Nna Bylaws 120309
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Northrich Neighborhood Association Bylaws Approved 03 December 2009
Article I Identity The name of the organization shall be the Northrich Neighborhood Association (NNA). It shall be a Texas non-profit corporation.
Article II Purpose The Northrich Neighborhood Association is a group of residents and property owners that are dedicated to enriching the quality of life of its inhabitants by: • Encouraging residents to get to know one another • Enhancing the appearance of the neighborhood and common areas • Promoting a safe environment for our residents • Supporting our neighborhood schools and businesses • Creating clear two-way lines of communication with the City
Article III Membership Section 1 – Eligibility. Membership in Association is desired for all residents of the area, but is not mandatory. Membership shall be open to all persons who reside in or own a house or duplex in the Northrich area of the City of Richardson, Dallas County, Texas. This area shall be generally bounded by Arapaho Road on the South, Richardson Road on the East, Campbell Road on the North, and North Floyd Road on the West. This area does not include the neighborhood association known as the “Estates of Prairie Creek.” Section 2 – Types of Membership. The NNA shall have one class of members as determined by annual payment of dues. Section 3 – Annual Dues. Annual dues shall be $15 per household per year, payable on the first day of January. Dues are nonrefundable and nontransferable. Section 4 – Rights of Members. Each member of the NNA shall be eligible to serve as an officer or on any committee of the NNA, to vote on any matter provided within the bylaws and to attend any functions of the NNA. Only members who have served on the Board for at least one year, or have written endorsement from a member of the Board of Directors, shall be eligible for nomination as president. Section 5 – Committee Participation. Participation in, and service on any Permanent Committee shall be open to any paid member of the Association. Section 6 – Restrictions on Members. No member of the Association may use, or permit use of, the Association name, or any information obtained through Association membership, for commercial purposes or any other purpose. The Board of Directors may approve exceptions only
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by a two-thirds majority vote. Only the NNA president, or members of the NNA who are so authorized by the Board of Directors, shall speak for the NNA.
Article IV Board of Directors Section 1 – The NNA shall be managed by the NNA Board of Directors. Section 2 – Number, Manner of Selection, and Term of Office. The Board shall consist of the officers of the NNA and the chairpersons of all permanent committees. The Board of Directors shall be elected by the membership at each annual business meeting, and shall serve for the term of one year, starting immediately upon election. Section 3 – Qualifications. Only members of the Association shall serve on the Board. Section 4 – Vacancies. Vacancies on the Board may be filled by majority vote of the Board. Three consecutive absences from the Board meetings may be deemed a resignation. The replacement Board member shall serve for the unexpired term of his/her predecessor. Section 5 – Powers and Duties. The Board shall set policy and conduct the business of the Association in accordance with the best interests of the membership. The Board shall designate special committees as deemed necessary. Section 6 – Board Meetings. There shall be at least four regular meetings of the Board annually. The President may call special meetings of the Board. A special meeting will be called upon the written request of at least four (4) members of the Board. A regular meetings schedule of the Board shall be announced to the membership. Section 7 – Quorum. Attendance of at least half of the members of the Board, two of whom must be Officers, shall constitute a quorum. Section 8 – Compensation. No Officers or Directors shall receive compensation for any service he/she may render to the Association. However, any Board member may be reimbursed for actual expenses incurred in the performance of Board duties, provided those expenses are within approved budget limits and incurred with prior approval from the Board. Section 9 – Transition Periods. Outgoing Board members will serve as transitional advisors to newly elected Board members, during the period from the day of election to December 31. During this time period, outgoing Board members are permitted to provide guidance, advice, and other types of assistance to the newly elected Board, but do not have voting authority on Board matters and shall abide by the provisions of Article III; Section 6.
Article V Officers Section 1 – Officers. The Officers of the Association shall be President, Vice-President, Secretary, and Treasurer. No member may hold more than one office at a time. Section 2 – The President. The President shall preside at all meetings of the Association and at all meetings of the Board.
