HIGH CREST LAKE LODGE, INC.
Constitution and By-laws
ARTICLE 1 – NAME
The name of the organization will be the “High Crest Lake Lodge, Inc.”, located in the Township
of West Milford, County of Passaic, State of New Jersey, hereinafter referred to as The Lodge.
ARTICLE II – PURPOSE & OBJECTIVES
The Purposes of this organization are to acquire, hold, own and provide for the care,
maintenance and control of the beaches, lakes, dams, piers, pavilions, clubhouses,
buildings, and other structures and other grounds used for recreation and sports,
boating, bathing, fishing of High Crest Lake, and all of the property used in common by
the owners: to formulate rules and regulations for the use of the properties enumerated
above: to insure the present and future character and well-being of the development
known as High Crest Lake to promote the welfare of recreational, social, and intellectual
interest of its members.
ARTICLE III – MEMBERSHIP
Section 1
(a) Any resident or property owner of High Crest Lake is eligible for membership.
(b) There shall be three classes of members (1) Class “A” (2) Class “B” (3)Class “C”
(c) All members are required to be active.
(d) Whenever used in these by-laws, the phrase “Member in good standing” shall be
deemed to mean a Member who has paid all amounts required hereunder for such
Member’s property and who has not been suspended as provided herein.
Section 2
(a) Class “A” Member Family
Shall be those members who are resident property owners and resident unmarried
members of their households.
(b) Class “B” Member Family
Shall be those members who are non-resident property owners
(c) Class “C” Member Family
Shall be those members who are residents, by virtue of being tenants or lessees,
and unmarried members of their household. Class “C” members must become Class
“A” or Class “B” members, as appropriate, upon purchase of property.
Section 3
(a) Membership will be by application to the Membership Committee or Board of
Directors. Persons who wish to join High Crest Lake Lodge will be required to pay
the following prior to exercising any rights of membership:
1) A transfer of membership fee, if applicable, or, in the alternative, an initiation fee
as the same, set as per Article VI, Section 2 (h).
2) Dues, for the remainder of the current fiscal year.
(b) The purpose of this paragraph is to insure that after May 1, 2006, no applicant will be
eligible for membership unless the owner of the property in which the applicant
resides:
1) Applied for a transfer of membership pursuant to this section or
In the alternative, paid an initiation fee as set as per Article VI, Section 2(h) and
2) pays each year the dues, assessments and other charges payable to HCLL
pursuant to the By-Laws with respect to the property in which the Applicant
resides or will reside.
(c) Each Member shall execute an agreement which shall provide that the Member will
abide by the By-Laws and rules and regulations of HCLL and will pay the dues,
assessments and other charges that may be levied by HCLL under the By-Laws
with respect to the property in which such Member resides.
Section 4 – Revenue
(a) Each Class “A” and Class “B” Member family shall be required to pay the amounts
set forth in Section 3 above as well as any other amounts payable to HCLL as
provided in the By-Laws with respect to the property in which such family resides. A
Class “C” shall be required to pay the amounts set forth in Section 3 unless such
amounts have been otherwise paid by the owner of the property in which they reside.
In the event a Class “C” Member family becomes a Class “A” or “B” Member, such
Class “C” Member family shall pay the fee described in Section 3 above.
(b) Annual dues shall be determined by approved budget expenditures prorated to each
member payable on or before 31 May of each year to the Treasurer. Senior Citizens
(age 65 and over in Class “A” Member Families in good standing shall have 50% of
the current annual dues levied against them.
(c) Assessments may be levied on Class “A” and Class “B” Members only.
(d) Assessments may be levied only upon approval of the membership by affirmation of
the majority of the written ballots cast. Publication of the proposal shall be provided
to each active Member Family at least one month prior to the balloting.
(e) Lodge funds shall only be used for the purposes and objectives of The Lodge, and
only in such manner as shall be approved by the Board of Directors.
(f) Lodge funds shall be deposited in a Bank or Banks in the State of New Jersey.
Deposits of such banks to be guaranteed by the Federal Deposit Insurance
Corporation.
(g) The Board of Directors upon reviewing the annual financial review by the Finance/
Audit committee [article VI section2 (g)] may call for a review or audit of all accounts
if they deem necessary. Said review or audit to be conducted by a Certified Public
Accountant, not a member or relative of a member of the Lodge.
