Bylaws

The name of the organization shall be the Hillside Advisory Team and it shall be abbreviated as HAT. This organization shall be nonprofit in nature meaning that no member or the organization shall seek monetary gain.

The Hillside neighborhood is bordered by Wahsatch Ave to the west, Union Blvd to the east, Pikes Peak Ave to the north, and Las Vegas St to the south, as pictured below.

Board members shall be elected at a neighborhood meeting held no later than thirty (30) days prior to the start of the fiscal year. Any resident of the Hillside neighborhood, as defined in Article 1, Section 2, who is in attendance at the meeting shall be eligible to vote. The board shall designate the specific meeting at which elections will occur each year, provided that adequate notice is given to the neighborhood consistent with regular meeting practices.

During the initial transition to this schedule, the board may authorize a one‑time adjustment to extend or shorten existing board or officer terms to ensure alignment with the fiscal year. Any such adjustment requires a majority vote of the board. To vote, a member must either be physically present at the meeting or be present electronically via phone and/or video conferencing.

The board of directors shall be composed of no fewer than seven and no more than eleven members elected at-large by HAT membership at the neighborhood meeting held in June. Of these eleven members, at least 80%, must be residents of Hillside.

The board is responsible for setting meeting times and locations for neighborhood meetings, as well as keeping records of meeting minutes and reporting them back to membership at neighborhood meetings.

The board shall have sole power, on behalf of HAT or any of its committees or subcommittees, to incur indebtedness, or solicit funding.

Meetings of the board shall be called at the discretion of the president. There shall be at least ten meetings of the board of directors per calendar year.

Board Members are required to attend 75% of board meetings and 50% of community meetings. Any board member may raise concerns about any other board member's attendance by informing the president. If the member's attendance does not meet the requirements above for the time period since their most recent election to the Board, the president is required to contact the member as described in Section 7 of Article 4.

Board members must adhere to HAT’s group agreements:

1. Mutual respect and understanding. Respect opinions even if they are different from others.
2. Raise your hand and acknowledge before speaking.
3. Listen to understand. Every voice at the table has value.
4. Make an effort to get to know one another and to build trust in the team.
5. If you are offended or uncomfortable, say so and why.
6. Personal stories stay in the group unless the person sharing gives permission to share elsewhere.
7. Begin and end on time. Arrive for meetings on time.
8. Refrain from using phones and step out of room for necessary calls.
9. Make a commitment to keep all the Hillside neighborhood in mind when making decisions.

If a member of the board is in repeated violation of the group agreements or attendance policy, the board will follow the process below to ensure accountability:

1. The board member/s will be contacted by the president, or the president's designated representative. This contact can be in person, e-mail or phone. A record of this contact is to be noted. A discussion/reminder of the board member's responsibilities per the Bylaws is to be presented to the member/s. The president, or president's representative, will specifically point out any ground rules that the board member is not meeting. The president, or president's representative, will create a plan together with the member, including specific steps to take to meet expectations within two months, and offer support and assistance.
2. If the member refuses to meet with their board colleagues, or if two months after the meeting the president, or president's representative, decides that the problem has not been resolved, all members of the board will meet without the member present and choose one of the following options to vote on:
   • Take no action and continue as is
   • Remove them from the board but allow them to attend future board meetings
   • Remove them from the board and bar them from attending future board meetings
   • Another course of action the board deems appropriate
3. If a board member presents an immediate danger (example: threat of violence), the other members of the board may skip any of the above steps and vote to immediately bar the member from future attendance at board meetings or events.

The board shall have the power to take positions on behalf of the Hillside neighborhood by virtue of a majority vote. These positions shall be relayed by the president or by such person designated by the president.

To resign, a board member should deliver written confirmation of resignation to the president of the board or next applicable officer. This resignation shall be presented at the next board meeting.

Proxy votes will not be allowed in board meetings. To vote, board members must either be physically present at the meeting or be present electronically via phone and/or video conferencing. Any member of the board may at any point request a vote be held via paper ballot.

Any vacancies that arise within the board between general meetings shall be filled by a majority vote of the remaining board. This appointment shall be in effect until the next regularly scheduled board election.

The elected officers of the association shall be:

• President
• Vice President
• Secretary
• Treasurer
• Sergeant at Arms/Parliamentarian

Officers shall be elected annually by the board at the first board meeting following the board election. Newly elected officers shall assume office on the first day of the fiscal year.