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Section 3 – The Vice-President. The Vice-President shall fulfill the duties of the President in case of the President’s temporary absence and shall perform such other duties as requested by the President or the Board. Section 4 – The Secretary. The Secretary shall take minutes of regular membership meetings and Board meeting, conduct correspondence on behalf of the Association, and be responsible for keeping official Association records, Bylaws, and the Articles of Incorporation in compliance with Texas law. In addition, the Secretary will act as Historian to the Association, keeping running records of the Association as it develops. Section 5 – The Treasurer. The Treasurer shall collect all monies due to the Association, keep an accurate record thereof, deposit same in the bank in the name of the Association, pay all funded bills incurred by the Association, and present a report at each Board meeting and at the Annual Business Meeting. All checks shall be signed by the Treasurer and one other Officer. Section 6 – Resignation and Removal. Any Officer may be removed from office with or without cause by a two-thirds majority vote of a quorum of members present in person. Any Officer may resign at any time by giving written notice to the Board, the President, or the Secretary. Three consecutive absences from the Board meetings may be deemed a resignation.
Article VI Permanent Committees Section 1 – Communication Committee. This permanent committee shall be responsible for writing and distributing a newsletter at such intervals as determined by the Board and other such activities that promote communication with members and the community. The chair shall be elected at the general meeting of the NNA and shall organize a committee of members to assist with the committee’s responsibilities. Section 2 – Membership Committee. This permanent committee shall be responsible for maintaining membership records, conducting an annual membership drive, greeting newcomers, assisting with the distribution of NNA information, and other such activities to encourage membership. The chair shall be elected at the general meeting of the NNA and shall organize a committee of members to assist with the committee’s responsibilities. Section 3 – Social and Activities Committee. This permanent committee shall be responsible for planning recreational and social activities for the members at regular NNA meetings and on other occasions as determined by the committee or the Board. The chair shall be elected at the general meeting of the NNA and shall organize a committee of members to assist with the committee’s responsibilities. Section 4 – Meeting Frequency. The Permanent Committees shall meet as often as necessary to faithfully perform their functions. The Chairs shall make reports at board meetings. The Chairs of the Permanent Committees are members of the Board. Section 5 – Special Committees. The Board of Directors may appoint Special Committees to perform specific activities as required. Special committees may include, but are not limited to: beautification, civic affairs, crime prevention, and neighborhood vitality. Special committees are not considered permanent committees; therefore, their chairpersons are not members of the Board of Directors. Special committee chairs will be designated by a majority vote of the Board. The
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committee will be made up of members of the Association as appointed by the special committee chair and approved by the Board of Directors. Section 6 – Resignation and Removal. Any committee chair may be removed from the Board, with or without cause, by a two-thirds majority vote of a quorum of members present in person. Any committee chair may resign at any time by giving written notice to the Board, the President, or the Secretary. Three consecutive absences from the Board meetings may be deemed a resignation.
Article VII Financial Administration Section 1 – Fiscal Year. The fiscal year of the NNA shall be the calendar year. Section 2 – Purchase and Contract Authorization. Any officer or agent who enters into any contract or executes and delivers any instrument in the name of and on behalf of the NNA must receive prior written authorization from a quorum of the Board. Section 3 – Fiscal Records. The financial records of the NNA shall be open to inspection by any member of the NNA upon request with reasonable notice to the Treasurer. Section 4 – Annual Budget. The Treasurer shall prepare and the Board shall adopt an annual budget prior to January 1.
Article VIII Meetings Section 1 – General Membership Meeting. A General Membership Meeting shall be held between March 1 and April 30 of each year. The date, place, and agenda of this meeting shall be determined by the Board. Section 2 – Annual Business Meeting. An Annual Business Meeting shall be held between September 1 and October 31 of each year. The date, place, and agenda of this meeting shall be determined by the Board. The purpose of the Annual Business Meeting shall be to elect Officers and chairs of all permanent committees, and to transact such other business as may properly come before it. Section 3 – Quorum. Five (5) percent of the membership shall constitute a quorum at the Annual Business, General Membership, or Special Meeting of the Association. Section 4 – Special Meetings. Special Meetings of the membership may be called at any time by the President, or by the Board, or upon written request (petition) of fifteen percent (15%) of the members who are entitled to vote. Section 5 – Notice of Meetings. Written notice of each meeting of the membership shall be given at least seven (7) days before such meeting to each member household entitled to vote thereat, delivered to the member’s address last appearing on the books of the Association, or supplied by such member to the Association for the purpose of notice. Such notice shall specify the place, day, hour of the meeting, purpose of the meeting, and an agenda if appropriate.
