Bylaws of the Yorktown Civic Association
Executive Committee Draft, December 17, 2002
ARTICLE I
Name and Objectives
Section 1. Name. The name of this organization shall be the Yorktown Civic Association (the “Association”).
Section 2. Objectives. The objectives of the Association are:
(a) to promote the public interest and to share information of interest to households in the Association;
(b) to promote all efforts toward civic betterment in Arlington County, Virginia, and specifically in the area embraced within the boundaries of the Association; and
(c) to promote these objectives by publishing the “Civic Pride”, a newsletter for the households within the boundaries of the Association.
Section 3. Nature of Activities. The Association shall be non-partisan and non-sectarian and shall not support or oppose any candidate for political office, nor take part in any movement not in keeping with the purposes and objectives of the Association. The Association, however, reserves the right to take a position and to express its views on any legislation, ordinance or course of action which in the judgment of the Association will affect the welfare of its members, and to comment on the actions of individuals and groups whose purposes or actions affect the welfare of the area of the Yorktown Civic Association.
Section 4. Affiliation with Other Groups. The Association may join, support, collaborate with federations, leagues, conventions or other civic groups whose purposes and actions are consistent with the welfare of the Yorktown Civic Association and Arlington County: Provided, That no action under this section shall impair the continued existence of the Association as a distinct organization.
Boundaries, Membership, and Annual Dues
Section 1. Boundaries. The area of the Yorktown Civic Association shall consist of the neighborhoods enclosed in the boundaries as delineated by the Arlington County Civic Federation and recognized by Arlington County and are described as follows:
a. From the intersection of Lee Highway (VA Rte 29) and North Jefferson St: east along Lee Highway (encompassing the northern side of Lee Highway) to Edison St. From North Edison St. and Lee Highway northeast to the intersection of 24th Street North and Columbus St (including N Dickerson St).
b. North along Columbus St (encompassing the east side of Columbus St.) to North 26th St.
c. East along 26th St (encompassing the north side of 26th St) to Glebe Rd.
d. North along Glebe Rd to Old Dominion Dr, and north along Old Dominion Drive to Rock Spring Drive.
e. West along Rock Spring Park to Little Falls Rd.
f. West along Little Falls Road to 5545 N. Little Falls Road,
g. South along N Jefferson St to Lee Highway (encompassing both sides of North Jefferson St.).
h. The north side of 27th St. between Jefferson and N Lexington St.
Section 2. Eligible members. Each household within the boundaries of the Association area is eligible for membership and will be entered on the membership rolls upon the payment of annual dues as prescribed in Section 6. Non-resident owners of property within the Association boundaries are also eligible for membership in the Association upon payment of annual dues. Any adult (over eighteen) full-time resident of a member household is eligible to be an officer or director of the Association. Each adult (over eighteen) full-time resident of a member household shall have one vote for all issues decided at general membership meetings. Each non-resident property owner who is a member shall have one vote for all issues decided at general membership meetings.
Section 3. Business Members. A business within the boundaries of the Association is eligible for a non-voting membership of the Association upon payment of the regular annual dues. Each business member may designate a delegate and alternate to the Association.
Section 4. Honorary Members. The Association may designate honorary members. Honorary membership is non-voting. Recommendations for honorary membership may come from the Executive Committee or by a motion from the floor at a regular meeting. Approval by a majority of those present and voting on the motion is required for designating an honorary member.
Section 5. Annual Dues. The Executive Committee shall fix the annual per household dues of the Association, subject to approval by the Association at a general membership meeting. Dues shall be for a period of the calendar year running from January 1 to December 31.
Officers and Directors and Their Duties and Powers
Section 1. Elective Officers and Directors, Terms and Qualifications. The Association shall elect biannually from among adult (over eighteen) full-time residents of member households a President, Vice-President, a Secretary, a Treasurer, and 7 at-large directors, who collectively shall constitute the Executive Committee.
Section 2. Terms of Elective Offices. No member shall hold the office of President for more than three consecutive terms, unless such member is the only qualified member who has consented to be nominee for the office of President. The terms of the officers shall begin on the first day of the month succeeding that in which they were elected and shall continue for two years: Provided, That elective officers shall serve until their successors have been chosen and that an officer chosen in a special election to fill a vacancy shall assume their duties immediately.
