THE FEDERATION OF COMMUNITY
OF ATHENS-CLARKE COUNTY, GEORGIA
September 10, 2001
Revised February 5, 2007
ARTICLE I. NAME
Section 1. The name of the organization shall be The Federation of
Community Associations of Athens-Clarke County, Inc., hereinafter known as the
Section 2. The trade name of the organization shall be the Federation of
Neighborhoods and Community Associations.
Section 1. The
purpose of the Federation is to provide a means for individual community
associations to work together for the betterment of the Athens-Clarke County,
Georgia area and for residential community goals.
Section 2. The
following areas are considered primary concerns of the Federation: land use planning and zoning; community
services; police and fire protection; traffic; parks and recreation; education.
Section 3. Programs and activities of the Federation
a. Promote cooperation among neighborhood
organizations and community associations to find creative, constructive and
positive solutions to community problems.
b. Promote a positive, responsive attitude from
public officials to the needs of neighborhood organizations.
c. Provide forums in which broad-based community
programs can be presented and discussed.
d. Encourage, support, and assist neighborhood
leaders in their efforts to formally organize their neighborhoods and to
establish identified goals and objectives for action.
e. Foster the principles of sustainable and
environmentally responsible community development.
Section 1. The
membership of the Federation shall consist of community associations and other
organizations or individuals in the Athens-Clarke
County area whose
interests, concerns, and goals are compatible with the Federationís statement
Section 2. Membership
shall be classified as follows:
membership shall be open to neighborhood and community associations, focused
interest groups, and other similar organizations whose membership consists
solely or largely of citizens of the Athens-Clarke
County area. Association Members shall have voting
privileges as specified in the Bylaws, and individuals affiliated with Association
Members may serve as officers, directors, and committee members as specified in
membership shall be open to individuals who are citizens of the Athens-Clarke County
area, to individuals having substantial interests in the affairs of the Athens-Clarke County area, and to organizations that
are ineligible or otherwise not disposed toward Association membership. Individuals affiliated with Affiliate
Members may participate in the deliberations of the Federation and may serve on
committees, but may not serve as officers or directors. Affiliate Members shall not have a vote on
any Federation matter.
Section 3. Admission
and Termination of Membership
a. Admission to membership, including
designation of the membership class, shall be approved by majority vote of the
Board of Directors, contingent upon receipt of a properly completed membership
application form and payment of all fees and dues applicable to the first year
of membership. Membership fees and dues
will be returned to any organization or individual not elected to Federation
b. Membership in the Federation shall be
terminated upon failure to pay dues after two notices of dues payable have been
unanswered. Termination or suspension of
membership for reasons other than financial shall be by majority vote of the
Board of Directors, provided, however, that such members have been given due
notice, have been given opportunity to be heard, and the termination procedures
are fair and reasonable as provided by law.
Section 4. Charter Members
members shall be those associations whose representatives participated in the
ratification of the original constitution in October 1969.
Section 5. Representatives
Association Member shall designate, according to its own regulations, one
person to serve as official representative and at least one person to serve as
alternate representative(s) to the Federation.
Appointment of representatives shall be for one (1) year or until
revoked or superceded by the Association member organization.
Section 6. Voting
a. Each Association Member shall have one (1)
vote, such vote to be cast by one of the Association Memberís designated
representatives. In the event an
Association Memberís official representative and alternate(s) are unable to
attend a Federation meeting, the Association Member may designate, by written
proxy, another person affiliated with the Association Member organization to
cast the vote(s) for the member organization as Representative Pro
Tempore. Such proxy shall expire at the
end of the meeting for which it was authorized.
Voting by proxy
is not permitted except as provided for Representative Pro Tempore.
Section 1. The officers of the Federation shall
consist of a President, a Vice-President, a Secretary, a Treasurer, and an
Immediate Past President. No offices
shall be combined in one person other than those of Secretary and Treasurer. No officer shall serve simultaneously as an
2. Candidates for all offices must be
affiliated with an Association Member.
