Constitution of LaVista Park Civic Association Inc.
Atlanta, Georgia

Article I : Name

This organization, a domestic non-profit association incorporated under the laws of the State of Georgia, shall be known as “LaVista Park Civic Association Inc.” (the “Association”).

Article II : Purpose

The purpose of the Association shall be to unite homeowners and residents in their mutual desire to preserve the beauty, peacefulness, and residential character of the LaVista Park neighborhood. In keeping with that goal, the Association shall strive to:

create an on-going sense of community and positive identity for the LaVista Park neighborhood;
ensure a pre-existing organization capable of taking swift action when needed to protect the mutual goals of the association;
alert members to proposed zoning changes or similar governmental action that may impact the LaVista Park neighborhood; and
plan and execute appropriate action on behalf of the members of the Association as deemed necessary.

The Association shall strive to maintain positive and productive communication with elected officials of the LaVista Park neighborhood encouraging awareness of our community as a vital residential area. The Association shall, in all cases, remain a non-partisan organization. The officers of the Association may invite political candidates or office holders to discuss their views and policies before the membership. In such cases, all candidates shall be given equal opportunity to express their positions as they pertain to LaVista Park neighborhood.

Article III : Composition and Membership

Membership shall be open to persons 18 years of age or older who own or reside in single-family houses, duplexes, condominiums, or townhouses within the boundaries of the LaVista Park neighborhood. The LaVista Park neighborhood shall be defined as the residential community bounded by LaVista Road, the DeKalb County line, Chantilly Drive, Sheridan Road and the west side of Briarcliff Road. Membership shall be on an individual basis, with each member who joins the Association having one vote. Multiple adults living in the same household may join the Association and each may enjoy the privileges of membership. The Association shall have the power to collect dues and to use those monies for the benefit of the Association as directed or permitted in the Constitution or By-Laws of the Association. Annual membership dues shall be set each year by the Board of Directors . Quarterly meetings of the Association will be open to all members and their guests. However, only members in good standing will be entitled to speak or vote during business sessions. Members shall be entitled to vote for the election of directors and officers, amendments to the Constitution and By-Laws of the Association, and any other matter the Board of Directors deems necessary or appropriate to submit to the membership for vote.

Article IV : Directors and Officers

Directors and officers shall be elected by a majority of the membership voting and shall serve terms of one (1) year. Election of directors and officers shall be held at the October meeting. Only members in good standing will be allowed to vote for the election of Association directors and officers. The elected directors and officers and their duties shall be specified in the By-Laws of the Association. The Board of Directors shall hold regular meetings and conduct the business of the Association, as set forth in the accompanying By-Laws of the Association.

Article V : Meetings

The Association shall hold regular quarterly meetings for the purpose of communicating information and planning. The quarterly meetings shall be held the third Thursday of January, April, July and October, unless otherwise stipulated, at a time and place announced by the President. The regular quarterly meeting of the Association held in October of each year shall be known as the Annual Meeting. The purpose of the Annual Meeting shall be to elect Directors and Officers, review reports of the Directors, Officers, and any committees of the Association, and conduct such other business as may arise. The President and the Board of Directors may call a special meeting. Upon written request made by at least twenty-one (21) Association members in good standing stating the purpose for the request, the President shall call a special meeting of the Association. Any special meeting called upon a request of Association members shall be called within five (5) days after receipt of the written request and the meeting must be held within seven (7) days thereafter. The President shall notify the membership of the date, time, place, and purpose for a special meeting. A quorum shall consist of at least 21 members in good standing present at any Association meeting. Notification of all Association meetings shall be in writing whenever possible. The Association newsletter shall constitute written notice if delivered the required number of days in advance of any meeting.

