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Preamble | General Provisions | Members | Officers | Meetings | Committees | Amendment

UNIVERSITY AREA ENRICHMENT ASSOCIATION

BY LAWS



As adopted on January 12, 2005



PREAMBLE


WE, in order to: improve the quality of life in the University Area; serve as a neighborhood community organization for the University Area; foster healthful neighborhood relations; assist other community based organizations, government, and public and private agencies in promoting worthy programs of social welfare; foster human and civil rights; expand opportunities for, and benefits from, education, research, health, safety, economic security, and democratic self government within the University Area; and, initiate, participate in, and support programs and activities designed to encourage quality of life improvements for those who live, work, worship, volunteer, or attend school in the University Area; do ordain and establish these By Laws.

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Article I.     GENERAL PROVISIONS

Section 1.   The name of this corporation shall be the University Area Enrichment Association, herein referred to as the “Enrichment Association”.

Section 2.   The boundaries of the Enrichment Association shall be the University Area, defined as that portion of the City of Columbus, Ohio bounded generally by:
  • Olentangy River Road from Dodridge to Fifth Avenue on the west,
  • Fifth Avenue from Olentangy River Road to the Penn Central Railroad on the south,
  • the Penn Central Railroad from Fifth Avenue to the Glen Echo Ravine on the east, and
  • Glen Echo Ravine from the Penn Central Railroad to the Olentangy River, the Olentangy River to Dodridge, Dodridge to the Olentangy River Road on the north.
Section 3.   The Enrichment Association, and all its bodies thereof, shall be governed by Robert’s Rules of Order Newly Revised, except as inconsistent with these By Laws and except that:
  1. The President may vote on a motion as any other member;
  2. The motion “to reconsider and enter on the minutes” shall never be in order;
  3. A motion to reconsider may be made by any member.
Section 4.   Any election required in these By Laws shall be conducted by written ballot, which shall be tallied by the Secretary who will announce the results to the Enrichment Association. A voice vote may be held if an election is uncontested.

Section 5.   Authorized Signatories & Discretionary Spending.
  1. All checks, drafts, or other orders for payment over $100 shall require two authorized signatories. Authorized signatories shall include either the President or Treasurer of the Board and that of the Director of the UAEA.
  2. The Director is permitted to dispense discretionary funds under $100 without two signatures whenever the Board of Trustees for specific purposes and activities in the annual budget or as approved by the Board.
  3. The Board may grant the Director the ability to purchase items approved for in the annual budget by use of a store-issued or bank-issued credit card that does not require two authorized signatures.
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Article II.     MEMBERS

Section 1.   The Enrichment Association shall have no membership as such and the Trustees of the Enrichment Association shall, for the purpose of any statute or rule of law now or hereafter in effect, be taken to be the only members of the Enrichment Association and shall have all the rights and privileges of members.

Section 2.   There shall be five (5) to eleven (11) Trustees of the Enrichment Association.

Section 3.   Trustees shall be elected by the membership of the Board of Trustees, by the method specified in Article I, Section 4, hereof.

Section 4.   Trustees shall be seated on January 1st and serve a term of two years.

Section 5.   The majority of the membership of the Board of Trustees shall be composed of individuals who reside within the geographic area served by the Enrichment Association. Individuals must also meet the following qualifications to be eligible for membership:
  1. Live, work, worship, attend school, or volunteer in the University Area;
  2. Believe in the community’s ability to improve the quality of life in the University Area;
  3. Commit to empowering residents and mentoring new leaders in the University Area;
  4. Be respectful to fellow Trustees and other community members;
  5. Make a significant contribution of personal resource to the Enrichment Association. “Significant contribution” and “personal resource” are defined by each individual member in conjunction with the Executive Committee based on the circumstance of each individual Trustee.
Section 6.   A Trustee may be removed from membership, by failure to meet the qualifications specified in Article II, Section 5, only by the vote of a majority of the Trustees of the Enrichment Association. In case of any such removal, a new Trustee may be elected at the same meeting or at a time specified by the Board of Trustees.

Section 7.   Any Trustee desiring to resign from the Enrichment Association shall submit his or her resignation in writing to the President, who shall present it to the Executive Committee for action.

Section 8.   The remaining Trustees, though less than a majority of the authorized number of Trustees, may, by the vote of a majority of their number, fill any vacancy in the Board.

