BYLAWS
COUNCIL OF
NEIGHBORHOOD
NEIGHBORS
AND ORGANIZATIONS, INC.
(As Amended,
October 2001April
2004)
ARTICLE I
NAME AND
PURPOSE
Section 1.01:
The name of this non-profit corporation shall be THE COUNCIL OF
NEIGHBORSNEIGHBORS
AND ORGANIZATIONS, INC. (Hereinafter referred to in these bylaws as CONO.)
Section 1.02:
CONO is incorporated in the State of Colorado under the provisions of the
Colorado Nonprofit Corporation Act,
as amended. The corporation shall have and exercise all the powers
provided by said Act.
Section 1.03: CONO, CS CONO, CSCONO, cscono.org, and the CONO logo
are registered service trademarks of this corporation.
ARTICLE II
MISSION
Section 2.01:
The mission of CONO is to
serve as a
facilitator, working
with
neighbors,
organizations and governmental agencies,
neighbors and
organizations to provide planning,
and
information,
and support
that
to protects
and preserves
the integrity of our neighborhoods and the community as a whole.
ARTICLE III
MEMBERSHIP
Section 3.01:
There shall be two
(2)
classes
classifications of membership--Associate
Neighbor and
ActiveOrganization.
Associate
Neighbor
Membership:
·Any
individual or group which has not been incorporated and registered with the
Secretary of State of the State of Colorado.
·
Any
special groupindividual
whose
interests are similar to a neighborhood organization.supports
the mission of CONO.
·
AssociateNeighbor
members shall have full participation privileges.
·
AssociateNeighbor
members shall have no voting rights.
Active
Organization
Membership:
·
Organizations
that are incorporated, registered and in good standing with the State of
Colorado, or who
that
are recognized by their neighborhood as representing that neighborhood,
or organizations supporting neighborhoods and which support the mission of CONO.
·
Active members shall
have full voting rights.
Active
Organization
members shall have full participation privileges.
·
Organization members, in good
standing, shall have full voting rights.
·Member
who is elected to the Board shall serve as an observer and consultant without
vote.
Section 3.02:
Any individual or
group shall be eligible for membership as described in Section 3.01.
To be in good standing,
that individual or
groupthe
member must have paid all applicable dues and fees for the period of
membership.
The Executive Board,
at its sole discretion, shall determine what shall constitute eligibility for
membership.
Section 3.03: The membership of CONO shall be restricted to
Neighbors
and Organizations located in El Paso and Teller Counties.
Section 3.04:
The Executive Board shall
approve all
memberships. An appeal of any
Executive Board decision may be brought to the membership at the next
general
meeting and will be decided by majority vote of the members present
that
are entitled to vote.
ARTICLE IV
DUES AND/OR
ASSESSMENTSFEES
Section 4.01:
The dues or fees payable to CONO by members shall
be in such amounts
and payable at such times as shall be determined
from time to timeannually
by
resolution of the
the Executive Board
and presented to the general membership for approval.
Annual dues for
Associate Members shall be $10.00 and for Active Members shall be $25.00,
Dues are payable at the time of membership application and annually
thereafter in October
of each year.
Dues or fees shall not be prorated for portions of a year. No dues or fees
once paid shall be refundable for any reason.
Section 4.02:
Memberships shall not be assessable
other than annual dues.
ARTICLE V
MEETINGS
Section 5.01:
The Annual Meeting of the Members shall be held during the month of
October at a time and place to be determined by the Executive Board. At such
meetings there shall be
elected persons to serve as the
considered the
election of members to the Executive Board
in the capacity
consisting
of
the
President, First-Vice President, Second-Vice President, Secretary,
and Treasurer,
Organization
Director-at-Large, and
Neighbor
Director-at-Large. The agenda shall include reports of officers and
committees,;
consideration of dues or
assessments
fees,
and such other business as may lawfully come before the meeting
shall be appropriate.
Section 5.02: Special meetings of the membership may be called by
the
Ppresident,
the Executive Board,
the entire Board of
Directors or by
twenty
(20%)
percent of the
Active
Organization
Members.
Notice
to the membership must be made at least ten
(10) days in advance. Business transacted shall be confined to the subject
of the call.
Section 5.03:
General membership meetings shall be held on
or about the first Tuesday of each month at a time and place determined by
the Executive Board.
Special general
membership meetings may be called by a majority of the Board. At
least
ten
seven (107)
days notice shall be given for
any
general membership meetings
in a manner determined by the Executive Board.
