Terrace Heights Improvement Association by 8aMAyL

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									               Terrace Heights Improvement Association

                                          BYLAWS


Content                                                                              Page

Article I.    Name and Boundaries………………………….……..2

Article II.   Purpose of the Organization……………………..……2

Article III. Membership……………………………………….…..3

Article IV. Board of Directors and Officers……………………....4

Article V.    Duties of Officers..........................................................6

Article VI. Committees…………………………………………...7

Article VII. Amendments…………………………………………..8

Article VIII. Parliamentary Authority……………………………....8

Certification…………………………………………………….…..9

Amendment of Bylaws…………………………………………….10
              Terrace Heights Improvement Association

                                 BY-LAWS


Article I. NAME AND BOUNDARIES

Section 1. Name

The name of this organization is Terrace Heights Improvement Association
(hereinafter referred to as “THIA” or “the Association”). It is an approved
nonprofit corporation in the State of Washington, County of Yakima.

Section 2. Boundaries

The boundaries of Terrace Heights are as follows:
Western limit: The Yakima River from the bridge of SR 24 in the south to
the western end of Marsh Road in the north, and then straight north to the
top of the Yakima Ridge.
Northern limit: The top of Yakima Ridge (boundary of the Terrace Heights
Fire Department and U.S. Military Reservation) eastward to the point where
the Terrace Heights Fire Department/Military Reservation boundary turns
south.
Eastern limit: From the top of Yakima Ridge southward along the Terrace
Heights Fire Department/Military Reservation boundary with a short
extended projection to Mieras Road, and from the western end of Mieras
Road southward to SR 24.
Southern limit: SR 24 from the Yakima River bridge in the west to
Birchfield Road in the east, then Mieras Road eastward to the southward
projection point of the Terrace Heights Fire Department/Military
Reservation boundary at Mieras Road.

Article II. PURPOSE OF THE ORGANIZATION

The purpose of the Terrace Heights Improvement Association is (a) to
establish, maintain and encourage the promotion of improvements for the
public good of the citizens and residents living within the area known as
Terrace Heights, (b) to manage and maintain the Terrace Heights Civic
Center, a state historical building, which has been entrusted in 1945 to the
Association by a conditional contract with what is now the East Valley
School District, and (c) to maintain effective working relationships with
public officials and private organizations in behalf of the welfare of the
Terrace Heights community.
Article III. MEMBERSHIP

Section 1. Membership Eligibility

Any person who is eighteen (18) years of age or older and has regular
residency or owns property in Terrace Heights is eligible to be a member of
the Terrace Heights Improvement Association.
Active members are those who have paid the required fees/dues for the
current year (which begins with the annual membership meeting). Inactive
members are those who have not paid the respective fee/dues.

All members are required to abide by the rules of the Association and the
laws of the State of Washington. (Felony conviction eliminates membership
eligibility until after court imposed sanctions/penalties are satisfied.)

Section 2. Membership Privileges

Each active member shall be eligible to engage in all activities of the
Association and shall have one vote upon all matters properly submitted
before the membership of the Association.
Inactive members may only vote on agenda items which are general
community concerns, but not on Association management or personnel
questions. The Board will normally determine before each annual or special
meeting to which class each item on the agenda belongs, though the chair at
any of these meetings may also make such a decision.

Section 3. Special Memberships

The Board of Directors shall have the power to determine special
classifications of memberships and designate the same such as , e.g.,
associate membership, patron membership, or such other classifications as
may seem appropriate. Such special classifications shall not, however,
entitle the holder to any interest or voice or vote in the Association. It shall
only be a means to give recognition to persons, firms, or corporations for
their support of the activities of the Association in behalf of the Terrace
Heights community.
Section 4. Meetings

The annual membership meeting of the Terrace Heights Improvement
Association shall be held during the spring quarter of each year, at such
specific time and place as determined by the Board of directors. Special
meetings of the membership of the Association may be called from time to
time (a) at the discretion of the Board of Directors, or (b) by a quorum (see
Section 5 of this Article) of the membership. Notice of a special meeting
shall be mailed at least ten (10) days prior to the meeting.

