Beacon Square Civic Association

ASSOCIATION BY-LAWS - 2008

BEACON SQUARE CIVIC ASSOCIATION BY-LAWS

ARTICLE I
NAME :
Section 1.

The name of this Association (a non-profit corporation) is the Beacon Square Civic Association. Hereinafter referred to as “Association”.

ARTICLE II
LOCATION :
Section 1.

The principal office of this Association shall be located in the City of Southfield, Oakland County, Michigan. The post office address for the transaction of business shall be such place or places within Beacon Square as the Board of Directors may determine from time to time.

ARTICLE III

PURPOSE :
Section 1.

The purpose or purposes of this Association are as follows:

To maintain and enforce the building restrictions; to protect and exercise the rights provided by the abstract of title to the property owners who constitute its membership; to maintain and improve the residential character of the neighborhood; to promote cordial and friendly relationships among its members; and to own real estate in said Beacon Square, formerly referred to as Evergreen Glen subdivisions, City of Southfield, Oakland County, Michigan, but not necessarily for profit; and for such other purposes as may be beneficial to the general welfare of Beacon Square.

ARTICLE IV

MEMBERSHIP :
Section 1.

Any owner or joint owners of property in Beacon Square shall be qualified for a membership unit in the Association. A membership unit is a person or persons who individually or jointly own a lot in this subdivision. Only one membership unit shall be issued to any such combination of individuals. Each membership unit shall pay a single membership fee as set forth in Article XII.



Section 2.

Sole qualification for membership shall be that applicant qualifies as a membership unit and pays required dues.

Section 3.

The Board of Directors may revoke the membership of any membership unit found by the Board of Directors not to be qualified for membership or found to be delinquent in the payment of dues.

ARTICLE V

VOTING RIGHTS:
Section 1.

A membership unit shall be entitled to one vote and may vote either in person or by absentee ballot.

At committee meetings and Board of Directors meetings, each committee member or director shall have a single vote.

ARTICLE VI

MEETINGS AND ELECTIONS:
Section 1.

ANNUAL MEETINGS: The annual meeting of the membership shall be held at such time as specified by the Board of Directors in September of each year, beginning with September, 1977. At this meeting, directors shall be elected to take office the first of October.

Section 2.

QUORUM: At any meeting of the members of the Association, the members present shall constitute a quorum for the election of Directors or for the transaction of any other business. A simple majority of those membership units voting shall decide the issue.

Section 3.

NOTICES: At least ten days' written notice of all meetings of the membership shall be given by the Secretary.

Section 4.

SPECIAL MEETINGS: Special meetings of the membership may be called at any time by resolution of the Board of Directors, or at the call of the President, or upon written request of ten members; provided, however, that the notice be given as specified in Article VI - Section 3. Notice must state the purpose of the special meeting.

Section 5.

ELECTION OF DIRECTORS:

a. All elections shall be by ballot. The official ballot shall be prepared by the Nominating Committee, as provided in Article XI - Section 2 of these by-law’s.

b. The President shall appoint four (4) active members of the Association to be inspectors of election at the annual meeting. They shall count, tabulate ant report the votes cast. Candidates receiving a plurality of the votes cast shall be declared duly elected. In case of a tie for the last directorship, a run-off election will be held.

c. Ballots at special meetings shall be counted by the inspectors appointed for this purpose by the President.

Section 6.

Affirmative action of a membership meeting shall be required to obligate the Association with respect to any interest in real property or to alter the obligation of the Association with respect thereto.

ARTICLE VII


ORDER OF BUSINESS:
Section 1.

At all regular meetings of the members of the Association, the following order of business shall be observed:

1. President will call meeting to order.
2. Reading of minutes of the previous meeting.
3. Treasurer's report.
4. Standing Committee reports.
5. Old business.
6. New business.
7. Adjournment.


Section 2.

At all special meetings of the members of the Association, the first item of business shall be the purpose for which the meeting was called, after which the President may proceed with other business at his discretion.

Section 3.

“Roberts' Rule of Order", most recently revised edition, shall be the authority for the conduct of all meetings of the Association.

ARTICLE VIII

FISCAL YEAR:
Section 1.

The fiscal year of this Association shall be from January 1 through December 31.(F)

ARTICLE IX

DIRECTORS:
Section 1.

a. The Association shall be governed by a Board of Directors consisting of nine (9) members in good standing to hold office for a term of one (1) year, or until each successor has been duly elected.(A) In order to provide continuity, three (3) hold-over members shall be appointed from the out-going Board of Directors, by the out-going Board of Directors, prior to the annual meeting.

b. QUORUM: At any meeting of the Board of Directors a majority of the entire membership of the Board as then constituted by the By-Laws shall constitute a quorum for the transaction of business; and a majority of the Directors present, there being a quorum present, shall decide any question that may come before the meeting.

c. VACANCIES: If the office of any director shall become vacant for any reason, the remaining directors, being a quorum, may elect a successor who shall hold office until the next annual meeting.

d. POWERS:
1. The Board of Directors shall have power to elect the officers of the Association and to confirm the appointment of committees by thePresident.

