What are the Waldo Tower Homes Association Bylaws?

What are the Waldo Tower Homes Assocation Bylaws?

 

WTHA Bylaws, Amended 2015

Article I.
NAME


The name of this Association, a mutual benefit corporation as designated by statute in the “Missouri Nonprofit Corporation Act,” shall be “WALDO TOWER HOMES ASSOCIATION EST. 1947,” which hereinafter may be referred to as “Waldo Tower Homes Association,” “the Association,” or “WTHA.”

Article II.
OBJECTS AND PURPOSES

The Waldo Tower Homes Association is formed for the mutual benefit of members.

Additionally, WTHA shall be organized:

  • To promote the general welfare of the neighborhood hereinafter described;

  • To protect the general health and welfare of its members;

  • To cultivate and promote attractive, well-kept homes and buildings;

  • To support municipal services of public safety, neighborhood improvement, and recreational activities and facilities;

  • To promote crime prevention programs and activities; and

  • To collect annual dues from members to provide a general fund to pay operating costs, fees and expenses of the Association.

Article III.
BOUNDARIES, MEMBERSHIP AND DUES

Section 1: BOUNDARIES -The boundaries of the Waldo Tower Homes Association shall be the area from the south side of Gregory Boulevard to 85th Street, from Wornall Road to Troost Avenue; and the area from 79th Street to the north side of 82nd Street, from the east side of Oak Street to the west side of Holmes Road.

Section 2: MEMBERSHIP AND DUES – Membership in the Waldo Tower Homes Association is voluntary. Any homeowner living within the boundaries established in Section 1 of this Article may apply for membership by tendering the annual dues and a membership application form. The Household shall be considered a single membership and shall pay only one annual dues. If a property owner/landlord does not maintain a membership, then a tenant may apply for membership. Following acceptance of application and dues by the Association, the member shall agree to comply with the Articles of Incorporation and the Bylaws of the Association. Any business, or any individual living outside WTHA boundaries, shall be welcomed as a non-voting member upon payment of dues and submission of membership application form. By resolution, the Board of Directors may offer promotional or honorary memberships.

Membership fee (dues) shall be due on January 1, with membership valid through December 31. Any member who fails to renew a membership by January 31 shall be declared delinquent, and be automatically suspended. Any suspended member may restore household membership to good standing on payment of delinquent dues by March 1 of year following membership in good standing without making a new application for membership. After March 1, a suspended member shall be removed from membership rolls, and shall have to reapply for membership. Those applying for membership between January 1 and October 1 shall be assessed dues at full rate. Those applying for membership after October 1 shall be assessed a pro-rated membership fee of one-half the amount of current dues. No liability shall be incurred by the member other than the payment of the dues fixed by the Board of Directors.

Article IV.
MEETINGS

Section 1: ANNUAL MEETING – The Annual Meeting of the Association shall be held on the second Saturday in September in each year for the purpose of election of Officers and District Directors. Written, electronic or telephone notice of the Annual Meeting and Election of Officers and District Directors shall be given to all members at least 10 days, but not more than 30 days, prior to meeting date. Five percent (5%) of the membership shall constitute a quorum.

Section 2: SPECIAL MEETINGS — The President of the Association, or five or more members, may call a Special Meeting of the Association for the purpose of a membership vote or to conduct Association business, provided that written, electronic or telephone notice of the meeting, stating its purpose and the names of those requesting a Special Meeting, may be given to all members at least 10 days, but not more than 30 days, prior to meeting date. Five percent (5%) of the membership shall constitute a quorum.

Section 3: MONTHLY MEETINGS – The Association shall meet monthly, at the discretion of the President, for the purpose of gathering together to share information and ideas on topics of interest to area homeowners. Membership in WTHA shall not be required for attendance. There shall be no membership votes taken unless a Special Meeting has been declared and proper notification given per Section 2 of this Article.