Section 5. Quorum and Voting

At any meeting of the Association, a minimum of fifteen active members
present shall constitute a quorum, except for voting on items of general
community concern for which thirty (30) members (active and inactive)
shall constitute a quorum. Each member shall be entitled to one vote, and
voting by proxy shall not be allowed.

Section 6. Removal from Membership

Any member of the Association may have the membership rescinded by a
majority vote of the membership present at a regular or special meeting.
Notice of such proposed removal is to be given to the respective member
prior of the day of the meeting at which the question is to be voted upon.

Article IV. BOARD OF DIRECTORS AND OFFICERS

Section 1. Board of Directors

The business and property of the Association shall be managed by a Board
of Directors of not less than five (5) nor more than nine (9) Directors, all
from the Terrace Heights community. The Board’s powers and authority
shall include promulgating and adopting such rules and regulations as are
necessary to promote the purpose for determination of any dues or fees. The
Board shall formulate and adopt a set of Bylaws for the Association with
provision for amendments to the Bylaws and their adoption when deemed
necessary. Each Director must be an active member of the Association.
Efforts shall be made to have at least three (3) voting precincts of the
Terrace Heights community represented on the Board.
Section 2. Election of Board Members

The Directors of the Association shall be elected by majority vote of the
active membership of the Association present at the annual membership
meeting, which shall be the beginning of the Association year.

Section 3. Term of Directors

The term of office of the Directors shall be for two (2) years. Reelection is
allowable, but after serving a total of ten (10) consecutive years any such
director must be off the Board for at least two (2) years.

Section 4. Meeting of the Board

The Board of Directors of the Association shall hold at least ten (10)
monthly meetings during the year. In addition, special meetings may be held
as the President deems necessary for the competent management of the
Association.

Section 5. Voting

Each Director shall possess one vote in matters coming before the Board. All
voting at meetings of the Board shall be by each Director in person, and
voting by proxy shall not be allowed. A majority of the members of the
Board of Directors shall be present at any meeting to constitute a quorum.

Section 6. Removal

Any director may be removed from office by an absolute two-thirds (2/3)
vote of the Board of Directors present at any regular or special meeting of
the Board. Notice of the proposed removal must be given to such director at
least ten (10) days prior to the date of the meeting at which the removal is to
be voted upon. Such notice to the director must state the cause of the
proposed removal. Unexcused absence from three (3) consecutive Board
meetings can be considered as one due cause for removal of a director.

Section 7. Vacancy

Any vacancy occurring on the board of directors by reason of death,
resignation, change of residence or removal of a director shall be filled by a
majority vote of the remainder of the Board of Directors. Such appointee
shall serve during the unexpired term of the director whose position has
become vacant or the next annual membership meeting, whichever comes
first.

Section 8. Officers

Within reasonable time after their election, the Directors shall elect from
their number the following officers: President, Vice President, Secretary,
and Treasurer. All such officers shall be officers of the Association. The
results of this election are to be made known to the membership.

Article V. DUTIES OF OFFICERS

Section 1. President

The President shall supervise all activities of the Association, effect the
execution of all instruments in its behalf, preside at the meetings of the
Board of Directors and of the membership of the Association, call special
meetings of the Board of Directors and of the membership as shall be
deemed necessary and perform other duties as are usually inherent in such
office.

Section 2. Vice President

The Vice President of the Association shall act for the President in the
officer’s absence and shall perform such other duties as the President may
direct.

Section 3. Secretary

It shall be the duty of the Secretary of the Board of Directors to keep all
records of the Board of Directors and the Association and perform such
other duties as the President may direct.

