2021 Annual Meeting Agenda
- Welcome and introduction of the attending directors
- Approval of the 2020 Annual Meeting minutes
- President’s report
- Presentation of the financial report and the 2021-2022 budget
- Approval of the financial documents
- Consideration of amendments to the LSCCF by-laws, Article 3: Membership and Article 6: Officers of the LSCCF
The current language of Article 3 is as follows:
3.1 Regular Member: A regular member is a person who owns property along the shoreline of Lake St. Catherine, or is a resident of Wells, Vermont or Poultney, Vermont, and has satisfied his dues requirement. Each member shall be entitled to one (1) vote. In the case of multiple ownership of a property, there shall be only one vote per property.
3.2 Commercial Member: A commercial member is a person or organization operating a business or holding title to more than two (2) rental units within five hundred (500) feet of the shoreline of Lake St. Catherine. A Commercial member shall be entitled to one (1) vote.
3.3 Associate Member: A person or organization that supports the LSCCF and its work, and is recognized by the Executive Committee, but does not qualify as a Regular or Commercial Member shall be considered an Associate Member. An Associate Member does not have the right to vote,
The Board proposes that the definition of Regular Member be changed by inserting the words, at the end of “St Catherine” on the second line of Section 3.1, as follows: “or said person’s spouse or adult child or the spouse of said adult child”. Therefore, the first sentence of 3.1 would read:
“A regular member is a person who owns property along the shoreline of Lake St. Catherine, or said person’s spouse or adult child or the spouse of said adult child, or is a resident of Wells, Vermont or Poultney, Vermont, and has satisfied his dues requirement.”
Furthermore, the Board recommends changing the last sentence in Section 3.3 to read: “Unless elected as a director (see Section 6 below), an Associate Member does not have the right to vote.”
In addition, the Board proposes to change Section 6 which currently reads:
ARTICLE 6: Board of Directors
6.1 Board of Directors Defined: The Board of Directors shall include at least seven (7) members. The Board of Directors shall manage the business and affairs of the LSCCF, and may exercise all such powers and do all such acts and things as may be exercised or done by a corporation, subject only to the provisions of the law and of the LSCCF’s by-laws. For Board of Directors’ meetings, a quorum is defined as a majority of Directors.
6.2 Election of Directors: A slate of officers shall be presented by the Nominating Committee at the Annual Meeting. The names of the nominees will be listed on the notice of the Annual Meeting sent to all members. Additional nominations may also be made from the floor. The Directors shall be elected by a majority vote at that Annual Meeting.
6.3 Term of Directors: The term of office of each Director begins on the first day after the Annual Meeting at which he is elected. A Director serves for the term of one year but is eligible for re-election.
6.4 Removal of Directors: A Director found guilty of illegal activity, taking personal gain from LSCCF assets, or using LSCCF assets in a fraudulent manner may be recommended for removal by a majority vote of the Directors. Actual removal shall be determined by a two-thirds (2/3) vote of members at an Annual meeting or a special meeting.
6.5 Filling of Vacancies: Vacancies that occur within the Board of Directors may be filled by appointment by a majority vote of the Board of Directors. Such appointment shall continue until the next Annual Meeting.
6.6 Duties of Board of Directors: The Board of Directors shall execute all duties and responsibilities as defined in these by-laws. In addition, they may appoint committees and name the committee chairpersons.
6.7 Election of Officers: The President and the Vice President shall be elected by majority vote by members at the Annual Meeting and are to be selected from the newly elected Board of Directors. Within fourteen (14) days, the Board of Directors shall also appoint the Secretary and Treasurer, and the Secretary shall cause to be posted on the LSCCF website the names of all officers together with the names of other members of the Board of Directors.
6.8 Board Meetings: The Board of Directors shall meet at least ten (10) times annually, but also whenever called by the President, or upon the call of any three (3) members of the Board. Notice of the meeting shall be given orally in person, by telephone, or in writing at least seven days in advance of the meeting, except in cases deemed emergency by the President and at least two Directors. No meeting will be held unless a majority of the directors is present (a quorum).
6.9 Board Meeting Procedure: The procedure for Meetings of the Board of Directors shall be as appropriate to the business at hand. When possible, the agenda will include (1) minutes of the previous meeting, (2) reports by officers, (3) committee reports, (4) unfinished business, and (5) new business.
The Board recommends revising Article 6 of the existing by-laws as follows:
- At the end of 6.1 add the following sentence: “Only Regular Members and Associate Members in good standing are eligible to serve on the Board of Directors.”
- At the beginning of 6.5 insert: “Additional Board Members or” and then lowercase v on vacancies.
- In 6.6 at second line after “responsibilities” add “of directors”
- Election of the directors
- Election of the president and vice president
- Lake Improvement Committee report
- Call for new business, if any
- Questions from members, including those submitted in writing prior to the meeting
- Closing remarks