PHCA Bylaws (2023)

THE PIONEER HIGHLANDS CIVIC ASSOCIATION, INC

NON-PROFIT BYLAWS

OCTOBER 08, 2023

PREAMBLE

WE, the residents of the Pioneer Highlands Subdivision, Pontiac, MI, in order to bring together those interested in the civic development of our community through united and organized action and the wellbeing of our private residential beach, do establish the Pioneer Highlands Civic Association, Inc as our governing body. The following bylaws shall be governed by the Michigan Nonprofit Corporation Act, and shall be adopted with the articles of incorporation of the Association.

In order to enhance the civic development of our community and private residential beach through united organized action, The Pioneer Highlands Civic Association, Inc establishes the following bylaws. These bylaws shall be governed by the Michigan Nonprofit Corporation Act and shall be adopted with the articles of incorporation of the Association.

ARTICLE I - NAME

The name of this, a non-profit organization, shall be The Pioneer Highlands Civic Association, Inc.

ARTICLE II - PURPOSE

1. It is the purpose of the Association to promote and maintain high standards of living conditions, neighborliness, civic consciousness, recreation, safety, and public service for the best interests of the voting members living in the Pioneer Highlands Subdivision.

2. The Association is the governing body for the subdivision park and beach. The Association is responsible for setting policy, maintenance of park, and preserving the interests of the voting members living in the Pioneer Highlands subdivision of their park and beach.

3. The Association shall be entirely apart from partisan politics except insofar as such matters that may directly affect the Pioneer Highlands Subdivision.

ARTICLE III - MEMBERSHIP

1. The Pioneer Highlands Civic Association shall consist of any resident of Pioneer Highlands over 18 years of age. The membership shall consist of a voting membership and a non-voting membership.

The voting membership shall be defined as: One who lives in a household in the Pioneer Highlands community that pays dues and/or special assessments approved by the Association.

2. Any resident who submits payment of dues subsequent to the official announcement of lock changes at the spring general meeting shall retain membership privileges until the subsequent spring general meeting, coinciding with the implementation of the park lock changes.

3. The privileges enjoyed by voting membership includes:

Access to the beach property. Access includes a key to the beach property. Unauthorized duplication of keys is strictly prohibited.
Participation in all Association activities.
To vote on questions discussed at general meetings.
To vote during the fall election.
Access to newsletters.
Eligibility for private park events with written request and approval by the Board of Directors.

4. Members may enjoy the beach property with guests, and must remain on site while guests are present on the Pioneer Highlands park property. There will be a limit of a maximum of 5 guests per key holder. There must be at least one adult per three children at the park at all times.

An adult is considered to be a person of the age 18 years old or older.
A child is considered to be a person under the age of 18 years old.

5. Members may host small private celebrations with more than 5 guests at the Pioneer Highlands park if a written request is submitted to, and approved by, the Board of Directors. Fees may be incurred to cover the cost of insurance coverage.

6. Members may contribute donations to the Pioneer Highlands park in the form of services; however, approval from the Financial Committee must be received in writing prior to the start of the service.

7. Members shall abide by the following regulations while present within the park premises to ensure safety and cleanliness of the park. These rules may be subject to updates and revisions:

Members are required to comply with all signage posted within the park.
No presence of pets such as dogs or other animals.
Park access permitted only between dawn and dusk.
Children must be under constant supervision.
No consumption of alcoholic beverages.
No open fires.
No unauthorized motorized vehicles.
No damaging or defacing park property.
No disruptive behavior that may disturb the peace and enjoyment of others.
No littering.
Members should dispose of trash in designated bins and maintain cleanliness.
Smoking is prohibited within the park premises.
Use of fireworks or any other hazardous materials is strictly prohibited.
Members must respect and protect the natural habitat within the park, refraining from any actions that may harm the flora or fauna.

