BYLAWS OF THE ORCHARD RIDGE NEIGHBORHOOD ASSOCIATION

Last Amended

October 2009

ORCHARD RIDGE NEIGHBORHOOD ASSOCIATION

BYLAWS

Created from Amended Constitution of 2003

ARTICLE I Organization

Section A. Name

The name of the organization shall be “Orchard Ridge Neighborhood Association” (hereafter

ORNA).

Section B. Geographical Boundaries

The basic geographic boundaries for the purpose of determining membership in the ORNA are as

follows:

Commencing at the West Beltline at the intersection with the Southwest Bike Path, then south

along the west side of the Bike Path to the intersection with Verona Road, then southwest along

the north side of Verona Road to the intersection with Raymond Road, then west on the north

side of Raymond Road to Gilbert Road, then north on the east side of Gilbert Road to Russett

Road, then west on the north side of Russett Road to South Whitney Way, then north on the east

side of Whitney Way to a point one half block north of Crabapple Lane, then west along that line

parallel to Barton Road to a point one half block west of Cameron Drive, then north along that

line to Hammersley Road, then east along the south side of Hammersley Road to South Whitney

Way, then north on the east side of South Whitney Way to the West Beltline Highway, then east

on the south side of the West Beltline Highway to the point of origin.

The Madison Police Department map entitled “Madison Westside Neighborhood Comparison”,

filed as “OrcRgd_Meadwd_PrHills_GrnTr_PrkEgd_MlpPr_04-09.pdf”, illustrating various

boundaries and areas of the Southwest neighborhoods, is hereby incorporated by reference.

Section C. Fiscal Year

The fiscal year for the ORNA shall begin on July 1.

ARTICLE II Purposes and Policies

Section A. Purposes

The purpose of the ORNA is to foster a sense of community among the Orchard Ridge area

neighbors and to work together to better our community.

Section B. Policies

1. The ORNA shall at no time endorse or support any candidate for political office, though

the Board of Directors may agree to sponsor political forums.

2. The ORNA shall not exclude or discriminate against any person on the basis of race, age,

ethnicity, religion, gender or sexual preference.

3. Notwithstanding any language to the contrary, the Board, the ORNA organization, its

agents and representatives shall operate consistent with its Federal tax exempt status

under 26 U.S.C. § 501(c)(4).

ARTICLE III Membership

Section A. Classes of Members

There shall be two types of members:

(1) Active members

(2) Associate members

Section B. Membership Requirements

1. To qualify as an active member, a person must have paid the current membership dues as

established by the Board of Directors and either

(a) live or operate a business within the geographical boundaries as set forth in

Article I, Section B; or

(b) live or operate a business within an area adjacent to the ORNA geographical

boundaries, which area has been included by a majority vote of the Board of

Directors.

2. To qualify as an associate member, the person must be ineligible to be an active member

and be accepted by a majority vote by the Board of Directors, at the Board’s discretion.

No payment of dues is required

Section C. Rights and Privileges

The following rights and privileges result from membership in the ORNA:

1. Serve on the Board of Directors, if an active member.

2. Serve on ORNA committees.

3. Participate in and at any ORNA meeting, including business meetings of the Board of

Directors.

4. Participate in discussions involving the selection of directors and officers, if an active

member.

5. Refer matters to the Board of Directors for consideration their consideration.

6. Serve in any capacity requested by the Board of Directors or any of its committees.

7. Terminate membership at any time with notice to a director or membership chair.

Section D. Membership Dues

Membership dues will be paid by all members biannually in an amount set by the Board of

Directors by majority vote. Dues will be collected during the membership drive in evennumbered

years. Dues may be waived or discounted on a biannual basis to an individual

member by majority vote of the Board of Directors. Upon collection, the dues will be deposited

in an account in the name of “Orchard Ridge Neighborhood Association” in a state certified

financial institution for use in funding the activities of the ORNA.

Section E. Term of Membership

Two-year membership terms begin on the first day of the fiscal year in even-numbered years and

shall end on the last day of the fiscal year of the following even-numbered year. A partial

membership term may begin at any other time and shall continue until the end of the current

membership term.

