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SPRINGFIELD
LAKE SHORE IMPROVEMENT ASSOCIATION
BYLAWS
Adopted by the General Membership
at the January 29, 1991 Annual Meeting
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ARTICLE
I (Adopted 1/29/91)
Name and Organization
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| 1. |
The
name off this organization shall be the Springfield Lake
Shore Improvement Association.
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| 2. |
It
shall be maintained as an Illinois Not-For-Profit Corporation. |
| 3. |
The
fiscal year shall end December thirty-first of each year. |
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ARTICLE
II (Adopted 1/29/91)
Purpose and Objectives
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| 1. |
The
purposes for which the corporation is organized are to further
the educational, civic and social interests of leaseholders
in the area of Lake Springfield in Sangamon County of Illinois. |
| 2. |
The
objectives of this association shall be: |
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a. |
To
promote the preservation and beautification of Lake Springfield
and its marginal lands. |
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b. |
To
promote safety
in the use and enjoyment of Lake Springfield. |
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c. |
To
represent the common interests of lease holders at Lake Springfield. |
| 3. |
To
attain these ends, the Association proposes to cooperate with
the City Council, City, Water, Light and Power, the general
public and other organizations with a common interest or purpose. |
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ARTICLE
III (Adopted 1/29/91)
Membership
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| 1. |
Membership
of Springfield Lake Shore Improvement Association shall be
composed of lease holders resident at Lake Springfield. |
| 2. |
Each
entire leasehold shall ho considered to be one member. |
| 3. |
A
member in good standing is one whose dues are paid for the
current year. |
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ARTICLE
IV (Adopted 1/29/91)
Dues
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| 1. |
Dues
shall not be considered a condition of membership, but shall
be assessed annually against all members. |
| 2. |
Dues
shall be established by the Board of Directors. |
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ARTICLE
V (Adopted 1/29/91)
Meetings and Voting
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| 1. |
The
Annual Meeting of the Association shall be held during January
at such a place and on such date as the Board may determine.
Written notice to the members is required. |
| 2. |
Special
meetings may be called by the Board of Directors at any time;
or shall. be called by the President upon a written request
of at least twenty-five members in good standing. The business
to be transacted at any Special meeting shall be stated in
the notice thereof, and no other business may be considered
at that time. Written notice to the members is required. |
| 3. |
Only
members in good standing, personally present, are entitled
to vote. Each such member (leasehold) is entitled to one vote
only too each item far which votes are cast. |
| 4. |
The
meetings arid, the proceedings of this Association shall be
regulated and controlled according to the current edition
of ROBERTS RULES OF ORDER for parliamentary procedure, except
as may be otherwise provided by these bylaws. |
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ARTICLE
VI (Adopted 1/29/91)
Board of Directors
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| 1. |
The
governing body of this Association shall be the Board of Directors. |
| 2. |
Within
the bounds of the law, the Association's Charter and these
Bylaws, the Board of Directors shall be responsible for: |
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a. |
determining
objectives and policies of the Association, and expressing
them in resolutions, adopted by vote and recorded in Board
minutes; |
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b. |
supervising,
in general terms, its operations and general affairs; |
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c. |
supervising
and directing, in general terms, the activities of its officers
and committees; |
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d. |
supervising,
in general terms, the collection and disbursements of its
funds; |
| 3. |
Within
the bounds of the law, the Association's Charter, these Bylaws,
and resources available, the Board of Directors shall possess
all authority required to pursue the purposes of the Association. |
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Such
authorities shall include, but not be limited to: |
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a. |
delegation
of certain of its authority and responsibility to the Executive
Committee; and, |
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b. |
limiting
the authority of the Association's officers and committees,
including the Executive Committee. |
| 4. |
The
Board of Directors shall consist of not less than ten nor
more than twenty-five Directors. |
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The
number of directors to be elected at the Annual Meeting shall
be determined in advance by the Board. The general membership
at the Annual Meeting may, however, modify the number of directors
to be elected, by majority vote cast before a vote is taken
for election of the directors. |
| 5. |
Manner
of Election and Terms: |
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a. |
One
Director shall be appointed each year by the Council of Lake
Clubs for a term of one year. |
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b. |
The
balance of Directors shall be elected at the annual meeting
by majority vote of the members present. One-third of the
Directors shall be elected each year for a term of three years
or until their successor has been elected. |
| 6. |
The
Nominating Committee, acting in accordance with article X,
Section 1 of these Bylaws, shall present to the membership,
not less than seven nor more than thirty days before the Annual
Meeting, one nomination for each seat on the Board which is
vacant or is about to expire. Additional nominations may be
made from the floor at the Annual Meeting. Nominees to the
Board of Directors should represent, when feasible, all geographic
areas of the Lake. |
| 7. |
Seven
Directors shall constitute a quorum for the purpose of conducting
the business of the Board. |
| 8. |
A
regular meeting of the Board of Directors shall be held no
less than four times during each calendar year at such time
and at such place as the Board may prescribe. Written notice
to Directors is required. |
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Special
meetings of the Board may be called by the President or at
the request of any three Directors, by notice mailed, delivered
or telephoned to each member of the Board of Directors not
less than seventy-two hours nor more than thirty days before
the meeting is held. |
| 9. |
Voting
rights of a Director shall not be delegated to another nor
exercised by proxy. |
| 10. |
Any
officer or Director who shall have been absent from four consecutive
regular Board meetings may be removed from office by majority
vote of the Board of Directors. |
| 11. |
Any
vacancy occurring on the Board of Directors may be filled
by vote of the members of the Association at the Annual meeting.
