WHCA By-Laws
ARTICLE I: NAME AND LOCATION
The name of this organization shall be Wheaton Hills Civic Association. The principal location of Wheaton Hills Civic Association shall be in the Wheaton Hills and Wheaton Crest Neighborhoods (as defined in Article III, Section 1 below), in Montgomery County, Maryland.
ARTICLE II: PURPOSE
Section 1. Mission Statement: Wheaton Hills Civic Association is a non-partisan neighborhood organization dedicated to representing the interests of homeowners and residents residing within the boundaries outlined in Article III of this document. We are an organization within which homeowners and residents can come together to acquire and disseminate information and support each other in our common goal of enhancing the quality of life in our community.
Our goals are to:
ARTICLE III: MEMBERSHIP
Section 1. Wheaton Hills and Wheaton Crest Neighborhood’s Geographic Boundaries: For the purposes of Wheaton Hills Civic Association, the “Wheaton Hills and Wheaton Crest Neighborhood” is hereby defined as including all residential properties whose legal descriptions for Montgomery County tax purposes assign the properties to Wheaton Hills and Wheaton Crest plus certain adjoining blocks that have been officially added to Wheaton Hills Civic Association over the years (or blocks removed from the boundaries), pursuant to the process outlined in Article XIII of this document. Such properties lie within the area (see Wheaton Hills Civic Association Map, Attachment A) that is approximately bounded Viers Mill Road, University Boulevard, Georgia Avenue, Henderson Avenue, and Claridge Road. At the time of drafting, the Civic Association shares boundaries with the Connecticut Avenue Estates Civic Association and the Glenmont Forest Neighbors Civic Association.
Section 2. Associate Members: All property owners and residents who are at least 16 years old and reside within the geographic boundaries of the Wheaton Hills Civic Association are automatically “Associate Members” of Wheaton Hills Civic Association. Associate Members are welcome to attend and speak at all Wheaton Hills Civic Association meetings and events. However, Associate Members are not entitled to vote on any matters brought up for a vote before Wheaton Hills Civic Association, to serve on Wheaton Hills Civic Association Committees, or to serve as a Wheaton Hills Civic Association Officer.
Section 3. Active Members: All Associate Members are eligible to become “Active Members.” In order to become an Active Member, an Associate Member must submit a completed “Membership Activation Form,” a sample of which is attached hereto as Attachment B. Membership Activation Forms are available on the Wheaton Hills Civic Association Website and can be submitted electronically, by mail, or by delivery to any Officer. One Membership Activation Form may be used to activate membership for all adult residents residing within a single family residence. Upon receipt of a completed Membership Activation Form, the Vice President of Wheaton Hills Civic Association shall confirm that the individual’s stated address is within the Wheaton Hills and Wheaton Crest Neighborhood. Upon such confirmation, the Associate Member will immediately become an Active Member for 2 years. An Associate Member may submit the Membership Activation Form to become an Active Member at any time, including immediately prior to: (1) submission of a written proxy vote, or (2) the commencement of any Membership Meeting.
Only Active Members are entitled to: (1) vote on matters brought up for a vote before the Wheaton Hills Civic Association, (2) serve on any Wheaton Hills Civic Association Committee, and (3) serve as a Wheaton Hills Civic Association Officer. To maintain one’s status as an Active Member, he/she must submit a Membership Activation Form every 2 years, indicating any changes in the requested information or checking the box indicating that there have been no changes to the requested information.
Section 4. Records: All membership records shall be kept by the Vice President of Wheaton Hills Civic Association and shall include, at a minimum, the following information: name, address, telephone number, and e-mail address (if provided) of each Active Member. The Vice President shall also make note of any Active Members who do not have Internet access and shall cooperate with the Executive Committee to ensure that such Active Members receive notice of all Membership Meetings, as defined in Article IV below. The Vice President shall make a list of current Members available at each Annual, General Membership, and Special Meeting of Wheaton Hills Civic Association.
ARTICLE IV: MEMBERSHIP MEETINGS
Section 1. Membership Meetings: “Membership Meetings” shall include the Annual Meeting, General Membership Meetings, and any Special Meetings of Wheaton Hills Civic Association. Membership Meetings shall not include meetings of the Executive Committee or any other Committee of Wheaton Hills Civic Association.
Section 2. Notice of Meetings: Notice of not less than ten (10) calendar days prior to all Membership Meetings shall be provided by the President or his/her designee(s) by e-mail or hand distribution to all Active Members. Such notice shall also be provided to all Associate Members whose e-mail addresses are on file with the Vice President. Such notice also shall be provided on the Wheaton Hills Civic Association Website. The notice shall include the date, time, location, and proposed agenda for the meeting.
In the event that the proposed agenda includes the election of any Officer(s) or proposed amendments to the Bylaws, the meeting notice shall include a proxy ballot and instructions for submitting votes by mail or electronic means. Any new business requiring a vote that is not on the agenda distributed with the notice of meeting shall be referred to the proper committee for action and can be raised for a vote at a later date.
Section 3. Annual Meeting: The date, time, and place of each Annual Meeting shall be set by the Officers of Wheaton Hills Civic Association. If no time and date are set, the meeting will be held on the second Wednesday of October at 7:30 p.m. The Annual Meeting should be held within or near the boundaries of the Wheaton Hills and Wheaton Crest Neighborhood to include county facilities in the immediate Wheaton vicinity.
The Annual Meeting shall be called for the purposes of: (1) election of officers, if required under the terms of Article V, below; (2) receipt of reports on the affairs of Wheaton Hills Civic Association from the Officers and Executive Committee; and (3) transaction of any other business necessary and proper, which may include presentations by guest speakers. For the Annual Meeting, a quorum shall consist of at least fifty percent (50%) of the Wheaton Hills Civic Association Officers and twenty percent (20%) of the Active Members of Wheaton Hills Civic Association, including those physically present at the Annual Meeting and those submitting proxy votes (whether by mail or electronic means) in advance of the Annual Meeting.
The order of business at the Annual Meeting of WHEATON HILLS CIVIC ASSOCIATION shall be:
The President may alter the above order of business when he/she determines that doing so would be in the best interest of Wheaton Hills Civic Association.
