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      Article I - NAME

      The name shall be Rosemary Gardens Neighborhood Association ("Association"). The Association will serve the residential portion of the city of San Jose known as Rosemary Gardens within the following boundaries: To the North- Sonora Avenue. To the East- North First Street. To the South- Highway 880. To the West- Highway 87. This area shall be referred to as the neighborhood ("Neighborhood").

      Article II - PURPOSE

      The purpose shall be to provide a vehicle for addressing the concerns of the members of the Association. The areas of concern include, but are not limited to: schools, safety, traffic, zoning, assessments, recreation, open space, environment, historical preservation, and neighborhood impact. The Association shall serve as a base for communication within the community. The Association is a voluntary organization.

      Article III - MEMBERSHIP

      Section 1. Eligibility

      1. Any adult resident or residential property owner of the neighborhood who subscribes to the purpose of the Association shall be eligible for membership.

    Section 2. Member In Good Standing

    1. A member in good standing is an individual eligible for membership who promotes positive relationships within the community and is current on their annual dues.

Section 3. Voting

  1. Only members in good standing shall have voting privileges.

  2. No more than three (3) votes will be counted from a residential address for any item in a given election. Additional votes will be discarded.

  3. All voting must be in person.


    Section 4. Dues

    1. Dues to the Association shall be established by the Board of Directors and are due and payable as of January 1.
      Section 5. Association Meeting

      1. The Association shall meet at least two (2) times a year of which one meeting shall be held during the month of May for the election of Officers and Directors.

      2. Special meetings may be called by the order of the Board of Directors or the President. Seven (7) days notice shall be given for such meetings.

      3. The quorum for the Association meetings shall be ten (10) percent of the membership in attendance.

        Article IV - BOARD OF DIRECTORS

      Section 1. Composition

      1. The Board of Directors ("Board") shall consist of up to fifteen (15) Directors including four (4) Officers and a Youth Representative, all of whom are volunteers and receive no remuneration for their efforts.

        Section 2. Eligibility

        1. Related members of the same household may not be elected or appointed to serve as officers and/or directors at the same time.

          Section 3. Powers and Duties

          1. The Board of Directors shall:
              • Be responsible for the conduct and management of the Association.
              • Appoint ad hoc committees as needed.
              • Budget and approve all expenditures.

            Section 4. Meetings

            1. The Board shall meet at least four (4) times annually at times designated by the Board. The President may call special meetings at any time and shall call special meetings upon written request of two (2) Board Members. In either case, three (3) days notice shall be given.

            2. A quorum shall consist of a simple majority of the Board and, except as otherwise provided by these Bylaws, a majority vote of the present will govern.

            3. The Board reserves the right to suspend from office any Board member for just cause upon written notification.

            4. The Board reserves the right to suspend from office any Board member missing three (3) regularly scheduled board meetings in succession. The Board reserves the right to examine extenuating circumstances and may choose to extend a leave of absence versus removal from the Board.

              Section 5. Limitations

              1. No Board member shall act as an agent of the Association without authorization of the Board. Violation of this section is grounds for immediate expulsion from the Board.

                Article V - OFFICERS

              Section 1. Composition

              1. The officers of the Association will consist of a President, Vice President, Secretary, and Treasurer, all of whom will be members of the Board. All officers are volunteers and receive no remuneration for their efforts.

                Section 2. Term of Office

                1. Board members shall be elected by the general membership at a general Association meeting. Officers are elected by the Board. No Officer may hold the same position for more than two (2) consecutive terms of two (2) years per term.

                Section 3. Vacancies

                1. Vacancies in all offices, except that of the President shall be filled by appointment by the Board for the remaining term of office.

                2. A vacancy in the office of the President shall be filled by the Vice President and the vacancy of the Vice President shall be filled by appointment of the Board. If the Vice President is unable to assume the office of the President, then the vacancy shall be filled by appointment by the Board. Both positions are filled for the remaining term of office.

