CONSTITUTION AND BY-LAWS
Tara-Leeway Heights Civic Association
ARTICLE I - NAME AND LOCATION
Section 1- Name of Association. The name of this Association shall be the Tara-Leeway Heights Civic Association.
Section 2 - Boundaries. The Association shall encompass that portion of Arlington County, Virginia, generally known as Tara-Leeway Heights which is inclusive of the area whose boundaries are: 1) on the west, the east side of North Lexington Street (between 16th Street North and 22nd Street North), the north side of 16th Street North from North Lexington Street to North Jefferson Street and the eastern side of North Jefferson Street (between 16th Street North and the north side of Washington Boulevard); 2) on the north, by the south side of 22nd Street North (between North Lexington Street and George Mason Drive); 3) on the east, by, in general, the west side of George Mason Drive between 22nd Street J'forth and Washington Boulevard; and 4) on the south, the north side of Washington Boulevard (between North Jefferson Street and the east side of north Greenbrier Street).
ARTICLE II - PURPOSE
The purpose of this Association shall be to identify, promote and participate in a actions which the Association considers will contribute to the general welfare of the Tara-Leeway Heights community in particular and to the general welfare of Arlington County as a whole by:
A. Providing a medium for identifying and developing community interests, and tor disseminating information pertaining to those interests within and outside the community.
B. Working to secure needed improvements in public services and facilities.
C. Promoting cultural and recreational activities in Arlington County.
D. Cooperating with similar organizations in Arlington County.
ARTICLE III - MEMBERS
This Association shall be non-sectarian and politically non-partisan. Any person eighteen years of age and older and who is a resident in the Tara-Leeway Heights community ( or who owns real property therein) shall be eligible for membership in the Association. Membership is conferred upon payment of current dues.
ARTICLE IV - GOVERNANCE
The Association shall be governed by a Board of Directors comprised of four officers and six to twelve directors elected annually in accordance with the provisions of the Association's By-laws. The officers of the Association shall be a President, Vice-President, Secretary and Treasurer. All officers and directors of the Board shall hold office until the close of the annual meeting at which their successors are elected.
ARTICLE V - AFFILIATION WITH THE ARLINGTON COUNTY CIVIC FEDERATION
This Association shall be affiliated with the Arlington County Civic Federation and shall participate in the activities of that Federation.
ARTICLE VI - AMENDMENTS TO THE CONSTITUTION AND BY-LAWS
TJe Constitution and By-Laws of the Association may be amended only with the allproval of two-thirds of the members of the Association present at a regular or SRecial meeting, but no such amendment shall be adopted unless at least
fourteen (14) days written notice of such pending amendment has been given to the members of the Association.
B. BY-LAWS ARTICLE I - HEADQUARTERS headquarters and meeting place of the Association shall be at such place or places as shall be determined by the Board of Directors of the Association.
ARTICLE VII - MEMBERSHIP AND DUES
Section 1 - Membership. A person eligible for membership becomes a member in good standing upon payment of the current dues in any given fiscal year (May 1- April 30). Section 2 - Membershi dues. The amount of the Association's annual dues shall be in such an amount as determined by the Board of Directors prior to the annual meeting tor the ensuing year.
ARTICLE III - ELECTIONS
Section 1 - Elections. The officers and directors of the Association shall be elected by the members of the Association at the Association's annual meeting during the month of May. A1l elections shall be determined by plurality vote, and shall be by ballot except when there are no contested vacancies. When balloting occurs, the President wi11 appoint two members in good standing who are not themselves candidates to count the ballots. When there are no contested vacancies, the President may call for election of the nominees by acclamation. A member in good standing must be present in order to vote.
Section 2 - Nominations. At least 75 days prior to each annual meeting, the President shall appoint a nominating committee of not more than 3 members. The President and Vice-President shall not be members of this committee. It shall be the duty of the nominating committee to prepare a list of nominees for each office and each vacancy on the Board of Directors, including any unexpired term vacancy, for which elections are being held, and file its nominations with the Secretary at least 30 days prior to the annual meeting. The Secretary shall cause such nominations to be included in the notice of the annual meeting which shall be given to the members at least 14 days prior to the annual meeting. Prior to filing such nominations with the Secretary, the nominating committee shall determine that the members nominated are agreeable to the placing of their names in nomination and will serve if elected. Nominations for vacancies may also be made from the floor at the annual meeting: however, only those members present at the meeting can be nominated from the floor. All nominees shall be members of the Association in good standing.
Section 3 - Election and terms of Officers. The officers of the Association shall be a President, Vice-President, Secretary and Treasurer elected annually by the Association membership. Terms shall be for one fiscal year. No individual may serve in the office of President or Vice-President for more than two consecutive terms. The tenure of any officer may be terminated by a two-thirds vote of the Board members comprising a quorum of the Board at any regular or special meeting thereof.
Section 4 - Election and terms of Directors. The Association shall elect from its resident membership a total of six to twelve (6-12) directors, each of whom shall serve for a term of two years, half of whom shall be elected each year to provide overlapping terms of service. Vacancies arising in the Board of Directors or in any office between annual meetings of the Association may be filled by a majority vote: of the: remaining directors such that the new director will serve until the next regular annual meeting. A Director elected to the Board to fill a vacancy on the Board shall be eligible to be elected subsequently by the Association. The terms of the Directors elected by the Association shall begin upon their election at the regular annual meeting.
