At the November 7, 2026, Annual Meeting, Friends of Webster Trails membership will vote on changes to the Constitution, Bylaws, and Job Duties. The full text of the updated document is below, with additions indicated with underlines and strikethrough for deletions.

Constitution

Article I: Name and Affiliations

1. The name of this organization shall be the Friends of Webster Trails, Inc.
2. The Friends of Webster Trails shall be incorporated in the State of New York.
3. The Friends of Webster Trails, hereafter referred to as the Friends, shall be a private, not-for-profit, volunteer organization.

Article II: Membership and Dues

1. Every member shall submit a signed membership application. Submission electronically will constitute signature.
2. Membership dues shall be paid annually. A membership term may be for one or several years and will expire on the annual anniversary. Life membership may be provided.
3. Membership dues must be paid in full before a member may vote.
4. Dues shall be fixed by the Board of Directors for both individual and family memberships.
5. One vote shall be granted for each individual membership; two votes shall be granted for each family membership.
6. Organizations may become sponsors of the Friends by making a donation of time or money. Newsletters shall be mailed to sponsoring organizations.

Article III: Mission

Friends of Webster Trails advocate for preservation of the natural character of Webster’s open space lands.  We promote this through sensible management, education and low-impact access.  We advise the Parks and Recreation Department and assist by planning, maintaining and promoting recreational trails in the Town of Webster.

Article IV: Executive Committee and Board of Directors

1. The Executive Committee shall consist of the President, Vice President, Secretary, and Treasurer. The President shall be Chair. A suggested but not mandatory term for the President is no more than two (2) consecutive terms.
2. The Board of Directors, hereafter referred to as the Board, shall consist of the Executive Committee, up to eight (8) members at large, the immediate past President and the Chairs of any and all Standing Committees.
3. The Board will be self-perpetuating. Members of the Board are responsible for recruiting Board members as needed, and for assigning roles within the Board to ensure the effective operation of the Friends of Webster Trails. The existing board will become the current board.
4. The Board shall appoint committee Chairs by a simple majority vote.
5. The Board shall be responsible for formulating policy and operation of the Friends.
6. Members of the Executive Committee and Board of Directors may be removed from office due to failure to fulfill the requirements of membership, or failure or inability to fulfill the duties of office.
7. Removal from office shall require a two-thirds (2/3) majority vote of the Board at an official Board meeting. The officer must be notified and have opportunity to reply.
8. The President shall maintain and distribute job descriptions for Executive Officers and Standing Chairs to members of the Board. These descriptions must be approved by and may be altered by a majority vote of the Board. A summary of these descriptions shall be included in the Bylaws.
9. The Board may appoint other persons or committees as needed, who shall act for the duration of the assigned tasks or until replaced.
10. The President shall call a Board meeting each month. Notification of the cancellation of any meeting shall be made by the President.
11. The President may call special meetings as required to conduct business. Notice of any special meetings shall be made not less than seven (7) fifteen days in advance of the meeting. In addition, the president shall honor the request of a majority of Board members to hold a special meeting.
12. At a Board meeting, a quorum will consist of at least fifty percent of the current Board members.
13. In the absence of or in the event that the President is unable to fulfill his/her duties, these duties shall be performed by the Vice President. In the event that neither the President nor Vice President can perform, the Board shall appoint a President Pro Temp.

Article V: Annual Meeting

An Annual Meeting of the membership shall be held once during each membership year at a place and time designated by the President for the Board of Directors. The meeting agenda shall include the annual report of officers and committee chairs; and voting on proposed amendments to the constitution and by-laws. The meeting may be combined with a hike, pot-luck or speaker.

Article VI: Protection of Rights of Members

1. Every member shall have equal rights and privileges to suggest candidates for Board positions, to hold office, to ratify changes to the constitution, to attend the Annual Meeting, and to participate in deliberations and voting upon the business of the Friends.
2. The Friends shall show no discrimination toward any individual or group of individuals on the basis of sex, creed, color, race, national origin or political activities and beliefs.

