ByLaws

Indian Lake

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BY-LAWS OF INDIAN LAKE COMMUNITY CLUB

A Non-Profit Organization Incorporated July 22, 1924 Denville, New Jersey   -Last revised 2008

ARTICLE I

NAME:

In accordance with the provisions of the Certificate of Incorporation of the State of New Jersey, filed in the office of the Clerk of Morris County, the name of this corporation shall be “INDIAN LAKE COMMUNITY CLUB.”

ARTICLE II

OBJECTS AND PURPOSES:

The objects and purposes for which this corporation is formed are to protect and promote the interests of the residents of the community, known as Indian Lake,  located in Denville, New Jersey, and to acquire, erect and maintain such facilities as shall be expedient and proper for such objects and purposes to the end that said community may be maintained as a residential community of the highest order. The facilities of the Club shall not be rented for any reason whatsoever except that the Clubhouse may be rented to members for private use within rules established by the Board of Trustees. without prior approval of the Board of Trustees, and then only to current year members in good standing and within the rules of the rental agreement established by the Board of  Trustees.

ARTICLE III

BOUNDARY:

Wherever in these By-Laws the words “Community of Indian Lake,” or any variation thereof, are used, it is intended to describe the area within the Township of Denville that lies north of the railroad right-of-way which was formerly the main line of the Delaware, Lackawanna and Western Railroad and south and west of the right-of-way which was formerly the Rockaway Branch of that same railroad, but not further west than Blocks 105A, 104, 101, 291B, 291A, and 315 as shown on the 1952 2008 tax map of the Township of Denville or further southwest than Blocks 299 and 315, as shown on that same map. On Block 315 the area is restricted to one building lot 250 ft. deep west of Franklin Road. Property north of Route 80 shall not be considered within the boundaries of Indian Lake.

ARTICLE IV

MEMBERSHIP:

Membership in this corporation shall be divided into three classes: Active, Life and Limited.

Section 1, ACTIVE MEMBERS

Any persons owning and holding record title to real property in the Community of Indian Lake,their spouse, civil union partner, or significant other, and/or any adult person renting or leasing a house in the Community of Indian Lake, their spouse, civil union partner, or significant other, who resides in the leased or rented house shall be eligible for election as an Active Member.  Such membership shall continue only as long as the member continues to own and to hold record title to such real property or to rent or lease and to reside in the rented or leased house. No individual 23 years of age or younger and listed as a Active Member’s child on the Indian Lake Community Club (ILCC) membership application is eligible for Active Membership. No more than one two Active Members can be elected from each household.

Section 2. LIFE MEMBERS

Any person can be elected to Life Membership in the ILCC. Life mem­bers shall be entitled to all the privileges enjoyed by Active Members. Life Membership requires a unanimous vote of the Board of Trustees.

Section 3. LIMITED MEMBERS

Any person who would otherwise qualify under Section 1 as an Active Member but whose membership privileges are limited is a Limited Member. The rights and privileges of each Limited Member shall be set forth on his or her member­ship card.

Section 4. APPLICATION FOR ACTIVE MEMBERSHIP

Applications for Active Membership accom­panied by payment of dues and fees shall be made to the Membership Chairman in writing on a form provided by the Club. The Membership Chairman will make a recommendation to the Board of Trustees. Election to Active Membership requires approval by a five-sixths vote of the Trustees present at any meeting. Applications for Active Membership accompanied by payment of dues and fees shall be accepted by the Membership Trustee on behalf of the Club on a form provided by the Club. Membership will be formally accepted at the next regular monthly meeting of the Board of Trustees.

Section 5.  PRIVILEGES OF MEMBERSHIP

Membership in the Club shall entitle a member and those residents in the same household to all the rights and privileges of the Club, its facilities and appurtenances, except insofar as such rights and priveleges are otherwise limited by these By-Laws. Only Active and Life members hold the privilege to be elected trustee or to vote at ILCC Annual or Special meetings and Trustee Elections.

Section 6. HONORARY PRIVILEGES

Privileges to use the beaches and other social and recreational facilities may be granted on an honorary basis, if the Board of Trustees deter­mines the granting of such privileges to be in the best interests of the ILCC. The granting of these privileges shall be for one year only and requires approval by a two-thirds vote of the Trustees. These privileges may be renewed from year to year by a similar vote of the Board of Trustees. They are not transferable.

