of all vouchers. He/she must keep an accurate record of all monies received and disbursed for the association. He/she shall submit all records for audit by December 15th of each year and shall, when needed, be one of the endorsers of all checks involving the disbursement of Association funds.
Section G. TREASURER
The Treasurer shall have charge and custody of, and be responsible for, all funds and deposit all such funds in the name of the association. Receive and give receipts for monies due and payable to the association from any source whatsoever. Disburse, or cause to be disbursed, the funds of the association, as directed, taking proper vouchers for such disbursements. Keep and maintain adequate and correct accounts of the properties and business transactions. Exhibit at all reasonable times the books of accounts and financial records count and financial records to the Executive Committee. Render to the President, whenever requested, an account of any or all of his/ her transactions as Treasurer and of the financial condition of the association. Prepare the financial statements to be included in any required reports. He/she shall submit his/her records for audit by December 15th of each year. He/she shall be one of the endorsers of all checks involving the disbursements of association funds. In general, perform all duties incident to the Office of Treasurer and such other duties as may be required by law, by the Articles of Incorporation of the association, or by these Bylaws.
Section H. SERGEANT-AT-ARMS
The Sergeant-at-Arms shall attend all meetings and serve as an assistant to the presiding officer in maintaining order and decorum.
Section I. PARLIAMENTARIAN
The Parliamentarian shall be furnished with a copy of the Bylaws of the Association, a copy of Robert’s Rules of Order, and shall be available at every meeting to interpret the rules of the organization.
Section J. ARCHIVIST
The Archivist shall collect, assemble, protect, preserve, and present in appropriate forms and venues the historical performance and results of the work of the association, its officers, committees, and affiliations. He/she shall be given the proper facilities for such record-keeping.
Section K. CHAPLAIN
The Chaplain shall open and close all meetings of the association.
Article VII - Delegates and alternatives to the D.C. Federation of Civic Associations, INC.
In addition to the President there shall be four delegates, appointed by the President each year, subject to approval of the association. All Delegates or Alternates shall attend the Federation meetings and bring
back reports to the association at its regular monthly meetings.
Article VIII - Delegates and Alternates to the Far Northeast Council
In addition to the President, there shall be two Delegates and three Alternates appointed by the President.
These Delegates or Designated Alternates are to make reports to the Association at its regular monthly meetings.
Article IX - Committees
Section A. EXECUTIVE COMMITTEE
The Executive Committee shall consist of all officers, Chairpersons of committees and Delegates or Alternates to the Federation and the Far Northeast Council. It shall have power to conduct business for the association in the interim between regular meetings or in emergencies. An abstract of the Executive Committee meeting shall be read at the next regular meeting of the Association. Any action of the Executive Committee shall be subject to review by the Association Membership.
The Executive Committee shall help the President to formulate the agenda for the regular meetings. The President shall serve as the chairperson of this committee.
Meetings will be held monthly and all committee chairpersons must submit monthly reports (verbal or written) at these meetings regardless of what was accomplished. Abstracts of these meetings must be made with recommendations for appropriate action, where needed. Each committee chairperson shall submit his/her program and budget estimate for consideration at the December meeting. Repeated failure to submit a report shall be sufficient cause for the President or the Executive Committee to inquire concerning such failure and take proper action to insure continuity of Association business.
Section B. STANDING COMMITTEES
The standing committees shall be in addition to the Executive Committee. The members of these serve for a term corresponding to that of the officers. The new President shall appoint committee chairpersons at the beginning of each administration. The committee chairpersons shall seek volunteers to serve on their respective committees. The following shall be standing committees of the association:
Auditing and Budget Public Health & Sanitation Awards
Public Relations Education
Public Safety Fund Raising
Public Utilities Housing and Zoning
Recreation Legislation
Social Welfare and Services
Membership
Youth Activities
Section C. DUTIES OF COMMITTEES
(1) AUDITING AND BUDGET
The Auditing and Budget Committee consisting of three (3) members shall be appointed by the Executive Committee at the November meeting to audit the Treasurer’s accounts and report at the January meeting. The audit report of all financial transactions shall cover the period from January 1 to December 31 of the previous year.
A budget shall be prepared for the regular January meeting of the Executive Committee meeting and presented to the association Membership at the January meeting.
(2) AWARDS
The Awards Committee shall function in recognition of all services and achievements of a community-wide nature. This Committee shall be subject to instruction of the association, the President and the Executive Committee.
(3) EDUCATION
The Education Committee shall concern itself with the education of citizen on all levels. In addition, this Committee shall represent the association before all official bodies and report its findings and accomplishments in serving the needs of the community.
(4) FUND RAISING
The Fundraising Committee shall have the direct responsibility for all revenue generating programs for the benefit of the association. It shall plan, monitor, and execute events that provide revenue for the general fund.
