March 2018 Board Meeting

March 27, 2018 6:30 – 8:00 p.m.

Cleveland Neighborhood Association Office

3333 Penn Ave N Minneapolis, MN 55412

Our Mission

The mission of the Cleveland Neighborhood Association is to protect and promote the interests of the residents and business owners by representing the neighborhood in all levels of government planning, promoting resident involvement and community building, researching and evaluating the assets and needs of the community, developing and implementing plans and programs that will maintain the assets and address the needs, communicating to, educating and involving the residents and collaborating with other neighborhoods and agencies in realizing the vision of the neighborhood .

Meeting Codes of Conduct

  • All members and guests must sign in and sign up if they would like to participate in meeting
  • Please turn sound off on any electronic devices during board meetings
  • Guests may not speak unless permissible by board chair
  • Guests may not speak during any motions

Attendance

Members: Kristel Porter (Staff), Jaime Harris, Mitchell Adams, Elaine Roberts-Addy, Kate Herman, Elise Wehrman, and Jonathan Healy. 

  • Guests:
  • Excused Absences: Danecha Goins & Peony Hildreth
  • Unexcused Absences: Brittany Gregory & Al Landers

Agenda

  1. Treasurer’s Report
  2. Approval of March Agenda
  3. Approval of February Minutes
  4. Events Committee Report
  5. Committee and Executive Report
  • Community Development Committee Report
  • Green[ing] Committee Report
  • Crime and Safety Committee Report
  • Youth Committee Report
  • Clean City Project raised $3,000 from MWMO
  • $32 raised for school supplies at the Fair!
  • Events Committee
  • Housing Fair Report
  • LOTD progress
  • Executive Update
  • Review Board Orientation February 17th
  • Rebranding
  • Mission Statement Exercise
  • Board member removal
  • Neighborhoods 2020
  • Guest Speakers
  • Rec Plus
  • Announcements

-Neon Business Incubator April 21st

  • Any other announcements?

Motions

March Agenda Approval

DISCUSSION:
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
Approve Kate Jaime
No nays or abstentions

February  Minutes Approval

DISCUSSION Approve February Minutes
(MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
Approve Kate Jaime
No nays or abstenstions

Finances Acceptance

DISCUSSION: Update from Jamil on income statements profits & loss/contributions/tax forms/change mission statement on 990 to be finalized and sent in as foundations will be looking at this. Goal to be intentional to reach out to more foundations this year. Due May 15th.
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
Motion to approve Finance Report Mitchel Adams Jaime Harris

 

DISCUSSION: New stop sign request;call Phillipe Cunningham  ref number: 4147768 35th and Sheridan to be approved.

Contract Open for Surveillance refunds, Clean for Change. Pump up Spring Clean up, Church Pastor changed. Drop Spring Clean Up Flyers to Block Leaders.

MOTION STATED: MOTION MADE BY: MOTION Seconded by:
No motions

Crime & Safety Committee

DISCUSSION: Finished housing fair, ~500 people attended, March for our lives & convention may have hindered attendance. People enjoyed the DIY workshops, local business donated cookies, coffee etc.. LOD: First choice bands have been reached out to and waiting to hear back. 2 food trucks FROYo Soul, Camden Pet donated $500 for LOD, Camden Lions gave $500. KFAI and North News will advertise. Advertising being worked on for LOD.
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
No Motions

Events Committee

No Motions

Community Development Committee

DISCUSSION: Home renovation loans are ready; contract complete. (CEE and CNA)1-10,000.
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:

Youth Committee

DISCUSSION: Yes from Mississippi watershed for 3000 grant for youth clean up crew. 10 youth recruit from folwell and jordan as well. 2 from cleveland business corridor, adopted 9 sign water drains, greening committee will do composting tutorial, field trip to eureka recycling etc.. Recruiting through North News & Social Media (14+)
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:

 

DISCUSSION Planting, seed distribution, gift card, earth day update,  
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:

Greening Committee

No Motions

Staff Report

DISCUSSION: Brainstorm on how you would start writing your mission statement. Each board member  to write a few sentences and put together to make a mission statement.

