CONSTITUTION & BY-LAWS OF CNIA

ARTICLE 1: Name and Area

This organization, incorporated in the State of California as the Cayuga Improvement Association, shall be known as the CAYUGA NEIGHBORHOOD IMPROVEMENT ASSOCIATION (CNIA), AKA THE CNIA. Boundaries as follows:

Starting at the SE corner of San Jose and Ocean Avenues, continuing East of Ocean south side to Onondaga Avenue, then East on Onondaga south side to Mission Street, then South on Mission west side to Sickles Avenue, then West on Sickles north side to the Southern Freeway (Interstate 280), then North on the Southern Freeway east side to Ocean, then East on San Jose south side to the point of commencement.

ARTICLE 2: Purpose and Policy

The purpose of this organization shall be to promote civic improvement and the betterment of the general welfare of our district and city. The policy shall be non-sectarian and the organization shall not endorse candidates for public office, nor shall it endorse any measures appearing upon the state or municipal ballots.

The organization is organized and operated exclusively for charitable purposes as defined by Section 501c(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. Notwithstanding any other provision of these Articles the organization shall not carry on any activities not permitted to be carried on by a corporation exempt from Federal Income Tax under such provisions of the Internal Revenue Code.

ARTICLE 3: Membership

Section1:

All residents and merchants within the boundaries of this district shall be eligible for membership.  Merchant and business members will be entitled to the same benefits as residential members with the exception that they may not vote. 

Section 2:

Annual dues will be assessed for an increase on all members as determined by the Executive Board, and presented to the general membership. Any changes in the amount of these dues for the next calendar year will be proposed by the Executive Board and approved by a quorum of the general membership at the general membership meeting following the meeting that the increased fees are proposed. 

Section 3:

The organization recognizes individuals who live outside its boundaries may be considered eligible for membership, but cannot be voting members. These individuals support the organization and may receive the newsletter as “Friends of The CNIA". These individuals will be asked to pay a suggested yearly donation the same as for members who pay dues. They will be entitled to some member benefits but cannot be voting members. 

ARTICLE 4: Officers

Section 1: Officer Job Descriptions

The organization shall compile and publish job descriptions for the officer roles as listed below. The description and any future changes shall be approved by the executive board.

Section 2: President

The PRESIDENT is the chief executive officer of the organization and shall preside at all regular and special meetings of the organization and enforce the rules and regulations of the organization.

Section 3: Vice-President

The VICE-PRESIDENT shall preside in the absence of the President and perform such other duties as assigned by the President.

Section 4: Secretary

The SECRETARY shall keep the minutes of all meetings and other records as deemed necessary by the Executive Board. 

Section 5: Treasurer

The TREASURER shall:

• Be responsible for all cash received or disbursed and the records thereof and. The Treasurer shall disburse funds only upon proper authorization.
• The Executive Board may authorize expenses whose total aggregate amount shall not exceed Three Hundred & Fifty (350) dollars.  If the amount is more than 350 dollars, the executive board must approve the amount with authorization of the majority of general members present at a general membership meeting. 

ARTICLE 5: Election of Officers

Officers are elected for a 2-year term. The nomination of officers shall take place at the APRIL meeting in odd years. Election of officers shall take place at the next quarterly meeting in JULY, and new officers will immediately begin their term. No officer shall hold more than one office during the two-year term.

ARTICLE 6: Meetings

Section 1

Regular meetings preferably shall be held quarterly on a date best served by the membership with notice given to the membership electronically at least 1 week in advance of the time and date and may be held remotely or in person.

Section 2

Any change in membership dues will be proposed by the Executive Board and approved by the majority of the general membership present at a General Membership Meeting.

Section 3

Any business considered to be of vital importance to every member may justify the calling of a SPECIAL meeting by the President. Before conducting any SPECIAL meetings, notification to the full membership by the President, or designee, as to time and place will be necessary at least 1 week in advance.

Section 4

No official meeting will be conducted without the presence of two (2) duly elected officers.

ARTICLE 7: Executive Board

• The EXECUTIVE BOARD shall consist of the President, Vice-President, Secretary, and Treasurer.
• The Executive Officers shall be elected by the members for a period of two (2) years.
• No Officer or member shall represent oneself as a spokesperson of this organization unless duly appointed by the President. Delegates and Alternates to any District Council or organization with which The CNIA decides to affiliate shall be selected by the Executive Board. 
• Members of the organization shall be entitled to attend regular meetings of the Executive Board if desired. Committee chairpersons shall be invited and not withstanding these bylaws will be entitled to vote on regular motions brought.

ARTICLE 8: Committees

• The Executive Board may create standing or special committees to assist with organizing, implementing and operating the organizations work or with representing the organization to others. 
• The President shall appoint a chairperson to organize the committee. 
• The chairperson may serve alone or appoint such committee members as they deem fit to serve the committee's purpose.

ARTICLE 9: Dissolution

Section 1: Requirements for dissolution

• a.  2/3 membership “YES” vote that are present at a regular membership meeting
• b. Abiding by the rules of incorporation of the State of California

Section 2: Money and Securities

• a. In the event of a merger or dissolution all money and securities or other property of whatsoever nature which at the time be owned or under the absolute control of the organization shall be distributed at the discretion of the CNIA Membership as designated in the dissolution motion or, absent such designation, by the outgoing board or such other persons charged by law with the dissolution or wrapping up of the organization. 
• b. In all cases money, securities or property distributed under this article must go to organizations organized for purely charitable or educational activities and tax-exempt under Section 501(c)(3) of the Internal Revenue Code or the corresponding section of any future federal tax code and for the benefit of residents of the City and County of San Francisco. 

ARTICLE 10: Effective Date

Section 1:

Unless otherwise stated in these articles the bylaws may be amended at any time by a 2/3 vote of the Executive Board. Any changes shall be communicated to the membership electronically  by and announced at the next General Membership Meeting except that under no circumstances should electronic notification be delayed more than 2 months.

Section 2:

These bylaws , when approved by the membership of The CNIA according to the process in previous bylaws, shall become effective immediately and all previous bylaws shall thereafter be considered null and void and shall have no further force or effect.

Adopted at the regular general membership meeting of THE CNIA on Wednesday, October 25 2023 and approved by the Membership – effective Wednesday, October 25 2023

OFFICERS (at time of approval)

President:  James Alexander

Vice President:  Erica Schulz

Secretary:  Kassie Constantine

Treasurer: Renee Anderson