Any person so elected shall serve the unexpired term of the
vacated position. |
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ARTICLE
VII (Adopted 1/29/91)
Officers
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| 1. |
The
officers of the Association shall be a President, a Vice-President,
a Secretary, and a Treasurer to be elected by the membership
of the Board at the first regular meeting of the Board of
Directors following the Annual meeting. |
| 2. |
Any
member of the Association Board of Directors in good standing
shall be eligible to nomination and election to any elective
office of the Association. |
| 3. |
Each,
officer shall take office immediately upon election and shall
serve for a term of one (1) year or until his successor is
duly elected. Each officer shall serve concurrently as a member
of the Board of Directors and as a member of the Executive
Committee. |
| 4. |
Vacancies
in any elective office may be filled for the balance of the
term thereof by the Board of Directors at any regular or special
meeting of the Board of Directors. |
| 5. |
The
Board of Directors, by a majority vote of all of its members,
may remove any officer from office. |
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Any
officer who is remove-1 from office as Director because of
absenteeism under Article VI, Section 10 shall also be removed
from the office to which he was elected. |
| 6. |
Any
officer is authorized, on behalf of the Association, to execute
a contract committing the Association up to $500. Contracts
from $500.01 to $1,000 may be authorized by a majority of
the Executive Committee. Contracts in excess of $1,000 shall
require approval by a majority of the Directors at a board
meeting; alternatively, such approval may be granted without
a board meeting if approval is obtained individually from
a majority of all board members. |
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ARTICLE
VIII (Adopted 1/29/91)
Duties of Officers
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| 1. |
The
President shall be the chief executive officer of the Association,
subject to direction and control by the Board of Directors.
The President shall be responsible for: |
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a. |
serving
as chairman of both the Board of Directors and the Executive
Committee; |
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b. |
making
all required appointments of standing and special committees
with the approval of the Board of Directors; |
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c. |
communicating,
at the Annual Meeting of the Association and at such other
times as he/she shall deem proper, to the members such matters
and making such suggestions as may in his/her opinion tend
to promote the welfare and increase the usefulness of the
Association; |
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d. |
performing
such other duties as are necessarily incident to the office
of President or as may be prescribed by the Board of Directors. |
| 2. |
The
Vice President shall be responsible for: |
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a. |
performing
the duties of the President in the event of his temporary,
absence or inability to serve. |
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b. |
performing
such duties as are assigned to him by the President or by
the Board of Directors. |
| 3. |
The
Treasurer shall be the principal financial and accounting
officer of the Association. The Treasurer shall be responsible
for: |
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a. |
maintaining
books of account and preparing financial statements in conformity
with generally accepted account accounting principles, on
a cash basis; |
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b. |
collecting
all member dues and/or assessments; |
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c. |
keeping
the funds in such banks, trust companies and/or investments
as are approved by the Executive Committee or by the Board
of Directors; |
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d. |
reporting
on the financial condition of the Association at all meetings
of the Board of Directors and at other times when called upon
by the President; |
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e. |
maintaining
a list of members who have paid their dues for the current
year; and, |
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preparing,
at the end of each fiscal year, an annual report which shall
present fairly the financial condition of the Association. |
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At
the expiration of the Treasurer's term of office, the Treasurer
shall deliver all books, money and other property in good
order to his/her successor, or, in the absence of a successor,
to the President. |
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The
Secretary of the Association shall be responsible for: |
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a. |
seeing
that all notices are given in accordance with the provisions
of these Bylaws or as required by law. |
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b. |
recording
properly the proceedings of meetings of the Association, Board
of Directors, and Executive Committee; |
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c. |
executing
all resolutions, not otherwise assigned; |
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d. |
invoicing
the membership for dues and other assessments; |
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e. |
keeping
accurate and current membership records; |
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f. |
filing
the Annual Report required by the Secretary of State of Illinois. |
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g. |
collecting
and maintaining custody of the originals of the corporate
records of the Association. |
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At
the expiration of the Secretary's term of office, the Secretary
shall deliver all of the Association's corporate records in
good order to his/her successor, or in the absence of a successor,
to the President. |
