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WACO Bylaws (2006 edition)

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Contents



BYLAWS OF THE WILLOW AREA COMMUNITY ORGANIZATION

ARTICLE I. NAME AND ADDRESS

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

ARTICLE II. TERM

The term of the organization shall be perpetual.

ARTICLE III. PURPOSE

The purpose of the Willow Area Community Organization shall be as follows:

  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;
  3. Promote, sponsor and conduct an annual State Winter Carnival at Willow, Alaska, in particular;
  4. Maintain and operate community public facilities.

ARTICLE IV. MEMBERSHIP AND BOUNDARIES

SECTION 1—MEMBERSHIP [Top]

Membership in WACO shall be open to all residents of the Willow area. For purposes of participation, "resident" shall be defined as a person whose primary habitation is fixed within WACO boundaries, and to which, whenever absent, the person has the intention to return and/or is a real property owner within the WACO boundaries and must be 18 years of age or older. Each member shall be entitled to one vote.

SECTION 2—BOUNDARIES [Top]

Boundaries shall be as recognized by the Matanuska-Susitna Borough Assembly upon request for such recognition by WACO. (See Attachments 1 & 2).

ARTICLE V. ORGANIZATION

SECTION 1—OPERATION [Top]

WACO shall be operated by a board of elected officers, elected area representatives, and community organization representatives.

  1. Elected officers shall consist of the following officers: Chairperson, Vice Chairperson, Secretary, Treasurer and four Area Representatives and their Alternates.
  2. The Area Representatives or their Alternates are on the Board of Directors and shall be elected for two-year terms as follows: SW and NE during even numbered years, and SE and NW during odd numbered years. They shall be elected from areas shown on the official community council area map. The area boundaries shall be drawn and approved by the Board. They should be periodically reviewed and adjusted if necessary (See Attachment 3). The Alternate shall act in the absence of the representative. Alternates may not be community organization representatives.
  3. Community Organization Representatives. Each Board-recognized participating community organization shall have the right to designate one board director with full voting rights on the Board. It is the responsibility of the Board to review applications from community-service organizations within the community, and grant approval to those it deems appropriate, to appoint a member to the Board. Organizations must notify the Board in writing of their appointed member and make every effort in the interest of continuity to see that the same representative or the designated alternative attends each meeting. For purposes of determining a quorum, these members are not considered elected Board members.
  4. Immediate Past Chairperson. The immediate past chairperson of WACO shall automatically become a full voting member of the Board and shall count as an elected board member for purposes of a quorum. This person shall serve from the end of his/her term of office as Chairperson until the succeeding chairperson replaces him/her. If a chairperson is removed under provisions of Article VIII Sec. 2A, he/she is not eligible for this position.
  5. Parliamentarian. A Parliamentarian shall be appointed to the Board by the Chairperson and shall serve at the pleasure of the Chairperson. 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.
    3. Serve as a non-voting Board member.

SECTION 2—OFFICERS AND DUTIES [Top]

  1. CHAIRPERSON. The Chairperson of WACO shall be elected at the annual meeting occurring in even numbered years. He/she shall be the chief executive officer of WACO and the Board. The duties of the Chairperson shall 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. Serve as Chairperson of the Governmental Affairs and Public Functions Committee, as defined in the Bylaws;
    4. Determine necessity of special meetings of the Board of WACO at large and make proper public notification of the date, time, place and purpose of the meetings;
    5. Assign Board and WACO directives and programs to standing committees, or create special committees;
    6. 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; and
    7. Appoint to the Board a non-voting Sergeant-at-Arms from the general membership to maintain orderly meetings.
    8. Appoint to the Board a non-voting Parliamentarian from the general membership to advise the presiding officer on issues of parliamentary law.
  2. VICE CHAIRPERSON. The Vice Chairperson of WACO shall be elected at the annual meeting occurring in odd numbered years. He/she shall assist the Chairperson in execution of his/her duties and perform other duties as follows:
    1. Perform the duties of the Chairperson in the absence of the Chairperson at a meeting or in case the office becomes vacant;
    2. Chair the Planning and Facility Operations Committee, as defined in these Bylaws;
    3. Perform such other duties as may be prescribed by the Chairperson, the Board, or WACO .
  3. SECRETARY. The Secretary of WACO shall be elected at the annual meeting occurring in even numbered years. The Secretary shall maintain the seal of the organization, officially record its activities, and perform other 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 permanent Chairperson of the Communications Committee as defined by these Bylaws;
    3. Serve as custodian of all records, documents and correspondence;
    4. Maintain a current set of the Articles of Incorporation and Bylaws of WACO available to all;
    5. 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.
    6. Post the unapproved minutes of each meeting within 7 days of the meeting at the above locations.
    7. Keep a log of Board attendance.
    8. Attach the sign-in sheet for each meeting with the minutes.
    9. Perform such other duties as may be prescribed by the Chairperson, the Board, or WACO .
  4. TREASURER. The Treasurer shall be elected at the annual meeting occurring in odd numbered years and shall be the financial officer of the organization and perform such other 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. Serve as a permanent Chairperson of the Ways and Means Committee as defined in these Bylaws.

