OUR BYLAWS

(Amended Sept 20, 2020)

Article I:  Name, location and non-profit status

The name of this organization is Dunwoody Community Garden & Orchard (DCGO) at Brook Run. The Garden is located in Brook Run Park, 4770 N. Peachtree Road, Dunwoody, GA  30338 and includes member plots, charity plots, an Orchard and the Greenhouse complex, excluding the Barn. The City of Dunwoody, GA owns Brook Run Park and DCGO at Brook Run is under the auspices of the Dunwoody Parks Department. DCGO is managed by a Board of Directors elected annually by the membership.

The Dunwoody Community Garden at Brook Run, Inc is a non-profit organization and was designated as a 501(c)(3) corporation by the IRS on May 17, 2012.  All dues and funds paid to the Garden are used only for maintenance and operation of DCGO and its approved projects.

Article II:  Mission and goals

The Garden provides an opportunity for members to grow food organically year-round, educates and mentors others in the community about organic and sustainable growing practices, and dedicates a portion of its space for growing food for charitable purposes.

Our core tenets:  Use organic growing methods, model environmental stewardship, be simple and scalable, enable access for all, and foster a learning environment.

Article III:  Membership and Garden Plot Allotment

The Garden is a combination of private, shared, charity plots and the Orchard.  Only the Board may approve the modification of the plot’s size, layout and location. The City of Dunwoody and the Board must approve alterations or additions to the Garden.  One member of the Board will be designated as “Main Garden Manager” and will oversee operations of the main Garden and Orchard.

Plot holders:

Dunwoody Community Garden members pay an annual fee to rent a plot for non-profit use.  The Board of Directors determines the fee.

Members must sign a Membership Agreement and Waiver of Liability and adhere to the bylaws as well as to the principles of year-round organic gardening detailed in the Membership Agreement.

Dues are payable on December 1 for the next year. Each member must be in good standing before December 31. Membership runs from January 1 through December 31. New members may join at any time. New members joining on or after October 1 will pay full dues, which will include their membership for the following calendar year. Dues are non-refundable; membership is not transferable.

Any individual, household or organization may have only one plot. The Board must approve exceptions to this rule. If there is a waiting list, the Board assigns plots to a first-come, first served basis.

Members may rent an additional plot on a seasonal basis at the Board’s discretion. The seasonal plot’s usage will have a beginning and end date determined by the Board. If more than one household shares a plot, co-plot holders must give their respective contact information to the Board. Each plot has one vote on any issue put before the general membership. Members who rent more than one plot have only one vote.

Members may pay dues in advance for the following year. When renewing, a member may keep his/her assigned plot or adopt a vacant plot if one is available.

Renewal notices will be sent to all members by the 1st of December for the next year’s renewals. Deadline for payment of renewal shall be December 31. If payment is not received by that date, it is assumed that the plot holder is not interested in renewing and the plot will become available for rent to a new member.

A group of members may request permission from the Board to establish a larger communal plot if space is available. The Board determines rental fees for communal plots on a case-by-case basis. The Board may also give permission for a member to establish a demonstration plot.

Greenhouse:

The Board oversees Garden activities at the Greenhouse Complex at Brook Run Park. One Board member will be designated as the “Greenhouse Manager” and will oversee all operations at the Greenhouse Complex.

Community volunteers:

Non-members who volunteer regularly at the Garden must sign a stewardship agreement and waiver of liability.

Affiliate Membership:

A person may elect to join DCGO as a non-plot holding member by paying annual dues as determined by the BOD and signing an Affiliate Membership Agreement. Affiliate Membership privileges shall be determined by the BOD. Plot holders may elect to become Affiliate Members by releasing their assigned plot back to DCGO at any time during their membership.

Untended plots:

The Board may give notice to a member whose plot is unkempt or who is not maintaining the area around his/her plot. (The Board may give notice by email, regular mail, by phone or in person.) The member must complete necessary upkeep within a timeframe determined by the Board. If acceptable progress is not made, the plot will be considered abandoned and membership may be revoked.

Revocation of membership:

The Board may revoke membership if a member abandons or does not maintain his/her plot. Membership may also be revoked for failure to pay dues in a timely manner; or in the case of theft (crops, tools, hoses, signage, containers, etc.); or in the case of intentional damage to any garden property; or use of the Garden for any illegal purpose; or failure to adhere to the Garden’s bylaws and guidelines set forth in the Membership Agreement.

