Bylaws of the Alameda North Valley Association
Article 1
Name, Location and Purpose
Section 1. The name of this Association shall be: Alameda North Valley Association (ANVA), hereinafter known as the Association.
Section 2. The location of the office of the Association shall be designated by the Board of Directors.
Section 3. The boundaries of the Association shall be the area of Bernalillo County, State of New Mexico, bounded on the North by the Sandia Indian Reservation, on the South to Osuna, on the East by Jefferson Street to Alameda Blvd. and then the AMAFCA Canal north to the Sandia Indian Reservation, on the west by the eastern boundaries of the Village of Los Ranchos de Albuquerque and the river north to the Sandia Indian Reservation.
Section 4. The purpose of the Association is to promote community welfare, initiate community driven economic development, protect the environment, encourage social interaction, disseminate information, represent community concerns with surrounding governments and other groups, represent the community regarding land use issues, and participate in long range planning concerns within our community or which affect our community.
Section 5. The Association shall not, directly or indirectly, participate or intervene in any political campaign on behalf of, or in opposition to any candidate for public office.
Section 6. The Association shall operate as an independent, non-political, non-secular, non-profit organization incorporated in the State of New Mexico, and shall abide by all applicable State and County laws and regulations.
Article 2
Membership
Section 1. Any adult person who is a resident or who owns property within the boundaries of the Association and who has paid their dues in full shall be eligible to become a regular member of the Association and shall have one voting membership.
Section 2. Any adult person or legal entity that operates a place of business within the boundaries of the Association and has paid their dues in full shall be eligible to become a business member of the Association and shall have one voting membership.
Section 3. Dues shall be set by the Board of Directors at the Annual Meeting each year and shall not change in the period between Annual meetings. Dues must be paid in full to be eligible to vote.
Section 4. The Association shall conduct its annual enrollment during the month of its annual meeting. New memberships shall be available at any time. Memberships expire the last day of March each year.
Section 5. Individuals who do not meet the requirements set out in Section 1, may make application to the Board of Directors for membership. If accepted, the individual will have full membership privileges. Membership may be revoked by a Board vote for any such member, at any time, for any reason.
Article 3
Officers and their election
Section 1. A Board of Directors shall be the governing body of the Association and shall consist of no more than thirteen (13) persons who are adult members of the Association. The Board of Directors shall be elected by the general membership at the annual meeting for a term of two (2) years. At a minimum, five Directors shall be elected every off-numbered year and four every even numbered year. Directors shall assume office at the end of the annual meeting or when elected. In the first year four Directors shall be elected for two years and five shall be elected for one year. In no case shall any term exceed two (2) years.
Section 2. Officers of the Association shall be the President, Vice President, Secretary and the Treasurer. They are members of the Board of Directors and are elected by the board of directors at the first meeting immediately following the annual meeting.
Section 3. The term of office for the President, Vice President, Secretary, and Treasurer shall be two years. There will not be a limit on terms served.
Section 4. Eligibility for office shall include leadership ability, knowledge of community issues and volunteer experience. The nominee for President shall have served on the Board of Directors for at least one (1) year.
Section 5. A resignation of any Board of Director shall be tendered to the Board of Directors.
Section 6. Vacancies occurring on the Board shall be filled by a majority vote of the Board of Directors until the next annual election at which time the vacancy shall be filled by a vote of the membership.
Section 7. Any elected member of the Board of Directors may be removed by a majority of the membership or Board whenever, in its judgment, the best interest of the Association would be served. If an elected member fails to attend four consecutive meetings, whether these meetings are membership or board, the member may be removed by the President of the Association. A decision to remove a Board member may be overturned by a majority vote of the Board.
Section 8. Nominating Committee
A. At the regular meeting of the general membership immediately preceding the annual meeting, the Board of Directors shall appoint a nominating committee of five members of the Association. The Chairperson shall be a member of the Board of Directors.
B. The nominating committee shall entertain suggestions for directors and shall provide a single slate of candidates to be voted upon by the general membership at its annual meeting.
C. Additional nominations may be made from the floor provided such a nomination is accompanied by the written or oral consent of the nominee.
D. The election shall be by voice vote, except when additional nominations have been made, in which event the election shall be by a show of hands.
Section 9. No Director shall receive a salary from the Association for their services as such. The Board of Directors shall have power in its discretion to contract for, and pay to Board members rendering unusual or special services to the Association, that compensation being appropriate to the value of such service.