ARTICLE VI. COMMITTEES

SECTION 1—PERMANENT COMMITTEES [Top]

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

  1. GOVERNMENTAL AFFAIRS AND PUBLIC FUNCTIONS COMMITTEE:
    1. Shall consist of the Chairperson and not less than two members;
    2. Shall be chaired by the Chairperson of the Board or his/her designee;
    3. Shall maintain liason with, and address community needs needs before local, state and federal jurisdictions and bureaucracies as needed before and appropriate.
  2. PLANNING AND FACILITY OPERATIONS COMMITTEE:
    1. Shall consist of the Vice Chairperson and no less than two members;
    2. Shall be chaired by the Vice Chairperson of the Board or his/her designee;
    3. Shall assist the Chairperson to identify, define and address community needs as expressed through local public comment, and as defined by the Board and WACO as a whole;
    4. Shall oversee scheduling and use, maintenance and operation of local public facilities.
  3. COMMUNICATIONS COMMITTEE:
    1. Shall consist of the Secretary and no less than two members;
    2. Shall be chaired by the Secretary or his/her designee;
    3. Shall take actions necessary to keep membership informed of WACO and WACO Board activates by mail-out of the monthly newsletter to all postal patrons, postings of public notices, supervision of bulletin board, and such other methods of dissemination of information as can be developed to maximize public knowledge and understanding of community issues, programs and activities;
    4. Shall supervise and conduct elections and all special votes of WACO and WACO Board by ballot if necessary, as determined by the Chairperson;
  4. WAYS AND MEANS COMMITTEE:
    1. Shall be chaired by the Treasurer or his/her designee;
    2. Shall consist of the Treasurer and no less than two members;
    3. Shall assist the Treasurer in maintaining the record and accounts and general financial integrity of the organization;
    4. Shall, in concert with the Chairperson, the Board, and other committees, plan, organize and oversee fundraising activities of WACO ;
    5. Shall prepare an annual budget by April to be approved by the Board in the May meeting;
  5. COMMUNITY DEVELOPMENT COMMITTEE:
    1. Shall consist of representatives of the following: Willow Trails Committee; Willow Emergency Services; WACO Vice Chairperson; Willow Chamber of Commerce; Willow PTA; Willow Road Service Area Board; Willow Lions Club; Willow Seniors; Willow Library Association and such other persons as may be appointed by the WACO Chairperson and four members at large(enone from each of the four Willow area but not the Area Representatives;
    2. The WACO Chairperson shall designate a committee chair from the members.
    3. The WACO Community Development Committee gathers developmental proposals from individuals, organizations and agencies, which impact the Willow area. CDC will suggest and review projects for the Willow area and present them to WACO . Representatives will work with State Representatives and Borough Representatives in support or opposition to issues of concern as directed by WACO . CDC Representatives will be given their direction by vote of the WACO Board and WACO membership;
    4. After approval by the Board, the committee shall present its priority project list to the Borough and the State.
    5. CDC will be responsible to complete and update the Willow area action plan as directed by WACO .
  6. STATE WINTER CARNIVAL COMMITTEE:
    1. Shall consist of WACO board members, including the elected officers, all area reps., and alternates, and all community organization representatives to the WACO board and volunteers from the general membership;
    2. Shall be chaired by a member nominated by the committee and approved by the committee;
    3. Shall exist for the purpose of planning and directing a winter carnival for the benefit of WACO .
    4. Shall submit a budget and request for funds to WACO and provide monthly progress reports to WACO .

SECTION 2—AUDIT COMMITTEE [Top]

An audit committee of three persons, with at least one person having a financial background, shall be appointed annually in March by the Chairperson with the consent of the Board to review the books and records of the organization. No members of the Ways and Means Committee may serve on the Audit Committee.

