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Briarwood Area ~ Since 1997 ~
Neighborhood Association
Little Rock's Second Safest Neighborhood
BYLAWS
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Briarwood Area Neighborhood Association
As adopted September 13, 2008
Article I: The Association
Founded in the fall of 1997, this organization is officially known as the Briarwood Area Neighborhood
Association [hereinafter known as BANA] and includes the area in the city of Little Rock, Arkansas
bounded on the north by West Markham Street, on the south by Interstate-630, on the east
by University Avenue and on the west by Cunningham Lake Road. The association offices shall be
maintained within that area.
Article II: The Purpose
Section 1. The Purposes of BANA:
a. To promote quality residential life within BANA neighborhoods;
b. To promote friendly neighbor relations among BANA residents;
c. To encourage a high level of security within the BANA area;
d. To work with area schools to promote quality educational services for BANA residents;
e. To work with Little Rock, Pulaski County, and State governments as needed for the benefit
of all residents within BANA;
Section 2. The organization is organized exclusively for the charitable or educational purposes
within the meaning of Section 501 (c) (4) of the Internal Revenue Code, or corresponding
Section of any future Federal Tax Code (hereinafter Internal Revenue Code).
ARTICLE III: BASIC POLICIES
The following are basic policies of the Briarwood Area Neighborhood Association:
1) The organization shall be noncommercial, nonsectarian and nonpartisan.
2) No part of the net earnings of the organization shall inure to the benefit of, or be distributable
to its members, officers or other private persons except that the association shall be authorized
and empowered to pay reasonable compensation for services rendered and to make
payments and distributions in furtherance of the purposes set forth in Article II hereof.
3) No substantial part of the activities of the corporation shall be the carrying on of propaganda,
or otherwise attempting to influence legislation, and the corporation shall not participate in,
or intervene in (including the publishing or distribution of statements) any political campaign
on behalf of or in opposition to any candidate for public office.
4) Notwithstanding any other provision of these articles, the organization shall not carry on any
other activities not permitted to be carried on (i) by an organization exempt from federal income
tax under Section 501(c) (4) of the Internal Revenue Code, (ii) or by an organization, contributions
to which are deductible under Section 170 (c) (2) of the Internal Revenue Code.
5) Upon the dissolution of this organization, after paying or adequately providing for the debts
and obligations of the organization, the remaining assets shall be distributed to one or more
non-profit funds, foundations, or organizations which have established their tax exempt status
under Section 501 (c)(4) of the Internal Revenue Code.
Article IV: Membership
Section 1: All residents of the BANA area in attendance at the biannual General Business Meeting are
considered to be voting members of the organization.
Section 2: Membership dues are $10.00 per household, and $25.00 for commercial memberships
per calendar year.
Section 3: Dues are payable at the spring General Meeting each year, but may be paid any time during
the year.
Section 4: Only members who have paid dues for the current membership year of this association
shall be eligible to serve as an association officer or a chair or co-chair of a standing
committee.
Section 5. Membership in BANA shall be made available without regard to race, color, creed, or national
origin to all residents who reside within BANA neighborhoods.
Article V: Officers
Section 1: The officers of this organization shall be: 1) President, 2) President-Elect, 3) Vice-President,
4) Secretary, and 5) Treasurer.
Section 2: An officer missing more than three consecutive meetings without being excused by the
president may be brought to the general members present at the meeting for discussion and
possible replacement of the officer.
Section 3: Officers and Committee Chairs shall keep a procedure book containing current materials
pertinent to their position. Procedure books are the property of BANA and shall be passed
onto successors upon change of office/committee.
Section 4: Records no longer pertinent or useable shall be delivered to the Central Arkansas Library
Butler Center for Arkansas Studies located at the Main Library located at 100 Rock Street,
Little Rock, Arkansas.
Section 5: To be eligible to be elected President of BANA, a person must:
1) Fulfill all the requirements of being elected a Director, and
2) Have served as an officer on the BANA Board for at least one year, preferably in the role of
President-Elect.