Section 10. The Board may engage, either as volunteer or paid, an Executive Director to carry out the business of the Association.
Article 4
Duties of the officers
Section 1. President: The President shall be the chief executive officer of the Association, and shall in general supervise all of the business and affairs of the Association between meetings of the Board of Directors. The President shall preside at all meetings of the Board of Directors and the general membership. The President shall, with the approval of the Board of Directors, appoint all standing and special committees except the nominating committee, and shall be ex-officio member of all committees except the nominating committee. To the extent practicable, the President shall contact the pertinent committee chairperson before committing the Association to a position on an issue.
Section 2. Vice President: The Vice President shall when necessary perform the duties of the President, and 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 Board of Directors meetings and general membership meetings. The Secretary shall keep all records of the Association and give notice of all meetings and business as directed.
Section 4. Treasurer: The treasurer shall collect all moneys due the association and shall have custody of all funds of the association. The Treasurer shall oversee the maintenance of financial records of the Association which shall be open at all times to review by the public and to an Audit authority.
Article 5
Executive Director
Section 1. Hiring the Executive Director shall be the responsibility of the Board.
Section 2. The Executive Director shall carry out the following duties:
A. Present and advise the Board on issues on policy and long term planning.
B. Oversee the day-to-day operation of the Association, including special
projects, programs and grants.
C. Handle all personnel and administrative issues.
D. Pay all bills and oversee all financial record keeping for the Association.
E. Pursue funding sources, including private and public moneys.
F. Act as official representative and spokesperson for the Association.
G. Serve on the Board as a non-voting member.
H. Is absent when the Board discusses the Executive Director position.
Article 6
Regular Committees
Section 1. No report, recommendation or other action of any committee of the association shall be considered as the act of the membership unless and until it shall be approved by the Board of Directors.
Article 7
Meetings
Section 1. A minimum of four (4) regular meetings of the general membership shall be held each year. A general membership meeting shall be held in March shall be known as the Annual meeting. The time and place of each meeting shall be announced and advertised.
Section 2. The Board of Directors shall present at the Annual meeting a report showing the whole amount of real and personal property owned by the association, where located, and how invested, the amount and nature of property acquired during the previous fiscal year; the amount applied, appropriated or expended during the previous fiscal year; and the purposes, object, or persons to which such applications, appropriations, or expenditures have been made.
Section 3. 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 within seven days and the secretary shall give notice per Section 1. of any such meeting.
Section 4. ROBERTS RULES OF ORDER shall govern the Association in all cases in which they are applicable or if invoked by a member; and in which they are not in conflict with these by-laws. Most meetings will be informal and decision by consent shall be the rule.
Section 5. Bylaws may be amended and adopted by a majority vote of those present at a general meeting.
BOARD MEETINGS
Section 1. Forty (40) percent Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors. The President has full voting privileges.
Section 2. Not less than six meetings of the Board of Directors will be held each year at a reasonable time preceding the general membership meeting. The time and place of each meeting will be announced by telephone to each Board member. Special meetings of the Board of Directors may be called by majority of the Board or the President.
Section 3. The Bylaws may be altered, amended, or repealed at any meeting of the Board of Directors, by a quorum, provided that the proposed action is inserted in the notice of such meeting.
Section 4. If a voting Board member is unable to attend the Annual Meeting, they may be represented by proxy, providing another Board member has received a written notification from the voting member of the name and affiliation of the selected representative.
Section 5. ROBERTS RULES OF ORDER shall govern the Board meetings in all cases in which they are applicable or if invoked by a member and in which they are not in conflict with these by-laws. Most meetings will be informal and decision by consent shall be the rule.
Article 8
Finances
Section 1. The depository for the Association fund, the persons entitled to extend moneys 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 them for approved expenses.
Section 3. The funds of the Association shall be deposited and kept within a federally insured financial institution.
Section 4. The fiscal year for the Association shall be from April 1 to March 31.
Section 5. All checks shall require two (2) signatures, by officers.
Section 6. All expenditure of money shall be approved by a majority vote of the Board of Directors.
Article 9
Legal Responsibilities
Section 1. Except for such financial obligations of the Association as are duly authorized under these By-laws, the Association and its Board of Directors shall not be responsible for any contract or financial obligation of any kind.
Section 2. In the event of the dissolution of the Association, the Board officers shall after paying or making provisions of the payment of all liabilities of the Association, dispose of the remaining assets to an organization or organizations whose purpose is similar to those of the Association.
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