Section 4. Treasurer

The Treasurer shall receive and be accountable for all funds belonging to the
Association, pay all obligations incurred by the corporation when payment is
authorized by the Board of Directors, maintain bank accounts in depositories
designated by the Board of Directors, and render periodic financial reports.
The Treasurer shall be bonded in such amount, established by the Board of
directors, as to secure the assets of the Association from being lost,
dissipated, or stolen. Checks, drafts, or any other financial paper issued in
the name of the Association must be signed by two authorized officers of the
Association. Relief for the Treasurer shall be provided by an annual audit
made for the calendar year immediately preceding the annual membership
meeting. The Board of Directors shall appoint as auditors two active
members of the Association. These shall submit a dated and signed
statement summarizing by appropriate categories the income, payments
made, and outstanding financial obligations of the Association, with the
respective balance showing. The statement shall be submitted to the Board
of Directors at least five (5) working days prior to the annual membership
meeting.

Article VI. COMMITTEES

Section 1. Standing and Special Committees

There shall be established by the Board of Directors such standing and
special committees as shall be deemed necessary by the Board to fulfill the
objectives and purposes of the Association. A special committee may serve
as a task force to obtain a specific temporal objective.

Section 2. Composition of Committees

Each Committee shall have at least one member of the Board of Directors
who will normally serve as chair of the respective committee. Inactive
members may serve on committees whose tasks deal with Terrace Heights
community concerns, but they may not serve on committees which deal with
Association business.

Section 3. Committee on Official Relations

This standing committee is to promote directly specified interests of the
Terrace Heights community. Such interests include, e.g., liaison with the
County Commissioners and their staff, and interactions with official
agencies and private organizations.
The chairman and vice chairman of this committee shall be members of the
Board of the Terrace Heights Improvement Association. Reasonable efforts
are to be made to have at least one representative from each voting precinct
in Terrace Heights on this committee. There shall be from two (2) to seven
(7) committee members. Organizations well established in Terrace Heights
may ask to be represented on this committee and may be admitted, as voting
or nonvoting, according to the decision of the THIA Board of Directors. The
Board provides direction to the committee and regularly receives reports on
the committee’s deliberations, findings, recommendations, etc. Any public
actions to be taken are at the discretion of the THIA Board of Directors.
Article VII. AMENDMENTS

Section 1. Procedure for Amendments

These Bylaws may be amended by a majority vote of the Board of Directors
present at any meeting (with a quorum) called for the purpose, provided, that
notice of such a meeting, together with a copy of the proposed amendment
or amendments shall have been sent to each director at least ten (10) days
prior of the day on which the matter is to be discussed.

Section 2. Limitation to Amending

No Amendments may be adopted which is not consistent with the Articles of
Incorporation of the Terrace Heights Improvement Association.

Article VIII. PARLIAMENTARY AUTHORITY

Section 1. Reference

If no other specific direction is given in these Bylaws, Robert’s Rules of
Order and established parliamentary procedure shall guide the conduct of all
meetings of the membership and of the Board of Directors.
                            CERTIFICATION

As members of the Board of Directors of the Terrace Heights Improvement
Association, we herewith certify that these Bylaws were properly adopted on
this 19 day of October, 1993.

Arlene E. Clark, President
Paul C. Anderson, Vice President
Lorraine M. Mitzlaff, Secretary
Kathi D. Mercy, Treasurer
Norman J. Alderson
Chester G. Henderson
John D. Heurion
Theodor F. Nauman, Ph.D.
Jack E. Walker
TERRACE HEIGHTS IMPROVEMENT ASSOCIATION AMENDMENT
                     OF BYLAWS


Article IV. BOARD OF DIRECTORS AND OFFICERS

Section 2. Election of Board Members

The Directors of the Association shall be elected by majority vote of the
active membership of the Association present at the annual membership
meeting, which shall be the beginning of the Association year, or by active
members mailing in ballots given them for that purpose.


                            CERTIFICATION

As members of the Board of Directors of the Terrace Heights Improvement
Association, we herewith certify that this amendment was properly adopted
on this 12th day of July, 1994.

Arlene E. Clark, President
Lorraine M. Mitzlaff, Secretary
Kathi D. Mercy, Treasurer
Norman J. Alderson
Jack E. Walker
John D. Heurion

								
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