Section 1. The name of this incorporated Association shall be [is] La Lama Neighborhood Association.
Section 2. The location of the Association shall be [is] La Lama, [Taos County,] New Mexico, as defined by [the private land within] the Lama Creek watershed [and the Garrapata Canyon watershed, as shown on the map attached as Appendix A.] The Association area shall include the Lama Foundation also.
Section 3. The purposes of La Lama Neighborhood Association shall be [are] to define its boundaries; establish land use goals and objectives; plan for future land use; and determine zoning requirements to carry out those goals and objectives. The Association shall [will] work with the County of Taos in establishing and implementing a comprehensive County Land Use Plan, which plan shall [will] include the Association's goals, objectives and plans for La Lama. The Association shall [may] define additional purposes of concern to the entire community, as needed.
[Section 4. The rules contained in Robert's Rules of Order shall govern the Association in all cases to which they are applicable, and in which they are not inconsistent with these By-laws.]
Fiscal year Section 1. The fiscal and accounting year of the Association shall [is] be from January 1 to December 31.
Section 1. There shall be [is] one type of membership in the Association.
Section 2. Any person who is a resident of, owns property within, or who operates a place of business within the boundaries of the Association shall [is] eligible for membership.
Section 3. Membership shall not be denied because of the applicant's race, creed, national origin, sex, sexual orientation, or age.
Section 4. Voting privileges shall be [are] one (1) vote per member.
Section 5. Membership shall be determined by the applicant indicating an interest in the Association and renewing membership on a yearly basis [by attending at least one meeting during the previous year, in person or by written proxy].
Section 1. The regular meetings of the general membership shall be held each year in the months of March, June, September and December. The March meeting shall be known as the Annual Meeting. The time and place of each meeting shall be announced by prominently posting notices at the cattle guard at the Lama Road turnoff [and by notice in the local newspaper, or by mail notice to the membership] at least two weeks in advance of the meeting.
Section 2. The Board of Directors may call additional meetings as required to perform the work of the Association. Any additional meeting shall be advertised in the same manner as set forth above.
Section 3. A Special Meeting may be called at the request of ten (10) or more members; and notification shall be duly given with two week's notice and the purpose of the meeting stated with said notification.
Section 4. [A quorum for the conduct of business shall consist of one-quarter (1/4) of the members present at the meeting in person or by written proxy. Business shall be transacted by majority vote.]
Board of Directors and Officers
Section 1. Board of Directors. The Board of Directors shall be composed of five (5) members. Each Board member shall be a member of the Association. Board members shall be elected at the Annual Meeting of the Association. Each member of the Association can vote for no more than five candidates. The five candidates receiving the most votes will be elected to the Board. Board members shall serve for one year and may be reelected.
Section 2. Officers. The Officers of the Association shall be as follows: President; Vice-president, Secretary, and Treasurer. Officers shall be elected from and by the Board of Directors at their first meeting after their election. Previously-elected Officers shall serve until new Officers are elected.
Section 3. Duties of Officers.
A. The President shall preside at meetings; keep the Board informed of all affairs pertinent to the business of the Association; call Special Meetings; appoint committees with the consent of the Board; act as member, ex officio, of all committees; and see that the affairs of the Association are handled in a business-like manner.
B. The Vice-president shall preside in the absence of the President and shall perform the duties of the President when the President is absent.
C. The Secretary shall keep a complete record of all meetings of the Association and shall have general charge of the books and records of the Association. The Secretary shall attest to the President's signature when required; keep a membership roll; serve, mail or deliver all notices required by law and by these By-laws; and make a full report of all matters pertaining to this, to the member at the Annual Meeting or at such other times as the Board may require.
D. The Treasurer shall collect any membership fee required; maintain an appropriate accounting; and otherwise report to the Board.
Section 4. The members of the Board and Officers shall receive no compensation for their service as Board members.
Section 5. In addition to the quarterly meetings, the Board shall hold meetings at such regular intervals as the Board may determine. A majority of the Board shall constitute a quorum for the transaction of business.
Section 6. The Board of Directors shall have the general power to act for the Association in any manner not prohibited by statute or by directive of the membership at a duly constituted meeting.
Section 7. If the office of any Board member becomes vacant by reason of death, resignation, retirement, disqualification or otherwise, except by removal from office, a majority of the remaining Directors, though less that a quorum shall by a majority vote, choose a successor who shall hold office until the next Annual Meeting. of the members of the Association. A Board member who fails to attend two consecutive meetings [of the Board and/or the Association] without advance explanation to the President or Secretary shall be automatically removed from office as a Board member; and shall be so notified by the Secretary of the Board.
Section 8. Any Board member or Officer of the Association may be removed from office with or without cause, by a vote of not less than two-thirds of the members of the Association present at any Annual Meeting or at a Special Meeting called for that purpose. The Board member or Officer shall be informed in writing of the charges against him or her at least ten days in advance of such meeting; and at such meeting shall have the right and opportunity to be heard in person or by counsel, and [to] present witnesses on his or her behalf.
Section 1. These By-laws may be amended at a Regular Meeting of the membership or at a Special Meeting called for that purpose upon thirty (30) days notice, at which Regular or Special Meeting at least twenty percent (20%) of the members are present; and by a vote of two-thirds of those present at such meeting.
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