BYLAWS
AWA:ANSAS VALLEY DITCH ASSOCIATION
Article I. - Purposes
The purposes and objects of this association shall be to promote and secure the most equitable allocation and adjudication of water resources in the Arkansas Valley Drainage Basin; to
promote water conservation; to research water problems and attempt their solution; and to educate the members and the public on all of the foregoing; all to the end that the greatest possible
water
supply will be secured, and that such supply, and rights per-taining thereto, will be administered in the most appropriate and beneficial manner.
Article II. - Membership
Section 1. Eligibility.--Any person or nonprofit organization subscribing to the purposes of the association and complying with
the rules and regulations of the association shall be. eligible for an active or associate membership, Provided, however, that such rules and regulations shall not deny membership to any person
because of race, religion, or political convictions. The membership committee shall determine whether an applicant for membership shall be granted an active or associate membership upon such criteria as
Section 2. Admission.--The board of directors shall establish such rules and regulations governing admissioh to membership as it may from time to time deem advisable.
Section 3. Termination.--Membership shall automatically terminate if the assessments. provided for i,n Article III are not paid within 90 days after notice of their due date. Such members can be reinstated only upon action by the board of directors.
Section 4. Expulsion.--The board of directors for just and reasonable cause, may expel from membership, after not less than fifteen (15) days' notice and opportunity for hearing before the board of directors any person who, in the opinion of said board of directors, shall have abused the privilege of his membership or is otherwise guilty of wrongful conduct detrimental to the association or its membership. The board of directors, after hearing as
hereinbefore provided, shall be the sole judge of whether the con-duct in question warrants expulsion from membership. Membership assessments shall end upon expulsion.
Article III. - Assessments
Section 1. Assessments.--Members shall be assessed by the association, from time to time, certain amounts determined on a
pro rata basis upon such formula as shall be prescribed and revised from time to time by the association.
Section 2. Use of assessed funds.--All funds assessed to the members shall be uspd only to cover anticipated and actual
expenses of the
association
for purposes authorized hereby and by the Articles of Association, and no such funds shall inure to the private benefit of any person or organization..Section 3. Due date.--Assessment payments are due in full within 30 days after notice thereof, and any member who has loft unpaid any assessment for more than 90 days after notice shall c(..ase to be a member under the provisions of section 3 of Article ii
heeof.
Article 1V.--Membership Meetings
Section 1. Annual meetings.--The annual membership meeting shall be held in February of each year.
Section 2. Special meetings.--Special membership meetings shall be called by the secretary-treasurer upon resolution of the board or upon petition of 5 or more of the voting members. The petition shall state the purpose of the special meeting and may fix a period of 2 weeks during which the meeting may be held,
Provided, however, That the petition be delivered to the secretary treasurer not less than 1 week before the designated period.
Section 3. Quorum.--At any regular or special meeting a quorum shall consist of a majority of the voting members, except that any membership meeting at which a quorum is not present may be adjourned for from 7 to 14 days, and the secretary-treasurer within 5 days shall give notice to all voting members of the adjourned meeting. At the reconvened meeting a quorum shall consist of 25 percent of the voting members.
Section 4. Powers of meetings.--At a membership meeting declarative resolutions may be adopted, and instructions may be
issued to the board, provided they do not abridge powers specifically le Mle hoard by these bylaws.
At a special membership meeting no business may be transacted other than that stated as the purpose of the meeting.
Section 5. Voting rights.--Each active member shall be entitled to one vote only, cast in person or by mail, and there shall be allowed voting by proxy.
If one-fourth of the members voting on a motion to that effect so desire, a vote shall be by secret ballot.
Article V.--Directors and Officers
Section 1. Directors.--The management of the association shall be vested in a board of directors of not less than 3 nor more than 12, who shall be elected by the membership except as provided by section 3 of this article. Any change in the number of directors shall requirb a two-thirds vote of the entire board.
Directors shall hold office'for one year, from annual meeting to annual meeting, and until their successors have been elected and shall have entered upon the discharge of their duties.
No director shall receive compensation for services to the association except wiLh the cuLleurring VOLe 01 Lwo-Lhird6 or. Liu,: remaining directors. Sun compensation may be given only where a director is called upon to perform a service to the association in addition to his services as director.
Section 9. Vacancies.--Any director of this associ:Ition
having been duly notified, fails to attend four regular consecutive board meetings, without excuse satisfactory to the board, shall thereby forfeit his membership thereon, and the position shall thereupon be deemed vacant.
Section 3. Duties of directors.--The directors shall administer nil -business carried on by the association, under the direction and
control of any special or regular meeting of the members. They shall arrange such audits and issue such financial statements as
they deem advisable. They shall also issue annually to the member-ship a full report of its work during the year and of the progress and condition of the association.
The board may create advisory committees composed of indivivahi, interested in one or more phases of the work of the association.
Section 4. Officers.--The officers shall be president, vice president, secretary-treasurer and such others as the board may deem necessary. The officers shall be appointed by the board of directors from their number at the first regular board meeting following the annual election. All officers shall hold office at
the discretion of the board.
Section 5. Duties of officers.-- The officers shall perform the duties usually appertaining to such offices and such other
duties as may be delegated to them by these bylaws or by the board. Section 6. Bonds.--All officers and employees handling funds of the association shall be bonded, if deemed advisable by the membership.
Article VI.--Amendments
Section 1. Initiation.--Amendments to these bylaws may he initiated by the board or by members at a meeting, or by a
signed by 5 of the voting members.
PC it ion
-Section 2 Board action.--The board shall consider the pro-posed amendment and make recommendation to the membership.
Section 3. Passage.--The proposed amendment shall be acted upon at a membership meeting, ProvidOd that a notice of the proposed amendment and of the board's recommendation shall have been given
o the members. Amendments may be passed by a majority vote of the memburship meeting.
