Bylaws


NAME OF ORGANIZATION. The name of this organization is SHALIMAR ASSOCIATION (the “Association”) which consists of the area bounded South Country Club Way on the west, Concorda Drive on the North, Price Road on the east, and Southern Avenue on the south.
PURPOSE. The purpose of the Association is to promote the best interests of the residents of the Shalimar neighborhood as defined in Section 1.1. The Association is formed for civic, nonprofit purposes. In order to fulfill the Association’s purpose, the Association may: Provide timely information to its membership regarding activities that may impact the quality of life within the Association; Promote communications between and among residents of the Association government agencies, adjacent neighborhoods and their respective neighborhood associations; Provide an open process so as to allow all members of the neighborhood to have a voice in the welfare of the neighborhood; Support and protect the character and integrity of the neighborhood; Monitor conditions of Shalimar Golf Course Country Club as they relate to Shalimar vs. D.O.C. and take action to facilitate community participation in support of the decision of the court; Care for the Association’s property known as Tract B parcel 133-47-252 by trimming, watering, and cleaning the area, paying the property taxes, and interacting with personnel of Shalimar Golf Course; Provide for timely Annual Report submissions; organize and preserve Association records.
MEMBERSHIP QUALIFICATIONS. Membership in the Association is open to any person 18 years of age and older who lives in or owns any real property within the recognized boundaries of the Association. Other individuals, organizations, businesses, government agencies or nonprofit organizations may become Members if they have an interest in the goals and purpose of the neighborhood and are approved as Members by a majority vote at any general or special meeting. DEFINITION OF MEMBER. A Member means a person or organization qualified under Section 3.1 who is current on any dues required by the Association or who has otherwise made a satisfactory donation to the Association and maintains good conduct as determined in the sole and absolute discretion of the Board.
MEMBER VOTING. Members have one vote each to cast while in attendance at any general or special meeting. If multiple Members from a single household are in attendance at a general or special meeting, their combined individual votes count as only one vote, with each Member’s vote constituting his pro-rata share of the single vote. VOTING ENTITLEMENT. Members may vote to elect or remove any member of the Board at a general meeting or a special meeting. Members may vote at a general meeting or a special meeting on any other question submitted to them by the Board or to approve or reject any action taken by the Board.
ASSOCIATION MEETINGS GENERAL MEMBERSHIP MEETINGS. There must be at least one general membership meeting annually at a time an location determined by the Board. Notification of Members for general meetings must be completed 10 days in advance to all Members of the Association by any method authorized in A.R.S. 10-3141. SPECIAL MEETINGS. A special meeting may be called by the Board or upon written request of at least 10 Members. Notification of Members for special meetings must be completed 10 days in advance to all Members of the Association by any method authorized in A.R.S. 10-3141. Notice of a special meeting must include a description of the purpose or purposes for which the meeting is called. QUORUM. A quorum for any general or special meeting of the Association constitutes Members in attendance. Unless otherwise specified in these Bylaws, official actions of the Association require a majority vote of the Members present at a general or special meeting.

EXECUTIVE BOARD BOARD COMPOSITION. The Executive Board (“Board”) consists of 4 Officers (President, Vice President, Treasurer, and Secretary) and no more than 6 Board members at large. Members of the Board must be Members of the Association as defined in Section 3.2 and a current resident of the area bounded by the Association (see 1). The officers serve without compensation, but may be reimbursed for any reasonable expenditure incurred in the discharge of their Association duties. BOARD RESPONSIBILITIES. The Board must conduct the business of the Association for the benefit of the membership in fulfillment of the Purpose of the Association as stated in 2. The Board may make rules and regulations consistent with the law and the Bylaws, as it deems proper. The Board may establish permanent and temporary Committees as it deems necessary. Committees may make recommendations to the Board for Board action. Committees do not have the power to act on behalf of the organization without specific authorization from the Board. ACTION BY BOARD The board may take action in a meeting of the Board or as approved in writing without a meeting if the action is taken by all the members of the Board as authorized by A.R.S. 10-3821. Meetings of the Board must be preceded by at least 2 days’ notice of the date, time and place of the meeting to each member of the Board. The President or at least 4 members of the Board may call and give notice of a meeting of the Board. An action by the Board must be proposed by an officer and approved by a majority of the members of the Board. All actions of the Board are subject to the approval or the rejection of the membership. Unless and until rejected by the Members at a general or special meeting, the actions of the Board are binding on the Association.

TERM.
Officers and Board members at large are elected annually at a regular meeting held during the first month of each year. An Officer and Board Member at large hold office until: his successor is duly elected; he resigns from office or dies; or he is removed by the Members. No person may hold more than 1 office at a time. The President may fill any vacancy on the Board. The new member(s) term runs through December of the year in which the new member is appointed. CONFLICTS OF INTEREST. Board members and Officers must report possible conflicts of interest to the Board. If the Board determines that a conflict of interest exists, the interested individual may not vote on the matter presenting the conflict. DUTIES OF OFFICERS. Association Officers are President, Vice President, Secretary and Treasurer. The duties of each Officer include but are not limited to the following: The President serves as the chairperson of the Board, has the authority to call a meeting of the Board, and sees that orders and resolutions of the Board are carried out. The President also prepares agendas, presides at meetings, and communicates the Board’s decisions to interested parties. The President is authorized to write checks for approved expenditures when the Treasurer is unavailable. The Vice President works closely with the President presides at meetings in the President’s absence and performs other customary duties of a Vice President. The Secretary maintains a membership register listing all Members by name, address and phone number and keeps minutes of the meetings, including a sampling of majority and minority opinions expressed, and a record of all motions and actions taken at the meetings. The Treasurer controls and is held accountable for all funds of the Association and must provide the Board a periodic report of fund raising and expenditures. The Treasurer also files the annual report, tax return, and balances the bank account for the Association. Board members at large may assist Officers as appropriate. The Vice President, the Treasurer or the Secretary, in that order, may act in the place of the President in the event of the President’s absence, inability or refusal to act. APPROVAL OF EXPENDITURES. The Board must approve all obligations of the Association prior to any verbal or written commitment to expend funds of the Association. The Board may authorize the Treasurer to make expenditures under $25 without prior Board approval to meet the purposes of the Association as defined in 2.
AMENDMENTS TO BYLAWS AMENDMENT TO BYLAWS. These Bylaws may be repealed or amended by a vote of two-thirds majority of the Members at a regular or special meeting. All amendments to these Bylaws must be proposed in writing and submitted to Members at least 10 days before voting at a general or special membership meeting.

IN WITNESS WHEREOF, I have hereunto set my hand this 30th day of September, 2009.

 

Nadine Campbell, President