Approved February 2026
Section 1.1: Corporate Name. The name of the organization will be the Carondelet Neighborhood Association, referred to hereinafter as "the Association."
Section 2.1: Purpose. The purpose for which the Association is formed is set forth in these Bylaws. The Association is organized to improve the quality of life in the surrounding community through neighborhood improvement and beautification and to promote the Carondelet Neighborhood as a desirable place to live and by strengthening relationships among neighbors.
Section 2.2: Boundaries. The Carondelet Neighborhood is an area as defined by the City of St. Louis, State of Missouri.
Section 3.1: Funds and Activities. The Association is a volunteer, community‑based organization and does not operate for profit. Association funds may only be used for community purposes and to pay reasonable expenses for services that support our activities. No funds may personally benefit any member. The Association does not endorse political parties or candidates or participate in political campaigns.
Section 3.2: Dissolution of the Association. Upon the dissolution of the Association, assets will become the property of the Carondelet Community Betterment Foundation, which holds the Association’s funds (see Article IX).
Section 4.1: Membership. Membership or participation within the Association will be available without regard to race, color, creed, national origin, disability, religion, gender, or sexual orientation. Members, Officers, Committee Members, and/or agents of the Association will not be individually or personally liable for the debts, liabilities, or obligations of the Association.
Section 4.2: Membership List. The Association will maintain a list of eligible voting participants based on residency, property ownership, or business presence. This list will only be used for Association purposes and will not be shared externally.
Section 4.3: Voting Membership Eligibility. Membership in the Association will not require the payment of any mandatory dues or fees. The Association may invite members and participants to make a voluntary, recommended donation to support its activities; however, payment or non‑payment of such a donation will not affect an individual’s eligibility for membership or voting rights.
Section 4.3.1: Resident Individual Members and Voting. All people who own or rent their primary residence with the boundaries of Carondelet and are over the age of 18 may become regular members of the Association. Each individual resident member who is in good standing will have one vote.
Section 4.3.2: Business Members and Voting. All businesses physically located within the boundaries of Carondelet may become a Business Member of the Association with one vote, which should be cast by the owner or a designated representative. If a person is a business owner and a resident of Carondelet, or is owner of multiple businesses, they would have a maximum of one vote.
Section 4.4: Member Suspension, Removal, or Expulsion. A member may be suspended or removed for serious misconduct that harms or misrepresents the Association. The Board may suspend or remove a member by a two‑thirds vote after providing the individual at least 10 days’ notice and an opportunity to respond. A removed member may request reinstatement after six months. Reinstatement requires a two‑thirds vote of the Board.
Section 5.1: General Membership Meeting Frequency and Location. General membership meetings of the Association will be held at least four times per year at a location within the neighborhood, at a date and a time agreed upon by the Board. Videoconference or teleconference technology may be used to conduct meetings where some or all meeting participants are not physically present.
Section 5.2: General Election Meeting. The election meeting for the Association Board will be held in the first half of the calendar year. All active individual and business members will be eligible to vote, following the procedures in Article VII.
Section 5.3: Special Meetings. Special General Meetings may be called by the Board. A notice of the time and place of any meeting will be posted on the Association website and other electronic media at least seven calendar days prior to the meeting.
Section 5.4: Meeting Protocol. All meetings will be conducted in accordance with these Bylaws and a simplified parliamentary procedure intended to ensure fairness, transparency, and efficiency. Prior to any vote, the presiding officer will review the voting procedures and requirements with all participants.
Section 5.5: At any general meeting, a quorum for the transaction of business will be nine (9) voting members.
Section 6.1: Association Board Composition. The Board is comprised of the elected officers (see Article VII).
Section 6.2: Authority. The affairs of the Association will be managed by the Board. The Board may exercise all powers, rights, and privileges of the Association, whether expressed or implied by these Bylaws.
Section 6.3: Responsibilities. The responsibilities of the Board of Directors will be:
To transact necessary business in the intervals between General Meetings of the Association and transact or conduct such business as may be referred to it by the Association.
To approve plans and the budget of any committees.
To present a report at the General Meetings of the Association.
Such other and further responsibilities as set forth in the Bylaws or referred to it by the Association.
Section 6.4: Regular Association Board Meetings. Board Meetings will be held at least four times during the year, at a time and place to be set by the President and approved by the Board. Videoconference or teleconference technology may be used to conduct meetings where some or all meeting participants are not physically present.
Section 6.5: Quorum and Minutes. A majority of the Board will constitute a quorum. The Secretary will maintain minutes from each Board Meeting, including any issues on which the Board voted.
Section 6.6: Qualification. To qualify for office, candidates must have established residence or established a business in the neighborhood by September 30 of the preceding year. Candidates for President must have maintained such a connection for at least two years prior to taking office.
Section 6.7: Vacancies. In the event of the resignation or the passing of an officer, the remaining Board members will appoint a member of the Association, who is in good standing, to serve the remainder of the officer’s un-expired term. This vote will be ratified by the general membership at the next General Meeting. A majority vote is required for passage. If the office of President becomes vacant, the Vice President will complete the remainder of the respective term, and a new Vice President will be appointed.
Section 6.8: Resignation. An officer may resign by delivering a written resignation to the President or to the Secretary of the Association. Such resignation will be effective upon receipt, unless specified to be effective at some other time.
Section 6.9: Suspension or Removal. Any Association member may ask for the consideration of dismissal of an Officer to be placed on the agenda of the next meeting of the Board. The Officer or Chair in question will have the opportunity to represent themselves should they desire. Any dismissal must be approved by two-thirds of the Board (excluding the Officer who is the subject of the vote) at the meeting during which the dismissal is considered.