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Section 6 – Parliamentary Rules. The rules contained in Robert’s Rules of Order, Newly Revised, shall govern the Association in all cases to which they apply, and in which they are consistent with the Bylaws of the Association. Section 7 – Parliamentarian. A Parliamentarian may be hired or appointed as needed by the President for any meeting, but especially for the Annual Business Meeting.
Article IX Nominations, Elections and Voting Section 1 – Nominations. Nominations will be made in person during the Annual Business Meeting. If a person is unable to attend the meeting, someone may nominate them in their stead or that person may submit a written statement to be read to the membership in attendance at the meeting. Section 2 – Elections. The election shall be by ballot. If there is but one nominee for each office, it may be moved to elect by acclamation. A majority of those qualified to vote and voting shall constitute an election, providing that a quorum is present. The Secretary shall certify the election results. Section 3 – Voting. There shall be one vote per adult per household, up to two votes maximum. No member shall have more than one vote regardless of the number of properties owned in the association boundaries. Absentee or proxy voting shall not be permitted.
Article X Amendments Section 1 – Bylaws. These Bylaws may be amended at a General Membership, Special, or Annual Business Meeting of the members. Proposed amendment(s) may be submitted to the membership at the next appropriate meeting by either of two (2) methods. (1) They may by submitted to the Board for approval or disapproval. In the event of the Board disapproval, the proposed amendment(s) will not be submitted to the membership. (2) Proposed amendment(s) may by submitted to the membership by obtaining a petition of at least 15% of the membership endorsing the proposed amendment(s). In either case, an amendment approval would require a two-thirds majority of a quorum of members present in person. Board-recommended and petitioned amendment(s) shall be submitted to the membership for review at least thirty (30) days before the date of the said meeting.
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Article I Identity The name of the organization shall be the Northrich Neighborhood Association (NNA). It shall be a Texas non-profit corporation.
Article II Purpose The Northrich Neighborhood Association is a group of residents and property owners that are dedicated to enriching the quality of life of its inhabitants by: • Encouraging residents to get to know one another • Enhancing the appearance of the neighborhood and common areas • Promoting a safe environment for our residents • Supporting our neighborhood schools and businesses • Creating clear two-way lines of communication with the City
Article III Membership Section 1 – Eligibility. Membership in Association is desired for all residents of the area, but is not mandatory. Membership shall be open to all persons who reside in or own a house or duplex in the Northrich area of the City of Richardson, Dallas County, Texas. This area shall be generally bounded by Arapaho Road on the South, Richardson Road on the East, Campbell Road on the North, and North Floyd Road on the West. This area does not include the neighborhood association known as the “Estates of Prairie Creek.” Section 2 – Types of Membership. The NNA shall have one class of members as determined by annual payment of dues. Section 3 – Annual Dues. Annual dues shall be $15 per household per year, payable on the first day of January. Dues are nonrefundable and nontransferable. Section 4 – Rights of Members. Each member of the NNA shall be eligible to serve as an officer or on any committee of the NNA, to vote on any matter provided within the bylaws and to attend any functions of the NNA. Only members who have served on the Board for at least one year, or have written endorsement from a member of the Board of Directors, shall be eligible for nomination as president. Section 5 – Committee Participation. Participation in, and service on any Permanent Committee shall be open to any paid member of the Association. Section 6 – Restrictions on Members. No member of the Association may use, or permit use of, the Association name, or any information obtained through Association membership, for commercial purposes or any other purpose. The Board of Directors may approve exceptions only
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by a two-thirds majority vote. Only the NNA president, or members of the NNA who are so authorized by the Board of Directors, shall speak for the NNA.
