Bylawsc / Proposed WACO Bylaws 2009

WACO Bylaws (2009 edition) Proposed

You may download the latest (PDF) edition here or view them online. You can also view the rationale behind the changes.

ARTICLE I. NAME AND ADDRESS AND TERM

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SECTION 1—NAME AND ADDRESS

The organization will be known as the Willow Area Community Organization ( WACO ), and the mailing address will be P.O. Box 1027 , Willow, Alaska 99688.

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SECTION 2—TERM

The term of the organization will be perpetual.

ARTICLE II. OBJECT

The objects of the Willow Area Community Organization will be as follows:

1. Function as the Willow Community Council, as defined in the Mat-Su Borough Code Chapter 2.76 (see Attachment 1) and as such
   1. Provide a local forum for discussion, participation and comment in matters of concern to the community;
   2. Promote the social, cultural and economic welfare of the Willow area in general.
2. Promote, sponsor and conduct an annual Winter Carnival at Willow, Alaska, in particular;
3. Maintain and operate community public facilities.

ARTICLE III. BOUNDARIES AND MEMBERS

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SECTION 1—BOUNDARIES

Boundaries will be as recognized by the Matanuska-Susitna Borough Assembly (See Attachment 2).

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SECTION 2—MEMBERS

All residents of the WACO area as defined by the Mat-Su Borough are eligible to be members of WACO. Resident is as defined in Mat-Su Borough Code Chapter 2.76 (see attachment 1).

A qualified resident will become a member for the current year, by signing in at a WACO meeting and by so doing avow that they fulfill the requirements of resident as above.

The WACO year is the same as the fiscal year, April 1 till March 31.

Each member will be entitled to one vote and must be present to vote.

ARTICLE IV. ORGANIZATION

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SECTION 1—BOARD

The Board will consist of seven elected members.

They will be elected to serve a two year term by the membership at the annual general meeting. The terms will be staggered so that three will be elected in odd years and four will be elected in even years.

The seats will be numbered 1 to 7. Any member of WACO may run for any one seat.

The new Board members will be seated at the next meeting and the first order of business at that meeting will be for the Board to:

1. Elect the President and Vice President from amongst themselves:
2. Elect a Treasurer and Secretary:
3. Appoint a Carnival Manager to be responsible for planning and directing a winter carnival for the benefit of WACO;
4. Appoint a Public Facilities Manager to oversee scheduling and use, maintenance and operation of local public facilities.

The Board will be responsible for all decisions concerning finance, employees, the public facilities, the winter carnival and other events sponsored by WACO , except where that authority has been given to another entity by the Board or the bylaws.

The membership will be responsible for all decisions which are considered the province of the community council and affect the community as a whole. The agenda for each meeting will indicate whether a particular item is anticipated to require a membership vote; provided, however, that the final determination of that requirement will be made by the board during approval of the agenda.

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SECTION 2—OFFICERS

Officers will be: President, Vice President, Secretary, Treasurer.

More than one office may be held by the same person, except President & Secretary.

