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By-laws

BY-LAWS FRIENDS OF THE WEKIVA RIVER, INCORPORATED
PURPOSE AS STATED IN THE ARTICLES OF INCORPORATION
CHARTER NUMBER 764792, FILED SEPTEMBER l, 1982
The primary purposes for which this corporation is formed are:
To promote and protect the unique environmental and recreational values of the Wekiva River and its tributaries, in a manner consistent with Section 501(c)(3) of the Internal Revenue Service Code;
To protect the integrity of the Wekiva River basin;
To work toward restoration and continuation of the Wekiva River and its tributaries to their natural state;
To engage lawfully in the exchange and dissemination concerning the purposes and objectives of the Corporation; and
To carry on educational activities to the same end.

FRIENDS OF THE WEKIVA RIVER, INCORPORATED

Article I - Powers and Duties of Officers, Board of Directors, and Executive Committee

Section 1. The President shall preside at meetings of the Corporation, the Board of Directors and the Executive Committee, and shall enforce the provisions of the Charter and the By-Laws of the Corporation. He or she shall decide all questions of order, act as judge in elections and declare the results, appoint the chairs of standing committees, with the approval of the Board, and the chairs of such special committees as may be authorized by the Board of Directors, and perform such other duties as the Board of Directors or the By-Laws may provide.

Section 2. The Vice-President shall take the place of the President in case of his or her absence and perform all those duties necessary during the absence.

Section 3. The Secretary shall keep accurate reports of the proceedings of the Corporation and the Board of Directors and the Executive Committee and shall provide a copy of each to the President, shall take care of the general correspondence of the Corporation, shall have charge of all records, and shall perform such duties as the Board of Directors or the By-Laws may provide.

Section 4. The Treasurer shall receive and be the custodial of all monies of the Corporation and shall keep the Board fully advised of all matters connected therewith; keep an accurate book record showing all receipts and disbursements, deposit the funds of the Corporation in such depository as the Board may designate, pay all bills of the Corporation upon the authority of the Board, and perform such other duties as the Board or the By-Laws may provide. The Treasurer shall also serve on the Finance Committee.

Section 5. The Board of Directors shall have general supervision over all the affairs of the Corporation. It shall have the power to fill vacancies in the list of officers or the Board and shall have the power and authority to prescribe rules and regulations as to Corporation matters not otherwise provided for in the Charter and By-Laws. The Board of Directors, consisting of at least 15 members shall be elected by general membership at the annual meeting. The Board of Directors shall include the Chairs of all committees provided for in the By-Laws.

Section 6. The Executive Committee consisting of the officers and two of the directors chosen by the Board of Directors shall conduct the business of the Corporation between Board Meetings, subject to approval of the Board.
Article II - Duties and Functions of Committees

Section 1. The Membership Committee shall endeavor to bring into the Corporation all who are interested in the primary purposes for which this Corporation is formed as set forth in the Charter.

Section 2. The Publicity Committee shall strive to secure the maximum of publicity covering the activities and objectives of the Corporation.

Section 3. The Hospitality Committee shall greet members and guests, provide name tags, and provide light refreshments at each general membership meeting.

Section 4. The Finance Committee shall devise means of raising money and prepare a budget for the year.

Section 5. The Conservation Committee shall include individuals with specialized training in scientific disciplines related to water quality and both plant and animal life peculiar to the Wekiva River basin. The committee will maintain liaison with Federal, State, and local governmental agencies in matters related to the purposes for which this Corporation was formed.

Section 6. The Community Affairs Committee shall provide for a Speakers Bureau; sponsor an annual Wekiva River Awareness Day; sponsor and encourage a Wekiva River Clean-Up with community involvement at least annually; and promote an Environmental Education Program designed to protect the Wekiva River basin and to gain community support.
Article III - Election of Officers and Directors

Section 1. Officers may serve for two successive one-year terms and except for the secretary and treasurer will not be eligible for reelection for continued successive terms.

Section 2. A Nominating Committee of three or more members shall be appointed by the President not later than February each year, to submit a slate of officers and directors at the March meeting to be voted upon at the regular annual meeting of the Corporation in April. After nominations from the floor, if any, at the annual meeting, the election shall proceed by secret ballot. A majority of the votes cast shall constitute an election.

Section 3. When there is but one candidate for the office, the election by ballot may be dispensed with and the election then proceed by acclamation.

Section 4. Following the election, elected Officers shall take office immediately.
Article IV - Meetings of the Corporation

Section 1. Regular meetings of the Corporation shall be held in October and April.

Section 2. Regular meetings of the Board of Directors shall be held the first Tuesday of the following months: February, March, April, June, August, October and December. Special meetings of the Board may be called by the President or at the written request of five members of the Board.

Section 3. Executive Committee meetings shall be held at the call of the President or upon written request of two members of the Executive Committee.

Section 4. Special meetings of the members may be held at the call of the President or upon written.request of ten members, due notice having been given to the membership.
Article V - Quorums

Section 1. Five (5) percent of the members shall constitute a quorum for a meeting of the membership, provided there are present two officers of the Corporation.

Section 2. Five (5) members of the Board of Directors shall constitute a quorum.

Section 3. Three (3) members of the Executive Committee shall constitute a quorum.
Article VI - Fiscal Year

Section 1. The fiscal year of the Corporation shall be from August 1st to July 31st.
Article VII - Amendment of By-Laws

Section 1. The By-Laws of the Corporation are to be made, altered, or rescinded as provided in Article IX of the Articles of Incorporation.
Article VIII - Membership Dues

Section 1. The membership dues shall be $10.00 per individual to be paid annually.
Article IX - Honorary Memberships

Section 1. The Board of Directors shall establish and publish rules regarding Honorary Memberships, such rules to be maintained by the Secretary of the Corporation.

Adopted by a majority vote of the
Board of Directors as provided in
the Articles of Incorporation.
Date: December 7, 1982

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