(5) HOUSING AND ZONING
The Housing and Zoning Committee shall keep all matters concerning zoning, real estate regulatory changes and any other related activity which might affect property in this community.
(6) LEGISLATION
The Legislation Committee shall track and monitor bills, laws, resolutions, regulations, and reprogramming of public funds that impact this community and advise on appropriate responses by the association.
(7) MEMBERSHIP
The Membership Committee shall maintain a current directory of community residents and their membership status in the association. The Committee will engage in activities that will both preserve and increase the membership of the organization.
(8) PUBLIC HEALTH AND SANITATION
The Public Health and Sanitation Committee shall keep the association advised of all matters pertaining to public health and sanitation that affect the community and the city of Washington, DC. This Committee shall develop programs which will insure good living standards in the entire community.
(9) PUBLIC RELATIONS
The Public Relations Committee shall cooperate with all committees of the association by giving publicity to committee and Association projects. Interest shall be centered upon meetings, association resolutions outstanding news in the community, press releases and other such activities.
(10) PUBLIC SAFETY
The Public Safety Committee shall monitor and advise on issues of public safety and law enforcement that affect the community. This shall include, but are not limited to, activities that involve police, fire and other enforcement and safety agencies.
(11) PUBLIC UTILITIES
The Public Utilities Committee shall keep the association advised of the availability and quality of all public utilities. It shall represent the association in matters pertaining to efficiency of public services, and changes which might affect the community.
(12) RECREATION
The Recreation Committee shall keep the association informed on all recreational matters which affect this area. It shall develop programs which will insure adequate recreational facilities in the community. It shall sponsor seasonal activities for the express entertainment of this community, independent of, or in connection with the DC Department of Recreation.
(13) SOCIAL WELFARE AND SERVICES
The Social Welfare and Services Committee shall represent the association upon occasions of illness, death, accidents and social amenities normal to community life. It shall furnish information and social services which affect the community.
(14) YOUTH ACTIVITIES
The Youth Activities Committee shall organize and develop a junior civic association, ages 10-18, with activities paralleling, but not necessarily duplicating the activities of the parent group. It shall establish liaison with the Junior Federation of Civic Associations and the Mayor’s Youth Advisory Council. In addition, it shall make periodic sweeps of the effectiveness of programs in developing the youth in this community.
Section D. SPECIAL COMMITTEES
The President may appoint such special committees as deemed necessary and shall appoint such other committees as the assembly determines to be necessary to carry out the business of the association. The President may not appoint the Nominating Committee. This appointment shall be by the body of the Executive Committee.
Section E. COMMITTEE CORRESPONDENCE AND RECORDS
By December 15th of every year, each officer and committee chairperson shall submit all correspondence and business records to the association for filing in the Archives. In addition, at his discretion, the chairperson may submit a summary report of committee activities during the year. Committees may be served by a co-chairperson as the need arises or upon the discretion of the President.
Article X - Meetings
Section A. CONDUCT OF MEETINGS
Meetings of members shall be presided over by the President of the association or, in his/her absence, by the First -Vice President of the association or, in the absence of all of these persons, by a chairperson chosen by a majority of the voting members, present at the meeting. The Corresponding Secretary of the association shall act as Secretary of all meeting of members, provided that in his/her absence, the presiding officer shall appoint another person to act as Secretary of the Meeting.
Meetings shall be governed by Roberts Rule of Order as such rules may be revised from time to time, insofar as such rules are not inconsistent with or in conflict with the Articles of Incorporation, these Bylaws, or with provisions of law.
Section B. PLACE OF MEETINGS
Meetings of members shall be held at the principal office of the association or at such other place or places as may be designated from time to time by resolution of the President and/or the Executive Committee.
Section C. REGULAR MEETINGS
A regular meeting of members shall be held on the third Tuesday of each month with the exception of July, August and December.
Section D. SPECIAL MEETINGS OF MEMBERS
Special meetings are subject to call by the President, the Executive Committee or upon the petition of at least ten (10) members of the Association.
Section E. NOTICE OF MEETING
Notice stating the place, day and hour of the meeting and, in case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than two (2) or more than thirty (30) days before the date of the meeting. Notice can be delivered personally or by e-mail, or at the direction of the President, the Secretary, or the person(s) calling the meeting, to each member.
Section F. QUORUM FOR MEETINGS
A quorum shall consist of nine members at association meetings who have paid annual membership dues for the current year. A quorum shall consist of five
(5) members at Executive Committee meetings. In addition, except as otherwise provided under the Articles of Incorporation, these Bylaws, or provision of law, no business shall be considered by the members of any meeting at which the required quorum is not present, and the only motion which the chair shall entertain at such meeting is a motion to adjourn.
