BYLAWS     (as currently proposed)  8/25/10

                                                                                                  PREAMBLE

The Dexter Miller Community of Ann Arbor (DexMil), is a non-profit neighborhood services cooperative, exists to enhance community and to simplify the everyday lives of its members by providing a framework for the exchange of services.  The co-op abides by the following principles of cooperation:



Open Membership -  Membership in the co-op shall be voluntary and non-discriminatory.  All who can use and provide services and agree to share in the responsibilities required to run the co-op shall be eligible to join, regardless of race, religion, national origin, sexual orientation or political beliefs. 

Democratic Participation -  Each household has exactly one vote regardless of the amount of his/her investment; all members together control the organization.


Valuation of Services -  Members agree that every service exchanged in the community has equal value based solely on the time spent providing it and that everyone has something to offer.


Neutrality-   DexMil shall remain neutral in questions of partisanship and religion.


Education-   the cooperative shall support the expansion of our neighborhood group and promote the creation of similar organizations.  


Mutual Cooperation-  All cooperative organizations shall actively cooperate on practical matters with other cooperatives at local, national, and international levels to further serve their members and their communities.

                                          Vision
We, the member-residents of the Dexter Miller Community of Ann Arbor, envision an enhanced community where lives are improved and made simpler through a cooperative exchange of neighborhood services. 


                                          Mission
We, the member-residents of the DexMil, strive to support a network of cooperative, service based relationships within our community.  We seek to provide and receive services with members of our neighborhood and to improve our community along the way.  We agree that every service exchanged in the community has equal value and that everyone has something to offer.


 

                                                ARTICLE I. NAME

        The name of this organization is Dexter Miller Community of Ann Arbor.    It is incorporated as a nonprofit corporation in the State of Michigan.


                                                  ARTICLE II. GOALS

2.1    Help neighbors discover ways they may help each other.


2.2    Encourage the growth of community feeling within the neighborhood.


2.3    Help elderly and disabled people remain in their own homes rather than move to institutional housing.


2.4    Help and encourage other neighborhoods to develop similar forms of service organizations. 


                                    ARTICLE III. FUNCTIONS

3.1  Create a directory of members and the services each offers to the group.


3.2    Create and maintain a simplified scrip called DexMils (DMs) used to represent time by one member of the Dexter–Miller Community providing services to another member.


3.3    Schedule several annual membership events such as picnics, garage sales, and book exchanges.


3.4    Make a special effort to meet the needs of elderly and disabled households.


3.5    Provide information to other neighborhood groups interested in similar developments.
 


                                          ARTICLE IV. MEMBERSHIP
 

4.1    Membership is open to residents of any household located in northwest Ann Arbor.  The unit of membership is the household, regardless of the number of persons actively enrolled from a household. 


4.2    Each household is expected to pay an initiation fee plus annual dues, as set by the Board of Directors.  However, no household shall be excluded from membership because of inability to pay initiation fee or dues. 


4.3    Each household is expected to offer some services, payable with DMs at a rate set by the Board of Directors.  However, no household shall be excluded from membership because of inability to offer services.


4.4    Each household is entitled to one vote on DexMil  issues and at most one member of each household may serve on the Board of Directors if elected by the membership as a whole.


4.5    Decisions by the Board of Directors may be over-ridden by a majority of all current members at a general meeting, a special meeting called by at least 20% of the members, or by a poll of all member households.


4.6    Except in emergencies, the general membership shall be notified of a Board meeting at least ten days in advance of that meeting.  Notification may be by email, postal mail, or telephone.


4.7    Members may file a grievance with the Board of Directors and will receive notice of any actions taken to resolve the grievance within two weeks.
 


                             ARTICLE V. GOVERNANCE
 

5.1.    The Board of Directors will make every effort to schedule one meeting of the general membership each calendar year, preferably in the spring. The purpose of such meetings is to encourage general discussion of the DexMil’s operations


5.2    At a meeting of the general membership, a quorum will consist of representatives from at least 30% of currently enrolled households.


5.3    Notice of a general meeting may be by email, postal mail, or telephone.


5.4    Specific issues may be presented for vote at a general meeting, if they are announced two weeks in advance of the meeting.  Any enrolled household not present at the meeting may vote on such issues within one week after electronic publication of the meeting agenda.
 

