ARTICLE 1- NAME AND PURPOSE
Section 1: DCCDC shall be the name of the organization.
Section 2: DCCDC was established to research, develop and implement hyper-local, intergenerational economic equity strategies through strategic partnerships and investments in commercial enterprises, which create wealth for native Ward 8 residents rather than extract wealth from Ward 8
ARTICLE II – MEMBERSHIP
Section 1: Application for membership shall be open to ___________________________________(state who may qualify to be members). Membership is granted after completion and receipt of a membership application and annual dues. All memberships shall be granted upon a majority vote of the board.
Section 2: The amount required for annual dues shall be ___________each year unless changed by a majority vote of the members at an annual meeting of the full membership. Continued membership is contingent upon being up-to-date on membership dues.
Section 3: Each voting member of DCCDC shall appoint one voting representative to attend the annual meeting.
Section 4: Any member may resign by filing a written resignation with the Secretary. Resignation shall not relieve a member of unpaid dues or other charges previously accrued. A member can have their membership terminated by a majority vote of the membership.
Section 5: The Board shall have the authority to establish and define non-voting categories of membership.
ARTICLE III – MEETINGS OF MEMBERS
Section 1: Regular meetings of the members shall be held _______________(state period) at a time and place designated by the chair
Section 2: An annual meeting of the members shall take place in the month of _________________, the specific date, time, and location of which will be designated by the Chair. At the annual meeting, the members shall elect directors and officers, receive reports on the activities of the association, and determine the direction of the association for the coming year
Section 3: Special meetings may be called by the Chairperson, the Executive Committee, or a simple majority of the Board of Directors. A written request signed by ________percent of the voting members may call a special meeting.
Section 4: Notice of each meeting shall be given to each voting member, by email or by mail, not less than ________days before the meeting
Section 5: Quorum for a meeting of members is ______percent of the members entitled to vote at the meeting.
Section 6: All issues to be voted on shall be decided by a simple majority of those present at the meeting in which the vote takes place.
ARTICLE IV – BOARD OF DIRECTORS
Section 1: The Board is responsible for the overall policy and direction of the Council and delegates responsibility for day-to-day operations to the staff and committees. The Board shall have up to _______ but no fewer than ________ members. The Board receives no compensation other than reimbursement of reasonable expenses.
Section 2: All board members shall serve _______year terms, but are eligible for re-election for up to _______consecutive terms.
Section 3: The Board shall meet at least ________________(insert period), at an agreed upon time and place.
Section 4: An official Board meeting requires that each Board member has written notice at least __________days in advance.
Section 5: Board members shall be elected by the voting representatives of members at the annual meeting. They will be elected by __________________of the members present at the annual meeting.
Section 6: A Board Development Committee shall be responsible for nominating a slate of prospective board members representing the association’s diverse constituency. In addition, any member can nominate a candidate to the slate of nominees. All members will be eligible to send one representative to vote for each candidate, for up to _______________available positions each year.
Section 7: A quorum must be attended by at least ________percent of board members for business transactions to take place and motions to pass.
Section 8: There shall be four officers of the Board, consisting of a chair, vice-chair, Secretary and treasurer. Their duties are as follows: The Chair shall convene regularly scheduled board meetings, shall preside or arrange for other members of the Executive Committee to preside at each meeting in the following order: vice-chair, Secretary, treasurer. The vice-chair shall 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 corporate records are maintained. The treasurer shall make a report at each board meeting. The treasurer shall chair the finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to board members and the public.
Section 9: When a vacancy on the Board exists mid-term, the Secretary must receive nominations for new members from present board members __________weeks in advance of a board meeting. These nominations shall be sent out to board members with the regular board meeting announcement, to be voted upon at the next board meeting. These vacancies will be filled only at the end of the particular board member’s term.
Section 10: Resignation from the Board must be in writing and received by the Secretary. A board members shall be terminated from the Board due to excess absences, more than ________unexcused absences from board meetings in a year. A board member may be removed for other reasons by a three-fourths vote of the remaining directors.
Section 11: Special meetings of the Board shall be called upon the request of the Chair or one-third of the Board. Notices of special meetings shall be sent out by the Secretary to each Board member at least _____________weeks in advance.
Section 12. The Board may set dues schedules for memberships.
ARTICLE V – COMMITTEES
Section 1: The Board may create committees as needed, such as development, fundraising, public education, data collection, etc. The board chair appoints all committee chairs.
Section 2: The four officers serve as the members of the Executive Committee. The Executive Committee shall review the performance of the Executive Director. Except for the power to amend the Articles of Incorporation and Bylaws, the Executive Committee shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board of Directors, subject to the direction and control of the Board of Directors.
Section 3: The Treasurer is Chair of the Finance Committee, which includes three other Board members. The Finance Committee is responsible for developing and reviewing fiscal procedures, a fundraising plan, and annual budget with staff and other Board members. The Board must approve the budget, and all expenditures must be within the budget. Any major change in the budget must be approved by the Board or the Executive Committee. The fiscal year shall be the calendar year. ________________________(state period) reports are required to be submitted to the Board showing income, expenditures and pending income. The financial records of the organization are public information and shall be made available to the membership, Board members, and the public.
ARTICLE VI – DIRECTOR AND STAFF
Section 1: The Executive Director is hired by the Board. The Executive Director has day-to-day responsibilities for the organization, including carrying out the organization’s goals and policies. The Executive Director will attend all board meetings, report on the progress of the organization, answer questions of the board members, and carry out the duties described in the job description. The Board can designate other duties as necessary.
ARTICLE VII – AMENDMENTS
Section 1: These Bylaws may be amended, when necessary, by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to the Secretary to be sent out with regular Board announcements.
These bylaws were approved at a meeting of the board of directors by a two thirds majority vote on ______________________.
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