Section 4. General Membership Meetings: In addition to the Annual Meeting, General Membership Meetings shall be held periodically throughout the year. The date, time, and place of such General Membership Meetings shall be set by the Officers of Wheaton Hills Civic Association. Whenever possible, General Membership Meetings should be held within or near the boundaries of the Wheaton Hills and Wheaton Crest Neighborhood. There shall be a minimum of two (2) General Membership Meetings held per year, though the Officers may, at their discretion, call additional General Membership Meetings. For General Membership Meetings, a quorum shall consist of those Active Members present at such meeting and at least fifty percent (50%) of the Wheaton Hills Civic Association Officers. General Membership Meetings are intended to be more procedurally streamlined than the Annual Meeting and to provide an open forum for Wheaton Hills Civic Association Members to raise concerns, discuss issues affecting the Wheaton Hills and Wheaton Crest Neighborhood, and foster a greater sense of community among the membership. To facilitate these goals for General Membership Meetings, the President, with the advice of the Executive Committee, may set forth a proposed agenda in advance of the meeting. In the event that the President sets forth a proposed agenda for a General Membership Meeting, such proposed agenda shall accompany the notice of the General Membership Meeting. The President, with the advice of the Executive Committee, may also opt to hold General Membership Meetings with no agenda, wherein Wheaton Hills Civic Association members shall be invited to ask questions of any Officers and Committee Chairperson, raise any issues of concern, and discuss any matters potentially of interest to other Wheaton Hills Civic Association members. In addition, at the discretion of the Wheaton Hills Civic Association Officers, General Membership Meetings may be held in conjunction with social, community service, or other events sponsored by Wheaton Hills Civic Association.
Section 5. Special Meetings: The President may call a Special Meeting of Wheaton Hills Civic Association whenever he/she deems it advisable. The President must call a Special Meeting within three (3) weeks when presented with a written Petition (electronic or hardcopy), signed by at least ten (10) Active Members requesting such a meeting. For Special Meetings of Wheaton Hills Civic Association, a quorum shall consist of those Active Members present at such meeting and at least 50% of the Wheaton Hills Civic Association Officers, unless the Special Meeting is called to consider a petition to remove an Officer pursuant to Article V, Section 1, below. Only such business as the Special Meeting was called to consider may be discussed or acted upon at such meeting.
Section 6. All Meetings Open to the Public: All Membership Meetings of Wheaton Hills Civic Association shall be open to the public, except executive session meetings. Any member of Wheaton Hills Civic Association may speak at such meetings; however, only Active Members of Wheaton Hills Civic Association shall be eligible to vote. Members of the public who are not Wheaton Hills Civic Association members may speak at Wheaton Hills Civic Association Membership Meetings if invited to do so by any Wheaton Hills Civic Association Officer, or upon the motion of any Active Member that is passed by a majority vote of Active Members present at such meeting.
Section 7: Executive Session: The President may call an executive session to discuss confidential or timely matters. Executive sessions may not entail a vote.
ARTICLE V: ORGANIZATION
Section 1. Officers: The Officers of Wheaton Hills Civic Association shall be a President, Vice President, Secretary, and Treasurer. Officers shall be elected by majority vote at every other Annual Meeting (in odd-numbered years). In the event that no majority is reached on a ballot for any office, a run-off election shall be held immediately between the two nominees with the most votes for that office. A term of office shall run for 2 consecutive years. Subject to the provisions of Article V, Section 2, below, individuals are ineligible to hold the same office for more than two (2) terms. An individual who has served two terms in one office, who is therefore ineligible to serve in such office again, remains eligible to run for a different office. Should a vacancy occur during any term of an Officer, such vacancy shall be filled by appointment of the President, with the advice and consent of the Executive Committee (as set forth in Article V, Section 3, below). The newly appointed Officer shall complete the remaining portion of the elective term of the vacated office and such service shall not count towards the appointee’s term limit for such office. If the vacancy is in the office of the President, the Vice President shall assume the Office of President in accordance with Article VI, below.
An Officer may be removed from office prior to the expiration of his/her term. The removal of an Officer can only be initiated by a written Petition (electronic or hardcopy), signed by at least ten (10) Active Members, and shall require the scheduling of a Special Meeting pursuant to Article IV, Section 5 above. However, removal of an Officer shall be treated as an “election of Officer(s),” wherein proxy ballots must accompany the notice of a Special Meeting where such measure will be considered. A two-thirds vote of the Active Members physically present at the Special Meeting and those submitting proxy votes (whether by mail or electronic means) in advance of the Special Meeting is required to remove an Officer.
Section 2. Officer Nominating Committee: The Officer Nominating Committee (“ONC”) shall be comprised of three (3) Active Members who are not serving as Officers of Wheaton Hills Civic Association at the time the ONC is convened. The President shall solicit volunteers to serve on the ONC and Wheaton Hills Civic Association’s Active Members shall elect the members of the ONC from among the volunteers at every other Annual Meeting, (i.e., Annual Meetings held in even-numbered years). In the event that fewer than three (3) Active Members volunteer to serve on the ONC at the Annual Meeting, Wheaton Hills Civic Association’s Active Members shall elect as many members of the ONC as possible at the Annual Meeting. The newly elected ONC member(s) shall work with the Executive Committee to recruit additional Active Members to fill any remaining positions on the ONC. The ONC shall propose a slate of officers to be presented at the next Annual Meeting. At the Annual Meeting where the ONC presents the proposed slate of officers, the floor will be open for additional nominations and discussions.
In the event that all ONC members unanimously certify that, despite their best efforts, they have been unable to identify any eligible member interested in running for a particular office, the term limits set forth in Article V, Section 1, above, shall be suspended with respect to such office. The suspension of applicable term limits shall render any Active Member who has previously held that office for two or more terms eligible to run for that office for one additional term. This process may be repeated during subsequent election cycles, thereby allowing an otherwise ineligible individual to serve additional terms in a particular office; however, the ONC must certify that no other eligible members interested in running for the office could be identified for every election cycle.