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ARTICLE
IX (Adopted 1/29/91)
Executive Committee
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| 1. |
The
Executive Committee may act in place and stead of the Board
of Directors between Board meetings on all matters, except
those specifically reserved by the Board of Directors. Actions
of the Executive Committee shall be reported to the Board
at the next Board meeting. |
| 2. |
The
Executive Committee shall consist of the President, Vice President,
Treasurer, Secretary and one other Board member, appointed
by the President with the concurrence of the Board. |
| 3. |
The
Executive Committee shall act as a liaison from Board to all
meetings between public officials of the City, County and
State. |
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A
majority of the Executive Committee shall constitute a quorum
at any duly called meeting of the Committee. The President
shall call such meetings of the Executive Committee as the
business of the Association may require, or a meeting shall
be called by the Vice President on request of two members
of the Executive Committee. |
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ARTICLE
X (Adopted 1/29/91)
Special and Standing Committees
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A
Nominating Committee shall be appointed by the President,
consisting of three members, not officers of the Association. |
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The
Nominating Committee shall invite suggestions from the membership
for those directorships which are vacant or about to expire,
allowing at least fifteen days for suggestions. The Nominating
Committee shall then nominate candidates for the required
directorships as provided in these Bylaws and report such
nominations to the membership at the Annual Meeting. |
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The
Nominating Committee shall notify the members of the Board
of Directors, in advance of the Annual Meeting, of its nominations.
The Board may or may not, in its discretion, endorse some,
all or none of the nominations. Board approval is not required
for submission to the Association of the Committee's nominations.
Nominations may be made from the floor, at the Annual Meeting.
Said nominations shall be voted upon at the Annual Meeting
by the members as these Bylaws prescribe. |
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A
Lake Clean-up committee shall be appointed by the President.
This committee shall have the sole responsibility to secure
the beach house, to organize and advertise for the annual
lake clean-up day, which should be in early April. |
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An
Audit Committee shall be appointed by the Board. This Committee
shall conduct an annual audit after the end of the calendar
year, but before the Annual Meeting. |
| 4. |
A
Budget and Finance Committee, whose Chairman shall be a Director,
may be appointed by the President. If appointed, this committee
shall be responsible for: |
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a. |
preparing
the annual budget of the Association, to be presented to the
Board of Directors for their approval; and, |
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b. |
performing
such other duties in connection with the finances of the Association
as the Board may determine. |
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A
Membership Committee, whose Chairman shall be a Director,
may be appointed by the President. If appointed, such committee
shall be responsible for performing such duties as necessary
to increase participation in the Association. |
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Special
Committees: The membership of Special Committees may or may
not be members of the Board of Directors, but must be members
of the Association. However, each Special Committee shall
have a Director of the Board as its liaison to the Board. |
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ARTICLE
XI (Adopted 1/29/91)
Amendments
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| 1. |
These
Bylaws may be amended or repealed by at least two-thirds vote
of the members in good standing present at any annual meeting
of the Association duly called and regularly held. Written
notice to the members of such proposed changes is required. |
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Amendments
may be proposed by the Board of Directors on its own initiative,
or upon petition of any twenty-five members in good standing,
addressed to the Board at least thirty days before the Annual
Meeting. All such proposed amendments shall be presented by
the Board to the membership with or without recommendation. |
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ARTICLE
XII (ADOPTED 1/29/91)
Notices
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| 1. |
When
written notice is required, it shall be hand-delivered or
deposited in the United States mail, not less than seven nor
more than thirty days, before the date of the meeting. If
mailed, notice, with postage prepaid, shall be addressed to
the members at his, her or its address as the address appears
on the records of the Association. |
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ARTICLE
XIII (Adopted 1/29/91)
Dissolution
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| 1. |
On
dissolution of the Association, any funds remaining shall
be distributed to one or more regularly organized and qualified
charitable, environmental, educational, scientific or philanthropic
organizations to be selected by the Board of Directors. |
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ARTICLE
XIV (Adopted 1/29/91)
Transition Schedule
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| 1. |
ADOPTION
OF BYLAWS. These Bylaws shall become effective immediately
upon adoption. |
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Approved
by the General Membership |
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Date:
January 29, 1991 |
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William
L. Blaser Secretary |
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