BEVERLY AREA PLANNING ASSOCIATION BYLAWS ARTICLE INAME LOCATION ORGA - PDF document

1 BEVERLY AREA PLANNING ASSOCIATION BY-LAW
BEVERLY AREA PLANNING ASSOCIATION BY-LAWS ARTICLE I-NAME. LOCATION. ORGANIZATION chartered as an Illinois Not-shall at all times comply with all applicaccessible to the Beverly Hills and Morgan Parkboundaries of said community, as defined in Section 3, below. within an area bounded on the North rn boundary of the Dan Ryan Woods Forest Enhance our commercial areas (Busi Support the maintenance of quality housing stock and advocate for racial diversity Advocate for strong schools, servi Serve as an information resource Support efforts to maintain a sa Increase residential inBAPA may solicit financial support and may use such financial by the Executive Committee and BAPA management. (Development Committee) BAPA By-Laws 2 ARTICLE Ill--Duration and Fiscal Year ation shall be perpetual. ARTICLE IV--Membership Section I-Classes of Membership Membership in the Association shall be divie the organiz

2 ed civic voting power shall be exercised
ed civic voting power shall be exercised by one Delegate elected or appointed annually by each Civic Association to be its representative on the BAPA Council of Delegates. the Delegate is not available. Each civiess, and telephone number of itB. Member Business Associations--One reprfinancial institutions located within or business groups may also designate one alternate Delegate, to serve when its Delegate is not available. Each of saidablished by the Association and each business that contributes not less than the annual dues amount established by the Section 2--Admission to Membership A. Applications by a duly organized civic group for a Civic Association membership Each application for Civic Association at the direction of the Executive Amended January 2007 BAPA By-Laws 3 or denial. The Council of Delegates shall vote to accept or deny any such application. B. Any duly organized business

3 associatioeplacement Business Delegate,
associatioeplacement Business Delegate, shall apply ided for Civic Association membership applications. ension of Membership A. Civic Association or Business Assobuting Member, who believes shall then advise the Executive Committee ofor charge shall be investigated by, or at ecutive Committee, written charges may be ecutive Director shall cause a copy a copy thereof to the Presi member shall then have hearing on said charges before the Executive and impartial consideration of said charges. The Executive Committee shall prompossible after it is prepared. The Council of Delegates shall act upon said charges shall invite the accused member to be prs). If the Council of Delegates does not in the manner provided above, no following the Council's decision. Any action of the Council adverse to the Member B. Resignation of any Civic Association,on in writing. Upon the recommendation of the Executive by a m

4 ajority vote of .the members Section 4-R
ajority vote of .the members Section 4-Reinstatement of Members Amended January 2007 BAPA By-Laws 4 ARTICLE V--Officers ssociation shall consist of the following: President, First Vice-President, Second Vice-President, Secretary, Treasurer, Past A. The President shall serve as chief executive officer of the Corporation, and shall the Nominating Committee, and shall appoint, and may remove or accept the resignation of the Chair of any standing committee. t from office, the First Vice- President shall automatically succeed to the office C. The Second Vice-President shall perform ain the event the latter is unable to serve. records of the Association, ation, shall be in charge of such official documents of the' y shall keep accurate minutes of the e Committee meetings, and ector, provided such delegation of financial status of the Association. The Treasurer shall be accountable for all funds rth t

5 he revenues, expenses, Amended January 2
he revenues, expenses, Amended January 2007 BAPA By-Laws 5 election of a new President, in order to provide advice to the Executive Committee ecutive Committee shall prepare and present a ttee to the Council of Delegates. The nominations from the community at-large. The Nominatibers of the Council of Delegates. C. The Nominating Committee shall encour ensure the broadest possible participation regard shall be given to the candidate's Committee should also make every effort ecutive Committee for at least one year. E. Additional nominations from DelegatF. Only those who have consented to serve if elected shall be eligible for nomination, Section 2-Notice of Nominominees, shall be provided to the Council of Delegates by mail or e-mail, and to the community by an article published in Tpromptly published to the community in the same manner as notice of elections. Section 3-Terms of OA. All Officers

6 and the Delegates-at-Large shall be ele
and the Delegates-at-Large shall be elected for renewable one year terms. All officers except the president executive committee. ttee shall be elected to non-renewable e Committee Members except Amended January 2007 BAPA By-Laws 6 the president will be assigned to a cohort. The terms of members in Cohort A will members in Cohort B will expire on Deohort C will expire on December 31, 2000 cer or Member of the Executive VI, Section 3 B for all other Officers and Members of the Executive Committee. D. The Officers, members of the Executby ballot by majority vote; arge Delegate shall be filled by a qualified the next Council of Delegates meeting, provided 5 days' prior writ Vice-President are filled as provided in Article V, Section 2, Persons filling vacancies will serve the remaining term and be eligible Section 1-Annual Meeting A. The Annual Meeting of the Council of Delegates shall be held in J

7 anuary of each the Executive Committee.
anuary of each the Executive Committee. Notice of the be mailed or e-mailed to each Delegate C. Notice of the annual meeting shall be given to the community three weeks in lished in a local newspaper, or both. Amended January 2007 BAPA By-Laws 7 Section 2-Regular Meetings A. Regular meetings of the Council of DeJanuary and except as otherwise deteident, or the Council of Delegates, and shall be determined by voice vote. deliberations on all matters, shall be conducted in accordance with the most Council of Delegates may close any meeting, or any part of a meeting to advance of a meeting, except as provSection 3-Special Meetings il of Delegates may be called A majority of the total Council of Delegates membership shall constitute a quorum for the The Council of Delegates shall have full supervSection 2-Membership, The Council of Delegates shall consist of one representative (either the Delegat