Section 3. Representation of Wheaton Hills Civic Association in External Activities: The President of Wheaton Hills Civic Association is the only individual authorized to officially represent Wheaton Hills Civic Association in any external activities and written communications. The President, with the advice and consent of the Executive Committee, may authorize the Vice President to serve as his/her designee and to represent Wheaton Hills Civic Association in external activities. If the Vice President cannot or prefers not to serve, the President may appoint another Active Member of Wheaton Hills Civic Association to serve as his/her designee and to represent Wheaton Hills Civic Association in external activities, with the advice and consent of the Executive Committee. The President must expressly set forth the scope of any such authorization and keep a written record thereof. Exceptions to this formal designation process include representation at general events for the purpose of membership solicitation and general awareness (e.g., an informational booth at the Taste of Wheaton festival, or similar). Such records shall be made available on the Wheaton Hills Civic Association Website, as well as to any Active Member upon request. Any Active Member who is appointed by the President to serve as his/her designee shall only act within the scope of such designation and shall not purport to represent Wheaton Hills Civic Association with respect to any matters beyond the scope of the designee’s authority. It will be the responsibility of anyone who represents Wheaton Hills Civic Association in external activities to keep the Executive Committee apprised of those activities on a regular basis. If it is determined by the Executive Committee that any Active Member authorized to speak on behalf of Wheaton Hills Civic Association in external activities has attempted to represent Wheaton Hills Civic Association with respect to matters beyond the scope of the designee’s authority, the President shall be required to withdraw all authority granted to such Active Member and take any steps necessary to correct the unauthorized statements.
ARTICLE VI: DUTIES OF OFFICERS
Section 1. President: The duties of the President of Wheaton Hills Civic Association shall include: (1) supervise Wheaton Hills Civic Association affairs and activities in accordance with the purpose of the association as expressed in Article II, above; (2) call and preside over all Membership Meetings; (3) serve as the Chairperson of the Executive Committee and an ex-officio Member of all Standing Committees; (4) authorize the payment of all bills, vouchers, invoices, etc., on behalf of Wheaton Hills Civic Association; (5) sign all official Wheaton Hills Civic Association correspondence, except correspondence solely concerning Wheaton Hills Civic Association-sponsored social affairs (which may be signed by any Wheaton Hills Civic Association Officer) and correspondence specific to Standing Committees (which may be signed by the Committee Chairperson), with a copy to the President; (6) appoint the Chairperson of all Committees other than the Executive Committee; (7) assure the availability of a meeting location for all Membership Meetings; (8) assume check signing powers in the absence of the Treasurer; (9) present to Wheaton Hills Civic Association all relevant correspondence received and all correspondence sent on behalf of Wheaton Hills Civic Association; (10) serve as the Immediate Past-President for one term following the expiration of his/her term as President; (11) represent Wheaton Hills Civic Association in all external activities (personally or by designee); and (12) represent Wheaton Hills Civic Association (or designate a representative) to such umbrella civic organizations.
Section 2. Vice President: The duties of the Vice President of Wheaton Hills Civic Association shall include: (1) act on behalf of the President in the President's absence; (2) serve as an ex-officio member of all Standing Committees; (3) maintain all membership records and verify membership eligibility; (4) serve in additional capacities as requested by the President; (5) succeed to the Office of the President in the event that it becomes vacant before the elective term of the President expires; and (6) coordinate internal communication with members and maintenance of digital presence. Should the Vice President succeed to the Office of the President, he/she shall appoint a Vice President Pro Tempore to serve the remaining portion of the Vice President’s elective term.
Section 3. Secretary: The duties of the Secretary of Wheaton Hills Civic Association shall include: (1) serve as the legal custodian of all official records of Wheaton Hills Civic Association, except those records specifically related to the responsibilities of other Officers or Committees; (2) maintain copies of Standing Committee mission statements; (3) keep the minutes of all Wheaton Hills Civic Association Membership Meetings; (4) maintain copies of the Wheaton Hills Civic Association Bylaws and make copies available to members upon request and at all Membership Meetings; (5) assist in the preparation and distribution of Wheaton Hills Civic Association publications; and (6) keep the minutes of Executive Committee meetings.
Section 4. Treasurer: The duties of the Treasurer of Wheaton Hills Civic Association shall include: (1) serve as the custodian of all Wheaton Hills Civic Association funds; (2) promptly pay all debts of Wheaton Hills Civic Association, when authorized by the President; (3) disburse Wheaton Hills Civic Association funds as authorized by the Wheaton Hills Civic Association Bylaws and/or any Special Resolution; (4) keep books and records showing all itemized receipts and disbursements, and prepare and submit to the President, if so requested, a statement of financial condition at each Membership Meeting; and (5) prepare and submit to the President a yearly written report on the financial condition of Wheaton Hills Civic Association, to be presented at the Annual Meeting. When accepted by the membership, such reports shall become part of the official reports, to be maintained by the Secretary.
Section 5: Duties may be delegated based on unanimous decision of the board.
ARTICLE VII: EXECUTIVE COMMITTEE
Section 1. Membership and Duties: The Executive Committee shall consist of the Officers of Wheaton Hills Civic Association, the Chairperson(s) of each Standing Committee, and the Immediate Past-President. The Executive Committee shall function as a steering committee, and shall be responsible for analyzing matters of concern to Wheaton Hills Civic Association. When, in its opinion, matters should be considered by the full membership, the Executive Committee shall submit an agenda item for consideration at the next Membership Meeting. The Executive Committee may authorize expenditures of Wheaton Hills Civic Association funds; written record of such authorizations shall be retained by the Treasurer.
Section 2. Meetings: The Executive Committee shall meet at regular intervals between Membership Meetings, at a time and place to be determined by the President, with advice and consent of the Officers. A meeting may be called by a majority of the members of the Executive Committee provided at least three (3) days’ notice is given to all Executive Committee members. All Active and Associate Members are welcome to attend a meeting of the Executive Committee; however, Active and Associate Members may be asked to indicate their intention to attend Executive Committee meetings in advance in order to ensure the meeting is held at a location that can accommodate all who wish to attend.
Section 3. Voting and Chairing: The President – or the Vice President in the absence of the President – shall serve as the chairperson of all Executive Committee meetings. A quorum is considered a majority of the Executive Committee members. Each member of the Executive Committee shall have one vote, and a vote cannot be taken without a quorum being present. Each person who is a member of the Executive Committee shall have one vote, regardless of the number of positions the person holds within the Executive Committee.
ARTICLE VIII: COMMITTEES
Section 1. General Provisions: Membership of all committees, except the Executive Committee, shall be open to any Active Member of Wheaton Hills Civic Association. Active Members may volunteer to serve on any Standing or Special Committee. The Chairperson of any Standing Committee may appoint another Active Member of Wheaton Hills Civic Association to serve as the Vice-Chairperson of such Standing Committee.
