By-Laws

By-Laws of the Federation of Vermont Lakes and Ponds, Inc.

Article I

NAME

The name of this organization shall be The Federation of Vermont Lakes and Ponds, Inc. also known as FOVLAP.

Article II

MISSION and PURPOSE

MISSION: To preserve and protect Vermont’s lakes, ponds and their watersheds for the benefit of this and future generations.

PURPOSE:.

  1. Educate the lake and pond associations and the general public on existing and new policies and best management practices.
  2. Advocate and educate public officials and organizations on state-wide water quality and watershed policies that benefit the general public.
  3. Encourage lake and pond associations to share information with each other.

Article III

MEMBERSHIP

There are four types of membership in FOVLAP: individual, association, affiliate and lake representative.

  1. Individual: Any person is eligible for membership.
  2. Association: Any lake or pond association representing a bona fide lake or pond is eligible for membership.
  3. Affiliate: Any representative of a business adhering to the purposes of FOVLAP is eligible for affiliated membership. Affiliates are eligible to serve on the Board of Directors if elected by the membership.
  4. Lake Representative: A person, with voting rights, for a lake or pond that does not have an association that is a member of FOVLAP.
VOTING REPRESENTATIVE
  1. Each bona fide lake or pond association, as defined in the Membership paragraph above, shall designate a single representative to vote on behalf of that association and notify FOVLAP at or before the FOVLAP annual meeting in writing or electronically that said member is authorized to vote the interest of the said association.
  2. Lakes and ponds with no association shall have no more than one voting representative upon payment of FOVLAP dues.
  3. Affiliates shall not be eligible to vote at FOVLAP meetings nor designate a voting representative. However, if affiliates are elected or appointed to the FOVLAP board of directors, they have voting rights on board matters.
  4. A voter registration card is issued to the authorized person. It may be used for that one meeting and any postponement thereof and must be returned at the conclusion of the meeting and at any postponement thereof.
DUES

1. Membership Period shall be from January 1 to December 31 of each year.
2. The annual dues shall be fixed from time to time by the Board of Directors. Any Association, person or business may become a member (as defined in Article III – MEMBERSHIP) upon payment of annual dues and shall continue as a member for succeeding years provided annual dues for each such succeeding year are paid on or before the Annual Meeting of such year.

Article IV

OFFICERS

1. List of Officers: The Officers of FOVLAP shall be a President, a Vice-President, a Treasurer and a Secretary.
2. Election of Officers: The election of officers at the Annual Meeting is for a three-year term. Any vacancy in these offices shall be temporarily filled by a vote of the Board of Directors. A person elected or appointed as an Officer must be current in Association dues and remain so for the duration of the term.
3. Term of Officers: The terms for officers will rotate. The President and Treasurer will be up for election in one year and the Vice-President and Secretary will be up for election in a different year. Officers may serve up to a maximum of two consecutive ELECTED three-year terms.
4. Duties of the President and Vice-President: The President of FOVLAP shall preside at all meetings of the membership and the Board of Directors, call special meetings as may be required, and have general administration over the affairs of FOVLAP. The President shall be an ex-officio member of all committees. The Vice-President shall assist the President in all matters whenever called upon and preside over meetings in the President’s absence.
5. Duties of the Treasurer: The Treasurer shall have custody of the funds of FOVLAP, receive dues and make disbursements as directed, and make a financial report at all Board meetings and to the membership at the Annual Meeting. The Treasurer shall prepare the annual budget for approval by the Board and file the Federal and State tax returns as required for FOVLAP. The Treasurer shall compile a Biennial Report, filed as required by the Secretary of State.
6. Duties of the Secretary: The Secretary shall take minutes of all meetings, have custody of all records of FOVLAP, except financial, and provide for all communications either among the members or to outside parties.

