| Susquehanna
River Trail Association, Inc.
Article
I: Name
The name of this organization shall be the “Susquehanna River Trail Association,
Inc.” abbreviated as “SRTA”.
Article
II: Purpose
The Susquehanna
River Trail Association, Inc. (SRTA) is incorporated under the Pennsylvania
Nonprofit Corporation Law of 1988 for the following purpose or purposes:
It is organized exclusively to engage in all legal activities related
to the development, maintenance, and operation of the Susquehanna River
Water Trail – Middle Section (SRWT-MS), defined between Shamokin Dam and
Harrisburg on the Susquehanna River in Pennsylvania.
The SRTA shall promote sustainable use of the river and work toward the
continued stewardship of the river and surrounding watershed in partnership
with private individuals, environmental and recreational organizations,
and government agencies at local, county, state, and federal levels. Further,
the SRTA shall work with other organizations toward the goal of a continuous
water trail the length of the Susquehanna River and its tributaries, which
are outside the limits of the SRWT-MS.
The SRTA is organized exclusively for charitable, educational, and scientific
purposes, including, for such purposes, the making of distributions to
organizations that qualify as exempt organizations under Section 501(c)(3)
of the Internal Revenue Code, or the corresponding section of any future
federal tax code. No part of the net earnings of the corporation shall
inure to the benefit of, or be distributable to its members, trustees,
officers, or other private persons, except that the corporation shall
be authorized and empowered to pay reasonable compensation for services
rendered and to make payments and distributions in furtherance of the
purposes set forth herein.
No substantial part of the activities of the corporation shall be the
carrying on of propaganda, or otherwise attempting to influence legislation,
and the corporation shall not participate in, or intervene in (including
the publishing or distribution of statements) any political campaign on
behalf of or in opposition to any candidate for public office. Notwithstanding
any other provision of these articles, the corporation shall not carry
on any other activities not permitted to be carried on (a) by a corporation
exempt from federal income tax under Section 501(c)(3) of the Internal
Revenue Code, or (b) by a corporation, contributions to which are deductible
under Section 170(c)(2) of the Internal Revenue Code, or the corresponding
section of any future federal tax code.
To implement this purpose the SRTA shall solicit funds, apply for grants,
organize volunteers, hire or contract for additional services, and work
toward effective coordination of its governmental, civic, and business
partners in this endeavor.
Finally the SRTA shall cooperate with and lead efforts to teach the sustainable
use of a water trail including but not limited to safe operation of watercraft,
safe and sustainable camping practices, and appreciation of the river
history and natural environment.
Article III: Membership
Membership shall be open to anyone interested in the planning, promotion,
and maintenance of a water trail system in the Susquehanna River watershed.
The purpose for maintaining membership in the association is:
1. To maintain a roster of names and addresses of persons with interest
in the Susquehanna River Trail so that the association may plan and
promote activities and increase volunteer participation in the planning
and maintenance of the SRWT-MS.
2. To enable the collection of dues to be used for the purposes of
the SRTA as defined above.
Section A: Categories
1. Adult - individuals 18 years of age or older
2. Junior - individuals 12 to 17 years of age
3. Additional memberships and a dues schedule as created by the SRTA
by resolution
Adult and junior members are those living in a household for which dues
have been paid. They shall have the right to vote and participate in debate.
Voting may be by any reasonable means.
Section B: Suspension or Forfeiture
Members may be subject to suspension or forfeiture, or removal from office
in the event of a failure to comply with any of the bylaws or any attempt
to represent themselves falsely as a spokesperson for the association.
Action may be proposed by resolution at any meeting and taken by a majority
vote at the next meeting of the association members.
Section C: The membership shall be vested with the management
of the business and affairs of the SRTA.
Section D: Membership Term
Membership is based upon the calendar year (valid January 1 through
December 31) and must be renewed annually. New membership applications
received after June 30 shall be valid through the next calendar year.
Section E: Membership Privileges and Benefits
Membership privileges and benefits shall be determined from time to
time by membership vote.
Section F: Reinstatement of membership
Any member who has had their membership suspended or forfeited pursuant
to Section B of this Article may be reinstated with full membership benefits
by resolution of the action(s) which resulted in their loss of active
membership status, and reinstatement by a majority vote of the membership
at a regularly scheduled meeting of the Association. Membership lost due
to failure to pay annual dues will be reactivated upon receipt of application
and payment of the renewal fee.
Article IV: Dues
Section A: Membership dues shall be proposed as a set
fee per household or organization at the October meeting and adopted at
the December meeting. In the event these meetings are not held, previous
dues remain in effect and may be altered at the next two consecutive meetings.
