Preserve Our Parks

Article I - NAME

The name of the organization is Preserve Our Parks.

Article II - PURPOSE

Section 1: MISSION STATEMENT

Preserve Our Parks is a community-based, action-oriented, non-profit organization which will:

a.) help to ensure that our city has adequate park land;

b.) explore the possibility of expanding the amount of park land in our city;

c.) beautify our parks with shrubs, flowers, and other improvements as necessary;

d.) carefully monitor those whose duty it is to maintain our parks;

e.) assist in providing expanded recreational opportunities for all our residents; and

f.) work with all other groups and individuals interested in preserving Hamtramck's precious park land.

Section 2: NON-PROFIT STATUS

Preserve Our Parks is organized exclusively for charitable, educational, or environmental purposes within the meaning of section 501c(3) of the 1986 Internal Revenue Code.

Section 3: DISBURSEMENT OF FUNDS

a.) No part of the net earnings of Preserve Our Parks may be distributed to the organization's members or officers, or other private persons except for reasonable compensation for services rendered.

b.) No more than ten percent of Preserve Our Parks' funds may be used to carry out propaganda or attempt to influence legislation. The organization may not participate or intervene, including the publication or distribution of statements, in any political campaign.

c.) Notwithstanding any other provisions of these bylaws, Preserve Our Parks may not carry on any other activities restricted for:

i.) a corporation exempt for Federal Income Tax under 501c(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future U.S. IRS law), or

ii.) a corporation, contributions to which are deductible under section 170c(2) of the IRS Code of 1986 ( or provisions of any future U.S. law).

Article III - OFFICES

Preserve Our Park has and will continuously maintain in the State of Michigan a registered office located at the home of the President of the organization. The organization may, by resolution of the membership body, change the site to any other place in Michigan.

Article IV - MEMBERSHIP

Section 1: REQUIREMENTS

Membership in Preserve Our Parks is open to all individuals who:

Section 2: NON-DISCRIMINATION

Preserve Our Parks does not discriminate on the basis of race, religion, national origin, color, gender, marital status, age, sexual orientation, or handicap.

Section 3: RIGHTS AND RESPONSIBILITIES

All members of Preserve Our Parks have the right to participate fully in the discussions and the work of the organization; to vote on policy, planning, and implementation questions; and to create, define, and dissolve committees as necessary.

Section 4: VOTING RIGHTS

All members of Preserve Our Parks are entitled to one vote on each matter submitted to a vote. A vote may be cast in writing or by a show of hands.

Section 5: MEMBERSHIP MEETINGS

a.)      General membership meetings are held on the second Thursday of each month, at a place and time to be determined by the Executive Committee.

b.)      Written notice of the place and time of a meeting shall be given not less than seven days before the date of the meeting, either personally, in a regularly published periodical, or by mail, to each member of record entitled to vote at the meeting.

c.) At these meetings, members will decide on upcoming actions and plans, share information, elect officers, report on committee work, and decide on work that needs to be done between meetings.

d.) Ten percent of the total membership and three members of the Executive Committee constitutes a quorum.

e.)      Decision making is by majority vote.

f.)   The regular order of business is:

i.) Approval of Minutes

ii.) Treasurer's Report

iii.) Special Orders & Correspondence

iv.) Old Business

v.) New Business

vi.) Announcements

vii.) Adjournment

Section 6: SPECIAL MEMBERSHIP MEETINGS

Upon notice, a special meeting of the members may be called by the Executive Committee or by the President, or members at such time and place and for the transaction of such business as may be designated in the notice of the meeting. A special meeting shall be called by the President upon the written request of not less than 10% of all the members entitled to vote at a meeting.

Article V - EXECUTIVE COMMITTEE

Section 1: COMPOSITION

The Executive Committee of Preserve Our Parks is composed of five members: a President, a First Vice President, a Second Vice President, a Secretary, and a Treasurer. These members shall be elected at-large.

Section 2: REQUIREMENTS

Any member in good standing of the Preserve Our Parks is eligible to be elected a member of the Executive Committee.

Section 3: NOMINATIONS

Nominations for Executive Committee members are taken from the floor at the organization's January meeting.

Section 4: ELECTIONS

Elections are held at the February meeting. Each Executive Committee member must receive a majority of those members present to be elected. All those who are members of Preserve Our Parks by December 31 of the previous year are eligible to vote.

