SECORD LAKE ASSOCIATION, INC.
CONSTITUTION & BY-LAWS (As Amended for 2020)
ARTICLE 1.0 – PURPOSE
1.1 To improve, maintain and protect our waterways; 1.2 To provide a consolidated voice for the common good of the community; 1.3 To promote community awareness and concerns regarding the waters, flow-through, shorelines and neighborhoods; 1.4 To provide a liaison between the Association community, local township governments and other agencies.
ARTICLE 2.0 – ORGANIZATION
2.1 The name of this organization shall be Secord Lake Association, Inc.
2.2 The Association office location shall be designated by the current President. Records maintained by the Treasurer and Secretary shall remain at their convenience; past records shall be archived in a manner and place designated by the Board of Directors.
ARTICLE 3.0 – MEMBERSHIP MEETINGS
3.1 An annual meeting shall be held in Gladwin County each summer at a date, time and place designated by the Board of Directors.
3.2 Members, as their name appears on the membership list of the Association, shall be notified at least 30 days before each annual meeting.
3.3 Special membership meetings may also be called by the President on a carried motion of the Board of Directors with notice to members at least 15 days before the special membership meeting.
3.4 At all meetings, each member shall have the right to vote in person or by proxy; proxy may be written or by telephone.
3.5 Ten per cent (10%) of the voting members, by proxy or in person, shall constitute a quorum to carry on the business of the Association; absent a quorum, the President or whomever acting as such shall adjourn until a quorum is present.
ARTICLE 4.0 - BY-LAWS CHANGES OR AMENDMENTS
4.1 These By-Laws of the Association may be changed or amended at the annual membership meeting by a vote by two-thirds of those present.
4.2 All proposed By-Law changes or amendments shall be summarized in the notice of annual meeting.
4.3 Voting at the annual meeting shall be by a show of hands or ballot of those members in good standing present at the meeting.
4.4 The Board of Directors, by majority vote, may also change or amend these By-Laws as needed for procedural matters.
ARTICLE 5.0 – MEMBERSHIP
5.1 Membership in the Association may be issued to any individual, business or other entity interested in the improvement, maintenance and preservation of Secord Lake through payment of annual dues at the current rate.
5.2 Every member of the Association, whether an individual, business or other entity, shall be entitled to one vote.
5.3 The Board of Directors shall resolve all questions or interpretations concerning membership voting.
5.4 A complete list of Association members with their addresses shall be kept by the Secretary.
ARTICLE 6.0 – MEMBERSHIP DUES
6.1 To be considered as a Member in good standing and eligible to vote, annual dues must be paid in full to the Treasurer by mail or in person.
6.2 Membership dues shall be reviewed and set by the Board of Directors on an annual basis.
ARTICLE 7 – FINANCE
7.1 The fiscal year of the Association shall be from January 1 to December 31.
7.2 Bank accounts and checks shall be in the name of the Association jointly held by the President, Vice-President, Secretary and Treasurer and be legal when signed by the Treasurer or another officer designated by the President.
7.3 All expenditures from the treasury shall be made at the discretion of the Board of Directors.
7.4 At each meeting of the Board of Directors and at the Annual Meeting, the Treasurer shall submit an up-to-date financial report.
7.5 An audit of the Treasurer’s accounts shall be performed on an annual basis by a committee of three members appointed by the President. Financial records shall be provided to the committee
by the Treasurer at the May Board of Directors meeting with a final audit to be reported and filed at the June Board of Directors meeting.
ARTICLE 8.0 – BOARD OF DIRECTORS
8.1 The Board of Directors (collectively “The Board”) shall consist of nine directors with duties attendant with these By-Laws.
8.2 All directors shall be members in good standing with the Association.
8.3 Terms for the directors shall be for three calendar years staggered so as to allow for election or re-election of three directors annually. Election or re-election of directors shall occur at the last annual meeting prior to expiration of their respective terms.
8.4 At each Annual Meeting, the Board shall present to the membership a proposed slate of three directors to be elected at that meeting. Nominations for those directors to be elected at that meeting shall also be taken from the floor before holding the election.
8.5 At the commencement of each calendar year, the Board shall by majority vote select among themselves four officers: President, Vice-President, Secretary and Treasurer, to act in that capacity for the remainder of the calendar year with duties attendant with these offices and By- Laws.
8.6 Any subsequent Board vacancy shall be filled by others selected from the membership with the approval of a majority of remaining directors; in the event the vacant director is also an officer, the remaining directors shall by majority vote select among themselves another director to act in capacity of that officer for the remainder of the calendar year with duties attendant with that office and these By-Laws.
8.7 Directors and officers chosen by the Board may succeed themselves or serve until their replacement assumes office.
8.8 Any director, including an officer, who fails to attend two consecutive Board meetings without good reason may be removed and replaced by another in accord with the provisions of Section 8.6.
8.9 The Board shall meet in the months of April, May, June, July, August, September and October and at the annual membership meeting at a date, place and time chosen by the majority of the Board members. Special meetings of the Board may also be called by the President.
8.10 The Board may form a special committee or committees as the need arises consisting of active members of the Association chaired by a member of the Board. Such a committee may subsequently be dissolved by the Board at the request of the committee chair or if deemed no longer viable or necessary
8.11 The Board shall have authority to exercise all powers on behalf of the Association not prohibited by statute or these By-Laws.
ARTICLE 9.0 – DISSOLUTION OF CORPORATION
9.1 In the event of dissolution of this corporation and after satisfying all debts, all remaining income and assets shall be distributed to such non-profit charitable, scientific, educational or municipal corporation or corporations as may be selected by the Board of Directors at a regular or special meeting called for the purpose. In the event of dissolution, assets or property of this corporation or the proceeds of the sale of any assets or property shall in no way be transferred or distributed to its members.