(h) Admission charges for special events shall be at the discretion of the committee in
charge, subject to the Board of Directors approval.
(i) The Fiscal Year shall end 30 April, effective 1988.
(j) In the event of dissolution of the corporation known as High Crest Lake Lodge, Inc.,
the assets shall be divided among the shareholders in accordance with accepted
accounting procedures and the laws of the State of New Jersey.
Section 5
(a) Two votes will be allowed for each Class “A” and Class “B” Member Family in good
standing
(b) Voting shall be by closed ballot accomplished in the following manner.
(1) A two-envelope system shall be used. Ballot to be enclosed in a plain, sealed envelope
which in turn shall be placed in a larger sealed envelope. The latter, or outside envelope,
shall bear the member’s signature.
(2) The Nominating and Elections Committee shall check off all envelopes to determine
that members are in good standing. A check off list shall be maintained as part of the
voting record. Disqualified ballots shall be recorded and shall be destroyed unopened.
(3) The plain, inner envelope of all legal ballots shall be extracted and placed in a common
pile. These will then be opened and the ballots counted. The Chairperson of the
Nominating and Elections Committee shall deliver the tabulation of votes to the
President.
(4) All voting results shall be made a part of the permanent voting record.
Section 6 – Suspension of Membership
(a) Membership will be suspended upon failure to meet financial obligations. Members
in arrears more than two months will receive written notice from The Lodge
Treasurer. If the financial obligation has not been satisfied one month after issuance
of the written notice, the Membership will be suspended and the Member will be
notified in writing by the Board of Directors.
(b) In the event any member fails to conform to the rules and regulations, or conducts himself in
a manner detrimental to The Lodge; the Board of Directors shall take necessary action to
correct the problem. The foregoing applies only to incidents occurring on Lodge property
and/ or in connection with Lodge sponsored events. When such Board action is ineffective
the following procedures shall be followed:
(1) The Board shall convene a special meeting at which all of the parties of interest will be
heard. A minimum of one (1) week notice shall be given.
(2) When all of the facts are known the Board will vote on the question of suspension.
(3) Suspension shall be for a period of not less than 15 days and not more than sixty days.
Notification shall be given in writing.
(4) When appropriate, the Board may take subsequent action to terminate a
Suspension.
(c) All voting power, rights and privileges will be suspended until membership is reinstated.
(d) Reinstatement of a Member/Member Family must be confirmed in writing by the Board of
Directors.
Section 7 -Termination of Membership
(a) Class “A” and Class “B” Membership will automatically be terminated upon sale, or
transfer of ownership, of their property. Class “C” Membership will automatically
close upon termination of residency.
(b) Any member may resign by serving written notice on the Board of Directors. Upon
resignation, he forfeits all rights and privileges.
Section 8 – Reinstatement of Resigned Member
A resigned Member, who continues to reside at the lake and who subsequently applies
for reinstatement at a later date, shall not be entitled to reinstatement unless such
Member pays, with the application for reinstatement, all dues, assessments and other
charges pursuant to Section 3.
Section 9 – Repayment of Bond/Pledge/Stock
Refund of investment, as pertaining to Bond/Pledge/Stock that was eliminated as of May
1, 2005, and was paid by any member or resigned member, shall be made within 90
days after transfer of ownership if applicable, or at an earlier date as determined by the
Board of Directors. This will be paid for the amount they currently have invested, less
money owed in dues and assessments.
Section 10 – Transfer of Membership
An applicant may apply for a transfer of membership pursuant to this Section if:
(a) Within ninety (90) days of acquiring title to or residing in the property qualifying
same for membership, said applicant applies for membership; and
(b) The owners of the property acquired by or resided in by the applicant have been
members in good standing of HCLL for three (3) fiscal years preceding said transfer
of title or residency; and
(c) The transfer of title or condition of residency upon which the applicant seeks to
qualify for a transfer of membership is an arms length transaction for good and
valued consideration.
(d) In the event an applicant acquires title to or resides in a property which has been
owned by a current member for less than three (3) fiscal years, the criteria set forth
in Section 10(b) above shall be deemed satisfied if said prior owners of the property
in question have been members in good standing of HCLL for the fiscal years of
HCLL during which they owned the property.