Article VII: Financial Affairs

1. The fiscal year shall be January 1 through December 31.
2. The treasurer shall make regular reports to the Board and an annual report to the members at the Annual Meeting.

Article VIII: Parliamentary Authority

The rules contained in Robert’s Rules of Order shall govern the Friends in all cases in which they apply and in which they are not inconsistent with the By-laws of the Friends.

Article IX: Amendments

1. An amendment to an article in this Constitution may be proposed by a majority of the Executive Committee, a majority of the Board of Directors, or by petition of no fewer than ten (10) members.
2. Proposed amendments shall be distributed to the membership in writing at least fifteen (15) days prior to the meeting at which the vote will be taken (generally the Annual meeting).
3. An amendment to the Constitution must be approved by a two-thirds majority of the members present and voting at a general membership meeting. A quorum for voting on an amendment at any general membership meeting shall consist of the members present, provided that at least ten (10) members who are not members of the Board are present. An amendment must be approved by a two-thirds majority of the members present and voting.

Bylaws

Bylaw I: Duties of Officers

1. The President shall preside at the annual meeting and all meetings of the Board, shall within one month of taking office appoint all committee chairs, shall be a member ex-officio of all committees except the Nominating Committee, and shall perform all other duties ordinarily devolving upon the office of President.
2. The Vice-President shall act in the absence of the President, assume the office of the President if it becomes vacant, assist on committees and perform such other duties as the President may designate.
3. The Secretary shall be responsible for records of the annual meeting and of all meetings of the Board, and shall perform all other duties ordinarily devolving upon the office of Secretary
4. The Treasurer shall collect all monies, maintain accounts, pay bills, keep a record of income and disbursements and report financial matters to the membership and Board.
5. The Immediate Past President shall be an ex officio member of the Board and serve in an advisory capacity to the President.
6. Specific duties of the officers are described in the Appendix.

Bylaw II: Responsibilities of the Executive Committee

1. The Executive Committee shall make decisions and take action on routine or urgent matters between regularly scheduled Board meetings.
2. The Executive Committee shall function as part of the Board of Directors, and shall inform the Board of Directors of decisions made and actions taken between meetings.

Bylaw III: Responsibilities of the Board of Directors

1. The Board shall be responsible for conducting the routine business of the Friends, review suggestions made by committee chairs and members, and prepare policy recommendations.
2. The Board shall appoint a Constitution Review Committee composed of at least three members every five years.

Bylaw IV: Roles of the Standing Committees

1. The Friends shall have committees to carry out certain functions as described in this article and in the Appendix. Committee chairs shall be appointed by the President a simple majority vote of the board of directors in accordance with Article IV.4. Each committee shall keep a continuing record of activities. Chairpersons shall report activities to the Board of Directors and shall prepare an annual written summary of activities which shall become a part of the continuing committee record. In the event that a committee chair is vacant, the President shall distribute the duties of the committee among the Board members.
2. The Trails Committee shall coordinate all trails outings, such as walking, bicycling, hiking, skiing and snowshoeing, shall coordinate trail maintenance, shall serve as the focal point for the planning of and development of new trails and facilities, solicit qualified outing leaders, and shall schedule the outings and notify the Communications Committee coordinate trail maintenance, and administer the Adopt-a-Trail program. The Committee shall not be responsible for scheduling outings.
3. The Membership Committee seeks applicants for membership, shall supervise membership procedures and shall be responsible for an up-to-date membership list.
4. The Communications Committee shall communicate with the general membership and the media to encourage hiking, biking and other related outdoor activities, and promote the Friends organization.
5. The Habitat Preservation Committee shall focus planning and volunteer activities for the ongoing management and preservation of the natural character of Open Space habitat in Webster. The committee will work to inventory the habitat types and plants, maintain the habitat, and increase public awareness and knowledge about our natural areas.
6. The Finance Committee shall support Friends of Webster Trails Board in fulfilling its responsibility to oversee the Agency’s financial strategy and performance and related matters. The Treasurer shall be the chair of this Committee. In addition to the chair, the Committee shall consist of at least three (3) board members, including the President, Vice President, Secretary and others as designated by the President.
7. The Scout/Youth Volunteer Project Committee shall serve as liaison with Scout troops, Scout councils, and other volunteers who wish to lead and carry out infrastructure improvements in Webster’s preserves and trails. The Committee shall coordinate with the Trails Committee Chair and the Board to identify potential projects, arrange presentations of proposed projects to the Board, maintain a catalogue of Board-approved infrastructure plans, coordinate projects with Town of Webster officials when required, and oversee or monitor project construction (or coordinate with the relevant preserve or trail steward(s) to do so). The Chair of the Committee shall be a member of the Board of Directors.