Rebranding  committee? Mission statement first  and then rebranding logo.

MOTION STATED

Removal of Brittany Gregory from board due to relocation.

MOTION MADE BY:

Kate

MOTION SECONDED BY:

Elaine

No nays or abstentions

Past Guest Discussion
Guest Discussion:

Announcements

Park and Rec are providing free movie in the park  in Cleveland Park.

Neighborhoods 2020: Restructuring how Neighborhood Associations will be funded. Defunding proposal coming from NCR.

Starting a Business NEON is hosting a free class on 4/18 how to run own business if you take workshop at the end you get a business grant from NEON.

Mitchell: Meeting at UROC March 31st,  from 9-10:30. Propose loan/grant opportunity for residential housing in the neighborhood, for homes built or rehabbed into multi unit/multi generational using the cooperation model for opportunity for part ownership.

BBQ for board meeting at Mitchell’s. Date??

Adjourn

Mitchell moved that the meeting be adjourned, and this was seconded by Kate at 8:20 pm.

Secretary, Jaime Harris

Board Approved: April 24th, 2018

 

February 2018 Board Meeting

February 27, 2018 7:30 – 8:30 p.m.

Cleveland Neighborhood Association Office

3333 Penn Ave N Minneapolis, MN 55412

Our Mission

The mission of the Cleveland Neighborhood Association is to protect and promote the interests of the residents and business owners by representing the neighborhood in all levels of government planning, promoting resident involvement and community building, researching and evaluating the assets and needs of the community, developing and implementing plans and programs that will maintain the assets and address the needs, communicating to, educating and involving the residents and collaborating with other neighborhoods and agencies in realizing the vision of the neighborhood .

Meeting Codes of Conduct

  • All members and guests must sign in and sign up if they would like to participate in meeting
  • Please turn sound off on any electronic devices during board meetings
  • Guests may not speak unless permissible by board chair
  • Guests may not speak during any motions

Attendance

Members: Kristel Porter (Staff), Kate Herman, Elaine Roberts-Addy, Jaime Harris, Elise Wehrman, Peony Hildreth, Al Landers, Brenda Hasan, Jonathan Healy, Mitchell Adams, Danecha Goins.

  • Guests:
  • Excused Absences:
  • Unexcused Absences: Brittany Gregory

Agenda

  1. Treasurer’s Report
  2. Approval of February Agenda
  3. Approval of January Minutes
  4. Events Committee Report
  5. Committee and Executive Report
  • Community Development Committee Report
  • Green[ing] Committee Report
  • Crime and Safety Committee Report
  • Surveillance grants
  • Crime Update
  • Youth Committee Report
  • Cleveland Neighborhood Clean City Project
  • 2018 Budget contingent upon fundraising
  • Events Committee
  • Housing Fair
  • LOTD
  • Executive Update
  • Review Board Orientation February 17th
  • Rebranding
  • Mission Statement Exercise
  • Board member removal
  • Guest Speakers
  • Rec Plus MPRB Moved to March 27th
  • Announcements
  • Park Planning Event
  • Any other announcements?

Motions

No Pending Motions

February Agenda Approval

DISCUSSION Motion to approve February Agenda
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
To approve agenda Jonathan Brenda

No Nays or Abstentions

DISCUSSION Approve January Minutes
(MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
Approve Kate Jaime

January  Minutes Approval

No nays or abstenstions

Finances Acceptance

DISCUSSION: Next meeting will have report, taxes to be reviewed & approved at next meeting, reports will need to be signed by 2 board members, Submitted CPP reimbursement.