(e) In the event an applicant acquires title to a property owned by a current member
within three (3) years of the effective date of this amendment, the criteria set forth in
Section 10(b) above shall be deemed to be satisfied if said current member has been
a member in good standing of HCLL for the fiscal years since the effective date of
this amendment, May 1, 2006.
(f) The amount of the transfer of membership fee to be set as per Article VI, Section
2(h).
ARTICLE IV – BOARD OF DIRECTORS
Section l
The conduct and management of the Lodge shall be controlled by a Board of Directors who shall
be elected from the Membership of The Lodge. The Board of Directors shall comply with all the
obligations and carry out the responsibilities of good sound business management for the benefit
of The Lodge. The Board of Directors shall endorse all legal and contractual documents as
required to carry out the purposes and objectives of The Lodge. Each succeeding member of the
Board must endorse the aforementioned documents.
Section 2
The Board will consist of seven members who are: the President, Vice President,
Secretary, Treasurer, Activities Director, Lake & Beach Director, and Grounds &
Buildings Director.
Section 3
Any person who has been a Class “A” Member for one year will be eligible to serve as a
member of the Board of Directors.
Section 4 – Nomination and Election
(a) The Annual election of Directors shall be held in November and each year thereafter
during the existence of the Lodge. The newly elected Directors will take office on the
first day of January.
(b) The Nominating & Elections Committee will publish the nominees at least 30 days
prior to elections. Additions to the list of nominees will be made by submitting a
petition, signed by at least ten Members, to the Nominating & Elections Committee
two weeks prior to the election. The ballot containing the names of the nominees will
be mailed, or delivered, to the eligible Members to be received seven (7) days prior
to the November meeting. Completed ballots must be mailed or delivered to the
Secretary or submitted in person at the annual
November meeting, as per Article III, Section 5.
(c) The election of the Board of Directors shall be by written ballot submitted to the
Secretary to be opened at the November meeting of the Membership in the manner
prescribed in Article lll, Section 5. Each Director will serve two years. Each even
year three Directors shall be
elected. Each odd year four Directors shall be elected.
(d) There shall be elected from within the Board of Directors a President, Vice President,
Secretary, Treasurer, Activities Director, Lake & Beach Director, Grounds &
Buildings Director. Elections to these positions will be at a special meeting of the
entire incoming Board before January first. The current Board President will call and
preside at the special meeting.
Section 5 – Duties and Officers
(a) President – Executive officer of The Lodge who will preside over all meetings of The
Lodge and the Board of Directors. He shall have other powers as conferred upon
him by the other Directors. It shall be his responsibility to insure the proper
maintenance and retention of all Lodge records in order to assure The Lodge of
continuity from one term of office to another:
(1) Non-budgeted capital expenditure: With the concurring vote of a majority of the
Board of Directors, he may approve non-budgeted capital expenditure of sums
not to exceed $1,000.00 to cover any one expenditure. Any necessary
expenditure beyond $1,000.00 must be submitted to the general membership
using the method described in Article lll, Section 4, (d) relating to assessments.
(2) Emergency Capital Expenditure: With the concurring vote of a majority of the
Board of Directors, he may approve emergency capital expenditures which affect
the health, safety and welfare of the community only when time is of the essence.
(b) Vice President – In the event of incapacity or absence of the President, the Vice
President shall perform his duties. He shall also assist the President in the
performance of his duties. In addition, the Vice President shall be chairman of the
By-Laws Committee whose duty it will be to study the operations of The Lodge and
propose any changes in the By-Laws necessary to make them more effective. He
shall also serve as the chairman of the Membership Committee.
(c) Secretary – The Secretary shall keep records of attendance and minutes of the
meetings of The Lodge and the Board of Directors. He shall prepare and submit a
copy of these minutes to the President within 30 days after such meetings. It is also
his responsibility to maintain one permanent set of these minutes in a record book,
which can then be transferred over at the time his term of office is completed. He
shall receive all communications turning them over to the proper authorities and shall
perform all other duties ordinarily performed by the Secretary.