Section 7. TERMINATION OF MEMBERSHIP Membership may be revoked by a two-thirds vote of the Board of Trustees for reasons deemed detrimental to the welfare of the Club.

Section 8. GUESTS

Guests of members are restricted by the rules and regulations set down by the Board of Trustees.

ARTICLE V

DUES AND FEES:

All dues, fees and assessments for the member­ship year June 1 to May 31 shall be payable on or before June 1 each year. All dues, fees and assessments shall be fixed by the Board of Trustees each year. Any person owning and holding record title to habitable real property real property upon which a home may be built under current zoning law in the Community of Indian Lake shall be assessed an Upkeep Fee in each year as a Fair Share Fee towards towards expenses incurred to maintain and improve all ILCC properties and treatment of the Lake waters. Life Members shall be exempt from the payment of all dues, fees, and assessments. Any member who has failed to pay his or her dues and fees on or before June 1st in any year shall be automatically dropped from Club mem­bership on that date. Reinstatement of member­ship requires application for Active Membership to the Board of Trustees as specified in Article IV accompanied by payment of all dues and fees.

ARTICLE VI

BOARD OF TRUSTEES:

There shall be a Board of Trustees consisting of 18 members.

Section 1. DISTRICTS

The Community of Indian Lake shall be divided into six three geographical districts, as shown on a map which is displayed in the ILCC Clubhouse with a copy of said map being  held in the files of the Secretary of the Club.

Section 2. TRUSTEE ELIGIBILITY

Two Four Trustees, who reside therein, shall be elected from each district to serve for a period of three years. Absent a valid candidate from a district, the Board of Trustees can appoint an alternate candidate, from a different district, to fill the vacant position. Six Trustees shall be elected from the community at large to serve for a period of three years. The terms of the Trustees shall be so arranged that the term of not more than one Trustee  two Trustees  in each district shall expire in any one year and the terms of not more than six Trustees in all shall expire in any one year.

To be eligible for election as a Trustee a candidate must be over 21 years of age and a member of the Club as defined in Article IV. A District Trustee shall continue as such only so long as he or she continues to reside in the district from which he or she was elected. At least one Trustee in each district shall be a year-round resident.

Section 3. AUTHORITY AND RESPONSIBILITIES

The Board of Trustees shall be the managing body of the Club. It shall have the full control of all funds and property of the Club. It shall have full power, and it shall be its duty to carry out the purposes of the Club according to the Charter,

By-Laws, Rules and Grants. It shall authorize all contracts to which the Club is a party. Authorized contracts requiring signatures shall be signed by the President with the Secretary or with the Treasurer.

The Board of Trustees shall make its own rules for the conduct of its business. It may make such other rules and regulations consistent with the provisions of these By-Laws for the operation and management of the affairs of the Club.

Section 4. MEETINGS

The Board of Trustees shall meet monthly at such times and in such places as it shall, by a majority vote, determine. Special meetings of the Board may be called by the President on three days written  notice or  on 24 hour notice transmitted directly to each Trustee in person. Any six Trustees may call a special meeting of the Board by giving similar notice.

All Past Presidents of the Club, regardless of the period of time they served on the Board of Trustees, who are members of the Club, and all Trustees not then members of the Board who have served at least 12 years on the Board of Trustees, who are members of the Club, have the right to attend all meetings of the Board of Trustees but cannot vote at such meetings.

Section 5. VACANCIES

The Board of Trustees may and should en­deavor to fill any vacancy, such appointment to be for the remainder of the unexpired term. The appointee must be a person who would be qualified to fill the vacancy if running for election All non-elected trustees, appointed by the board of trustees must be approved by majority vote of the membership at the next annual meeting of the ILCC.

Section 6. TERMINATION OF MEMBERSHIP ON THE BOARD OF TRUSTEES

A Trustee's membership on the Board of Trustees may be terminated for cause by a two-thirds vote of all the Trustees.

A Trustee's membership on the Board of Trustees will be automatically terminated unless he or she is excused by a two-thirds vote of the Trustees present at a regular meeting, for failure to attend our successive regular meetings or for failure to attend 60 percent of all the regular meetings in a fiscal year.

