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Airport Gardens Neighborhood Association
Milwaukee, Wisconsin


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BY-LAWS
Second Draft 3/6/09


ARTICLE I – NAME
The name of the organization shall be "Airport Gardens Neighborhood Association."

ARTICLE II – LOCATION
The organization shall be located in the City and County of Milwaukee, State of Wisconsin, in the area which is bounded on the north by East Howard Avenue beginning at South Howell Avenue eastward to the intersection of South Whitnall Avenue, then proceeding southeast on Whitnall Avenue to the intersection of South Brust Avenue, then south on South Brust Avenue to East Layton Avenue, then westward on East Layton Avenue to the intersection of South Howell Avenue, then north on South Howell Avenue back to East Howard Avenue. Excluded in these boundaries is property owned by Milwaukee County.

ARTICLE III – PURPOSE
The purpose of the organization shall be:
   A. To promote the welfare and safety of its members.
   B. To preserve stability and property values of the neighborhoods within the stated location.
   C. To build, maintain, and promote an attractive appearance throughout the stated location.
   D. To patronize, promote, and encourage appropriate businesses within the stated location.
   E. To create and foster closer communication with City and County governments in matters related to, but not limited to, property, events, and concerns within the stated location.
   F. To promote long-term economic growth in the City of Milwaukee and Milwaukee County through sustainable development in our community with particular emphasis on our neighborhoods.

ARTICLE IV — MEMBERSHIP
   A. Any adult person of good moral character that resides within the stated location; or operates a business within the stated location; or owns property within the stated location is eligible for membership.
   B. All applications for membership must be in writing on forms prescribed by the Board of Directors and accompanied by the payment of dues prescribed by the Board of Directors at the time of application.
   C. An applicant is accepted for membership by a favorable vote of a majority of the Directors present at the board meeting at which said applicant is voted upon.
   D. No member of the organization may be dropped from membership without just cause.

ARTICLE V — DUES
   A. The annual dues shall be determined by the Board of Directors.
   B. Dues will be due and payable on the last day of January. Charter members shall be exempt from dues for the year 2009.
   C. Dues may be prorated if membership takes place amid the fiscal year period.
   D. Dues notices shall be given to the members at least thirty (30) days before date payable. Any member whose dues are in arrears for a period of sixty (60) days shall forthwith be suspended from membership. Any member whose dues are in arrears for a period of ninety (90) days shall automatically cease to be a member and must reapply for membership. The Treasurer shall maintain a membership roster along with a record of the dues payments.


ARTICLE VI – FISCAL YEAR
The fiscal year of the corporation shall commence on January 1 and end on December 31 of each year.

ARTICLE VII— MEETINGS
   A. Regular meetings of the members shall be held at least ten (10) times annually on and at such time and place as may be designated by the Board of Directors.
   B. Special meetings of the membership may be called by the Board of Directors or by the Secretary upon receipt of a written request of five (5) members in good standing specifying the purpose of such call. At such special meetings no business shall be transacted except that specified in the notice thereof.
   C. Notice of every membership meeting, whether regular or special, shall be provided to each member at least three (3) days prior to such meeting.
   D. At all membership meetings, each member shall be entitled to one vote. Ten (10) percent of the members in good standing shall constitute a quorum for the transaction of business at any regular or special membership meeting.
   E. Regular meetings of the Board of Directors shall be held monthly at a place, date and hour determined by the Board of Directors.
   F. Special meetings of the Board of Directors may be called at any time by the President or by a majority of the Board of Directors.
   G. A majority of the Board of Directors shall constitute a quorum for the transaction of business at any regular or special board meeting.

ARTICLE VIII— BOARD OF DIRECTORS
   A. The governance of this organization shall be vested in a Board of Directors consisting of not less than three (3) or no more than eleven (15) members elected by the membership. Their election shall take place prior to, but no later than, the last membership meeting of the year by secret ballots cast by the members in attendance. The new board members shall begin their term at the first board meeting of the ensuing year.
   B. The members of the Board of Directors shall hold office for one (1) year, except when filling an unexpired term.
   C. Subsequent to the election of the Board of Directors the newly elected board shall appoint the officers of this organization. All officers must be elected directors. No officer may hold the same position for more than two (2) terms.
   D. The removal or resignation of any director and the filling of the resulting vacancy shall be dealt with by the Board of Directors. Such removal and replacement shall require a majority vote of the directors present at the board meeting at which such question is considered. Just cause must be presented in order to remove a director.

ARTICLE IX — OFFICERS
   A. The Board of Directors shall appoint the following officers: President, Vice-President, Secretary, and Treasurer. The same person may hold the offices of Secretary and Treasurer if the Board of Directors deems it necessary to so order.
   B. The President shall be the executive head of the organization, and shall preside at all meetings of the membership and at all meetings of the Board of Directors, and shall perform all other duties as usually devolve on such office.
   C. The Vice-President shall discharge the duties of the President in the event of the President's absence or disability for any cause whatsoever.
   D. The Secretary shall record the proceedings of the membership and board meetings, countersign all documents executed by the organization, notify the members of all membership meetings, act as custodian of all official records of the organization, and carry on the correspondence of the organization.
   E.  The Treasurer shall keep and account for all monies, credits, and property of any and every nature of the organization which shall come into the Treasurer's hands, and render at each membership and board meeting, an account of monies received and disbursed, and of money and property on hand.
   F. All officers of the organization shall perform such additional duties as may from time to time be required by the Board of Directors.
   G. The term of office for each officer of this organization shall be one (1) year.
   H. Any officer may be removed from office by the Board of Directors for just cause.
   I. In the event of the resignation or removal of an officer the Board of Directors shall appoint an interim officer to fill the vacant position.

ARTICLE X — COMMITTEES
   A. There shall be three (3) standing committees designated as: Public Relations, Membership, and Finance. There shall be additional special committees as the President or Board of Directors consider necessary.
   B. The President shall appoint the chairperson of all standing and special committees.
   C. In addition to any other special committees the President may appoint, he/she shall appoint a Nominating Committee of three (3) members in September of each year and an Auditing Committee of three (3) members to perform an audit of the organization's books.
   D. All committee chairmen shall report their activities regularly to the Board of Directors. No committee shall act independent of the Board of Directors' authority, and shall also give a report of their activities at membership meetings when called upon to do so.

ARTICLE XI — GENERAL LAWS
   A.. All meetings of the corporation shall be conducted pursuant to Robert's Rules of Order Revised except as otherwise provided in these By-Laws. The Rules of Order may be suspended by a majority vote of those in attendance.
   B. The funds of the corporation shall be kept on deposit in a financial institution designated by the Board of Directors.

ARTICLE XII — AMENDMENTS
These By-Laws may be amended at any regular or special meeting of the membership by a two-thirds (2/3) vote of the members present, provided that all members are sent a written copy of such proposed amendment at least five (5) days before the meeting at which it will be acted upon.

These By-Laws have been drafted and revised for presentation at the March 23, 2009 membership meeting.

Submitted by

James Baker