8 e or the Amended January 2007 BAPA By-
e or the Amended January 2007 BAPA By-Laws 8 the Council of Delegates shall be entitled to one vote. Section 4--Minutes of Meetings eting to be prepared, on during normal business hours. The Council of Delegates shall have the authorhe Association shall be Section 7-Staff Responsibilities It shall be the obligation of the BAPA Executive Director and Staff to carry out all policies adopted by the Council of Delegates. has been given in advance. Such notice shall be issued individual to be removed and to the sustaining member group which he/she represents, at tended to give the affected individual an on which might avert removal. he affirmative vote of a majority of the Amended January 2007 BAPA By-Laws 9 to be elected at the November meeting. The Executive Director shall be a Delegates and shall give consideration to all matters affecting the policies of the C. The Executive Committee shall

9 review and may revise the proposed annu
review and may revise the proposed annual audited or reviewed by a Certified Public Accountant, which auditor's report, when e all staff positions and define the G. All contracts creating long-term obligations of BAPA, and expenditures of the $10,000, must be approved in advance by the Executive Committee. The Executive Committee shave such additional duties and authority as committees. K. Vacancies on the Executive Committee, President or First Vice President, shall be promptly filled by the Council of A. The standing committees of BAPA Support Committee, the Education Committee, the Housing Committee, the Safety Committee, the Volunteer Committee, the Development Committee, and the Nominating Committee. Amended January 2007 BAPA By-Laws 10 ee, after consultation with the Executive of Delegates and the Executive Committee in formulating policies within each committee'BAPA staff in executing sai

10 d policies. D. Each committee shall ad
d policies. D. Each committee shall advise the appropriahair, in writing if requested, of his /her egated to his/her Delegates. their meetings. Copies of the minutes, mmittee who may be actively employed in a business or financially or competitively, from committee, will be recused from the discussind to benefit from information and fails tor with the approval of the President, may appoint a chairperson and membership need not be restricted to Members of the Association. Upon the resignation of the initial C. All special Committees shall submit wrPresident or Council of Delegates. son of any special committee for cause. The Executive Director shall be a paid empl Amended January 2007 BAPA By-Laws 11 Candidates for the position of Executive Director shall be investigated and interviewed by a Search Committee appointed by the Execut(1) Executive Committee memberlegates. The Executive Committee sha

11 ll cause the position to be advertised i
ll cause the position to be advertised in The Villager and any other publication deemed necessary. The most ee shall be presented to the Section 3-Duties A. The Executive Director shall be responsible for the execution of all policies of the Association, and perform all duties as established by the job description at the time B. The Executive Director shall, upon rC. The Executive Director shall attend all A. The Executive Director shall, subjecselected by the Executive Committee. ic Association. At the option of the Council of Delegates, a minimum payment may be required of a Civic Association for membership in BAPA. Amended January 2007 BAPA By-Laws 12 The annual dues of all Civic Association mearrears for any indebtedness may be consThe Executive Committee shall establish, Section 4--0ther Revenue In addition, BAPA may engage in any other lawful revenue-producing enterprises, and or by the

12 Council of Delegates. Section 2--Membe
Council of Delegates. Section 2--Membership Identification Evidence of membership in BAPA may be in such form as the Executive Committee may The Council of Delegates may publish or cause to be published under its supervision a id publication unless the Council of Delegates determiARTICLE XIV-Indemnification Section A. The Association shall indemnify any person who was or is a part Amended January 2007 BAPA By-Laws 13 Delegate, officer, employee or agent of request of BAPA as a Delegate, Officer, employee or agent of another association, her enterprise, against expenses (including attorneys reasonably believed to be in, or not opposed to the best interests of BAPA, and, with respect to any criminal action or manner which he/she reasonably believed tospect to any criminal actionbelieve that his/her conduct was lawful. B. The Association shall indemnify any person who was or is a partthe request

13 of BAPA as Delegate, Officer, (includi
of BAPA as Delegate, Officer, (including attorneys fees) actually and reasonably ense or settlement of such action or s of BAPA; provided, however, that no s brought shall determine upon application that to indemnity for such expenses as the a Delegate, Officer, Employee or Agent of BAPA has been proceeding referred to in paragraphs (A) and (B) or in defense of any claim, issue he shall be indemnified against expenses (including attorneys fees) actually and reasonably incurred by him/her in connection be made by BAPA only as authorized in the specific case, upon a determination that indemnification of the Delegate, officer, employee or agent circumstances because he/she has met the applicable standard of conduct set Executive Committee by a majority vote by the Council of Delegates, after Amended January 2007 Amended January 2007 paid by BAPA in advance of the final disposition of such action, suit o

14 r proceeding, receipt of an undertaking
r proceeding, receipt of an undertaking by or on behalf of the Delegate, Officer, Employee or other rights to which a person seeking indemnification may be entitled under any continue as to a person who has ceased toheirs, executors and administrators of who is or as a Delegate, Officer, Employee or Agent of BAPA, as a Delegate, ciation, joint venture, mist 01 other would have the power to indemnify him/term "agent" shall include all persons lawfully finally adjudicated to be same whether on of the Executive Committee, include agents of BAPA, or who are threatened with or ARTICLE XV--Amendments to the By-Laws mbers at least 15 days before the meeting at which the proposed amendment is to be considered. Section 2-Effective Date immediately upon adoption by the Council of Delegates, and shall constitute a contract by s thereof; and each shall agree to abide by all provisions of the Articles of Incorpora