Bylaw V: Roles of Special Committees

1. A Constitution Review Committee composed of three (3) members shall be formed every five years to review and propose amendments. Recommended amendments will be submitted to the Board of Directors for review and approval prior to presenting them to the general membership for a vote.
2. Other special committees may be formed by the Board. The responsibilities and terms shall be determined at the time of appointment.

Bylaw VI: Amendments to Bylaws

1. An amendment to these bylaws may be proposed by a majority of the Executive Committee, by a majority of the Board of Directors, or by petition of no fewer than ten (10) members.
2. Proposed amendments shall be distributed to the membership by mail or electronically at least fifteen (15) days prior to the meeting at which the vote will be taken (generally the Annual meeting). The Annual Meeting or a special general membership meeting called by the Board may serve as the meeting for this purpose.
3. An amendment to the bylaws must be approved by a two-thirds majority of the members present and voting at a general membership meeting. A quorum for voting on an amendment to bylaws at any general membership meeting shall consist of the members present, provided that at least ten (10) members who are not members of the Board are present. An amendment must be approved by a two-thirds majority of the members present and voting.
4. A description of the job duties of the elected officers and non-elected committee positions is included in the Appendix.
5. The Appendix may be amended with majority approval of the Board without requiring a vote by the membership.

Job Duties

Officers

President:

1. Preside over the meetings of the Board.
2. Set the dates for and preside over the annual meetings of the Friends.
3. Appoint all non-elected positions.
4. Coordinate the work of the various Committees.
5. Ensure that the requirements of the Constitution and By-laws are carried out.
6. Liaison with the Town of Webster through the Commissioner of Parks and Recreation.

Vice-President:

1. Assume the duties of the President when the President is unavailable.
2. Fill in for the President at meetings when the President is unavailable.
3. Assist the President on all matters of interest to the Friends.
4. Handle special projects as delegated by the President.
5. Give advice and council to other officers and assist on ad-hoc committees when required.
6. Attend Board meetings and participate as a member of the team.

Secretary:

1. Take minutes at all Board meetings and at the annual meeting.
   1. The minutes should include attendees, summaries of discussions, resolutions and action items, and information about future meetings.
   2. If unable to attend meeting, recruit another person to take minutes.
2. Distribute copies of minutes to all members of the Board in a timely manner.
3. Compose letters for the Board as needed.
4. Retain recent copies of minutes and important handouts from the Board meetings and annual meetings.
5. Attend Board meetings and participate as a member of the team.

Treasurer:

1. Maintain accounts of all Friends monies, including depositing checks and writing checks.
2. Report on current balance and major expenditures at the Board meetings.
3. Prepare year end financial reports.
4. Attend Board meetings and participate as member of the team.

Immediate Past President:

1. Serve in an advisory capacity to the President.
2. Provide continuity with past Friends activities.
3. Assist in special projects requested by the President.
4. Attend Board meetings and participate as member of the team.

