Dowload
PDF File (72 KB)
Download Word File (45 KB)
Ammendments to By-laws passed
April 22, 2004 (Word Document - 22KB)
The name of this group shall be the Heritage East Association of Residents (H.E.A.R.).
The boundaries of the Heritage East Association of Residents shall be the area of the City of Albuquerque, Bernalillo County, State of New Mexico, bounded on the west by Ventura Street, on the north by Paseo del Norte, on the east by Holbrook Street, and on the south by the Public Service of New Mexico easement, formerly San Antonio Drive.
The purpose of the Association shall be to protect the environment, promote community welfare, and encourage social interaction. Communication shall be fostered between the Association and City government on plans, proposals, and activities affecting this area.
The registered office of the Association shall be the address of the President or agent designated by the Board of Directors.
Section 1. There shall be two types of memberships in the Association: regular and business.
Section 2. Any person who is an adult resident of or who owns property within the boundaries of the Association shall be eligible to become a regular member of the Association and shall be eligible for one voting membership.
Section 3. Any person or legal entity who operates a place of business within the boundaries of the Association shall be eligible to become a business member of the Association. Each business located within the boundaries of the Association shall be eligible for one voting membership.
Section 4. Annual membership dues shall be determined by the Board of Directors. Dues are not to be less than One (1) Dollar per year per regular and business member. Dues must be paid in full to be eligible to vote.
Section 5. New memberships shall be available at any time. Memberships expire the last day of December..
Section 6. Each membership of the Association shall receive a receipt for membership dues which shall serve as evidence of membership.
Section 1. A Board of Directors shall be the governing body of the Association and shall consist of eleven (11) 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. Five directors shall be elected every odd-numbered year. Directors shall assume office at the end of the annual meeting or when elected.
Section 2. Officers of the Association
shall be President,
Vice-President, Secretary, and 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 one (1) year.
Section 4. 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 5. Any elected officer or director may be removed by a majority of the membership whenever, in its judgment, the best interest of the Association would be served. Upon failure to attend three consecutive meetings, a Board member may be removed from office by a majority vote of the Board.
Section 6. 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 (5) 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, and provided such 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 ballot.
The duties of the officers shall include but not be limited to the following:
Section 1. President: The President shall be the chief executive officer of the Association and shall supervise all of the business and affairs of the Association between the 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. The President shall make an annual report to the general membership at the annual meeting and shall make all necessary reports to the City of Albuquerque in compliance with the Neighborhood Association Recognition Ordinance and serve as second signatory.
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 meetings of the Board of Directors and of the General Membership and shall keep all records of the Association and give notice of all meetings as directed. The Secretary shall perform all other duties incident to the office of the Secretary or as may be required by the President or the Board of Directors.
Section 4. Treasurer: The Treasurer shall collect all monies due the Association, shall have custody of all funds of the Association, shall pay all bills approved by the Board of Directors or general membership and shall provide a detailed report at each Board of Directors Meeting and the General Membership Meetings.
Section 1. The membership may establish necessary committees at any meeting. The President may also establish such committees. Committee chairpersons shall be appointed by the President.
Section 2. 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 or by the general membership at a membership meeting.
Section 1. Four (4) regular meetings of the general membership shall be held each year in the Months of March, June, September, and December. The regular meeting held in September shall be known as the annual meeting. The time and place of each meeting shall be announced to each resident and place of business by handbills or prominently posted signs.
Section 2. No election shall be held at any meeting of the Association unless the meeting has been advertised as per Section 1 above to all residents and places of business within the Association boundaries.
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 (7) days and the Secretary shall give notice of any such meeting.
Section 4. Members present at any regular or special membership meeting shall transact the business at any such meeting.
Section 5. Five (5) of the eleven (11) Directors fixed by these by-laws shall constitute a quorum for the transaction of business at any meeting of the Board of Directors; a vote of not less than five (5) members of the Board shall be required to be an act of the Board of Directors.
Section 6. The Board of Directors has the option of requiring written ballots with proof of membership in the Association.
Section 7. No member of the Association may vote by proxy.
Section 8. Four (4) regular meetings of the Board of Directors shall be held each year a reasonable time preceding the general membership meetings. 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 a majority of the Board or the President.
Section 1. The depository for the Association funds, the person(s) entitled to expend monies on behalf of the Association and all such matters shall be determined by the Board of Directors.
Section 2. No member, Director, or other officer will receive, directly or indirectly, any compensation or pecuniary benefit from the Association, except that the Association may reimburse them for expenses. The Association may pay reasonable compensation for services rendered, even if the recipient is a member, Director, or officer of the Association.
Section 3. The Board shall appoint two Board members (not officers) to conduct an annual audit and report to the membership at its annual meeting.
Section 4. All checks shall require the signature of the President and Treasurer. The Vice-President or Secretary may sign in an absence.
Robert’s Rules of Order Newly Revised shall govern the Association in all cases in which they are applicable and in which they are not in conflict with these by-laws.
In the event of dissolution of the Association, the Board of Directors shall, after payment of all liabilities of the Association, dispose of all remaining assets of the Association exclusively for such charitable or educational purposes as shall be wholly within the limitations of the provisions of Section 501(C)(3) of the Internal Revenue Code or any applicable corresponding section of the law.
The By-laws may be amended at any regular or special meeting of the general membership by two-thirds (2/3) vote of those in attendance. The membership shall be notified seven (7) days in advance of the meeting that proposed amendments will be entertained at that meeting.
Each director and each officer of the corporation, serving as such at the request of the corporation, shall be indemnified by the corporation against all expenses which shall necessarily or reasonably be incurred by him/her in connection with any action, suit, or proceeding to which he/she is or shall be a party, or with which he/she may be threatened by reason of his/her being or having been a director or officer of the corporation whether or not he/she continues to be a director or officer at the time of incurring such expenses. The right of indemnification herein above provided shall not be deemed exclusive of any other right to which such director or officer may now or hereafter be otherwise entitled.
I certify that the foregoing By-laws, as amended, were adopted and ratified by the members of the Heritage East Association of Residents on the __15__ day of __October__, 1997, and adopted and ratified by the Board of Directors at a meeting held on the __15__ day of __October__, 1997.
__Original on file__ __Original on file__
President Secretary