Bylaws

The Occoquan Watershed Coalition is a broad-based citizens group which was organized on December 7, 1994. The Coalition works with many organizations as well as the Board of Supervisors to address issues confronting a defined area of the Springfield District. The boundaries include Union Mill Road to the west, Route 123 to the east, Braddock Road to the north and south to the Prince William/Fairfax County border. This defined area includes approximately 4813 homes with a population of approximately 16,426.

Article I. Name and Location – The name of this organization shall be the Occoquan Watershed Coalition, hereafter referred to as the OWC. The principal office of the OWC shall be located in the County of Fairfax, State of Virginia, at such place as may be designated by the President. The OWC was founded at a General Membership Meeting on December 7, 1994.

Article II. Defined Area – The OWC defined geographic area is that region enclosed by Braddock Road on the north, Union Mill Road on the west, Route 123 on the east and south along the Fairfax-Prince William County line.

Article III. Purpose and Objective – The OWC is a non-sectarian, non-partisan body organized for the purpose of uniting and facilitating the efforts of Citizen/Homeowner Associations and Individual Owners, not members of associations, in the Defined Area with the objective to provide improved communication (letters, newsletters, web site, etc.), dialogue and influence on major issues and matters of importance in this environmentally sensitive rural area.

Article IV. Membership

Section 1. Membership – Membership in the OWC is open to Individuals and bonafide Citizen/Homeowner Associations who reside or exist in the Defined Area. New members will be accepted for membership upon receipt of their applications. Dues fixed by the OWC shall be paid at the time of acceptance. Membership shall be continuous subsequent to admission. Membership may be revoked by withdrawal of the Association or Individual member. The OWC may revoke membership of any Association or Individual Member with the approval of a majority of the Board of Directors.

Section 2. Members at Large – Private citizens serving as county or other government officials, or with qualifications of special interest to the OWC who do not live in the Defined Area may be admitted to membership as members-at-large and upon acceptance by the OWC Board of Directors. Dues fixed by the OWC shall be paid at the time of acceptance. Members-at-large shall have no vote in the OWC.

Section 3. Voting Privileges – Voting will normally take place at OWC membership meetings. Each lot owner shall have one vote in the OWC. Designated Citizen/Homeowner Association representatives shall vote for the number of lot owners in their individual associations. Individual members and associations must be in good standing (current in the payment of dues) to vote.

Section 4. Dues – The annual dues shall be proposed by the Executive Committee and approved by the Board of Directors. Dues shall be payable, by each individual member and association annually or as specified by the Board of Directors.

Article V. Board of Directors and Directors at Large

Section 1. Powers and Duties – The Board of Directors shall manage the business and affairs of the OWC in accordance with the Bylaws. The Board of Directors shall consist of thirty (30) Directors who shall be members of the OWC. Directors at Large, consisting of a maximum of (15) members, are appointed by the Board of Directors, and are non-voting advisors to the OWC. Directors at Large have no residency requirements.

Section 2. Designation of Officers – The Officers of the OWC shall be President, Vice President, and Secretary/Treasurer and shall be elected by the Directors. Officers shall be individual members or representatives of member Citizen/Homeowner Associations of OWC and residents in the Defined Area. The Board of Directors may designate such other officers from time to time as necessary to carry out the business of the OWC.

Section 3. Election and Term of Office – Officers and Directors shall be elected for a term up to six (6) years by a vote of the members of the OWC. Nominations shall be made and the election shall be held at a General Membership meeting. Terms of the Directors should be staggered. A private citizen, who is currently living outside the OWC Defined Area but has been a significant, contributing Director of the OWC for five years or more, may be elected a Director at a General Membership Meeting.

Section 4. Vacancies – Vacancies on the Board caused by any reason before the expiration of the term shall be filled by a majority vote of the remaining Directors for the unexpired term of the vacating Director. A Director may be removed for cause or for unexcused absence at two (2) consecutive Board meetings by a majority vote of the Board of Directors. In the event of any vacancy on the Board, such vacancy shall be filled as quickly as possible.

Section 5. Quorum – A majority of the number of Directors specified in Article 5, Section 1, shall constitute a quorum. The act of a majority of the Directors present at meetings in which a quorum is present shall be the act of the Board of Directors.

Section 6. Meetings – The Board of Directors shall meet at the direction of the President. The Board by resolution may also provide for such other regular meetings as deemed necessary.