For purposes of voting, any member organization shall be entitled to one
vote, to be cast by any organization member, at any meeting. The individual
casting such vote shall not be entitled to an additional vote as an individual
or family member.
Section B: Members shall be reminded in writing of
yearly dues payment no later than November. Members who fail to renew
their membership by February 1 shall be considered in arrears. Members
in arrears shall lose membership privileges and benefits at that time.
Article V: Meetings
Section A: The general membership shall meet as the
business meeting of the SRTA at a time and place as set by the membership.
Such meetings shall be open to the entire membership and shall be scheduled
to take place the first Thursday of each month at 7:00 p.m. unless otherwise
notified. All members shall be notified in writing of all meetings a minimum
of 5 days prior to the scheduled meeting date. Likewise, all members shall
be notified in writing of all meeting cancellations, if possible, a minimum
of 5 days prior to the scheduled meeting date.
Section B: Any two elected officers or any group of
five or more members can call special meetings at any time. All members
shall be notified by electronic mail or sent a letter at their listed
home address prior to all meetings, with said notice specifying the nature
of the business to be conducted. Business transacted at all special meetings
shall be confined to the subjects stated in the notice and matters germane
thereto.
Article VI: Officers
Section A: The elected officers shall be First Co-President,
Second Co-President, Vice President, Corresponding Secretary, Recording
Secretary, and Treasurer.
Section B: Only adult members shall be eligible to
hold the offices of First and Second Co-President, Corresponding Secretary,
or Treasurer. Any member shall be eligible to hold any other office including
Recording Secretary, chairpersons of committees and trail masters.
Section C: Nomination of Officers
1. A nominating committee shall be appointed by the Second Co-President
by the August meeting. Any interested member may request to join the
nominating committee at that meeting.
2. Nominations from the Nominating Committee and from the membership
shall be completed by the October meeting. In the event that an October
meeting is not held, members shall be notified of nominations in writing
by October 20.
Section D: Election and Terms of Officers
1. Ballots shall be distributed, as soon as practicable after nominations
are made and accepted in October. Ballots must be returned to the SRTA
office by November 15 to be counted. Election results shall be announced
no later than the December Association Business Meeting
2. The term of office for First and Second Co-Presidents shall be one
calendar year, January through December. A new Second Co-President is
elected by the general membership each year by November 15. The current
year’s Second Co-President automatically becomes the new First Co-President.
All other officers shall serve one calendar year, January through December.
3. In the event an office becomes vacant, it shall be filled by special
election at the next regular business meeting of the Association.
Section E: Duties of Officers
Duties of officers shall be as stated as follows, with changes made
as required by vote at any regular meeting. All members shall receive
copies of these duties in writing yearly, a minimum of 1 month prior to
October nominations.
1. First Co-President – Shall preside at all regular meetings (unless
notification is given otherwise); shall be authorized to execute documents
requiring a seal, under the seal of the corporation, as well as grant
applications on any local, state, or federal level; shall be an Ex-officio
member of all committees; shall have the general powers and duties of
supervision and management usually vested in the office of president;
and shall set the agenda, time and place for all regular meetings, and
forward such to the Secretary to allow timely notification to membership.
2. Second Co-President – Shall act in all cases for, and as the First
Co-President, in the latter’s absence or incapacity, and shall perform
such other duties as may be required to do from time to time.
3. Vice President – Shall arrange educational programs as requested
by the membership; and shall act in all cases for, and as the First
Co-President, in the event of both the First and Second Co-Presidents’
absence or incapacity; and shall perform such other duties as may be
required to do from time to time.
4. Corresponding Secretary – Shall handle correspondence and record
keeping on behalf of the organization:
a) Provide the following information to members via newsletter
or mailed notification:
i. Individual reminder of their yearly dues payment date per
Article IV.
ii. Notice of meetings in pursuance of the bylaws.
iii. Lists of the duties of officers yearly, a minimum of one
month prior to October nominations.
b) Receive, record, and transmit dues, donations and purchase
payments with copy of documentation source, to the treasurer.
c) Maintain a database of all members to be used for:
i. General communications and newsletters
ii. Recording membership dues payments
iii. Deleting records of members in dues payment arrears of 30
days
iv. Sending membership cards/receipts to members upon receipt
of dues
v. Recording and sending acknowledgement of gifts
d) Act as Recording Secretary in the latter’s absence or incapacity.
e) Attest to all legal documents requiring the seal of the corporation.
f) Maintain a database of contacts for publicity releases, including
the SRTA webmaster.
g) Send postal or electronic releases as prepared by the Publicity
Committee
h) Maintain an inventory of merchandise available from SRTA and
ship as purchased or arrange for display of items as appropriate.
