BYLAWS
Bylaws of Brook Run Neighborhood Association
Brook Run Neighborhood Association
BYLAWS
Bylaws of Brook Run Neighborhood Association
ARTICLE 1. NAME
The name of the Association shall be Brook Run Neighborhood Association.
ARTICLE 2. BOUNDARIES
The boundaries and service territory of the Association consistsof the Northeast 1/4, and the East 1/2 of the Northwest 1/4, Section 27, Township 79 North, Range 23 West of the 5th P.M., in the City of Des Moines, Polk County, Iowa, generally locatedsouth of East Douglas Avenue (NE 38th Street), west of East 56thStreet, north of Stream Side Circle and east of East 49th Street. These boundaries are indicated on a map attached to these bylaws. This area is hereinafter referred to as the "neighborhood".
ARTICLE 3. PURPOSE
The Association is organized to:
1) enhance the quality of life of the people who live and work in the neighborhood;
2) preserve and enhance the residential character of the neighborhood;
3) strengthen communication between and among the Association’s residents, property owners,
business owners, Homeowners Associations, Polk County and the City of Des Moines;
4) ensure all existing and projected infrastructure systems are managed or developed so they enhance
the physical, visual and spatial qualities of the neighborhood;
5) provide opportunities for its citizens to celebrate and promote the neighborhood.
ARTICLE 4. MEMBERSHIP AND VOTING
Section 1. Membership Eligibility. Membership in the Association is open to all persons over the age of 18 who are residents or property owners, or who own or operate businesses or other organizations located within the boundaries of the Association. Membership is based on a calendar year commencing January 1st.
Section 2. Residential membership and voting rights. All eligible residents of a dwelling located within the neighborhoodmay become members upon completion of an application andpayment of the annual membership dues established per dwelling pursuant to Article 10. All members who are residents of a single dwelling shall collectively be entitled to one vote on all matters subject to a vote of the members, to be cast by agreement of such residents. If the residents of a single dwellingcannot agree on a single vote, or cast conflicting votes, such votes shall be rejected.
Section 3. Nonresident membership. All eligible owners of a business or real estate located within the neighborhood who are not also residents of the neighborhood may become members upon completion of an application and payment of the annual membership dues established for nonresident owners pursuant to Article 10. All nonresident members who collectively own a business or real estate located within the neighborhood shall be entitled to one vote on all matters subject to a vote of the members, to be cast by agreement of such owners. If such owners attempt to cast conflicting votes, such votes shall be rejected.
Section 4. No double votes/voting by proxy. No member of the association shall be entitled to submit more than one vote on any matter subject to a vote of the membership, regardless of the number of ways that member may qualify for membership.
Section 5. Termination. Members shall be terminated from the current membership who are no longer residents, property owners or business owners within the Association’s boundaries or do not remain current with annual dues.
ARTICLE 5. ASSOCIATION MEETINGS
Section 1. Annual Meeting. An annual meeting shall be held during the month of January in each year, with the exact date, time and place to be established by the Board of Directors, for the purpose of elections and transacting other such business as may be necessary.
Section 2. Quarterly and Special Meetings. Three quarterly meetings shall be held in addition to the annual meeting. Special meetings may be called by the Board of Directors.
Section 3. Place of Meetings. The Board of Directors may designate any place within Polk County, Iowa as the place of meeting for any annual, quarterly or special meeting.
Section 4. Notice of Meetings. Notice of each meeting shall be provided at least five days before the meeting by publication in the Association's web page and Facebook page.
Section 5. Minutes. Minutes of Board meetings will be available at all meetings. Copies of the minutes of the most recent meeting shall be available for members.
Section 6. Quorum. For any actions taken, a quorum shall consist of not less than four members.
Section 7. Voting Requirements. Votes shall be carried by a majority of members voting unless otherwise required by law. Members must be physically present or participating by video conference to vote. Voting by proxy or other means is not allowed.
Section 8. Open Meetings. All of the aforementioned meetings shall be open to the public.
ARTICLE 6. BOARD OF DIRECTORS
Section 1. General Powers. There will be a Board of Directors which shall exercise all powers vested in it by the general membership and shall be responsible for the business of the Association.
Section 2. Number. The Board of Directors shall consist of President, Vice President of Neighborhood Relations, Vice President of Communications, Vice President of Membership, Vice President of Special Events, Secretary and Treasurer. The Board of Directors shall be elected by the members.
Section 3. Directors shall be voting members of the Association in good standing prior to election to the Board of Directors.
Section 4. Terms. All Board of Director positions shall be filled for two-year terms with the President, Treasurer, Vice President of Membership and Vice President of Special Events elected in even-numbered years and the Secretary, Vice President of Communications and Vice President of Neighborhood Relations elected in odd-numbered years. Board members shall serve no more than three consecutive terms unless due to special circumstances presented and approved by a majority vote at the annual membership meeting. The President must have served on the board in some capacity the year prior in order to fill that position.
Section 5. Board Meetings. The Board of Directors shall meet no less than four times a year and meetings shall be scheduled at the annual meeting for the forthcoming year. In addition, special meetings of the Board may be called by the President and must be called by the President at the request of at least three board members. The purpose of each meeting shall be stated in the notice to Board members in advance of the meeting.
Section 6. Majority Vote. A majority of the Board of Directorsthen serving shall constitute a quorum and an affirmative vote of the majority of all Directors physically present or participating by phone or video conference and voting shall be required for approval of any action. Voting by proxy or other means is not allowed.
Section 7. Meeting Attendance. Missing three consecutive Board meetings shall be construed as resignation from the Board. Board membership may be reinstated only by a majority of the remaining Board members.