1. PRESIDENT will be the chief executive officer of WACO and the Board. The duties of the President will be as follows:
   1. Determine the agenda, order of business, preside over and conduct the meetings of the organization in accordance with its Bylaws;
   2. Serve as principle contact of the organization and direct its activities;
   3. Determine necessity of special meetings of WACO and make proper public notification of the date, time, place and purpose of the meetings;
   4. Assign Board and WACO directives and programs to standing committees, or create special committees;
   5. Assign membership to all standing and special committees not otherwise provided for in the Bylaws and, in general, perform all duties as may be prescribed by the Board of Directors of Willow Area Community Organization as a whole.
   6. Maintain liaison with, and address community needs before local, state and federal jurisdictions and bureaucracies as needed and appropriate.
   7. Identify, define and address community needs as expressed through local public comment, by the Board or WACO as a whole.
   8. Optionally appoint a Sergeant-at-Arms to maintain orderly meetings.
   9. Optionally appoint a Parliamentarian to advise the presiding officer on issues of parliamentary law.
   10. Optionally set up a Governmental Affairs and Public Functions Committee to help perform the above duties.
2. VICE PRESIDENT will assist the President in execution of his/her duties and perform other duties as follows:
   1. Perform the duties of the President in the absence of the President at a meeting or in case the office becomes vacant;
   2. Perform such other duties as may be prescribed by the President, the Board, or WACO .
3. SECRETARY will maintain the seal of the organization, officially record its activities, and perform such duties incident to the office of Secretary, including but not limited to:
   1. Keep minutes of all Board of Directors and WACO meetings;
   2. Serve as custodian of all records, documents and correspondence;
   3. Maintain a current set of the Articles of Incorporation and Bylaws of WACO available to all;
   4. Post the agenda for each meeting a week before said meeting at the following locations: one at each entrance of the Post Office and one at the Community Center.
   5. Post the unapproved minutes of each meeting within 7 days of the meeting at the above locations.
   6. Keep a log of Board attendance.
   7. Keep a list of current members, so the quorum for regular meetings may be determined.
   8. Attach the sign-in sheet for each meeting with the minutes.
   9. Take actions necessary to keep membership informed of WACO and WACO Board activities by posting public notices, supervision of bulletin board and any other methods of dissemination of information as can be developed.
   10. Supervise and conduct elections and all special votes of WACO and WACO Board by ballot if necessary.
   11. Perform such other duties as may be prescribed by the President, the Board, or WACO .
   12. Optionally set up a Communications Committee to help perform the above duties.
4. TREASURER. Will be the financial officer of the organization and perform such duties as are incidental to the office of Treasurer, including but not limited to:
   1. Charge and custody of all accounts, receipts, and financial assets of WACO , collection and disbursements of such funds as required in keeping with prudent financial practices and policies established by the Board of Directors or WACO as a whole;
   2. Maintain bookkeeping and records of such accounts and release them to the Audit Committee upon request.
   3. Prepare an annual budget by April to be approved by the Board at the May meeting.
   4. Optionally set up a Finance Committee to help perform the above duties.
5. SERGEANT-AT-ARMS. A Sergeant-at-arms may be appointed by the President and will serve at the pleasure of the President.
6. PARLIAMENTARIAN. A Parliamentarian may be appointed by the President and will serve at the pleasure of the President. Duties of the Parliamentarian are as follows:
   1. Advise the presiding officer on agenda and organization of meetings.
   2. Advise the presiding officer on questions of procedure.

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SECTION 3—REPRESENTATION OF THE ORGANIZATION

1. No officer, Board member or member of WACO will purport to represent the views or interests of WACO without the express authorization of the Board.
2. Where a designated representative speaks on behalf of WACO the representative will be prepared to provide information indicating the results of any voting at meetings or other action by WACO.
3. In cases where immediate action is required by WACO to respond to a request for a recommendation on a given issue, and time does not allow for a meeting to be called, the President may respond to the situation. However, in such cases, the President will report on the action at the next meeting.

ARTICLE V. COMMITTEES

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SECTION 1—PERMANENT COMMITTEES

There will be 2 permanent standing committees of WACO . Each chairperson will recruit his/her own members or may ask the President for assistance.

1. TRAILS COMMITTEE:
   1. Any eligible member of WACO may be a member.
   2. Will consist of a Chair and not less than two members.
   3. Chair will be appointed by the WACO President.
   4. Will report to and advise WACO on recreational trail related issues.
   5. May have their own bank account and mailing address. May designate their own Treasurer, who will file an annual financial report (for the fiscal year) with WACO ‘s Treasurer and, upon request, make books and records available to the Audit Committee.
2. COMMUNITY EMERGENCY RESPONSE TEAM :
   1. Anyone who has an interest in Emergency Preparedness in Willow and who has taken the 20 hours Training Course given by the Matanuska-Susitna Borough may be a member.
   2. Will consist of a Chair and not less than two members.
   3. Chair will be appointed by the WACO President.
   4. Will report to and advise WACO on local emergency preparedness issues.

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SECTION 2—AUDIT COMMITTEE

An audit committee of three persons, with at least one person having a financial background, will be appointed by the President with the consent of the Board to review the books and records of the organization. This will be done annually or whenever deemed necessary by the Board. No members of the Finance Committee may serve on the Audit Committee.

ARTICLE VI. MEETINGS

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SECTION 1—PRESIDING AUTHORITY

Meetings will be presided over by the President or, in his/her absence, the Vice President. In absence of both, an acting President may be appointed by the Board or the President.

