Bylaws of "Friends of the Cedar Lane Dog Park"
ARTICLE I – NAME, PURPOSE.
Section 1: The name of the organization shall be “Friends of the Cedar Lane Dog Park.”
Section 2: The “Friends of the Cedar Lane Dog Park” is an organization of individuals committed to the establishment of a fenced-in, off-leash dog park within the boundaries of Ossining, New York, where well-behaved canine citizens can exercise in a clean, safe environment without endangering or annoying people, property or wildlife. In partnership with the community and Ossining Recreation, the group will work to develop a beautiful, well-maintained space open to all dog lovers and friends who are willing to uphold the park’s rules and restrictions.
ARTICLE II – MEMBERSHIP.
Section 1: The membership of this organization shall consist of two classes of members, the first class designated “Active” and the second class designated “Supporting.”
Class One [Active] consists of Members of the Board of Directors. Active members are eligible to vote on matters concerning everyday operation of the Park.
Class Two [Supporting] consists of any individual or organization supporting the purpose and mission of the Friends of the Cedar Lane Dog Park. Supporting members are ineligible to vote on everyday matters concerning the Park but are eligible to vote in yearly elections.
All memberships shall be $20.00 per year payable in June.
ARTICLE III – MEETINGS & NOTICES
Section 1: The Board of Directors shall hold regular monthly meetings. Such monthly meetings may be held without notice and may be deferred by a majority vote of Active members.
Section 2: Other than regular monthly meetings, special meetings of the Board of Directors may be called by the Chair or by two Board members. Such meetings may be held without advance notice, and may be held by conference telephone, video screen communication, or other electronic communications, including but not limited to email. Participation in a meeting under this section shall constitute presence in person at the meeting if all of the following apply:
1.Each Board member participating in the meeting can communicate with all other Board members;
2.Each Board member has the opportunity to participate in all matters before the Board, including the capacity to propose, or to interpose an objection to, a specific action to be taken; and
3.The Board has adopted and implemented a means of verifying both of the following:
1.A person participating in the meeting is a Board member; and
2.All actions of or votes by the Board are taken or cast only by Board members and not by persons who are not Board members.
Section 3: General Meetings of Active and Supporting members may be held when needed as called by the Chair. Active and Supporting members may receive notice of general meetings at least ten (10) days in advance personally, by telephone, by email, or by facsimile.
Section 4: The annual meeting shall take place in October of each year, and requires a quorum of five percent of the membership to attend. Active and Supporting members shall receive notice of the annual meeting at least ten (10) days in advance personally, by telephone, by email, or by facsimile.
Section 5: A majority of Board members present, whether or not a quorum is present, may adjourn any meeting to another place and time.
Section 6: All meetings shall be conducted according to Roberts’ Rules of Order.
ARTICLE IV – BOARD OF DIRECTORS
Section 1: Board Role, Size, Compensation. The Board is responsible for overall policy and direction of the “Friends of the Cedar Lane Dog Park,” and delegates responsibility for day-to-day operations to the committee chairs and members. The Board shall have four members: A President, a Vice President, a Secretary and a Treasurer. The Board shall have receive no compensation. There shall be a nonvoting Advisory Committee as appointed by the Board.
Section 2: Regular Meetings. The Board shall meet at least once a month, at an agreed upon time and place.
Section 3: Election of Directors. Board members will be elected by a simple majority vote of the Active membership as present at the annual meeting. The Board must be comprised of residents of the Village or Town of Ossining, including the unincorporated portion of the town outside.
Section 4: Terms. All Board members shall serve a one year term , but are eligible for re-election.
Section 5: Quorum. A quorum must be attended by at least 50 percent of the Board members before business can be transacted or motions made or passed.
Section 6: Officers and Duties. There may be four officers of the Board, consisting of a President, Vice President, Secretary, and Treasurer. Officers will be elected by the Park members at the annual meeting.
Duties of the Board of Directors are as follows:
The President shall convene regularly scheduled Board meetings, shall preside or arrange for other officers to preside at each meeting in the following order: Vice President, Secretary, and Treasurer.
The Vice President will chair committees on special subjects as designated by the Board.
The Recording Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all Board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board member, and assuring that good records are maintained.
The Treasurer shall make a report at each Board meeting. Treasurer shall chair the finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to Board members and the public.
Section 7: Any action that the Board of Directors is required or permitted to take may be taken without a meeting if all Board members consent in writing to the action. All such consents shall be filed with the minutes of the proceedings of the Board of Directors.
Section 8: All Board members shall have access to the Internet, including email. All Board members who currently do not have access to the Internet, including email, shall obtain such access before reelection to a new term on the Board of Directors. Persons without access to the Internet, including email, are ineligible to be nominated for membership on the Board of Directors.
Section 9: Vacancies. When a vacancy on the Board exists, nominations for new members may be received from present Board members by the Secretary two weeks in advance of a regular Board meeting. These nominations shall be circulated among Board members in advance of a regular Board meeting, and shall be voted upon by Board members. These vacancies will be filled only to the end of the particular Board member’s term.
Section 10: Resignation, Termination and Absences. Resignation from the Board must be in writing and received by the Secretary. A Board member shall be removed from the Board if she or he has three unexcused absences from regular Board meetings in a year. A Board member may be removed for other reasons by a three-fourths vote of the remaining Board members.
ARTICLE V – COMMITTEES
Section 1: Standing Committees of the organization are Finance/Fundraising; Communications; ; Site Maintenance ; and Outreach/Networking. The Board may also create committees as needed. The Chair approves all committee chairs.
Section 2: The Chairpersons of each committee serve as members of the Executive Committee. Except for the power to amend the Bylaws, the Executive Committee shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board of Directors with regard to their committee subject to the direction and control of the Board of Directors with the exception of the disbursement of funds. The Treasurer shall be the Chairperson of the Finance Committee.
ARTICLE VI – AMENDMENTS
Section 1: These Bylaws may be amended when necessary by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to all Board members before approval.
The Bylaws were approved at a meeting of the Board of Directors of the “Friends of the Cedar Lane Dog Park” in December 2006..