Some board attended Meeting for Neighborhoods 2020-pubic comment opening to advocate for Neighborhood associations to stay around

MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
No Motions

Crime & Safety Committee

DISCUSSION: Waiting on documents for surveillance; could take up to 2 months. Will give up up front money and will then be reimbursement. Spring Clean up, Lunch @Tooties. Community Service award metals. Luther Krueger crime prevention specialist. Our neighborhood was chosen to to be researched & studied by U of M. Only need 4 more block leaders out of all blocks. Graffiti on SA has been covered up. Non Gang related.   
MOTION STATED: MOTION MADE BY: MOTION Seconded by:
DISCUSSION: LOTD: Picked movies,music ideas and suggestions, Brenda and Jaime will send names to Kristel/Jonathan. Band finalization, volunteer/housing fair updates, signage for housing fair complete(posters printed)
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
No motions

Events Committee

DISCUSSION: Penn Ave works came to meeting with new ideas for Penn Ave ( North of Lowry to Broadway ~6 months of closure & other intersections that will be closed ~2 months. INformation is being left to construction companies.  Request temporary speed bumps for Queen. Penn ave being closed will cause more traffic in our neighborhood. Pass out info to neighbors. Staging project will be placed in front of the LQ store- surveillance will be on sight. Proposal of art for fenced in area/structure. Mural or photos. Developers NE corner in Folwell and then our corner becomes more appealing… ideas. Retail and housing to spend money in our community.
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:

Community Development Committee

Youth Committee

DISCUSSION: Will update next month Party in the park event/rec plus/ cleveland neighborhood needs a rec center, why don’t they go to park-safety

(lighting & staff) rec plus is paying for movie in Cleveland park. Would like to still do backpack/supplies if Target will sponsor. .Applied for sponsorship from Target. Cleveland Neighborhood Clean City recruit 10 youth- 1 day/week will go out and clean business corridors in all 3 neighborhoods Clev/folwell/Jordan will get $100 stipended, kids go to garden for composting  and other field trip to learn about and understand why trash has a bad effect on water etcc. Learn about recycling, composting and understand why it’s good to keep away from storm drains . Fundraiser at Cub. Cleveland Youth Clean City Project. Short Doc will be created and shown at party in the park.

Highschool age ~14-17 yo kids. Mississippi watershed management put us in the pile of grants! New Belgium Brewery Grant for youth education.

MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
No Motions

Greening Committee

DISCUSSION Updates on meetings for Northside Growers Collective

( growing produce for Wirth/markets)

Updates on garden layout and approval for loaded gift card.

MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
No Motions

Staff Report

DISCUSSION: Board Orientation

Rebranding: New Logo

Removal of board member Brittany Emory because she had to move and child does not go to school here. Recruit board application. Youth on board.? Park Planning Workshops.

MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
Past Guest Discussion
Guest Discussion:

Announcements: Park PLanning meeting

Jonathan moved that the meeting be adjourned, and this was seconded by _Brenda Hasan at 9:20 pm.Adjourn

Secretary, Jaime Harris

Board Approved: March 27th, 2018

January 2018 Board Meeting

January 23, 2018 6:30 – 8:00 p.m.

Cleveland Neighborhood Association Office

3333 Penn Ave N Minneapolis, MN 55412

Our Mission

The mission of the Cleveland Neighborhood Association is to protect and promote the interests of the residents and business owners by representing the neighborhood in all levels of government planning, promoting resident involvement and community building, researching and evaluating the assets and needs of the community, developing and implementing plans and programs that will maintain the assets and address the needs, communicating to, educating and involving the residents and collaborating with other neighborhoods and agencies in realizing the vision of the neighborhood .

Meeting Codes of Conduct

  • All members and guests must sign in and sign up if they would like to participate in meeting
  • Please turn sound off on any electronic devices during board meetings
  • Guests may not speak unless permissible by board chair
  • Guests may not speak during any motions

Attendance

Members: Jonathan Healy, Elise Wehrman, Mitchell Adams, Jaime Harris, Brenda Hasan, Elaine Roberts-Addy, Kristel Porter (Staff), and Kate Herman.