ARTICLE IV - DUTIES OF OFFICERS AND DIRECTORS
Section 1 - Duties of officers.
A. President - The President shall act as the chief executive of the Association, presiding at meetings of the Association membership and of the Board of directors; shall carry out the directives of the membership and of the Board; shall sign all official correspondence and official instruments on behalf of the association as its President; shall, in the absence of the Treasurer, sign checks making disbursements of Association funds as directed by the Board and shall appoint such committees as are provided for in Article V. The President shall represent the Association or appoint a delegate or delegates to represent the Association to the Arlington County Civic Federation, and at meetings of other groups or organizations in the county where such representation is deemed to be in the interest of this association, such as, but not limited to, the Neighborhood Citizens Advisory Committee (NCAC). The President shall be ex-officio a
member of all committees of the Association, except the nominating committee.
B. Vice-President - In the absence of the President, the Vice-President shall perform the duties of President, may represent the Association and the President other meetings at which the Association should be represented and shall assist the President as requested. The Vice-President may serve as a delegate to the Arlington County Civic Federation.
C. Secretary - The Secretary shall serve as Secretary of the meetings of the Association membership and of the meetings of the Board of Directors, and shall keep a record of those meetings, including a record of all meeting attendees and outcomes of all votes in the journals maintained for such purposes; shall keep a long-term record of officers and their terms; shall maintain a current list of all Association members and shall perform such other duties as may pertain to the office.
D. Treasurer - The Treasurer shall receive and record payments of all dues of the Association; shall receive and account for all funds of the Association; shall deposit all Association moneys in such bank as the Board shall designate and shall make disbursements from such moneys as the Board of Directors shall instruct. All checks issued shall be signed by the Treasurer and in his/her absence, by the President. 'The Treasurer shall keep account books showing all receipts and expenditures and shall submit an account thereof to the Board and to the regular meetings of the Association membership and at such other times s may be requested by the Board. The Treasurer shall prepare a proposed annual budget for the Association, to be presented to the Association's membership at the. regular annual meeting each year. In the absence of the President and VicePresident, the Treasurer shall perform the duties of the President.
E. Additional duties. The officers of the Association shall perform such other duties and functions as may be requested by the Association or the Board.
Section 2 - Membership and Duties of the directors. The general management and supervision of the Association's affairs shall be vested in its Board of Directors, which shall consist of four officers in addition to six to twelve (6-12) members in good standing of the Association elected at regular annual meeting of the Association's membership. The duties of the Board of Directors shall include direction and oversight and financial management of the Association between the general meetings.
Section 3 - Meetings. The Board of Directors shall hold meetings at such intervals as may be deemed necessary but at least once every three months. Section 4 - Quorum. At all meetings of the Board, a majority of the Board members shall constitute a quorum. A majority of those board members present at such meetings shall be necessary for the taking of any official action by the Board.
ARTICLE V - STANDING COMMITTEES
Section 1 - Executive Committee. The officers of this Association shall constitute an Executive Committee which will be responsible for the conduct of business and functions of the Association when the Board is not in session, provided, however, that the Executive Committee shall take no action or make any decisions on behalf of the Association which is not in keeping with the established policy or policies of this Association.
Within thirty (30) days prior to each annual meeting, the Executive Committee shall review the financial records of the Association. Section 2 - Other Committees. As is deemed desirable, the President shall appoint members in good standing to ad hoc committees or persons to study an report on such matters of interest and concern to the community, including but not limited to membership, publications, zoning and land use.
ARTICLE VI - MEMBERSHIP MEETlNGS
Section 1 - Additional and Special Meetings. In addition to the annual meeting, such other meetings of the general membership may be called by the Board of Directors when such meetings are deemed necessary and desirable. A special meeting also shall be called by the President upon written request to the President by members representing one-fifth of the paid membership in the Association. At all special meetings of the membership only that business designated in the call shall be addressed. Notice of special meetings shall be by written notice to each household having a member in the Association at least five days, but not more than two weeks prior to the date of the meeting.
Section 2 - Quorum. At any regular membership meeting of the Association a quorum shall comprise fifteen (15) members. At any special meeting of the Association, the presence of twenty-five (25) members shall constitute a quorum.
Section 3 - Manner of conducting business. Except as otherwise provided by the Constitution and 'By-Laws, Roberts Rules of Order shall govern the conduct of the meetings.
Section 4 - Manner of voting. The voting on all questions and motions coming before the Association shall be by voice vote or by the showing of voting cards. The number of ayes and nays on a vote shall be entered in the minutes of the meeting only when called for, except in the case of elections at which balloting has occurred. Upon request by a majority of members present a vote shall be taken by ballot. There shall be no voting by proxy.
Section 5 - Resolutions. A majority of the qualified members present and voting at the regular or special meeting is required for the adoption and approval of a resolution presented at an Association membership meeting or a meeting of the Board of Directors. All resolutions voted upon shall be reduced to writing and shall be copied in the journal of proceedings.
ARTICLE VII - FISCAL YEAR
The fiscal year of the Association shall be from May 1 to April 30 of the following year.
ARTICLE VIII -EFFECTIVE DATE OF BY-LAWS
These By-Laws shall become effective as of the date on which they were adopted.