KROA Bylaws

The name of this association shall be the Klamath Rental Owners Association, hereinafter referred to as the “Association”.

The objectives of this Association shall be:

1. To unite, for their mutual good, those rental housing owners, managers, and/or their agents who operate in the Southeastern Oregon area.
2. To maintain those standards of the residential rental industry which are of a high ethical and business order.
3. To stimulate cooperation among rental owners and property managers so that the best possible service will be provided to the landlords and tenants.
4. To make available both appropriate and accurate information, and educational opportunities, regarding state/federal/local laws, rules/regulations, policies/procedures and rental housing management.
5. To cooperate with other organizations having similar goals.

All members of this Association shall agree to observe and be bound by the following Code of Ethics:

1. Members shall seek to provide renters with quality rental property.
2. Members shall, when appropriate, contribute their knowledge in rental ownership to the best interest of this Association.
3. Members shall deal fairly and honestly with their tenants.
4. Members shall promote non-discrimination in rental housing and shall abide by all local, state and federal Fair Housing laws.
5. Members shall comply in both spirit and letter with laws and rules and regulations prescribed by law and government agencies that are applicable to the rental housing industry.
6. Members shall be alert to proposed or enacted state and local legislation affecting the rental housing industry.
7. Members shall not perform, or cause to be performed, any act which would tend to reflect on or bring into disrepute this Association or any part of the rental housing industry.

The Association fiscal year shall be July 1 to June 30.

1. Membership
1. A Membership to the Association is available to any owner or manager of rental housing in Oregon.
1. Memberships may be granted to Individuals, Businesses, Partnerships, or Groups of People and shall be called a membership bundle.
2. A Member is a person who is involved and listed on a Membership bundle.
3. A membership bundle is an individual or group of members associated with the same properties or company. Membership bundle limits will be set, as needed, by the board of directors. Membership bundles may be referred to as Memberships.
4. Members of a membership bundle shall designate a representative for Association needs and Voting.

2. Membership Dues
1. Membership dues, fees and payment thereof, shall be determined annually by the Board of Directors.
1. The Board of Directors, in the best interest of the Association, may offer discounts or incentives to encourage the membership to pay their annual dues in a timely manner, or any other reason they determine to be in the best interest of the Association.
2. All membership dues are on an annual basis and payable in full for the following year. Membership dues are to be paid each year on or before the anniversary date which is the date the member joined the Association. If a membership lapses for more than fifteen (15) days, a new due date will be created for their billing cycle.
3. Memberships whose dues are not paid within fifteen (15) days from their annual due date, after suitable notification of dues outstanding, shall be dropped from the membership rolls. Membership Privileges shall also be discontinued once a membership is dropped from the membership rolls.

3. Membership Privileges

Members shall be entitled to:

1. Purchase ORHA forms at membership rates.
2. Receive Association publications.
3. One member of a Membership bundle shall be eligible to hold elected or appointed offices.
4. Any other benefits as determined by the Board of Directors.

1. Membership Activities:

   1. The Association shall hold membership activities as designated by the Board. This may include classes, lectures, informational sessions, etc.
2. Annual General Meeting:

   1. A general business meeting will be held at a minimum annually, hereafter called the Annual General Meeting or AGM. Additional business meetings may be called by the Board as items or issues arise. This meeting is typically held in June of each year but, may change upon Board Approval. The exact date, time and location to be determined by the Board.
   2. The meetings shall entail the business of the Association, up to and including the annual financial report, business article reviews, officer and board elections, and any other business deemed necessary to the association.
   3. All Memberships of the Association which are present shall constitute a quorum. Unless otherwise specified in these Bylaws, a simple majority vote of members present shall decide an issue.
3. Board Meetings:

   1. Board meetings shall be held at least quarterly on a date and time designated by the Board.
4. Special Meetings:

   1. Upon written request of at least ten percent (10%) of the Memberships, the President shall call a special meeting. The time, location, and purpose of the meeting shall be communicated to all members at least ten (10) days prior to any such meeting.
5. Notices:

   1. Notices will be delivered by electronic and/or any other means as allowed by law.
   2. Members shall be notified of Annual General Meetings or any other special meeting with a minimum of thirty (30) days and not more than sixty (60) days notice.
   3. Board members shall be notified with a minimum fourteen (14) days notice of a board meeting.
   4. All other meetings and events shall have minimum seven (7) days notice.