Article V.
OFFICERS

Section 1: The Officers of the Association shall be President, Vice President, Treasurer, and Secretary.

Section 2: ELECTION — Officers shall be elected by a majority vote of members in good standing present at the Annual Meeting. The vote may be by voice vote unless there should be a contest for an office, in which case vote shall be by secret ballot.

Section 3: TERM OF OFFICE — Term of office shall be one year. No Officer shall succeed herself or himself more than five successive terms. All Officers shall assume official duties immediately upon election. All Officers shall serve until their successors commence their duties.

Section 4: VACANCY IN OFFICE — In the case of a vacancy in any Office except President, the Board of Directors shall elect a successor by majority vote of those present at the next regularly scheduled meeting, or at a Special Meeting of the Board of Directors called for the purpose of electing a replacement Officer. If the office of President becomes vacant, the Vice President shall assume the office of President, and the vacancy at Vice President shall be filled by the Board of Directors. In the event that the Vice President is unwilling or unable to advance, the Board of Directors shall call a Special Meeting of the Association for the purpose of a membership vote to elect a new President, who shall fill out the remainder of the term of office

Article VI.
DUTIES OF OFFICERS

Section 1: President – The President shall:

  • Preside at all meetings of the Association and perform such other duties as usually pertain to the office;

  • Prepare an agenda for each Association meeting and make copies available for members at that meeting, and copies available to Officers and District Directors prior to meeting;

  • Appoint all Standing and Special Committees (except the Nominating Committee);

  • Be an ex-officio member of all Committees;

  • Foster a spirit of cooperation while supervising the work of the other Officers;

  • Preside over all Board of Directors meetings, and inform them of any Association business needing attention;

  • Maintain a Post Office Box in the name of the Association; and

  • Attend community meetings as representative of WTHA (or appoint someone to do so), and report back to members on outcomes and information from these meetings.

Section 2: Vice President – The Vice President shall assist the President in all duties, and shall assume duties of President in case of absence at any Association or Board of Directors function.

Section 3: Secretary – The Secretary shall:

  • See to the maintenance of the membership database and all associated duties;

  • Print mailing labels as requested by Officers, District Directors, or WTHA Committee Chairpeople, or see that current membership data is provided for label-printing service to occur;

  • Keep confidential all membership records, and prohibit the sale, trade, or giving away of membership list or information in any form;

  • Keep minutes of all Annual and Special meetings of the Association; notes of monthly Association meetings, and notes of committee meetings as assigned;

  • Keep minutes of all Board of Directors meetings;

  • Be an ex-officio member of all committees;

  • Give all meeting and activity notices, including (but not limited to) electronic mail, telephone autocalling system, and community calendar announcements in the Kansas City Star and The Wednesday Magazine (Southtown);

  • Keep safely all records, correspondence and the Charter of this Association;

  • Conduct all correspondence as may be requested by the President or District Directors; and

  • Serve as Chairperson of the Membership Committee.

Section 4: Treasurer – The Treasurer shall be bonded at the expense of the Association. The Treasurer shall:

  • Collect and have charge of all funds of the Association;

  • Disburse same on authority of the Board of Directors;

  • Report annually to the Association in September, and to the Board of Directors quarterly;

  • If requested by the President, prepare monthly report to be shared at each monthly meeting (starting balance, income, expenditures, ending balance);

  • Require receipts and written reimbursement request for all expenses presented for reimbursement;

  • Prepare all records for annual audit at end if fiscal year as directed by Board of Directors;

  • Prepare an annual budget by December 1, for approval by the Board of Directors at their December quarterly meeting; and

  • Serve as Chairperson of the Finance Committee.

Article VII.
DISTRICT DIRECTORS

Section 1: ELECTION – District Directors shall be Association members in good standing, to be elected at the Annual Meeting of the Association. There shall be one Director elected to represent each District described in Section 4 of this Article, also shown on the attached map. While it is recommended that a Director live in the district she or he represents, it is not required. The election may be by voice vote, unless there is a contest for a Directorship, in which case vote shall be by secret ballot.

