By-Laws

Friends of Lums Pond, Inc.

Mission Statement

Friends of Lums Pond, Inc. is a non-profit organization (qualifies under IRS 501(c)(3)) independent of state park management whose mission is the protection and preservation of the Delaware Lums Pond State Park through needs assessment, enhancement projects, public relations and education.

Friends of Lums Pond [State Park]

By-Laws

Article I – Membership

  1. Membership in the organization shall be open to any individual who pays the organizational membership dues, and pays either the annual vehicle registration or the daily park admission fee for meetings or Park Activities.
  2. Each member of the organization shall be entitled to one vote on any organization matter.
  3. Membership may be terminated by a majority vote of all members present at termination meeting. However, no member shall be terminated without said member receiving an opportunity to be heard.

Article II – Board of Directors and Organization Officers

  1. Officers and Board of Directors shall be members of the Organization. EXCEPTION: employees of Lums Pond State Park or other employees of the Delaware Division of Parks and Recreation may not be officers or board members of the organization. The Board of Directors (minimum of 3 board members) and four officer positions listed below, together they make the executive committee:
    1. President
    2. Vice President
    3. Secretary
    4. Treasurer
  1. Board of Directors: The Board of Directors (commonly referred simply as the board) jointly supervises the activities of an organization. The board of directors are elected at the annual meeting and serve minimum of two year terms with 1 position expiring per year (staggered terms). The first Board of Directors was added/elected in 2023 so one board member will be up for vote in 2025, the next in 2026 and the final one in 2027 for a staggered term. The annual meeting is also the timing for the directors to be elected. The Board of Directors will meet on a schedule they determine. Duties of the board of directors include:
    1. Setting the organization’s mission, strategy, and goals and providing sound governance, fiduciary and strategic oversight and direction.Setting strategy in consultation with park and state management. Sets boundaries for scope of activities with the mission and scope of the organization.
    2. Developing direction and plan for financial resources and ensuring the availability of adequate financial resources (including direction for spending directions)
    3. Ensuring effective organizational planning and legal compliance. Recognize and disclose conflicts of interest; Make decisions that are in the best interest of the nonprofit corporation; not in the best interest of the individual board member (or any other individual or for-profit entity).
    4. Advocating for the organization and using connections to help it grow. Upholding the public's trust and the organization's mission. Serve as ambassadors and advocates for the organization.
  2. The Officers: At the annual meeting of the organization, a President, Vice President, Secretary, and Treasurer shall be elected. The officers shall be elected by a majority vote of the members present at the annual meeting and shall serve a term of one year or until his or her successor is elected. The officers may meet on a schedule they determine. The officer’s primary duties are:
    1. President: Develops and executes plans to support mission of the organization and strategic objectives from the board of directors. Works with park superintendent and other staff to support the park’s direction for maintenance and growth.
    2. Vice President: Assists President in duties and leads activities in support of directions.
    3. The Secretary shall prepare the written records of all proceedings of the organization and all actions of the board of directors. The records shall be submitted to the board of directors for review and approval of the membership. The Secretary shall also be the custodian of these records. Additionally, the secretary shall be responsible for the coordination of all organization correspondence. The secretary will also be responsible for any "print"/"web" material to assure it is up to date and work with officers and board /other to change/upgrade.
    4. The Treasurer shall have custody of the organizational funds and securities and shall keep full and accurate accounts of receipts and disbursements in books belonging to the organization and shall keep the monies of the organization in a separate account, to the credit of the organization. The Treasurer shall disburse the funds of the organization as approved by the President, taking proper vouchers for such disbursements, and shall render an accounting of all organization transactions and of the financial condition of the organization upon request of the board of directors. The Treasurer shall also be responsible for any tax reporting and legal documentation related to the organization. At least two officers will be on the signature card for the bank account. The treasurer will make sure all the IRS reporting for organization is done on time and with approved content.
  1. Any officer or board member failing to attend, without a satisfactory excuse, three (3) executive committee meetings in any fiscal year may be considered as having tendered his or her resignation that shall be accepted by the executive committee.  In the event of a vacancy due to the removal, resignation, death, unfilled position, or other loss of an officer or board member prior to the completion of his or her term, the remaining executive committee may at their discretion appoint a new officer/board member, by majority vote to serve for the rest of the term. In the event of a tie vote, the tie shall be broken by a majority vote of the current committee chairperson.
  2. Both the Board of Directors and the officers plan for the annual meeting.
  3. The Friends of Lums Pond, Inc. shall hold all the property, effects, and assets of the organization in trust for the benefit and enjoyment of the members, and the Officers shall have the management and control of the same, and shall exercise a general superintendence over the affairs of the organization.
  4. There will be at least 3 meetings per year for the total Executive Committee (Board and Officers). There will be a minimum of one meeting to include all members (annual meeting). These are minimums meetings are not recommendations. Meetings should be designed to support the organization’s mission. In the President’s absence, the Vice President shall reside at all meetings of the organization.
  5. The officers, board of directors, and the members of the organization shall perform their duties without compensation.