                Section 4. Duties

                1. President: The President shall coordinate all Association activities, preside at meetings of the Association and the Board, and shall have the general powers of supervision and management of the Association as it pertains to the office and such duties as any be designated by the Board. With the exception of the Nominating Committee, the President shall be and ex officio member of all other committees and shall be notified of all meetings.

                2. Vice President: The Vice President shall assume the duties of the President in that officer's absence and may be responsible for overseeing and coordinating committees of the Association. Other duties shall be performed as designated by the Board.

                3. Secretary: The Secretary shall keep minutes of the Association and Board meetings, shall be responsible for notifying Association members of Association meetings, Board members of Board meetings, and have responsibility of Association correspondence, at the direction of the President.

                4. Treasurer: The Treasurer shall be custodian of the Associations funds, supervise the handling of funds of any enterprises of the Association and shall be responsible for maintaining up-to-date records of the membership. The Treasurer shall assure the keeping of proper financial records, report regularly to the Membership and the Board and pay requests as directed by the Board. All checks must be signed by any two of the following officers: President, Vice President, and Secretary, or Treasurer.

                    Article VI - DIRECTORS

                  Section 1. Composition

                  1. Directors ("Board Members") shall be elected at an annual Meeting of the Association. All Directors are strictly volunteers and receive no remuneration for their efforts.

                  2. One of the Board Members may be a Youth Representative between the ages of 13 and 18 with written parental consent. The Youth Representative shall serve as the spokesperson and liaison of the Neighborhood youth. Duties shall include but not be limited to promoting youth activities, organizing fundraisers, and attending meetings as a full Board Member except as stated in these bylaws.

                    Section 2. Term of Office

                    1. The Board members shall be elected for a term of two years with the exception of the Youth Representative which shall be elected to a one year term.

                    Section 3. Vacancies

                    1. A vacancy in the position of Director shall be filled by appointment of the Board for the remaining term of office.

                    Article VII - NOMINATIONS & ELECTIONS

                    Section 1. Nominations

                    1. Nominations will be accepted from the floor, provided that consent of the nominee has been obtained. Each nominee must be a member in good standing with the exception of the nominations for Youth Representative. Each member in good standing is eligible for nomination to the Board.

                    Section 2. Elections

                    1. The election of the Board members shall be accomplished at the May meeting of the Association. Those nominees receiving the largest number of votes for a particular office shall be declared elected. Voting shall be by ballot, or in the case of but one nominee for a position, that position may be elected by a voice vote.

                      Article VIII - FINANCE

                    Section 1. Fiscal Year

                    1. The Fiscal year of the Association shall be from January to December.

                    Section 2. Dissolution

                    1. In the event of dissolution of the Association, its, assets, after payment of all indebtedness, obligations, and costs of dissolution, shall be distributed as required in the Articles of Incorporation of the Association and not otherwise. If the Articles of Incorporation does not exist, decision shall be made by the final Board.

                    Article IX - PARLIAMENTARY PROCEDURE

                    Section 1. Amendments

                    1. Proposed amendments to the Bylaws will be submitted in writing to the Board. The Board shall review and revise the Bylaws as deemed appropriate and will present the proposed amendments to the Association membership.

                    Section 2. Association

                    1. Those Bylaws may be amended at an Association meeting by a two- thirds vote of the members in good standing, provided that notice of the proposed amendment(s) has been given in the notice of the meeting.

                    Section 3. Methods of Order

                    1. All meetings will be conducted within the guidelines of Robert's Rules of Order.

                        Article X - NEWSLETTER

                      Section 1. Editor

                      1. The Directors shall appoint one of their members as editor of the newsletter and for overseeing procurement of the advertising.

                      Section 2. Subscription/Distribution

                      1. Newsletters will also be distributed to all neighborhood residents and other interested parties. The Board may determine an annual subscription rate at its discretion. Subscription in this category shall not be construed as membership.

                      MISSION STATEMENT

                      Preservation, protection, and improvement of our neighborhood and to be a resource for our members.

                      Revised and Approved February 1999