Section 2. Standing Committees: The following shall be established as “Standing Committees” of Wheaton Hills Civic Association: (1) Committee on Communication and Bylaws (which includes the Wheaton Hills Civic Association Website); (2) Committee on Beautification, Environment, and Land Use; (3) Committee on Traffic, Crime, and Safety; (4) Committee on Public Schools and Education; and, (5) Committee on Membership.
Section 3. Responsibility of Standing Committees: Each Standing Committee shall have a written mission statement setting forth the duties and functions of that committee. The initial mission statement of each Standing Committee shall be prepared by the Standing Committee Chairperson, subject to approval by the Executive Committee. The Standing Committee Chairperson may thereafter propose amendments to the mission statement of that Standing Committee for consideration and approval by the Executive Committee. Each Standing Committee Chairperson is responsible for keeping the Executive Committee informed of his/her Committee’s activities and issues and for proposing agenda items to the Executive Committee to be considered at a Membership Meeting.
Section 4. Special Committees: From time to time, as the need arises, the President, with the advice and consent of the Executive Committee, may create Special Committees to study, investigate, and report on any topic or specific project the President selects. Such a Special Committee may exist for a single purpose or a set of purposes, and can be dissolved by the President, with the advice and consent of the Executive Committee. Special Committees shall have a written charge and defined period of operation established by the President, with the advice and consent of the Executive Committee. The establishment of such Special Committees shall be reported to the membership of Wheaton Hills Civic Association at the next General, Annual, or Special Meeting and on the Wheaton Hills Civic Association Website.
Section 5. Committee Meetings: Committee meetings shall be called by the Committee Chairperson, or Vice Chairperson, who may be appointed by the Chairperson to act in his/her absence, in accordance with the Committee Mission statement.
ARTICLE IX: FUNDING
Section 1. Annual Donations: Wheaton Hills Civic Association does not require the payment of dues by any member. However, Active Members are encouraged to make a voluntary Annual Donation to Wheaton Hills Civic Association to help offset Wheaton Hills Civic Association’s operating expenses. The suggested annual donation for Active Members shall be established by the Executive Committee annually and announced at the first Membership Meeting of each calendar year and on the Wheaton Hills Civic Association Website.
Section 2. Wheaton Hills Civic Association Account: Wheaton Hills Civic Association funds will be deposited in a checking account in an FDIC-insured financial institution, held in Wheaton Hills Civic Association’s name, with full authority to deposit and withdraw funds vested in the President and the Treasurer. Only one signature will be required for withdrawals.
Section 3. General Funds: Authority to expend unallocated Wheaton Hills Civic Association money held in the General Funds is subject to the following provisions:
The Treasurer has the authority to dispense funds up to and including $200.00, after consultation with the President. Expenditures of amounts greater than $200.00 must be authorized by a majority vote of the Executive Committee. All funds and financial records shall be subject to a yearly review by a certified public accountant or similarly qualified individual, or an audit committee of no fewer than three (3) Active Members, as selected by the President and approved by the Executive Committee. The result of this review shall be reported on the Wheaton Hills Civic Association Website and at the next Membership Meeting.
ARTICLE X: PUBLICATIONS
Section 1. Wheaton Hills Civic Association Website: Wheaton Hills Civic Association shall maintain an official Website. The Chairperson of the Communication and Bylaws Standing Committee shall appoint a Wheaton Hills Civic Association “Webmaster” and “Assistant Webmaster” responsible for working with the Executive Committee to disseminate information of interest to the members of Wheaton Hills Civic Association. The Wheaton Hills Civic Association Webmaster shall cooperate with the Vice President in maintaining a record of current e-mail addresses for all Active Members for use in transmitting meeting notices as required under Article IV, Section 2, above, and such other communications as the Executive Committee shall deem appropriate. The Wheaton Hills Civic Association Webmaster, with advice and consent of the Executive Committee, shall also be responsible for devising a method for acceptance of electronic votes by Active Members and transmission of such electronic votes to the appropriate member(s) of the Executive Committee to be counted.
Section 2. Other Publications: The Wheaton Hills Civic Association may from time to time publish and distribute articles, letters, reprints, columns, maps and charts, notices, directories, newsletters, and other information of general interest, either electronically or in print.
ARTICLE XI: VOTING
Section 1. Elections and Amendment of Bylaws: When the matter up for a vote is: (1) the election of Officers (including the removal of an Officer); or (2) amendment of the Bylaws, Active Members may vote on such matters either by being physically present at such Membership Meeting or submitting a proxy ballot in advance of the Membership Meeting at which such matters will be considered. The notice of any Membership Meeting at which election of Officers or amendment of Bylaws will be voted upon shall include a proxy ballot and instructions for submitting such ballot electronically and by U.S. Mail. Only Active Members of Wheaton Hills Civic Association may vote and each Active Member is entitled to one (1) vote. Any Active Member who chooses to submit a proxy ballot acknowledges that he/she will not be able to vote anonymously. Proxy ballots must be signed (electronic signatures are acceptable), include the home address, and dated by the Active Member. In the event that an Active Member submits more than one proxy ballot for a vote, only the vote bearing the most recent date will be counted. In the event that an Active Member submits a proxy ballot and is physically present at the Membership Meeting, only the vote cast at the Membership Meeting will be counted.
ARTICLE XII: INSPECTION OF DOCUMENTS
It is the right of all Wheaton Hills Civic Association members to inspect any official Wheaton Hills Civic Association documents at a time and place convenient to the rightful custodian of that document. That custodian shall make every effort to make the document available within a reasonable period of time. It is the duty of the inspecting member to return the document to its rightful custodian as soon as possible. In most cases, Wheaton Hills Civic Association documents will be housed on the Wheaton Hills Civic Association Website.
ARTICLE XIII: AMENDMENTS
These Bylaws may be amended at any Wheaton Hills Civic Association Meeting by two-thirds vote of the Active Members who are present or who vote by proxy (whether electronically or by mail), provided that not less than ten (10) days written notice (either electronically or by hard copy) of the proposed amendment(s) was provided to all Active Members. The notice must include a proxy ballot with respect to the proposed amendment(s) and instructions for submitting a proxy vote by mail and electronic means.
The name of this organization shall be Wheaton Hills Civic Association. The principal location of Wheaton Hills Civic Association shall be in the Wheaton Hills and Wheaton Crest Neighborhoods (as defined in Article III, Section 1 below), in Montgomery County, Maryland.