  • Guests:
  • Excused Absences: Danecha Goins, & Peony Hildreth
  • Unexcused Absences: Al Landers & Brittany Gregory

Agenda

  1. Treasurer’s Report
  2. Approval of January Agenda
  3. Approval of December Minutes
  4. Events Committee Report
  • LOTD Budget
  1. Committee and Executive Report
  • Community Development Committee Report
  • Neighborhood Investment Coop
  • Neighborhood Garden Coop
  • Green[ing] Committee Report
  • 2018 Budget
  • Crime and Safety Committee Report
  • Surveillance grants-NRP/Bob Cooper’s response
  • Signage for outside office
  • Crime Update
  • 2018 Budget
  • Youth Committee Report
  • Every 2nd and 4th Saturdays w/ Bethune Elementary & 2nd Harvest
  • 2nd Friday Movie night last time in February!
  • 2018 Budget
  • Events Committee
  • Housing Fair
  • LOTD
  • 2018 Budget
  • Executive Update
  • Review Board Orientation February 17th
  • Newsletter is out!
  • Guest Speakers
  • Penn Ave Works Staging on Lowry and Penn (Oliver Smith)
  • Announcements
  • YMCA Event Saturday @12, 2/3
  • Detox & Yoga Event @ 11 Wirth 2/3
  • Any other announcements?

Motions

January Agenda Approval

DISCUSSION
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
To approve January’s agenda Jonathan Healy Mitchell Adams
No nays or abstentions

December Minutes Approval

DISCUSSION Wasn’t able to get minutes for December as secretary wasn’t present.
(MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:

Finances Acceptance

DISCUSSION- Current Finances and invoicing that reduce the deficit. Identified revenue,grants etc. and numbers will adjust on balance sheet.
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
To approve finances/balance sheet:

Hold off until numbers are finalized

Crime & Safety Committee

DISCUSSION: Block connector meeting annually , Mari with Lucy Laney for traffic safety, Yard Signs.   Approve 2018 Crime and Safety Budget
MOTION STATED: MOTION MADE BY: MOTION Seconded by:
Approve 2018 Crime and Safety Budget Crime & Safety Committee Jaime Harris
No nays or abstentions

Events Committee

DISCUSSION

Band choices for live on the drive, housing fair in March, revist events budget next month

MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
No Motions

Community Development Committee

DISCUSSION: cooperative on 35th/Penn requested funds. Board approved to deny request.

Project Sweetie Pie Requesting Funds for Green House on Dowling for 10,000

Board approved this request.

Approve 2018 Community Development Budget
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
Community Development committee motion denied for request for funds for coop on

35th/Penn

Community Development Committee Mitchell Adams
No nays no abstentions
Community Development committee approves request for $10,000 funding towards the purchase of Green House on 1420 Dowling Ave N with the intention to partner with other investors in the ownership of the business Community Development Committee Jaime Harris
No nays no abstentions

Youth Committee

DISCUSSION: Will update next month
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
No Motions

Greening Committee

DISCUSSION Approve 2018 Green Committee Budget
MOTION STATED: MOTION MADE BY: MOTION SECONDED BY:
Approve 2018 Green Committee Budget

With discussion for disbursement of loaded visa card for volunteers to purchase needs for garden.

Greening Committee Elise
No nays no abstentions

Staff Report

DISCUSSION: Discuss further a more stable garden structure, purchase lot
No Motions
Board approved increase to Executive Directors pay to 52k contingent upon termination of Kesha Walker.

Adjourn

Jonathan Healy moved that the meeting be adjourned, and this was seconded by Elise Werhman at 8:27 pm.

Secretary, Jaime Harris

Board Approved: February 27th, 2018

 

Cleveland Neighborhood Association                               

CLEVELAND NEIGHBORHOOD ASSOCIATION BYLAWS

Article I. Name and Offices

Section 1. General Name

The name of the organization shall be the Cleveland Neighborhood Association, hereinafter referred to as “CNA” or “Association.”