2. The Board of Directors in addition to the powers and authority expressly conferred upon them by these By-Laws may exercise all such other powers and do all such things as may be necessary for the purpose of the Association, subject nevertheless to the provisions of law, the Articles of Incorporation and these By-Laws.

e. ABSENCES: Any Board member having more than three unexcused absences from board meetings during his or her term of office may be removed and replaced as provided in sub-section (c) above. Adequate excuse of absence shall in any instance be determined by the Board.

ARTICLE X

OFFICERS:
Section 1.

TITLES-ELECTION-TERM: The officers of this Association shall be a President, Vice-President, Treasurer, and Secretary. They shall be elected by the Board of Directors from the membership of the Board, and shall hold office until their successors are elected and qualified.

Section 2.

DUTIES: The duties of the officers of the Association shall be as follows:

a. PRESIDENT: It shall be the duty of the President to precede at all meetings of the Association and Board of Directors, and at the annual meeting shall present his report. The President shall appoint all committee heads and shall be an ex-officio member of all committees. All appointments shall be subject to the approval of the Board of Directors. He shall sign all written contracts and obligations and shall perform such other duties as are incident to this office. He shall act as the liaison official to the city, state, or federal agencies.

b. VICE-PRESIDENT: The Vice President, in the absence or disability of the President, shall have the powers and perform the duties of the President.(F)

c. TREASURER: The Treasurer shall have custody of all funds and shall keep in books, belonging to the Association, full and accurate accounts of all receipts and disbursements; he shall deposit all moneys in the name of the Association in such depositories as may be designated for that purpose by the Board of Directors; and shall pay and file such taxes and reports as are required by law. He shall disburse the funds of the Association as may be ordered by the Board, taking proper vouchers for such disbursements; and shall renter to the President and Directors at the regular meetings of the Board, and whenever requested by them, an account of all his transactions as Treasurer and of the financial condition of the Association. He shall report to the Board any member who is sixty days in arrears of dues, or any other indebtedness to the Association.

He shall give a bond in such sum as the Board of Directors may deem advisable, and the cost of such bond shall be paid out of the funds of the Association.

All checks, drafts ant orders for payment of money shall be signed by the Treasurer or President in the name of the Association.

d. SECRETARY: The Secretary shall keep the minutes of the meetings of the Board and of the Association; conduct the correspondence of the Board and the Association; issue all notices and announcements relating to the affairs of the Association (such as annual or special meetings); and perform such other duties as are incident to the office or as prescribed by the Board of Directors.

Section 3.

COMPENSATION OF OFFICERS AND DIRECTORS: The officers and directors of the Association shall receive no salary for services rendered.


ARTICLE XI

COMMITTEES:
Section 1.

All committee heads shall be appointed by the President by and with the advice and consent of the Board of Directors. Vacancies shall be filled in like manner. Committee members except those of the Nominating Committee shall serve at the pleasure of their respective committee heads. The Nominating Committee head and its members shall be selected by the President with the advice and consent of the Board of Directors.

Section 2.

Nominating Committee: The Nominating Committee shall consist of the Vice-President and at least two other members of the Board of Directors to nominate candidates for election to the Board of Directors and to prepare the official ballot. The notice of each annual meeting shall contain a list of the candidates so nominated. Additional nominations shall be accepted from the floor of the annual meeting.

Section 3.

Additional committees may be appointed from time to time for the purpose of handling additional projects as they may develop in future years; such as Public Information, etc.

Section 4.

No committee shall render the Association financially liable without the express consent of the Board.

ARTICLE XII

UNIT MEMBERSHIP FEES:
Section l.

DUES AND ASSESSMENTS:

a. The dues of the Association shall be a maximum of $120.00 per membership unit.(B) The dues shall be payable annually by March 31. The funds derived from the dues shall pay the Civic Association operating expenses only.(F)

b. The amount of the dues may be changed by a majority of the directors present at any board meeting.(F)

c. Special assessments can be passed by an approval vote of the majority of members present at a general or special meeting.(C)

d. The Board of Directors shall be empowered to offer a discount on the annual dues if paid by the discount due date.

e. A lien shall be placed on real property of each homeowner within Beacon Square who fails to pay their Civic Association dues or special assessments.(Dues arrears per By-Laws and special assessment arrears per wording of assessment.) (D)

f. The duly elected officers of the Beacon Square Civic Association are hereby authorized and instructed to record the Articles of Incorporation dated July 16, 1963, and any and all By-Laws and amended By-Laws, with the Oakland County Register of Deeds, the same having already been filed with the State of Michigan, in accordance with the Business and Corporation Act, on August l9, 1963.(E)

ARTICLE XIII

Section 1.

AMENDMENTS TO THE BY-LAWS: The By-Laws of this Association may at any time be amended by a majority vote of the membership at any general or special meeting.

The proposed amendments shall be contained in the notice of the meeting.

Amendments by the members of the Association may be given immediate effect.

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(A) Revised 1988

(B) Revised 1993

(C) Revised 1990
(D) Effective June 24, 1990
(E) Effective September 25, 1996
(F) Revised April 26, 2007