ARTICLE II: PURPOSE
Section 1. Mission Statement: Wheaton Hills Civic Association is a non-partisan neighborhood organization dedicated to representing the interests of homeowners and residents residing within the boundaries outlined in Article III of this document. We are an organization within which homeowners and residents can come together to acquire and disseminate information and support each other in our common goal of enhancing the quality of life in our community.
Our goals are to:
- Preserve and enhance the quality of life for the members of the Wheaton Hills Civic Association.
- Promote community engagement and provide activities to bring Wheaton Hills Civic Association members together.
- Serve as a liaison between the Wheaton Hills Civic Association members and our elected officials and county department heads.
- Coordinate and amplify the civic voice and ensure resident participation in shaping the future of the Wheaton Hills Civic Association and surrounding areas;
- Keep the area within the Wheaton Hills Civic Association boundaries a livable and safe community;
- Continue to build a bright future for the place we call home.
ARTICLE III: MEMBERSHIP
Section 1. Wheaton Hills and Wheaton Crest Neighborhood’s Geographic Boundaries: For the purposes of Wheaton Hills Civic Association, the “Wheaton Hills and Wheaton Crest Neighborhood” is hereby defined as including all residential properties whose legal descriptions for Montgomery County tax purposes assign the properties to Wheaton Hills and Wheaton Crest plus certain adjoining blocks that have been officially added to Wheaton Hills Civic Association over the years (or blocks removed from the boundaries), pursuant to the process outlined in Article XIII of this document. Such properties lie within the area (see Wheaton Hills Civic Association Map, Attachment A) that is approximately bounded Viers Mill Road, University Boulevard, Georgia Avenue, Henderson Avenue, and Claridge Road. At the time of drafting, the Civic Association shares boundaries with the Connecticut Avenue Estates Civic Association and the Glenmont Forest Neighbors Civic Association.
Section 2. Associate Members: All property owners and residents who are at least 16 years old and reside within the geographic boundaries of the Wheaton Hills Civic Association are automatically “Associate Members” of Wheaton Hills Civic Association. Associate Members are welcome to attend and speak at all Wheaton Hills Civic Association meetings and events. However, Associate Members are not entitled to vote on any matters brought up for a vote before Wheaton Hills Civic Association, to serve on Wheaton Hills Civic Association Committees, or to serve as a Wheaton Hills Civic Association Officer.
Section 3. Active Members: All Associate Members are eligible to become “Active Members.” In order to become an Active Member, an Associate Member must submit a completed “Membership Activation Form,” a sample of which is attached hereto as Attachment B. Membership Activation Forms are available on the Wheaton Hills Civic Association Website and can be submitted electronically, by mail, or by delivery to any Officer. One Membership Activation Form may be used to activate membership for all adult residents residing within a single family residence. Upon receipt of a completed Membership Activation Form, the Vice President of Wheaton Hills Civic Association shall confirm that the individual’s stated address is within the Wheaton Hills and Wheaton Crest Neighborhood. Upon such confirmation, the Associate Member will immediately become an Active Member for 2 years. An Associate Member may submit the Membership Activation Form to become an Active Member at any time, including immediately prior to: (1) submission of a written proxy vote, or (2) the commencement of any Membership Meeting.
Only Active Members are entitled to: (1) vote on matters brought up for a vote before the Wheaton Hills Civic Association, (2) serve on any Wheaton Hills Civic Association Committee, and (3) serve as a Wheaton Hills Civic Association Officer. To maintain one’s status as an Active Member, he/she must submit a Membership Activation Form every 2 years, indicating any changes in the requested information or checking the box indicating that there have been no changes to the requested information.
Section 4. Records: All membership records shall be kept by the Vice President of Wheaton Hills Civic Association and shall include, at a minimum, the following information: name, address, telephone number, and e-mail address (if provided) of each Active Member. The Vice President shall also make note of any Active Members who do not have Internet access and shall cooperate with the Executive Committee to ensure that such Active Members receive notice of all Membership Meetings, as defined in Article IV below. The Vice President shall make a list of current Members available at each Annual, General Membership, and Special Meeting of Wheaton Hills Civic Association.
ARTICLE IV: MEMBERSHIP MEETINGS
Section 1. Membership Meetings: “Membership Meetings” shall include the Annual Meeting, General Membership Meetings, and any Special Meetings of Wheaton Hills Civic Association. Membership Meetings shall not include meetings of the Executive Committee or any other Committee of Wheaton Hills Civic Association.
Section 2. Notice of Meetings: Notice of not less than ten (10) calendar days prior to all Membership Meetings shall be provided by the President or his/her designee(s) by e-mail or hand distribution to all Active Members. Such notice shall also be provided to all Associate Members whose e-mail addresses are on file with the Vice President. Such notice also shall be provided on the Wheaton Hills Civic Association Website. The notice shall include the date, time, location, and proposed agenda for the meeting.
In the event that the proposed agenda includes the election of any Officer(s) or proposed amendments to the Bylaws, the meeting notice shall include a proxy ballot and instructions for submitting votes by mail or electronic means. Any new business requiring a vote that is not on the agenda distributed with the notice of meeting shall be referred to the proper committee for action and can be raised for a vote at a later date.
Section 3. Annual Meeting: The date, time, and place of each Annual Meeting shall be set by the Officers of Wheaton Hills Civic Association. If no time and date are set, the meeting will be held on the second Wednesday of October at 7:30 p.m. The Annual Meeting should be held within or near the boundaries of the Wheaton Hills and Wheaton Crest Neighborhood to include county facilities in the immediate Wheaton vicinity.
The Annual Meeting shall be called for the purposes of: (1) election of officers, if required under the terms of Article V, below; (2) receipt of reports on the affairs of Wheaton Hills Civic Association from the Officers and Executive Committee; and (3) transaction of any other business necessary and proper, which may include presentations by guest speakers. For the Annual Meeting, a quorum shall consist of at least fifty percent (50%) of the Wheaton Hills Civic Association Officers and twenty percent (20%) of the Active Members of Wheaton Hills Civic Association, including those physically present at the Annual Meeting and those submitting proxy votes (whether by mail or electronic means) in advance of the Annual Meeting.
The order of business at the Annual Meeting of WHEATON HILLS CIVIC ASSOCIATION shall be:
- Call to Order
- Note quorum
- President's report
- Treasurer’s Report
- Reports of Committees
- Remaining Agenda Items
- New Business
- Adjournment
The President may alter the above order of business when he/she determines that doing so would be in the best interest of Wheaton Hills Civic Association.
