BYLAWS OF MORSE PARK NEIGHBORHOOD ORGANIZATION (MPNO)

ARTICLE I: NAME AND BOUNDARIES

Section 1. Name. 

The name of this nonprofit corporation is the Morse Park Neighborhood Organization (MPNO).

Section 2. Boundaries. 

The MPNO serves the area in Lakewood, Colorado, bounded by: 

• North: W. 26th Avenue

• South: W. Colfax Avenue

• East: Wadsworth Boulevard

• West: Kipling Street.

ARTICLE II: PURPOSE AND COMPLIANCE

Section 1. Purpose. 

The MPNO is organized exclusively for charitable and educational purposes to improve neighborhood safety, advocate for responsible zoning, and foster community engagement. 

Section 2. 501(c)(3) Compliance. 

All activities shall be conducted in compliance with Section 501(c)(3) of the Internal Revenue Code. No part of the net earnings of the corporation shall inure to the benefit of any private individual. 

Section 3. Dissolution. 

Upon dissolution, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code.

ARTICLE III: MEMBERSHIP

Section 1. Voting Members. 

Open to any person who resides within the boundaries or owns residential property within the boundaries.

Section 2. Business Members (Non-Voting). 

Open to any business or commercial property owner within the boundaries. Business members may participate in meetings but shall not have voting rights.

Section 3. Dues & Contributions. 

Membership shall be accessible to all neighbors regardless of financial status. Funding shall be primarily based on voluntary donations.

If the membership elects to institute dues, they shall be structured as "Pay-What-You-Can" to ensure zero financial barriers to participation.

ARTICLE IV: VOTING

Section 1. One Vote Per Household. 

To ensure equitable representation, voting power is strictly limited to one (1) vote per household unit.

Section 2. Resident Priority. 

In the case of rental properties, the primary right to the household vote belongs to the residents (tenants) currently occupying the unit. 

Section 3. No Multiple Voting. 

No individual may cast more than one vote. Individuals who own multiple residential properties or businesses within the boundaries are limited to a single vote. In cases of multi-property ownership, the vote shall be tied to the individual's primary residence, provided that no individual may exercise a vote for a property where a tenant has priority voting rights under Section 2 of this Article.

ARTICLE V: GOVERNANCE & OFFICERS

Section 1. Board Composition. 

The Board shall consist of three (3) Founding Officers and up to eight (8) At-Large Directors.

Section 2. Fiduciary Oversight.

The Board is is responsible for the protecting organization assets and maintaining 501(c)(3) tax-exempt status. All expenditures exceeding $100 require a majority Board vote. 

Section 3. Officers.

President: Chief spokesperson and liaison to the City of Lakewood.

Vice President: Project manager and presiding officer in the President’s absence.

Secretary/Treasurer: Custodian of records, minutes, the Voting Roll, and financial accounts.

ARTICLE VI: MEETINGS & NOTICE

Section 1. General Membership Meetings. 

Meetings shall be held at least quarterly. One meeting per year shall be the Annual Meeting for elections. 

Section 2. Board Meetings. 

The Board of Directors shall meet at least bimonthly (every other month). Meetings may be held in person or via teleconference, provided all participating directors can simultaneously hear and communicate with each other. A meeting held via teleconference shall constitute a valid meeting for all purposes, including the transaction of business and voting.

Section 3. Notice Period.

Notice of General Membership meetings shall be provided to all households at least fourteen (14) days in advance. Board meetings require seven (7) days notice. Notice is valid if provided via at least two methods: email, website posting, or physical neighborhood signage. 

Section 4. Quorum. 

General Membership: A quorum for the transaction of business at any General Membership meeting shall consist of ten (10) voting household units present.

Board of Directors: A quorum for Board meetings shall consist of a simple majority of the Directors then in office.

Membership shall be accessible to all neighbors regardless of financial status. Funding shall be primarily based on voluntary donations.

If the membership elects to institute dues, they shall be structured as "Pay-What-You-Can" to ensure no neighbor is excluded due to financial hardship.

General Membership Meetings.

Regular meetings of the General Membership shall be held at least quarterly to bring neighborhood concerns to the Board and vote on official MPNO business.

Board Meetings.

The Board of Directors shall meet at least monthly to oversee executive strategy and management.

Notice Period.

Notice of General Membership meetings shall be provided to all households at least fourteen (14) days in advance. Board meetings require seven (7) days notice.