Section 3. Duties of the President. The President shall have the following specific duties:
a. The President shall preside over the general meetings of the Association and shall be Chairperson of the Executive Committee
b. The President shall, with the concurrence of a majority of the Executive Committee, appoint all chairpersons and members of standing or special committees, to serve at the pleasure of the President. The President shall, with the concurrence of a majority of the Executive Committee appoint representatives or delegates of the Association and their alternates. Delegates and alternates shall serve for the same term as elected officers.
c. The President shall appoint members to fill any vacancies created by the resignation of an officer or director and provide for the performance of the duties of any officer or position of the Association during the temporary absence or disability of the incumbent or until the vacancy shall have been filled in the manner provided by the By-laws;
d. No one other than the President or designated representative shall represent the Association and make or authorize statements on behalf of the Association on any matter in which the Association has arrived at a position or policy;
e. The President shall appoint a member to serve as the editor of the Civic Pride.
f. The President shall be one of the delegates to the Arlington Civic Federation. The President may appoint another member of the Association to fill this position, with the concurrence of a majority of the Executive Committee.
Section 3. Duties of the Vice President. The Vice President shall assist the President in the administration of the affairs of the Association and shall undertake such duties as the President may assign. In addition they shall have the following specific duties.
a. If the President is absent at either a meeting of the Association or a meeting of the Executive Committee the Vice President shall preside.
b. The President may designate the Vice President to speak for and on behalf of the Association.
c. In the event of the resignation, removal, disqualification, disability, or death of the President, the Vice President shall assume the office of the President for the remainder of the term of office.
Section 4. Duties of the Secretary. The Secretary shall keep all the records of the Association not specifically the responsibility of another officer, and shall record the proceedings of the meetings of the Association and the Executive Committee, and perform such related duties as the President or the Executive Committee may prescribe.
Section 5. Duties of the Treasurer. The Treasurer shall receive the funds of the Association and shall disburse these funds when duly authorized by the President, the Executive Committee, or the Association and shall keep a current and accurate roll of members. The Treasurer shall be authorized to pay all legitimate expenses incurred by the Association. The Treasurer shall make a written or oral report of the finances of the Association at least once per year each at a general membership meeting and shall keep the records in such form as to disclose the amounts and sources of all revenues received and the amounts and purposes of all funds disbursed.
Section 6. Appointive Officers. Any person appointed or elected to serve as a representative or delegate of the Association or an alternate shall represent the interests of the Association, and shall, whenever practicable consult with the President or the Executive Committee to determine the position of the Association. Provided, that nothing herein shall prevent any such person from presenting his/her personal views as long as they are clearly identified as such.
Section 7. Removal of Officers. Any officer or director of the Association may be removed for non-performance of duties or just cause. A motion for removal may be made at any regular or special meeting. The reasons for the motion must be represented in writing and shall be read in their full text by an officer of the Association. The maker of the motion may briefly explain her/his reasons and may answer questions. The officer or director involved, if present, may briefly reply, but there shall be no debate. The motion shall be referred to the Executive Committee who will make a recommendation for consideration at the next membership meeting. At the next regular or special meeting held not sooner than ten days after the presentation of the motion the question shall be debated, and if two-thirds of those voting are in favor thereof, the officer or director shall be immediately removed. No officer or director whose removal is under discussion shall preside during the consideration of the motion of removal.
Executive Committee
Section 1. Composition. The Executive Committee shall consist of the four elective officers and seven other at-large directors elected at the same time and for the same terms as the officers.
Section 2. Duties and Powers. In addition to the duties and powers conferred elsewhere in this Constitution and in the By-laws,
a. The Executive Committee shall advise and assist the President in the general management and supervision of the affairs of the Association; and
b. Between general membership meetings of the Association, the Executive Committee may take any action on that matter which the Association could have authorized.
c. The Executive Committee shall approve the President’s creation or dissolution of and assignment of duties to standing or special committees;
d. The Executive Committee shall approve the President’s appointment and removal of the chairman and members of the any standing or special committees, and of representatives or delegates of the Association and their alternates, and it shall appoint members of the nominating committee;
e. The Executive Committee, at the first meeting of the year shall set the dates for the general membership meetings. These dates shall be published in the “Civic Pride”.