Section 4. General Membership Meetings: In addition to the Annual Meeting, General Membership Meetings shall be held periodically throughout the year. The date, time, and place of such General Membership Meetings shall be set by the Officers of Wheaton Hills Civic Association. Whenever possible, General Membership Meetings should be held within or near the boundaries of the Wheaton Hills and Wheaton Crest Neighborhood. There shall be a minimum of two (2) General Membership Meetings held per year, though the Officers may, at their discretion, call additional General Membership Meetings. For General Membership Meetings, a quorum shall consist of those Active Members present at such meeting and at least fifty percent (50%) of the Wheaton Hills Civic Association Officers. General Membership Meetings are intended to be more procedurally streamlined than the Annual Meeting and to provide an open forum for Wheaton Hills Civic Association Members to raise concerns, discuss issues affecting the Wheaton Hills and Wheaton Crest Neighborhood, and foster a greater sense of community among the membership. To facilitate these goals for General Membership Meetings, the President, with the advice of the Executive Committee, may set forth a proposed agenda in advance of the meeting. In the event that the President sets forth a proposed agenda for a General Membership Meeting, such proposed agenda shall accompany the notice of the General Membership Meeting. The President, with the advice of the Executive Committee, may also opt to hold General Membership Meetings with no agenda, wherein Wheaton Hills Civic Association members shall be invited to ask questions of any Officers and Committee Chairperson, raise any issues of concern, and discuss any matters potentially of interest to other Wheaton Hills Civic Association members. In addition, at the discretion of the Wheaton Hills Civic Association Officers, General Membership Meetings may be held in conjunction with social, community service, or other events sponsored by Wheaton Hills Civic Association.
Section 5. Special Meetings: The President may call a Special Meeting of Wheaton Hills Civic Association whenever he/she deems it advisable. The President must call a Special Meeting within three (3) weeks when presented with a written Petition (electronic or hardcopy), signed by at least ten (10) Active Members requesting such a meeting. For Special Meetings of Wheaton Hills Civic Association, a quorum shall consist of those Active Members present at such meeting and at least 50% of the Wheaton Hills Civic Association Officers, unless the Special Meeting is called to consider a petition to remove an Officer pursuant to Article V, Section 1, below. Only such business as the Special Meeting was called to consider may be discussed or acted upon at such meeting.
Section 6. All Meetings Open to the Public: All Membership Meetings of Wheaton Hills Civic Association shall be open to the public, except executive session meetings. Any member of Wheaton Hills Civic Association may speak at such meetings; however, only Active Members of Wheaton Hills Civic Association shall be eligible to vote. Members of the public who are not Wheaton Hills Civic Association members may speak at Wheaton Hills Civic Association Membership Meetings if invited to do so by any Wheaton Hills Civic Association Officer, or upon the motion of any Active Member that is passed by a majority vote of Active Members present at such meeting.
Section 7: Executive Session: The President may call an executive session to discuss confidential or timely matters. Executive sessions may not entail a vote.
ARTICLE V: ORGANIZATION
Section 1. Officers: The Officers of Wheaton Hills Civic Association shall be a President, Vice President, Secretary, and Treasurer. Officers shall be elected by majority vote at every other Annual Meeting (in odd-numbered years). In the event that no majority is reached on a ballot for any office, a run-off election shall be held immediately between the two nominees with the most votes for that office. A term of office shall run for 2 consecutive years. Subject to the provisions of Article V, Section 2, below, individuals are ineligible to hold the same office for more than two (2) terms. An individual who has served two terms in one office, who is therefore ineligible to serve in such office again, remains eligible to run for a different office. Should a vacancy occur during any term of an Officer, such vacancy shall be filled by appointment of the President, with the advice and consent of the Executive Committee (as set forth in Article V, Section 3, below). The newly appointed Officer shall complete the remaining portion of the elective term of the vacated office and such service shall not count towards the appointee’s term limit for such office. If the vacancy is in the office of the President, the Vice President shall assume the Office of President in accordance with Article VI, below.
An Officer may be removed from office prior to the expiration of his/her term. The removal of an Officer can only be initiated by a written Petition (electronic or hardcopy), signed by at least ten (10) Active Members, and shall require the scheduling of a Special Meeting pursuant to Article IV, Section 5 above. However, removal of an Officer shall be treated as an “election of Officer(s),” wherein proxy ballots must accompany the notice of a Special Meeting where such measure will be considered. A two-thirds vote of the Active Members physically present at the Special Meeting and those submitting proxy votes (whether by mail or electronic means) in advance of the Special Meeting is required to remove an Officer.
Section 2. Officer Nominating Committee: The Officer Nominating Committee (“ONC”) shall be comprised of three (3) Active Members who are not serving as Officers of Wheaton Hills Civic Association at the time the ONC is convened. The President shall solicit volunteers to serve on the ONC and Wheaton Hills Civic Association’s Active Members shall elect the members of the ONC from among the volunteers at every other Annual Meeting, (i.e., Annual Meetings held in even-numbered years). In the event that fewer than three (3) Active Members volunteer to serve on the ONC at the Annual Meeting, Wheaton Hills Civic Association’s Active Members shall elect as many members of the ONC as possible at the Annual Meeting. The newly elected ONC member(s) shall work with the Executive Committee to recruit additional Active Members to fill any remaining positions on the ONC. The ONC shall propose a slate of officers to be presented at the next Annual Meeting. At the Annual Meeting where the ONC presents the proposed slate of officers, the floor will be open for additional nominations and discussions.
In the event that all ONC members unanimously certify that, despite their best efforts, they have been unable to identify any eligible member interested in running for a particular office, the term limits set forth in Article V, Section 1, above, shall be suspended with respect to such office. The suspension of applicable term limits shall render any Active Member who has previously held that office for two or more terms eligible to run for that office for one additional term. This process may be repeated during subsequent election cycles, thereby allowing an otherwise ineligible individual to serve additional terms in a particular office; however, the ONC must certify that no other eligible members interested in running for the office could be identified for every election cycle.
