Glenwood Hills Neighborhood Association By-laws
August 6, 2013
The Glenwood Hills Association became incorporated on 16 November 1972. By-Laws governing the group changed in 1990, 1997, 2006, 2008 and 2013. The following are the current By-Laws.
Article I – Name
The name of this organization shall be the GLENWOOD HILLS ASSOCIATION. It will use the name GLENWOOD HILLS NEIGHBORHOOD ASSOCIATION (GHNA). The organization is a non-profit association incorporated under the Laws of the State of New Mexico.
Article II – Purpose
The purpose of the GHNA is to unite in closer friendship and common goals those people eligible for membership under Article IV.
Article III – Management
Section 1. The management of the GHNA shall be vested in an Executive Committee also referred to as a Board of Directors consisting of nine (9) members elected in accordance with procedures set forth in these Articles.
Section 2. The Executive Committee shall manage the general affairs, maintain funds and assets of the GHNA, audit all accounts, call meetings, present proposals for membership actions, and otherwise exercise general supervision. For the Executive Committee to transact Committee business at a meeting, a quorum of four (4) members is necessary. A majority vote of members present shall be required to transact any Committee business.
Section 3. The President or any four (4) members of the Executive Committee may call meetings of the Executive Committee provided that all members of the committee receive twenty-four (24) hours notice. All meetings of the Executive Committee shall be open to the membership of the GHNA.
Section 4. The absence of any member of the Executive Committee from three (3) consecutive duly called Committee meetings shall be deemed equivalent to resigning from the Committee. A vacancy on the Executive Committee may be filled from the general membership of the GHNA by the Executive Committee to serve the remainder of the unexpired term.
Section 5. Officers of the Executive Committee shall consist of a President, a Vice-President, a Secretary, and a Treasurer who are elected from the nine (9) members of that committee by the committee members at their first meeting after the election by the general membership. The Executive Committee has the right to recall any officer at any time. The President shall preside over all meetings of the Executive Committee, sign as the legal representative of the GHNA all documents approved by the Executive Committee, serve as ex-officio member of all committees, and co-sign with the Treasurer all checks of $500.00 or greater. An additional Board member may be named by the Board as a cosigner of Board checks, as noted above. Signatures of any two authorized cosigners shall be required for all checks of $500.00 or greater.
The Vice- President, Secretary, and Treasurer shall perform those duties traditionally assigned to those offices or designated by the Executive Committee.
Article IV – Membership
Section 1. For the purposes of these By-Laws, the Glenwood Hills Neighborhood shall consist of units 1, 2, 3, 4, and 6 of the Glenwood Hills Subdivision, the Glenwood Hills North Subdivision, and the Tierra Amada Townhouses. Membership in the GHNA shall be open to owners of property in the Glenwood Hills Neighborhood and individuals residing on property in the Glenwood Hills Neighborhood. Membership is also open to residences and businesses located on property that is adjacent to the Glenwood Hills Neighborhood. Each single piece of property or single business shall have no more than one membership in the GHNA.
Section 2. All members shall enjoy equal privileges in the GHNA including voting and holding office. Each member is allowed one vote.
Section 3. No member or officer shall be personally liable to creditors for any liability of the GHNA.
Article V – General Membership Meetings
Section 1. A general membership meeting may be called by the GHNA President with the agreement of the Executive Committee upon ten (10) days written notice as often as is necessary to conduct business but no less than once per year. Each year the President will call a general membership meeting for the purpose of electing an Executive Committee. This annual meeting will be advertised to all residents and businesses located within the boundaries of the association using a mailed notice, hand-delivered flyers, prominently posted signs, or some combination thereof and email message, posting on GHNA website, social media (such as Facebook). No election of directors shall be held at a meeting unless so advertised. A quorum at these meetings will consist of twenty (20) dues-paid members.
Section 2. Each dues-paid member of the GHNA shall have one vote at any general membership meeting of the GHNA.
Section 3. The fiscal year of the GHNA will be the twelve-month period beginning February 1 and ending January 31.
Article VI – Election
Section 1. Three (3) members of the Executive Committee shall be elected to three (3) year terms at each annual meeting and take office on the first meeting of the Executive Committee after the general election. Election to the Executive Committee shall be limited to one member per residence or business. Executive Committee members elected to fill an unexpired term shall serve for the remainder of that unexpired term.
Section 2. The President will appoint a nominating chairman to form a committee of at least three (3) members that shall make or accept nominations from the membership.
Section 3. The nominating chairman shall prepare the slate of nominees representing all areas of the Glenwood Hills Neighborhood as defined in Article IV for inclusion with the announcement of the annual meeting.
Article VII – Committees
Section 1. Within fifteen (15) days after taking office, the President will appoint the following standing committees for carrying on the work of the GHNA and such additional committees as may be necessary for the proper functioning of the GHNA.
Section 2. The standing committees shall be Membership, Neighborhood Patrol, and Hospitality, Website and Block Captain.
Section 3. The Executive Committee shall prescribe the powers, duties, and responsibilities of the standing committees.
Section 4. The Architectural Control Committee as defined and governed by the Protective Covenants shall receive the support and encouragement of the GHNA. When requested by the Committee, the GHNA will join or assist the Committee in matters approved by the Executive Committee. The GHNA will also be available to recruit and nominate new members of the Committee, to assist in interpretation of protective covenants, to poll the membership and the results and other information to the Committee, and to provide such other assistance and advice as approved by the Executive Committee.
Article VIII – Dues
Dues will be the amount set by the Executive Committee. Members may contribute to GHNA projects.
Article IX – Amendments
Section 1. These By-Laws may be amended at any meeting of the general membership with ten (10) days written advance notice of proposed amendments.
Section 2. The Executive Committee by a majority vote or twenty (20) members entitled to vote and in good standing may propose amendments to the By-Laws for submission to the general membership.
Section 3. For adoption, any proposed amendment must receive the affirmative votes of a majority of those voting.
Section 4. When an amendment is under consideration at a meeting, a member may offer from the floor without advance notice any revision to clarify or perfect but not change the intent of the original amendment.