Section 6: Officer Duties:
1) The PRESIDENT shall:
a. Preside at all meetings of the association;
b. Call BANA Board of Director’s meetings and any other necessary meetings;
c. Perform such other duties as may be prescribed in these bylaws or assigned by the association;
d. Be a member ex-officio of all committees; and
e. Coordinate the work of the officers and committees of the association in order to insure
that the Purposes may be promoted.
2) The PRESIDENT-ELECT shall:
a. Act as aide to the president;
b. (In their designated order) perform the duties of the president in the absence or inability
of that officer to serve;
c. Be responsible for providing speakers at the spring and fall General Business Meetings of
the association.
3) The VICE-PRESIDENT shall:
a. Act as aide to the President;
b. Perform the duties of the President in the absence or inability of both that officer and the
President-Elect to serve;
c. Oversee the organization and structure of the BANA Neighborhood Watch,
d. Oversee the publishing and distribution of the BANA newsletter, THE BRIAR PATCH.
4) The SECRETARY shall:
a. Record the minutes of all General & Board meetings of the association;
b. Provide an official typed copy of the minutes, within one week of any meeting, to all Board
members;
c. Have a current copy of the bylaws;
d. Have a copy of the current membership list; and
e. Perform other delegated duties as assigned.
5) The TREASURER shall:
a. Serve as the official custodian of the organization's funds;
b. Be responsible for the safekeeping and maintenance of accurate financial statements;
c. Present at each regular business meeting of the organization a treasurer's report;
d. Supervise the collection and disbursement of funds;
e. Collect membership dues;
f. Maintain a computer membership database.
Article VI: Election and Replacement of Officer[s]
Section 1: To be eligible to be elected an officer of the association, a person must:
a. Be a BANA resident;
b. Be a dues-paying member;
c. Have access to a computer;
d. Be able and willing to communicate regularly by email.
e. Be able and willing to meet with the Board on a regular basis.
Section 2: A Nominating Committee shall be formed at the March General Business Meeting that
shall seek out BANA members who are interested and willing to become an officer.
Section 3: A Nominating Committee member is required to personally speak with the individuals
whom they think would be a good fit for each position between March and the General
Business Meeting in September.
Section 4: The Nominating Committee shall meet at least twice between March and September to
discuss their potential nominees and then to finalize their slate of nominees.
Section 5: The Nominating Committee will present a slate of officers to the membership at the
September meeting.
Section 6: Officers shall be elected by ballot in the month of September at the Fall General Membership
Meeting by the General Membership in attendance. However, if there is but one nominee for
any office, election for that office may be by voice vote.
Section 7: Officers shall assume their official duties immediately following the General Business
Meeting in which they were elected.
Section 8: The term of office for officers shall be one (1) year.
Section 9: In case of a vacancy:
a. An officer vacating their position between September and March shall be replaced by
an election for a new officer for the un-expired term at the March General Business Meeting, or
b.If the vacancy occurs between March and September, the President can appoint a replacement
for that officer from the dues-paying membership of BANA to fill the unexpired term.
Article VII: Election and Replacement of Director[s]
Section 1: To be eligible to be elected a Director of the association, a person must:
a. Be a BANA resident;
b. Be a dues-paying member;
c. Have access to a computer;
d. Be able and willing to communicate regularly by email.
e. Be able and willing to meet regularly with the Board.
Section 2: Directors shall be elected by ballot in the month of September at the fall General Membership
Meeting by the General Membership. However, if there is but one nominee for
any office, election for that office may be by voice vote.
Section 3: Directors shall assume their official duties immediately following the General Business
Meeting in which they are elected.
Section 5: The term of office for Directors shall be three (3) years.
Section 6: There shall be 12 Director positions, whose terms shall be staggered.
Section 7: Directors shall be able to simultaneously hold the position of Director and hold an office.
Section 8: In case of a vacancy:
a. A director in the first half of their term shall be replaced by an election for a new director
for the un-expired term at the next general business meeting, or
b. If the vacancy occurs post mid-term, the president shall appoint a director from the
dues-paying membership of BANA to fill the un-expired term.
