By-Laws for Belknap Neighborhood Association
Revised 4/30/08
BELKNAP NEIGHBORHOOD ASSOCIATION
BYLAWS and POLICIES
ARTICLE I. PURPOSES
The purposes of the Belknap Neighborhood Association, a not-for-profit organization, will be to
(1) preserve the neighborhood’s intrinsic values as a predominantly residential area,
(2) relate and work effectively with surrounding businesses,
(3) provide a forum for discussion of neighborhood issues in order to promote the community, its’ activities and interests,
(4) to work with other neighborhood groups in the Highlands/Bardstown Road area and throughout the city to address common problems and projects.
ARTICLE II MEMBERSHIP-DUES
1. Membership in the Belknap Neighborhood Association shall consist of Belknap residents and Belknap businesses that have paid the annual dues of the association.
a. Each member shall be entitled to one (1) vote in an open membership meeting.
2. Persons outside the Belknap neighborhood may pay membership dues with all
privileges of Belknap residents except they may not vote in an open membership meeting.
a. A non-resident may be elected to the Board of Directors and shall have one vote.
3. Dues and privileges thereof shall be set by the Board of Directors.
4. The fiscal year and term of membership year shall be from July 1 – June 30.
ARTICLE III NOMINATIONS – ELECTION
1. A nomination committee of at least three (3), or more active members to be
appointed by the President in April.
a. The nomination committee will present a slate of officer candidates and a list of directors at the annual meeting to be elected by the general membership by show of hands or secret ballot.
b. The annual meeting shall be held in June of each year.
2. The Board of Directors will be elected by the general membership at the annual
meeting by secret ballot or by a show of hands.
a. Directors will hold office for the term for which they are elected. An officer or director may be removed from office for cause by a 2/3 vote of the Board of Directors. The replacement will be appointed (Article IV 4) by the president for the remainder of the term.
3. Term of office shall be one (1) year.
a. The officers and members of the Board of Directors are eligible for re-election.
ARTICLE IV OFFICERS AND BOARD OF DIRECTORS
1. The business affairs of the Association shall be managed by its’ Board of
Directors in accordance with the policies and procedures set forth by these
bylaws.
2. The Board of Directors shall consist of no more then twenty (20) members plus the six(6) member Executive Committee, each with one(1) vote.
3. At least two-thirds (2/3) of the Board of Directors shall be residents of the
Belknap Neighborhood.
4. If a director or officer is absent from three(3) consecutive meetings, he/she
may be replaced by the president for the remaining term of that office.
5. The Executive Committee shall consist of the President, Vice President,
Secretary, Treasurer, Webmaster and Belknap Neighborhood Fall Festival
Chair.
6. A director may resign by delivering written resignation to the President or
Secretary.
a. Resignation to become effective upon receipt.
b. The president will fill vacancies by appointment with the approval
of the Board of Directors.
7. The President shall preside at all membership and board meetings. He/she may call an open membership meeting whenever it is deemed necessary.
a. The president, with the approval of the Board of Directors may appoint committees, standing or ad hoc, as deemed necessary for the
operation of the Belknap Neighborhood Association.
8. It shall be the duty of the Vice President, in the absence of the President, to
perform all duties and exercise all of the powers of that office.
9. It shall be the duty of the Treasurer to be custodian of all association funds
and to keep a record of receipts and expenditures of the association. The
Treasurer shall keep the official membership database.
a. The Treasurer shall give financial reports at the Annual meeting and open
Membership meetings. Two (2) officers shall co-sign all checks.
10. It shall be the duty of the Secretary to be responsible for recording and
Publishing the minutes of the Executive Committee, Board of Directors and
all general membership meetings.
a. Each committee chair may appoint a member to take committee minutes.
These minutes are to be presented to the Board of Directors.
11. It shall be the duty of the Webmaster to maintain the Belknap Neighborhood
Association web site.
12. It shall be the duty of the Belknap Neighborhood Fall Festival Chair to
manage the planning, implementation, and financial records of the annual
event as well as activities associated with the event.
ARTICLE V OPEN MEMBERSHIP AND BOARD OF DIRECTORS MEETINGS
1. An open membership meeting will be held each month at such places and
times as designated by the Board of Directors.
a. Notice of open membership meetings will be posted on the BNA
website at least ten (10) days before said meeting.
2. The President may call additional open membership meetings or Board
of Directors meetings with the approval of the Board of Directors.
a. The location and time to be designated by the president with the
approval of the Board of Directors.
2. The Board of Directors shall meet no less than quarterly.
a. The location and time to be designated by the president.
ARTICLE VI PROCEDURE – QUORUM
1. A quorum shall be required for conducting all business as Open Membership
and Board of Directors meetings. A quorum shall be defined as the following:
a. A simple majority of the members in attendance at an Open Membership meeting.
b. A simple majority of the members of the Board of Directors in
attendance at a Board of Directors meeting.
2. In all other respects, Robert’s Rules of Order shall govern the parliamentary
procedure of the meetings.
ARTICLE VI AMENDMENT TO BYLAWS
1. These bylaws may be amended the two-thirds (2/3) of voting members present,
at any open membership meeting; provided the proposal(s) are submitted in
writing and the membership is notified thirty (30) days prior to voting.
ARTICLE VII BOUNDARIES
The Belknap Neighborhood is formed by those properties contained within a boundary line beginning on the north at Bellarmine University to the intersection of Bardstown Road and Douglass Blvd. on the east from Bardstown Road at the intersection of Douglass Blvd. to and including the Doup Family Cemetery and contains both sides of Eastview Aveneu. At Lakeside Drive the east boundary doglegs and continues to Emerson/Dundee. The south Boundary is both sides of Eastview Avenue to Lakeside Drive where it doglegs to Emerson/Dundee and continues to Newburg Road. The Western boundary is Newburg Road from Dundee to Bellarmine University. See attached map.
ARTICLE VIII INDEMNIFICATION CLAUSE
The organization, acting through its Board of Directors, or as otherwise provided in these Bylaws, shall as fully as may be permitted from time to tome by the statutes and decisional law of the State of Kentucky or by any other applicable rules or principles of law, indemnify each officer and member of the Board of Directors of the organization against the expense of any action to which she/he was or is a party or is threatened to be made a party thereof by reason of the fact that she/he is or was an officer or director of the organization. Any provision in these Bylaws which would prevent such indemnification to the full extent permitted by law as it may from time to time be expanded by statute, decision or court or otherwise, shall be deemed amended to conform to such expanded right in indemnification without formal action by the Board of Directors.
ARTICLE IX INSPECTION OF RECORDS
All Books and records may be inspected by any member, or his/her agent or attorney, for any proper purpose at any reasonable tie, of the Belknap Neighborhood Association.
POLLICIES AND COMMITTEES
Details of Policies and descriptions of Standing Committees and Ad Hoc Committees are listed in a separate attachment as part of these bylaws.
Revision 4/30/08
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