Section 7. Notice – Notice of the time, place and purpose of all Board meetings shall be given to each Director, whether in person, by telephone, by mail, e-mail, Fax or in any other reasonable manner. In the event it is not reasonable or practicable for the Directors to meet in person, and providing all Directors consent, such meeting may be held by conference telephone call or in any other reasonable manner. In the event such procedure is used, the Board shall ratify such action taken by resolution at the next Board meeting. Any such action so taken shall have the same effect as though taken at a Board meeting attended by the Directors.

Section 8. Compensation – Directors shall not receive compensation for their services, except that the Board by resolution may vote to reimburse such Directors for any expenses incurred on behalf of the OWC.

Article VI. Duties of Officers

Section 1. President – The President shall be the chief executive officer of the OWC. The President shall direct the operation of the OWC and shall preside at the scheduled meetings.

Section 2. Vice President – The Vice President shall assist the President as directed. The VP shall coordinate the activities of the Standing Committees, and shall report and recommend changes to be made in the standing committees to best satisfy the requirements of the OWC.

Section 3. Secretary/Treasurer – The secretary shall keep records of scheduled meetings, and shall conduct the official correspondence of the OWC. Copies of the minutes for general membership meetings will be provided by newsletter to Associations and Individual members. The Treasurer shall be custodian of all funds of the OWC, shall collect all funds due and dispense funds as required, and shall notify the President of members whose dues are in arrears. The Treasurer shall present the financial report of the OWC at each scheduled meeting.

Article VII. Standing Committees & Advisory Boards – The following standing committees will be formed to meet the immediate major concerns and issues facing the membership. Other committees and OWC Advisory Boards may be formed if a majority of the Board of Directors agree.

Section 1. Committee Functions – Achievement of the objectives of the OWC will be obtained by activities of its Standing Committees with coordination of the officers of the Coalition. The Standing Committees and their functions are as follows:

  • Executive Committee – The officers of the Coalition will constitute the executive committee. The executive committee evaluates the status of the OWC and establishes organization and policies which will best achieve the objective of the Coalition.
  • Transportation Committee – The committee will review and evaluate public transport and road systems, which serve the defined area and impact upon it. It shall recommend polices and actions to improve transportation serving the members of OWC and the citizens of the area.
  • Environmental and Land Use Committee – The committee will review the Occoquan Watershed area, the Occoquan River, Bull Run, and adjacent land. They shall evaluate current and proposed policies that apply to the watershed area and recommend changes and actions which best serve and support the environment, the watershed, the rivers, adjacent land, and are in the best interests of the citizens in the area.

Section 2. Committee Assignments – Committee members shall be members of the OWC and may include members-at-large. Committee members shall be appointed by the Committee Chairman. Volunteers acceptable to the chairman may serve on the committee.

Section 3. Organization and Election of Committees – Procedures of operations and meetings shall be prepared by each committee. Terms of committee members, except Executive Committee members, shall be unlimited.

Section 4. Committee Meetings and Reports – Minutes of Committee meetings shall be maintained. Reports will be presented to the OWC at scheduled meetings. Each active committee will have at least one meeting per year.

Section 5. OWC Advisory Boards – OWC Advisory Boards may be formed, used, and disbanded by a majority of the Elected Board of Directors. These Advisory Boards might consist of a number of influential National, State, Regional and County Civic and Business leaders as well as key individuals from selected environmental organizations who are able to provide advice, counsel and influence on specific or general matters relating to the protection and preservation of the Downzoned Watershed. It is envisioned that OWC Advisory Boards will provide needed contacts with influential individuals, organizations and Government at all levels and that these cooperative associations and efforts will further enhance protection of the Downzoned Occoquan Watershed in years to come.

Article VIII. General Membership Meetings of the Occoquan Watershed Coalition – The OWC membership shall meet at the request of the Board of Directors or the Membership. Special meetings may be called by the President. Notice of the time, place and purpose of the special meeting shall be given to all members (See Article V, Section 7).

Article IX. Quorum

Section 1. – A quorum shall consist of those members present at a General Membership or duly-called special meeting.

Section 2. – Except as otherwise noted herein, voting on all matters brought before meetings shall be by a simple majority of members present for voting.

Article X. Amendments – The Bylaws may be amended by either of two methods: first, by resolution in writing offered by any member at any meeting of the OWC, provided that such resolution shall be referred to the Board of Directors and lie on the table until the next meeting of the OWC; and second, by any meeting of the OWC, provided it has been submitted to the Board of Directors for review and notice prior to the meeting. A majority vote of the members, present and voting, shall be required to adopt.

Article XI. Adoption – These Bylaws were adopted by a majority of the members present and voting at the initial meeting of the Occoquan Watershed Coalition on December 7, 1994. They were subsequently amended on October 5, 1995, on November 20, 1997, on September 29, 1999, November 7, 2002, and on November 10, 2004.