Mar Vista Neighborhood Association

By-Laws  

The Goals and  Objectives of the Mar Vista Neighborhood Association are as Follows:

1.        Developing and promoting community spirit and unity;

2.        Improving and sustaining the community’s quality of life;

3.        Securing necessary and beneficial public improvements;

4.        Promoting measures that protect health and safety;

5.        Supporting efforts to protect and expand open spaces for recreation, youth activities and wildlife;

6.        Providing a means of informing our community about resident’s rights, responsibilities and public services.

 Article I.  Definition:

The Mar Vista Neighborhood Association, hereinafter referred to as the “Association”, is organized as an unincorporated association located within the City of Los Angeles, California.  Association membership may be drawn from the area within the geographic boundaries defined as: 

The area between Centinela Ave. and Inglewood Blvd., (bordered on the north by Charnock Rd. and on the south by Venice Blvd.) and the area between Inglewood Blvd. and the San Diego Freeway (I-405), (bordered on the north by Palms Blvd. and on the south by Venice Blvd.).  This area will hereinafter be referred to as the “Neighborhood.”

Article II.  Membership:

All residents living within the boundaries defined in Article I are eligible to become members upon payment of annual dues.  The Board of Directors shall determine the amount of dues per dwelling annually.  Votes cast for Association business are limited to one vote per address.  A resident is a member if their dues have been received at any time during the previous or current calendar year.

 Article III.  Board of Directors:

A.  The Board of Directors, hereinafter referred to as the “Board”, shall consist of eleven Directors.  The Board shall not be compensated for their service.  The term of office for Directors shall be two years.   The Board may fill vacancies on the Board, due to resignation, removal or inability to serve.  A vacancy may be considered to exist when a Board member is absent without excuse from three Board meetings during the calendar year, at the discretion of the Board.  Such vacancies will be filled by a motion to first nominate a Board member replacement.  If such a motion passes, the Board must then approve the replacement Board member with a two-thirds vote of active Board members. If a two-thirds vote carries, the nominee will become an official Board member with their term expiring at the same time as that of the rest of the Board members.  Prior to a Board meeting, a Director or Officer shall notify another Officer if he or she will be absent from the meeting and of the reason for the absence.  In the absence of such notification, the absence is presumed to be unexcused, but if such notification is given, the absence is presumed to be excused.

B.  The Board shall authorize or approve all business of the Association.  It shall not at any time or for any purpose authorize or approve the borrowing of money or the issuance of notes or other obligations, and shall not authorize or approve contracting debts beyond the current balance of funds in the Association Treasury.  The Board shall not at any time, in any way involve the Association in endorsing candidates for political office, nor shall it authorize or approve any Officer or member to do so in the name of the Association.

C.  Neither the Directors nor the Officers shall be personally liable for the debts, liabilities or other obligations of the Association.

Article IV.  Officers:

The Officers of the Association shall be President, Vice-President, Secretary and Treasurer. 

President:  The President shall preside at meetings of the Association and the Board and represent the Association and coordinate its affairs.

Vice-President:  The Vice-President shall discharge the duties of the President in the absence or disability of the President or as requested by the President or the Board.

Secretary:  The Secretary shall keep the minutes of all Board and Association meetings, maintain all Association records and assume other duties as delegated by the Board.

Treasurer:  The Treasurer shall have custody of all monies and properties of the Association.  He or she shall be responsible for receipt and disbursement of funds and the keeping of accounts.  All disbursements shall be made by check, signed by the Treasurer, President or Vice-President, and subject to the approval of the Board. 

Officers shall hold office until their successors are elected, unless such Officers were removed from Office, disqualified as members of the Association (for example, if they move) or resign.

Article V.  Elections:

On or before November 15 of each even numbered year, the President, with the approval of the Board, shall appoint a Nominating Committee of three or more members to prepare a slate of nominees for election.  The Committee will accept nominations to the Board of Directors from its membership.  Any dues-paying, adult member, currently residing in the neighborhood may be nominated to the Board.   The Nominating Committee shall prepare a ballot listing the names and a brief statement by each of the qualified candidates. 

