Article I.  Name and Location

Section 1. The corporation shall be known as the Friends of Pillsbury State Park, Inc., hereinafter referred to as the FPSP.

Section 2. The principle offices of the FPSP shall be located at 100 Pillsbury Road, Pillsbury State Park, Washington, NH 03280.

Article II.  Purpose

The purpose of the FPSP is to provide assistance in the conservation and management of Pillsbury State Park, (hereinafter referred to as the park), a public property operated by the State of New Hampshire, Department of Resources and Economic Development, Division of Parks and Recreation (hereinafter referred to as the Division of Parks).  To meet this end the FPSP shall:

 1.) Provide assistance to the Division of Parks, in the administration,     development, evaluation and promotion of educational, informational and    recreational programs for the public;

 2.) Purchase or receive donations of land, historic artifacts, monies or other    donations as they occur, and hold them for the public domain until such    time as the Division of Parks can purchase and/or use them;

 3.) Provide a means for a revolving fund for the promotion of educational,    recreational, management, and historical resources and programs;

 4.) Provide a means for fund raising to achieve the purpose of the FPSP;

 5.) Provide a vehicle for public involvement in the management and     conservation of the park;

 6.) For all other purposes consistent with RSA 292, and appropriate provision    of Section 501 (c) (3) of the Internal Revenue Code of 1954, as it may    from time to time be amended.

In connection with it’s defined activities the FPSP shall have the right to:

1.) Solicit and receive by gift, or acquire by purchase or otherwise obtain such real property as may be appropriate to carry out the purposes of the FPSP;

2.) Buy or acquire or otherwise obtain, hold, and sell stocks, notes, bonds, or other securities for the purpose of investing or re-investing the funds of the FPSP, to borrow money, and from time to time make promissory notes and otherwise engage in sound financial practices to carry out the purposes of the FPSP;

3.) The FPSP shall administer the Allyn Foote Conservation Education Trust, the purpose of which is to provide funds for conservation education at the park.  This fund will be accounted for separately from the operating account of the FPSP.

4.) In general to undertake all activities necessary to carry out the purposes of the FPSP consistent with Albert E. Pillsbury’s purposes as expressed in the original grant to the State.

Article III.  Fiscal year

The fiscal year of the FPSP shall begin on the first day of January and end on the last day of December.

Article IV.  Meetings

Section 1.   The annual meeting of the FPSP shall be held in September at such time and place as determined by the Board of Directors (BOD).   Members in good standing shall be notified by the secretary at least 15 days in advance.

Section 2.   Special meeting of the FPSP may be called at any time by  the President or Board of Directors or whenever 30% of the members comprising the corporation shall make written application thereof to the secretary stating the purpose of the meeting to be called.  The secretary shall send notice of any special meeting stating its purpose to all members in good standing at least 15 days in advance.

Section 3.   Regular meetings of the Board of Directors shall be held at such times and places as the Board may determine.

Section 4.   All members in good standing are entitled to attend regular meetings of the Board of Directors, but only the Directors are entitled to vote.

Section 5.   Board members may call a special meeting of the BOD as needed by time constraints by contacting all board members.   24 hour notice is required but may be waived by agreement of 2/3’s of the BOD.  Business shall be confined to the purpose for which the meeting is called.

Article V.  Board of Directors

Section 1.   Members of the Board of Directors shall be elected by a simple majority of members in good standing, voting at the annual meeting.

Section 2.   Members of the Board of Directors shall serve three (3) year staggered terms. All such members shall serve until their successors are elected and qualified.

Section 3.   Nomination of candidates for the board of Directors will be by nominating committee named by the President at least one month before the annual meeting, or from the floor by members in good standing.

Section 4.   The Board of Directors shall consist of a minimum of five (5) members and a maximum of nine (9) members.  From these nine the board shall elect these officers:  President, Vice-President, Secretary, Treasurer.

Section 5.   Any vacancy which occurs on the Board of the FPSP shall be filled from the membership by the vote of  the Board of Directors for the balance of the unexpired term.

Section 6.   Any officer or director may be removed from office upon a 2/3 majority vote of the Board of Directors at a special meeting called for that purpose.

Article VI.  Powers and duties of officers

Section 1.   General duties

a)   BOD shall be responsible for the day to day administration, supervision and implementation of  the FPSP objectives.
b)   BOD will be responsible for the recruitment and hiring of paid staff or consultants as needed.

Section 2.   Duties of the President

a)   shall preside at all meetings and guide the work of the Board of Directors;
b)   shall direct the calling of meetings;
c)   shall appoint members to committees and appoint chairpersons of such committees;
d)   assumes other responsibilities and powers as may be delegated by the Board of      Directors;
e)   shall act as officer in charge of committees, including keeping a record of the memberships of each committee, formulating the charge of each committee, act as an information source for
      all committees, and otherwise perform whatever duties are necessary to expedite the work of said committees;
f)   shall ensure that all directors complete the FPSP conflict of interest form.

Section 3.  Duties of the Vice-President

a)   shall assume the responsibility at any meeting the President is unable to attend;
b)   shall act as officer in charge of committees, as assigned by the President, and will keep a record of the membership of those committees and otherwise perform whatever duties are necessary to expedite the work of these committees;
c)   shall assume all responsibility and powers that may be assigned by the President;
d)   shall take charge of all membership recruitment programs;
e)   shall become temporary President in the event of the death, resignation, or incapacitation of the President.