Section 7. QUORUM

A majority of the existing members of the Board of Trustees shall constitute a quorum.

ARTICLE VII

OFFICERS AND COMMITTEES OF THE BOARD OF TRUSTEES:

Section 1. ELECTION AND REMOVAL

The Board of Trustees shall, at its meeting in October of each year, elect from among its members a President, a Vice President, a Secretary, a Treasurer, a Chairman of the Elections Commit­tee, and five additional members of the Elections Committee. The six members of the Elections Committee shall, at the time of election, each be eligible to vote in a different one of the six  three districts, and shall not be due for reelection as Trustees before the next October meeting of the Board. These 10 individuals shall hold office until the end of elections at the regular meeting in October of the following year. An individual may be removed from office by a two-thirds vote of the members present at any meeting of the Board. An individual who ceases to be a Trustee shall cease to be an officer or member of the Elections Committee. If any office or Elections Committee membership should become vacant, a successor shall be elected no later than the following regular meeting of the Board.

Section 2. DUTIES OF THE PRESIDENT

The President shall preside at all meetings of the Club, the Board of Trustees and the Executive Committee, and perform such other duties as these By-Laws assign to him. The President shall appoint a Finance Committee, a Membership Committee and such additional committees as he/she deems necessary to fulfill the Objects and Purposes of the Club.

Section 3. DUTIES OF THE VICE PRESIDENT

The Vice President shall perform the duties of the President in the absence of the President.

Section 4. DUTIES OF THE TREASURER

The Treasurer shall receive all funds paid to the Club and deposit them as directed by the Board of Trustees. The Treasurer shall pay all obligations of the Club after approval by the chairman of the committee incurring the expense. All disburse­ments shall be made by check signed by the President or Vice President and the Secretary or Treasurer or by the Secretary and Treasurer. The Treasurer shall keep the accounts of the Club and report thereon at each regular meeting of the Board. made by the Treasurer in excess of a pre-determined dollar amount set by the current Executive Committee, shall require two signatures on the check or payment from any two of the following four officers, President, Vice-President, Treasurer, or Secretary. Any check or payment of less than that pre-determined dollar amount shall only require one signature of any of those four officers. The Treasurer shall keep the accounts of the Club and report thereon at each regular meeting of the Board of Trustees. The Treasurer shall be bonded in an amount to be determined by the Board.

Section 5. DUTIES OF THE SECRETARY

The Secretary shall give advance notice of all meetings of the Club, of the Board of Trustees and the Executive Committee. The Secretary shall keep the minutes of these meetings and of any other meetings as directed by the President. The Secretary shall be the custodian of the seal of the Club and all papers and documents belonging to the Club. The Secretary shall be bonded in an amount to be determined by the Board.

Section 6. EXECUTIVE COMMITTEE

There shall be an Executive Committee, which shall consist of the elected officers and three other Trustees, appointed by the President. Four mem­bers of this committee shall constitute a quorum and meetings may be called by the President or by any two members on two hours' notice. This committee shall be vested with all the powers of the Board of Trustees only when an emergency arises concerning a decision required by a date which, under the existing circumstances, would not permit the calling of a special meeting of the Board of Trustees. Decisions of the Executive Committee shall be by a majority vote of the members present. In the event of a tie, the President shall vote.

Section 7. FINANCE COMMITTEE

The Finance Committee shall audit all books and accounts of the Club and all Sub Clubs. The Finance Committee shall submit an annual finan­cial report to the Board of Trustees. The Board shall engage an independent outside auditor to prepare an annual statement of profit and loss and a balance sheet for the Club. The Treasurer cannot be appointed as the Chairperson of the Finance Committee.

Section 8. MEMBERSHIP COMMITTEE

The Membership Committee shall solicit new members, make recommendations to the Board of Trustees regarding applications for membership, collect dues and fees, issue membership cards and tags, assign a voting district to each member and maintain records of members and dues and fees collected.

All monies collected by the Membership Com­mittee shall be turned over to the Treasurer and deposited in the Club account.