Article VI : Indemnification of Directors, Officers and Others

The Association shall indemnify and may advance expenses to individuals serving as Directors of the Association consistent with and to the fullest extent permitted by the Georgia Nonprofit Corporation Code, O.C.G.A. §14-3-101 et seq., as amended. The Association shall indemnify and may advance expenses to individuals serving as Officers of the Association consistent with and to the fullest extent permitted by the Georgia Nonprofit Corporation Code, O.C.G.A. §14-3-101 et seq., as amended. The Association shall indemnify and may advance expenses to individuals serving on committees or otherwise acting at the request of the Association consistent with and to the fullest extent permitted by the Georgia Nonprofit Corporation Code, O.C.G.A. §14-3-101 et seq., as amended. The Association also may purchase and maintain insurance on behalf of its Directors, Officers, and others acting at the request of the Association, regardless of whether the Association would have the power to indemnify such persons against liability under the Georgia Nonprofit Corporation Code, O.C.G.A. §14-3-101 et seq., as amended. If any expenses or other amounts are paid under this Article, the Association shall provide notice of such payment to the members at the next regularly scheduled meeting of the Association. This Article VI constitutes an undertaking by the Association for the benefit of the indemnified directors, officers, and other individuals serving on committees or otherwise acting at the request of the Association in consideration of their services to the Association. No amendment, modification, or rescission of this Article VI, or any part thereof, the effect of which would diminish or impair in any way the rights to indemnification or advancement of expenses as set forth in this Article, shall be effective as to any indemnified person with respect to any action taken or omitted by such person prior to such amendment, modification, or rescission, unless such person consents in writing to such amendment, modification, or rescission.

Article VII : Amendments and Revisions

The Articles of this Constitution may be amended or revised at any regular meeting or any special meeting called for such purpose. A change will require the affirmative vote of three-fourths (3/4) of the members voting at such meeting. Any member of the Association may propose amendments or a revision of this Constitution, however, all proposed changes must first be submitted to the Board of Directors for review and recommendation before the proposal is presented to the membership at large. The Secretary shall provide all members with written notice of any proposed changes (and any recommendation of the Board of Directors ), along with notice of the date, time, and place of the meeting at which the amendments or a revision will be voted on. The written notice must be provided at least seven (7) days in advance of the scheduled meeting.

Article VIII : Parlimentary Procedures

In all matters not covered by this Constitution, the By-Laws, or any standing rules of the Association, this Association shall be governed by Robert's Rules of Order, Newly Revised, as may be amended.

Article IX : Dissolution of Association

The Association may be dissolved and all Association assets shall be distributed in accordance with the provisions of the Georgia Nonprofit Corporation Code, O.C.G.A. §14-3-101 et seq., as amended. As adopted, this 17 day of October, 1996. Amended, 11 July 2002 Amended, 10 October 2002 Amended, 14 July 2005 Amended, 12 January 2006 Revised, __ July 2006 Amended, 18 October 2007

By-Laws of LaVista Park Civic Association Inc.

