Gold Hill Town Meeting Bylaws

Proposed Changes 2025

Last Updated and Approved:  10/13/25

Agenda- Special Meeting, 9/24.   Bylaw Revisions followed by 10/13/25 GHTM Discussion

• Articles of Incorporation
• Bylaw Review: *Purple indicates these were edited at 10/13/25 meeting

1. Article 2 Section C
2. Article 5 Section H
3. Article 5 Section I
4. Article 5 Section J
5. Article 6 Section D
6. Article 7 Section A
7. Gretchen proposed returns to originals in Article 2- Sections A,B,C

Article I: Name, Purpose & Mailing Address

Section A, Name:

The name of this organization is: Gold Hill Town Meeting, Inc. (GHTM)

Article I: Name, Purpose & Mailing Address

Section B, Mailing Address:

The mailing address of the Gold Hill Town Meeting, Inc. shall be:

1011 Main Street

Boulder, Colorado, 80302-8777.

 Article II: Membership     SPECIAL MEETING REVIEW: 9/24/25

Residency Requirements

We discussed residency requirements at the Sept 24 Meeting, but we failed to address the proposed changes in the October 13 Meeting.  Gretchen stated that we have always had a residency requirement and changing it to include all property owners (who may never have even been to Gold Hill) would be a major change and needs further discussion.  Martha suggested we go back to the original (2020) bylaw with any necessary changes like voting by electronic means

Original Bylaw (from 12/14/2020)

Article II

Membership

Section 1, Eligibility: Those residing in the following area are members and may vote at town meetings, provided they fulfill the voting requirements set forth in Article II, Section 2, Qualification.   This area is identified as that included in the boundaries of the Gold Hill Fire Protection District (GHFPD)

Previously adopted changes

Article II: Membership

Section A, Eligibility:

All residents and property owners within the Gold Hill Fire Protection District who are over the age of 18 are members of the Gold Hill Town Meeting and have voting rights. Each member is entitled to cast one vote on any issue that requires a vote by the GHTM membership, regardless of the number of properties owned.

Proposed changes

Article II: Membership

Section A, Eligibility: Those residing in the following area are members and may vote at town meetings, provided they fulfill the voting requirements set forth in Article II, Section 2 (would change to Section B), Qualification.   This area is identified as that included in the boundaries of the Gold Hill Fire Protection District (GHFPD)

Section B, Qualifications: In order to vote, a member of the Gold Hill Town Meeting, Inc. must:

1. Be a minimum of 18 years of age.
2. Have lived in Gold Hill for sixty days during the twelve months prior to the meeting or for sixty days during the previous five years with no less than five days in any one year.

We would delete the following (3 and 4)

1. Be registered with the Secretary at the meeting.
2. Be present at the meeting to be certified to vote at that meeting. 

And include Article II: Membership

Section B (would change to C): Membership Voting Procedures:

Article II: Membership

Section B, C Membership Voting Procedures:

The GHTM shall establish procedures and methods to ensure that only eligible members participate

in elections, that all members are properly notified of the election, and that the nomination and

voting processes, including all relevant deadlines, are clearly communicated in advance.

Election procedures may allow for voting to take place over a period of up to three (3) days,

beginning with the date of the annual meeting.

The Town Meeting (changed from the Town Council) shall determine the methods of voting, which may include any combination of:

• In-person voting by show of hands;
• written ballot;
• Voting by electronic means

Article II: Membership

         SPECIAL MEETING REVIEW: 9/24/25

         Edited after 10/13/25 discussion and vote

Section D, Authorities and Responsibilities of the Gold Hill Town Meeting Membership:

Members of the GHTM shall have the authority and responsibility to but aren’t limited to:

• Vote to elect the Town Council annually;
• Vote to remove a Town Council member before the end of their term;
• Vote on the establishment and removal of support staff;
• Vote on the formation and dissolution of committees;
• Vote on the designation of standing committees;
• Vote to amend a committees charter;
• Vote on the major programs and activities the GHTM will focus on annually;
• Vote to approve the annual budget;
• Vote on resolution of issues that may arise in the community;
• Vote on proposed establishment or amendments to policies and procedures;
• Vote on proposed amendments to the bylaws; and
• Vote on any proposed dissolution of the organization.
• Provide input and consultation to the Town Council;

Article III: Members Meetings

Section A, General Membership Meetings:    Voted to return to original wording at 10/13 meeting

Regular meetings of the GHTM shall be help six times each year: February, April, June, August, October and December on the second Monday of the month at such time and place as may be determined by the Town Council.