Article IV Board of Directors Section 1 – The NNA shall be managed by the NNA Board of Directors. Section 2 – Number, Manner of Selection, and Term of Office. The Board shall consist of the officers of the NNA and the chairpersons of all permanent committees. The Board of Directors shall be elected by the membership at each annual business meeting, and shall serve for the term of one year, starting immediately upon election. Section 3 – Qualifications. Only members of the Association shall serve on the Board. Section 4 – Vacancies. Vacancies on the Board may be filled by majority vote of the Board. Three consecutive absences from the Board meetings may be deemed a resignation. The replacement Board member shall serve for the unexpired term of his/her predecessor. Section 5 – Powers and Duties. The Board shall set policy and conduct the business of the Association in accordance with the best interests of the membership. The Board shall designate special committees as deemed necessary. Section 6 – Board Meetings. There shall be at least four regular meetings of the Board annually. The President may call special meetings of the Board. A special meeting will be called upon the written request of at least four (4) members of the Board. A regular meetings schedule of the Board shall be announced to the membership. Section 7 – Quorum. Attendance of at least half of the members of the Board, two of whom must be Officers, shall constitute a quorum. Section 8 – Compensation. No Officers or Directors shall receive compensation for any service he/she may render to the Association. However, any Board member may be reimbursed for actual expenses incurred in the performance of Board duties, provided those expenses are within approved budget limits and incurred with prior approval from the Board. Section 9 – Transition Periods. Outgoing Board members will serve as transitional advisors to newly elected Board members, during the period from the day of election to December 31. During this time period, outgoing Board members are permitted to provide guidance, advice, and other types of assistance to the newly elected Board, but do not have voting authority on Board matters and shall abide by the provisions of Article III; Section 6.
Article V Officers Section 1 – Officers. The Officers of the Association shall be President, Vice-President, Secretary, and Treasurer. No member may hold more than one office at a time. Section 2 – The President. The President shall preside at all meetings of the Association and at all meetings of the Board.
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Section 3 – The Vice-President. The Vice-President shall fulfill the duties of the President in case of the President’s temporary absence and shall perform such other duties as requested by the President or the Board. Section 4 – The Secretary. The Secretary shall take minutes of regular membership meetings and Board meeting, conduct correspondence on behalf of the Association, and be responsible for keeping official Association records, Bylaws, and the Articles of Incorporation in compliance with Texas law. In addition, the Secretary will act as Historian to the Association, keeping running records of the Association as it develops. Section 5 – The Treasurer. The Treasurer shall collect all monies due to the Association, keep an accurate record thereof, deposit same in the bank in the name of the Association, pay all funded bills incurred by the Association, and present a report at each Board meeting and at the Annual Business Meeting. All checks shall be signed by the Treasurer and one other Officer. Section 6 – Resignation and Removal. Any Officer may be removed from office with or without cause by a two-thirds majority vote of a quorum of members present in person. Any Officer may resign at any time by giving written notice to the Board, the President, or the Secretary. Three consecutive absences from the Board meetings may be deemed a resignation.
Article VI Permanent Committees Section 1 – Communication Committee. This permanent committee shall be responsible for writing and distributing a newsletter at such intervals as determined by the Board and other such activities that promote communication with members and the community. The chair shall be elected at the general meeting of the NNA and shall organize a committee of members to assist with the committee’s responsibilities. Section 2 – Membership Committee. This permanent committee shall be responsible for maintaining membership records, conducting an annual membership drive, greeting newcomers, assisting with the distribution of NNA information, and other such activities to encourage membership. The chair shall be elected at the general meeting of the NNA and shall organize a committee of members to assist with the committee’s responsibilities. Section 3 – Social and Activities Committee. This permanent committee shall be responsible for planning recreational and social activities for the members at regular NNA meetings and on other occasions as determined by the committee or the Board. The chair shall be elected at the general meeting of the NNA and shall organize a committee of members to assist with the committee’s responsibilities. Section 4 – Meeting Frequency. The Permanent Committees shall meet as often as necessary to faithfully perform their functions. The Chairs shall make reports at board meetings. The Chairs of the Permanent Committees are members of the Board. Section 5 – Special Committees. The Board of Directors may appoint Special Committees to perform specific activities as required. Special committees may include, but are not limited to: beautification, civic affairs, crime prevention, and neighborhood vitality. Special committees are not considered permanent committees; therefore, their chairpersons are not members of the Board of Directors. Special committee chairs will be designated by a majority vote of the Board. The
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committee will be made up of members of the Association as appointed by the special committee chair and approved by the Board of Directors. Section 6 – Resignation and Removal. Any committee chair may be removed from the Board, with or without cause, by a two-thirds majority vote of a quorum of members present in person. Any committee chair may resign at any time by giving written notice to the Board, the President, or the Secretary. Three consecutive absences from the Board meetings may be deemed a resignation.