(d) Treasurer – The Treasurer shall keep records of all membership, shall receive funds
including initiation fees, dues and assessments and deposit them in the official
depository. He shall disburse them on the order of the Board of Directors or the
membership as prescribed in the prepared budget subject to the following limitations.
(1) Budgeted amounts for each activity, coming under the responsibility of an
individual Director as approved by the general membership, may not be
transferred to other accounts without approval of the general membership.
(2) He shall pay the usual and repetitive bills in the manner prescribed and under the
direction of the Board of Directors. Non-budgeted capital expenditures shall be
referred to the President and the Board of Directors.
(3) All checks must be countersigned by the President, or Vice President in the
absence of the President.
(4) His books shall be open to any member for any reasonable request. The Board
of Directors shall be notified of such requests and shall assure compliance. In no
instance shall the books leave the custody of the incumbent Treasurer.
(5) He shall prepare a semi-annual report, including an annual statement and shall
serve as Chairman of the Financial Committee.
(e) Activities Director – The Activities Director shall act as chairman of the standing
Activities Committee. He shall direct committees in coordinating all community and
social activities of The Lodge. He shall maintain a calendar of events. It shall be his
responsibility to publish by the 15 of each January a calendar of events to be
formally sponsored by The Lodge. In addition, all organizations which use The Lodge
facilities such as the High Crest Lake Women’s Club, Ski Club, Etc. should provide
the Activities Director with a schedule of events in order that this office may act as a
clearing house for such information and minimize conflicts in date and place. It is his
responsibility to administer the utilization of The Lodge building.
(f) Lake & Beach Director – The Lake and Beach Director shall act as chairman of the
standing Lake and Beach Committee. He shall direct the committee in coordination
and implementation of programs supported by The Lodge as concerns the waters of
High Crest Lake. This includes the responsibility of docks, piers, boating, bathing and
fishing. In addition, he has responsibility for the swim program including the
employees necessary for the operation of this program.
(g) Ground & Buildings Director – The Ground and Buildings Director shall act as
chairman of the standing Committee for the Grounds and Buildings. He shall direct
the committee in carrying out its duties to maintain and improve the physical facility
of The Lodge including, but not limited to pavilions, clubhouses, tennis courts and all
other properties used in common by the Membership.
(h) It shall be the responsibility of both the Lake and Beach Director and the Ground and
Buildings Director to meet with the Chairman of the Master Planning Committee at a
minimum of every three months to insure that all efforts are thoroughly coordinated.
Section 6
(a) Any vacancy within the Board shall be filled by an appointee of the President, with
the approval of the Board of Directors, for the unexpired term.
(b) Any officer who does not perform his duty may be removed if a petition is submitted
to the Board of Directors signed by a majority of the Members.
ARTICLE V – MEETINGS
Section 1
(a) The Lodge shall hold semi-annual meetings for Members as designated. They shall
be in
April and November at the Lodge.
(b) One-third of the Member Families shall be represented in order to continue a
quorum.
Section 2
Special Membership meetings may be called by the Board of Directors or upon receipt of
written petition of at least ten percent of the Member Families stating purpose of said
meeting. The Secretary shall notify all Members at least two weeks in advance,
providing the meeting date and agenda. The meeting will be limited to those items
covered on the written agenda.
Section 3
The Board of Directors shall hold at least one regularly scheduled meeting each month.
These meetings shall be open to all Members. Time and place of the meeting shall
be published at least one week in advance of said meeting.
All Board Members must be timely notified of any special meeting called.
Four members of the Board shall constitute a quorum and a quorum shall be present for
transaction of business.
ARTICLE VI – COMMITTEES
Section 1
There shall be the following committees:
(a) Activities (f) Nominating & Election
(b) Membership (g) Finance & Audit
(c) Lake & Beach (h) By-Laws
(d) Grounds & Building (I) Master Plan
(e) Publicity (j) Conservation
Section 2
(a) Activities Committee shall be chaired by the elected member of the Board of
Directors.
They shall formulate activity plans for the year.
(b) Membership Committee shall be appointed by the Board of Directors. They shall
contact
perspective members.
(c) The Lake & Beach Committee shall be chaired by the elected member of the Board
of Directors. They shall organize and carry out any activities sponsored by The
Lodge as they concern the Lake and Beach.
