Northrich Neighborhood Association Bylaws

Approved 03 December 2009

Article I
Identity

The name of the organization shall be the Northrich Neighborhood Association (NNA). It shall be
a Texas non-profit corporation.

Article II
Purpose

The Northrich Neighborhood Association is a group of residents and property owners that are
dedicated to enriching the quality of life of its inhabitants by:
• Encouraging residents to get to know one another
• Enhancing the appearance of the neighborhood and common areas
• Promoting a safe environment for our residents
• Supporting our neighborhood schools and businesses
• Creating clear two-way lines of communication with the City

Article III
Membership

Section 1 – Eligibility. Membership in Association is desired for all residents of the area, but is
not mandatory. Membership shall be open to all persons who reside in or own a house or duplex
in the Northrich area of the City of Richardson, Dallas County, Texas. This area shall be
generally bounded by Arapaho Road on the South, Richardson Road on the East, Campbell Road
on the North, and North Floyd Road on the West. This area does not include the neighborhood
association known as the “Estates of Prairie Creek.”

Section 2 – Types of Membership. The NNA shall have one class of members as determined by
annual payment of dues.

Section 3 – Annual Dues. Annual dues shall be $15 per household per year, payable on the first
day of January. Dues are nonrefundable and nontransferable.

Section 4 – Rights of Members. Each member of the NNA shall be eligible to serve as an officer
or on any committee of the NNA, to vote on any matter provided within the bylaws and to attend
any functions of the NNA. Only members who have served on the Board for at least one year, or
have written endorsement from a member of the Board of Directors, shall be eligible for
nomination as president.

Section 5 – Committee Participation. Participation in, and service on any Permanent

Committee shall be open to any paid member of the Association.

Section 6 – Restrictions on Members. No member of the Association may use, or permit use of,
the Association name, or any information obtained through Association membership, for
commercial purposes or any other purpose. The Board of Directors may approve exceptions only

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by a two-thirds majority vote. Only the NNA president, or members of the NNA who are so
authorized by the Board of Directors, shall speak for the NNA.

Article IV
Board of Directors

Section 1 – The NNA shall be managed by the NNA Board of Directors.

Section 2 – Number, Manner of Selection, and Term of Office. The Board shall consist of the
officers of the NNA and the chairpersons of all permanent committees. The Board of Directors
shall be elected by the membership at each annual business meeting, and shall serve for the term
of one year, starting immediately upon election.

Section 3 – Qualifications. Only members of the Association shall serve on the Board.

Section 4 – Vacancies. Vacancies on the Board may be filled by majority vote of the Board.
Three consecutive absences from the Board meetings may be deemed a resignation. The
replacement Board member shall serve for the unexpired term of his/her predecessor.

Section 5 – Powers and Duties. The Board shall set policy and conduct the business of the
Association in accordance with the best interests of the membership. The Board shall designate
special committees as deemed necessary.

Section 6 – Board Meetings. There shall be at least four regular meetings of the Board annually.
The President may call special meetings of the Board. A special meeting will be called upon the
written request of at least four (4) members of the Board. A regular meetings schedule of the
Board shall be announced to the membership.

Section 7 – Quorum. Attendance of at least half of the members of the Board, two of whom
must be Officers, shall constitute a quorum.

Section 8 – Compensation. No Officers or Directors shall receive compensation for any service
he/she may render to the Association. However, any Board member may be reimbursed for actual
expenses incurred in the performance of Board duties, provided those expenses are within
approved budget limits and incurred with prior approval from the Board.

Section 9 – Transition Periods. Outgoing Board members will serve as transitional advisors to
newly elected Board members, during the period from the day of election to December 31.
During this time period, outgoing Board members are permitted to provide guidance, advice, and
other types of assistance to the newly elected Board, but do not have voting authority on Board
matters and shall abide by the provisions of Article III; Section 6.

Article V
Officers

Section 1 – Officers. The Officers of the Association shall be President, Vice-President,

Secretary, and Treasurer. No member may hold more than one office at a time.

Section 2 – The President. The President shall preside at all meetings of the Association and at
all meetings of the Board.

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Section 3 – The Vice-President. The Vice-President shall fulfill the duties of the President in
case of the President’s temporary absence and shall perform such other duties as requested by the
President or the Board.

Section 4 – The Secretary. The Secretary shall take minutes of regular membership meetings
and Board meeting, conduct correspondence on behalf of the Association, and be responsible for
keeping official Association records, Bylaws, and the Articles of Incorporation in compliance
with Texas law. In addition, the Secretary will act as Historian to the Association, keeping
running records of the Association as it develops.

Section 5 – The Treasurer. The Treasurer shall collect all monies due to the Association, keep
an accurate record thereof, deposit same in the bank in the name of the Association, pay all
funded bills incurred by the Association, and present a report at each Board meeting and at the
Annual Business Meeting. All checks shall be signed by the Treasurer and one other Officer.

Section 6 – Resignation and Removal. Any Officer may be removed from office with or
without cause by a two-thirds majority vote of a quorum of members present in person. Any
Officer may resign at any time by giving written notice to the Board, the President, or the
Secretary. Three consecutive absences from the Board meetings may be deemed a resignation.