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SECTION 2—FREQUENCY OF MEETINGS

1. Annual Meeting—Will be set by the Board in April of every year for conduct of elections, annual reports, and other business of the Willow Area Community Organization.
2. Regular/Board Meetings—Will be held once a month as set by the President. The meeting will be considered a regular meeting unless the quorum is not met, in which case it will be considered a board meeting.
3. Special Meetings—Will be held when deemed necessary by the President, or the Board.

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SECTION 3—QUORUMS

1. Annual Meeting—A quorum at an annual meeting for election of Board members will be 20 members or 10% of the membership, whichever is greater.
2. Board Meetings—A quorum at a Board meeting for any business of the Willow Area Community Organization will be no less than a majority of the Board.
3. Regular/Special Meeting—A quorum will be the same as the Annual Meeting.
4. A quorum for each meeting is to be established at the beginning of each meeting.

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SECTION 4—NOTICE

1. Notice of meetings and agenda for all annual, regular and Board meetings will be advertised throughout the community area and posted at least seven days in advance in conspicuous locations throughout the area.
2. For special meetings and public hearings, a public notice will be given as in Paragraph A above, with a description of the purpose of the meeting, and its time and place, at least two weeks in advance.
3. All efforts should be made to contact all Board members.

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SECTION 5—CONDUCT OF MEETINGS

1. Meetings will be conducted under Robert’s Rules of Order, Rev., to the extent that they are not in conflict with these bylaws or with the Open Meetings Act of Alaska.
2. Will be presided over by the President, or in his absence, the Vice President, or a duly appointed Acting President.
3. Although only members of the Board are allowed to vote at Board meetings, the public will be given the opportunity to speak before the Board at any meeting. The public is encouraged to attend all meetings.
4. There will be time given to representatives of local organizations to speak at regular and board meetings.
5. The Sergeant-at-Arms may be called upon to take appropriate action if the President or presiding officer determines any person to be out of order at the meeting.
6. At the discretion of the President and a majority vote of the WACO Board any motion may be postponed to the next meeting, one time only.

ARTICLE VII. REMOVAL AND REPLACEMENT OF OFFICERS AND BOARD MEMBERS

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SECTION 1—OFFICERS

1. An Officer may be removed for cause by a two-thirds majority vote of the Board present at any Board meeting if posted two weeks in advance and scheduled on the agenda.
2. In the event an Officer resigns, is removed or is unable to perform the duties of the office, the Board will declare a vacancy and will elect another to the office at the next Board meeting.

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SECTION 2—BOARD MEMBERS

1. A Board Member may be removed for cause by a unanimous vote of all other Board Members at any Board meeting if posted two weeks in advance and scheduled on the agenda.
2. A Board Member may be removed for cause by a two-thirds majority of members present at a special meeting called for that purpose or during a regular meeting if scheduled on the agenda. Both must have been posted two weeks in advance.
3. The Board will declare a vacancy upon a Board Member’s resignation, death, removal or failure to maintain eligibility to serve on the Board and the President will, subject to Board approval, appoint a replacement Board Member until the next scheduled election.
4. Three unexcused absences in a year will be grounds for removal of any Board member. An unexcused absence is one for which a Board member has failed to notify the President or the Secretary that he/she will be unable to attend.

ARTICLE VIII. AMENDMENTS

Amendments to the Bylaws are not allowed if by doing so the Bylaws would then be in violation of Federal, State or Local laws. Amendments to the Bylaws will be made by a 2/3 majority vote of the membership at the annual general meeting of the organization provided that notice has been given as provided in Article VII , Section 4.

ATTACHMENT 1: Matanuska-Susitna Borough Code Chapter 2.76 ATTACHMENT 2: Willow Area Community Organization Boundary Map ATTACHMENT 3: Matanuska-Susitna Borough Resolution 85-163

Bylaws adopted April 9, 1984 by Willow Area Civic Organization and Willow Community Council in joint annual meeting. Corrected to meet minor administrative requirements of Borough Attorney September 11, 1984, and accepted by the WACO Board. Amended at annual meeting April 7, 1986 Amended at annual meeting April 4, 1988 Amended at annual meeting October , 1990 Amended at annual meeting April 5, 1993 along with Articles of Incorporation. Amended at regular meeting November 3, 1997 Amended at regular meeting October 7, 2002 Amended at regular meeting August 1, 2005 Amended at annual meeting April 3, 2006 Revised at regular meeting ???, 2009

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D’l 25m 0′h’4m’President Linda Oxley

D’l 25m 0′h’4m’Secretary ???? Back to top