No. The MPNO is a non-partisan organization. We may host "Candidate Forums" where all people running for an office are invited to speak so that you can make an informed decision, but the MPNO will never issue an official endorsement or donate to a campaign. 

Our goal is to ensure that the MPNO represents the people of Morse Park, not just the real estate. To keep the organization democratic and equitable, we follow a 'one person, one vote' rule. This prevents any single property owner from having an outsized influence over neighborhood decisions. 

You absolutely have a say. In fact, our bylaws (Article IV, Section 2) give Resident Priority. If you live in the neighborhood, you are the primary holder of that household’s vote. We believe those who live here daily are the most impacted by neighborhood changes and should have the strongest voice. 

No. We have established a Quorum of 10 households (Article VI, Section 4). This acts as a safety floor. If we don’t have at least 10 voting households represented, we cannot hold an official vote. This ensures that a tiny minority can’t make major changes without broader community awareness.

No. We are a Neighborhood Organization (RNO), not an HOA. We have no legal authority over your private property. Our purpose is advocacy—working with the City of Lakewood on zoning, safety, and traffic—and fostering community, not enforcing property restrictions. 

Transparency is a core value. Under Article V, our Board has a Fiduciary Duty to protect all assets. Our Secretary/Treasurer maintains a 'Voting Roll' and financial accounts that are subject to Board oversight, and any expenditure over $100 requires a majority vote. Because we are pursuing 501(c)(3) status, our finances will be a matter of public record. 

You're a Friend of Morse Park. You are welcome at our meetings. While we may have common interests, but voting is limited to those within these lines

We only use your address to verify voting eligibility per the Bylaws. Your information will never be sold or used for anything other than official MPNO business. 

• Being a formal 501(c)(3) gives us a seat at the table. When we speak to the City Council or the Planning Commission, we aren't just a 'complaint group'—we are a legal entity with a Board, Bylaws, and a mission. It forces the City to take our advocacy on zoning and safety seriously. 

• Since we are a 501(c)(3), any donations you make to help with neighborhood signs, events, or legal filing fees are tax-deductible. This makes it easier for us to raise funds without placing a heavy burden on any single neighbor. 

• By incorporating as a nonprofit, our officers are protected from personal liability. If the organization were ever involved in a dispute, their personal homes and bank accounts are shielded. This ensures that neighbors can volunteer to lead without risking their personal livelihood. 

• Many community grants (from the City, County, or private foundations) are only available to registered 501(c)(3) organizations. This status allows us to apply for 'free money' to improve our neighborhood. 

• The IRS requires 501(c)(3) organizations to be transparent. We are legally prohibited from using funds for private gain or political campaigning. This gives you, the neighbor, the guarantee that every dollar donated is going back into Morse Park. 

1. The General Membership (The Neighbors)

• The Foundation of Authority: This group holds the ultimate power of the organization.

• Voting Rights: Elect the Board of Directors and approve all Bylaw changes.

• Meeting Frequency: Meet at least quarterly to bring concerns (safety, zoning, events) to the Board.

• Meeting Notice: Entitled to a 14-day notice for all voting sessions.

• Power Structure: One vote per household, with priority given to residents.

• Dues: Decide on "Pay-What-You-Can" funding models to ensure inclusivity.

2. The Board of Directors

• Executive Oversight: Legally responsible for the non-profit's funds and future 501(c)(3) status.

• Meetings: Meet at least monthly to handle official MPNO business.

• Policy & Strategy: Vote on official stances regarding city developments/rezoning and manage expenditures over $100.

• Composition: Consists of 3 Founding Officers and up to 8 At-Large Directors representing specific neighborhood blocks.

The Three Pillars of Fiduciary Duty for MPNO

For a nonprofit board, fiduciary duty isn't just about not stealing money; it’s about "the three Ds": Duty of Care, Duty of Loyalty, and Duty of Obedience.

1. Duty of Care: Board members must stay informed and make decisions with the same care a "prudent person" would. This includes reviewing Jana's financial reports and ensuring expenditures stay within the neighborhood's goals.

2. Duty of Loyalty: Officers and At-Large Directors must act in the interest of the Morse Park Neighborhood, not for their own personal gain or for a specific business they might own.

3. Duty of Obedience (Maintenance of Status): This is where maintaining 501(c)(3) status fits in. The Board must ensure the organization "obeys" its own bylaws and the federal laws governing tax-exempt entities. If the Board fails to file the annual Form 990-N (the "postcard" for small nonprofits), they are failing their fiduciary duty of obedience.