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Libbytown Neighborhood Association

Bylaws

Libbytown Neighborhood Association By-Laws

Adopted March 20th, 2018

ARTICLE I. General 

  1. The name of this organization shall be the Libbytown Neighborhood Association (LNA). 
  2. The area to be served is the area known as Libbytown, a neighborhood within the City of Portland, Maine. 
  3. The geographic boundary of the neighborhood shall be defined as that depicted on the City of Portland Neighborhood map current January, 2018 and as attached as “Appendix A”.
  4. The fiscal year shall be July 1 through June 30. 
  5. The organization is a not-for-profit organized exclusively for charitable and educational purposes within the meaning of section 501 (c)(3) of the lnternal Revenue Service. 


ARTICLE II. Purpose
The primary purposes of this organization shall be:

  1. to increase communication among neighbors; 
  2. to promote interest and pride in the Libbytown Neighborhood; 
  3. to gather and distribute information that concerns the Libbytown Neighborhood and its residents; 
  4. to advocate on behalf of neighborhood; 
  5. to improve the livability of the Libbytown Neighborhood; and
  6. to serve as a liaison to City Hall. 
  7. The LNA shall establish an official mission statement.


ARTICLE III. Membership

  1. Membership in the Libbytown Neighborhood Association shall be open to anyone or any organization interested in the well-being of the neighborhood. 
  2. Voting privileges are limited to those individuals over 12 years of age that reside, work, own property, or own businesses in the neighborhood or within a ½ mile distance thereof as depicted on the map included as Appendix A. 


    1. Each residential member shall have one vote. 
    2. Organizational members, which are defined as businesses, non-profit organizations, or advocacy groups with ties to the neighborhood, will designate one permanent representative and one alternate to represent their interests during neighborhood association meetings and will have one vote per organization. In cases where one person or entity holds ownership of multiple organizations, that person or entity shall be entitled to one vote total.

    3. In order to qualify for voting privileges, each resident or organizational member’s designees must have participated in at least one LNA meeting or event within the previous 12 months. A member may be considered present at a meeting if they are engaged in the proceedings and in-person, by phone, or video call.

    4. No voting member shall simultaneously be a voting member of LNA and a voting member or Officer of any other neighborhood association.



ARTICLE IV. Officers

  1. The elected officers of this organization shall be: Chair, Vice Chair/Chair-Elect, (Immediate) Past Chair, Secretary, and Treasurer. 
  2. Any Voting Member over 18 years of age may be an Officer, however, the Chair must be a legal resident of the neighborhood or live within ½ mile of the boundary as depicted in Appendix A.
  3. No person may simultaneously serve as an Officer in the LNA while also serving as an Officer in any other neighborhood association. 
  4. The duties of the Officers are described below. 
    1. The Chair shall: Preside at all meetings of the organization. 
      1. Prepare agenda to be reviewed by other Board members before each meeting.
      2. Call all special meetings as needed. 
      3. Exercise general supervision of the affairs of the Association. 
      4. Appoint committees and be an ex-officio member of all committees except the nominating committee. 
      5. Be the official spokesperson of the Libbytown Neighborhood Association, and shall represent, or designate someone to represent, the Association at any meeting of the City Council or City Commissions, whose agendas contain items of concern to the neighborhood. 
      6. Attend meetings of the Neighborhood Council. 
      7. Serve on the Executive Committee. 
      8. Have a vote on official business. 
    2. The Vice Chair/Chair-Elect shall: 
      1. Perform duties of the Chair in her/his absence and assist the Chair in matters pertaining to administration and direction of the Association. 
      2. Serve on the Executive Committee. 
      3. Have a vote on official business. 
      4. Be automatically entered into nomination for Chair upon the next regular election.
    3. The Secretary shall: 
      1. Keep proper records of attendance at and proceeding of the meetings, maintain a list of members, and conduct the official correspondence of the Association. 
      2. Serve as the lead in managing group communications and social media presence in coordination with the Executive Committee and other Members.
      3. Serve on the Executive Committee. 
      4. Have a vote on Official business. 
    4. The Treasurer shall: 
      1. Collect funds, maintain books of accounts, and disburse funds as directed. 
      2. Be required to prepare a financial report at the close of his/her annual term and to file copies of this report with the membership. The annual financial report shall become a part of the permanent financial record of the Libbytown Neighborhood Association. 
      3. Serve on the Executive Committee.
      4. Have a vote on official business.
    5. The (Immediate) Past Chair shall:
      1. Serve on the Executive Committee in order to promote continuity and provide counsel.
      2. Have a vote on official business.
  5. The Chair shall be limited to two consecutive terms. If at the end of term there is no other person willing to fulfill the role of chair the current chair may be re-elected with a majority vote of those voting members present.
  6. In the event of a resignation of an officer, the membership shall select a replacement to fill that term, by majority vote, at the next regular monthly meeting.
  7. Removal of officers:
    1. A no confidence motion in any of the LNA officers can be made by a voting member at a regular monthly meeting of the organization. 
    2. If a majority of voting members approve the no confidence motion, a vote to remove will occur at the next regular monthly meeting.
    3. If the vote to remove receives 2/3rds or greater support from voting members, that officer will be removed.
    4. If an officer is removed by vote, elections to fill that position will be held at the next regular monthly meeting of the LNA.
  8. No association officer or Executive Committee Member shall obligate the Association to provide financial or volunteer contributions without prior approval of the membership.
  9. No Officer shall represent the person's own views as those of the Association without such prior approval.

