Durham INC

Bringing Neighborhoods Together in Durham

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Proposed Changes to the

Bylaws of the InterNeighborhood Council of Durham

(Additions in underline, deletions in itallics)

 

§1: Name, Purpose and Philosophy Article I. Name, Purpose, and Philosophy

§1.1 Section 1.

The name of the organization shall be the Inter Neighborhood InterNeighborhood Council of Durham. For purposes of convenience, the organization may also be referred to as (INC).”INC.”

§1.2 Section 2.

The INC shall have as its purpose the promotion, maintenance, and enhancement of the quality, stability, and vitality or the residential neighborhoods of the City and County of Durham.

§1.3 Section 3.

(a) To accomplish its purpose, the INC shall research and take positions on issues affecting all of general interest to residential neighborhoods and shall collect and disseminate information to stimulate awareness and interest in those issues.

(b) The INC shall foster cooperation among existing neighborhood organizations and shall encourage the establishment of neighborhood organizations where none exist.

(c) The INC shall work in a positive and cooperative way with City, County, State, and Federal government officials officials, and with other public and private organizations organizations, and with the public to bring effect to its policies and positions and to accomplish its goals.

(d) The INC shall not endorse political parties or candidates for elective office. However, it may oppose or support legislative or administrative change in order to accomplish its purposes.

§2: Membership Article II. Membership

§2.1 Section 1.

It is the intent of the INC to welcome as members any neighborhood affected by the decisions of the Durham City Council and the Durham County Board of Commissioners. Every qualified, identifiable, residential neighborhood lying wholly or in part inside the City of Durham, its extra-territorial jurisdiction, or the County of Durham shall be entitled to send one delegate and one alternate to the Inter-Neighborhood Council.

To be qualified for membership, each such neighborhood shall: shall have paid dues as provided herein and:

  1. have an ongoing, private, formal, and representative organization from a defined geographic area, composed of at least 40 households and accounting for at least 15% of the households in the area, the purpose of which may not be inconsistent with the purpose of the INC; or
  2. be approved for non-voting provisional membership in the INC while actively working to establish a neighborhood organization as described in (a) of this section.

§2.2 Section 2.

A neighborhood shall be entitled to the privileges of membership only for so long as it qualifies for membership under Section 1 of this article. If required by the president or the Council, a member neighborhood may be required to establish its qualifications for membership and/or the credentials of its delegates. A member neighborhood which fails to establish its qualifications for membership and/or the credentials of its delegates within a reasonable time when required to do so by the President shall forfeit the rights and privileges of membership. The Council will determine by majority vote any disputes relating to membership on the Council.

§2.3 Section 3.

The President of the InterNeighborhood Council shall review the membership annually and shall report to the Council on the qualifications of every neighborhood and its representatives. delegates. At every meeting of the Council, the President, another officer, or such person as may be designated, shall recognize member neighborhoods and publish the status of each as voting or non-voting, active or inactive.

§2.4 Section 4.

(a) Neighborhoods shall become inactive if they fail to pay dues and miss four consecutive delegate meetings. Inactive members are not counted as members for the purpose of a quorum. A neighborhood immediately becomes an active voting member upon either attending a delegate meeting or paying dues.

(b) The fiscal year shall run from January 1st through December 31th, 31st each year and dues for the upcoming fiscal year shall be payable on January 1 and past due on April 1. within 90 days of the annual meeting.

Section 5.

The Council shall establish periodic dues and may change them from time to time. The dues so established shall either be the same for every member neighborhood or shall be set on a proportionate graduated system based upon the number of households in each member neighborhood. If the Council establishes a system of graduated dues, the maximum amount of dues paid by any member neighborhood shall not exceed four times the amount of dues paid by the member neighborhood paying the least amount.

§3: Governance Article III. Governance

§3.1 Section 1.

The Inter Neighborhood Council shall be governed by a council of delegates as provided in this article. Unless otherwise provided, all business shall be conducted by a simple majority of delegates assembled at any meeting, with each neighborhood having one vote.

§3.2 Section 2.

The A member neighborhood delegation shall consist of two members persons from each neighborhood, one voting delegate and one alternate. Delegates may be elected or appointed by the governing body of their respective neighborhood. The voting delegate shall vote for the member neighborhood. If he or she is for any reason unable to vote on a matter, the alternate delegate may vote for the member neighborhood.

§3.3 Section 3.