Section G. MAJORITY ACTION AS MEMBERSHIP ACTION
Every act or decision done or made by a majority of voting members present at a duly held meeting at which a quorum is present is the act of the members, unless the Articles of Incorporation, these Bylaws, or provisions of law require a greater number.
Section H. VOTING RIGHTS
Each member is entitled to one vote on each matter submitted to a vote by the members. Voting at duly held meetings shall be by voice vote.
Election of Officers, however, shall be by written ballot.
Article XI - Finances
Section A. DISBURSEMENT OF MONEY
All disbursements of money shall be subject to prior approval of the membership or Executive Committee and signed by any two of the following:
Treasurer, President or Financial Secretary. No reimbursements shall be made except with presentation of appropriate documents. The Executive Committee shall be authorized to disburse funds in an amount
of up to $300 in support of association community improvement activities without the expressed approval of the membership. Amounts in excess of $300 must be approved with the expressed approval of the membership in a meeting of the association.
Section B. TREASURER
The Treasurer shall be subject to bond according to common business practice.
Section C. FINANCIAL SECRETARY
The Financial Secretary shall execute a voucher for each disbursement.
Article XII - Amendments
All amendments to the Bylaws of the association shall originate with the Executive Committee. However, the association may address recommendations to the Executive Committee suggesting possible changes to these Bylaws. No proposal shall be put to a vote before the association unless such proposal has been submitted in writing and read at a regular membership meeting of the association. The proposed amendments shall be voted upon at the next regular meeting. Any revisions to these Bylaws shall be approved by two-thirds (2/3) vote of the members present, and if adopted, shall be effective immediately.
Article XIII - By-Laws
Section A. RULES OF ORDER
Robert Rules of Order newly Revised (late edition) shall govern all proceedings of the Association not covered by the bylaws of the Association Each member of the association shall be given a copy of the Bylaws
Section B. DC REGISTER AND FEDERAL REGISTER SUBSCRIPTIONS
This Association shall make subscription to the DC Register and the Federal Register.
Article XIV - Association, Records, Reports, Seals
Section A. MAINTENANCE OF ASSOCIATION RECORDS
The Association shall keep at its principal office:
(1) Minutes of all meetings of officers and members, indicating the time and place of holding such meeting, whether regular or special, indicating, how called, the notice given, and the names of those present and the proceedings thereof;
(2) Adequate and correct books and records of accounts;
(3) A record of its membership, including names and addresses;
(4) A copy of the association’s Articles of Incorporation and Bylaws as amended to date.
Section B. ASSOCIATION SEAL
The Executive Committee and the Membership may adopt, use, and at will alter, a corporate seal. Such seal shall be kept at the principal office of the association or at such other place as the Executive Committee may determine.
Section C. MEMBERS’ INSPECTION RIGHTS
Each and every member shall have the following inspection rights, for purposes reasonably related to such person’s interest as a member:
(1) To obtain from the association, upon written demand on, and payment of a charge to, the association, a list of the names, address and voting rights of those members entitled to vote for the election of officers as of the most recent record date. The demand shall state the purpose for which the list is requested.
(2) To inspect at any reasonable time books, records, or minutes of proceeding of the members or of the Executive Committee or committees of the association, upon written demand to the association by a member, for a purpose reasonably related to such person’s interests as a member.
(3) Members shall have such other right to inspect the books, records, and properties of this association as may be required under the Articles of Incorporation, other provisions of these Bylaws, and provisions of law.
(4) Any inspection under the provisions of this article may be made in person or by agent or attorney and the right to inspection shall included the right to copy and make extracts.
Article XV - Construction and Terms
If there is any conflict between the provision of these By-laws and the Articles of Incorporation of this association, the provisions of the Articles of Incorporation shall govern.
Should any of the provision or portions of these Bylaws be held unenforceable or invalid for any reason, the remaining provisions and portions of these Bylaws shall be unaffected by such holding.
All references in the Bylaws to a section or sections of the Internal Revenue Code (IRC) shall be to such sections of the IRC of 1986 as amended from time to time, or corresponding provisions of any future federal tax code.
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Article XVI - Members
Section A. DETERMINATION AND RIGHTS OF MEMBERS
The association shall have only one class of members. No member shall hold more than one membership in the association.
Section B. NON-LIABILITY OF MEMBERS
A member of this association is not, as such, personally liable for the debts, liabilities, or obligations of the association.
ADOPTION OF BYLAWS
We, the undersigned, are all of the incorporators of this association, and we consent to, and hereby do, adopt the foregoing Bylaws, consisting of eighteen (18) pages, as the Bylaw of the Association.
Date:
_____________________, President
_____________________, 1st Vice-President
_____________________, 2nd Vice-President
_____________________, Treasurer