Conduct of Elections
Section 1. Time of Elections. The officers and directors of the Executive Committee shall be elected at the fall membership meeting of the Association.
Section 2. Nominations. Prior to the membership meeting where the election is to be held, the Executive Committee shall appoint a nominating committee of at least three members. The nominating committee shall present nominations for officers and directors at the annual meeting. No one shall be nominated by the committee unless he/she is an adult (over eighteen) full-time resident of a fully paid up member household of the Association and her/his consent has been obtained. Members prior to the election may make additional nominations from the floor. The Executive Committee or any of its members may endorse one or more nominees for elective office in the Association. Nominations form the nominating committee will be published in the Civic Pride prior to the fall membership meeting where the election takes place.
Section 3. Voting Procedure. Each vote shall be cast in person by an adult full-time resident of a member household or a non-resident property owner member. All voting for elective positions shall be by secret written ballot; Provided: that whenever there is one candidate for an office or position, a motion to for a unanimous ballot shall be in order; and if such motion passes, no other balloting shall be required. In addition,
a. When there is more than one candidate for any elective position, a majority of all valid ballots cast for that office or position shall be required for election thereto: Provided that invalid, defaced, illegible, blank or other ballots which cannot be tallied shall not be included in determination of a majority.
b. When there is an office or position to be filled, and when no candidate receives a majority on the first ballot, a second ballot shall be taken, the voting then being confined to the two candidates receiving the greatest number of votes on the first ballot: Provided that if two or more candidates are tied for second place, all candidates so tied shall be candidates on the second ballot.
c. The seven directors of the Executive Committee shall be voted on simultaneously. If the number of candidates equals the number of vacancies, a motion to for a unanimous ballot shall be in order; and if such motion passes, no other balloting shall be required. Otherwise, each voter shall indicate on her/his ballot the names of candidates not to exceed the number of vacancies. The candidates receiving the top number of votes shall be elected up to the number of vacancies being filled.
Section 4. Special Elections. In the event of a vacancy in any elective office or position other than President, a special election shall be held for the purpose of filling the office or position for the remainder of the unexpired term. All nominations in such special elections shall be made from the floor.
Amendment of the Bylaws
Section 1. Procedure. Amendments to these Bylaws must be presented in writing at a regular meeting of the Association. Upon presentation the Secretary may read the full text of the amendment to the members present. The person or committee sponsoring the amendment will be permitted briefly to explain its purposes and answer questions thereon, but there shall be no debate. At the following meeting the amendment shall be subject to debate and shall, if two-thirds of those voting are in favor, take effect immediately.
Meetings of the Association
Section 1. General Meetings. Unless otherwise ordered by the Association or the Executive Committee, general meetings (also known as membership meetings) of the Association shall be held at least three times each year, with at last one meeting in the fall, one in the winter, and one in the spring. The dates of each meeting shall be fixed by the Executive Committee before the first meeting of the fall and published in the “Civic Pride” newsletter.
Section 2. Special Meetings. Special meetings may be called by (1) the President (2) a written request from 4 members of the Executive Committee or (3) a written petition from 20 members. Whenever four members of the Exec Committee or twenty members shall petition the President (or the Vice President if the President is not available) to call a special meeting, (s)he shall do so with 30 days of her/his receipt of the petition.
Section 3. Quorum. Fifteen members shall constitute a quorum for the transaction of a business of the Association at any general meeting.
Section 4. Place of Meetings. Whenever practicable the meeting shall be held at a place open to civic and community use in or adjacent to the Association.
Section 5. Notice of Meetings. Members of the Association shall be notified of each meeting at least five days in advance by mail, email, or by general distribution of notices throughout the Association area: Provided, that in the event of an emergency other means of notification may be used and the requirement of five days advance notice may be waived.
Section 6. Order of Business. The President and the Executive Committee shall set the order of business for meetings of the Association. However, a meeting shall not be adjourned with out allowance for completion of unfinished business or of new business.
Section 7. Standing Rules:
1. General membership meetings of the Yorktown Civic Association shall be open to the public. Debate and voting privileges shall be limited to members. Non-members may be invited to speak by the president officer or by unanimous consent of those members present and voting.