ARTICLE V. Elections

  1. The officers shall be elected by the voting membership at its regular meeting in April. 
  2. Before the April meeting, the Executive Committee will solicit nominations for officers. 
  3. The Vice-Chair shall automatically be placed into nomination for Chair.
  4. Members may nominate themselves or any other member to be an Officer. 
  5. The vote shall be made by voice or written ballot, and a majority of voting members present shall elect. 
  6. The newly elected officers shall assume duties immediately following the adjournment of the regular April meeting for a one-year term. 
  7. Executive Committee members failing to attend three consecutive Executive Committee meetings shall be automatically deemed to have resigned from the Executive Committee. 


ARTICLE VI. Subcommittees

  1. Subcommittees may be created or disincorporated by the Executive Committee or by a vote of the LNA at its regular monthly meeting. 
  2. All subcommittees will keep adequate records of all activities and report when requested. 
  3. All subcommittees will designate a Subcommittee Chair and Subcommittee Vice-chair. 


    1. The Subcommittee Chair will represent the subcommittee and facilitate its meetings. 
    2. The Subcommittee Vice Chair will record meeting minutes and serve as meeting facilitator in the absence of the Subcommittee Chair.


  4. Subcommittee chairs will become non-voting members of the Executive Committee. 


ARTICLE VII. Executive Committee

  1. The voting members of the Executive Committee shall be composed of the LNA officers. Subcommittee Chairs shall represent their subcommittees on the Executive Committee as non-voting members.
  2. The Executive Committee shall meet, discuss, and take appropriate actions to address emergency situations as determined by the Officers. Any actions taken on behalf of LNA shall be communicated to the group via the email listserv and discussed at the next regular LNA meeting.  


ARTICLE VIII. Meetings

  1. The LNA shall hold a regular monthly meeting on a regular day of the week at a regular time as determined by the Executive Committee and approved by majority vote of the Members.
  2. To the greatest extent possible, meetings shall be held within the geographic boundaries of the Libbytown Neighborhood.
  3. Meeting agendas and the locations will be relayed to the group with at least 72 hours notice.
  4. Any changes to the regular meeting time or location shall be immediately communicated by the Chair to the LNA membership.


ARTICLE IX. Group Decision Making

  1. All LNA policy positions, including endorsements shall be made by a 2/3rds vote of voting members at regular monthly meetings. This provision does not apply to communications not expressing official positions.
  2. In cases where urgency is required, official positions may be taken as emergency actions by the Executive Committee on behalf of LNA by majority vote. Any emergency positions must be communicated to the LNA electronically as soon as possible and must be approved by the Members as the next regular meeting.





ARTICLE X. Records
All records of the Association shall be maintained by the Secretary or designee.



ARTICLE XI. By-Laws
The by-laws can be altered or amended by a two thirds vote of the Voting Members at two subsequent regular meetings.  Written notification of the proposed changes must precede the vote. 

ARTICLE XII. Member Conduct


  1. All members will treat each other with respect during all neighborhood business. This applies during meetings and electronic communications. Behavior which may be ruled out of order by the Chair includes but is not limited to the following:



  1. Interruptions of other members who have been given the floor to speak to the group
  2. Failure to disclose conflicts of interest regarding matters under discussion
  3. Misuse of electronic communication


    1. Failure to properly identify oneself using full name on listserv
    2. Badgering, bullying, harassing, or other comments directed at other people


  4. Conflicts of interest


    1. All Members or other persons asking LNA to take official positions shall disclose any affiliation which might be contrary to the best interests of LNA
    2. Prior to their election all Officers must disclose any affiliation or interest that may be conflict with the best interests of LNA. 


  5. Enforcement of rules of conduct


    1. During Meetings


      1. Members who violate rules of conduct requiring respectful behavior will be given a verbal warning by the chair.
      2. Ejection from meeting: 


        1. Any person who receives two verbal warnings from the Chair during the meeting will be asked to leave after a third incident.
        2. Any person ejected from a meeting will be banned from the subsequent meeting of LNA.
        3. Any person ejected from two or more meetings in a calendar year will be permanently banned from LNA.


    2. Electronic Communication Decorum


      1. Any member violating the rules requiring respectful conduct on the LNA email listserv shall be sent a warning email by the chair.
      2. If a member of the listserv receives two warnings within 24 hours will be given a 24 hour ban from the listserv
      3. If a member is banned from the listserv twice in a calendar year they will be placed on “moderated” status by the Chair and all messages must be approved for the duration of that calendar year.
      4. These rules shall apply for the LNA Facebook Page and any other platform the group uses for discussion. 
      5. Any member placed on moderated status can appeal this decision to the committee to remove this restriction by 2/3rds vote at the next regular monthly meeting.


ARTICLE XIII. Communications


  1. The primary mode of communication used by LNA shall be an email listserv, maintained on Google. 


    1. The address of the list is “libbytown@googlegroups.com”.
    2. Moderator privileges for the email list shall be controlled by the 5 members of the Executive Committee or their designees. 
    3. All official notices regarding meetings, events, updates, and any other critical information regarding the neighborhood and LNA shall be provided via the listserv.


  2. Other communications used by LNA shall include


    1. A Facebook page
    2. Any other method identified and controlled by the Executive Committee


ARTICLE XIV. Adoption

The by-laws contained in this document shall be effective following a vote by two thirds of the members present at a regular monthly meeting of LNA. Voting eligibility shall use the criteria outlined in “Article III: Membership”.


ARTICLE XV. Dissolution
The Libbytown Neighborhood Association can be dissolved by a 2/3rds vote of voting members at 2 subsequent meetings, and provided at least 45 days notice the vote is to be taken. After payment of all obligations, disbursement of residual funds shall be voted by the general membership.