Section 5: NOTICE OF ELECTIONS

All members shall be given a two-week notice by mail of upcoming elections.

Section 6: TERM OF OFFICE

Members of the Executive Committee will hold their office for one year or until their successors are duly elected. At any time, the general membership, by a two-thirds vote of all members, may call for a new Executive Committee election. Nominations will take place not later than a month from the members' vote. Elections will take place not later than a month from the nominations.

Section 7: VACANCIES

a.) In the event a member of the Executive Committee vacates his/her position, the remaining members of the Executive Committee shall immediately appoint a member in good standing to the vacated seat until an election is held to fill that seat.

b.) In the event a member of the Executive Committee vacates his/her position, a new election will be held within 32 days. However, nominations and elections will be at least one month apart.

Section 8: DUTIES OF EXECUTIVE COMMITTEE MEMBERS

a.) The President shall chair general membership meetings and Executive Committee meetings, and shall retain the powers usually associated with the office of President.

b.) The First Vice President will assume the duties of the President in the absence of the President, and shall retain the powers usually associated with the office of First Vice President.

c.) The Second Vice President will assume the duties of the President in the absence of the President and First Vice President, and performs other duties assigned to him or her by either the President or the membership.

d.) The Secretary shall keep the minutes and correspondence of the organization, and shall retain the powers usually associated with the office of Secretary.

e.) The Treasurer shall keep the books and financial records of the organization, and shall retain the powers usually associated with the office of Treasurer.

f.)   The Executive Committee is responsible for planning the agenda of the general membership meetings.

g.) The Executive Committee is empowered to implement the policy and financial decisions of the organization, and make necessary policy and financial decisions, as approved by the general body, between membership meetings.

h.) The Executive Committee will maintain contact with other organizations in Hamtramck.

i.)   The Executive Committee members are spokespersons of the organization.

j.)   The Executive Committee shall set the organization's dues structure. This structure shall be approved by a majority of the members present at a general meeting.

k.) The Executive Committee shall have the power to change the date, time, and location of general membership meetings, if necessary, provided that the membership is notified of the change at least 48 hours prior to the start of the meeting. .

Section 9: EXECUTIVE COMMITTEE MEETINGS

The Executive Committee will meet not less than once a month, between the regular General Membership Meeting.

Article VI - FISCAL YEAR

The fiscal year of Preserve Our Parks shall be from January 1 through December 31.

Article VII - AMENDMENTS

Amendments to these bylaws must be proposed in writing at a general membership meeting but may not be voted on at the same meeting. Any meeting at which there will be a By-Law Amendment vote will be publicized to the members by mail at least two weeks prior to the meeting. Amendments require a two-thirds vote of all members. Amendments shall take effect immediately upon adoption by the members.

Article VIII - RULES OF ORDER

Robert's Rules of Order (latest edition) shall govern all parliamentary procedure in general membership, Executive Committee, and other committee meetings.

Article IX - INDEMNITY

Section 1: FIDUCIARY DUTY

Except as otherwise provided by law, a volunteer officer or member of Preserve Our Parks is not personally liable to the corporation or its members for monetary damages for a breach of officer's or member's fiduciary duty.

Section 2: PERFORMANCE OF DUTY

Preserve Our Parks assumes all liability to any person other than the corporation or its members for all acts or omissions of a volunteer officer or member incurred in the good faith performance of his or her duty as a director occurring on or after the date this article is approved by the general membership.

Section 3: NEGLIGENCE

Each officer or member of Preserve Our Parks, whether or not then in office, shall be indemnified by the corporation against all costs, penalties, and expenses reasonably incurred by or imposed upon him or her or his or her estate in connection with the corporation, except in relation to matters where the officer or member is found to be personally liable or to have been personally negligent in the express performance of his or her duty as such officer or member of the corporation.

Article X - DISSOLUTION

At any meeting, Preserve Our Parks may elect to dissolve by a majority vote of two-thirds of the entire membership. Any meeting at which there will be a dissolution vote will be publicized to the members by mail at least two weeks prior to the meeting. The members may cast their vote in person, by proxy, or by written ballot received by the secretary prior to the time of the meeting.

In the event of a dissolution, after payment of all indebtedness, all remaining funds shall be conveyed to an organization or group as approved by the general body.

These bylaws were adopted on the 27 day of March, 1997.