Section 8. Resignation. Any director of the Association may resign at any time by giving written notice to the President of the Association. The resignation of any director shall take effect upon receipt of notice thereof or at such later date as shall be specified in such notice; and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.
Section 9. Removal. Any director of the Association may be removed, either for or without cause, at any special meeting of the Board of Directors by the vote of a majority of the Board of Directors or by a vote of two-thirds (2/3) of the general members attending a regular or special meeting.
Section 10. Vacancies. Any vacancy in the Board of Directors through death, resignation or removal shall be filled by action of the Board of Directors. A director so appointed to fill a vacancy shall be appointed for an unexpired term of his or her predecessor in office and until the appointment of his or her successor.
ARTICLE 7. DUTIES OF BOARD OF DIRECTORS
Section 1. President.
1. Shall preside at all Association and Board of Directors meetings.2. The President or the President’s designee shall be the Association’s representative on issues before the Des Moines City Council, any city board or commission, the Brook Run Village Owner’s Association, the media or public forums.3. Shall present a progress report to the membership during the annual meeting.4. Upon completion of the President’s final term, the President shall serve on the Board of Directors for one additional year in a non-voting advisory role.
Section 2. Vice President of Neighborhood Relations.
1. Shall attend all Association and Board of Directors meetings.2. In the absence of the President, the Vice President of Neighborhood Relations shall perform the3. duties of the President.4. Shall assist President when needed on issues before the Des Moines City Council, any city board or commission, the Brook Run Owner’s Association, the media or public forums.5. Shall endeavor to stay abreast of new residents in the neighborhood and to ensure they are welcomed by aneighborhood resident and made aware of opportunities with the Association.
Section 3. Vice President of Special Events.
1. Shall attend all Association and Board of Directors meetings.2. Shall plan, organize and execute all special events and programming sponsored by the Association.3. Shall endeavor to implement events that foster community involvement and develop neighborhood camaraderie.4. Shall actively recruit members to serve on planning committees and volunteer for special events.5. Shall submit a budget prior to each event for approval by the Board of Directors.
Section 4. Vice President of Communications.
1. Shall attend all Association and Board of Directors meetings.2. Shall endeavor to raise awareness about the Association and life in the neighborhood.3. Shall be responsible for disseminating all Association news and events to residents via e-mail, print, social networking, signage, etc.4. Shall maintain the Association’s online presence, including the web site and all social media updates.5. Shall coordinate and display all meeting and event signage.6. Shall submit meeting and event notices to appropriate media outlets.7. Shall endeavor to recruit residents with communications specialties to assist with various duties.
Section 5. Vice President of Membership.
1. Shall attend all Association and Board of Directors meetings.2. Shall endeavor to increase membership and participation in the Association by promoting the benefits of being involved.3. Shall coordinate and execute an annual membership drive where: a) annual dues statements are mailed out to all residents with application forms for those residents not currently members, and b) returned membershipapplications and dues are collected and recorded. The membership application shall be in a form approved by the Board of Directors.4. Shall submit collected membership dues to the Treasurer for deposit.5. Shall maintain an accurate record of all Association members.
Section 6. Secretary.
1. Shall attend all Association and Board of Directors meetings.2. Shall keep the minutes of the meetings.3. Shall be the custodian of all records of the Association.4. Shall provide notice of meetings to members and Directors.5. Shall be responsible for making copies of the minutes available to the members.
Section 7. Treasurer.
1. Shall attend all Association and Board of Directors meetings.2. Shall oversee and keep an itemized report of all funds received and spent on behalf of the1. Association.2. As funds accumulate, the Treasurer shall pay all obligations as authorized by the Board and shall make a regular report to the Board.3. Shall present a statement of Association transactions at each Board of Directors meeting.4. Shall prepare an annual financial report and budget to be received at the annual meeting.
ARTICLE 8. COMMITTEES
Section 1. Establishment. The President with the approval of the Board may establish committees as necessary for the purposes of the Association. The President with the approval of the Board shall appoint members to the committees.
Section 2. Report. All committees shall report to the President and the Board of Directors.
ARTICLE 9. ELECTIONS
Section 1. Election Time. Regular elections shall take place at the annual meeting. The Board shall fill vacancies that may occur between regular elections, and additional nominations may be submitted from those in attendance at the next membership meeting.
Section 2. Nominating Process. Nominations for open Board of Directors positions shall be taken from the floor at the annual meeting.
Section 3. Duties. The Board of Directors shall assume their duties immediately following their election and shall serve until their successors are elected and take office.
ARTICLE 10. FINANCES
Section 1. Dues. Annual dues for resident members and for nonresident members as provided in Article 4 shall be established by the Board of Directors with the approval of the membership.
Section 2. Treasurer’s Report and Budget. The Treasurer shall prepare an annual report and budget to be received at the annual meeting. The Treasurer shall also provide a report to be presented at each Board meeting.
Section 3. Records. The financial records of the Association shall be reviewed by the Board of Directors on an annual basis. The Treasurer shall provide any and all Association financial records to the Board upon request.
ARTICLE 11. APPROVAL AND AMENDMENT OF THE BYLAWS
Section 1. Approval. The bylaws, upon being presented to the membership, shall become effective upon approval of a majority vote of the members voting.
Section 2. Amendments. Proposed amendments to the bylaws shall be provided to the membership at least 10 days prior to the meeting at which the proposed amendment is to be considered. Any amendment of the bylaws shall require a two-thirds (2/3) majority vote of those present and voting at Association meetings.
