Important Dates:

Twin Lakes Association Pre-season Meeting
Saturday, June 13 @10am (Zoom Meeting)

Annual Meeting @ Isola Bella
August 8, 2020 (10 a.m.)

Twin Lakes Day @ Isola Bella
August 8, 2020 (12:30 p.m.)

Amended bylaws

AMENDED AND RESTATED BY-LAWS OF

THE TWIN LAKES ASSOCIATION OF SALISBURY, INC.

Adopted September 3, 1977

Amended August 31, 1991, July 6, 1996, August 8, 2015, and August 8, 2020

I. NAME AND OFFICE

The name of the organization shall be The Twin Lakes Association of Salisbury, Inc. Its office shall be located in the Town of Salisbury, Connecticut.

II. OBJECTIVES

The objectives of the Association shall be to preserve and enhance the general welfare, the natural resources, the environment and attractions, and the quality and ecology of the Twin Lakes area in the Town of Salisbury, and to promote the civic, social, and recreational activities of its residents. 

The nature of the activities to be conducted and the purposes to be promoted or carried out by the Association shall be exclusively charitable, educational, and scientific within the meaning to the Internal Revenue Code of 1986 as amended. 

The Association is nonprofit and shall not have or issue shares of stock or pay dividends. No part of the net earnings of the Association shall inure to the benefit of, or be distributable to, its officers, directors, members or other private persons, except that the Association 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 in these By-Laws.

III. MEMBERS

There shall be one class of members. Members shall be any person eighteen years of age or older who subscribes to and supports the purposes of the Association and has paid the annual dues for that year. Dues shall be in the amount established by the Board of Directors. Each member shall have one vote.

IV. OFFICERS

There shall be a President, a Senior Vice-President, a Secretary, a Treasurer (who shall distribute the funds of the Association with the authorization of the Board of Directors), these four positions collectively referred to as “Officers” and other such directors as the membership at any meeting or the Board of Directors from time to time may determine to be necessary. In the absence of the President, the Senior Vice President shall assume all the prerogatives and responsibilities of that office.

V. BOARD OF DIRECTORS

The Board of Directors shall consist of the Officers, the immediate past President, and such directors as shall be elected by the membership. The Board of Directors shall formulate and carry out the program of the Association provided, however, that the Board of Directors shall not authorize an expenditure of funds in excess of $5,000.00 on any particular project in any one calendar year without a vote of the membership approving the additional expenditure. The Board of Directors shall meet at such times as the President shall determine. At least 50% of the current directors shall constitute a quorum; provided that the attendance at the meeting by either the President or Senior Vice President (either in person or via any means of communication that simultaneously allows all participating directors to hear each other) shall be necessary for a quorum.

VI. VACANCY AND PARTICIPATION

Any vacancy in any office or position may be filled by the Board of Directors for the remainder of the unexpiredterm of such office or position. 

Directors may participate in and vote at any meeting of the Board of Directors through the use of any means of communication that simultaneously allows all participating directors to hear each other. Board of Directors action may be taken without a formal meeting by the written consent of all directors.

VII. COMMITTEES

The President shall appoint such committees, as the Board of Directors shall determine, from time to time, to be necessary to carry out the objectives of the Association.

VIII. DIRECTORS AND OFFICERS INDEMNIFICATION 

AND INSURANCE

The Association shall provide indemnification, to the fullest extent permitted by law, to the directors and the officers of the Association for actions taken on behalf or at the request of the Association and shall advance funds to pay for or reimburse, to the fullest extent permitted by law, expenses incurred in connection with any legal proceeding or claim against an individual who is a party to the proceeding or claim because that individual is a director or an officer of the Association.

The Association may purchase and maintain insurance on behalf of an individual who is a director, committee member, officer, employee or agent of the Association, or who, while a director, committee member, officer, employee or agent of the Association, serves at the Association’s request as a director, officer, partner, trustee, employee or agent of another domestic or foreign corporation, partnership, joint venture, trust, employee benefit plan or other entity, against liability asserted against or incurred by him or her in that capacity or arising from his or her status as a director, committee member, officer, employee or agent, whether or not the Association would have power to indemnify or advance expenses to him against the same liability.

IX. MEMBERSHIP MEETINGS

There shall be a regular meeting of the members of the Association in the month of June or July in each year. There shall be a second regular meeting of the members of the Association in the month of August or September in each year. The Board of Directors shall designate the place, date and time of all regular meetings and shall cause prior written notice to be given to the membership at least one week before any regular meeting. Special meetings of the membership shall be called by the President upon written request of five members and upon at least one week’s prior written notice to the membership. Prior to each meeting of the Association, it shall be the duty of the Secretary, together with the Treasurer, to determine the number of dues-paying members eligible to vote.  Voting by members may be in person or by proxy.

Officers and directors shall be elected for four-year terms, or until their successors are elected and qualified. Nothing in these Bylaws shall be construed as barring any officer or director from running for reelection upon the expiration of his or her term.

At the first regular meeting of the members in each “Election Year” (2020 and every 4 years thereafter) , the nominating committee shall present a slate of Officers and directors to be voted on at the second regular meeting of members in such Election Year. Such Officers and directors shall take office immediately following such vote of the members.

The nominating committee shall consist of a chairperson and at least 2 other members representing different geographic parts of the Twin Lakes area. Such committee shall be timely appointed by the President with the approval of the Board of Directors.

A Member may nominate himself or herself or any other member to serve as an Officer or director by giving written notice of the nomination to the Secretary of the Association at least 14 days before the second regular meeting in an Election Year.

Fifteen percent of the eligible membership at any duly called membership meeting shall constitute a quorum, and a majority vote of those members either present or voting by proxy shall govern. In the case of election of directors, each director receiving a majority of votes cast in favor of election shall become a member of the Board of Directors. In the case of election of Officers, when there are two or more candidates for a particular Office, the candidate receiving a plurality of the votes cast shall be considered elected to that Office. To the extent permitted by law, members may participate in any meeting through the use of any means of communication that simultaneously allows all participating members to hear each other.

X. AMENDMENTS

The By-Laws may be amended by a majority vote of the members present or voting by proxy at any membership meeting, provided at least one week’s prior notice of such meeting is sent to all members which sets forth the amendments proposed.