1. Membership Voting Rights:

   1. Each membership in good standing shall be eligible to vote.
   2. Each membership shall have only one vote.
2. Nominating Committee:

   1. The President may appoint a Nominating Committee of three (3) members, which shall meet at least sixty (60) days prior to the AGM and whose duties will be to make nominations of elected officers.
3. Nominations:

   1. At a membership activity, at least thirty (30) days prior to the AGM, the report of the Nominating Committee shall be communicated to the members present or as instructed by the Board.
   2. Additional nominations may be made from the floor or other means at least sixteen (16) days prior to the AGM.
   3. Confirmation of nomination of the persons nominated is required.
   4. The final list of nominees shall be distributed at least fourteen (14) days prior to the AGM.
4. Elections:

1. Elections shall be conducted at the AGM.
2. In the event of nominees running unopposed, a show of hands maybe used to confirm the candidates.
3. Seats with multiple candidates, voting will be conducted by secret ballot.

1. Board Composition:

   1. The governing board shall consist of all elected Officers, and elected Directors.
2. Elected Officers:

   1. The President, Vice-President, Secretary, Treasurer, and Directors shall be elected by the Membership for terms of two (2) fiscal years, July 1 through June 30.
      1. If no elections can be held prior to June 30 the current Board of Directors will preside until elections can be held.
      2. In Odd numbered calendar years the offices of President, Secretary, and Director positions one (1), three (3), five (5).
      3. In Even numbered calendar years the offices of Vice-President, Treasurer and Director positions two (2), four (4), six (6).
   2. The Vice-President shall assume the office of President if the office of President becomes vacant.
   3. Appointments to fill vacancies of elected officers and associated Board of Directors seats shall be approved by a quorum two-thirds (2/3) vote of the Board of Directors.
3. Elected Directors:

   1. There shall be at least four (4) but, no more than six (6) Directors.
   2. Ballots will be listed as positions.
   3. Director positions one (1) through six (6) shall each have its own candidates.

1. Board of Directors:

   The Board of Directors shall have general authority over the affairs of the Association, set the hour and place of the meetings, make recommendations to the Association, and perform the other duties as are specified in these Bylaws. The Board shall be subject to the orders of the Association, and none of its acts shall conflict with action taken by the Association. All Board Members must be members in good standing of the Association.

   1. President: The President shall be the chief officer of the Association, preside at all general and board meetings, and shall create and appoint members to committees and other duties as assigned. President shall only vote on any matter in the event of a tie.
   2. Vice-President: The Vice-President shall, in the absence of the President, or upon his/her direction, perform any of the duties ordinarily incumbent on the President and other duties as assigned.
   3. Secretary: The Secretary shall be responsible for recording and reporting the minutes of all general, board, or special meetings. Other duties shall include maintaining a current copy of the Association Bylaws and policies, and other duties as assigned.
   4. Treasurer: The Treasurer shall be responsible for an accounting of all money collected and disbursed by the Association and shall render a monthly statement of financial condition to the Board. The Treasurer shall follow the Finance and Accounting Policies and Procedures approved by the Board of Directors. Other duties shall include those specified in these Bylaws and other duties as assigned.
   5. Elected Directors: The Elected Directors provide input, represent the membership’s interests on the board, and vote on matters pertaining to the association. Elected Directors have the ability of serve on and head special committees.
   6. Delegates to the State Board of Directors: Two (2) Delegates and one (1) alternate shall be appointed by the Board of Directors to represent the Association on matters deemed necessary to the Board.
      1. Association Delegates can be a member of the Board, an Officer or association member.
      2. Association Delegates will be considered non-voting members of the Board in the capacity as Delegate, if the person is not already an elected officer or director of the association.
2. Operations Policies:

   The Board shall be responsible for the establishment and maintenance of Association policies and shall publish those policies in a manual and make them available to all members.

