BYLAWS OF THE BREWSTER ASSOCIATION OF PART-TIME RESIDENTS, INC.
Article I - Name
The name of the corporation is Brewster Association of Part-time Residents, Inc. (hereinafter the ""Association", or "BAPR").
Article II - Offices
The principal office of the corporation shall be in the Town of Brewster, County of Barnstable, and Commonwealth of Massachusetts
Article III - Purposes
To actively represent part time homeowners (BAPR Members) in town government and affairs, inform in a timely manner BAPR members of Town and Cape issues that are relevant and to improve communication, cooperation and to foster a meaningful relationship between BAPR members and the Town of Brewster officials.
Article IV - Membership and Dues
Full membership is open to any part-time resident taxpayer of Brewster, Massachusetts. Membership dues shall be determined.by the Board from time to time. Membership period is from January I to December 31 of each year. Active membership requires dues to be current within any given year.
It is the policy of BAPR that our membership list is private and for the exclusive use of the organization. Our membership list shall not be sold or given to any other group and no information about individual members shall be given out without their express permission.
Article V - Meetings
The Annual Meeting shall be held each year in alternating years during the month of July or August. At the Board's option, one or more additional meetings may be held prior to Labor Day.
Special meetings maybe be called from time to time when warranted upon written request of at least 10% of the eligible membership. The request must be received by the Secretary at least twenty days before the requested meeting date.
Notice of meetings shall be sent by email to all active members. Such notices shall be sent at least 30 days before the meeting.
The presence at any membership meeting of at least 5% of active member voters shall constitute a quorum and shall be necessary to conduct the business of the corporation. For establishing a quorum, the number of active members shall be determined prior to the meeting
Article VI - The Board
A Board, consisting of elected officers and directors (both elected and appointed), shall manage the Association. Each officer and director shall be at least eighteen years of age and an active member of the Association.
The officers shall consist of a President, co-president, Vice President, Treasurer, and Secretary. The past-President shall also serve as a member of the Board until such time the existing President's term has ended, at which point the outgoing President shall take his or her place.
The directors shall consist of the past-President, as stated above, plus the elected directors. The elected directors shall be between five and fifteen in number. The number of elected directors may be increased or decreased to a number not less than five, or more than fifteen, by a majority vote of the Association members or by a majority vote of the Board, no decrease in the number of directors shall shorten the term of any incumbent director.
The Board shall meet prior to each full membership meeting. Special meetings of the Board may be called, upon a request in writing to the President from any three Board members. Participation in a Board meeting may be by any means of communication through which all persons participating may simultaneously hear each other during the meeting. The presence at a Board meeting of at least 50% of the Board members shall constitute a quorum and shall be necessary to conduct the business of the Board. Notice of a Board meeting shall be given to all members of the Board at least 10 days before a regular meeting or three days before a special meeting. The Board shall have the authority to hire a full or part-time Administrator and such other employees, consultants, and professionals as it shall in its reasonable judgement deem necessary to conduct the efficient operation of the Association. The Administrator will participate in all Board Meetings and will be active member of the board but will not have a vote on board matters.
The Co-Presidents, Board Members, or active members may nominate any active members to open positions on either the Board or as an officer of the Association prior to the commencement of the Annual Meeting either prior to the meeting or from the floor during the Annual Meeting.
Officers and elected directors shall be elected by the membership at the Annual Meeting by a majority vote of the members in attendance.
The term of office for both officers and elected directors is two years, to expire at the appropriate Annual Meeting two years hence. The election of all officers shall occur every other year, however the elected directors shall be elected in two groups with staggered terms - one group being elected each year. If there are an odd number of elected directors, an odd number of directors shall be elected in odd-numbered years and an even number in even-numbered years. An officer or director may be reelected to succeed himself or herself.
An officer or director may resign at any time by sending a letter of resignation to the Secretary or the President. Any officer or director may be removed, by the affirmative vote of two-thirds of the persons then serving on the Board, for a cause deemed important by the Board. In the event of resignation or removal, the Board may fill the vacancy by appointment. The remaining members shall constitute the Board until the vacancy is filled or the number of Board members is changed.
Article VII - Officers
President: The Co-President shall be the chief executive officer of the Association and shall preside at all meetings of the Association and of the Board. In the absence of one of the Co-Presidents at such meetings, the presiding officer shall be the Vice President, to be followed, in the Vice president's absence, by the Treasurer, and then the Secretary.
The Co-Presidents shall have the power and authority to see that all orders and resolutions of the Association are carried into effect, shall give a report on the "State of the Association" at each Annual Meeting, and shall have such other powers and duties as may be voted by the Board.
Vice President: The Vice President shall support the Co-Presidents in the conduct of business and, in the Co-Presidents' absence, shall act in his/her behalf.
Treasurer: The Treasurer shall collect and deposit in an Association bank account all money received from the payment of dues, He or she shall pay all authorized indebtedness, keep books of the accounts of the Association's finances, and conduct such other duties as the Board may direct. The books shall be open for inspection of the Board, The Board may direct an audit of the books of the Treasurer. Tressurer will submit the Annual report, as required, by the Commonwealth of Massachusetts. The Treasurer shall present a balance sheet summarizing assets and liabilities of the Association at each meeting of the Board and present a summary report of the financial condition of the Association at the Annual Meeting, including the current balance sheet and a projection of future income and expenses. The Treasurer shall prepare and file all necessary tax statements. Upon retiring from office, the Treasurer shall tum over to his or her successor all books, papers, vouchers, and funds belonging to the Association pertaining to the office.
Secretary: The Secretary shall keep records of all meetings of the Association and the Board, have custody of the documents of the Association, conduct the correspondence of the Association, record any amendments of the Bylaws of the Association, and perform such other duties as may be directed by the Board. The Secretary shall make a written and verbal report at the Annual Meeting. The Secretary will provide copies of the Bylaws to members, upon request.
Administrator: The Administrator shall be responsible for all communication between the Association’s Officers, Board Members and the Membership. In addition the Administrator will publish stories, articles of interest to our Membership sourced from accredited local websites, newspaper and other sources deemed reliable. Communications with the Membership should take place on a regular basis and keep members current with ongoing Town business and politics.
Other Committees: The Presidents shall have the power to appoint one or more committees as the Board shall direct.
Article VIII - Construction:
If there is any conflict between the provisions of the Articles of Organization and these Bylaws, the provisions of the Articles of Organization shall govern.
Article IX - Amendments:
Proposed changes to the Bylaws shall be made by a request in writing to the Secretary from any two members of the Board or by a petition from 10% of the eligible votes. Approval for such changes may be by a two-thirds vote of the Board or by a two-thirds vote of eligible votes present at the Annual Meeting.