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Table of Contents

Article 1 – Name                                                                                   1

Article 2 – Objectives/Purpose                                                           1

Article 3 – Legal Status/Polices                                                          1

Article 4– Membership                                                                        2

Article 5 – Article for Voting Rules                                                   2

Article 6 – Sources of Revenue                                                           3

Article 7 – Meetings                                                                             3

Article 8 – Board of Directors                                                             3

Article 9 – Officers                                                                               4

Article 10 – Duties of Officers                                                            4

Article 11 – Amendments                                                                   6

Article 12 – Dissolution                                                                      6

Article 13 – Adoption of Bylaws                                                        6

ARTICLE 1 – NAME

The name of this Neighborhood Association shall be known as the Willow Creek Neighborhood Association (WCNA).

ARTICLE 2 – OBJECTIVES/PURPOSE

The objective of the WCNA shall be to enhance the livability of our neighborhood by working to create a beautiful, safe, and healthy environment.

ARTICLE 3 – LEGAL STATUS/POLICIES

The WCNA shall be organized and operated not for profit. No part of any WCNA net income shall ever be payable to any member.

ARTICLE 4 – MEMBERSHIP AND MEMBERSHIP DUES

SECTION 1.   MEMBERSHIP DEFINITION

Any owner of property, over the age of 18, in the Willow Creek Neighborhood, having paid their membership dues, shall be eligible for Active Membership. Active Members shall have all the privileges of membership, including, but not limited to, voting, holding office, serving on committees and speaking on the floor at membership meetings. One (1) vote per address and ID will be checked during elections.  Only active members can run for office.

SECTION 2.  MEMBERSHIP DUES

1. Dues shall be paid by January 31st for the current calendar year. Members shall be considered in arrears if their dues are not paid by March 1st of each calendar year. Any changes to annual dues for membership shall be recommended by the Board of Directors and approved by a majority vote of the active members in attendance, in good standing.
2. Membership Dues – Annual dues shall be as follows:

$50.00 per calendar year

 

1. The Board of Directors may cancel, by majority vote, the membership of any member whose conduct is deemed prejudicial to the objectives, welfare, or character of the WCNA, including any member of the Board of Directors, provided notice of such alleged misconduct shall first be mailed to the said member at least 10 days prior to the meeting of the Board at which said misconduct is to be considered. The Member may appear in person to challenge the proposed action of the Board.

ARTICLE 5 – MAINTENANCE OF NEIGHBORHOOD

For any maintenance to the neighborhood, the Board of Directors will request the following – Minimum of three (3) bids; Company or Person(s) must be bonded and insured with papers on file.  President, Vice President and Secretaries shall obtain bids.  Bids shall be approved by the Board.

 

ARTICLE 6 – SOURCES OF REVENUE

The WCNA may engage in fundraising activities related to its purposes. The Board of Directors may accept, on behalf of the WCNA, any contribution, gift, or bequest.

 

ARTICLE 7 – MEETINGS

SECTION 1.

Regular meetings of the WCNA shall be held every six (6) months on a day selected by the Board of Directors in agreement with the majority of the active membership. Special meetings may be called by President or any of the seven (7) other of the Board Members. Public notification of meetings shall be provided at least three (3) days in advance.

SECTION 2.

The members present at a meeting shall constitute a quorum.

 

SECTION 3.

The Board of Directors shall meet on an as needed basis.

ARTICLE 8 – BOARD OF DIRECTORS

The WCNA shall have a Board of Directors consisting of the President; the Vice President; two (2) Secretaries; two (2) Treasurers; and two (2) Trustees. The immediate past president can serve, in an advisory capacity, to the current Board.  The Board of Directors shall be the policy making body of the WCNA and empowered to make decisions on behalf of the WCNA. The Board of Directors may choose to place questions before the membership for guidance or resolution of issues. If the Board seeks a vote of the membership to resolve an issue, the Board must be bounded by the conclusion of that vote.

ARTICLE 9 – OFFICERS

The Board of Directors of the WCNA consists of –

President, Vice President, Secretaries, Treasurers and Trustees shall be elected by the voting membership at the annual meeting. Membership dues must be maintained to hold office.

Unexcused absences as determined by the Board of Directors from three (3) consecutive meetings shall constitute a vacancy of office.

ARTICLE 10 – DUTIES AND TERMS OF OFFICERS

The President, for a term of three (3) years, shall be the principal officer of the WCNA and shall:

• preside at the meetings of the WCNA and when presiding at general meetings shall report to the membership on board actions.
• appoint standing and special committees and designate chairs.
• identify members for special assignments.
• sign with the Secretary or any other officer authorized by the Board, any contracts or other legal documents expressly authorized by the Board.
• sign with the Treasurer all withdrawals of funds from WCNA bank accounts.

The Vice President, for a term of two (2) years, shall:

• Act as special assistant to the President and represent the President whenever so designated.
• Be empowered to sign any documents as authorized by the Board of Directors. This power may be invoked in the event of an emergency during the absence of the President or due to the Presidents inability or refusal to act.

 

The Secretary, for a term of two (2) or three (3) years, shall:

• Keep minutes of the proceedings of all general membership and Board of Directors meetings of the WCNA.
• Preserve in a file all records of value to the WCNA to include a chronological file of all minutes of all meetings.
• Sign with the President all contracts and legal documents.
• Conduct the correspondence of the WCNA.
• Perform such other duties as requested by the President or Board of Directors.

 

The Treasurer, for a term of two (2) or three (3) years, shall:

• Administer all funds of the WCNA.
• Deposit receipts in a financial institution in the WCNA name as approved by the Board of Directors.
• Pay all bills and disburse funds as authorized by the Board of Directors.
• Present all financial status reports at all meetings.
• Keep itemized and complete records of all receipts and expenditures in a permanent file.
• Perform such other duties as requested by the President or the Board of Directors.
• Both the Treasure and President will be required to sign disbursement checks.

The Trustee, for a term two (2) or three (3) years, shall:

• Serve as chairs of standing committees as appointed by the President.
• Provide advice and assistance in carrying out WCNA activities.
• Be responsible for preparing and distributing the WCNA newsletter.
• Perform such other duties as requested by the President or the Board of Directors.

Each officer shall deliver to his or her successor within fifteen (15) days, after retiring from office, all records, papers, and other property belonging to the WCNA.

The Board of Directors shall maintain a budget and the Treasurer shall present it for general membership approval.

If any position runs unopposed the current holder of that position will remain in that position for the term outlined in the by-laws.  If they do not want to retain their position the board will then seek an appointment from the neighborhood association members without holding an election.

If at any point during a term a board member cannot carry out their term due to family obligations, job obligations, moving from the neighborhood, etc. the board has the right to appoint someone to fill that vacant position with a neighborhood association member without holding an election.

 

ARTICLE 11 – AMENDMENTS

These articles may be amended by two thirds (2/3) vote of the active members present at any general meeting, provided that a notice has been given to the membership at a previous meeting.

ARTICLE 12 – DISSOLUTION

The WCNA may be dissolved and all monies, after paying all outstanding debts in hand at time dissolution, shall go to Louisville Gas & Electric (LG&E) electric bill for the WCNA, provided that the disbursement of all monies and properties be acted upon prior to dissolution and in accordance with the requirements of the Articles of Incorporation and WCNA then in existence.

ARTICLE 13 – ADOPTION OF BYLAWS

Approved by the Board of Directors on ________________, 2021 as witnessed by,