BYLAWS
WESTERN TRAILS NEIGHBORHOOD ASSOCIATION BYLAWS – approved July 17, 2019
ARTICLE 1
NAME/TERRITORIAL BOUNDARIES
Section 1. Name
This organization shall be known as the Western Trails Neighborhood Association (WTNA) and will include the residents of Western Trails and the Estates of Western Trails, collectively known as Western Trails.
Section 2. Boundaries
Western Trails is bounded on the North by Western Trails Blvd/Redd Road, on the South by Jones Road, on the East by Manchaca Road and on the West by West Gate Boulevard.
ARTICLE 2
MISSION STATEMENT/PURPOSE
Section 1. Mission
The mission of Western Trails Neighborhood Association is to promote civic participation by relaying local government information and encouraging strong neighborhood bonds through community involvement.
Section 2. Purpose
The purpose of the Western Trails Neighborhood Association, hereinafter known as WTNA or the Association, is for its members to cooperate with a view to the betterment, improvement and beautification of the neighborhood of Western Trails in the City of Austin, Texas. WTNA officials shall cooperate with officials of the city of Austin, Travis County, the State of Texas, and the United States and is organized and operated exclusively as a 501(C)(4) for civic and other non-profit purposes.
ARTICLE 3
MEMBERSHIP
Section 1. Eligibility
Membership in the Association shall be open to all residents and/or property owners located within the boundaries as defined in Article 1 of these bylaws who are over the age of 18 and request membership. While all residents may be members of WTNA, for purposes of voting, one (1) vote per address will be accepted. Forms will be provided to initiate membership and may also be obtained from the Association website or Section representative.
Section 2. Financial Support
Membership in the WTNA is free with no yearly dues or membership fees. From time to time, as necessary to maintain the functioning of the various activities of the Association, a call for contributions may be made. Specifically, but not to exclude other expenditures as deemed necessary by the WTNA Board, these contributions will fund the WTNA website and other general overhead costs. Voluntary contributions will also be accepted and fundraising for specific activities may be authorized by the WTNA Board. The Treasurer shall make a financial report to include income and expenditures at each quarterly Association meeting.
Section 3. Communication
Communication with the membership of the WTNA will be via electronic means, to include all currently used electronic applications and any advanced methods of communication that may become available in the future. Postings of meetings, agendas, committee work or requests for volunteer assistance will be primarily electronic. To attempt to notice meetings to non-electronically enabled members, flyers will be posted at appropriate locations and meeting signs will be placed in the Western Trails area. Additionally, WTNA will post electronically all quarterly meetings minutes, updates on Board meetings, committee meetings, and any pertinent communications with the City of Austin.
ARTICLE 4
OFFICERS
Section 1. Listing and Duties of WTNA Officers
1.1 President: The president shall preside at all meetings of the Association and at all Board of Directors Meetings and be an ex officio member of all committees. The president may also speak on behalf of the Association consistent with the objectives and prior resolutions of the Association.
1. 2 Vice President: The vice president shall assist the president as directed, fulfill the duties of the president in their absence, and act in the capacity as the WTNA representative when directed by the president.
1.3 Treasurer: The treasurer shall have charge of all funds belonging to the Association; receive, deposit and disburse the funds as directed by the WTNA Board; and be responsible for maintaining the financial records of the Association and shall present quarterly financial reports to the membership.
1.4 Secretary: The secretary shall be responsible for recording the minutes of each general Association meeting and each WTNA Board meeting (such minutes in each instance shall include at a minimum: 1) a list of attendees – Board and committee members and total number of members in attendance; 2) topics of discussion or presentation; 3) decisions made; 4) items to be discussed at the following meeting); conduct correspondence as directed by the WTNA Board; direct the maintenance of the Association’s website; and act as an alternate signer on the Association’s checkbook in the Treasurer’s absence.
1.5 East, West, and South Section Representatives: Section representatives shall facilitate communication within their section and present issues and ideas to the Board; communicate Association information and activities to their sections; participate on committees lead by Association members.
1.6 In addition, each WTNA Officer shall disclose to the Board the content of any written communication to and/or from city, county, and state employees or elected officials when said employee or official may perceive that the Officer is speaking on behalf of the Association or its interests.
Section 2. Election
The election of WTNA officers will be held at the January general meeting in even-numbered years.
Section 3. Nomination
Nominations for WTNA offices will take place two (2) months prior to a scheduled election and nominating forms will be posted on the WTNA website. Nominations must be submitted to the WTNA Board prior to the January meeting. Nominations will not be accepted from the floor. All nominations will be presented by the WTNA Board to the Association membership without prejudice or hindrance using all standard methods of correspondence.
Section 4. Resignation/Termination/Vacancy
4.1 Resignation from the Board must be in writing and received by either the Secretary or highest ranking serving board member; in this situation, the receiving board member shall inform the WTNA Board of said resignation.
4.2 In the event a Board member does not attend scheduled meetings with regularity, this Board member may be sanctioned by a majority vote of other Board members. Upon the second sanction, the Board may publicize its concern that effective representation is lacking by bringing the matter to the Association membership. The Association membership shall decide by majority vote whether to keep or remove from office said Board member. If the Board member in question is a Section Representative, this vote shall be taken from the membership of that Section.
4.3 When a vacancy on the Board occurs within three months of a scheduled election, the Board shall do nothing. If, however, a vacancy occurs before that time, the Board shall nominate a WTNA member in good standing to complete the remainder of the term until the next scheduled election.