ARTICLE IV - PENALTIES FOR NON-COMPLIANCE

1. Members who do not follow the rules may be subject to penalties as determined by the Executive Committee. Such penalties may include fees, suspension, or termination of membership for the current season. Fees may range from $50 to $500 per violation, depending on the severity of the infraction as determined by the Board of Directors.

2. A warning may be issued during the first infraction.

3. Membership and access to the beach property shall be suspended until financial penalties are paid.

ARTICLE V - GOVERNING BODY

1. The Pioneer Highlands Civic Association shall be governed by a Board of Directors consisting of an Executive Board of Directors, Committee Chairpersons, Volunteers, and the past President (one term). All members of the Board of Directors must be dues-paying members.

2. The Executive Board of Directors shall consist of the President, Vice President, Treasurer, and Secretary.

3. The Board of Directors shall plan the activities aimed at improving the quality of life for the voting members of the Pioneer Highlands subdivision and serve as the governing body of the park (beach property).

4. Voting power of each Board of Directors member:

Each Board Member shall have one vote on questions discussed at board meetings.
All Board Members, with the exception of the President, shall have a vote on questions discussed at the general membership meetings. The President shall vote only in the case of a tie vote on any question.

5. The term of office for each Board Member shall begin January 1st and end December 31st with the election of a new Board of Directors at the annual autumn election.

6. Newly elected executive board members shall serve a term of two years, at which point they may be eligible for re-election.

7. All elected officials shall be voting members of the Association.

8. The Office of President:

The President shall be responsible for the coordinating coordination and administration of the affairs of the Association, neighborhood, and the park.
The President shall preside at all meetings.

9. The Office of Vice President:

The Vice President shall be responsible for the administrative affairs of the neighborhood, park, and Association, and coordinate social functions of the neighborhood and Association.
The Vice President shall preside at all meetings and in the absence of the President. In the event of the vacancy in the office of President, the Vice President shall serve as acting President.

10. The Office of Treasurer:

The Treasurer shall keep records and execute all financial aspects of the Association.
The Treasurer shall receive and disburse all monies of the Association.
The Treasurer shall keep a record of dues collection and all dues-paying members of the Association.
The Treasurer shall provide financial reports at meetings.
The Treasurer shall preside over the meetings in the absence of the President, and Vice President.

11. The Office of Secretary:

The Secretary shall take minutes at all general and executive meetings.
The Secretary shall prepare all communications for the Association and Board of Directors.
The Secretary shall preside over the general meetings in the absence of the President, the Vice President, and the Treasurer. In this event, a temporary Secretary may be appointed to take minutes of the meetings.

12. The other members of the Board of Directors shall serve as a consulting body, vote on questions, and shall serve as chairpersons of committees that will carry out the activities of the Association.

13. If any person not on the Board of Directors shall volunteer to chair a given committee, the appointment shall be made at the discretion of the President.

14. No member of the Board of Directors shall be compensated for time served.

15. The Board of Directors shall have the authority to create new positions or eliminate existing ones if it is determined that doing so would better serve the Pioneer Highlands Civic Association, Inc. The Board of Directors may exercise this authority by a ⅔ vote of its members.

16. If there are no volunteers to fill a particular position, the Board of Directors shall have the authority to remove that position or combine it with another role.

17. If a board member resigns during their term, or if a position is vacant, a candidate, who has received ⅔ majority of executives’ votes, may preside over the position until the conclusion of the existing term.

18. In the case of a voting deadlock with an incumbent candidate - the candidate who previously held the position shall be elected.

19. In the case of a voting deadlock without an incumbent candidate - the board shall have the power to elect the position from the candidate pool.

ARTICLE VI - TRANSFER OF OWNERSHIP

1. Upon election of new members, the following information shall be transferred:

Credentials to all assets.
Access to physical and electronic documents held by previous members.

2. During the period from the announcement of election results to the official commencement of the new board's term, the incoming board will actively participate in the transition process. This timeframe will cover a transfer of responsibilities, knowledge, and decision-making authority from the outgoing board to the newly elected members. New board members will take this time to familiarize themselves with their roles, collaborate with the current board, and ensure a seamless transition of leadership.

