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BY-LAWS

Harvey Cedars Taxpayers Association, a New Jersey Non-Profit Corporation

ARTICLE I

ORGANIZATION AND OBJECTIVES

ARTICLE I
ORGANIZATION AND OBJECTIVES

Section 1: Name

T
he name of the organization shall be the Harvey Cedars Taxpayers Association (HCTA), which is registered as a non-profit corporation in accordance with the rules and laws of the State of New Jersey.

Section 2: Purpose


The purpose of the HCTA is to enhance the quality of life for the residents and taxpayers of the Borough of Harvey Cedars in Ocean County, New Jersey, and to facilitate communication among the taxpayers and between the taxpayers and the government.

Section 3: Officers and Trustees

The HCTA’s Board shall elect individual Trustees nominated by the Governance Committee at any point in time throughout the year. The Trustee shall be empowered to elect Officers and conduct business on behalf of the HCTA. Trustees shall number no less than 5 individuals and no more than 15 individuals in the aggregate, which will be determined by the Trustees. In the event of less than 5 individual Trustees at any given time, the Trustees may elect to temporarily suspend the minimum requirements at their discretion for a period not to exceed one year. Any Member interested in serving on the Board of Trustees shall notify the Governance Committee of the Board. The Governance Committee shall nominate candidates to serve as Trustees to be elected by the Board.

Trustees shall be elected for a two (2) year term subject to the right to be re-elected at the January meeting.

The Board of Trustees shall elect a minimum of four (4) Officers of the Association at the January Meeting, which shall be: President, Vice-President, Secretary, and Treasurer. These Officers will generally possess duties and powers ordinarily associated with such titles. These Officers will also constitute the Executive Committee.

The eligibility requirements to become a Member of the HCTA will be determined by the Board of Trustees. The present eligibility requirements are:

Any property owner possessing legal title to property in Harvey Cedars who is at least 18 years of age;
Year-round tenants with a Lease for at least one year;
Any business seeking to become a business member.

The Trustees and Officers shall meet on a monthly basis during the year as required to conduct the business of the HCTA.

The Trustees elected by the HCTA Board shall assume office at the next scheduled Trustee meeting after their election.


The duties of the Trustees shall be:

 

  • To have the final authority to interpret and/or amend the By-Laws of the HCTA.

  • To call special meetings of the Membership as needed.

  • To determine the Membership eligibility of all applicants.

  • To establish Standing Committees.

  • To serve on at least one standing committee each year.

  • To remain in good standing as a Trustee by attending meetings, by having paid annual dues, and by maintaining eligibility to serve as a Trustee.

  • To maintain the confidentiality of Board deliberations.

  • To treat Board Trustees, proceedings, Members, and people and/or organizations with which the HCTA does business with respect at all times.


Trustees need to recuse oneself if there is a conflict of interest. If a judgment needs to be made as to whether a conflict of interest exists, then the decision of the President would be binding for that Trustee to recuse oneself, or the Vice President in the case of issues arising involving the President.

The majority of the full Board of Trustees shall constitute a quorum as dictated by the number of Trustees designated by the Board at that time. Meeting attendance may be in-person or electronic (telephone, video conference, etc.). In addition, the President may ask the Board to vote on matters outside of scheduled meetings by using e-mail or other electronic messaging that must be preserved as a corporate record.

The duties of the Officers shall be:


President

 

  • Sets the agenda and presides over all meetings.

  • Serves as a direct liaison with local government.

  • Responsibility for regular communication with Membership (newsletters and topical emails.

  • Is the HCTA representative as the voting Member of the Joint Council of Taxpayers Association of Long Beach Island (JCTA).

  • Has oversight and responsibility for coordinating with all Committees as established by the Boart of Trustees.

  • Appoint Members of the following Committees, in consultation with the Board of Trustees:

    • Beautification Committee

    • Events Committee

    • Finance Committee

    • Governance Committee

    • Marketing and Communications Committee

    • Membership Committee​

  • Appoint an Ad Hoc Audit Committee at least every two (2) years to review the finances of the HCTA.