5. Recording Secretary – Shall attend all meetings (unless notification
is given otherwise), and take minutes of such meetings, all of which
shall be recorded in a book kept for those purposes. Shall provide copies
of previous month’s minutes to meeting attendees, as well as to any
member requesting such at any time. Shall maintain archives containing
past minutes, financial reports and published documents of the organization.
6. Treasurer – Shall oversee the bookkeeping activity of the organization:
a. Maintain a SRTA checking account with the calendar year serving
as the SRTA fiscal year.
b. Review its books and ledgers at least annually
c. Provide a report of financial activities at all membership meetings,
as well as financial information to any member requesting such at
any time.
d. Submit all checks to the First Co-President, Second Co-President
or Recording Secretary for co-signature, along with a copy of the
invoice, or equivalent, for verification.
e. Submit copy of all deposit slips to Corresponding Secretary to
be attached to appropriate record of receipts.
Article VII: Committees
Section A: An Executive Committee (EC) shall be a standing committee
of the SRTA. The EC shall be composed of all elected officers and all
chairs of committees established by the SRTA. The EC shall assist the
President in setting an agenda for the regular meetings and implementing
decisions made by the membership. It shall be empowered to act consistent
with the decisions of the membership when time does not permit waiting
for a regular organizational meeting. When required by law, the EC shall
act as the Board of the SRTA. Minutes of the EC shall be distributed
at sub-sequential membership meetings.
Section B: A Resource Committee (RC) shall be a standing committee
of the SRTA. The RC shall oversee maintenance of the islands and trailheads
on the SRWT-MS. The RC shall report at all regularly scheduled meetings,
hold committee meetings as necessary to facilitate the ongoing care
of the River Trail.
Section C: Additional committees may be organized with the approval
of the membership. Appointment of members of a committee and its chair
will be made by the First Co-President with the advice of the EC and
the approval of the membership. All members shall be notified in writing
of all meetings a minimum of 5 days prior to the scheduled meeting date.
All members shall be notified in writing of all meetings a minimum of
5 days prior to the scheduled meeting date.
Article VIII: Rules
Section A: Consumption of alcoholic beverages is not permitted on
or before river travel or motor vehicle travel associated with SRTA
activities.
Section B: Coast Guard approved personal flotation devices (PFDs)
must be worn and fastened while participating in SRTA on-water events.
Section C: Activity coordinators have full authority and must have
the respect of the group on all trips, maintenance activities, and other
SRTA events. This includes but is not limited to conducting activities,
terminating an activity, assigning members or guests to specific canoes
or boats, determining who can attend the activity, and determining the
method of handling emergencies.
Section D: All persons attending water-based activities must be able
to swim well or must inform the activity coordinator of their inability.
Article IX: Quorum
The presence of six current members at any meeting shall constitute
a quorum, and will enable conducting of business at said meeting. The
members present at any meeting can continue to do business until adjournment,
notwithstanding the withdrawal of enough members to leave less than
a quorum, providing no objection is made by any member.
Article X: Rules of Order
Except as provided in these bylaws, “Modern Rules of Order” (PA Bar
Association) shall govern formal action taken by the association or
by any of its committees.
Article XI: Dissolution
Dissolution of the SRTA shall be accomplished by amendment to these
bylaws. Upon dissolution of the corporation, and after provision for
payment of all liabilities, all remaining assets shall be distributed
for one or more exempt purposes within the meaning of Section 501 (c)(3)
of the Internal Revenue Code, or the corresponding section of any future
federal tax code, or shall be distributed to the federal government,
or to a state or local government, to continue the purposes of this
organization. Any such assets not so disposed of shall be disposed of
by a Court of competent jurisdiction of the County in which the principal
office of the corporation is then located, exclusively for such purposes
or to such organization or organizations, as said Court shall determine,
which are organized and operated exclusively for such purposes. Dissolution
of the SRTA affects the association only as the SRT is a joint creation
of the association and its partners upon public land.
Article XII: Amendments
Amendments or alterations of these bylaws shall be made by providing
proposed changes to the general membership with other information required,
and according to, Article V, and ratified by an affirming vote taken
at the following Association Business or special meeting as provided
for according to the bylaws of the Association. The affirmative vote
shall require two-thirds approval of the members meeting the quorum
to adopt any amendment or alteration of the bylaws.
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