Pages Navigation Menu

HIA Bylaws

CODE OF REGULATIONS OF THE HARTWELL IMPROVEMENT ASSOCIATION, INC.

ADOPTED OCTOBER 19, 1982

REVISED FEBRUARY 17, 1998

 

ARTICLE I

NAME

The name of this organization shall be The Hartwell Improvement Association, Inc.

ARTICLE II

PURPOSE

The following are the purposes of the Association:

A.  To provide a forum for those persons interested in promoting the general welfare of the neighborhood of Hartwell within the City of Cincinnati, Ohio.

B.  To educate the residents and businesses of the neighborhood as to the issues, public and private, which confront them.

C.  To foster pride and involvement in the affairs of the neighborhood.

D.  This association is organized exclusively for charitable, religious, educational and scientific purposed including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under S501(c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).  No part of the net earnings of the Association shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposed set forth in this Article.  No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in, (including publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these Articles, the Association shall not carry on any other activities not permitted to be carried on by: (A) corporation exempt from federal income tax under 8501(c) (3) of the Internal Revenue Code of 1954 (or corresponding provision of any future United States Internal Revenue Law) or, (B) corporations contributions to which are deductible under 8170(c) (2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law).

ARTICLE III

For Association purposes, the neighborhood of Hartwell shall be considered a community within the corporate limits of the City of Cincinnati, Ohio, the geographical boundaries of which community are defined by the City Planning Commission of Cincinnati in a document entitled Definition of Neighborhoods,

Or any document or successor document thereto.

ARTICLE IV

MEMBERSHIP

A.  Any person (who is at least 17 years of age in the case of natural persons) who owns property in Hartwell, or who resides in Hartwell, or who is a principal owner or operator of a business or manufacturing establishment in Hartwell, is eligible for membership in the Association.

B.  Persons eligible shall become members upon their presentation to the Corresponding Secretary of the Association of their name and the address of the Hartwell property they own, or reside in, or the address of the business or manufacturing establishment in which they are a principal owner or operator and upon payment of annual dues, if assessed.

C.  Each member of the Association shall have one vote on all matters brought before the membership.  No proxy votes shall be authorized.

D.  The membership may assess dues as a requirement for membership.  Such assessment, if any, shall be decided upon at each Annual Meeting of the Association.  The dues shall be payable by the following January 1st.

E.  Any member may resign from membership by requesting the secretary to remove his or her or its name from the membership list.

F.  If member shall be removed from the membership list upon a determination that the member is not a resident of Hartwell, or is not a principal owner or operator of a business or manufacturing establishment in the neighborhood.   Said determination will take place at a meeting of the Association by a majority of the members present, a quorum having been established.  The member against whom one or more of the above allegations are make shall be notified of the specific allegations and the date, time and place of the meeting at which removal will be considered.  Notice will be sent by certified U.S. Mail directed to the address given to the Corresponding Secretary pursuant to Article IV-B of this code.  However, the Corresponding Secretary may remove from membership any member that has not paid his or her annual dues within sixty (60) days after the due date, without such vote or notification.

G.  Section IV-C notwithstanding any member can be removed from a meeting when that members conduct is so obnoxious or outrageous as to keep the membership from its deliberation or voting.

ARTICLE V

MEETINGS & QUORUM

A.  Regular meetings of the Association shall be held on the third Tuesday of each month at a time and place designated by the membership by resolution at the annual meeting.  This resolution shall be considered adequate notice to all members of regular meetings of the Association in accordance with section 1702.18 of the Ohio Revised Code.

B.  Special meetings of the Association may be called by the President, or by a majority of the Board of Trustees, or by twenty-five (25) members.  When a special meeting is called by any of the parties above, the Corresponding Secretary of the Association shall be notified of the time, date and place of the meeting.  The Corresponding Secretary shall then make a reasonable attempt to contact each member to notify him or her of the meeting.

C.  No meeting of the Association shall be held outside Hartwell, and meetings shall be scheduled on a day and at a time calculated to permit as many members as possible to attend.

D.  Ten (10) members present at any meeting shall constitute a quorum for business.

E.  For purpose of Section 1702.16 of the Ohio Revised Code, the regular meeting held in May of each year shall be deemed the Annual Meeting of the Association.

F.  Meetings shall be conducted in accordance with Roberts Rules of Order, Revised.

ARTICLE VI

BOARD OF TRUSTEES

A.  The Board of Trustees of the Association shall be composed entirely of the following officers of the Association:  President, Vice-President, Recording Secretary, Corresponding Secretary, and Treasurer.

B.  Individually, the Officers of the Corporation shall perform the same duties with respect to the Board of Trustees as they do with regard to the Association.  Their terms of membership on the Board shall be concurrent with their terms as Officers.

C.  Regular meeting of the Board, if any, will be determined by the Board of Trustees.  Special meetings of the Board may be called by any member of the Board.  Any member calling a special meeting must make a reasonable effort to contact other members of the Board as to the time, date, and place of the meeting.

D.  The quorum for any meeting of the Board of Trustees shall be three (3).

E.  The Board of Trustees may adopt such other rules as it deems necessary to conduct its business.

ARTICLE VII

OFFICERS

A.  The officers of the Association shall be a President, a Vice-President, a Recording Secretary, a Corresponding Secretary, and a Treasurer.  All officers shall be members of the Association.  The term of office for each officer shall be one year.

B.  Officers shall be elected at the annual meeting (May).  Nominations will be taken from the floor and a secret ballot will be utilized.  The newly elected officers shall assume their duties at the first meeting following their election.

C.  Any officer can be removed from office at any regular meeting of the Association by a three-fourths (3/4) vote of the members present, a quorum being established, provided that the officer whose removal is sought is notified in writing of the allegations make against him or her and by whom they are made.  The notice shall be sent by certified U.S. Mail to the officer’s address as stated on the membership list at least twenty-one (21) days prior to the meeting in which the vote and removal is to be taken.

D.  The President shall preside at all meetings of the Association, and shall do so in a fair and impartial manner; shall make appointments to all committees as may e created by him or her, or the Board, or the membership; and shall give signature when necessary.

E.  The Vice-President will engage in such other duties as the President may elect.  Upon the death, resignation or removal from office of the President, the Vice-President will become President of the Association.  In such case, the membership shall elect a new Vice-President at the next regular meeting of the Association.

F.  The Recording Secretary shall maintain the official copy of this Code of Regulation as well as all other official documents of the Association, shall record the minutes of all meetings of the Association, and shall read them when called upon, and shall notify the committee of matters referred to them.

G.  The Corresponding Secretary shall maintain an accurate role of members and shall prepare all correspondences for the President’s signature or the signature of another officer if appropriate.

H.  The Treasurer shall maintain accurate financial records of the Association and report them when called upon to do so; shall receive all monies paid to the Association and deposit them in the appropriate accounts and shall make all disbursements as are authorized by the membership or Board of Trustees.

I.  Except for the office of President, vacancies in any office shall be filled by nomination and vote of the membership at the next regular meeting of the Association after the vacancy occurs.

ARTICLE VIII

AMENDMENTS

Proposed amendments to this Code may be presented at any regular meeting of the Association.  It shall be written and read to the membership upon presentation.  They shall then be published in the Association’s newsletter, if any is published, prior to the next meeting of the Association.  They shall be adopted if agreed to by three-fourths (3/4) of those members at the next regular meeting, a quorum having been established.  Amendments to the proposed amendments shall be presented in writing and may be considered and adopted at the regular meeting then considered the original proposal.

 

– end of document-