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NPA By-Laws

By-Laws of the North Pond Association

Article 1:
Name and Purpose

Section 1: The name of this association is North Pond Association.
Section 2: The purpose of this association is to support and conduct social, educational, and stewardship efforts to benefit the natural environment of North Pond and Little Pond and for all users thereof.

Article 2:

Section 1: Any person interested in the purpose of this corporation may apply for membership.

Section 2: An individual annual membership dues shall cost $15 and entitle the member one vote. Family annual membership dues shall cost $25 and entitle member(s) to 2 votes. Any member who has reached the age of 18 and who wants to vote needs to be registered as an individual member of the association. Annual dues, if deemed appropriate, may under the recommendation of the Board and with the majority vote of the members present at the annual meeting, vote to increase the dues for the subsequent year.

Section 3: Dues are payable any time during the fiscal year from January 1 to December 31. Payment of dues must be up to date to be able to participate and vote at the annual meeting.

Article 3:
Board of Directors

Section 1: The management of this Association shall be entrusted to a Board of Directors which shall consist of 15 members, elected for a two-year term: alternating that eight are elected in one year and seven elected in the next year.

Section 2: If any Director shall miss three (3) consecutive meetings (without just cause) their service on the board will be terminated and an interim Director shall be appointed by the Board until the next annual meeting.

Section 3: The Board of Directors shall have supervision of, and responsibility for, all affairs and property of the association, and shall inspect as often as may be desired, all records, books, and accounts of the association. It shall transact or cause to be transacted all business for and on behalf of the association, and its decisions shall in all cases be final.

Section 4: The board shall receive no compensation other than reimbursement for reasonable expenses.

Section 5: Meetings of the Board of Directors may be called by the President, by any two (2) Directors, or, in the absence of the President, the Vice-President. A majority of the active members of the Board shall constitute a quorum for the transaction of business; but a lesser number may adjourn the meeting to a later date. The Board shall determine issues by a majority vote of members present.

Section 6: At the Annual Meeting, the members present shall elect the Board of Directors consisting of 15 members. Eight directors are elected for a 2 year term and the remaining 7 directors are elected for a 2 year term in the following year. The President, Vice-President, Secretary, and Treasurer are elected by the Board members within 10 days after the Annual Meeting.

Article 4:

Section 1: A President, Vice-President, Secretary and Treasurer shall be elected from among the Board of Directors to serve a one-year term.

Section 2: The President shall be the chief executive and administrative officer of the Association and preside at all meetings.

Section 3: The Vice-President shall have and exercise all powers of the President in the event of absence or disability of the President.

Section 4: The Secretary shall keep records of all meetings of the Association, give notice of association meetings and conduct such correspondence as may be necessary.

Section 5: The Treasurer shall keep accurate records of the accounts of the Association, receive and disburse all funds, and present information of same to the Board and members when requested.

Article 5:

Section 1: A nominating committee of no less than three (3) members shall be appointed by the President 30 days before the annual meeting. Members are introduced to candidates presented by the committee then vote. However nominations may also be accepted from the floor at the annual meeting. Officers are elected by the Board from among the Board members.

Section 2: The Board of Directors or the members at the annual meetings may, from time to time, appoint such other committees as it may deem necessary or advisable for carrying out the purposes and the work of the association, and may delegate to such committees such authority and powers as it may see fit to grant within the limits of its own authority.

Article 6:

Section 1: The annual meeting of the membership shall be held at a convenient location during the month of July or August of each year. Reasonable notice of the meeting shall be given to all members of the association listed on the membership register of the association. Thirty days notice shall be given in writing to all members prior to such a meeting. At the annual meeting, the membership shall elect all Directors whose terms have expired. At the annual meeting there will be heard and acted on the reports of the officers and committees and any business as may be properly heard at the meeting.

Section 2: Special meetings of the members may be called at any time by the President of by the written request of any five (5) members. Thirty days advance notice shall be given in writing to all members prior to such a meeting.

Article 7:
Fiscal Year

Section 1: The fiscal year shall be from January 1 to December 31 each year.

Article 8:

Section 1: These By-Laws and the Articles of Incorporation may be amended from time to time by a majority vote of members present at an annual or special meeting of the North Pond Association.

Date adopted: July 9, 2005
Previous version: August 2004