ARTICLE VII - MEETINGS

1. There shall be semi-annual meetings of the Pioneer Highlands Civic Association

A spring meeting shall be held between March and April to plan the activities for the coming year.
An autumn meeting shall be held between September and November to elect the Board of Directors and vote on ballot measures.
Additional special general dues-paying membership meetings may be held as needed at a call of a majority of the Board of Directors. Notification of the special meeting must be made to the dues-paying members of the Association, either by email, letter, and/or newsletter. Only dues-paying members shall be eligible to attend and vote at special general dues-paying membership meetings.

2. All residents of Pioneer Highlands shall be notified to attend the spring general meeting and receive information to pay dues via newsletter.

3. Executive meetings may be called as needed by the Board of Directors.

ARTICLE VIII - QUORUMS

1. At each executive meeting, the presence of three Executive Directors, identified on the LARA registry, will constitute a quorum for Association business. If at any time an even number of votes is presented for voting conduct, the chair of the committee will decide the vote. If a quorum is not present, the executive meeting can be adjourned until a later date. Directors will be considered present if they attend meetings in person or electronically.

ARTICLE IX - PARLIAMENTARY AUTHORITY

1. The rules contained in the most recent edition of Robert’s Rules of Order shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Association may adopt. (At the time of this publication the 13th edition of RRO was the most recent.)

2. The President may appoint a Parliamentarian to advise the presiding officers on questions of parliamentary procedure.

3. The Parliamentarian will not make rulings or decisions, but will provide guidance and advice to ensure that meetings are conducted in an orderly and efficient manner.

4. The Parliamentarian may be removed from the position by a ⅔ vote of the Board of Directors.

ARTICLE X - DUES

1. The Board of Directors shall determine the amount of dues to be paid by members each year, based on the needs of the Association and the annual budget.

2. The proposed amount of dues shall be presented to the members at the autumn general election, and must be approved by at least ⅔ of members present and eligible to vote.

3. The Board will announce the date of the replacement of the park locks during the spring general meeting. After this date, dues for park access will be accepted and keys will be distributed promptly.

4. The Association may alter the dues for members who are unable to pay due to financial hardship, or other extenuating circumstance, upon written request to the Board of Directors. Requests will be considered by the Board of Directors for approval. The Board of Directors reserves the right to request documentation supporting the written request.

5. Dues will be used for Association sponsored activities, equipment, operations, and for park maintenance.

ARTICLE XI - ELECTIONS

1. Pursuant to the bylaws, an election shall be held in autumn concluding each available position to elect officials. Newly adopted ballot measures and propositions may be included on the ballot.

2. If there are no vacancies and no new ballot measures, an election may be postponed.

3. The Board of Directors shall establish the date and time of the election, which shall be announced to all members at least 28 days prior to the election.

4. Members shall have the opportunity to vote in person. The results of the election shall be announced at the autumn general members meeting, which will take place within 14 days following the election.

5. Members who are unable to attend the election in person may request an absentee ballot from the Board of Directors. The request must be made in writing and received by the Board of Directors at least 21 days prior to the election. The Board of Directors shall provide the member with an absentee ballot 7 days prior to the election, which must be returned to the Board of Directors no later than the day of the election. Absentee ballots shall be counted in the same manner as ballots cast in person.

6. To be eligible for candidacy on the Executive Board ballot, a candidate must be a PHCA resident for at least two years, have paid dues each year, and prove home ownership.

7. Committee chairperson positions will be available to all persons who can prove residency in the Pioneer Highlands community, and have paid dues for the current year.

8. Consideration will be given to applicants who provide a short biography including the following information: professional and educational background, community affiliations and goals, and other. This information will be made public to the membership for election purposes.

9. A write-in candidate is someone who is not listed on the ballot, but who is still running for office. If you want to vote for a write-in candidate, you will need to write their name on the ballot yourself. The Association will count all valid write-in votes at the end of the election. A write-in candidate is eligible if they have had residency in PHCA for three years and have paid dues each year.

