(A Nonprofit Corporation Chartered Under District
Of Columbia Law)
ByLaws
The name of this organization shall be the "Chatham
Court Tenants Association," a nonprofit corporation organized and
chartered under the authority of the nonprofit corporation laws of the
District of Columbia and hereinafter referred to as "the
Association."
The purposes of the Association shall be:
2.1 To speak with a united voice for the tenants residing in the Chatham Court apartments, and to take such actions as may be appropriate to advance the interests of the tenants and the association.
2.2 To improve the quality of life in the Chatham Court Apartment community, to establish mutual protection and services, and to promote a safe, clean neighborhood environment in which to live and raise a family.
2.3 To encourage friendly relations among tenants and their neighbors by organizing and promoting social, educational, and civic activities and affairs and forming welcoming committees to greet new residents.
2.4 To keep all members informed on issues of neighborhood concern by appropriate communications and meetings, by publishing newsletters, newspapers, books, periodicals, or other materials for the benefit of the tenants, and to represent the interests and benefits of the tenants by providing testimony at public and civic forums.
2.5 And for any other lawful purpose, including taking and holding title to real property, that may be deemed appropriate by the board of directors.
3.1 All individual lawful residents 16 years of age or more living on the premises under lease in residential apartment units of Chatham Court shall be members of the Association. All individual members are qualified to vote on matters of business brought before the association at general membership meetings. Business, commercial, and corporate tenants shall be ineligible to vote in matters coming before the membership of the association.
3.2 There shall be no dues or other assessments required for membership. The board may from time to time as it deems appropriate organize events such as bake sales, yard sales, and other fundraising activities.
4.1 Members of the Association present at any general membership meeting shall be entitled to vote on each matter submitted to a vote of the membership.
4.2 Only members of the Board of Directors shall be entitled to vote at Board meetings.
4.3 At general membership meetings, a quorum shall be defined as the number of members present. For Board meetings, a quorum is defined as three Board members. The quorums as defined above shall be required for the transaction of all Association business.
Article V - Meetings and Organization
5.1 Meetings of the general membership shall be held in the fall and the spring of each year, and at such other times as called by the board of directors.
5.2 The privilege of holding office, introducing motions, participating in floor debate, and voting shall be limited to the residential members of the Association.
5.3 The fiscal year of the Association shall begin September 1 and August 31 of each year.
Article VI - Board of Directors
6.1 Number and tenure.
The Board of Directors shall consist of at least three (5) members and no more than nine (9) members representative of the diversity of the residents of the building, including the officers set forth in Article VIII. Directors shall be elected to serve two year terms that shall be staggered in such a way that approximately half of the Directors are elected annually at the fall general membership meeting. To establish staggered terms initially, at the first organizational meeting approximately half the board members shall be elected to serve one-year terms.
6.2 General Powers.
The Board shall manage the affairs of the Association and shall have full authority to set Association policy and speak to elected public officials on behalf of the Association.
The Board of Directors may from time to time as it deems appropriate organize bake sales, yard sales, and other fundraising activities.
6.3 Vacancies.
Any vacancy occurring on the Board shall be filled by the Board for the balance of the unexpired portion of the term. A vacancy may be assumed to exist whenever a Board member misses two consecutive meetings. A meeting, for the purposes of this section, shall be defined as a Board of Directors or general membership meeting for which the member had at least ten (10) days prior notice.
6.4 Notice of Meetings.
Notice of Board meetings may be given in writing or orally, at least ten (10) days prior to the meeting and is deemed to have occurred if the meeting is held at a prearranged and customary time and location. In case of an emergency, which is so defined by the Co-Chairpersons or any three directors, twenty-four hours' notice shall suffice at which any business is conducted with the exception of bylaws amendments or elections.
6.5 Removal From The Board.
Any member of the Board may be removed for cause at any meeting by a two-thirds vote of the Board members present, providing that written notice has been furnished to all Board members at least two weeks prior to said meeting.