Section 2: TERM OF OFFICE – Term of office shall be one year. There shall be no term limits for District Directors. All District Directors shall assume official duties immediately upon election.

Section 3: VACANCY IN DIRECTORSHIP – A vacancy at District Director shall be filled by a majority vote of the Board of Directors present at a regularly scheduled Board meeting, or at a Special Meeting called for the purpose of filling a vacancy in Directorship, until the next election of District Directors by the members.

Section 4: DISTRICT BOUNDARIES – The Waldo Tower Homes Association shall be divided into fifteen districts hereinafter described.

District 1: Bounded on the north by the south side of Gregory Blvd., on the south by the north side of 73rd Street, on the west by the east side of Wornall Road and on the east by the west side of Main Street;

District 2: Bounded on the north by the south side of Gregory Blvd., on the south by the north side of 73rd Street, on the west by the east side of Main Street, and on the east by the west side of Oak Street;

District 3: Bounded on the north by the south side of Gregory Blvd., on the south by the north side of 73rd Street, on the west by the east side of Oak Street and on the east by the west side of Holmes Road;

District 4: Bounded on the north by the south side of Gregory Blvd., on the south by the north side of 73rd Street, on the west by the east side of Holmes Road, and on the east by the west side of Troost Avenue;

District 5: Bounded on the north by the south side of 73rd Street, on the south by the north side of 75th Street, on the west by the east side of Wornall Road, and on the east by the west side of Main Street;

District 6: Bounded on the north by the south side of 73rd Street, on the south by the north side of 75th Street, on the west by the east side of Main Street, and on the east by the west side of Oak Street;

District 7: Bounded on the north by the south side of 73rd Street, on the south by the north side of 75th Street, on the west by the east side of Oak Street, and on the east by the west side of Holmes Road;

District 8: Bounded on the north by the south side of 73rd Street, on the south by the north side of 75th Street, on the west by the east side of Holmes Road and on the east by the west side of Troost Avenue;

District 9: Bounded on the north by the south side of 75th Street, on the south by 79th Street, on the west by the east side of Wornall Road and on the east by the west side of Main Street;

District 10: Bounded on the north by the south side of 75th Street, on the south by the north side of 77th Street, on the west by the east side of Main Street, and on the east by the west side of Oak Street;

District 11: Bounded on the north by the south side of 75th Street, on the south by the north side of 77th Street, on the west by the east side of Oak Street and on the east by the west side of Holmes Road;

District 12: Bounded on the north by the south side of 75th Street, on the south by 79th Street, on the west by the east side of Holmes Road and on the east by the west side of Troost Avenue;

District 13: Bounded on the north by the south side of 77th Street, on the south by 79th Street, on the west by the east side of Main Street, and on the east by the west side of Oak Street;

District 14: Bounded on the north by the south side of 77th Street, on the south by 79th Street, on the west by the east side of Oak Street, and on the east by the west side of Holmes Road;

District 15: Bounded on the north by the south side of 79th Street, on the south by the north side of 82nd Street, on the west by the east side of Oak Street, and on the east by the west side of Holmes Road.

Article VIII.
QUALIFICATIONS OF OFFICERS AND DISTRICT DIRECTORS

Any person named as a candidate for Officer or District Director of the Association shall have an interest as owner or tenant in real estate within the boundaries of the Association, be an Association member in good standing, and have attained the age of twenty-one (21) years.

Article IX.
BOARD OF DIRECTORS

Section 1: MEMBERSHIP – The Officers, District Directors, and Immediate Past President of the Association, if she or he is not an Officer or District Director, shall constitute the Board of Directors of the Waldo Tower Homes Association.

Section 2: MEETINGS – The Board of Directors shall meet quarterly in September, December, March and June, and at such other times at the call of an Officer or five or more members of the Association. Five members shall constitute a quorum, who shall be authorized to conduct the business and affairs of the Association.