The Council of delegates shall have the authority and responsibility to:

  1. create and dissolve committees and to appoint the chairpersons and members of all standing and special committees. committees except the executive committee which is established and governed by Article IV of these by-laws. Upon the vote of two-thirds of the delegates assembled to conduct business, the power to appoint may be delegated to the President.
  2. appoint, employ, or otherwise engage all persons or firms who provide services to the Council.
  3. fill any vacancy occurring among the officers or members of the executive committee, except that the Vice-president shall become President if the president becomes unable to fulfill his or her duties as described herein.
  4. interpret the By-laws.
  5. amend the By-laws as provided for herein.
  6. establish a budget and membership fees, if any, and approve all expenditures.
  7. adopt by a vote of two-thirds of the Council delegates assembled, the official position of the Inter Neighborhood Council for all external dissemination or any general issue or matter affecting of general interest to all neighborhoods.
  8. appoint a delegate or non-delegate to represent the Inter Neighborhood Council on a commission, board, task force, study group, committee, or other such group. Such a representative will be required to attend at least half of the INC meetings in a year so that an exchange of information is assured.
  9. establish dues consistent with the provisions of these by-laws.
  10. appoint a newsletter editor to serve at the pleasure of the Council.

§3.4 Section 4.

The President shall preside at all meetings of the Council of delegates and shall rule on any point of order or procedure. The President shall be the official spokesperson of the INC InterNeighborhood Council and shall execute its business as directed by the Council.

§3.5 Section 5.

The Vice-president shall perform all duties as may be assigned by the President or the Council of delegates. The Vice-president shall discharge all the duties of President in the event the President is unable to fulfill the responsibilities of the office, and the Vice-president shall also be the President-elect of the INC. InterNeighborhood Council.

§3.6 Section 6.

The Secretary shall be the official custodian of all records of the INC, shall keep the minutes of all meetings of Council, and shall also conduct the correspondence for the Council. The Secretary or his designee shall keep attendance at all meetings of the Council of delegates and the executive committee and shall notify the President and the Council whenever any officer or executive committee member fails to attend meetings as required by Article V, section 5 of these bylaws. The Secretary shall also perform other duties as may be directed by the President or the Council.

§3.7 Section 7.

(a) The Treasurer shall keep and account for all funds of the INC. All shall be deposited and maintained in a bank account in the name of the Inter Neighborhood Council. Funds shall be expended from the account only in a manner consistent with these By-laws and the direction of the Council.

(b) Disbursement of funds must be made by the Treasurer or the President. All monies received shall be immediately delivered to the Treasurer, who shall immediately give a receipt therefore. The Treasurer shall give periodic reports of all transactions and shall prepare financial statements as directed by the Council.

§3.8 Section 8.

Except for the Vice-president, who automatically becomes President, the terms of the officers expire upon the adjournment of the annual meeting. meeting following their election.

§3.9 Section 9.

The Past President will continue on the Board and offer counsel and support to the new President. At the expiration of his term of office, the President shall become Past-President for a period of one term only.

Section 10.

The term of every officer shall expire at the annual meeting following his or her election.

Section 11.

It shall be the duty of every officer, executive committee member, and delegate to make a timely disclosure of a conflict in his or her interest as a participant of the business of the InterNeighborhood Council. An officer, executive committee member, or delegate who has a conflict of interest may be disqualified from participation in the business of the InterNeighborhood Council by a vote of the Council. Self-recusal on grounds of conflict of interest shall be allowed. For the purposes of this section, a conflict of interest shall include a personal or financial interest in a matter before the Council which is either distinct from the general interest of all member neighborhoods or which is substantially inconsistent with the purpose and philosophy of the InterNeighborhood Council as they are expressed in these by-laws.

§3.10: Attendance

It is expected that officers and board members will regularly attend meetings.  Officers and board members may forfeit the remainder of their terms and may be replaced under the following conditions:

  1. Any officer or board member who has three (3) unexcused absences of regular board and monthly delegate meetings within a one-year period of time;
  2. Any officer or board member who has six (6) absences, excused or unexcused, of regular board and monthly delegate meetings within a one-year period of time.


The Secretary shall keep attendance records for all meetings.  When an officer or board member has become disqualified because of his or her attendance record, the Secretary shall notify the Board.  The Board shall request the removal of the member and a new member shall be appointed for the remainder of the unexpired term.

§4: Committees Article IV. Committees

§4.1: Section 1.

The Council may from time to time establish such standing or special committees as it deems necessary or desirable to accomplish its purposes and duly adopted policies.

Whenever the Council, or the President acting with authority pursuant to the provisions of Artice III, Section 3(1), establishes a committee, it shall give that committee a charge, and appoint from among the delegates a chairperson or co-chairpersons. The Council shall also appoint members of committees and may permit persons who are not delegates to serve on any committee created under this section. Committees created by the Council or President shall report to the council. No such committee shall be charged with, or undertake to act with, the powers reserved to the council or any officer by these by-laws.