Section 3. All
officers except Immediate Past President shall be elected by majority vote at
the annual meeting, shall take office at the beginning of the next fiscal year,
and shall serve for a term of one (1) year or until their successors shall be
duly elected and qualified. No person
shall serve more than three consecutive terms in an office unless specifically approved by a majority vote of
the membership. The office of Immediate
Past President shall be considered an ex officio appointment of the Board of
Section 4. Duties of
the officers shall be as follows:
a. The President shall preside at meetings of
the Federation and the Board of Directors, appoint committees call special
meetings, and generally perform the duties of the executive officer of the
Federation unless such duties are vested in an executive director.
the Presidentís absence or in the event of the Presidentís inability to act,
the Vice President shall perform the duties of the President. The Vice President shall also perform such
other duties as may be assigned by the Board of Directors or the President.
c. The Secretary shall keep minutes of all
meetings of the Board of Directors and such records of Federation meetings as
may be directed by the Board of Directors, be a custodian of all past and
present records, keep a roll of members, conduct the correspondence, issue
notices, and discharge such other duties as usually pertain to such office or
as may be assigned by the Board of Directors or the President.
Treasurer shall collect all membership dues and shall have care and custody of
all the funds and property of the Federation, which shall be disbursed only by
check and only upon the order of the Board of Directors or the President. The Treasurer shall make a financial report
to the Board of Directors at each of its meetings, at the Federationís annual
meeting, and at such other times as the President or Board of Directors may
require. The Treasurer shall deposit all
funds in the name of the Federation in such bank or banks as determined by the
Board of Directors and sign checks for the disbursement of funds as directed by
the Board of Directors. The Treasurer
shall, at all times, make available for inspection by the President, the Board
of Directors, or any authorized auditors, the financial accounts and records of
e. The Immediate Past President shall serve as
an advisor to the Board of Directors and the President and perform such other
duties as may be assigned by the Board of Directors and the President.
Section 5. In the case of a vacancy in the office
of President, the Vice President shall succeed to the office. In the case of a vacancy in any other office,
the vacancy shall be filled by appointment of the Board of Directors.
ARTICLE V. BOARD OF DIRECTORS
Section 1. The
Board of Directors shall consist of the officers and a minimum of three (3) and
a maximum of five (5) elected directors.
The elected directors shall serve two (2) year terms. The terms of elected directors will alternate
so a minimum of one (1) term and a maximum of three (3) terms will expire each
year. No elected director shall serve
simultaneously as an officer.
Section 2. Candidates
for director must be affiliated with an Association Member of the Federation.
Section 3. The
Board of Directors shall determine the policies and activities of the
Federation, set the time and place of the Federationís annual and regular
meetings, call special meetings, admit members and terminate membership,
adjudicate questions of member representation, define the fiscal year, approve
the budget, determine dues and fees, appoint auditors, determine the official
depository or depositories and authorize persons to sign checks, approve all
bills, take counsel with committees, and have general management of the
Federation, subject to the provisions of the Articles of Incorporation and the
Section 4. The
Board of Directors shall meet at least annually prior to the annual meeting of
the Federation, and may hold regular meetings at such time and place as may be
determined by the Board. Special
meetings shall be held at the call of the President or a majority of the Board,
provided each officer and director is given at least two (2) daysí notice of
the date, time, and place, but not the purpose, of the meeting. At the discretion of the Board, committee
chairmen may meet in joint session with the Board. Action required or permitted to be taken at a
Board of Directors meeting may be taken without a meeting if such action is
approved by not less than a majority of the Board, provided the action is
evidenced by written consent(s) describing the action taken and signed by no
fewer than the required number of Board members and filed with the minutes of
the Board of Directors.
Section 5. A
quorum of the Board of Directors shall be a majority of the officers and
directors in office immediately before a Board meeting begins, provided,
however, than such quorum shall consist of no fewer than one-third of the
number of officers and directors specified in the Bylaws.
Section 6. Federation
members shall be advised of business transacted by the Board of Directors in
whatever manner is deemed appropriate, provided however, that the president and
treasurer must report on the activities and financial condition of the
Federation at the annual meeting. A copy
of the minutes of any Board of Directorís meeting shall be provided, upon
request, to any Federation member as provided by law.