 

Vice President
In the absence of the President, the Vice President will preside at all meetings of the HCTA and shall assume all duties listed above for the President in his/her absence.

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Treasurer

Treasurer will keep adequate and correct books and records of accounts of the properties and business transactions of the HCTA, including accounts of its assets, liabilities, receipts, and disbursements.


The books of account will at all reasonable times be open to inspection by any Trustee.

 


At each Membership meeting, the Treasurer shall submit a detailed report on the financial condition of the HCTA. All expenditures specifically included in the Board-approved annual budget can be made directly by the Treasurer. However, any expenditure of $500 or less that is not specifically included in the approved annual budget must also be authorized in writing and in advance by the President. The Board must thereafter be notified as soon as possible. Any unbudgeted expenditure of $500 or more must be approved by the Board.


Treasurer shall be responsible for all required government filings.


Secretary

 

The Secretary shall record the Minutes of all Meetings, including Membership meetings and meetings of the Board of Trustees, and circulate Minutes to the Board of Trustees; obtain approval for the Minutes, including next steps, due dates and person(s) responsible for action items; track and report Trustee performance based on required duties.

ARTICLE II

MEMBERSHIP MEETINGS 

Section 1: Annual and General Meetings

At least one Annual Meeting for all Members shall generally be held in Harvey Cedars, NJ in the late summer. Additional Meetings for all Members may be scheduled by the Board from time to time and shall also be held in Harvey Cedars, NJ.

ARTICLE III

MISC. 


Section 1: Amendment

The By-Laws may be amended by majority vote of the Members present at any Meeting or by a majority vote of the Trustees during a regularly scheduled Trustee meeting and subsequently ratified by a majority vote of Members at the Annual or any other Meeting of the Membership.

Section 2: Financial Matters

The signature of the Treasurer or President shall be the only authorization required to make financial transactions for the HCTA. With any changes in the offices of the President or Treasurer, an Officer shall file with the HCTA’s Bank the necessary papers authorizing the new signatures. Any significant disbursement shall require the joint signatures of both the Treasurer and any one additional Officer of the HCTA.

Section 3: Indemnification

The HCTA shall indemnify and hold harmless each Officer and Trustee, including former Officers and Trustees, for any acts or omissions associated with the fulfillment of their duties under these By-Laws to the full extent of the laws.

The HCTA will procure Directors & Officers liability insurance.

Section 4: Privacy and Personal Information

The HCTA shall adopt and maintain a privacy and personal information protection policy in general accordance with applicable rules and laws.

Section 5: Official Communications

The HCTA may develop and publish various communication vehicles including, but not limited to, newsletters, emails, position papers, surveys, letters and other documents which are all subject to approval of the Trustees of the Association. No Member, Trustee or Officer may communicate on behalf of the HCTA without such Trustee approval or utilize HCTA information or data for any propose other than HCTA business.

Section 6: Removal of Trustee or Member

Any Trustee, Member of Officer who violates the HCTA’s By-Laws or policies, or whose behavior in connection with HCTA business may cause harm, injury or damage to any individual or to property may be subject to censure of removal from office or membership as determined by a majority vote of the Trustees of the Association.

ARTICLE IV

DISSOLUTION 

ARTICLE IV – DISSOLUTION

Upon unanimous recommendation of the Board of Trustees, written notice shall be sent to all active Members, stating that the Board of Trustees recommends that the HCTA be dissolved. Upon two-thirds (2/3) vote of the active Members present at that meeting, the HCTA shall be dissolved and the Board of Trustees shall, after paying or making provision for the payment of all the liabilities of the HCTA, dispose of the remaining assets of the corporation exclusively for one or more exempt purposes, within the meaning of Section 501(c)(4) of the Internal Revenue Code of 1954 (or the corresponding provision of any future Federal Tax Code), or shall distribute the same to the Federal Government, or to a state or local government for a public purpose. Any such assets not so disposed of shall be disposed of by Order of Superior Court of New Jersey – Ocean County as said court shall determine.

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