Section I : Directors, Officers, and Duties

The elected officers of the Association shall be a President, an Executive Vice President, a Treasurer, a Secretary, a Registrar, and four Section Vice Presidents (the “Elected Officers”).
The President shall, with the approval of the Board of Directors, appoint a Neighborhood Watch & Patrol Coordinator, Webmaster, Zoning Coordinator, and Chair of each of the standing committees established by these By-laws (the “Appointed Officers").
The Board of Directors shall consist of the Elected Officers, the Appointed Officers, and the Immediate Past President. The President shall serve as the Chair of the Board of Directors and preside at all meeting of that body. The Immediate Past President will be a non-voting ex-offico member of the Board of Directors and will serve for a term of one year immediately following the conclusion of his/her term as President. The Board of Directors shall meet at least monthly, at a time and place announced by the President. Upon written request made by at least five (5) members of the Board of Directors, the President shall call a special meeting of the Board of Directors. Any specially called meeting shall be called within three (3) days after receipt of the written request and the meeting must be held within five (5) days thereafter. One third of the voting members of the Board of Directors shall constitute a quorum.
Before the Annual Meeting, the Secretary shall accept nominations for Elected Officers from members in good standing. The presiding officer of the Annual Meeting shall give an opportunity for other nominations to be made from the floor by members in good standing. The person receiving a majority of the votes for each office shall be declared elected. All Directors and Officers must be members in good standing during the term of their office. No person may hold more than one voting office at a time.
The Board of Directors shall have the following duties and powers to act on behalf of the Association:
1. Approve an annual budget for the Association and, when necessary, approve any expenditure of more than $500 that exceeds the budgeted amount;
2. Determine the membership structure of the Association and approve the amount of dues;
3. Establish policy and public positions and approve a strategic plan for the Association; and
4. Perform such other duties and functions as are specifically reserved to the Board of Directors in the Constitution or By-Laws of the Association.
5. Carry out the day-to-day operations of the Association, including making decisions incident to such operations
Duties of the Elected Officers shall be as follows:
1. The President - The President shall:
2. The Executive Vice President - The Executive Vice President shall:
  1. serve as an aide to the President;
  2. at the request of the President, or in the event of the absence or disability of the President, perform all of the duties of the President, and in so acting, shall have all the powers of and be subject to the restrictions upon the President;
  3. serve as the Chair of the Membership Committee; and
  4. perform such other duties as may from time-to-time be assigned to him/her by the President or by the Board of Directors.
3. The Treasurer – The Treasurer shall:
4. The Registrar – The Registrar shall:
5. The Secretary - The Secretary shall:
6. Section Vice Presidents - The Section Vice Presidents shall:
  1. be responsible for disseminating information regarding the Association to and maintaining communication with the residents of his/her neighborhood Section;
  2. act as representatives and a communications conduit to the Board of Directors for the residents of each Section for concerns regarding the Association;
  3. act as Section Coordinator for his/her Section in the Neighborhood Watch Program;
  4. serve as a member of the Membership Committee and assist with the annual membership campaign; and
  5. perform such duties as from time-to-time may be assigned to him/her by the President or Board of Directors.
7. Duties of Appointed Officers shall be as follows:
  1. Zoning Coordinator - The Zoning Coordinator shall:
    1. represent the interests of the Association by gathering, interpreting and disseminating to the Board of Directors, information related to development and zoning issues affecting the LaVista Park neighborhood;
    2. act as liaison between residents and outside interests, participate in or appoint another resident to the DeKalb County Community Council and;
    3. attend public zoning and other hearings affecting the LaVista Park neighborhood; and
    4. perform such other duties as from time-to-time may be assigned to him/her by the Board of Directors.
  2. Neighborhood Watch & Patrol Coordinator - The Neighborhood Watch & Patrol Coordinator shall:
    1. organize and maintain the Neighborhood Watch Program;
    2. act as a liaison between the residents of LaVista Park and the DeKalb Crime Awareness Officer, contacting the officer for quarterly crime up-dates and crime prevention information;
    3. work with the Section Vice Presidents to select and maintain the block captains;
    4. hold at least 2 meetings per year with Section Vice Presidents and block captains and perform such other duties as are prescribed by the DeKalb County Neighborhood Watch Program;
    5. act as a liaison between the resident of LaVista Park and the Security Patrol; and
    6. perform such other duties as from time-to-time may be assigned to him/her by the Board of Directors.
  3. Webmaster - The Webmaster shall:
    1. Maintain account relationship with website and email hosting company on behalf of the Association, including insuring the hosting company has appropriate back-up and disaster recovery plans;
    2. Create, maintain and regularly update the email service lists for use by the Association with the assistance of the Registrar;
    3. Distribute crime alerts to all persons on the email service lists, as requested by the Neighborhood Watch & Patrol Coordinator the Lead Security Patrol Officer; and
    4. Distribute appropriate email communications related to Association business as requested by the Board of Directors or the Chair of any Standing Committee or Special Committee;
    5. Create and troubleshoot email accounts for each Director, Officer, and, if appropriate, Chair of any Standing Committee or Special Committee;
    6. Maintain domain registrations and register the website with appropriate search engines;
    7. Regularly update the Association website by helping to develop and post content to such site as may be directed by the Board of Directors or requested by the Chair of any Standing Committee or Special Committee, provided such content is in keeping with the policies and objectives of the Association and any strategic plan adopted by the Board of Directors; and
    8. Monitor postings on Leaf Talk or any other discussion forum that is a part of the website and, when necessary, remove inappropriate material.
8. A director or officer (whether elected or appointed) may be removed by the majority vote of the Board of Directors if such person is absent for three (3) consecutive Board of Director meetings (as the case may be) without notice, absent from one more than half the regular Board of Director meetings (as the case may be) during a calendar year, or violates Association policies or objectives as determined by the Board of Directors. The President shall provide written notice of the reason for removal to the affected Director or Officer, which notice shall specify the reasons for the removal, as well as the date, time, and place for the meeting of the Board of Directors when the question of removal will be considered. The President shall have the authority to appoint a member in good standing to fill the remaining term of the vacated position.
Section II : Standing Committees
1. The President, with the approval of a majority of the Board of Directors, shall appoint a Chair and members to serve on Standing Committees.
2. The following Standing Committees shall be empowered to act on behalf of the Association within the scope of the duties delegated by the President, with the approval of a majority of the Board of Directors:

Section III : Geographic Section Boundaries of LaVista Park

The geographic section boundaries of LaVista Park shall be defined as follows:

Chantilly Drive on the North and East, Sheridan Road on the South, and the county line of the West;
Citadel Road on the North, Brookforest Drive on the East, LaVista Road on the South, and the county line on the West;
Citadel Road on the North, Briarcliff Road on the East; LaVista Road on the South, Brookforest Drive on the West; and
Sheridan Road on the North, Briarcliff Road on the East; Citadel Road on the South, Beech Haven Road on the West.

The individual streets contained in each Section are as follows:

Section 1

Chantilly Drive, Chantilly Ridge, Chantilly Rise, Chantilly Commons, Brookvalley Lane, Longwood Trace, Parker Place, Sheridan Court, Sheridan Park, Sheridan Walk, and both sides of Sheridan Road from county line to Chantilly Drive;

Section 2

Beech Haven Road from Sheridan Road to Brookforest Drive; both sides of Citadel Drive from LaVista Road to Brookforest Drive, both sides of Brookforest Drive between LaVista Road and Wild Creek Trail; and both sides of LaVista Road between the county line and Brookforest Drive;

Section 3

Both sides of Brookforest between Wild Creek Trail and Citadel Drive, both sides of Citadel Drive between Brookforest Drive and Briarcliff Road, Wild Creek Trail between Brookforest Drive and Beech Haven Road, Beech Haven Road between Brookforest Drive and Bernadette Lane, Wildcliff Parkway Wildcliff Circle, Vista Valley Drive, both sides of LaVista Road from Brookforest Drive to Shepherds Lane, the north side of LaVista Road between Shepherds Lane and Briarcliff Road, and the west side of Briarcliff Road from LaVista Road to Citadel Drive; and

Section 4

Sheridan Road between Chantilly Drive and Briarcliff Road, Merriman Lane, Kingsley Circle, Mayfair Drive, Hopkins Terrace, and the west side of Briarcliff Road between Sheridan Road and Citadel Drive.

Section IV : Order of Business

The order of business at quarterly meetings shall be as follows:

Call to order by the President;

Report of the Secretary;

Report of the Registrar;

Report of the Treasurer;

Report of the Board of Directors;

New business;

Program or guest speaker;

Adjournment.

Section V : Dues

Annual dues for the year June 1 through May 31 or special assessments of the Association shall be from time-to-time determined by the Board of Directors in accordance with the Constitution and By-Laws. A member shall be considered in good standing if his/her dues are paid in full not later than June 30 for the current year. New or renewing members shall be considered in good standing upon the Treasurer’s receipt of the full amount of their dues. Members not in good standing forfeit the right to vote, address the membership during business sessions, or serve as a Director, Officer, or committee member.

Constitution of LaVista Park Civic Association Inc. Atlanta, Georgia