4.4 In the event that the term limit of a Board member has expired and no Association members are yet nominated for that position, the Board shall have the authority to retain the individual on the Board, in their elected position, until such a time as another Association member is elected to said office.
Section 5. Terms of Office
The term of all board positions is two (2) years with a term limit per incumbency of two (2) consecutive terms. After a one term absence, officers may run again for the previously held board position. Officers may run consecutively for other positions on the board, but term limits per office will apply.
ARTICLE 5
MEETINGS
Section 1. General Meetings
There shall be four (4) general meetings scheduled quarterly on the third Thursday of January, April, July and October at 7pm. Meetings will be held at a public place in close proximity to the Western Trails bounded area to include churches, libraries, public and community buildings.
Section 2. Special Meetings
Additional special meetings may be called at the discretion of the WTNA Board or by petition at the request of at least ten (10) members of the Association. Whether called by the WTNA Board or by Association member petition, the agenda of a special meeting will be for specified items and limited to those items.
Section 3. Agenda
An agenda for each general meeting will be published no less than two (2) weeks prior to each general meeting. Members may request additional items be added to the agenda by contacting their Section representative. The WTNA Board shall add any such topics as discussion items to be addressed after the items listed on the published agenda, time permitting. No votes shall be held unless the question is first published on an agenda in a manner consistent with this paragraph.
Section 4. Quorum
All WTNA meetings must contain a quorum to convene. For the purposes of the WTNA, a quorum consists of ten (10) members.
Section 5. Notice of Meetings
Notification for general meetings will be posted by electronic means on all platforms in current use no less than two (2) weeks prior to the meeting and listing time, place and meeting agenda. Notification for special meetings will be posted by electronic means no less than 24 hours prior to the meeting, unless regarding a change in the Bylaws. Special meetings regarding Bylaw changes must be noticed in the same manner as a general meeting. General meetings including a change to the bylaws must notice that in the agenda. To facilitate this notice, the application form for new membership will contain options for how members wish to be contacted. Additionally, signage will be placed in the Western Trails area.
ARTICLE 6
EXECUTIVE COMMITTEE
Section 1. Composition
The WTNA Executive Committee will consist of the following:
All WTNA Board members and WTNA Committee Chairs as deemed necessary by the Board
Section 2. Duties of the Board
The duties of the WTNA include, but are not limited to transacting necessary business in the intervals between general meetings and any such other business as may be referred to by the Association. The Board shall appoint all committees and approve the work of such committees
Section 3. Meetings
The WTNA president shall preside over Board meetings, neighborhood meetings which will occur not less than once per quarter. And, at the call of the WTNA president or three (3) Executive Committee members and at all special meetings called per WTNA bylaws.
ARTICLE 7
COMMITTEES
The WTNA Board has the authority, by majority vote of the Board, to create committees to further the goals of the Association.
Each committee shall be led by a non-Officer member of the Association initially appointed by the Board and must have an Officer as a member.
Committees shall make a report of their activities at each quarterly Association general meeting, and to the Board upon request.
Grievances within committees may be brought to the Executive Committee for assistance in resolution.
Committees are established as determined by their purpose and/or community interest. Committees shall be dissolved by a majority vote of the Board.
ARTICLE 8
PARLIAMENTARY AUTHORITY
If conflict prevents relaxed guidelines in any WTNA meeting, Robert’s Rules of Order will be the guidelines used to ensure a useful and productive meeting.
ARTICLE 9
AMENDMENTS
The bylaws of this Association may not be amended, repealed or new bylaws adopted without notice to all members of this Association, in accordance with communications of meetings in Article 5 Section 5. In any general meeting, or in any special meeting called for the purpose of amending the bylaws, a simple majority of members present shall be necessary to affect an amendment. No proxies shall be permitted.
ARTICLE 10
VOTING
Voting for WTNA officers will occur at the first meeting in January of even numbered years. Each household will be allowed one (1) vote which may be cast in person, by proxy, or electronically.
Electronic votes must be cast at least two (2) days prior to the actual election. The form of any electronic vote shall be via email communication to any Board member listing both the position and candidate of choice for each position. Email ballots must be received from the registered email address of the member and will be counted along with ballots deposited in the ballot box prior to closing of the ballot box.
New members will be accepted and allowed to vote on the day of the election. In the event that there is a discrepancy regarding eligibility, membership or voting, the Board will defer to the property owner of record, unless otherwise compelled.
Any member of the WTNA may act, vote and be represented at meetings of the members of the WTNA by another member who is duly authorized in writing and filed with the Board of the WTNA. Households acting as a proxy for another member household may only present one proxy for the purposes of voting.
ARTICLE 11
PROHIBITION ON DISCLOSURE
Membership information collected by the WTNA about Association members, their personal information, and their contact data will be held confidential and shall not be released without written permission of the member. All such information will be the property of and for the exclusive use of the WTNA. The total number of active WTNA members will be reported at each quarterly meeting. Members who join at the beginning of each meeting will be included in the next general meeting figures.
ARTICLE 12
WTNA PROPERTY
All work product, finished work, listings of membership and contact data, intellectual or physical property either donated or purchased shall belong solely to the WTNA.
ARTICLE 13
DISSOLUTION
Upon the dissolution of the WTNA, no class of member shall have any right to receive any tangible assets of the Association. Tangible assets of the Association shall be donated to a 501(c)(3) tax-exempt entity, as decided by a simple majority of the dissolving members after a period of no less than three (3) years.