By-Laws
ARTICLE I — NAME
The name of the organization shall be the Hudson Council on Aging, hereinafter referred to as the Council, as established by Article 8 of the 1966 March Annual Town Meeting of the Town of Hudson, Massachusetts.
ARTICLE II — PURPOSE
The basic purposes of the Council are:
- To identify the total needs of the elderly population of the community and to advise the Board of Selectmen of the same.
- To educate the community and enlist support and participation of all citizens about these needs.
- To design, promote, or implement services to fill these needs, or to coordinate existing services.
ARTICLE III — OFFICES
The principal office of the Council shall be located at the Hudson Senior Multi-Service Center, 29 Church St. in the Town of Hudson, Massachusetts, to which office all mail shall be delivered unless otherwise designated by a majority vote of the Council.
The Council may also maintain offices at such other places as a majority of its members may from time to time determine.
ARTICLE IV — MEMBERSHIP
The Council shall consist of nine members, inclusive of the Chairperson. Potential Council Members shall be nominated by a majority vote of the existing members of the Council and no member so nominated for Council membership is to serve on the Council until appointed by the Board of Selectmen of the Town of Hudson. All members shall be sworn in by the Town Clerk within 7 days of their appointment.
ARTICLE V — TERM OF OFFICE
The Chairperson and Vice Chairperson positions shall be elected annually. The person serving as Chairperson or Vice Chairperson may not serve more than two (2) consecutive years, unless special circumstances warrant and only if the extension is unanimously approved by the council members present at the Annual meeting.
ARTICLE VI — MEETING OF MEMBERS
Section I — Regular Meetings
Regular meetings of the members of the Council shall be held once a month on the first Wednesday of the month with the following exceptions:
- When Wednesday falls on a legal holiday, the meeting scheduled for that day shall be held on the following day.
- In order to accommodate the schedule of an invited Town Official or other guest of the Council.
- When it interferes with town meetings.
Section II — Special Meetings
Special meetings of the members of the Council may be called at any time by the chairperson, vice chairperson through the secretary at the request of a majority of the members and due notice sent to each member of the Council.
Section III — Annual Meeting
The annual meeting of the members of the Council shall be held the first Wednesday in June for the purpose of electing officers.
Section IV — Annual Meeting Notice
Notice of the annual meeting of members, stating the purpose for which the meeting is called, and the time and place where it is to be held, shall be sent by mail by the secretary, not less than ten days before the meeting, to each member entitled to vote at such meetings.
Section V — Quorum
At all meetings of the members of the Council, five (5) of nine (9) members entitled to vote at such meeting shall be sufficient to constitute a quorum for the transaction of any business.
Section VI — Voting
- Except as may otherwise be provided in these By-Laws, the vote of at least a majority of the members present at a meeting with respect to a question or matter brought before such meeting shall be necessary and sufficient to decide such question or matter.
- Each member entitled to vote shall vote only in person.
- All voting rights shall be vested in the members, and each individual member shall be entitled to one vote with respect to any question or matter which may come before a meeting of the members of the Council.
Section VII — Meetings
- All meetings shall be conducted in accordance with Robert’s Rules of Order.
- Anyone wishing to speak shall do so only upon recognition by the Chairperson.
Section VIII — Resignation
In the event that a member wishes to resign from the Council, he/she must notify the Council on Aging, the Board of Selectmen and the Town Clerk in writing.
Section IX — Resignation — Attendance
Regular attendance is expected of all members. In the event of absence by any member for three (3) consecutive meetings, except for reasons of health or extenuating circumstances, as duly reported to the chairperson in advance of Council meetings, the Council shall request resignation of that member through the Board of Selectmen.
ARTICLE VII — ELECTIONS
Section I — Number, Qualification, Election and Term of Office:
- The officers of the Council shall consist of a Chairperson, Vice-Chairperson, a Secretary and a Treasurer and may also include such number of Assistant Secretaries and Assistant Treasurer as the Council may from time to time deem advisable.
- Officers of the Council shall be elected at the Annual meeting of the Council by majority vote of the members present and shall take office upon election.
- Election of officers to fill vacancies created by death, resignation or other cause may take place at any regular or special meeting and shall be for the period of unexpired term of the previous incumbent, except that the office of chairperson, if vacated, shall be filled by the vice chairperson for the unexpired portion of the chairperson’s normal term of office.
Section II — Chairperson
The chairperson shall be the chief executive office of the Council and subject to the direction of the members of the Council and shall have general charge of the business, affairs and property of the Council in its general operations. The chairperson shall preside at all meetings of the members, shall appoint all committees and shall be an ex-officio member of all committees, serve as the initial spokesman in representing the Council on financial matters at meetings of above Town Officials and at Town Meetings.
Section III — Vice Chairperson
The Vice Chairperson shall:
- Preside at all meetings of the members in the absence of the Chairperson.
- Perform all the duties of the Chairperson in the absence of the Chairperson.
Section IV — Secretary
The Secretary shall:
- Record all the proceedings of the meetings of members.
- Cause all notices to be duly given in accordance with the provisions of the by-laws and as may be required by statute.
- In general, perform all duties, including correspondence incident to the office of Secretary.
Section V — Treasurer
The Treasurer shall:
- Be responsible for controlling receipts and disbursements of the Council, processing all funding documents through the Chairperson for signature to the appropriate Town Departments in accordance with current standard operating procedures.
- Submit periodic financial statements to the Council and insure that expenditures do not exceed appropriation limitations.
- Render to the chairperson and to the members when assembled in meeting, whenever requested, a statement of financial condition of the Council and of all his transactions as Treasurer.
- Render a full financial report, based on the books and accounts audited by the Town Accountant at the second regular meeting following the completed budget year.
- Prepare annual budget for submission to the Council for approval and to the Executive Assistant, Board of Selectmen and Finance Committee.
ARTICLE VIII — AMENDMENTS
The Council shall have the power to amend the by-laws in the following manner: The proposed amendment or alteration of the by-laws shall be approved by the affirmative vote of two-thirds of the members of the Council and such proposed amendment or alteration shall be considered at a special meeting of the Council called for such purpose upon not less than fourteen (14) days prior notice, or at a regular meeting not ~less than fourteen (14) days prior to be accompanied by full text and purpose of the proposed amendment or alteration.
ARTICLE IX — AFFILIATE MEMBERSHIPS
The Council shall set up an Affiliate Membership of 8 to 10 members who when attending meetings, shall not be entitled to voting privileges. Affiliate members shall be selected upon approval of a majority of Council members as provided for in Article VI, Section VI.
Some of these members may come from other Town Committees whose activities relate to those of the Council on Aging. Others may be selected from groups concerned with the welfare of the elderly in Hudson.
Elected Officers of the Friends of the Hudson Senior Center, Inc. will automatically become affiliate members of the Council on Aging and will be furnished copies of the COA By-Laws.
ARTICLE X — EX-OFFICIO MEMBERS
The presiding officers or chairman of each recognized Senior Citizens Group within the Town shall be, by virtue of their office, Ex-Officio members of the Council with the responsibility of bringing to the Council a report of their current needs and activities.
ARTICLE XI — EFFECTIVE DATE
The effective date of these by-laws shall be the date of that meeting at which the by-laws shall have been approved as hereinbefore set out by an affirmative vote of not less that two-thirds of the members present (all). The date on which this approval is voted is December 2, 2009.