West End Manor Civic Association – BYLAWS
Revised Oct 10, 2022 | Effective January 1, 2023
West End Manor Civic Association
8600 Lakefront Dr.
Henrico, Virginia 23294
Article II – Membership
Section 1. The membership shall be open to residents of Gladewater Estates, Hungary Glen, Hunters Ridge, Huntington, St. James Place, Traditional Manor, Walton Farms, West End Manor, Woodlake, and any other subdivision voted by the membership.
Section 2. Membership shall be by household. Each household shall pay annual dues in the amount approved by the Board and advertised to all Members. Households shall be entitled to two (2) votes only. Adults ages 18 or over are eligible to vote. Children under the age of 18 are not eligible to cast the household vote.
Section 3. The membership year shall run from January 1st through December 31st. All dues are payable by the March General Membership meeting date to allow for a grace period. New residents are eligible to join at any time during the year. Current residents must be members in Good Standing to be eligible for member discounts on building rentals and other Association events.
Section 4. Adult resident members unable to attend a regular or special meeting may be represented at such meeting by written proxy. Proxy usage is for specific civic association matters requiring a vote. Proxy votes must be submitted to the Secretary via email or written notification no later than the day prior to the meeting date. A member may not represent more than one (1) proxy vote.
Article III – Board of Directors
Section 1. Ten (10) Directors shall be elected or confirmed at the last General Member Meeting of the calendar year. All Directors must be members of the Association. The Board of Directors of the Association shall be President, Vice President, 2nd Vice President, Secretary, Treasurer, and the following Committee Chairs: Building and Grounds, IT and Social Media, Membership, Event Planner, and Rental Liaison. A representative from the Henrico County Police Department shall serve a non-voting Director with the title of Safety Officer. The Board of Directors will be referred to as the Board from here forward.
Section 2. The election and installation of the Board of Directors shall occur at the last General Member Meeting of each calendar year which is to be held no earlier than 90 days before the end of said calendar year. Terms of office shall be two (2) years and run January 1st through December 31st. If a vacancy occurs between annual meetings, the President shall appoint someone to fill the office until the next meeting except as provided in the WEMCA, Inc. Board of Directors Manual.
Section 3. Directors may be re-elected if duly nominated and elected by the membership. The Directors may continue to be nominated to serve as long as s/he is willing or as long as s/he satisfactorily performs his/her duties.
Section 4. The Board of Directors may remove any Director from office for incompetence, misconduct, neglect of duty, absenteeism, conflict of interests, refusal to abide by the wishes of the board, acting without the consent or permission of the board, or any conduct that is of such a serious nature or extent that it breaks the board/association relationship, upon a majority vote from the Directors present at any scheduled Board of Directors meeting.
Section 5. The Board shall provide, in a written statement to be posted on the WEMCA website, the reasons for removing any Director. The Board is the sole judge of the sufficiency of the cause for removal as set forth in this section. The Board will not be obligated to provide information regarding the departure of any Director who resigns or leaves the Board of their own free will.
Section 6. The Board shall meet monthly at a set date and time as agreed to by the Board and advertised to all Association members.
Section 7. The Board shall present a proposed annual budget to the membership at the November meeting provided their is a full working board including a dedicated Director serving in the role of Treasurer.
Section 8. All Director positions shall adhere the assigned duties as listed in the WEMCA, Inc. Board of Directors Manual or as decided upon by the acting Board of Directors.
Article IV – Executive Board
Section 1. The President shall preside at all meetings of the association. He/she may call Special Meetings of the association whenever such meetings are deemed necessary and advisable or upon recommendation of a majority of the Executive Board. It shall be the responsibility of the President to see that the membership is informed of all activities of the association with periodic newsletters distributed to the members. It shall be the responsibility of the President to have a current copy of “Robert’s Rules of Order” (Newly Revised) and the association bylaws available at each meeting.
Section 2. The First Vice President shall perform the duties of the President when the latter is absent or incapacitated and shall serve as Governmental Relations Officer and make arrangements for programs at scheduled General Membership meetings. S/he shall be the spokesman for governmental matters at the direction of the Executive Board. S/he shall post/remove General Meeting signs at the north and south end of West End Drive subdivision entrances. S/he attend all Executive Board meetings and General Membership meetings.
Section 3. The Second Vice Presidents (East, West, and Walton Farms) in the order listed shall perform the duties of the President when the President and Vice President are both absent or incapacitated. They shall serve as Tri-Chairmen of the Membership Committee, collect membership dues from residents and turn in an accurate accounting to the Treasurer. They shall contribute articles to the newsletter, attend all Executive Board meetings and attend all General Meetings.