                         ARTICLE VI. BOARD OF DIRECTORS AND OFFICERS
 

6.1  Day-to-day operation and policies of the organization are handled by a six-person Board of Directors.


6.2   Two members of the Board of Directors are elected each December for three-year terms.  The two candidates receiving the most votes cast become the new members of the Board.


6.3  Members of the Board elect a president, vice-president, treasurer and secretary in late December or early January following the outcome of the election.  One person, if desired, may fill two of these offices.  To enhance continuity over successive years, the Board’s officers should, if at all possible, be appointed for two or three-year staggered terms.   
 6.4  The Board of Directors will meet at least every second month.  DexMil members are to be notified of the time and place of each meeting at least ten days in advance by email, postal mail, or telephone.   Members may attend Board meetings and offer comments but they have no vote on Board decisions
 


                                ARTICLE VII. NOMINATIONS AND ELECTIONS
 

7.1    In November of each year the secretary shall remind the membership of upcoming elections and ask for nominations for two open positions on the Board of Directors.  Any member in good standing may be nominated by others or by themselves. 


7.2    After confirming the willingness of those nominated to run for office, the Secretary shall announce the candidates on the first of December and ask each household to inform the secretary of their two preferred candidates.  Results of the election shall be announced on or about December 15.  

                                        ARTICLE VIII. RULES OF ORDER
 

      Meetings will be conducted informally when possible but Robert’s Rules of Order shall govern the conduct of any meeting when serious procedural issues arise. A quorum of the Board exists when at least four members are present, at a face-to-face meeting or participating in an email discussion.  For a vote to be taken by email, at least seven days must elapse between posing the issue and completing the vote tally.   A majority vote of the Board requires at least half of the number of Board members serving at the time.  In the event of a tie vote, the President may cast an extra deciding vote.

                           ARTICLE IX. AMENDMENTS TO THE BYLAWS
 

      Amendments may be proposed by motion of any member in good standing at any Board or general membership meeting or by discussion and poll of the entire membership through telephone, postal, or email communication.  If the motion is seconded and passed, all members will be notified of the proposed amendment at least three weeks before the next scheduled meeting of the Board of Directors.  Approval of any amendment shall require a two-thirds majority of those meeting.  The attached Operational Procedures are not bylaws and may be changed by simple majority vote of the Board of Directors.

 
                              ARTICLE X. FINANCIAL
 

10.1    The fiscal year of the organization shall be January 1 to December 31.


10.2    The Treasurer shall issue an annual financial report to all members in December of each year.


10.3    Dues shall be set by the governing Board at the beginning of each calendar year.


10.4    In the event that the organization dissolves or ceases to function, any remaining funds shall be donated to the City of Ann Arbor.
 

                          ARTICLE XI. COMMITTEES
 

      The Board of Directors may create a membership committee, a program committee, a newsletter committee, a nominating committee and such other committees as the Board may from time to time determine. The duties and functions of such committees shall be determined by the Board.  All committees shall report on their responsibilities and actions as requested by the Board.

 

                                                Operational Procedures
      As the Board of Directors agrees on various operational procedures, they are recorded and amended here periodically.  These procedures are listed with the bylaws for convenience but they are not a part of the bylaws.  They may be modified by a simple vote of the Board.  

1.  Northwest Ann Arbor is currently defined as the city of Ann Arbor west of Main Street and north of Jackson–Huron streets.


2.  The Board of Directors meets at least six times a year.  Each Director other than the President serves as chair of one of the standing committees with assistance, if needed, from two or three additional committee members appointed from the general membership.  The five standing committees are:  Directory, Events, Finances, Membership, and Publicity.


3.  Each Director is entitled to one DM for each bimonthly meeting attended. Any Director with more than two sequential unexplained absences from regular Board meetings will be considered to have resigned, and an election will be held to fill that vacancy.


4.   All expenditures by Directors must be reported to the full Board at the next meeting or by email.  The Board must approve expenditures of more than $75 in advance.


5.   Members may be continued as inactive members for up to 13 months while not paying current dues. If two members in the same household separate, each may continue membership for 12 additional months under a single dues payment, but with no additional DM provided.
6.   The Board of Directors is to be informed of any correspondence received by a member that addresses activities of the Dexter–Miller Community.  Correspondence on behalf of the Dexter–Miller Community. shall be undertaken only by the Board of Directors. 

 
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