Article III: Members Meetings

Section B, Town Council Election Meeting: Voted to return to original wording at 10/13 meeting

The annual meeting of the Gold Hill Town Meeting shall be held on the second Monday of August each year. The election of Town Council members shall be held at the Annual meeting.

 Article III: Members Meetings

Section C, Budget Meeting: Voted to return to original wording at 10/13 meeting

The annual budget meeting of the GHTM, Inc shall be held annually at the October Town Meeting. The GHTM Treasurer shall submit estimated income and expenses for the following year. Requests for funding from the general fund may be made by the various Committees or any constituency of the GHTM at this meeting, and at any regularly scheduled meeting.

Article III: Members Meetings

Section D, Special Meetings:

Special meetings are additional general membership meetings called to address urgent concerns or expedite town business. Special meetings of the GHTM may be called by the Chair:

1. Upon the written request of at least three members of the Town Council, or
2. By a petition requesting a special meeting, signed by at least twenty members of the GHTM.

Article III: Members Meetings

Section E, Written Notice:

The Town Council must provide notice of the date, time, location, and agenda for any general membership or special meeting at least two weeks in advance. Notice may be given through various methods, including, but not limited to, electronic notification to individuals on the town’s mailing list, news outlets, the town website, or social media within the GHTM member area.

Article III: Members Meetings

Section F, Quorum:

A quorum for a GHTM general membership meeting is required to call for a membership vote. A quorum is considered present if:

• At least three of the five members of the Town Council, and
• At least five other members of the GHTM are in attendance to conduct any business.

Article III: Members Meetings

         Edited from 9/24/25 discussion

 Section G, Parliamentary Authority and Meeting Procedures:

The GHTM shall conduct meetings in an orderly, inclusive manner that encourages good faith participation and respectful conduct. The general principles of Robert’s Rules of Order shall be applied, unless they conflict with the GHTM’s bylaws or any special or standing rules.

Article IV: Conflicts

Section A, Conflict of Interest:

To ensure Town Council members fulfill their duties of loyalty to the organization and maintain transparency with the membership, the Town Council will establish a Conflict of Interest policy. This policy requires all Town Council members to disclose any actual or potential conflicts of interest, financial or otherwise, that may affect their ability to act in the best interests of the organization.

Town Council members must disclose such conflicts in writing at least once a year, and whenever a conflict arises. Any member with a conflict of interest is required to recuse themselves from discussions or decisions related to that matter.

Article IV: Code of Conduct

Section B, Membership Code of Conduct:

The Gold Hill Town Meeting will establish a written Code of Conduct policy to govern participation in general membership meetings, events, and other official communications. The Code of Conduct encourages the expression of opinions and viewpoints in a civil manner while prohibiting the use of abusive language or behavior that is disrespectful to others or disrupts the orderly conduct of business.

If a participant violates the Code of Conduct, the Town Council may impose consequences. These may include, but are not limited to, asking the individual to leave a meeting or prohibiting further contact with Town Council members.

Article V: Town Council

Section A, Members:

The Town Council shall consist of five members: Chair, Vice Chair, Secretary, Treasurer, and Member-at- Large.

Article V: Town Council

Section B, Eligibility:

All members of the Town Council must be voting members of the GHTM, as defined in these bylaws. Additionally, the Chair, Vice Chair, Secretary, and Treasurer must have resided within the GHTM area for at least nine consecutive months prior to their election.