Section 7. The
Board of Directors may adopt or discontinue a project that may last more than
one (1) year, provided, however, such adoption or discontinuation is approved
by a majority vote of Association Members.
Section 8. A
decision of the Board of Directors can be reconsidered by the membership at a
regular or special meeting provided notice of such reconsideration is given to
the membership. At this meeting, the
decision of the Board of Directors may be reversed by two-thirds (2/3) vote of
those Association Members present and represented.
Section 9. Vacancies
in a directorís position shall be filled by election by the Association
Members, provided, however, that vacancies may be filled by the Board of
Directors if election by the Association Members is not practicable. In the case of a vacancy in the office of
Immediate Past President, the Board of Directors shall name any former
president to fill the position or, should no past president be available or
willing, shall name any former officer or director not currently serving on the
Board of Directors.
Section 1. The Federation shall hold at least one meeting annually for the
purpose of electing officers and directors and conducting such other business
as required by the Bylaws or by law.
Section 2. Regular
meetings of the Federation shall be held as determined by the Board of
Section 3. Special
meetings of the Federation shall be held upon call by the President, the Board
of Directors, or at least five (5) percent but not fewer than three (3) of the
Association Members. Only those matters
that are within the purpose(s) described in the meeting notice may be conducted
at a special meeting.
Section 4. Fair
and reasonable notice shall be given for the annual meeting, special meetings,
and such other meetings where notice is required by the Bylaws.
Section 5. A
quorum at regular, special, and annual meetings of the Federation shall be
thirty (30) percent of the Association Members entitled to vote.
Section 6. If
a quorum is present, the affirmative vote of a majority of the votes cast by
Association Members is the act of the members unless the Bylaws require a
Section 7. All
meetings shall be open to the general public, except only in those
circumstances where confidential discussion is of the utmost necessity.
Section 8. Action
required or permitted to be taken at a regular or special meeting may be taken,
without a meeting, by written ballot distributed to each member entitled to
vote, provided such action is approved by not less than a majority of such
members and evidence of such approval is filed with Federation records.
Section 1. The
standing committees of the Federation shall be:
b. Public relations;
d. Neighborhood development;
A majority, but not
fewer than three (3), of the members of each standing committee shall be affiliated
with a Federation member. Committee
members shall serve for a term of one (1) year or until the end of the current
fiscal year, whichever occurs first.
Each standing committee shall make such reports as the President or
Board of Directors may direct.
Section 2. Subject
to the approval of the Board of Directors, special committees may be appointed
by the President and they shall perform such duties as may be defined in their
creation. Unless otherwise specifically
authorized by the Board of Directors, the requirements for committee members,
the duration of appointment, and the reporting requirements shall be the same
as for standing committees.
Section 1. Membership
fees and annual dues for members shall be as determined annually by the Board
of Directors and approved by the Association Members. Membership fees and dues are not refundable
except as provided for organizations or individuals not elected to Federation
Section 2. Revenues
other than those defined in Section 1 may be raised or accepted as determined
by the Board of Directors and approved by the Association Members.
Section 3. The
Board of Directors shall define the fiscal year.
Section 1. The President shall appoint a nominating
committee of three members, excluding the current officers and directors. The nominating committee shall present a
slate of qualified candidates for officers and directors at the annual meeting
or for such vacancies as have been declared at regular or special meetings.
Section 2. Nominations
may be made from the floor provided the candidates have given prior permission
for the nomination and satisfy the qualifications for the office or director
X. PARLIAMENTARY AUTHORITY
In all instances when they are applicable
and not inconsistent with Georgia
law, the articles of incorporation, bylaws, and any other special rules the
Federation shall adopt, the current edition of Standard Code of Parliamentary Procedure shall govern.
XI. AMENDMENTS TO BYLAWS
of the Bylaws shall be by two-thirds of the votes cast or a majority of the
voting power, whichever less, of the Association Members, is provided fair and
reasonable notice containing or accompanied by a copy or summary of the
amendment is given to the membership.