Article III – Dues and Fiscal Structure

  1. The annual dues of members of the organization shall be proposed by the board of directors and approved by a majority vote of the board of directors and officers the month prior to the annual meeting and will be communicated at the annual meeting. The Treasurer will collect and account for the dues.
  2. The dues shall be collected annually for existing members (due date proposed by treasurer and finalized by officers). New members shall pay the dues upon joining the organization. If their membership date is within three months of the new fiscal year, the initial payment shall cover dues for the following year.
  3. Members are also required to pay admission to the Park for all meetings and organizational activities and projects. This may be done via the Annual Park Vehicle Registration Fee A/K/A Annual Permit, or paying the normal daily park entrance fee.
  4. The fiscal year for the organization shall coincide with the calendar year.
  5. The Delaware Division of Parks and Recreation, a branch of the Department of Natural Resources and Environmental Control (DNREC) may have volunteer benefits with logged volunteer hours for annual passes or other items. All members can partake in the official Delaware Division of Parks and Recreation systems for volunteers. Any concerns relative to ethics or conflicts of interest should be reviewed/referred to the board of directors.

Article IV – Meetings

  1. The annual meeting of the organization shall be held in April of each year at such place as the organization officers may select. At least 10 days notice thereof shall be emailed or mailed to each member at his or her last known address (email preferred). Other meetings with members will be determined by the Executive Committee and with at least 10 days notice.
  2. The Board of Directors can meet as determined by them. The officers can meet as determined by them. The executive committee will meet minimally three times per year (Executive Committee is the Board + Officers).
  3. A special meeting of the organization shall be called by the President upon receiving a notice or request from five members requesting such meeting and stating the purpose thereof.
  4. Special meetings of the organization, as required, shall be held at a place and a date and time to be fixed by the officers and at least ten days’ written notice thereof shall be mailed to each member at his or her last known email address.
  5. Four members of the executive committee, one of whom must be the President or Vice President, shall constitute a quorum for the transaction of all business. Should a quorum not be present at any meeting, those present may conduct such business as set forth in the agenda, subject to approval at the next meeting at which a quorum is present. In the absence of a quorum the members attending the meeting may not take action on any business not on the agenda for the meeting.

Article V – Committees

  1. The Board of Directors shall appoint bi-annually an Auditing Committee consisting of at least three members to audit the books of the organization. The auding committee shall submit a report at the annual meeting of the organization.
  2. The officers or board of directors shall appoint such other standing and ad hoc committees as shall be deemed necessary for the operation of the organization. Members of all such committees shall be members of the organization. The President shall define the duties of each such committee in writing.

Article VI – Projects

  1. Projects may be initiated by any member or standing committee.  If a committee does not exist for a given project and one is deemed necessary by the membership, a committee chairman shall be appointed by the organization officers, at their discretion. The committee chairperson shall form the committee at his or her discretion.
  2. All projects must be reviewed and approved first by the organization officers.
  3. Before a project can begin, it must be reviewed and approved by the Park Administrator/designee.
  4. All projects shall be performed with safety as the number one priority.
  5. All State and local laws and all Park rules and regulations shall be respected and followed during the execution of the projects.

Article VII – Amendments

These by-laws may be amended, repealed, altered, in whole or in part, by a majority vote of the membership of said organization who are present at any annual or special meeting. Such changes in the by-laws shall first be read and considered at an annual or regular meeting of the membership at least thirty days prior to the vote thereof. In addition, a written notification or email shall be provided to all members at least thirty days prior to the date of the meeting that a vote is to be taken (email preferred).