Article V: Town Council

Section C, Term of Office:

Each Town Council member shall serve a one-year term or until a successor is duly elected and qualified. A Town Council member may resign at any time by submitting written notice to the Town Council. The resignation will take effect as specified in the notice, and, unless otherwise indicated, no formal acceptance is required for it to become effective.

Article V: Town Council

Section D, Removal:

A Town Council member may be removed through the following procedure:

1. Removal may be proposed by:

○          Any Town Council member, or

○          At least ten GHTM members through a written petition.

2. The proposed removal must be included in the agenda for the general membership meeting and distributed to the members at least two weeks prior to the meeting.
3. Removal requires a two-thirds majority vote of the membership present at a general membership meeting where a quorum of Town Council members is present. The member proposed for removal does not count towards the quorum for the meeting.

Article V: Town Council

Section E, Cause for Removal:

A Town Council member may be removed if the member is ineligible to serve or the GHTM determines that their continued service is inconsistent with the best interests of the organization.

Examples of conduct that may be considered inconsistent with the organization’s best interests include, but are not limited to:

• Excessive unexcused absences from GHTM meetings;
• Serious violations of organizational policies;
• Conduct that brings disrepute to the organization; or
• Disruptive behavior during meetings.

Article V: Town Council

Section F, When a Town Council Member Moves:

Any Town Council member who becomes ineligible for election under Article IV, Section 2, and does not voluntarily resign, shall be deemed to have resigned from the Town Council, and their position will be considered vacant.

Article V: Town Council

Section G, Vacancies:

Any vacancy shall be filled by appointment for the remainder of the term, made by a majority of the Town Council members, within two weeks of its occurrence or as soon as practical.

         SPECIAL MEETING REVIEW: 9/24/25

         Voted to remove new language at 10.13.25 meeting. Default to original for now

Article V: Town Council

Section H, Town Council Meetings:

A meeting of the Town Council may be called by any member of the Town Council by giving notice to all members of the Town Council at least two days prior to such meeting. Town Council meetings are for discussion. No decisions(s) reached at a Town Council Meeting are binding on the Gold Hill Town Meeting, Inc. or the Town Council, or any member of the Town Council.

Section H, Town Council Meetings: Proposed Changes

Town Council meetings shall be held bi-monthly, during the months between general membership meetings, on a date and time determined by the Town Council. The Council may cancel or reschedule a previously scheduled meeting if deemed necessary. An agenda shall be provided in advance, and minutes shall be recorded for each meeting.

Special meetings of the Town Council may be called by any Council member, provided that notice of the meeting and its agenda is given to all other members at least two (2) days in advance. 

A quorum shall consist of at least one-half of the then-serving Town Council members. Once a quorum is established, any action taken by a majority of members present shall constitute an official act of the Town Council.

The Town Council may also take official action via written or electronic communication, with or without convening an in-person meeting, either in lieu of or in addition to a scheduled meeting. 

Town Council meetings will be open to GHTM members for observation but may be closed when confidential matters are under discussion, as determined by the Chair.

SPECIAL MEETING REVIEW: 9/24/25

Article V: Town Council

Section I, Town Council Duties:

The Town Council is responsible for overseeing the organization’s business and properties and for fulfilling all duties under Colorado state law for nonprofit corporations, as well as those outlined in these bylaws. Each Town Council member will perform the duties typically associated with their office and any additional responsibilities as designated by the Town Council.

         SPECIAL MEETING REVIEW: 9/24/25

         Voted to eliminate 10/13/25, send out new draft for discussion.

Article V: Town Council Proposed Addition

Section I, Authorities and Responsibilities of the GHTM Town Council:

The Town Council, with the approval of the GHTM, has the authority and responsibility to make administrative and business-related decisions essential to the ongoing management of the nonprofit. Organizational decisions shall be made by a quorum of Town Council members.