Section 7.1: Elected Offices List and Term. The elected Officers are President, Vice President, Secretary, and Treasurer. Officers will be elected annually by ballot at a General Meeting. Each term begins on the first day of the month following the election and lasts one year.
Officers may serve no more than three consecutive terms in the same office. After a one‑year break from that office, they may run for it again. They may hold other Board or committee roles during the break.
Section 7.2: Elected Offices Nominations. Any active individual or business member may nominate themselves or be nominated by another participant at a General Meeting. Nominations may also be made in writing to the President via email and any other method announced at the General Meeting up until 10 days before the election meeting. No member may accept a nomination for more than one elected office for any given year.
No second will be required for nomination. All nominees must accept their nominations to be included on the ballot.
Section 7.3: Officer Election. The President conducts the election or may appoint non‑candidate members in good standing to conduct or assist if the President is a candidate. Voting may be conducted by written ballot, show of hands, voice vote and/or online depending on the number of candidates and the preference of the group. Each eligible participant may cast one vote per open position. In the case of multiple candidates for a single position, the candidate with the most votes wins. In the event of a tie, a runoff vote will be held immediately between the tied candidates.
Section 7.4: Duties of Officers: All officers will perform the duties outlined in these Bylaws and those assigned from time to time. Officers are to deliver to their successors all official material no later than one month after the election. Officers may participate on any committee in the general capacity of Association members.
Section 7.4.1: President. The President presides at all Association and Board meetings, oversees the Association’s business, and coordinates the work of officers and committees. The President prepares meeting General Meeting and Board Meeting agendas and may sign authorized contracts and other official documents.
Section 7.4.2: Vice President. The Vice President performs duties assigned by the Board or these Bylaws and serves in place of the President whenever the President is absent or unable to act.
Section 7.4.3: Secretary. The Secretary issues required notices, records minutes of all meetings, maintains the Association’s official records, and signs documents that require joint execution with the President or other officers.
Section 7.4.4: Treasurer. The Treasurer keeps accurate records of all expenditures, works with the Carondelet Community Betterment Foundation to monitor incoming funds, maintains the Membership List (see Section 4.2), and provides financial reports at Board meetings and at least once each year to the membership.
Section 7.4.5: Possession of Rights and Materials. Any passwords, digital access, files, or administrative rights held by an officer are the property of the Association and must be returned when the officer leaves office.
Section 8.1: Committee Formation. Any member may request the formation of a committee to promote the purposes and carry on the work of the Association. These committees may be organized for short- or long-term work. The Chairperson(s) of each committee must be members of the Association in good standing approved by the Board. Committee membership is open to anyone who wants to participate.
Section 8.2: Vacancies. In the event of the resignation or the passing of a Committee Chair, the remaining members of the respective committee will nominate a replacement for approval by the Board.
Section 8.3: Resignation. A Committee Chair may resign by delivering a written resignation to the President or to the Secretary of the Association, with copies to the committee members. Such resignation will be effective upon receipt, unless specified to be effective at some other time.
Section 8.4: Suspension or Removal. A Committee Chair may be suspended or removed with cause by a two-thirds vote of the Board, after providing the individual at least 10 days’ notice and an opportunity to respond.
Section 8.5: Possession of Rights and Materials. In the event a Committee Chairperson or member is in possession of rights to electronic media, password(s), or other administrative rights, files and/or materials, said things are owned by the Association and will be returned to the Association when the committee person leaves the committee.
Section 9.1: Finances. The Carondelet Community Betterment Foundation, a not-for-profit corporation incorporated under the laws of the State of Missouri, an entity exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, and referred to hereinafter as "CCBF," will have custody of, and be responsible for, all the funds and securities of the Association and will deposit and withdraw such funds and securities in and from such banks, trust companies, or other depositories as will be selected by and in accordance with the resolutions adopted from time to time by the Association Board. They will have custody of and be responsible for the maintenance of the books of account of the Association. They will provide simple financial statements to the President and/or Treasurer six (6) times per year for Association Board meetings, and upon request.
The Association’s accounts will be examined annually in January by an auditor or an auditing committee of Association members in good standing, who, when satisfied the CCBF’s report is correct, will sign a statement of the fact at the end of the report. This signed report will be presented at a scheduled General Meeting in the first half of the year.
Section 9.2: Requests for payment or reimbursement. Procedures for disbursing funds will be set by the Board and CCBF. Any payment or reimbursement over $75 must be approved by two Board members (President, Vice President, Secretary, or Treasurer). No approver may authorize a payment to themselves or to someone in their household.
Section 9.3: Appropriations. The Board may appropriate no more than five hundred dollars ($500.00) without the consent of a majority of the voting members present at the General Meeting wherein the expenditure is discussed..
Section 9.4: Acceptance of Grants and Other Monies. The Board must approve all grants or other funds, including any conditions for accepting them, before they are received.
If a committee receives restricted funds that cannot be combined with Association funds, a separate bank account will be established. All checks drawn on this account must include one signature from an authorized Board member (President, Vice President, Secretary, or Treasurer) and, if required, the signature of the committee’s Chair.
Minor corrections or clarifications (such as grammar, formatting, or wording that does not change the intent or function of the Bylaws) may be proposed by any voting participant at a General Meeting. These edits may be approved by a majority vote of those present.
Proposed changes that affect the structure, governance, membership, voting rights, or other core functions of the Association must be submitted in writing and posted on the Association’s website at least 10 calendar days prior to the General Meeting at which the vote will occur. These amendments may be proposed by any voting participant and must be approved by a majority vote of eligible voting participants present at the meeting.
All approved amendments will be incorporated into the official Bylaws and published on the Association’s website as soon as reasonably possible.