Section 3. Representation of Wheaton Hills Civic Association in External Activities: The President of Wheaton Hills Civic Association is the only individual authorized to officially represent Wheaton Hills Civic Association in any external activities and written communications. The President, with the advice and consent of the Executive Committee, may authorize the Vice President to serve as his/her designee and to represent Wheaton Hills Civic Association in external activities. If the Vice President cannot or prefers not to serve, the President may appoint another Active Member of Wheaton Hills Civic Association to serve as his/her designee and to represent Wheaton Hills Civic Association in external activities, with the advice and consent of the Executive Committee. The President must expressly set forth the scope of any such authorization and keep a written record thereof. Exceptions to this formal designation process include representation at general events for the purpose of membership solicitation and general awareness (e.g., an informational booth at the Taste of Wheaton festival, or similar). Such records shall be made available on the Wheaton Hills Civic Association Website, as well as to any Active Member upon request. Any Active Member who is appointed by the President to serve as his/her designee shall only act within the scope of such designation and shall not purport to represent Wheaton Hills Civic Association with respect to any matters beyond the scope of the designee’s authority. It will be the responsibility of anyone who represents Wheaton Hills Civic Association in external activities to keep the Executive Committee apprised of those activities on a regular basis. If it is determined by the Executive Committee that any Active Member authorized to speak on behalf of Wheaton Hills Civic Association in external activities has attempted to represent Wheaton Hills Civic Association with respect to matters beyond the scope of the designee’s authority, the President shall be required to withdraw all authority granted to such Active Member and take any steps necessary to correct the unauthorized statements.
ARTICLE VI: DUTIES OF OFFICERS
Section 1. President: The duties of the President of Wheaton Hills Civic Association shall include: (1) supervise Wheaton Hills Civic Association affairs and activities in accordance with the purpose of the association as expressed in Article II, above; (2) call and preside over all Membership Meetings; (3) serve as the Chairperson of the Executive Committee and an ex-officio Member of all Standing Committees; (4) authorize the payment of all bills, vouchers, invoices, etc., on behalf of Wheaton Hills Civic Association; (5) sign all official Wheaton Hills Civic Association correspondence, except correspondence solely concerning Wheaton Hills Civic Association-sponsored social affairs (which may be signed by any Wheaton Hills Civic Association Officer) and correspondence specific to Standing Committees (which may be signed by the Committee Chairperson), with a copy to the President; (6) appoint the Chairperson of all Committees other than the Executive Committee; (7) assure the availability of a meeting location for all Membership Meetings; (8) assume check signing powers in the absence of the Treasurer; (9) present to Wheaton Hills Civic Association all relevant correspondence received and all correspondence sent on behalf of Wheaton Hills Civic Association; (10) serve as the Immediate Past-President for one term following the expiration of his/her term as President; (11) represent Wheaton Hills Civic Association in all external activities (personally or by designee); and (12) represent Wheaton Hills Civic Association (or designate a representative) to such umbrella civic organizations.
Section 2. Vice President: The duties of the Vice President of Wheaton Hills Civic Association shall include: (1) act on behalf of the President in the President's absence; (2) serve as an ex-officio member of all Standing Committees; (3) maintain all membership records and verify membership eligibility; (4) serve in additional capacities as requested by the President; (5) succeed to the Office of the President in the event that it becomes vacant before the elective term of the President expires; and (6) coordinate internal communication with members and maintenance of digital presence. Should the Vice President succeed to the Office of the President, he/she shall appoint a Vice President Pro Tempore to serve the remaining portion of the Vice President’s elective term.
Section 3. Secretary: The duties of the Secretary of Wheaton Hills Civic Association shall include: (1) serve as the legal custodian of all official records of Wheaton Hills Civic Association, except those records specifically related to the responsibilities of other Officers or Committees; (2) maintain copies of Standing Committee mission statements; (3) keep the minutes of all Wheaton Hills Civic Association Membership Meetings; (4) maintain copies of the Wheaton Hills Civic Association Bylaws and make copies available to members upon request and at all Membership Meetings; (5) assist in the preparation and distribution of Wheaton Hills Civic Association publications; and (6) keep the minutes of Executive Committee meetings.
Section 4. Treasurer: The duties of the Treasurer of Wheaton Hills Civic Association shall include: (1) serve as the custodian of all Wheaton Hills Civic Association funds; (2) promptly pay all debts of Wheaton Hills Civic Association, when authorized by the President; (3) disburse Wheaton Hills Civic Association funds as authorized by the Wheaton Hills Civic Association Bylaws and/or any Special Resolution; (4) keep books and records showing all itemized receipts and disbursements, and prepare and submit to the President, if so requested, a statement of financial condition at each Membership Meeting; and (5) prepare and submit to the President a yearly written report on the financial condition of Wheaton Hills Civic Association, to be presented at the Annual Meeting. When accepted by the membership, such reports shall become part of the official reports, to be maintained by the Secretary.
Section 5: Duties may be delegated based on unanimous decision of the board.
ARTICLE VII: EXECUTIVE COMMITTEE
Section 1. Membership and Duties: The Executive Committee shall consist of the Officers of Wheaton Hills Civic Association, the Chairperson(s) of each Standing Committee, and the Immediate Past-President. The Executive Committee shall function as a steering committee, and shall be responsible for analyzing matters of concern to Wheaton Hills Civic Association. When, in its opinion, matters should be considered by the full membership, the Executive Committee shall submit an agenda item for consideration at the next Membership Meeting. The Executive Committee may authorize expenditures of Wheaton Hills Civic Association funds; written record of such authorizations shall be retained by the Treasurer.
Section 2. Meetings: The Executive Committee shall meet at regular intervals between Membership Meetings, at a time and place to be determined by the President, with advice and consent of the Officers. A meeting may be called by a majority of the members of the Executive Committee provided at least three (3) days’ notice is given to all Executive Committee members. All Active and Associate Members are welcome to attend a meeting of the Executive Committee; however, Active and Associate Members may be asked to indicate their intention to attend Executive Committee meetings in advance in order to ensure the meeting is held at a location that can accommodate all who wish to attend.
Section 3. Voting and Chairing: The President – or the Vice President in the absence of the President – shall serve as the chairperson of all Executive Committee meetings. A quorum is considered a majority of the Executive Committee members. Each member of the Executive Committee shall have one vote, and a vote cannot be taken without a quorum being present. Each person who is a member of the Executive Committee shall have one vote, regardless of the number of positions the person holds within the Executive Committee.