Section 2: Registered Office

The registered office of the Association, at which the general business of the Association shall be transacted and where the records of the Association shall be kept, shall be at a place in the State of Minnesota fixed from the time to time by duly adopted resolutions of the Board of Directors. Until otherwise fixed by the Board, the registered office shall be at Lucy Craft Laney School, 3333 Penn Avenue North, Minneapolis, Minnesota 55412.  The mailing office shall be P.O. Box 11635, Minneapolis, MN  55411.

Article II. Purpose

The purpose of this organization shall be to protect and promote the Cleveland neighborhood and the interests of the residents and business owners within the neighborhood’s boundaries. The area represented by CNA for the purpose of these by-laws is the Cleveland neighborhood, defined as follows: Bounded by Dowling Avenue North on the North, Penn Avenue North on the East, Lowry Avenue North on the South and Xerxes Avenue North on the West. Despite the provision in Article XI, this Article is not subject to change or amendment by CNA Membership or the Board of Directors.

Article III. Membership

Section 1. General Membership

Any citizen of voting age, who resides in, works in or owns a business or property in the area defined in Article II, and can prove residency/employment in accordance with the requirements pursuant to Minn. Stat. §317A.441 (b) (2015)[1], may have membership in the Association. No member shall have a vested right in the term of his or her membership. Membership is not transferable or assignable. No member may vouch for more than three individuals for membership purposes.

 

Section 2. Non-Discrimination

Membership shall be open to all interested persons who meet the requirements of Article III, section 1. No person shall be denied membership in the Association because of race, religious belief, gender, sexual orientation, national origin, economic status, disability, political affiliation or creed.

 

Section 3. Membership Privileges And Duties

  1. Members may speak on the floor at all CNA general and annual meetings regarding issues discussed at such meetings.
  2. Members may make motions at all CNA general and annual meetings.
  3. Each member is entitled to one vote on each matter submitted to a vote of members during all CNA general and annual meetings. A vote is determined by simple majority unless otherwise noted. Absentee and Proxy voting is prohibited.
  4. Members in good standing, as defined below, are eligible to serve on the CNA Board of Directors and/or serve as a chair of any committee appointed or organized by CNA.

 

Section 4:  Members In Good Standing

A member in good standing:

  1. Meets the minimum membership qualifications
  2. Has a completed membership form on file/registered with the CNA.
  3. Has attended two CNA associated meetings within an election cycle.

 

Article V. Meetings

Section 1. Annual Meeting

CNA shall hold an Annual Meeting in October in a public and accessible place. The general membership present at any meeting held in accordance with procedures for calling the meeting shall constitute a quorum. The date, time, and location will be determined by the Board of Directors.

 

The purposes of the CNA annual meeting are:

  1. To elect members in good standing to the CNA Board of Directors
  2. To present reports by the Board of Directors summarizing the past year’s activities and actions for which the Board was responsible
  3. To present financial, membership and audit information by the Board of Directors
  4. To bring forward any business required to be decided on by the general membership

 

Appropriate awards may also be made at the Annual Meeting. Notice of the annual meeting shall be provided by CNA staff.

 

Section 2. Notice

Notice of the Annual Meeting shall be made available to membership at least thirty (30) days prior by announcement in the CNA newsletter, electronic communications, and community newspapers.

 

 

Section 3. Board of Directors Meetings

The Board of Directors shall meet monthly, at a regularly scheduled day and time determined by the Board and posted publicly in a public and accessible place to conduct general Association business.

A standing board meeting date can be scheduled differently from the above-stipulated monthly date up to three (3) times per calendar year. To permit and approve such a change, a seven-day (7) notification must be communicated with current Board members. In addition, the revised meeting date must be posted outside the CNA office and posted on the CNA website within two (2) business days of the decision to change the meeting to the revised date. Meetings canceled due to unforeseen circumstance, such as inclement weather, may be held one week later or rescheduled as needed.