Officers shall serve for a term of one fiscal year. No officer shall be eligible for election to the same office for more than three consecutive fiscal years.

No person may hold more than one office at the same time.

The roles of the officers shall be as follows:

President

The board president is the head of the board and of the organization. The president promotes HAT throughout the city and at events. The president conducts board meetings and ensures that the board’s directives are implemented and monitored. The president reviews reports and records and directs members in their roles.

They are responsible for:

• Overseeing board meetings
• Calling special meetings if necessary
• Appointing committee chairs, and recommending who will serve on committees
• Providing direction and guidance for the agenda for board meetings
• Conducting new board member orientation
• Actively seeking out new board members to replace board members whose term is up
• Working to create an annual report/review of the organization
• Acting as a spokesperson for the organization
• Periodically consulting with board members on their roles and helping them assess their performance

The board president is expected to provide leadership to and manage the HAT Board of Directors, ensuring that it fulfills its legal and financial obligations and that individual board members fulfill their responsibilities.

Vice President

The vice president of the board is prepared to assume the role of board president, if necessary. The vice president, whose knowledge and commitment mirrors that of the president, may serve in the president’s place for board activities and in the spokesperson capacity. The president may delegate special assignments to the vice president.

Secretary

The board secretary provides members with required meeting notices, prepares agendas, and provides guidance on proper meeting procedures. The secretary takes minutes at board meetings, or designates a person for the task, and reviews and distributes the approved minutes. The secretary prepares and maintains board records, such as minutes and committee reports, and ensures the accuracy and security of the records. The secretary is prepared to assume the leadership role when the president and vice president are unavailable. The board secretary is expected to establish and oversee sound practices for documentation and effective procedures for board communication.

Treasurer

The treasurer serves as the organization’s financial officer and chair of the finance committee. The treasurer applies their knowledge of accounting to monitor finances, while directing the preparation of financial reports and summarizing the reports for the board. The treasurer works with other board officers to develop financial plans and prepare the organization’s budget. The treasurer reviews the annual audit and tax forms (if any) and presents the financial material to the board. The board treasurer is expected to provide financial oversight and monitor the financial health of the organization.

Sergeant at Arms/Parliamentarian

The Sergeant at Arms, or Parliamentarian, is responsible for maintaining order during board meetings, mediating conflict between board members, and addressing any dangerous situations that might arise during a board or neighborhood meeting.

Committees shall be of two classes: standing committees and special committees.

Special committees may be created by a majority of vote of the board or attendees at any neighborhood meeting.

Special committee members shall be appointed by the board for a stated period to accomplish a specific purpose. The board shall report the creation, membership, term, and purpose of special committees at the next neighborhood meeting. If the special committee has not completed its work at the end of the stated period, the board may extend its term.

Standing committees shall be constituted and operate as follows:

1. Standing committee chairperson - the chairperson of each standing committee shall be recommended by the board following the annual election meeting (or as required to fill vacancies).
2. Standing committee members - the chairperson of each standing committee shall recommend members of the committee and such members shall be confirmed by attendees at any regularly held neighborhood meeting.
3. The term of the chairperson and members of standing committees shall be for one year (or remainder thereof) and shall conclude at the neighborhood meeting following the board election.
4. Quorum for standing committees shall be three members of the committee.
5. The board shall have the ability to appoint a member to a vacant position for the duration of a term.

HAT shall have the following standing committees:

1. Communications Committee -- Publishes and distributes information in the form of newsletters, other printed materials, emails, online discussion groups, websites and/or other media. Encourages communication within the neighborhood in general.
2. Events Committee -- Organizes and coordinates events, for example, block parties, social events, fundraising events, historical tours, etc.
3. Zoning, Excise & Licenses Committee -- This committee shall:
   • Investigate, review and evaluate these issues;
   • Help neighbors understand potential impacts; and
   • Make recommendations to the general membership or the Board of Directors.
4. Finance Committee - Reviews and reports back to the rest of the organization on the organization’s finances. Chaired by the treasurer.

Committees shall submit reports of their activities to the board, which shall include any recommendations, as directed by the board or these bylaws. No committee member shall take a public position on behalf of HAT except as directed by vote of the board. No committee member shall incur expenses on behalf of the association except as authorized by the board, nor shall any committee commit HAT to anything by any declaration of policy.

There shall be at least eleven neighborhood meetings a year.

Special meetings may be called by the president, by a majority vote of the board, or by a written request to the president by members of HAT. The president shall choose the time and place of the meeting.