ARTICLE IV Board of Directors

Section A. Functions and Duties

The affairs and operations of the ORNA, except as delineated herein, shall be under the

management and control of the Board of Directors. The duties of the Board include but are not

limited to the following:

1. To hold business meetings as needed.

2. To administer these bylaws.

3. To collect and administer dues.

4. To effectuate the purpose of the ORNA as set forth in Article II.

5. To determine a place for the meetings and notify members of those meetings.

6. To keep and have available for inspection upon reasonable notice, the financial records of

the ORNA.

7. To annually prepare a financial report for inspection by any member upon reasonable

notice.

8. To consider any issue brought to its attention.

9. To establish standing and special committees as the Board deems advisable to further its

purpose.

Section B. Structure

1. A President, Vice President, Secretary and Treasurer shall be members of the Board of

Directors and be chosen by a majority vote of the Board of Directors. Officers shall serve

one-year terms, and shall be elected by the Board of Directors at the first September

meeting of the new fiscal year. If any office shall become vacant, the Board shall appoint,

by majority, another Director to serve out the term.

2. Duties of officers: The President calls and conducts meetings of the Board (although any

Director can call a meeting at any time). The President acts as primary spokesperson and

contact for the Board. The Vice President fills these roles in the absence of the President.

The Secretary takes and distributes the minutes of Board meetings, and keeps the record

of terms of office of Directors. The Treasurer manages the financial accounts of the

ORNA and reports on the financial status of the organization to the Board on a regular

basis.

3. No fewer than seven and no more than 15 persons, each with a term of three years, such

term beginning at the beginning of a fiscal year, may serve on the Board of Directors.

4. The majority of Directors shall live within the geographic boundaries as set forth in

Article I, Section B.

5. No Director shall serve as a director for more than two consecutive three-year terms,

unless extended by a majority vote of the Board of Directors.

6. The Directors should be selected to ensure as much diversity as possible relative to

neighborhood areas, gender, age, race, ethnicity, and sexual preference.

7. The Board may nominate and elect new Directors to the Board at any time.

ARTICLE V Business Meetings

Section A. Call of Meetings

1. Business meetings of the ORNA shall be held based on a schedule established by the

Board each year.

2. Special or additional meetings may be called by the President, or in his or her absence, by

any Director in consultation with the other Directors.

3. Meetings should, whenever possible, be scheduled with at least three weeks notice given

to the directors.

4. The schedule of meetings shall be published in the ORNA newsletter or in another

manner so as to give notice to the membership of the schedule of meetings. As changes

may occur to that schedule, those changes shall also be published to the membership

whenever possible.

Section B. Conduct of Meetings

1. All meetings shall be conducted according to parliamentary procedures.

2. A quorum shall be a majority of the Directors or five Directors two of whom are officers,

whichever is less

3. The President shall preside at these meetings. In his or her absence, the Vice President

shall preside. In the absence of both the President and the Vice President, any Director

may preside upon a majority vote of the directors present at the meeting.

4. Actions taken by the Board shall be by motion and by majority vote of Directors present,

unless otherwise indicated herein.

ARTICLE VI Adoption of Bylaws

These bylaws shall become effective upon approval by a 2/3 majority of the directors. Notice of

these bylaws and any future amendments to these bylaws shall be available to all members to

allow participation and input from the membership. Changes or amendments to these bylaws

shall be posted on the ORNA web site for one month following their preliminary approval by the

Board. Notice of bylaw changes shall be published in the ORNA newsletter or other printed

communications.

Upon approval of these bylaws, if any section of these bylaws is proved to be illegal or

unconscionable, that section is hereby severed and the remainder of these bylaws shall not be

affected.

These bylaws shall be reviewed by the Board at least once during each fiscal year.

Drafted 2/7/96

Read 2/21/96, 3/20/96, 4/17/96

Edited 3/6/96, 3/11/96, 3/24/96, 4/18/96

Paul W. Humphrey

Amended November 2003

Amended October 2009

Lawrence J. Winkler