 

Section 4. Special Meetings

Special meetings of the Board of Directors may be called by the Chair or a two-thirds majority of the Board members then in office. Such special meetings shall be limited to the issue(s) for which the meeting was called. Notice of special meetings shall be given to board members at least three  (3) business days in advance of the meeting by personal contact or phone.

 

Section 5. MembershipCalled Special Meetings

The general membership of CNA may request a special meeting of the membership if at least 25 voting members date and deliver to the Chair or Secretary, a written demand for a special meeting. The Board of Directors must call such a meeting within 30 days. The meeting must be held within 90 days. The notice must include the specific purpose for such a meeting.

 

Section 6. Holidays

If a regular board meeting or general membership meeting falls on an official federal holiday, the meeting shall be held on the following Monday, unless otherwise decided by the Board of Directors. Meetings rescheduled due to official federal holidays do not count as a differently scheduled meeting.

 

Section 7. Conduct of Meetings

Robert’s Rules of Order, latest revision, when not in conflict with these by-laws, shall be used to conduct all meetings.

 

Section 8. Voting

Votes will be decided on a simple majority, unless otherwise specified.

 

 

 

Article VI. Board of Directors

 

Section 1.Number and Make-Up of the Board of Directors

The governing body of CNA shall be the Board of Directors which shall be comprised of no less than seven (7) and no more than eleven (11) members. Board members agree to support the mission of the Association. The Board of Directors should reflect and represent the diversity of the neighborhood. To encourage greater representation and diversity of the Board, an attempt should be made to have the following representation: women, men, business owners, renters, landlords (residential or business), persons of color, GLBT, elderly, and single persons. Persons owning property in the Cleveland neighborhood as described in Article II, but do not live in the Cleveland neighborhood shall be limited to a number constituting a minority of the total Board members.

 

Section 2. Term

 The terms of the Board of Directors shall be staggered two (2) year terms.  No board member shall serve more than three (3) consecutive terms (6 years).  A one-year absence from the Board membership is required before a previous member may be eligible for a new term.

 

Section 3. Duties

The Board of Directors shall be responsible for:

  1. Setting and approving strategic direction, policy, and plans for the organization;
  2. Setting and approving a balanced budget and approving expenditures according to policy;
  3. Staffing the organization appropriately according to the strategy and budget
  4. Exercising their fiduciary duties by safeguarding the assets of the Association;
  5. Other duties as required to insure the integrity, mission and operation of the Association.

 

Section 4. Vacancies

Vacancies occurring for any reason between Annual Meetings shall be filled by appointment of the Board of Directors. The appointment shall be for the remaining term of the vacated position. If an appointed director serves more than 50% of the term of an elected director, this will count as one full term and limits for service as defined in Article VI, Section 1. The appointee will face election at the end of the normal term. The Board may select appointees based on their attendance or involvement with the Association’s board meetings, committee meetings or neighborhood meetings.

 

 

 

Section 5. Quorum

A quorum of the Board of Directors shall consist of not less than fifty percent (50%) of the members of the board, of which one must be the Chair or Vice- Chair or their designee.

 

Section 6. Resignation

A board member may resign from the Board at any time and for any reason upon written notice to the Chair. Resignation shall be effective immediately upon receipt by the Chair unless stated in the notice. In the case of resignation, the current term will be counted as one full term, if the director serves more than 50% of the term.

 

Section 7. Removal

A Board member may be removed with or without cause from the Board of Directors by a two-thirds (2/3) vote of the voting general membership in attendance at a regular meeting. Such a vote shall occur at a regular or a special meeting called for that reason with at least five (5) business days notice and with due notification of such action and the right to be heard thereon. A Board member may be removed by a simple majority vote of the Board if he or she misses more than three (3) meetings in a rolling twelve month year  \ or misses two consecutive meetings.

Section 8. Automatic Removal

A board member will automatically be removed, if found to no longer be eligible for General Membership, as defined in Article IV, Section 1. These removals are automatic, and do not require a vote of the general membership.