10. A member may prove residency by providing a copy of their voter registration card, deed, or current state ID. A member may also prove residency by providing a current lease agreement.

ARTICLE XII - VOTING PRIVILEGES

1. Each resident over the ages of 18 that resides in a household that has paid dues is eligible to vote in general, special, or other elections. Each eligible voter must present a valid identification that shows residency. Eligible voters must be declared at the time of dues payment. The Board of Directors shall maintain a list of eligible voters and verify eligibility prior to each election.

2. Any member of the Association may submit a proposal for the ballot for elections by submitting a petition to the Board of Directors. The board may approve or decline the inclusion of the proposal on the upcoming ballot. The petition must be submitted to the Board of Directors no later than thirty (30) days prior to the date of the election. The Board of Directors shall review the proposal and determine whether it meets the requirements for inclusion on the ballot. The Board of Directors shall notify the member who submitted the proposal of its decision and the reasons for the decision.

3. Each eligible resident in a dues-paying household shall have the privilege to vote during general and special meetings. This includes all residents who are listed on the membership application and who have paid the required dues. In the event that there is more than one resident in a dues-paying household, each resident shall have one vote.

4. The Board of Directors shall maintain a record of all dues-paying members and shall verify the eligibility of all voters at each meeting. Any member who is found to be ineligible to vote shall not be permitted to do so.

ARTICLE XIII - FINANCES

1. All monies shall be deposited in the name of the Pioneer Highlands Civic Association, Inc in a Federally insured bank.

2. All monies collected from members of PHCA shall be used for the sole benefit of the Association.

3. All disbursements shall be made by check or debit card transfer by the Treasurer or other certified officer.

4. The Treasurer shall prepare and file annual financial reports, which will be published by the Association.

5. All authorizations of funds shall be documented in the Association’s meeting minutes.

6. Annual financial reports shall be presented during the spring general meeting and shall be published to the Association’s webpage.

ARTICLE XIV - FUNDS OF THE ASSOCIATION

1. New projects that require the use of Association monies, must be approved by the Board of Directors.

2. Any expenditure exceeding $2,000 requires approval from at least ⅔ of the dues-paying voting members of the organization.

3. Any expenditure under $2,000, but above $200, requires approval from at least ⅔ of the Financial Committee.

4. Any expenditure of $200 or less may be approved by an Executive Officer without board approval, but must be reported to the board at the next meeting.

ARTICLE XV - COMMITTEES

1. The following standing committees shall be a part of the Pioneer Highlands Civic Association, Inc.

2. The Garden Club Committee:

Chaired by any individual serving on the Board of Directors.
All members are eligible to join the PHCA Garden Club
The committee shall be responsible for any de-weeding, planting, and spreading any necessary mediums at the private residential Pioneer Highlands park.
Any monies required to execute Garden Club duties must be approved by the Executive Committee.

3. The Financial Committee:

Chaired by the Treasurer and includes the President, Vice President, and Secretary.
Shall prepare and continually review the budget of the Association.
The Financial Committee shall perform internal audits annually.

4. The Bylaws Committee:

Shall be chaired by an Executive Director.
Members are welcome to join the Bylaws Committee.
The Bylaws Committee shall study, prepare, accept or reject recommendations for proposed changes.
Members are required to apply and be appointed by the Board of Directors.

5. Other committees: Any other committees may be organized as deemed necessary by the Association or the Board of Directors.

6. Chairperson appointments of new committees will be at the discretion of the Board of Directors.

7. All committee programs or projects shall be approved by the Board of Directors before action is taken by the committee.

8. Failure of any committee to function shall be sufficient reason for replacement, at the discretion of the Board of Directors. In a case that a committee is replaced or disbanded, written notification shall be given to the committee members.

9. All members of any Association Committee must be dues-paying members.

ARTICLE XVI - VACANCIES

1. If a vacancy occurs in the Executive Committee, a temporary replacement will be chosen by the remaining Executive Directors to complete the term of office.