Section 4.   Duties of the Secretary

a)   keep an accurate record of the proceedings of each annual and special meeting and of all meetings of the Board of Directors;
b)   prepare a copy of the minutes of each meeting to be distributed to the members of the Board at subsequent meetings;
c)   maintain a mailing list of members in good standing;
d)   send notices of the annual and all special meetings to all members in good standing at least fifteen (15) days in advance;
e)   nominate a volunteer assistant to help with the duties of Secretary; to be appointed by the President.
f)   carry out all other duties that may be assigned by the President.

Section 5.   Duties of the Treasurer

a)   maintain an accurate financial record of all transactions of the FPSP, and have this record available for presentation at all meetings.
b)   maintain an accurate record of payment of dues by members;
c)   transmit all expenditures approved by the Board of Directors;
d)   have the power to sign checks on behalf of the FPSP;
e)   carry out all duties that may be assigned by the President;
f)   may write checks for less than $25.00 to pay of administrative duties, $25.00-$100.00 with approval from the President, over $100.00 when approved by the BOD;
g)  shall select a financial institution with approval of the BOD for the handling of the
     organizations monies by himself and a second person, the President, in case he himself can not handle them.
h)   shall be responsible for filing necessary state and federal tax forms.
 
Article VII.   Quorum

Section 1.   Five (5) members shall constitute a quorum for the transaction of business at any special or annual meeting.  Quorum votes shall pass by a simple majority.

Section 2.   A majority of members of the Board of Directors shall constitute a quorum for the transaction of business at a BOD meeting.  Quorum votes shall pass by two thirds majority.

Article VIII.  Parliamentary authority

For all procedures not covered by the bylaws, Robert’s Rules of Order, newly revised, shall be the authority.

Article IX.   Membership

Section 1.  Dues:

a.)   The Board of Directors shall propose the rates for annual membership dues to be voted on at the annual meeting.
b.)   Memberships shall run concurrent with the fiscal year.
c.)   To be in good standing a member shall have the current years dues paid.

Section 2.   The following classes of membership shall require payment of annual dues;

a)   individual;
b)   family (one or two adults and children under eighteen);
c)   organization;
d)   sponsoring;
e)   life.(payment of annual dues exempt)

Section 3.  The following class of membership has special requirements:

Life Membership- an individual may become a life member by payment of a single sum, the amount of which to be determined by the membership; or the members may confer life membership on any individual who,  in the opinion of the members, has made a conspicuous or exceptional contribution to the objectives of the FPSP.  A majority vote of the members is require for conferring such life membership.

Section 4.   No member shall be discriminated against on the basis of their race, religion, color, ancestry, age, sex, national origin, disability, or sexual preference.

Section 5.   Rights and privileges of members in good standing shall be:

a)   receipt of advance notice of the annual and all special meetings;
b)   right to vote for members of the Board of Directors;
c)   right to run for membership on the Board of Directors;
d)   right to serve on any committee of the FPSP
e)   right to attend all meetings of the Board of Directors;
f)   right to vote on all business at any annual and special meetings.

Section 6.   The following classes of membership shall be entitled to cast the following number of votes at any annual or special meeting provided members are in good standing.
a)   individual  1 vote
b)   family  1 vote per adult
c)   organizations 1 vote
d)   sponsoring  1 vote
e)   life   1 vote
Article X.   Consultants

The BOD may employ on a full-time or part-time basis such consultants as they deem necessary for the conduct of business.

Article XI.   Logo

The official symbol of the FPSP shall be a common loon, Gravis immer.

Article XII.   Amendments of Bylaws

Any member wishing to amend the bylaws must present the amendment, in writing, at any meeting.  Voting on such amendment shall not take place until the following annual or special meeting.  The Secretary shall notify all members in good standing at least 15 days in advance of any meeting at which such an amendment will be voted on.  A two thirds majority vote is required to pass an amendment.

Article XIII.   Voluntary dissolution

Section 1.  The FPSP may be dissolved by a three quarter vote of the members in good standing attending any annual or special meeting.  The Secretary shall notify all members in good standing at least fifteen (15) days in advance of the intent to consider a motion of dissolution.

Section 2.  Upon dissolution of the Corporation, the Board of Directors shall, after paying or making provisions for the payment of all liabilities of the corporation, dispose of all the assets of the corporation exclusively for the charitable purposes of the corporation, in such a manner or to such organizations organized and operated exclusively for charitable purposes as shall at the time qualify as an exempt organization under Section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue  Law).

Article XIV.   Limitations

The corporation shall at all times be limited to purposes which are charitable so that it may comply with the requirements of Section 501 (c) (3) of the Internal Revenue Code of 1954, as amended from time to time.  The corporation shall not have the power, express or implied, to engage in any activities which are not in the furtherance of a charitable purpose.  The corporation, organized under RSA 292 shall be limited to the exempt purposes of Section of 501 (c) (3) as it may be amended from time to time.   The corporation shall not have the power, express or implied, to distribute earnings to any private shareholder, trustee, officer or individual, or to any other person or group which is not organized for charitable purposes as defined by Section 501
(c) (3) of the Internal Revenue Code.
 

These bylaws were voted into acceptance by the members of FPSP on October 27, 1996.  Revised September 30, 2000.  Revised September 28, 2002. Revised September 25, 2004.