Section 3: DUTIES – It shall be the responsibility of the Board of Directors to:

  • Oversee all matters pertaining to the business of the Association;

  • Support the Association with ideas, human resources, and business and community expertise;

  • Approve all non-budgeted expenses of the Association over $50;

  • Approve an annual budget, prepared by Treasurer, for the Association for forthcoming fiscal year (January 1 – December 31) at December quarterly meeting;

  • Approve all proposed charitable gifts;

  • Require the Treasurer’s accounts be audited annually at the end of the fiscal year (December 31);

  • Determine the membership fee (dues) of the Association by resolution for the coming year at the quarterly meeting of the Board of Directors in September, which should occur after the Annual Meeting of the Association so that all new Officers and District Directors be included in meeting; and

  • Designate the bank or savings and loan association at which funds are to be deposited.

Article X.
ORDER OF BUSINESS

1. Reading of Minutes.
2. Treasurer’s Report.
3. Correspondence and approval of bills for payment.
4. Reports of Officers and District Directors.
5. Reports of Standing Committees.
6. Reports of Special Committees.
7. Unfinished business.
8. New business.
9. Announcements.
10. Adjournment.

The foregoing order of business shall be followed at all meetings of the Association and Board of Directors.

Article XI.
PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Association may adopt.

Article XII.
STANDING AND SPECIAL COMMITTEES

Section 1: At least one Officer or District Director shall serve on each Committee. All District Directors shall choose at least one Committee on which to serve. Members in good standing may also serve on any Committee. A representative from each Committee shall make a report at each quarterly meeting of the Board of Directors on the activities of the Committee during the three months preceding the meeting. Representatives of any Standing Committee may bring motions relating to that Committee’s functions or responsibilities at any quarterly Board of Directors meeting.

Section 2: Standing Committees – The Standing Committees and their functions shall include, but not be limited to:

  • Newsletter Committee – Responsibilities include coordination of writing, editing, printing and mailing a periodic Association newsletter. At minimum, there should be a newsletter Editor and a Bulk Mail volunteer to handle processing and mailing the newsletter out.

  • Website Committee — Maintain and update a website for the Association;

  • Nominating Committee – The Nominating Committee shall consist of at least two members to be named by the Board of Directors and at least two to be named by the membership. The Committee shall attempt to prepare a report in the form of a slate of Officers and District Directors to run for election at the Association’s annual meeting in September. Every attempt should be made to have at least one nominee for each Office or Directorship. The Committee shall consider the qualifications of the individual, and the duties of the Office or Directorship, before presenting their recommendations to the membership. The existence of the Nominating Committee’s report, however, shall not preclude nominations from the floor at the time of Election.

Section 3: Special Committees may be named by the Board of Directors or the President, upon the approval of the Board of Directors

Article XIII.
INDEMNIFICATION

The Association shall indemnify each director and officer of this corporation who was or is a party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that the Director or officer was a Director, officer or agent of the Association, against expenses, including attorneys’ fees, judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit or proceeding to the maximum extent permitted by law, including such further indemnity as is provided by the General and Business Corporation Law of Missouri. The foregoing right of indemnification shall in no way be exclusive of any other rights of indemnification to which any such Director or officer may be entitled by bylaw, agreement, vote of the membership or of disinterested Directors or otherwise. All rights of indemnification shall continue as to a person who has ceased to be an officer or Director and shall inure to the benefit of the heirs, executors and administrators of such a Director or officer.

Article XIV.
AMENDMENT OF BYLAWS

These bylaws may be amended by a majority vote of members present at any Annual or Special Meeting provided the proposed amendment(s) be filed with the Secretary in writing and signed by an officer and two members, and written notice of the amendment(s) shall be given the members in good standing by the Secretary by stating the purpose of the amendment(s) and that it was filed 30 days before the meeting, specifying the date of filing.

 

 

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