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Article III.     OFFICERS

Section 1.   The officers of the Enrichment Association shall be a President, a Vice President, a Treasurer, and a Secretary.
  1. The officers shall be elected at the annual meeting and shall be seated January 1.
  2. All officers shall serve a term of one year, with possible re-election for additional terms, or until their successors are elected and qualified.
Section 2.   The President shall:
  1. Chair all Board meetings of the Enrichment Association;
  2. Establish and distribute the monthly agenda;
  3. Serve as ex officio of all committees of the board;
  4. Appoint a convener of all newly established committees.
  5. Be authorized to be the second signature on checks over $100.
Section 3.   The Vice President shall:
  1. Assist the President;
  2. Preside at meetings in the absence of the President;
  3. Have responsibility for managing all committees.
Section 4.   The Secretary shall:
  1. Keep, or cause to be kept, minutes of all proceedings of the Board of Trustees, and shall make proper record of the same which shall be attested by him or her;
  2. Call the roll at each meeting of the Enrichment Association;
  3. Give, or cause to be given, notice of all meetings of the Board of Trustees.
  4. Provide a copy of minutes of previous meetings to all members of the Enrichment Association.
Section 5.   The Treasurer shall:
  1. Keep, or cause to be kept, an accurate record of all financial transactions of the Enrichment Association;
  2. Submit a written report of the finances of the Enrichment Association at each meeting;
  3. Immediately deposit, or cause to be deposited, any monies received.
  4. Be authorized to be the second signature on checks over $100.
Section 6.   A vacancy in the office of the President shall be filled by the Vice President. A vacancy in any other position shall be filled by the vote of a majority of Trustees.

Section 7.   Additional officers may be created by the Enrichment Association.

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Article IV.     MEETINGS

Section 1.   The Board of Trustees shall meet the Monday before the first Thursday of the month in February, May, and August, and on a Board designated Sunday in the month in November.
  1. A majority of the actual number of Trustees in office shall be necessary to constitute a quorum for a meeting of Trustees. Once a quorum is established, business can be conducted unless the number of Trustees present drops below the majority, at which this time the meeting is declared adjourned.
Section 2.   The quarterly meeting in November shall be known as the Annual Planning Meeting and include the Board of Trustees and, by invitation, other community members. The Board of Trustees shall:
  1. Evaluate and celebrate the efforts of the previous year using an asset based model. Specific attention will be given to the accomplishments of Trustees, staff, other organizational leaders, and their projects.
  2. Establish a plan for the upcoming year. This plan shall include: election of Trustees and their officers; establishment of committees including defining responsibilities and a meeting schedule for each committee; and approval the budget for the upcoming year.
Section 3.   All committees shall meet on a schedule established in the annual plan. Should that schedule need to be revised, immediate notice shall be given to all members of the Executive Committee, and public notice of the revised schedule shall be made on the Enrichment Association’s web site and as part of the committee’s quarterly report to the Board of Trustees.

Section 4.   Special meetings may be called by the President; or the President upon receiving a petition signed by one-third of the Trustees in office.
  1. Any such petition shall specify the date, time and place of the special meeting and shall include all business to be conducted at the meeting;
  2. No business shall be conducted at a special meeting, unless explicitly included in the notice of such meeting.
Section 5.   At least a seven-day notice of all meetings shall be given on the Enrichment Association’s web site, such notice to include the agenda.

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Article V.     COMMITTEES

Section 1.   Committees shall be created at the annual planning meeting, and be reviewed annually to determine their relevance to the annual plan set forth by the Board of Trustees. The Executive Committee shall be the only standing committee of the Enrichment Association.
  1. The President shall appoint a convener of all committees;
  2. Each committee shall select a chair, and may select other officers and adopt internal rules;
  3. All committees shall meet on a schedule outlined in the annual plan. Committee schedules may be changed as outlined in Article IV, Section 3, of these by-laws.
  4. All committees are required to submit a report at the quarterly meeting of the Board of Trustees.
  5. A vacancy in a committee shall be filled in the manner of the original selection.
Section 2.   The Executive committee shall meet as needed and:
  1. Consist of the President, Vice President, Secretary, and the Treasurer;
  2. Draft the annual plan, including budget;
  3. Monitor all progress of the Enrichment Association.
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Article VI.     AMENDMENT

Section 1.   These by laws may be amended by a two-thirds vote of members at any duly-called meeting or, without a meeting, by a written consent of no less than three-fourths of the members of the Enrichment Association.

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