Article V

BOARD OF DIRECTORS

1. Composition: The Board of Directors shall consist of the Officers and nine Directors. Officers are in addition to the nine members elected to the Board of Directors and shall be voting members of the Board. A person elected or appointed to the Board of Directors must be current in Association dues and remain so for the duration of the term. Officers and Directors are encouraged to pay individual membership dues.
2. Term of Office: The directors shall be elected for a term of three years, one-third of the full Board being elected each year at the Annual Meeting. A Director having been ELECTED to two consecutive three-year terms may not serve again until one year has elapsed.
3. Vacancies on the Board of Directors: The vacancies on the Board of Directors may be temporarily filled by appointment with a majority vote of the remaining Officers and Directors until the successor is elected at the next Annual Meeting. No person shall serve on the Board of Directors for more than eight consecutive years combined without a one year break in service.
4. Meeting of the Board: The Board of Directors shall hold at least three meetings a year including the Annual Meeting in September. One meeting shall be held in June before the Annual Meeting and one within two months after the Annual Meeting. The President or any three other Directors may call additional meetings. Notice of all meetings of the Board shall be given to each Director, either personally or by mail and or e-mail two weeks in advance of the meeting. Meeting locations should be held at a site convenient for the majority of the board members.
5. Authority of the Board: The Board is empowered to manage the affairs of FOVLAP, subject to such restrictions as may be specifically imposed by the FOVLAP membership. It is authorized to vote the expenditure of FOVLAP funds as may be required.
6. Quorum of the Board: A majority of Directors shall constitute a quorum for the transaction of business at any Board meeting.
7. Auxiliary Membership:  A person wishing to serve FOVLAP may be appointed by the Board of Directors as an “Auxiliary Member” of the Board of Directors, has no vote on the board and shall serve at the pleasure of the Board of Directors.

Article VI

ANNUAL MEETING

Unless otherwise determined by the Board of Directors, the Annual Meeting shall be held mid-state on the first Thursday that follows Labor Day in September. At least thirty days prior to the Annual Meeting, in accordance with Vermont state law regarding advanced notice, a notice of the Annual Meeting shall be mailed to all members via US mail and or electronically.  Nominations for the coming year shall be included in this mailing

Article VII

EXECUTIVE COMMITTEE

The Executive Committee shall consist of FOVLAP Officers and two Directors appointed by the President at the Annual Meeting. The responsibility of this committee shall be to make day-to-day decisions that may occur throughout the year in accordance with the purposes of FOVLAP and arrange for an Annual Audit of financial records. The committee shall have an acquaintance with and representation in matters that concern the membership during State Legislative sessions.

Article VIII

NOMINATING COMMITTEE

At least ninety days prior to each Annual Meeting the President shall appoint a Nominating Committee consisting of three members of FOVLAP, at least one being a Director or Officer who shall act as chairperson. The purpose of this committee is to select a number of nominees to be elected at the upcoming Annual Meeting. The chairperson of the Nominating Committee shall present a slate of nominees for election at the Annual Meeting where additional nominations may be made from the floor. Officers and Directors shall be elected by the votes of a plurality of the members voting.

Article IX

AD HOC COMMITTEES

The President shall appoint Committees from the Board of Directors and the membership as required.

Article X

LOBBYING AND ADVOCACY

Anyone representing FOVLAP, publicly or in government settings, is not permitted to participate in paid lobbying for or against any matter.  A person may advocate for or against a matter as an individual but cannot speak for FOVLAP on any matter without the approval of the FOVLAP Board of Directors.

Article XI

PARLIAMENT AUTHORITY

All procedural questions not resolved by the Articles herein shall be determined in accordance with Roberts Rules of Order.

Article XII

AMENDMENTS

These By-Laws may be amended by a two-thirds vote of the members attending the Annual Meeting and eligible to vote as prescribed in Article III – MEMBERSHIP, provided that notice of the proposed amendment or amendments accompanies the call for the meeting. Unless otherwise provided in the amendment, an amendment to the By-Laws shall take effect immediately.

Adopted at the Annual Meeting, July 23, 2001; Amended July 23, 2007, July 26, 2010, July 25, 2011, July 27, 2015, July 27, 2020.

The Federation of Vermont Lakes and Ponds, Inc. | P.O. Box 766 | Montpelier, VT 05601

Contact the Federation at:  http://vermontlakes.org/about-us/contact-us/