Savannah Downtown Neighborhood Association
THE DOWNTOWN NEIGHBORHOOD ASSOCIATION OF SAVANNAH, GEORGIA, INC.
The name of the association shall be The Downtown Neighborhood Association of Savannah, Georgia, Inc., and for the sake of brevity and convenience shall be referred to herein as the “D.N.A.”
The D.N.A. shall be a non-profit, incorporated entity, and its purpose shall be to promote in such ways and by such means as may seem appropriate to the members thereof, the general welfare of residents. The “general welfare” shall include but not be limited to all matters affecting the standards of health and safety in the Landmark Historic District and periphery of Savannah, Georgia, the maintenance of its unique architectural environment, the quality of life therein and the encouragement of the restoration movement.
OFFICERS AND EXECUTIVE COMMITTEE
The D.N.A. shall have as its governing and executive officers, the following:
The foregoing officers shall also serve as the Executive Officers of the Board of Directors of the D.N.A. They and other members of the Board of Directors shall be elected by general membership at the annual meeting. Vacancies on the Board may be filled by appointment by the existing board members. Voting Board membership shall not exceed sixteen (16) persons.
The President shall serve as the chairman of the Board of Directors.
Nominees selected by the Nominating Committee and the general membership for the positions of officers and other positions on the Board of Directors in accordance with the provisions of Article V above shall be elected at the annual meeting of the general membership. The election shall be by a majority vote of the members in good standing, present and voting at such meeting. Those elected will take office after the election.
OFFICERS AND BOARD OF DIRECTORS
The Board of Directors may in its sole discretion appoint Standing Committee(s) or Special Committee(s) as they may deem advisable. Chairpersons for such Committees shall be selected and appointed by the Board of Directors. These Chairpersons, and anyone appointed to represent the Downtown Neighborhood Association on various external Boards or Committees, serve as non-voting advisory members to the Board of Directors.
The D.N.A. shall be authorized and empowered to receive or to acquire from time to time, either real or personal property of any nature and hold title to any such property in its name. Any such properties so acquired and held (other than annual dues or cash receipts as contemplated by Article III hereof) shall not be disposed of except upon the majority vote of the board.
Meetings of the general membership of the D.N.A. shall be held at least six (6) times annually. The President, with concurrence of a majority of the Board of Directors, shall determine the date upon which such meeting shall be held, and shall advise the general membership accordingly. Special meetings of the general membership may be called by the President whenever, in his or her judgment, it shall be in the best interests of the D.N.A. to do so or when otherwise required by other provisions of these Bylaws. Notice of special meetings shall be furnished to the general membership as promptly as circumstances allow.
The Board of Directors shall meet at the pleasure of the President but in no event less frequently than six (6) times annually. At all meetings of the general membership as a whole, a quorum shall consist of five percent (5%) or 30 members of the general membership, whichever is less.
RULES OF PROCEDURE
The D.N.A. shall rely upon Robert’s Rules of Order as authoritative in all matters of Parliamentary Procedure in the conduct of its meetings and other regular business, and the President may in his discretion appoint a Parliamentarian, to render advice and counsel in such matters.
A quorum for the Board requires a minimum of 9 Voting Board members. All issues requiring a vote must have a majority of Voting Board members for passage. Electronic voting is an acceptable alternative to attendance voting.
The Fiscal and Membership year of the D.N.A. shall be from January 1 to December 31.
These By-Laws may be amended in any regard by the affirmative vote of two-thirds (2/3) of the general membership present at any regular meeting of the membership, provided that:
If a membership meeting is not convenient, the proposed amendments must posted on the D.N.A. website, and all members notified and advised how to vote by email or regular mail, at least ten days before votes are counted. An affirmative vote of two-thirds (2/3) of the members responding will be required for approval.
Last Revised: April 27, 2016
Submitted by the D.N.A. Executive Committee