ARTICLE VIII: COMMITTEES
Section 1. General Provisions: Membership of all committees, except the Executive Committee, shall be open to any Active Member of Wheaton Hills Civic Association. Active Members may volunteer to serve on any Standing or Special Committee. The Chairperson of any Standing Committee may appoint another Active Member of Wheaton Hills Civic Association to serve as the Vice-Chairperson of such Standing Committee.
Section 2. Standing Committees: The following shall be established as “Standing Committees” of Wheaton Hills Civic Association: (1) Committee on Communication and Bylaws (which includes the Wheaton Hills Civic Association Website); (2) Committee on Beautification, Environment, and Land Use; (3) Committee on Traffic, Crime, and Safety; (4) Committee on Public Schools and Education; and, (5) Committee on Membership.
Section 3. Responsibility of Standing Committees: Each Standing Committee shall have a written mission statement setting forth the duties and functions of that committee. The initial mission statement of each Standing Committee shall be prepared by the Standing Committee Chairperson, subject to approval by the Executive Committee. The Standing Committee Chairperson may thereafter propose amendments to the mission statement of that Standing Committee for consideration and approval by the Executive Committee. Each Standing Committee Chairperson is responsible for keeping the Executive Committee informed of his/her Committee’s activities and issues and for proposing agenda items to the Executive Committee to be considered at a Membership Meeting.
Section 4. Special Committees: From time to time, as the need arises, the President, with the advice and consent of the Executive Committee, may create Special Committees to study, investigate, and report on any topic or specific project the President selects. Such a Special Committee may exist for a single purpose or a set of purposes, and can be dissolved by the President, with the advice and consent of the Executive Committee. Special Committees shall have a written charge and defined period of operation established by the President, with the advice and consent of the Executive Committee. The establishment of such Special Committees shall be reported to the membership of Wheaton Hills Civic Association at the next General, Annual, or Special Meeting and on the Wheaton Hills Civic Association Website.
Section 5. Committee Meetings: Committee meetings shall be called by the Committee Chairperson, or Vice Chairperson, who may be appointed by the Chairperson to act in his/her absence, in accordance with the Committee Mission statement.
ARTICLE IX: FUNDING
Section 1. Annual Donations: Wheaton Hills Civic Association does not require the payment of dues by any member. However, Active Members are encouraged to make a voluntary Annual Donation to Wheaton Hills Civic Association to help offset Wheaton Hills Civic Association’s operating expenses. The suggested annual donation for Active Members shall be established by the Executive Committee annually and announced at the first Membership Meeting of each calendar year and on the Wheaton Hills Civic Association Website.
Section 2. Wheaton Hills Civic Association Account: Wheaton Hills Civic Association funds will be deposited in a checking account in an FDIC-insured financial institution, held in Wheaton Hills Civic Association’s name, with full authority to deposit and withdraw funds vested in the President and the Treasurer. Only one signature will be required for withdrawals.
Section 3. General Funds: Authority to expend unallocated Wheaton Hills Civic Association money held in the General Funds is subject to the following provisions:
The Treasurer has the authority to dispense funds up to and including $200.00, after consultation with the President. Expenditures of amounts greater than $200.00 must be authorized by a majority vote of the Executive Committee. All funds and financial records shall be subject to a yearly review by a certified public accountant or similarly qualified individual, or an audit committee of no fewer than three (3) Active Members, as selected by the President and approved by the Executive Committee. The result of this review shall be reported on the Wheaton Hills Civic Association Website and at the next Membership Meeting.
ARTICLE X: PUBLICATIONS
Section 1. Wheaton Hills Civic Association Website: Wheaton Hills Civic Association shall maintain an official Website. The Chairperson of the Communication and Bylaws Standing Committee shall appoint a Wheaton Hills Civic Association “Webmaster” and “Assistant Webmaster” responsible for working with the Executive Committee to disseminate information of interest to the members of Wheaton Hills Civic Association. The Wheaton Hills Civic Association Webmaster shall cooperate with the Vice President in maintaining a record of current e-mail addresses for all Active Members for use in transmitting meeting notices as required under Article IV, Section 2, above, and such other communications as the Executive Committee shall deem appropriate. The Wheaton Hills Civic Association Webmaster, with advice and consent of the Executive Committee, shall also be responsible for devising a method for acceptance of electronic votes by Active Members and transmission of such electronic votes to the appropriate member(s) of the Executive Committee to be counted.
Section 2. Other Publications: The Wheaton Hills Civic Association may from time to time publish and distribute articles, letters, reprints, columns, maps and charts, notices, directories, newsletters, and other information of general interest, either electronically or in print.
ARTICLE XI: VOTING
Section 1. Elections and Amendment of Bylaws: When the matter up for a vote is: (1) the election of Officers (including the removal of an Officer); or (2) amendment of the Bylaws, Active Members may vote on such matters either by being physically present at such Membership Meeting or submitting a proxy ballot in advance of the Membership Meeting at which such matters will be considered. The notice of any Membership Meeting at which election of Officers or amendment of Bylaws will be voted upon shall include a proxy ballot and instructions for submitting such ballot electronically and by U.S. Mail. Only Active Members of Wheaton Hills Civic Association may vote and each Active Member is entitled to one (1) vote. Any Active Member who chooses to submit a proxy ballot acknowledges that he/she will not be able to vote anonymously. Proxy ballots must be signed (electronic signatures are acceptable), include the home address, and dated by the Active Member. In the event that an Active Member submits more than one proxy ballot for a vote, only the vote bearing the most recent date will be counted. In the event that an Active Member submits a proxy ballot and is physically present at the Membership Meeting, only the vote cast at the Membership Meeting will be counted.
ARTICLE XII: INSPECTION OF DOCUMENTS
It is the right of all Wheaton Hills Civic Association members to inspect any official Wheaton Hills Civic Association documents at a time and place convenient to the rightful custodian of that document. That custodian shall make every effort to make the document available within a reasonable period of time. It is the duty of the inspecting member to return the document to its rightful custodian as soon as possible. In most cases, Wheaton Hills Civic Association documents will be housed on the Wheaton Hills Civic Association Website.
ARTICLE XIII: AMENDMENTS
These Bylaws may be amended at any Wheaton Hills Civic Association Meeting by two-thirds vote of the Active Members who are present or who vote by proxy (whether electronically or by mail), provided that not less than ten (10) days written notice (either electronically or by hard copy) of the proposed amendment(s) was provided to all Active Members. The notice must include a proxy ballot with respect to the proposed amendment(s) and instructions for submitting a proxy vote by mail and electronic means.