Section. 9. ELECTIONS COMMITTEE

The Elections Committee shall conduct and supervise elections of Trustees. The Elections Committee shall submit nominations for elections of officers and members of the Elections Commit­tee. Meetings of the Elections Committee may be called by the Chair or by any two members of the committee up on 24 hours notice to the other committee members. Four members shall consti­tute a quorum. The Elections Committee may make rules and act as necessary to conduct elections as provided by these By-Laws. If a candidate for a district trustee position is running unopposed in a their district, no formal election need be conducted.

ARTICLE VIII

ELECTION OF TRUSTEES:

Section 1. VOTING

All elections of Trustees shall be by majority vote. Each member of the Club, in good standing, or his or her proxy of at least 21 18 years of age, shall be entitled to one vote.

Section 2. DISTRICT TRUSTEES

Elections for District Trustees shall be held on the third Friday in August at the Clubhouse. An Active member may vote in only one district election; that district shall be determined by the Member­ship Committee based upon the members resi­dence. Names of candidates must be submitted in writing to the Elections Committee at least one week prior to the required time for posting names of candidates. Names may be submitted by any Active member eligible to vote in that district election and must be accompanied by the written accept­ance of the candidate. Candidates must be eligible to vote in the district. The names of candidates must be posted outside the Clubhouse, at the Main Beach House, and at the Franklin Road Shawnee Beach House and on the ILCC Website not later than the Sunday preceding the election. Votes may only be counted for candidates as posted. The Election Dates may be changed, by a majority vote of the Board of Trustees, but cannot be held later than the second Friday in September.

Section 3. TRUSTEES-AT-LARGE

Elections for Trustees-at-Large shall be held at the Annual Meeting of the Club. Nominations for Trustees-at-Large may be made from the floor at the Annual Meeting, if the nomination is accepted by the nominee and is seconded. Active and Life Members, as defined in Article IV are entitled to one vote for each Trustee position to be voted upon. Write-in votes for Trustees-at-Large shall not be valid.

ARTICLE IX

ANNUAL AND SPECIAL MEETINGS OF THE CLUB:

All annual and special meetings of the Club are held at the Clubhouse. Notice of all meetings must be mailed sent to the Indian Lake address of each member at least 10 days prior to the meeting.

Section 1. ANNUAL MEETING

The Annual Meeting of the Club shall be held on the fourth Friday in September at 8 p.m. unless otherwise amended by a majority vote of the board of trustees. The annual meeting will be held no later than the first of November each year.

Section 2. SPECIAL MEETINGS

Special Meetings of the Club may be called by the President or by a majority vote of the Trustees present at a Board of Trustees Meeting or by any 25 members who shall deliver their request to the Secretary. In all cases, the person(s) calling the meeting shall specify the date and time, which shall be subject to the availability of the Club­house and to the required notification of the membership

Section 3. ORDER OF BUSINESS

At each Annual Meeting of the Club the order of business shall be:

l. Roll call of Trustees

2. Acceptance of the minutes of the previous meeting

3. President’s report

4. Treasurer’s report

5. Reports of committees

6. Unfinished business

7. New business

8. Adjournment

The order of business may be suspended or amended by a majority vote of the members present, including proxies of at least 21 18 years of age.

Section 4. CONDUCT OF MEETINGS

Meetings shall be governed by Roberts' Rules of Order (revised) except as otherwise provided in this article. A Quorum consists of 25 members.

Those residents in the same Indian Lake household as a member may attend. Voting is limited to members as defined in Article IV.

ARTICLE X

AMENDMENT OF BY-LAWS

These By-Laws may be amended by a two-thirds vote of the members present, including proxies of at least 21 18 years of age, at any meeting of the Club provided that written notice of the proposed amendments has been mailed sent to the Indian Lake address of each member of the Club at least 10 days prior to the meeting.

Presented and approved at a Special Meeting of the Membership on Sept. 30, 1962.

Revised at a Special Meeting of the Membership on March 5, 1972.

Revised at a Special Meeting of the Membership on July 1, 1980.

Revised at a Special Meeting of the Membership on August 25, 2008.

JOHN G. CISCO – President

BOB ELKO – By-Laws Committee Chairman

JANE SCHWEIZER, GARY LARGE, MARK KOHLER, RON TOFFOLO –

By-Laws Committee Members

Attest:

JOHN FISHER--Secretary