These authorities and responsibilities include, but are not limited to:

• Representing the GHTM in interactions with county officials, donors, community partners, and other external organizations to advocate for the organization’s interests and needs;
• Overseeing website maintenance, marketing efforts, and community communications;
• Purchasing merchandise and organizing fundraising activities;
• Authorizing and supporting GHTM committees;
• Establishing and enforcing the organization’s policies and procedures;
• Applying for grants and managing grant-related obligations;
• Entering into contracts, leases, or agreements necessary to advance the organization’s mission;
• Acquiring, managing, improving, encumbering, or disposing of real or personal property;
• Managing the organization’s financial resources and overseeing financial transactions;
• Securing insurance and indemnifying officers and employees, for liabilities arising from their work on behalf of the organization; and
• Taking any other lawful action in the best interest of the organization.

         SPECIAL MEETING REVIEW: 9/24/25

         Voted down on 9/24/25

Article V: Town Council       Proposed Addition

Section J, Town Council Support Staff: 

The GHTM may establish paid or volunteer positions to assist in fulfilling its responsibilities. Examples of such roles include, but are not limited to: volunteer coordinator, fundraising coordinator, mitigation coordinator, project manager, youth leader, or any other position deemed appropriate by the Town Council.

All such individuals shall serve at will under the authority of the Town Council and may be removed at the GHTM’s discretion at any time.

Article VI: Committees

Section A, Purpose:

The GHTM may establish both standing and temporary committees to support the fulfillment of its mission and duties.

Committee leaders are authorized to make strategic and financial decisions consistent with the committee’s charter and the intended use of designated funds. They are responsible for maintaining accurate financial records and any other required documentation related to their programs, and for providing these materials to the Chair and Treasurer as needed.

Committee leaders shall report to the Town Council upon request and provide regular updates at general membership meetings.

Article VI: Committees

 Section B, Creation:

To establish a committee, the GHTM must approve a committee charter that includes, at a minimum:

• The name of the committee;
• A general description of its purpose, duties, and scope of authority;
• The process for selecting committee members and identifying leadership;
• A statement regarding membership eligibility (unless otherwise specified in the charter, committees may include individuals who are not members of the GHTM with approval);
• The committee’s reporting structure, including to whom it is accountable;
• The expected duration or term of the committee (e.g., standing or ad hoc); and
• Any additional guidance or direction the GHTM deems appropriate.

Section C: Standing Committees

Standing committees of the GHTM operate with a level of autonomy distinct from other committees. They are not subject to charter amendments or dissolution by the Town Council and retain independent authority over the management of their designated funds.

The GHTM’s standing committees include:

• The Cemetery Committee

Article VI: Committees

Section D, Dissolution:

At a member’s meeting of the Gold Hill Town Meeting, Inc., when a quorum is present, the Chair, with the approval of the members at the meeting, may dissolve a committee.

         Revisions voted down in 9/24/25 meeting

Section D, Review, Amendment, and Dissolution: Proposed Changes

The GHTM shall periodically review the charters of all committees and amend or dissolve them as needed.

Article VII: Financials

Section A, Contracts:

The GHTM, may authorize any council member(s) or agent(s) of GHTM to enter into any contract or execute and deliver any instrument in the name of or on behalf of the GHTM.

         Wording edited based on 9/24/25 discussion. Section letters edited to reflect syncing.

         Passed on 10/13/25

Section B, Loans:

No loans shall be made or accepted on behalf of the GHTM, nor shall any evidence of indebtedness be issued in its name, except as authorized by a resolution of the GHTM.

Section C, Financial Oversight and Budget Adjustments:

All checks, drafts, notes, and similar financial instruments shall be signed and executed on behalf of the GHTM by Town Council members who are authorized signatories of the GHTM.

Once the annual budget has been approved, any adjustment to a committee’s allocated funds from the town’s general budget shall require approval from the relevant Committee Chair. Committees may spend their designated funds at their discretion, provided expenditures align with the committee’s stated mission and purpose.

The Treasurer is authorized to adjust non-committee operating budget allocations as necessary to meet the evolving needs of conducting GHTM business. New purchases require GHTM approval.

Section D, Deposits:

All funds of the GHTM shall be deposited in accounts held at banks, trust companies, or other financial institutions designated by the Town Council.