Article VII. Officers

 

Section 1. Number and Make-Up of Officers

The officers of the Association shall be Chair, Vice-chair, Secretary, and Treasurer. The officers shall work to ensure full and effective participation of all CNA activities by members of the Cleveland Neighborhood, and will ensure that CNA represents the Cleveland Neighborhood’s racial, ethnic, gender, age, religious, sexual orientation, physical abilities, socio-economic and political affiliation diversity.

 

Section 2. Election and Term of Office

The Board of Directors shall within one (1) month of the Annual Meeting conduct elections for all Officer positions in the Association.  The officers shall hold office until the next annual election of officers.

 

 

 

Section 3. Resignation

Any officer may resign at any time for any reason, by giving notice of his or her resignation to the Chair or Secretary. Any such resignation shall take effect upon receipt of notice, unless specified in the notice. Resignation as an officer does not remove the individual from the Board of Directors unless stated so in the notice.

 

Section 4. Removal

Any officer may be removed with or without cause by a vote of a majority of the total number of directors. Removal in this manner does not remove said officer from the Board of Directors. An officer may face removal if he or she misses three (3) or more meetings per term or two consecutive meetings, without prior approval of the Board. Such removal shall also remove said person from the Board of Directors.

 

Section 5. Vacancies

A vacancy in any office due to resignation or removal or any other reason shall be filled for the remaining of the term by a vote of the Board of Directors.

Section 6. Chair

The Chair shall have the power of general management of the business of the Association.  The Chair shall prescribe or delegate such authority at all meetings of the Board of Directors and the meetings of the general membership. The chair shall be the Chief Executive Officer of the Association and shall see that all orders and resolutions of the Board and membership are carried into effect. The Chair shall be a member ex-officio of all committees. The Chair shall be considered “President” of the Association for the sole purpose of carrying out the duties of signatory agent and may execute documents on behalf of the Association under that title. In general, the Chair shall perform all duties as the Board may prescribe and shall call meetings and set agendas.

 

Section 7. Vice-Chair

The duties of the Vice-chair shall be to perform the duties of the Chair in the absence of the chair and to perform other duties as the Board of Directors or Chair may prescribe.

 

Section 8. Secretary

The duties of the Secretary shall be to record the minutes of each meeting and to assist in the preparation of letters and reports of the Association. The Secretary is also to ensure that the minutes and agendas are distributed to all Board members in accordance with these by-laws. Minutes will be made available upon request.

 

 

 

Section 9. Treasurer

The Treasurer shall keep accurate accounts of all monies of the Association received and disbursed and shall report to the Board of Directors and membership on the financial condition of the Association. The Treasurer shall be responsible for supervising the receipt, deposit and disbursement of the Association’s funds in accordance with the policies established by the Board of Directors. One additional Board member will co-sign all check requests submitted in excess of $350.00.

 

Section 10. Public Relations

No position statement or solicitations shall be made in the name of the Association unless approved by the Board.

 

Article VIII. Committees

Section 1. Establishment

The Board of Directors shall establish standing committees as needed to assist in developing and carrying out the policies, goals and objectives of the neighborhood. Each board member will chair or participate in at least one committee.

 

Section 2. Duties

Each committee shall be responsible for developing goals, objectives, and tactics for strategic planning and providing information and recommendations on issues to the Board of Directors for action.

 

Section 3. Meetings

The meeting schedule of each committee shall be determined by the committee Chair. Committees are required to report to the Board of Directors on a regular basis on activities, progress and actions undertaken.

 

Section 4. Task Forces

The Board of Directors may convene a task force (a.k.a ad hoc committee) to meet, discuss and provide recommendations on a specific topic or issue. The Board shall solicit members, set parameters of inquiry and the time in which the task force is to report back to the Board with their findings.

 

Section 5. Joint Meetings

Upon the approval of the Board, committees or representatives thereof may convene meetings with committees from other neighborhood associations to discuss and establish joint programs.