(d) Grounds and Buildings Committee shall be chaired by the elected member of the
Board of Directors.
(e) Publicity Committee shall be appointed by the Board of Directors in January and
perform such duties as authorized.
(f) Nominating and Elections Committee shall consist of not less that three Members
and shall be appointed by the Board of Directors in January and shall carry out
functions as described in Article IV, Section 4(a).
(g) The Finance /Audit Committee shall consist of Vice President, Treasurer, and three
Members appointed by the Board of Directors from the Membership at large. The
Treasurer shall chair the committee. The Treasurer, with the help of the
Finance/Audit Committee shall prepare the budget to be submitted at the April
meeting for the approval of the Membership. The committee shall also review semiannual reports submitted by the Treasurer and offer comments and/or suggestions.
The financial status of the organization will be reported to the membership at the
November Meeting. The Finance/Audit Committee shall submit a written review of
the year end financial status to the Board of Directors with comments and/or
suggestions and assure that State and Federal filings are submitted to the
Accountant in a timely manner.
(h) The By-Laws Committee shall be chaired by the Vice President. This committee shall
study the operations of The Lodge and propose any changes in the By-Laws
necessary to make them more effective. Included in this study shall be the review of
the Appendix l fees. This committee, which should include at least one member from
the previous committee, shall convene every three years to review the Appendix I
fees and make any recommendations or changes which they decide should be voted
on by the general membership.
(i) The Master Plan Committee shall be a permanent committee selected by the Board
of Directors. Its purpose shall be to prepare for the approval of the Membership, a
master plan for the organization that covers a ten-year period. Amendments to this
master plan will be reviewed and updated for Membership approval each year. The
master plan, approved by the Membership, will be the directional guide for the Board
of Directors. It shall be the obligations of each Board of Directors to follow the plan
as approved. Approval of the master plan by the Membership shall be by written
ballot, or at a regular or special meeting. Affirmative vote of two-thirds of the written
ballots returned or by two-thirds of the those voting, a quorum present at a regular or
special meeting, provided written notice including a copy of the amendment has
been given to all Members at least two weeks prior to the voting date. The
committee shall report directly to the Membership at least once each year. The
committee shall be composed of at least 14 High Crest Lodge Class “A” members in
good standing and shall be selected by the Board of Directors. The appointment to
the committee shall be permanent. A chairman shall be elected from the
membership of the committee and shall serve a three-year term. Termination of
membership on the committee shall be by (1) resignation submitted to the Board of
Directors: (2) by termination of Membership in the Lodge: (3) by petition to the board
of Directors signed by ten of the 14 committee members. Vacancies on the
committee shall be filled by the Board of Directors.
(j) The Environmental Committee shall be a permanent committee selected by the
Board of Directors. Its purpose shall be the preservation of the lake, elimination of
environmental pollutants and general health hazards.
(1) The Committee shall establish procedures, conduct studies as required and
maintain
current information on environmental conditions.
(2) As he deems necessary, the Chairman shall advise the Board of Directors of
committee
tests and findings.
(3) The Chairman and Committee shall investigate any element, such as a faulty
septic system within the High Crest Lake area, which might tend to pollute or
harm the lake. They shall request corrective action by the homeowner
concerned. They may confer with the Department of Health when the Chairman
deems such action advisable.
(4) The Chairman shall report continued violations to the Board and request
immediate issuance of a formal notice requesting corrective action. If such
corrective action is not taken within a reasonable time, the Chairman may report
the violation to the Health Department after giving prior notice to the Board.
ARTICLE VII – PARLIAMENTARY AUTHORITY
The rules contained in “Robert’s Rules of Order Revised” shall govern The Lodge in all
cases to which they are applicable and in which they are not inconsistent with these
Bylaws.
ARTICLE VIII – LAKEFRONT POLICY
1. By Deed, The High Crest Lake Lodge, Inc. (HCLL) owns the lakebed of High Crest
Lake and any land lying between the high water mark and the rear lot lines of all
lakefront properties. The Deed states that ONLY LAKEFRONT MEMBERS in good
standing in HCLL may use the strips of land between their rear lot lines and the lake.
The Deed also states that HCLL may not give permission to any other person to use
these strips of land.