Section 4. The Recording Secretary shall take minutes at all regular, Executive Board, Executive Committee and Special Meetings of the association and present a copy to the President at the next scheduled meeting. S/he will ensure all recorded records are signed by the President and maintained/filed at the WEMCA office. S/he will be responsible to provide these documents when requested by the board. S/he shall perform the duties of the Corresponding Secretary when the latter is absent or incapacitated.
Section 5. The Corresponding Secretary shall handle all correspondence for and on behalf of the association. S/he shall act as Registered Agent for the WEMCA and receive official mail and legal papers. S/he shall be responsible for the newsletter to be published and delivered every other month starting in January. S/he will provide a copy to the President prior to printing and distribution. The Corresponding Secretary shall keep a record of all board members and shall notify each board member of each meeting. S/he shall perform the duties of the Recording Secretary when the latter is absent or incapacitated.
Section 6. The Treasurer shall be the custodian of all monies collected for and by the association. S/he shall disburse the funds at the direction of the Executive Board and the President. S/he shall keep accurate and detailed financial records and submit an up-to-date report of receipts and disbursements at each Executive Board meeting and each General Meeting. The Treasurer shall propose an annual budget to the Executive Board for approval at the October meeting. A written report from the accountant shall be submitted to the Executive Board each December and prior to a change in officers. It shall be required that both the signature of the President or First Vice President and the signature of the Treasurer appear on all disbursements of the association.
Section 7. The Building and Grounds Chairperson shall be the caretaker of our property. Any, and all real property owned by the association falls under the stewardship of the Building and Grounds Committee. The committee’s stewardship is to focus on the upkeep and maintenance of our structures and property. The Building and Grounds Chairperson shall propose and maintain a plan of prevention and maintenance for upkeep on all building and grounds owned, leased, or given for the association’s use. Such rules will be approved by the Executive Committee. S/he will be responsible for the routine maintenance of the building such as light bulbs, filters and small repairs that are within his/her capabilities/skills. S/he will procure funds from the Executive Board to secure license contractors to affix repairs when the scope of said repairs exceeds his/her abilities.
Article V – Committees
Section 1. There shall be the following standing committees: Building and Grounds, IT and Social Media, Membership, Event Planner, and Rental Liaison.
Section 2. The President shall appoint any additional ad hoc committees and their chairpersons.
Section 3. All committees shall adhere to the assigned duties as listed in the WEMCA, Inc. Board of Directors Manual or as decided upon by the acting Board of Directors.
Article VI – Nominating Committee
Section 1. The Board of Directors shall appoint the Nominating Committee Chairperson. The President, however, may not participate in this nomination. The Nominating Committee Chairperson must be a member in good standing and meet the criteria as listed in the WEMCA, Inc. Board of Directors Manual.
Section 2. A current Board member, other than the President, must be on the Nominating Committee, but may not act as Chairman.
Section 3. The Nominating Committee is to present a slate of officers at the September General Membership Meeting.
Section 4. The slate of officers is to be advertised to the membership prior to elections at the November General Membership Meeting.
Article VII – Amendments
Section 1. Proposed amendments to the bylaws must be submitted to the President in writing. A proposed amendment shall be referred to the Board of Directors by the President for due consideration. The Board of Directors shall present its recommendation at the next Association meeting or at a special called meeting. The proposed amendment shall be adopted upon receiving two thirds of the votes entitled to be cast by members present or represented by proxy at such meetings.
Article VIII – Meetings
Section 1. Regular General Membership Meetings of the Association shall be held as needed with a minimum of two (2) meetings to be held each calendar year with the second to be held no earlier than 90 days before the end of said calendar year. Regular meeting dates shall be rescheduled by the President after consultation with the Executive Board to avoid conflicts with holidays or other events.
Section 2. Special meetings of the Association may be held provided a 14 day notice is given to membership. The purpose of the meetings shall be stated in the notice and no other business shall be transacted.
Article IX – Parliamentary Authority
Section 1. “Roberts Rules of Order” (Newly Revised) shall prevail at all meetings of the Association except where differences are specifically defined in the West End Manor Civic Association, Inc. Articles of Incorporation and Bylaws.
Article X – Disbursement of Funds
Section 1. Any expenditure of Association funds shall be substantiated by invoice or statement from the company to whom the funds are to be disbursed.
Section 2. No un-budgeted expenditure of over $100.00 shall be disbursed unless request is submitted to the President and approved by the Board of Directors.
Article XI – Property
Section 1. The Board of Directors, with support from the Building and Grounds Committee, shall maintain all facilities and grounds owned, leased, or loaned to the association.
Article XII – Records
Section 1. All records must be turned over to the new elected President at the beginning of his/her term for distribution to the proper individuals. No records will be destroyed without the approval of the Executive Board.