Section 5.04: At all
general
membership meetings,
a majority of the
Active
Members present, providing at least
ten
twenty (120)
percent of the
total
voting membership
is present shall constitute a quorum for the conduct of business,
and no business shall be conducted without a quorum.
A quorum shall be determined when the meeting is called to order.
Section 5.05: Executive Board meetings shall
be called periodically as determined by the President or any
two
members
of the Executive Board, providing that at least three (3) days notice
is given
to the Executive Board.
Notification shall be made as per current policy.
A simple majority of the Executive Board shall constitute a quorum.
All Executive Board meetings shall be open to the general membership.
Section 5.065:
Each Active Member present shall be entitled to cast one vote. No Associate
Member shall have a vote at any meeting.
Representatives of
Organization
Member organizations shall be officially
designated
by their organizations as the organization’s
CONO representative, which may be substituted as necessary. No
Organization
Member
(organization)
shall have more than one (1) voting
representative.
Section 5.07:
Only
organization members
with a representative
present shall have the right to vote.
ARTICLE VI
OFFICERS
Section 6.01: The officers of CONO shall be a President, First
Vice-President, Second Vice-President, Secretary, Treasurer,
aann
ActiveOrganization
Director
aDirector-at-t
Large, and
AssociateNeighbor
Director-
at-
Large. The elected officers
together
shall constitute the Executive
Board.
Election of
officers shall take place at the Annual Meeting in October of each year.
Officers shall be elected by a majority vote of the Active Members. Proxy votes
shall be accepted if registered with the Secretary prior to the start of the
Annual Meeting. Elected officials shall serve for a term of one year.Board.
The
immediate past president shall serve
as an ex-officio, voting member of the Executive Board,
for no longer than two years.
Section 6.02:
Election of officers shall take place at the Annual Meeting in October of each
year. Officers shall be elected by a majority vote of
a quorum of
the
Organization
Members.
Section 6.03:
In case of a vacancy in any of
said
the elected offices, the Executive Board shall select a
person
member in good standing to fill said vacancy for the remainder of that
term. Any officer may be removed from office by a majority vote of the
ActiveOrganization
Members
at a meeting at which a quorum is present. Any resignation of officers
shall take effect on the date of receipt of such notice. Any such resignation
shall be brought to the attention of the entire general
activeOrganization
membership at the
earliest possible
time.next
general
membership meeting.
Section 6.04:
Any officer who is absent for three
(3)
consecutive
general membership
meetings may be removed from office
by a majority of the Executive Board.
Section 6.05:
Organization
Members and
Neighbor
Members
shall be eligible to participate as elected or appointed voting members of the
Executive Board.
ARTICLE VII
DUTIES OF
OFFICERS
Section 7.01:
The President shall preside at all meetings of CONO and shall perform
such other duties as shall be necessary for the proper administration of the
affairs of the corporation. The President shall be charged with the
responsibility of assigning to various officers and directors the supervision of
such committees and tasks as
the general
active
membership may
designate and the supervision of the functioning of all officers, directors andare
necessary to perform the business of CONO.
committees. The President
mayshall
serve as an ex-officio member of any or all committees.
Section 7.02:
The First Vice President shall act in the place and stead of the
President in the event of
his
absence, inability or refusal to act, and shall exercise and discharge such
other duties as may be required by the
general active membership. The First Vice President shall serve as
ex-officio member of all standing committees.
Section 7.03:
The Second Vice President shall act in the place and stead of the
President and First Vice President in the event of their absence,
inability or refusal to act, and shall perform such duties as may be
assigned by the President and shall serve as ex-officio member of
all standing committees.
as required.
Section 7.04:
The Secretary shall, under the direction of the Executive Board, keep all
records of business transactions, send notices of meetings as required, maintain
a complete membership roster and voting list, serve as secretary to the general
activeOrganization
membership and perform such other duties as ordinarily pertain to the office of
the Secretary.
Section 7.05:
The Treasurer shall have custody of the funds of CONO and shall account
to the general
activeOrganization
membership at its monthly meeting and such other times as may be prescribed by
the Executive Board. The
Ttreasurer
shall perform all duties such as ordinarily pertain to the office of Treasurer.
The books of CONO shall be reviewed by at least three members of the corporation
annually.
Section 7.06:
Directors, officers and members of committees shall serve without
compensation; but may receive reimbursement for actual and necessary expenses
incurred on behalf of CONO, as may be
determined
approved
from time to time by
resolution of
the general active membership to be just and necessary.