SECTION 3—SPECIAL STANDING COMMITTEES [Top]

  1. A group of individuals organized for a common purpose which lies within the purpose of the Willow Area Community Organization as stated in Article III of the Bylaws may, with the approval of the Board of Directors, be designated a special standing committee of WACO .
  2. Such committees may adopt their own bylaws to the extent they are not in conflict with WACO's Bylaws; may elect officers and may keep their own bank account or maintain a separate fund in WACO 's account.
  3. Any such bylaws or amendments proposed shall be subject to review and approval by the Board of Directors prior to adoption.
  4. The special standing committee shall file an annual financial report with WACO and, upon request, make books and records available to the Audit Committee.

ARTICLE VII. MEETINGS

SECTION 1—PRESIDING AUTHORITY [Top]

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

SECTION 2—FREQUENCY OF MEETINGS [Top]

  1. Annual Meeting—Shall 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 Meetings—Shall be held in conjunction with Board meetings except in April at the annual meeting.

SECTION 3—QUORUMS [Top]

  1. Annual Meeting—A quorum at an annual meeting for election of officers shall be no less than 25 person.
  2. Regular Meetings—A quorum shall be the same as for the annual meeting ( 25 persons).
  3. Board Meetings—A quorum at a Board meeting for any business of the Willow Area Community Organization shall be no less than a majority of the elected Board of Directors.
  4. Special Meeting—A quorum shall be no less than a majority of the elected Board of Directors; i.e. five ( 5 ) elected members.
  5. A quorum for each meeting is to be established at the beginning of each meeting.

SECTION 4—NOTICE [Top]

  1. Notice of meetings and agenda for all annual, regular and board meetings shall 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 shall 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 elected Board members.

SECTION 5—CONDUCT OF MEETINGS [Top]

  1. Shall be presided over by the Chairperson, or in his absence, the Vice Chairperson, or a duly appointed Acting Chairperson.
  2. Although only members of the Board are allowed to vote at Board meetings, the public must be given the opportunity to speak before the Board at any meeting. The public is encouraged to attend all meetings.
  3. Meetings shall be conducted under Robert's Rules of Order, Rev., to the extent that they are not in conflict with these bylaws.
  4. The Sergeant-at-Arms may be called upon to take appropriate action if the Chairperson or presiding officer determines any person to be out of order at the meeting.
  5. Any action taken by vote of the general membership shall not be rescinded or changed unless by subsequent vote of the general membership.
  6. At the discretion of the Chairperson and a majority vote of the WACO Board any motion may be postponed to the next meeting, one time only.

ARTICLE VIII. TERMS OF OFFICE

SECTION 1—TERMS [Top]

Terms of office in the Willow Area Community Organization shall be as follows—

  1. All elected officers and elected Board members shall be elected by a simple majority of a quorum of the membership at large at the annual meeting in April.
  2. Annual elections shall be conducted by the Secretary with the assistance of the Communications Committee and shall be by ballot.
  3. Term of office for all officers and elected Board members is two years. Board members may serve consecutively as often as elected or appointed.

SECTION 2—REMOVAL AND REPLACEMENT OF OFFICERS OR BOARD MEMBERS [Top]

  1. An officer or Board Member may be removed for due cause† † i.e: behavior that violates the aim and purpose of the community council. by a two-thirds majority vote of the Board of Directors present at any legal Board meeting;
  2. An officer or Board Member may be removed for due cause† at any duly posted special meeting called for that purpose or during regular meetings of WACO , if posted two weeks in advance and scheduled on the agenda, by a two-thirds majority of members present.
  3. In the event of removal or resignation the Chairperson shall, subject to Board approval, appoint replacement Board members or officers until the next scheduled election.
  4. Three unexcused absences in a year shall be grounds for removal of any elected officer or Board member. An unexcused absence is one for which an Officer or Board member has failed to notify the Chairperson or the Secretary that he/she will be unable to attend, or for which an Area Representative has no Alternate present and has failed to notify the Chairperson or Secretary.

ARTICLE IX. AMENDMENTS:

Amendments to the Bylaws shall be made at a regular meeting of the organization provided that notice has been given as provided in Article VII , Section 4 .

ATTACHMENT 1: Matanuska-Susitna Borough Resolution 85-163
ATTACHMENT 2: Willow Area Community Organization Boundary Map
ATTACHMENT 3: Elected Area Representative Boundary Map

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 annual meeting November 3, 1997
Amended at annual meeting October 7, 2002
Amended at annual meeting August 1, 2005
Amended at annual meeting April 3, 2006


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Note: A map of WACO’s boundaries and the areas with representatives may be found here


Willow Area Community Organization
Linda Oxley, Chair
PO Box 1027 • Willow • AK 99688
chair@waco-ak.org

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