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BYLAWS

ARTICLE I - NAME, PURPOSE AND TARGETED AREA

Section 1: NAME - The Northwest Development Roundtable (herein referred to Roundtable) shall function as a Steering Committee, reporting to Project Garrison, Inc.

Section 2: PURPOSE - The Roundtable is organized:

·       To keep community leaders informed of property development initiatives in Northwest Baltimore - many of which are conducted by neighborhood stakeholders.

·       To invite/encourage interested community stakeholders to collaborate in the:

·   development of properties; and

·   development of decent affordable housing for low to moderate-income earners residing in the Roundtable’s targeted area.

·       To help improve the quality of life and aid in establishing/maintaining safe sustainable neighborhoods in its targeted area.

Section 3: TARGETED AREA – The targeted area of the Roundtable covers communities located within the following boundaries:  Northern borders: W. Northern Parkway, Seton Business Park and 4400 Patterson Ave. Eastern borders: Wabash Ave. Liberty Heights Ave. Tioga Pkwy., Gwynns Falls Pkwy and Braddish Ave. Southern borders: W. North Ave. N. Hilton St. Clifton Ave., Talbot Road, Clifton Road and Dickeyville. Western borders: N. Forest Park Avenue, City Line and Powder Mill Stream.

ARTICLE II - MEMBERSHIP

Section 1: TYPES OF MEMBERSHIP – The Roundtable shall offer two types of organizational memberships and one type of individual membership: (i) community organization leaders, (ii) other stakeholder leaders and (iii) individual leaders.

(i)         COMMUNITY ORGANIZATION LEADERS include presidents of “active” neighborhood associations located in Roundtable boundaries. A president of an “active” neighborhood association may designate another official of that association to represent it in the Roundtable.

(ii)       OTHER STAKEHOLDER LEADERS include presidents, chief executive officers, executive directors, clergy, principals and any other leader of businesses, nonprofit organizations, houses of worship, and educational institutions, which are “actively” involved in development projects; have vested interest in development/redevelopment of properties and /or involved in helping to improve the quality of life and aiding in the establishment/maintenance of safe sustainable neighborhoods in the Roundtable targeted area. The primary leader of any stakeholder entity may designate another official of that entity to represent him/her in the Roundtable.

(iii)     INDIVIDUAL LEADER memberships are designed for any individual leader residing in a neighborhood within the Roundtable’s targeted area where there is no active neighborhood association and he/she is “actively” working toward building/rebuilding a neighborhood association. An individual member may not designate someone else to represent him/her in the Roundtable.

Individual leaders who are successful in reactivating/activating a neighborhood association may have their individual dues credited toward the neighborhood organization’s dues in the year of activation.

Section 2: MEMBERSHIP DUES – Beginning January 1, 2010, members of the Roundtable shall be assessed annual dues to defray business expenses such as meeting costs, supplies, and related operational expenses.  Payment of membership dues will be tax deductible and nonrefundable. Membership fees shall be periodically reviewed by the Membership Committee. Changes in future membership fees must be approved by a Roundtable quorum. Initial Roundtable membership fees are:

(i)              COMMUNITY ORGANIZATION       -            $45 annually

 (ii)            OTHER STAKEHOLDER ENTITY     -           $65 annually

(iii)          INDIVIDUAL                                         -          $25 annually

Section 3: MEMBERSHIP CONSIDERATION – Failure to attend at least two of four quarterly scheduled Roundtable meetings per year, may be cause for the Membership Committee and the appropriate Cluster Leader to review/make recommendations regarding that organization.

ARTICLE III - MEETINGS

Section 1: FREQUENCY - There shall be a minimum of four (4) regular Roundtable meetings in a calendar year (Jan. 1 to Dec. 31). These meetings shall be open to all member organizations, individuals and the general public unless otherwise notified.

Section 2: SETTING OF MEETINGS - Roundtable meetings are set by the president of the Roundtable, who shall also set the time and place.

Section 3: SPECIAL MEETINGS – Special meetings may be called by the Roundtable’s Executive Council at any time.

Section 4: NOTICE OF MEETINGS - Notification of each meeting shall be given to each member, not less than ten days in advance, by the most expedient method available. In other words, consideration shall be given to ensure practical methods of communication to members who do not have internet access.

Section 5: QUORUM – In order to transact business matters in a timely manner, a quorum is defined as the “majority of Roundtable members present at any duly notified Roundtable meeting.” Before any business can be transacted that requires making/passing a motion, a Roundtable quorum must be present. Prearranged attendance through electronic conferencing shall be allowed.