3. Volunteers, Contractors and/or Employees:
   1. The board may appoint and/or hire one or more persons to act on behalf of and under the supervision of the Board of Directors. (e.g. Office Manager)
   2. The employee, contractor or volunteer can be, but does not have to be, a Member of the Association
   3. An employee or contractor cannot be an Elected Officer or Director of the Association.
   4. An employee or contractor may be reasonably compensated at the Board of Directors discretion.
4. Resignation, Suspension, and/or Removal from Office and/or the Association:
   1. Any Officer, Director, or member may be suspended or removed from office or membership by a quorum two-thirds (2/3) vote of the Board of Directors or the Membership, after reasonable notice and hearing.
   2. In the event an Officer or Director resigns, is incapacitated, suspended, or removed from office, the President shall appoint a successor to be confirmed by a quorum two-thirds (2/3) vote of the Board of Directors. The person appointed shall complete the term of office vacated by said Officer or Director.
   3. A Board member will be asked to resign from the Board for excess absences if he/she has three (3) unexcused absences from Board meetings within any twelve (12) month period.
   4. Any Board member who withdraws from the Association or allows their membership to lapse shall be removed from the Board.
   5. Resignation from the Board must be made in writing, received by the Secretary and accepted by the board.

1. The Board may appoint Standing or Special Committees, as it deems necessary for carrying out its functions and purposes. The membership shall be invited to serve on the committees.
2. The President shall be an ex-officio member of all committees except the Nominating Committee.

1. Funds can be raised by the Association for special activities, such as, but not limited to, training and management seminars.
2. The Association may make charitable donations to organizations and causes of its choosing.
3. The Board shall set the pricing for any services or merchandise offered by the Association.

This Association will indemnify to the fullest extent not prohibited by law any person who is made, or threatened to be made, a party to an action, suit, or other proceeding, by reason of the fact that the person is or was a director, officer, employee, volunteer, or agent of the Association or a fiduciary within the meaning of the Employee Retirement Income Security Act of 1974 (or its corresponding future provisions) with respect to any employee benefit plan of the Association. No amendment to this Article that limits the Association’s obligation to indemnify any person shall have any effect on such obligation for any act or omission that occurs prior to the later of the effective date of the amendment or the date of notice of the amendment is given to that person. The Association shall interpret this indemnification provision to extend to all persons covered by its provisions the most liberal possible indemnification – substantively, procedurally, and otherwise.

Amendments to the Bylaws may be proposed by the Board, or by written petition of at least twenty-percent (20%) of the Membership, and delivered to the Secretary not less than four (4) weeks prior to the next Annual Membership Meeting . The Bylaws may be amended at any AGM by a quorum two-thirds (2/3) vote of the Membership.

Robert’s Rules of Order, latest edition, shall guide the process of all business. However, the Bylaws of this organization shall prevail.

1. Resolution:
   1. A resolution to dissolve the Association may be proposed by the Board, or upon written petition of at least twenty percent (20%) of the Memberships. All Regular members must be notified of such a proposal by communication of such notice in the month prior to the month the resolution is to be voted upon. This notice shall state meeting time, place, purpose and reason(s) for dissolution. At this meeting, the vote on said dissolution, and instructions for distribution of assets remaining after payment of Association obligations, must be approved by at least a quorum two-thirds (2/3) vote of Membership in attendance.
2. Asset Distribution:
   1. Upon dissolution of this Association, the Board of Directors, after providing for the payment of all Association obligations, shall distribute any remaining assets within ninety (90) days, per instructions voted upon at the final meeting, and in compliance with the laws and regulations of the State of Oregon.
   2. If no distribution instructions are received from the membership, then any remaining funds will get distributed to the associated state organization for the betterment of the rental housing industry.