Bylaws of the Butchers Hill Association
January 2020
ARTICLE I - Name and Object
1. Name: The name of the Corporation shall be the Butchers Hill Association, Inc. (the "Association") (BHA).
2. Object: The object of the Association shall be to promote the general welfare of the community known as "Butchers Hill”; to promote cooperation among the property owners, residents, businesses and institutions and to raise the standards and conditions of the neighborhood and surrounding environment. The Association is a non-profit organization devoted to community betterment and is not formed for pecuniary or financial gain and no part of its assets or income shall be used for the benefit of its members or officers.
ARTICLE II - Office Location
1. Principal office: The principal office of the Association shall be the address of the current president or such other place as the Executive Committee shall from time to time appoint.
2. Other Offices: The Association may also have an office or offices in such other place or places as the Business of the Association may require and the Executive Committee may from time to time appoint.
3. All business-related mail shall be sent to 27 S. Patterson Park Ave. Baltimore, MD 21231 or address to be determined by the Executive Committee.
ARTICLE III - Membership
1. Membership in the Association shall be available to any person over eighteen years of age or any entity, which is eligible for membership, provided the requirements of membership, as noted in sections 2 to 5, have been completed.
2. Categories of Membership: There shall be the following categories of membership.
Any person is eligible to become a voting member of the Association if they are:
i. Resident. A resident of Butchers Hill as defined by the Boundaries in 4 below.
ii. A Businessperson or designee who owns a business in the BHA boundaries, which represents one vote.
iii. Organization. An entity or organization within the boundaries of Butchers Hill, such as churches, recreation centers, clinics, schools, which represents one vote per organization.
iv. Associate Members: any individual who does not live within the BHA boundaries but wishes to join in order to participate in activities (no voting authority).
3. Any elected representative whose district includes any part of BHA boundaries may be a non-voting member.
4. The Exterior Boundaries: Membership in the Association shall be available to those residents who reside on either side (East or West) of S. Washington Street between E. Pratt and E. Baltimore Streets, the East side of N. Washington Street between E. Baltimore and E. Fayette Streets, the South side of E. Fayette Street between N. Washington Street and N. Patterson Park Avenue, the West side of N. and S. Patterson Park Avenue from E. Fayette Street to and including 236 S. Patterson Park Avenue, the north side of Claremont Street /alley between S. Patterson Park Avenue and S. Chester Street, either (East or West) side of S. Chester Street between Claremont Street and E. Pratt Street, either side (North or South) of E. Pratt Street between S. Chester Street and S. Washington Street, and on the streets and alleys contained within these boundaries. The boundaries of the Association shall be subject to the review by the Executive Committee and may be amended at a meeting of the general membership of the Association.
5. Dues. The Board shall establish the annual membership dues by September 30th of each year for the following year; the Board shall establish a rate for members and for senior citizens (sixty years of age or older). Notification of dues will be posted in the BHA newsletter and other media (social, email, or other) avenues no later than November issue of the newsletter. Dues per member, regardless of whether one is a voting or a non-voting member, shall be collected by the Treasurer throughout the year for the calendar year in which the dues are to be paid. Payment of dues is a requirement to be a member-in-good-standing; all dues paying members are allowed to vote with the exception of Associate Members (as defined in 2.iv. above). Dues are not prorated. Dues paid during a calendar year shall apply to that calendar year, except that dues paid in November or December may be specified as advance payment for the next calendar year.
6. Waiver of Dues. Upon application by an individual eligible for membership, the Treasurer may waive the payment of some or all of the dues. Special consideration shall be given to persons on limited and/or fixed incomes.
ARTICLE IV - Meetings
1. Regular Meetings: There shall be at least four regular business meetings of the Association annually and such other meetings as the Executive Committee determines. The place of the meetings shall be determined by the Executive Committee and notice of such place shall be given either at the previous meeting or in the Association Newsletter distributed monthly or other media (social, email, or other) avenues. Voting at regular meetings shall be limited to the items on the agenda except in an emergency situation as determined by two-thirds vote of members present and voting.