 

 

Article IX. Financial Matters

Section 1. Fiscal Year

The fiscal year shall be from January 1 to December 31. The membership year shall run from the third Monday in October to the third Monday of the following October.

 

Section 2. Records

The Board of Directors of the Association shall cause to be kept at its registered office originals or copies of the following:

  1. Minutes of all proceedings of the Board of Directors, general membership meetings, annual meetings, and committee meetings
  2. All records and books of account and all financial statements and audit reports of the Association By-laws and all amendments made thereto

 

  1. The above records will be made available to the public upon request.

 

Article X Complaints

Any complaint against CNA shall be made in writing, shall include the address and signature of the complainant and shall be submitted to the Officers of the Board of Directors. The Board must consider the complaint and must decide whether action should be taken, and if so what action, within sixty (60) days of receiving the complaint.

 

The Board must mail a written response to the complainant explaining actions to be taken, if any, regarding the complaint and why. This response will be mailed within thirty (30) days of it’s meeting to consider the complaint. The Board will have available a copy of the complaint and the Board’s response to it available at the next general membership meeting.

 

Article XI. Amendments

Amendments to these by-laws may be adopted by a meeting of the general membership at any meeting for which at least ten (10) days prior notice has been given by the Board of Directors and with a two-thirds (2/3) majority of the Board members present at said meeting. The meeting shall include the proposed content of the by-laws changes. A two-thirds (2/3) majority of the members present and voting are needed for it to pass. The amended by-laws shall be made available upon request.

 

Article XII. Liabilities

No officer or member of CNA shall in any way be personally liable or responsible for any debt, consequence or obligation imposed or incurred by or on behalf of the CNA.

 

 

Article XIII. Conflict of Interest

Section 1. Definition

No Board Member, Committee Member, or Employee shall voluntarily have a personal financial interest in any matter or contract considered or approved by the Board. A conflict of interest exists when a director/committee member/employee or a family member or household member of a director/committee member/employee, is an officer, board member, or employee of an organization, group or business which may receive financial benefit from action being considered by the Board of Directors or a Committee on which that director/committee member/employee serves.

 

Section 2. Disclosure

Board members, Committee Members, and Employees shall disclose for the record any conflict of interest, as defined in Section 1. Written disclosure will occur prior to the next board meeting after the Annual Meeting or following appointment to the Board. Members having such a conflict may participate in committee or board discussion of the matter if a clear declaration of the conflict of interest has been made, but shall not vote on the matter in question. Their presence at a meeting shall not count toward the quorum requirement for the matter in question and the Secretary will record them as “not voting” on the matter in question. In the matters relating to NRP funds, the Conflict of Interest Policy adopted by the NRP Policy Board on 9/24/01 shall bind members.

 

Section 3. Definition of Family Member

Family member includes spouse or domestic partner, parents and children. A person’s family members include his or her spouse or domestic partner, if any, and their combined:

  • Parents and grandparents (including step-parents and -grandparents)
  • Children and grandchildren (including step-children and -grandchildren), and
  • Brothers and sisters (including step-brothers and -sisters)

 

Section 4. Removal

Failure to disclose a conflict of interest as defined in Sections 1 and 2 may provide cause for the Board of Directors to seek removal of a director.

 

Section 5. Household or Property Restrictions on Director Positions

No household, property owner, or business may have more than one person serving in a Director’s position.

Revised and approved, October 27, 2016 (Pending)

[1] “(b) In the case of a neighborhood organization, members with voting rights are, at a minimum, individuals who are on a preexisting membership list or who, at a meeting of the neighborhood organization, can produce:

(1) a Minnesota driver’s license, Minnesota identification card, or some form of residency verification that indicates the individual resides within the geographic boundaries of the neighborhood organization; or

(2) proof of ownership or lease of a business or property or proof of being employed by a nonprofit organization, business, or government entity located within the geographic boundaries of the neighborhood, if such members are authorized by the bylaws of the neighborhood organization.” -Minn. Stat. §317A.441 (b) (2015)

 

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