Article VI
Permanent Committees

Section 1 – Communication Committee. This permanent committee shall be responsible for

writing and distributing a newsletter at such intervals as determined by the Board and other such
activities that promote communication with members and the community. The chair shall be
elected at the general meeting of the NNA and shall organize a committee of members to assist
with the committee’s responsibilities.

Section 2 – Membership Committee. This permanent committee shall be responsible for

maintaining membership records, conducting an annual membership drive, greeting newcomers,
assisting with the distribution of NNA information, and other such activities to encourage
membership. The chair shall be elected at the general meeting of the NNA and shall organize a
committee of members to assist with the committee’s responsibilities.

Section 3 – Social and Activities Committee. This permanent committee shall be responsible
for planning recreational and social activities for the members at regular NNA meetings and on
other occasions as determined by the committee or the Board. The chair shall be elected at the
general meeting of the NNA and shall organize a committee of members to assist with the
committee’s responsibilities.

Section 4 – Meeting Frequency. The Permanent Committees shall meet as often as necessary to
faithfully perform their functions. The Chairs shall make reports at board meetings. The Chairs of
the Permanent Committees are members of the Board.

Section 5 – Special Committees. The Board of Directors may appoint Special Committees to
perform specific activities as required. Special committees may include, but are not limited to:
beautification, civic affairs, crime prevention, and neighborhood vitality. Special committees are
not considered permanent committees; therefore, their chairpersons are not members of the Board
of Directors. Special committee chairs will be designated by a majority vote of the Board. The

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committee will be made up of members of the Association as appointed by the special committee
chair and approved by the Board of Directors.

Section 6 – Resignation and Removal. Any committee chair may be removed from the Board,
with or without cause, by a two-thirds majority vote of a quorum of members present in person.
Any committee chair may resign at any time by giving written notice to the Board, the President,
or the Secretary. Three consecutive absences from the Board meetings may be deemed a
resignation.

Article VII
Financial Administration

Section 1 – Fiscal Year. The fiscal year of the NNA shall be the calendar year.

Section 2 – Purchase and Contract Authorization. Any officer or agent who enters into any
contract or executes and delivers any instrument in the name of and on behalf of the NNA must
receive prior written authorization from a quorum of the Board.

Section 3 – Fiscal Records. The financial records of the NNA shall be open to inspection by any
member of the NNA upon request with reasonable notice to the Treasurer.

Section 4 – Annual Budget. The Treasurer shall prepare and the Board shall adopt an annual
budget prior to January 1.

Article VIII
Meetings

Section 1 – General Membership Meeting. A General Membership Meeting shall be held

between March 1 and April 30 of each year. The date, place, and agenda of this meeting shall be
determined by the Board.

Section 2 – Annual Business Meeting. An Annual Business Meeting shall be held between
September 1 and October 31 of each year. The date, place, and agenda of this meeting shall be
determined by the Board. The purpose of the Annual Business Meeting shall be to elect Officers
and chairs of all permanent committees, and to transact such other business as may properly come
before it.

Section 3 – Quorum. Five (5) percent of the membership shall constitute a quorum at the Annual
Business, General Membership, or Special Meeting of the Association.

Section 4 – Special Meetings. Special Meetings of the membership may be called at any time by
the President, or by the Board, or upon written request (petition) of fifteen percent (15%) of the
members who are entitled to vote.

Section 5 – Notice of Meetings. Written notice of each meeting of the membership shall be given
at least seven (7) days before such meeting to each member household entitled to vote thereat,
delivered to the member’s address last appearing on the books of the Association, or supplied by
such member to the Association for the purpose of notice. Such notice shall specify the place,
day, hour of the meeting, purpose of the meeting, and an agenda if appropriate.

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Section 6 – Parliamentary Rules. The rules contained in Robert’s Rules of Order, Newly
Revised, shall govern the Association in all cases to which they apply, and in which they are
consistent with the Bylaws of the Association.

Section 7 – Parliamentarian. A Parliamentarian may be hired or appointed as needed by the

President for any meeting, but especially for the Annual Business Meeting.

Article IX
Nominations, Elections and Voting

Section 1 – Nominations. Nominations will be made in person during the Annual Business
Meeting. If a person is unable to attend the meeting, someone may nominate them in their stead
or that person may submit a written statement to be read to the membership in attendance at the
meeting.

Section 2 – Elections. The election shall be by ballot. If there is but one nominee for each office,
it may be moved to elect by acclamation. A majority of those qualified to vote and voting shall
constitute an election, providing that a quorum is present. The Secretary shall certify the election
results.

Section 3 – Voting. There shall be one vote per adult per household, up to two votes maximum.
No member shall have more than one vote regardless of the number of properties owned in the
association boundaries. Absentee or proxy voting shall not be permitted.

Article X
Amendments

Section 1 – Bylaws. These Bylaws may be amended at a General Membership, Special, or

Annual Business Meeting of the members. Proposed amendment(s) may be submitted to the
membership at the next appropriate meeting by either of two (2) methods. (1) They may by
submitted to the Board for approval or disapproval. In the event of the Board disapproval, the
proposed amendment(s) will not be submitted to the membership. (2) Proposed amendment(s)
may by submitted to the membership by obtaining a petition of at least 15% of the membership
endorsing the proposed amendment(s). In either case, an amendment approval would require a
two-thirds majority of a quorum of members present in person. Board-recommended and
petitioned amendment(s) shall be submitted to the membership for review at least thirty (30) days
before the date of the said meeting.

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