2. Special Meetings: The President, a majority of the Executive Committee or ten (10) persons who are voting members in good standing, upon written request to the President, may call a special meeting of the members. Notice to the membership shall be sent or caused to be sent by the Corresponding Secretary on a “best effort” basis by email notification or the prevailing technology. The notice shall state the purpose of the meeting and discussion. Voting at the special meeting shall be limited to the items included in the notice.
3. Voting
a. Eligibility: At all meetings of the membership, each voting member in good standing shall have one vote. Each organization entitled to vote shall have one vote which shall be cast by its representative or delegate appointed for this purpose. The Treasurer shall make the final determination of membership in good standing and shall maintain a roll of such members. A proxy/absentee vote shall be in writing, and be signed by the member, bearing a date not more than two months prior to the meeting in which the proxy is to be voted.
b. Majorities and Quorums: All elections shall be held and questions decided by a majority of the votes cast at a duly constituted meeting. A quorum shall consist 2/3 of the membership or twenty-five (25) members in good standing whichever is less.
Article V – Officers and Executive Committee
All of the officers and three elected members-at-large shall constitute the voting members of the Executive Committee and the Association.
1. Election and Tenure. The officers of the Association shall be a President, two Vice-Presidents, Recording Secretary, Corresponding Secretary, Treasurer, and Parliamentarian. Additionally, there shall be three (3) Members-at-Large. All officers and members at large shall be individuals who reside in Butchers Hill, are members in good standing of the Association and shall be elected annually by the membership at its meeting in January by an affirmative vote of a majority of the voting members present at the meeting. A slate of recommended officers will be presented by the Nominating Committee. Nominations from the floor are also permitted. Officers and members at large may hold only one office at a time.
2. Powers and Duties. The Executive Committee shall manage the business, property, and affairs of the Association in accordance with the objectives of Article I.2 and shall act as fiduciary for the Association. They may hold meetings and adopt rules and regulations for their governance not inconsistent with these Bylaws. They shall have the power to appoint Ad Hoc Committees. The Executive Committee shall have the power to employ any person needed to carry out the purposes of the Association or aid in its activities.
3. Term of Office. The term of the Executive Committee members shall be for a period of one year. Officers and members at large may be elected for a maximum of three (3) consecutive terms in any one office.
4. Vacancies. In the case of any vacancy in the Executive Committee through death, resignation or other cause, the position shall be filled by the affirmative vote of the majority of the Executive Committee.
5. Executive Committee Member Removal. Any officer or member at large shall be subject to removal at any time by the affirmative vote of 2/3 of the Executive Committee member votes with the exception that if said member shall miss three consecutive meetings as a result of illness, military service, or an extenuating circumstance that is approved by the Executive Committee. The President shall appoint replacements as necessary with guidance from the Executive Committee.
6. Responsibilities. The President shall assign to the Vice Presidents the tasks of securing volunteers for the committees listed in Article VII. Each Vice President shall personally introduce themselves to new members who are present at meetings to ensure that the new members feel welcome and the Vice Presidents shall also act as contacts for said new members. The Recording Secretary shall take and maintain notes for General Meetings, Executive Committee meetings, and other meetings as deemed necessary by the Executive Committee. The President shall appoint a substitute recorder if said Recording Secretary is absent during any meeting which requires recorded notes.
7. Committee Chairpersons shall be selected from volunteers and shall be approved at the first Executive Committee meeting of the calendar year and as vacancies occur during the year.
8. Voting. All questions shall be decided by an affirmative vote of a majority of the votes cast at a meeting in which a quorum is present. A majority of the Executive Committee members shall constitute a quorum.
9. Notice, Place, and Time of Meetings. The date, place, time, and notice requirements of meetings shall be determined by the Executive Committee. The President of the Association shall make the final determination.
ARTICLE VI - Nominating Committee
A Nominating Committee of five (5) members shall be elected at the August regular business meeting to ensure that a slate of candidates shall be presented at the October regular meeting and posted in the November, December, and January newsletters. The annual election shall be held at the January regular meeting. Members of the Nominating Committee should be geographically distributed throughout Butchers Hill. The Nominating Committee shall be elected by a plurality vote of the members present at the August meeting, after having been nominated from the floor by members. In the event that there are no, or not enough, nominations from the floor, the President shall nominate five or fewer resident members meeting the criteria as set forth above. Only one (1) member from the Executive Committee shall serve on the Nominating Committee. The chairperson shall be a volunteer from the committee of five.