Article VII Financial Administration Section 1 – Fiscal Year. The fiscal year of the NNA shall be the calendar year. Section 2 – Purchase and Contract Authorization. Any officer or agent who enters into any contract or executes and delivers any instrument in the name of and on behalf of the NNA must receive prior written authorization from a quorum of the Board. Section 3 – Fiscal Records. The financial records of the NNA shall be open to inspection by any member of the NNA upon request with reasonable notice to the Treasurer. Section 4 – Annual Budget. The Treasurer shall prepare and the Board shall adopt an annual budget prior to January 1.
Article VIII Meetings Section 1 – General Membership Meeting. A General Membership Meeting shall be held between March 1 and April 30 of each year. The date, place, and agenda of this meeting shall be determined by the Board. Section 2 – Annual Business Meeting. An Annual Business Meeting shall be held between September 1 and October 31 of each year. The date, place, and agenda of this meeting shall be determined by the Board. The purpose of the Annual Business Meeting shall be to elect Officers and chairs of all permanent committees, and to transact such other business as may properly come before it. Section 3 – Quorum. Five (5) percent of the membership shall constitute a quorum at the Annual Business, General Membership, or Special Meeting of the Association. Section 4 – Special Meetings. Special Meetings of the membership may be called at any time by the President, or by the Board, or upon written request (petition) of fifteen percent (15%) of the members who are entitled to vote. Section 5 – Notice of Meetings. Written notice of each meeting of the membership shall be given at least seven (7) days before such meeting to each member household entitled to vote thereat, delivered to the member’s address last appearing on the books of the Association, or supplied by such member to the Association for the purpose of notice. Such notice shall specify the place, day, hour of the meeting, purpose of the meeting, and an agenda if appropriate.
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Section 6 – Parliamentary Rules. The rules contained in Robert’s Rules of Order, Newly Revised, shall govern the Association in all cases to which they apply, and in which they are consistent with the Bylaws of the Association. Section 7 – Parliamentarian. A Parliamentarian may be hired or appointed as needed by the President for any meeting, but especially for the Annual Business Meeting.
Article IX Nominations, Elections and Voting Section 1 – Nominations. Nominations will be made in person during the Annual Business Meeting. If a person is unable to attend the meeting, someone may nominate them in their stead or that person may submit a written statement to be read to the membership in attendance at the meeting. Section 2 – Elections. The election shall be by ballot. If there is but one nominee for each office, it may be moved to elect by acclamation. A majority of those qualified to vote and voting shall constitute an election, providing that a quorum is present. The Secretary shall certify the election results. Section 3 – Voting. There shall be one vote per adult per household, up to two votes maximum. No member shall have more than one vote regardless of the number of properties owned in the association boundaries. Absentee or proxy voting shall not be permitted.
Article X Amendments Section 1 – Bylaws. These Bylaws may be amended at a General Membership, Special, or Annual Business Meeting of the members. Proposed amendment(s) may be submitted to the membership at the next appropriate meeting by either of two (2) methods. (1) They may by submitted to the Board for approval or disapproval. In the event of the Board disapproval, the proposed amendment(s) will not be submitted to the membership. (2) Proposed amendment(s) may by submitted to the membership by obtaining a petition of at least 15% of the membership endorsing the proposed amendment(s). In either case, an amendment approval would require a two-thirds majority of a quorum of members present in person. Board-recommended and petitioned amendment(s) shall be submitted to the membership for review at least thirty (30) days before the date of the said meeting.
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