7.1 Positions and Duties.
The officers of the Association shall consist of Co-Chairs, a Secretary, and a Treasurer to be selected from and by the board members. The offices of Secretary and Treasurer may be filled by a single individual who will serve in a dual capacity as Secretary/Treasurer.
a. Co-Chairs: One of the Co-Chairs, as determined between them, shall preside at all meetings of the Board and the Association and shall be ex officio members of all committees. A Co-Chair shall co-sign all checks drawn on Association accounts. The Co-Chairs shall have the right to approve all public statements made on behalf of the Association.
b. Secretary: The Secretary shall be responsible for keeping an accurate record of all business conducted at meetings of the Association.
c. Treasurer: The Treasurer shall be responsible for the Association financial accounts and moneys, shall keep an accurate record of receipts and expenditures, and shall co-sign all checks drawn on the Association account. The Treasurer shall provide a report of the financial state of the association at all general meetings. At the request in writing of any member of the association the books of account of the association shall be opened for inspection.
Other duties of the Board shall include: acting as parliamentarian during meetings (charged with the duty of ensuring orderly proceedings of Board meetings; custodian of all correspondence of the Association (maintaining an orderly file of correspondence produced by and received by the Association); and custodian of the membership list.
These other duties may be performed by any Board member based on time, talent, interest, and willingness to serve. Since the duties must be performed, if no one steps forward voluntarily, the Co-Chairs shall appoint Board members to perform these duties as they deem appropriate.
7.2 Elections.
Each officer shall be elected to serve two (2) year terms.
7.3 Removal.
Any officer may be removed from office for cause at any meeting by two-thirds of the Board members providing that notice has been furnished to the officer and to all other Board members at least two weeks prior to the said meeting.
7.4 Replacement.
When necessary, vacant offices may be filled at any meeting by the Board for the unexpired portion of the term.
Article VIII - Conflict of Interest.
8.1 Definition.
A conflict of interest exists for an Association member or a Board member whenever that person holds a personal financial interest which will be impaired by action or inaction by the Association on a proposal before the membership or Board. Examples of a personal financial interest would include ownership, plans to purchase or involvement in a transaction to buy or sell property the use or control of which is under discussion by the Association or its Board of Directors.
8.2 Declaring A Conflict Of Interest.
Whenever a member or Board member determines that he/she has a conflict of interest relating to an item under discussion, he/she must inform the body (Association or Board) hearing the proposal that the conflict of interest exists.
8.3 Abstention From Vote.
Members or Board members shall not vote on matters in which they have a conflict of interest.
Article IX - Grievance Procedures.
9.1 Eligibility to File a Grievance.
A person or group adversely affected by a decision or policy of the Association may submit in writing a complaint to the Co-Chairpersons of the Association.
9.2 Complaint Process.
Within a reasonable time following receipt of a complaint, the Co-Chairs for a review of the complaint by the Board of Directors. The Board will make a good faith effort to resolve the complaint with the complainant.
9.3 Final Resolution.
If a resolution acceptable to all parties is reached, it shall be ratified at the next regular meeting of the Board and entered into the minutes of the meeting. If a resolution acceptable to all parties is not reached, the Board shall submit a report and recommendation to the general membership and a final resolution of the complaint shall be by vote of a majority of the membership at a general or special meeting.
The Association shall not discriminate against individuals or groups on the basis of race, religion, color, gender, sexual orientation, age, disability, national origin, income, or political affiliation in any of its policies, recommendations, or actions.
Article X - Amendment of ByLaws.
These ByLaws may be amended at any meeting by a two-thirds vote of the Board provided the amendment(s) has been submitted in writing to the Board at the previous meeting.
Upon the dissolution of the Chatham Court Tenants Association, no member shall have any right nor shall receive any assets of the Association. The assets of the Association are permanently dedicated to a tax-exempt purpose. In the event of dissolution, the Association's assets, after payment of debts, will be distributed to an organization which is tax-exempt under the relevant provisions of the Internal Revenue Code and which exists for community service and not religious purposes.
These ByLaws of the Chatham Court Tenants Association were approved by the Board of Directors on Tuesday, July 15th, 1997.
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