Section E, Grants & Gifts:

The Town Council may accept contributions, grants, gifts, or bequests on behalf of the GHTM. All grants awarded to the Gold Hill Town Meeting must be approved by the Town Council and deposited into the GHTM’s account. The Treasurer, in collaboration with the designated grant executor, shall oversee the management of grant funds, including spending and required reporting.

Donations to the GHTM shall be allocated to specific committees or budget line items according to the donor’s stated intent. Undesignated donations shall be accepted and used for general operating expenses.

Article VIII: Amendments

These Bylaws may be altered, amended, or repealed and new Bylaws may be adopted according to the following procedure:

Section A, Proposal:

Bylaw changes may be proposed at a general membership meeting where a quorum is present. Proposed changes will be presented and discussed on a section-by-section basis.

Section B, Notice:

Proposed additions, deletions, or amendments to the bylaws must be included in the meeting minutes of the general membership meeting and distributed to members at least two weeks prior to the next general membership meeting.

Section C, Approval:

At the next general membership meeting, the proposed amendments to the Bylaws may be adopted by a two-third majority vote of the GHTM, Inc. members present. Bylaw changes are to be voted on section by section.

Article IX: Dissolution

This Corporation may be dissolved according to the following procedure:

Section A, Proposal:

At a general membership meeting where a quorum is present, the dissolution of the corporation may be proposed by a simple majority of the members present.

Section B, Notice:

The proposed dissolution of the corporation must be included in the agenda for the general membership meeting and distributed to members at least two weeks prior to the next general membership meeting.

Section C, Approval:

At the next general membership meeting, the dissolution of the corporation may be adopted by a three- quarters majority of the members of Gold Hill Town Meeting, Inc. who are present.

Upon dissolution of the GHTM, any remaining funds shall first be used to settle any outstanding bills, and, with the approval of the Town Council, may be spent for the benefit of the town of Gold Hill.

GHTM Business District report

Open letter to Gold Hill Residents

In August 2025 a sub committee of the Town Meeting was created called Business District Committee. This group was formed as a result of concerns re: increased noise, parking & people patronizing both major business on Main St in Gold Hill .

“The intent of the Business District Committee is to find creative solutions to some of the growing pains associated with business within our town: noise, congestion, and parking. We are seeking a diverse set of perspectives, personal experiences, and ideas, from neighbors throughout town and the subdivision. This will be a space for constructive feedback and well-intentioned suggestions.  This Committee is formed in a good faith effort for community-driven collaboration, resulting in some helpful recommendations to our business leaders”. The committee is chaired by Kelly Veit Town Meeting Chair.

Items & action lines discussed to date:

1. Parking with regards to emergency vehicles- Rich Caudill’s “report” here.
2. Noise- Boulder County ordinance link here https://assets.bouldercounty.gov/wp-content/uploads/2017/02/ordinance-noise.pdf. The Committee would like to discuss with Business leaders, their current or planned efforts to monitor noise according to these guidelines.
3. Crowd Control, Event Frequency and Volume of people patronizing businesses:
4. 1. Given parking limitations, the Committee wonders about enforcement of County managed parking restrictions, signage, and enforcement. Recently, the town of Georgetown implemented a special plan to handle the 30k cars gridlocking the town in September of 2025 ( Town leaders put a traffic plan in place for the following weekends, including using barriers on residential streets and implementing a one-way traffic flow to help keep cars moving.)
   2. The Committee seeks input, creative ideas, and collaboration around concerns of crowd and capacity overflow from the Businesses. This includes looking at event frequency.

We are currently seeking input  or representation from the Gold Hill Store or the Gold Hill Inn. We cannot move forward with any solutions without the help, collaboration and input from these businesses.

Committee also welcomes input from all Gold Hill Residents. Please submit comments or suggestions to Kelly  ghtownmeeting@nullgmail.com

** I would like this letter to be signed & signed off by the Town Meeting. so it must ultimately  be discussed and SIGNED by that entity.