BYLAWS OF THE SHIPOKE NEIGHBORHOOD ASSOCIATION
ARTICLE I – NAME, PURPOSE
Section 1: The name of the organization shall be “The Shipoke Neighborhood Association.”
Section 2: The Shipoke Neighborhood Association (hereinafter referred to as the SNA) is organized exclusively for the preservation of a historic neighborhood; the betterment of its citizens and public areas; and the promotion of personal and public safety, good will, and communication among its membership.
ARTICLE II – OPERATIONS
At all times the following shall operate as conditions restricting the operations and activities of the organization:
Section 1: Monies: No part of the net earnings of the SNA, whether income or principal, and whether acquired by gift or contribution or otherwise, shall inure to the benefit of, or be distributable to its members, directors, officers or other private persons, except that the SNA shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the organization’s purpose(s) set forth in ARTICLE I, Section 2 above. All financial records will be public information. At least two signatures will be required for any expenditure.
Section 2: Activities: No substantial part of the activities of the SNA shall constitute the carrying-on of propaganda or otherwise attempting to influence legislation or any initiative or referendum before the public. The SNA shall not participate in, nor intervene in (including by publication or distribution of statements), any political campaign on behalf of, or in opposition to, any candidate for public office.
ARTICLE III – DURATION
The duration of the SNA’s existence shall be perpetual.
ARTICLE IV – MEMBERSHIP
All residents and residential property owners in the area of the City of Harrisburg, Pennsylvania bounded on the north by Mary Street; the south by the John Harris Memorial Bridge; on the west by the Susquehanna River; and on the east by the west side of South Second Street, shall be members of the organization.
ARTICLE V – ANNUAL MEETING/GENERAL MEETINGS
Section 1: Annual Meeting: A regular Annual Meeting, attended by the general SNA membership as defined in ARTICLE IV above, will be held in September of each year. The first order of business at the Annual Meeting will be to fill any vacant officer or general seat on the Board of Directors (hereinafter referred to as the Board, see Article VI below), through the standard nomination, seconding, voting process. The nominee who receives the majority of votes from all general SNA members in attendance who choose to cast a vote will assume the Board position.
Section 2: General Meetings: In addition to the Annual Meeting, at least one other General Meeting of the Board and all general SNA members will be held in March. The Board may call other General Meetings, as necessary.
Section 3: Meeting Notifications: The general SNA membership will be notified by the Board of the exact date, time, and location of the Annual Meeting and all other General Meetings, in writing or by email or other means, no less than 2 weeks in advance. The Board may change the meeting dates specified in Article V Sections 1 and 2 above if exigent circumstances exist.
ARTICLE VI – BOARD OF DIRECTORS
Section 1: Board Role, Size, and Compensation: The Board of Directors of the SNA (i.e., the Board) is responsible for the overall policy and direction of the SNA. The Board shall have a minimum of 6 and a maximum of 16 members, who will receive no compensation other than reimbursement for reasonable expenses incurred on behalf of the SNA.
Section 2: Meetings: The Board shall meet a minimum of 5 times per year, not including the Annual and General Meetings, at an agreed upon time and place.
Section 3: Terms: All Board members shall serve a 2-year term of office, and are eligible for re-election. No member shall be elected to the office of President or Vice President for more than two successive terms, but shall be eligible for re-election to that post after an intervening year has lapsed.
Section 4: Quorum Definitions: A quorum of at least 51% of currently serving Board members is required for the purposes of transacting business. A quorum of at least 66% of the currently serving Board members must be present before expenditures of more than $500 can be authorized.
Section 5: Notice of Meetings: For a meeting to be considered an official Board meeting, each currently serving Board member must be informed in writing or by email or other means at least 14 days in advance. The only exception to this rule would be the continuation of an official Board meeting. Members absent from a continued meeting must be notified of the time, date, and place of the continuation meeting.
Section 6: Officers and Duties: There shall be four officers of the Board consisting of a President, Vice President, Secretary and Treasurer. Their duties are as follows:
The President shall convene regularly scheduled Board meetings; and shall preside or arrange for another officer to preside at each meeting in the following order: Vice President, Secretary and Treasurer.
The President will have signatory rights on the SNA bank account(s).
The Vice President will serve as acting President in the absence of the President, and will chair committees on special subjects as designated by the Board.
The Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all Board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board member, and assuring that organization records are maintained.
The Treasurer shall make a report at each Board meeting, and will be prepared to make all SNA financial records available to the Board members and general SNA membership upon request.
The Treasurer, President, and at least one other officer or general Board member will have signatory rights on the SNA bank account(s). At least two signatures will be required for any expenditure. All expenditures will require invoices/receipts.
Section 7: Vacancies: The Board has an obligation to fill any vacancies as they occur. Any SNA member may submit nominations to the Secretary. Nominations received at least two weeks in advance of the next regularly scheduled Board meeting shall be sent out to all Board members with the regular Board meeting announcement and shall be voted upon at the next regularly scheduled Board meeting. These vacancies will be filled only to the end of the vacating Board member’s term. The Board may solicit volunteers from the general SNA membership or fill the position from within.
Section 9: Resignation, Termination and Absences: Resignation from the Board must be in writing and received by the Secretary. A Board member shall be dropped for excess absences from the Board if he/she has three unexcused absences (i.e., absences with no prior notice given to a Board Officer) from Board meetings in a year. A Board member may be removed for other reasons by a three-fourths majority vote of the remaining Board members.
Section 10: Special Meetings. Special meetings of the Board shall be called upon the request of the President, or one-third of the current Board members. The Secretary shall send out notices of special meetings in writing or by email or other means to each Board member two weeks in advance when possible, or as far in advance as exigent circumstances allow.
ARTICLE VII – COMMITTEES
Section 1: Committees: The Board shall create committees as needed, e.g., Neighborhood Crime Watch, Beautification, Communication, Fundraising, and Social. The Board President shall appoint all Committee Chairs, drawing from the pool of current Board members or general SNA members. Committee Chairs who are not elected Board Members will serve as non-voting ex officio members of the Board.
ARTICLE VIII – AMENDMENTS
Section 1: These bylaws may be amended when necessary upon recommendation of the Board of Directors and upon approval of a two-thirds majority of those present at a general SNA membership meeting. Proposed amendments must be submitted to the Secretary, to be sent out with regular meeting announcements.
These Bylaws were approved at a meeting of the Board of Directors of The Shipoke Neighborhood Association on August 15, 2007. These Bylaws were approved at a meeting of the general membership of the Shipoke Neighborhood Association on September 26, 2007.