Section 7.07:
The general
activeOrganization
membership shall recommend members in good standing for appointment by the
President to chair the designated standing committees required for the
functioning of CONO.
Section 7.08:
Associate
Director
at
large shall
serve as a participant, consultant, and observer on the Board of Directors, but
shall have no vote in the proceedings.ARTICLE
VIII
BOARD OF DIRECTORS
Section 8.01:
The entire administration of the affairs of CONO shall be
vested in a Board of Directors.
Section 8.02:
The composition of the Board of Directors shall consist of
the Executive Board and the general active membership. Those members
representing their Active Member organization
shall be fully vested
with the authority and responsibility to conduct CONO business on behalf of the
neighborhood they represent.
Section 8.03: Representatives of Active Member organizations
shall be officially designated by their organization as the organization’s CONO
representative. No Active Member shall have more than one (1) representative on
the Board of Directors. Associate Members may select no more than one of their
number to serve on the Board of Directors as above. The active Board of
Directors, sitting at the time, shall make the final decision on Board
membership based on the criteria set forth Section 8.02.
ARTICLE
IXVIII
ELECTION OF
OFFICERS
Section
9.018.01:
The election of officers,
comprising the
Executive Board, shall be by majority vote of the
Active
Organization
Members present at the Annual Meeting in October of each year,
where a quorum is present.
The term of office
for members of the Board of Directors shall be one (1) year. Active Member
representatives must be reappointed by their organization in accordance with
Section 8.03 each year.
Section
9.028.02:
In the event of a
vacancy, the Executive Board shall appoint a representative to the unexpired
term.Beginning
with the October 2004 election, the President, Second Vice President, Treasurer,
and
Neighbor
Director-at-Large shall be elected to a two
(2)
year term and the First Vice President, Secretary, and
Organization
Director-at-Large shall be elected to a one (1) year term; thereafter, all
officers will be elected to two (2) year terms on even and odd numbered years
respectively.
Section 8.03:
Only organization members with a representative present shall have the right to
vote.
Section
9.038.04:
The Executive Board,
or the President,
shall, in the month of
September
July each year, appoint a nominating committee, consisting of at least
three (3)
Directorsmembers,
whose duties shall be the development of a slate of nominees,
chosen from the active membership, for each elective office. The
nominees for the Executive Board need not serve as
the designated
an
Active
Organization
Member representative. Elections shall be by majority voice vote of the
Active
Organization
Members at the Annual Meeting. If more than one
(1) name is submitted for any position
in which case
voting shall be by secret ballot.
ARTICLE
XIX
PERSONAL
LIABILITY
Section
10.019.01:
All persons or corporations extending credit to, contracting with,
or having claims
against the corporation shall look only to the funds and property of the
corporation for payment of such contract or claim or for the payment of any
debt, damage, judgment or decree, or any other money that may otherwise become
due or payable to them from CONO. Therefore, the members of the corporation, the
Executive Board
or the Board of
Directors, present,
past, or future shall not be personally liable.
ARTICLE
XIX
INTERPRETATION
Section
11.0110.01:
No article of these bylaws shall be interpreted on the basis of
race, sex, color,
or creed
or national origin; nor may any of these articles be construed as
restrictive upon persons of any race, sex, color,
or creed
or national origin.
ARTICLE XI
PARLIAMENTARY AUTHORITY
Section 11.01:
The rules contained in the current edition of
Robert’s Rules of Order Newly Revised
shall
act as a guide to
CONO in all cases to which they are applicable and in which they are not
inconsistent with these bylaws and any special rules that CONO may adopt.
ARTICLE
XIIXII
AMENDMENT OF
BYLAWS
Section
12.0112.01:
The Executive Board shall have the power to propose enactments, alterations,
amendments and repeal of such bylaws not inconsistent with the Laws of the State
of Colorado and the Articles of Incorporation, as it may deem best for the
management of this corporation Any action by the Executive Board with regard to
bylaws changes shall be subject to ratification by the membership as set forth
in
these
bylaws.
The President at the next annual membership meeting will report upon all
amendments to the bylaws.
These bylaws may be amended at any time at any
general
meeting of the Board
of Directors,
provided notice is given pursuant to Section
5.04
of these bylaws. Any action relative to such changes shall be by majority vote
of the entire
Board of Directors.
The President at the
next special or
annual membership
meeting will report upon all amendments to the bylaws.
Adopted this 6th day of
October, 2001
April
2004.
COUNCIL OF
NEIGHBORSNEIGHBORS
AND ORGANIZATIONS
Back to Top)