Nominations may also be made from the floor at the Association meeting.  Candidates will be given the opportunity to make brief statements to the membership and answer questions.

Any member who has paid their dues at any time during the previous or current calendar year shall be qualified to vote.  Voting will be limited to one vote per address.  Ballots will be made available to one per address for members attending the Association meeting.  Members unable to attend the Association meeting shall be able to request an absentee ballot before the meeting.  Ballots will provide spaces for write in candidates.  Each member will be permitted to cast eleven votes.  Those eleven candidates receiving the most votes will be elected to the Board. 

A simple majority of members present and eligible to vote shall determine any election.  The newly elected Board shall assume office at the following Board meeting. 

The eleven Directors shall be elected at the General Association meeting to be held in January of each odd-numbered year as shall be necessary to comprise a Board of eleven members.  No one shall be a Director who is not a member of the Association. 

Within thirty days of the General Association meeting, a Board meeting will be held at which time the Board will elect the four Officers of the Association.  A simple majority will determine the election.  Any Board member may place a name in nomination and any Board member may be elected to any office.  No two offices may be held by the same person.  The President and Vice-President must be members of the Board, however the Board shall reserve the option of electing a Treasurer and Secretary who are members of the Association, but need not be members of the Board.  Should this occur, such officers shall not be voting members of the Board. 

Officers shall serve a term of two years. 

Article VI.  Removal From Office:

Any Officer may be removed, either with or without cause, by a vote of the majority of the Board at any time.  Any Officer may resign at any time by giving written notice to the Board. 

Any Officer or Director may be recalled at any Association meeting by a two-thirds vote of members present and eligible to vote, provided that a petition for such a recall, signed by not less that twenty-five Association members, has been presented to the Board.  The President shall, within fifteen days after receipt of any such petition, cause a written notice to be sent to all members of the Association.  This notice should advise members of the petition to recall and call for a General Association meeting to vote on the recall, which should be held not less than ten nor more than thirty days after delivery of such notice. 

Article VII.  Amendment:

The By-Laws may be amended and changed by a motion for amendment being approved by a two-thirds majority of the Board. 

Article VIII.  Meetings:

The President shall call a minimum of three Board meetings and one Association meeting annually.  A Board meeting shall be convened one to three weeks in advance of any Association meeting.  The Board shall meet upon call of the President or of any four other members of the Board. 

The President, with the approval of the Board, shall call Association meetings.  Notice of such meetings must be delivered by e-mail, mail or hand delivered to the homes of all members not less than five nor more than twenty days in advance of the meeting. 

All Association meetings shall be open to the general public but non-members shall not be entitled to vote or participate in the business of the meeting except at the explicit invitation of the President.  Board meetings shall be open to Association members but participation in the business of the Board meetings shall be limited to Board members except at the discretion of the President. 

All business transacted at Board meetings shall be approved by an absolute majority vote of active Board members eligible to vote except as provided elsewhere in these By-Laws.  The rules contained in Robert’s Rules of Order shall govern meetings of the Association in all cases for which they are applicable and except as modified by these By-Laws. 

Board decisions may be made by email vote.  Any issue decided by this procedure will require approval by an absolute majority of the Board. 

Article IX.  Committees:

The Board of Directors shall have the power to form or dissolve committees for whatever goals or objectives it deems necessary, so long as these are within the purposes and objectives of the association.  The Board shall define and approve the duties and activities of each committee.  A Chairperson, who will be appointed by the Board, shall head each committee.  The Chair must be an active member of the Association, but does not need to be a member of the Board. 

Each committee Chair will be expected to attend and report to the Board at each Board meeting.  It the Chairperson is unable to attend, they must arrange to have a qualified committee member appear in their absence.  Committee members may be any interested party and do not need to be association members. 

The term of committee Chairpersons and committee members shall be the same as that of the appointing President.  The President shall be an ex-officio member of all committees and shall be invited to all committee meetings 

Article X.  Records:

All minutes, election records and other official records of the Association shall be made available for the inspection of any member upon demand. 

Article XI.  Dissolution:

In the event this Association is dissolved, any funds or property of the Association at the time of dissolution shall be donated to a community charity at the Board’s discretion and with the approval of a majority voting at an Association meeting.