§4.2: Section 2.

In addition to such other committees as the Council may establish, there shall be an Executive Committee (Board), composed of the President, who acts shall act as Chair chair, Past President, Vice-president, Secretary, Treasurer, Newsletter Editor, if a newsletter editor has been appointed, and two Delegates-at-Large delegates nominated from the voting delegates selected elected by the Council. The terms of all persons serving on the executive committee shall end at the beginning of the annual meeting next following their election or appointment. If for any reason the Council cannot take an action in a timely manner, the Board, executive committee, with 5 five members affirming voting in favor of the action, may take the needed action which will be reported at the next meeting of the Council. The Council may affirm or repudiate the action of the executive committee or it may take no action in which case the action of the executive committee shall be deemed affirmed. Notice by reasonable means shall be given to all of the members of the executive committee at least twenty-four hours prior to any meeting. Notice shall be given only on the authority of the chair. The executive committee may not amend the bylaws of the InterNeighborhood Council.

 

§5: Meetings Article V. Meetings

§5.1: Section 1.

The Council of delegates shall meet at such times and places as may be necessary to accomplish the purposes for which the INC is organized. The Secretary or his or her designate shall give every delegate notice of a meeting no later than two days prior to such meeting. Notice may be given in writing by mail, hand delivery, electronically, or by advance publication of a schedule of meetings by any of these methods. Notice may also be given orally by telephone. A voice mail or recorded message shall be deemed effective notice.

§5.2: Section 2.

Meetings of the Council may be called by the President or upon the petition of six or more delegates member neighborhoods. Petitions for meetings shall be in writing setting forth a brief description of the business to be accomplished at the meeting and shall be submitted to the Secretary or the President who shall, without undue delay, set a time and place for the meeting and notify the delegates.

§5.3: Section 3.

The lesser of ten (10) delegates or a simple At any meeting of the Council of delegates, the attendance of delegates of either a simple majority of active voting member neighborhoods or ten active voting member neighborhoods, which ever may be the smaller number, shall constitute a quorum for the conduct of Council business. After two successive meetings at which a quorum is not present, those members the delegates of however many member neighborhoods, voting and non-voting who attend a third meeting shall constitute a quorum. At such a meeting , every active member neighborhood with a delegate in attendance may vote regardless of the voting status of the member neighborhood provided that the neighborhood must have been recognized as an active member at a previous meeting of the Council during which a quorum was present.

§5.4:Section 4.

Every year during the month of September, the President or the Secretary shall call an annual meeting of the Council at which, in addition to other business, elections shall be held for the offices of Vice-president, Secretary, Treasurer, two (2) Delegates-at-Large, Newsletter Editor, and the President if necessary. and two delegates to serve on the executive committee. If the Vice-president from the preceding year declines to serve as president in the coming year, then a president shall also be elected. Also, During the meeting, the President shall report to the delegates on the past year's business and the condition of the Inter-Neighborhood Council. The Treasurer shall report on the finances of the INC organization including income, disbursements, and reserves. The President, another officer , or such person as may be designated shall also report on the status of membership including a report on the status of every member neighborhood, both voting and non-voting. The INC InterNeighborhood Council year shall end upon the adjournment of the annual meeting.

§5.5: Section 5.

Unless excused by the President or the executive committee, officers and other executive committee members shall attend every meeting of the Council of delegates and the executive committee. Any officer or executive committee member who is absent without excuse from three Council or executive committee meetings during his or her term of office or who is absent from six such meetings with or without excuse shall be deemed to have forfeited his or her office or executive committee membership and may be replaced by the procedures established in these bylaws.

Section 6.

(a) The procedure at every meeting shall be governed by the President in a manner consistent with the By-laws and general principles of fairness, courtesy, and the orderly dispatch of business.

(b) These by-laws may not be suspended.

§6: Article VI. Amendments

§6.1:

The By-lawsThese bylaws may be amended at any meeting of the Council of delegates with a quorum present by a two-thirds majority vote of the active voting member neighborhoods with delegates present. and voting. However, no amendment of the bylaws shall be allowed unless a description of the proposed amendment or amendments was provided with the notice of the meeting.

 

§7: Article VII. Dissolution

§7.1:

In the event the Inter Neighborhood Council becomes inactive or dissolves, all monies belonging to it after the satisfaction of its debts and accounts shall be paid to a community-oriented charitable institution in Durham which is approved by a majority of the member delegates at the time of its dissolution. The procedure for dissolution shall be the same procedure as provided in Article VI for amendments.



(Amended July 1997, September 2002, May 2006, X_blank_X 2009)