2. All motions shall be recorded by the secretary. Whenever possible, motions shall be presented to the presiding officer and to the secretary in writing. A motion from the Executive Committee does not need a second.
3. All new subject matter may be referred by the presiding officer for investigation and recommendation to (1) an appropriate standing committee or special committee or (2) the Executive Committee. The committee considering the matter shall report at the next general meeting of the Association. In an emergency a resolution or communication may be acted upon by the Association with the consent of a majority of the delegates present and voting.
4. Issues raised by members and received by the President in writing between meetings may be referred to the appropriate committee and may be considered at the next membership meeting.
5. A member introducing a motion which is referred to a committee shall have the right to appear before the committee prior to the report being made to the Association.
6. During debate, no member shall speak more than twice on the same subject, or more than once until all others have had the opportunity to speak, unless the member is speaking to respond to a question put by another member. No member shall speak more than three (3) minutes consecutively.
7. Votes shall be initially by voice, except where another manner of voting is provided for by the Constitution or By-Laws. Any member may after the voice vote request a show of hands. Any ten members may require that the eligibility of all persons voting be verified by reference to the rolls of the membership.
8. Consistently with the standing rules set out herein, the President shall conduct the meetings informally, but may follow Robert’s Rules of Orders when he/she deems it necessary and appropriate.
Meetings of the Executive Committee
Section 1. Frequency of Meetings. The President shall meet with the Executive Committee whenever, in her/his judgment, a need exists but not less than six time per year. Four members of the Executive Committee may also petition the President (or Vice President if the President is not available) for a meeting. The Executive Committee shall meet at least bi-monthly and may meet more frequently as needed to consider and conduct Association business.
Section 2. Quorum. A majority of the current Executive Committee shall constitute a quorum.
Section 3. Place, Notification, and Manner of Meetings. The President, in consultation with other members of the Executive Committee shall determine where, within the Association area, meetings of the Executive Committee shall be held. The President may poll the Executive Committee by telephone or email in lieu of calling a meeting, unless any member of the Committee objects. The President shall also assure that all members are given at least five days notice of each meeting: Provided, that in the event of an emergency the requirement of advance notice may be waived.
Section 4. Attendance at Meetings. The President may invite committee chairmen, delegates, appointive officers or other members of the Association to attend any meeting of the Executive Committee. Such person shall have no vote. Non-members of the Association may also be invited to attend all or part of a meeting of the Executive Committee.
Standing and Special Committees
Section 1. Creation of Committees. The President, with the concurrence of the Executive Committee, may create or dissolve and assign duties to such standing or special committees as he/she deems necessary and appropriate.
Section 2. Appointments. The President, with the concurrence of the Executive Committee, shall appoint the chairmen and members of the standing committees as soon after the annual meeting as practicable, but all chairmen and members shall serve until their successors have been selected.
Section 3. Meetings of Standing Committees. The Chairman of each standing committee shall call meetings of the committee at such times as he/she deems desirable or when requested to do so by the President.
Newsletter
Section 1 The Association shall publish the newsletter “Civic Pride” and distribute the newsletter to all association members. The issue of the newsletter which announces candidates for the election of officers shall be distributed to all households in the association boundary. The President of the Association shall act as publisher and shall approve the content. Notwithstanding, any member may submit material to be published.
Receipt, Deposit, and Disbursement of Funds
Section 1. Deposit of Receipts. All receipts of the Association shall be deposited in such depository as the Executive Committee may designate.
Section 2. Disbursement of Funds. The Executive Committee may authorize or approve expenditures not in excess of $500.00 in support of established policies or objectives of the Association. The President may authorize or approve expenditures not to exceed $250. Notwithstanding, the Treasurer is authorized to pay, from Association funds, all authorized and authenticated expenses incurred by the Association for its ongoing operation as planned in the annual budget.
Section 3. Annual Budget. The President, with assistance from the Treasurer, shall submit an annual budget at the beginning of each year to cover proposed expenditures for the coming year. A majority vote at a General Meeting is required for approval of the annual budget.
Section 4. Annual Audit. A majority of the members voting and present at any meeting can request appointment of an audit committee to examine the books and supporting records of the Treasurer. The committee shall submit a report with recommendations, if any, no later than the last regular meeting of the calendar year in which the request is made.