Article IV:  Board of Directors

A Board of Directors conducts the business of the Garden, is in charge of its property and financial affairs, and performs duties as defined in the Bylaws.

There must be at least five (5) Directors and no more than nine (9) elected. Others may be invited to sit on the Board in a non-voting capacity. There are five officers:  Chair, Co-chair, Recording Secretary, Membership Chairperson, and Treasurer. Directors may hold more than one office. Directors must be Garden members in good standing.

Directors serve one-year terms and may be re-elected. A current Director succeeds the Chair. Each Director continues in office until his/her successor has been elected or until his/her resignation or removal. Any Director may be removed for cause (1) by a two-thirds vote of the Board at a meeting called by the Board for that purpose; or (2) at a special meeting of the members called by the members for that purpose, by vote in person or by written or electronic proxy, signed and dated, of two thirds of all members entitled to vote.

Any Director may resign at any time by giving written or verbal notice to the Board. The resignation is effective with or without Board acceptance.

Powers and duties:

The Directors perform the duties usually connected with such offices as well as other duties the Directors may specify.

Operational decisions require a simple majority of Directors present at any Board meeting as long as a majority of the Directors are present. Directors may conduct Board business by phone, email or other electronic means. The Board records meeting minutes and publishes them electronically to the membership before the next Board meeting.

The Membership Chairperson assigns plots and maintains a map and membership information for all plots. The Membership Chairperson maintains a waiting list for applicants for whom no plot it available. The Membership Chairperson responds to inquiries about membership. Directors may establish and grant scholarships for potential members who are unable to pay the annual plot rental fee.

Directors uphold the guidelines set forth in the bylaws and in the Membership Agreement. The Board may mediate disputes between members.

Directors review requests for programs, mentoring, education or collaboration from the community. If such requests are feasible and align with the Garden’s mission and goals, the Directors decide how to meet them.

Directors may establish and abolish standing and special committees.

Selected Board members may be issued credit cards to facilitate board-approved and budgeted purchases. The Board must pre-approve expenditures that exceed the amount budgeted by the Board. Members and non-members must submit receipts for pre-approved purchases in order to be reimbursed for expenses.

The Chairman of the Board presents an annual report and Budget for the next year to members in August at the membership meeting and also publishes it electronically to all members.

The Chair may appoint an auditor to audit the Garden’s accounts annually or whenever directed by the majority vote of the Directors.

The Board maintains records of account and records of minutes. All records of Dunwoody Community Garden must be available for review by the City of Dunwoody.

Election:

Election of Directors takes place annually at a general membership meeting by secret ballot, or by proclamation if agreed to by the members in attendance. Each member or plot may cast one vote for each elected office by vote or by written or electronic proxy, signed and dated.

Any member may nominate a Director. Members may nominate themselves. Nominees must be Garden members in good standing. The Nominating Committee made up of the current Board’s officers plus other selected members, must receive all nominations at least 30 days before an election. In case of a vacancy on the Board mid-year, Directors may appoint a qualified member to fill an unexpired term.

Article V:  Standing Committees

Standing Committees may include the following:  Stewardship, Finance (includes grant-writing and fund-raising), Community Outreach, and Nominating. The Board appoints Chairs of Standing Committees.

Article VI:  Teams

The Board may establish Teams to coordinate volunteers and implement projects. A Team may help maintain the Garden, cultivate a particular crop, or provide education, mentoring or community service. The Board must approve new Teams.

Article VII:  Garden Council – Deleted

Article VIII:  Meetings

The Garden membership meets at least twice a year. The Board meets at least six times a year. The Board may call for additional meetings. Meeting agendas must be published at least two days before a meeting.

At general meetings, decisions are made by a simple majority of members by vote or by written or electronic proxy, signed and dated. The Board may appoint an individual or committee to tally all votes.

Article IX:  Indemnification

The Garden may to the fullest extent permitted by law indemnify and person made, or threatened to be made, a party to any action or proceeding by reason of the fact that s/he, his/her testate or intestate was a director or officer, against judgements, fines, amounts paid in settlement and reasonable expenses, including attorney fees.

Article X:  Amendments to the Bylaws

The Bylaws of the Dunwoody Community Garden & Orchard at Brook Run may be amended at any general meeting (or electronically) when approved by two-thirds of the member who are present plus electronic votes, or by two-thirds of the membership as a whole if all are voting electronically. The Board must present the recommended changes to members at least one week before the vote.