2. No lakefront owner, whether a member or not, is permitted to build any permanent
wall or similar structure on HCLL property. Permanent is defined as being held
together with or supported by cement or mortar.
3. All lakefront owners should examine their surveys carefully, locate their rear lot lines,
and be sure that any structures built on their properties do not encroach on HCLL
property. No lakefront owner who is not a member of HCLL in good standing is
permitted to build ANY structure on HCLL property.
4. The following is the procedure for members in good standing wishing to build temporary
structures on HCLL property.
(a) Requests are to be in the form of a written document which includes a graphic
representation of the planned work. This document will be submitted to the Board of
Directors of HCLL. Any approved work must adhere to the contents of the
aforementioned document.
(b) If there is no response (“yes” or “no”, “matter under discussion”) from the Board in 45
days, the property owner may consider an affirmative answer.
(c) The Board will form a 3 member “construction” committee. The committee will make
recommendation to the Board regarding each request.
5. HCLL has the responsibility of protecting and preserving High Crest Lake for all its members
and future members. Because we cannot anticipate what measures will be necessary in the
future to protect the lake, HCLL reserves its right to compel removal of any lakefront
encroachment regardless of when constructed.
ARTICLE IX- AMENDMENTS
Any amendments to these by-laws may be adopted, provided the following requirements are
fulfilled
(a) Not less than 40% of the Member Families have participated in the balloting;
(b) Affirmative vote of at least two-thirds of the ballots cast;
(c) Written notice, including a copy of the proposed amendment has been provide
to all Member Families at least two weeks prior to the voting date;
(d) Ballots may be submitted to the Board of Directors prior to the voting date if the Member
Family cannot attend.
Original Printing – 1972Original Printing – 1972Original Printing – 1972
Amendments: April 1975
Article III Membership, Section 4-Revenue, Paragraph (a) November 1975
Article IV Board of Directors Section 5-Duties of Officers, Paragraphs (a) & (d)
Second Printing – June 1976
Amendments: May 1987
Article III Membership, Section 4-Revenue, Paragraphs (a), (b), (g), (j)
Article IV Board of Directors Section 5-Duties of Officers, Paragraph (a)
Article V Meetings, Section 1 Paragraph (a)
Article VI Committees, Section 2 Paragraph (h)
Article VII Amendments, Paragraph (a)
Amendments: May 1988
Article III Membership, Section 4-Revenue, Paragraph (b)
Amendments: May 1989
Article III Membership, Section 3 Paragraph (c)
Article III Membership, Section 4-Revenue, Paragraph (b)
Article III Membership, Section 7-Termination of Membership, Paragraph (b)
Third Printing – December 1989
Amendments:Amendments:Amendments: April 1994
Article IV Board of Directors, Section 7-Indemnification
Amendments:Amendments:Amendments: May 1997
Article VIII Lakefront Policy
Amendments:Amendments:Amendments: April 2003
Article II Purposes and Objectives
Article VI Committees, Section 2(g)
Article III Membership, Section 4 Revenue (h)
Article IV Board of Directors, Section 4 Nomination and Election (b)
Article VII Parliamentary Authority
Fourth Printing-May 2003
Amendments: June 2004
Article III – Membership
Section 1 (d) – Section 2 (a), (b), (c) – Section 4 (a), (j)
Section 7(b) – Section 8 – Section 9
Amendments: December 2005
Article lII– Membership
Section 3 (a) 1,2,3 – (b) 1,2 – Section 4 (a)
Section 8 – Section 10 a,b,c,d,e,f
Fifth Printing-January 2006
Sixth Printing – April 2009
Seventh Printing – April 2013
Appendix I Fees
Year Transfer Fee Initiation Fee
2013 1,000 7,500
2014 1,000 7,500
2015 1,000 7,500
2016 1,000 7,500
2017 1,000 7,500
2018 1,000 7,500
2019 1,000 7,500
2020 1,000 7,500
2021 1,000 7,500
2022 1,000 7,500
INDEX
Article I Name
Article II Purposes & Objectives
Aricle III Membership
Article IV Board of Directors
Article V Meetings
Article VI Committees
Article VII Parliamentary Authority
Article VIII Amendments