ARTICLE VII - Other Committees
1. Formation of Committees. There shall be the following Standing Committees composed of members of the Association. The chairperson of each committee shall be a volunteer appointed by the President. Committee chairpersons may serve as chairperson for only one standing committee at a time. A Member of the Executive Committee may serve as a Co-Chair but not as sole chair of a Committee.
2. Standing Committees. The Standing Committees shall be:
a. Land Use
b. Streetscape
c. Crime Prevention
d. Newsletter
e. House Tour
f. Flea Market
3. Ad Hoc Committees. The Executive Committee may create Ad Hoc Committees as needed. It shall charge each such committee created with specific duties, shall designate the tenure of each such committee, its Chair or Co-Chairs, and its membership. Examples of such Ad Hoc Committees include but are not limited to the following: December Holiday Dinner, July picnic, November Art Meeting.
4. Notice of Meetings. Notice of each meeting of the committees shall be given by the Committee Chairperson in the newsletter and shall be open to any resident and/or member.
5. Voting. At all meetings of committees every member entitled to vote shall have one (1) vote. Such vote shall be exercised in person. All elections shall be decided by a majority of the votes cast at a duly constituted meeting.
6. Presentation of Committee reports to the General Meeting. The Chair or Co-Chairs of each Committee or a designee shall make an oral report of the activity of the Committee and any Subcommittees at each regular meeting.
7.Limitations. Committees should advance their specific duties consonant with the goals and objectives of the Association and within the budget provided. The following limitations apply:
a. The expenditure of a sum of money greater than the approved budget of the committee shall be approved by a vote of the Executive Committee for a designated purpose, not to exceed a sum of or a sum of two-hundred fifty dollars (USD $250.00) or greater;
b. Any act which reasonably could result in the creation of any legal or financial obligations on behalf of the Association is not permitted;
c. No action shall be taken as representing the Association, either orally or in writing, directly or implicitly unless approved by the Executive Committee, pursuant to Article V.5 above.
ARTICLE VIII - Finance
1. Bank Accounts. The Executive Committee shall have authority to deposit any funds of the Association in banks designated by the Association. In the event that the Executive Committee shall fail to designate the persons by whom checks shall be signed or withdrawals made, all of such checks, drafts and other instruments or orders for the payment of checks or withdrawals shall be signed by any two (2) officers of the Executive Committee one of whom must be the Treasurer.
2. Budget. The Executive committee shall present an annual budget to the membership for approval no later than the March meeting. The Executive Committee may authorize the expenditure of up to two-hundred fifty dollars (USD $250.00) over the approved line item amounts initially budgeted.
3. Fiscal Year. The Fiscal Year shall be January 1 through December 31. There shall be a fiscal accounting by the treasurer of income and expenditures. It shall be in writing and it shall be submitted to the Executive Committee in draft form at the December Executive Committee meeting and in final form at the January Executive Committee for the new officers. The Proposed Budget for the new year shall be presented by the Executive Committee no later than the March general meeting for approval by the membership pursuant to VIII.2 above.
ARTICLE IX- Rules and Order of Meetings of Members
1. Order of Business
a. Call to order
b. Announcements
c. Reports of All Committees
d. Business Items
e. Any Other Business
f. Adjournment
2. Rules. The rules of parliamentary practice as contained in Robert's Rules of Order (as revised) shall govern the meetings of the membership so long as such rules are not inconsistent with the provisions of these Bylaws.
ARTICLE X - Amendments
Amendments. These Bylaws may be amended at any meeting of the membership by majority vote, provided that the proposed amendment(s) has (have) been submitted in writing by the Executive committee to the membership at least one week prior to a regular meeting.
Original Bylaws (1980)
Amended (2/84)
Amended (1/88)
Amended (6/91)
Amended (11/92)
Amended (9/01)
Amended (4/09)
Amended (5/14)
Amended (01/20)
Note: map needs to be updated