2. If a vacancy shall occur in any other committee the position shall be filled by appointment of the Board of Directors.

ARTICLE XVII - RESIGNATIONS

1. Each board member reserves the right to resign at any time from their duties associated with the Association.

2. All resignations shall be accepted in writing to the Executive Committee. Unless specified otherwise, all submitted resignations will take effect immediately and the vacant position will be fulfilled by the chair of the department.

3. Resignations shall not impact individuals’ ability to obtain and sustain a membership with the Association.

4. If a member of the Board of Directors relocates from the Pioneer Highlands neighborhood, a mandatory resignation will be required.

ARTICLE XVIII - CONFLICT OF INTEREST

1. Whenever a director or officer has a financial or personal interest in any matter coming before the Board of Directors, the affected person shall:

Fully disclose the nature of the interest.
Withdraw from discussion, lobbying, and voting on the matter.

2. Any transaction or vote involving a potential conflict of interest shall be approved only when a majority of disinterested directors determine that it is in the best interest of the Association to do so. The minutes of meetings at which such votes are taken shall record such disclosure, abstention, and rationale for approval.

ARTICLE XIX - INDEMNIFICATION

1. The non-profit organization shall indemnify and hold harmless its officers and directors from any and all claims, damages, liabilities, costs, and expenses, including reasonable attorney's fees, arising out of or related to their work for the non-profit organization.

2. This indemnification shall include any claims arising out of bodily injury, property damage, or other losses arising from the maintenance of the park.

3. The non-profit organization shall not indemnify any employee, officer, or director for any acts of fraud, willful misconduct, or gross negligence.

ARTICLE XX - DISSOLUTION PROCEDURES

1. If the Association needs to dissolve, the Board of Directors must call a special meeting for discussion.

2. The Board of Directors must provide notice of the meeting and the purpose of the meeting to all members of the Association.

3. To commence the dissolution procedure, approval from ⅔ of the voting membership is required.

4. The Board will then distribute the remaining assets to one or more charitable organizations that promote the well-being of the community.

ARTICLE XXI - AMENDMENTS TO THE BYLAWS BY-LAWS AND OTHER PROVISIONS

1. The Bylaws Committee shall prepare and submit in writing any amendments or revisions of the bylaws to the Board of Directors for formal approval.

2. Adoption of any amendment or revision of the bylaws requires ⅔ approval of eligible voting members.

3. Any of these bylaws may be amended with ⅔ approval of dues-paying members at any special meeting or voting drive.

4. Any amendments made to the bylaws will be presented during the next general meeting with dues-paying members for review.

5. The Board of Directors may adopt additional bylaws in harmony therewith but shall not alter or repeal any bylaws adopted by the members of the Association.

6. Bylaws shall be reviewed at least every five years to ensure they remain relevant and duly represent the Association’s objectives.

GLOSSARY AND ACRONYM DEFINITIONS

Term: PHCA

Definition: The Pioneer Highlands Civic Association, Inc.

Term: Park or Beach Property

Definition: The property located between 959 and 969 James K. Blvd, Pontiac, MI.

Term: Board of Directors

Definition: Individuals who have been appointed as chairperson of a committee or a position on

the Executive Committee.

Term: Executive Committee

Definition: Individuals who hold positions as the following officers: President, Vice President, Secretary, and Treasurer.

Term: Civic Association

Definition: An organization that is formed by individuals who act on a voluntary basis and strive to improve the community.

Term: Dues-paying member

Definition: Individuals who have paid dues for the current year and reside in the Pioneer Highlands neighborhood.

Term: Voting-eligible member

Definition: Individuals who reside in the Pioneer Highlands community and paid dues for the current year and at least two weeks prior to the Fall voting drive.

The PIONEER HIGHLANDS CIVIC ASSOCIATION, INC. Board of Directors on this date, the 08th day of OCTOBER, 2023, hereby approve and adopt these bylaws as amended.

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