Article VIII: Standing Committees
Section 1: Committee Chairs and Co-Chairs shall be dues-paying members and shall be appointed by
the BANA Board of Directors. Committee Chairs and Co-Chairs shall also be considered
voting members of the Board.
Section 2: The BANA Standing Committees shall include:
1) Neighborhood Watch Committee
a. Shall have a Coordinator, whose duties include:
1. Shall hold monthly meetings with Block Captains, which are open to all BANA residents;
2. Shall seek out and appoint Block Captains;
3. Shall work with the Little Rock Police Department and facilitate good communication
with them;
4. Shall provide reports to the BANA Board;
b. Should have a Co-Coordinator.
2) The BANA Website Committee
a. Shall have a Webmaster, whose duties include:
1. Taking pictures of meetings, events, and seasonal neighborhood decorations;
2. Update and maintain the BANA website;
b. Should have an assistant Webmaster.
3) “Briar Patch” Newsletter Committee
a. Shall have a Chairperson, whose duties include:
1. Shall solicit articles from BANA Board members, BANA residents, and BANA Business
members to be included in the newsletter;
2. Shall compose and publish the newsletter no less than twice per year;
b. Newsletters shall be published and distributed to all BANA residents no less than one
(1) week prior to the March and September General Business Meetings;
c. Should have a Co-Chair.
4) Listserv Committee
a. Shall have a Manager, whose duties include:
1. Maintaining the roster;
2. Review all posts to the Listserv for rules violations;
3. Issuing an email warning to any offender of the adopted rules;
4. Reporting repeat offenders to the Board of Directors for a vote on whether or not
they should be removed from the Listserv.
Section 3: Other standing or special committees shall be created as needed by a majority vote of the
BANA Board of Directors.
Article IX: Board of Directors
Section 1: BANA shall have a Board of Directors consisting of its Officers, Directors, and appointed
Chairs and Co-Chairs of Committees.
Section 2. The duties of the Board of Directors shall be:
a. To transact necessary business in the intervals between association meetings and such
other business as may be referred to it by the association;
b. To create standing and special committees;
c. To approve the plans of work of the standing committees;
d. To present a report at the regular meetings of the association;
e. To select an auditor or an auditing committee to audit the treasurer’s accounts;
f. To prepare and submit to the association for adoption a budget for the year; and
g. To approve routine bills within the limits of the budget.
Section 3. Meetings
a. Regular meetings of the Board shall be held during the year, the time to be fixed by the
Board at its first meeting of the year.
b. Special meetings of the Board may be called by the president or by a majority of the
members of the Board.
Section 4. Quorum:
a. A majority of the Board in attendance shall constitute a quorum at Board meetings.
Article X: Operations of the Association
Section 1: Regular General Business Meetings shall be held twice a year:
a. The spring meeting on the second Saturday of March.
b. The fall meeting on the second Saturday of September.
c. A majority of those in attendance will constitute a quorum at the biannual General Business
Meetings.
Section 2: Plan and hold neighborhood activities;
Section 3: Hold Neighborhood Watch meetings;
Section 4: Publish and distribute “Briar Patch” Newsletter;
Section 5: Hold holiday decoration contests;
Section 6: Encourage and enable neighborhood beautification projects.
Section 7: Other activities as deemed appropriate by the Board of Directors.
Article XI: Fiscal Operation
Section 1:The fiscal year of the association shall be from January 1st to December 31st.
Section 2: Funds shall be deposited in an account approved by the BANA Board of Directors.
Section 3: All checks must have at least two signatures; preferably the Treasurer will be the first
signature.
Section 4: There shall be at least 4 Board members on the checking account signature card at all
times.
Section 5: The signature card must be updated and returned to the bank by October 31st of each
year with the new signatures.
ARTICLE XII: Parliamentary Authority
The rules contained in the current edition of Robert’s Rules Of Order shall govern BANA during all
meetings.
Article XIII: Amending the Bylaws
Section 1: The bylaws can be amended at any regular association meeting or at a special general
membership meeting called by the President with notification provided to BANA residents
not less than 30 days in advance of the meeting.
Section 2: A majority vote of the General Membership in attendance shall be necessary to approve
any change to these bylaws.