Section 6: VOTING PROTOCOL –

(i)              Each member organization/entity and individual shall have one (1) vote. A Roundtable member’s designated representative may cast a vote in his/her absence.

(ii)            Roundtable members shall abstain from voting on any matter/project that could benefit or be perceived as benefiting them individually and/or organizationally.

ARTICLE IV – OFFICERS AND DUTIES

Section 1: OFFICERS. There shall be four (4) elected officers of the Roundtable: president, vice president, treasurer and secretary. These officers shall serve on the Roundtable’s Executive Council.  Their duties are as follows:

(i)              President - General duties include but may not be limited to: presiding at Roundtable meetings; appointing committee chairs and requesting reports from committee chairs as required; serving on Project Garrison’s Board of Directors; informing members and Project Garrison’s Board regarding activities, progress and financial condition of Roundtable; and executing agreements and legal instruments together with any other officer as permitted by law and/or policies/rules of Roundtable/Project Garrison

(ii)            Vice President – General duties include but may not be limited to: guiding/overseeing cluster leadership and reporting progress/issues at regular Roundtable meetings; assisting president as needed by presiding over meetings and executing responsibilities of the president when the president is absent or unable to serve.

(iii)          Treasurer – General duties include but may not be limited to: chair of Finance Committee and co-signer of Roundtable checks.

(iv)          Secretary – General duties include but may not be limited to: keeping records of Roundtable actions, including overseeing the taking of minutes at meetings, ensuring timely dissemination of meeting announcements, distributing copies of minutes and maintaining Roundtable meeting records.

Section 2: TERM IN OFFICE – In an effort to avoid all elected officers with institutional knowledge from leaving the same elected position at the same time, terms in office for elected officials shall be staggered as follows:

President and Secretary - The president and secretary shall normally be elected to serve two (2) years. Each individual may be re-elected to serve in the same position for a second two-year term, (total maximum years in the same position should not exceed four (4) consecutive years). 

Vice President and Treasurer - The vice president and treasurer shall normally be elected to serve three (3) years. Each individual may be reelected to serve in the same position for a second term of two years (total maximum years in the same position should not exceed five (5) consecutive years).

Section 3: RESIGNATION FROM ELECTED POSITION - Resignation from an official position must be in writing and received by the president and secretary.

Section 4: REMOVAL OF OFFICERS – Negligence of duty, continued patterns of absence, exhibition of lack of interest in elected position and/or the affairs of the Roundtable serve as reasons for the Roundtable membership to request that an officer resign or be voted for removal.

ARTICLE V – COMMITTEES AND CLUSTERS

Section 1: STANDING COMMITTEES – Standing committees of the Roundtable are (i) executive council, (ii) membership committee, (iii) finance committee, and (iv) nominating committee.

(i)              EXECUTIVE COUNCIL – The executive council shall be empowered to act between Roundtable meetings if necessary, and sometimes with specifically delegated authority to act in particular areas on behalf of the full Roundtable. The make-up of executive council will comprise the elected officials: president, vice president, treasurer and secretary; plus chairs of standing committees.

(ii)            MEMBERSHIP COMMITTEE – The membership committee is responsible for recruiting potential members and delivery of an orientation for new members. The committee in conjunction with the appropriate Cluster Leader also reviews/reports/recommends membership status.

(iii)          FINANCE COMMITTEE – The finance committee is responsible for reviewing financial statements and identifying/reporting issues, including budget, accounting, tax and investment issues, plus ensuring accurate tracking/monitoring/ accountability for funds; ensuring adequate financial controls; reviewing major grants and associated terms

(iv)          NOMINATING COMMITTEE –The nominating committee is responsible for making recommendations to the Roundtable on the appointment of new officers; regular review of the Roundtable structure, size and composition and providing recommendations to the Roundtable with regards to any adjustments deemed necessary; and recommending candidates to fill elected official vacancies as and when they arise.

Section 2: AD HOC COMMITTEES - The Roundtable may create/dismiss ad hoc committees as needed.

Section 3: CLUSTER LEADERS – The Roundtable’s targeted area shall be divided into clusters. A cluster leader shall be appointed for each Roundtable sub-division. The role of the cluster leader entails contacting/communicating with all association presidents within the assigned area; ensuring that two-way communications are effective and timely between the cluster and Roundtable; and serving as a Roundtable ambassador (outreach person).

ARTICLE VI - AMENDMENTS

Section 1: AMENDMENTS - Roundtable bylaws may be amended and approved when necessary by a quorum of Roundtable members. Proposed amendments shall be in writing and sent out in advance of taking any action.

These Bylaws were approved at a Roundtable meeting on May 2, 2009.