Committees

Trails Committee:

1. Shall consist of the Chairman,Outings coordinator(s) and a Trail Steward appointed for each major trail system.
2. Administer the Adopt-a-Trail program.
3. Assure a Trail Steward for each trail.
4. Coordinate activities of Trail Stewards so maintenance schedules do not conflict.
5. Ensure regular maintenance is completed on all trails.
6. Keep a file of volunteers and volunteer organizations to contact to assist Trail Stewards.
7. Organize groups to survey potential trails or properties.
8. Serve as the focal point to propose, plan and develop new trails.
9. Request and coordinate use of Town resources (e.g. brush hog; mower).
10. Inform the Commissioner of Parks and Recreation and obtain his/her approval for any proposed major changes to trails.
11. Coordinate all trails outings, such as walking, bicycling, hiking, skiing and snowshoeing.
12. Notify the Communications Committee of all trail activities for media coverage.
13. Committee Chair attend Board meetings and participate as member of the team.

Trail Stewards:

1. Each Trail Steward shall take responsibility for the development and maintenance of a particular trail or trails in a particular area.
2. Plan and oversee upgrades to the assigned trail(s).
3. Inform the Trails Committee Chair of major trail problems such as muddy areas and obstructions that should be scheduled into the monthly trails maintenance day.
4. Encourage the adoption of sections of trails by interested individuals and groups (Adopt-a Trail program).
5. Instruct volunteers about and oversee safe use of equipment.
6. Report completed maintenance to the Trails Committee Chair.
7. Attend Trail Committee meetings.

Outings Coordinator(s):

1. Schedule all trails outings, such as walking, bicycling, hiking, skiing and snowshoeing.
2. Solicit qualified outing leaders.
3. Develop trail briefing sheets for outings leaders.
4. Submit Sunday hike schedule for inclusion in the Parks and Recreation Program Guide.
5. Submit outings information to the Communications Chair for media coverage.
6. Attend Trail Committee meetings.

Membership Committee:

1. Seek applicants for membership.
2. Supervise membership procedures.
3. Check Friends mailbox once a week, process new memberships and distribute other mail as required.
4. Maintain an up-to-date membership list and distribute to Board members as needed.
5. Send a letter of welcome to new members.
6. Attend Board meetings and participate as member of the team.

Communications Committee:

1. Collect information on Friends’ activities, events, and other items of interest to the membership.
2. Distribute the information to the membership, and where appropriate, to the media, other organizations and individuals.
3. Maintain a list of media outlets and other venues suitable for the distribution of information relating to activities and events of the Friends.
4. Develop promotional displays as appropriate for Mall exhibits, National Trails Day celebrations, Town events, etc.
5. Periodically write or coordinate feature, news, or human interest stories for publication in area newspapers, or for use in other media.
6. Prepare and distribute a newsletter to the general membership and other interested parties at least twice each year in spring and autumn, including the first week of May (to gear up for general membership meeting in June) and in late November (to report on the elections and plans of the new Board).
7. Attend Board meetings and participate as member of the team.

Finance Committee:

1. Check Friends mailbox at least monthly, process any checks, and distribute other mail as required.
2. Monitor financial performance of the Organization, including quarterly review of financial statements and review of financial performance, compliance with any covenants, and a preliminary and final review of the annual financial statements including associated tax returns and review or audit requirements.
3. Oversee the long-range financial plan and annual operating and capital budgets for
   recommendation for approval to Board.
4. Provide regular reports to the Board concerning financial performance, trends and
   opportunities.
5. Conduct an annual assessment of the Committee’s activities to membership.

Scout/Youth Volunteer Project Committee:

The Chair of the Scout Volunteer Project Committee shall be a member of the Board of Directors and shall:

1. Serve as liaison with Scout troops, Scout councils, and other volunteers who wish to lead and carry out infrastructure improvements in Webster’s parks and trails.
2. Coordinate with the Trails Committee Chair and the Board to identify and maintain a list of potential projects.
3. Coordinate with the Board to arrange presentations of proposed projects to the Board.
4. Maintain a catalogue of Board-approved plans for infrastructure, including but not limited to designs for benches, puncheons, kiosks, boardwalks, and bridges.
5. Coordinate projects with Town of Webster officials when required.
6. Oversee or monitor project construction, and/or coordinate with the steward(s) of the relevant park or trail to oversee or monitor project construction.
7. Attend Board meetings and participate as a member of the team.