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BYLAWS
OF
PRIEST LAKE PERMITTEES ASSOCIATION, LTD

Article I.

Name

This organization shall be known as: PRIEST LAKE PERMITTEES ASSOCIATION, LTD.

Article II

Objects

The objects of this organization shall be:

To work for the protection of and the preservation of the rights of all Federal Permit Holders in the Priest Lake, Idaho, area.

To cooperate with the Forest Service of the United States Department of Agriculture in the development and improvement of the recreational facilities of the Priest Lake area.

To provide a means for social and economic betterment among the members and to build a better community.

Article III.

Membership

Section 1. There may be two classes of memberships: Active and Associate. Membership in this organization shall be primarily of the active class as herein defined. The ownership of a summer home shall equal one (1) membership in the association.

a. Active Membership

1. The active membership of this organization shall consist of holders of Federal Summer Home Permits at or near Priest Lake in the State of Idaho.

2. Either sole or joint permit holders may become active members, but there shall only be one (I) vote per Summer Home Permit.

b. Associate Membership.

1. Any other person desiring to become a member of this organization may become an associate member.

2. An associate member shall pay such dues as determined by the Board of Directors and shall be entitled to all the privileges of the organization except those of voting and holding of office.

Section 2. Both Active and Associate Members shall be admitted to membership by the payment of the annual dues by said new member

Section 3. Each year any active or associate member may be dropped from membership in the organization when six (6) months in arrears in payment of dues. Such membership may be reinstated by paying the delinquent dues within thirty (30) days of being notified that they have been dropped for nonpayment of dues.

Section 4. All members whose membership in the organization has been terminated in any manner shall forfeit all interest in any funds or other property belonging to the organization.

Article IV

Officers and Duties

Section 1. The officers of the organization shall be President, Vice-President, Secretary, and Treasurer.

Section 2. Each officer shall be an active member in good standing of the organization.

Section 3. All officers shall enter upon their official duties immediately upon their election to such office as hereinafter provided and shall serve for a term of one (1) year or until their successors shall be duly elected and qualified.

Section 4.

a. The President shall be the Executive Officer of the organization and shall preside over all meetings of the organization and the Board of Directors.

b. The Vice-President, in the absence of the President, shall preside at all meetings of the organization and the Board of Directors. The Vice-President shall also perform such other duties as usually pertain to that office or as may be assigned to him/her by the President or the Board of Directors.

c. The Treasurer shall receive all funds paid to the organization and shall disburse same on order of the Board of Directors. The President or Secretary can request and receive disbursements from the Treasurer in an amount less than $100 for necessary miscellaneous expenses. The Treasurer shall make a report at the annual meeting of the organization and at such other times as the President or Board of Directors may require. He/she shall submit all bills to the Board of Directors for approval.

d. The Secretary shall keep the record of membership, dues, and minutes of the meeting and the Board of Directors. He/she shall submit a report to the annual meeting and at such times as the President or Board of Directors may require.

Article V

Tract Representatives

Section 1. Each Priest Lake area tract may be represented by one or more permit holder from that given tract to serve as Tract Representative.

Sectiou2. The Representative shall be a member in good standing of the Association and appointed by the President.

Section3. The Representative shall serve as a liaison between the permit holders within his/her tract and the officers of the Association.

Section 4. The Tract Representatives shall serve as the Association Nominating Committee and shall meet each year prior to the annual meeting.

Article VI

Board of Directors

Section 1. The Board of Directors shall consist of the President, Immediate Past President, Vice President, Secretary, Treasurer of the organization plus three (3) or more active members of the organization who will serve as Board Members and are elected by the members. The Board of Directors shall consist of seven (7) or more members.

Section 2. The terms of the elected members of the Board of Directors shall be for one (1) year or until their successors are duly elected.

Section 3. The Board of Directors shall determine the policies and activities of the Association, approve all bills, and have general management of the organization.

Section 4. The Board of Directors shall meet at the call of the President or by any two members of said Board.

Section 5. The Board of Directors may include additional nonvoting ex-officio members who shall be appointed by the President from former Officers or Directors.

Article VII

Meetings

Section 1. The annual meeting of the Association shall be at such time and place as determined by the Board of Directors. The membership shall be given at least two (2) weeks notice of the date and place of the annual meeting. A majority of the active members shall constitute a quorum.

Section 2. A majority of the Board of Directors may call a special meeting of the membership upon giving at least two (2) weeks written notice of the time and place of such meeting to the membership.

Article VIII

Nomination and Election of Officers

Section 1. The election of Officers shall be held at the annual meeting.

Section 2. Only active members present and in good standing may vote. There may be voting by proxy. Where interest in a permit is held by a husband and wife, couple, or by joint permit holders, either of the parties may vote, but they shall be entitled to only one vote per cabin/summer home.

Section 3. A nominating committee consisting of the Tract Representatives shall submit a list of nominees not exceeding two (2) in number for each office to be filled at the annual meeting. Further nominations may be made from the floor at such meeting.

Section 4. In the case of a vacancy in any office, the Board of Directors will appoint an Association member to serve as a replacement in that office until the next annual meeting.

Article IX

Revenue

Section 1. The amount and time of payment of the annual dues shall be determined by the Board of Directors. A husband and wife or couple may share a membership by paying single dues.

Section 2. Revenue from sources other than those defined in this Article may be raised as determined by the Board of Directors to be approved by the Association.

Article X

Indemnification of Officers and Directors

The Association shall indemnify its Directors against all liability, damages, and costs or expenses (including attorney's fees) arising from or in connection with service for, employment by, or other affiliation with this Association to the maximum extent and under all circumstances permitted by law.

Article XI

Amendments

Any amendment to these Bylaws may be adopted by two-thirds (2/3) vote of the active members present at any meeting, provided written notice of the proposed amendment shall have been given the members at least two (2) weeks prior to the meeting. There may be voting by proxy.

Dated this _______ day of , 1988 and amended on this _________day of , 1997.
Secretary __________________________________________________________

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