Mendham Cemetery Association
January 9, 2023
Article 1 - Organization
Section 1 The Mendham Cemetery Association is a 503C Not for Profit Corporation established to manage the Mendham Hilltop Cemetery, 8 Hilltop Road, Mendham NJ. The Association is directed by a Board of Trustees with 9 members who are selected for 3-year terms. There are no term limits, however, Trustees are renominated every three years. Trustee terms are staggered so that there are annual “classes” of 3 Trustees. A Trustee may be removed by a vote of a majority of the Board for lack of participation or other action that is disruptive to the Association.
Potential Trustees are nominated by Members of the Board, while there is a preference for individuals who are Cemetery plot owners, Trustees can be any individual who has expressed an interest in the management of the Cemetery.
Section 2 Role of Board of Trustees
The Board of Trustees is the governing body for the nonprofit. Board members set policy; the Superintendent is responsible for implementing that policy.
Mission. To help keep the nonprofit on mission. The two most important questions that each trustee should continually be asking are “What is our mission?” and “Does this action serve the beneficiaries of our nonprofit?”
Superintendent. To approve the selection, provide oversight and support for the Superintendent.
Meeting Attendance. To take attendance seriously. No one can make all board meetings, but the expectation is to make most of them and let the Secretary know when absence is required. Repeated absences will lead to removal.
Committee Work. To provide oversight for specific operations and support the staff in successfully carrying them out. This generally entails serving on a Board committee that oversees a certain aspect of operations.
Finance. To ensure that financial accountability and stewardship are hallmarks of operations. To participate in some form of fundraising. This may include identifying prospects or “opening doors” to possible donors.
Advocates in the Community. To advocate for and serve as ambassadors for the nonprofit in the community and among peers.
Stay informed about the organization's mission, services, policies and programs
Review agenda and supporting materials prior to board and committee meetings
Suggest possible nominees to the board who can make significant contributions to the work of the board and the organization
Keep up to date on developments in the organization's field
Follow conflict of interest and confidentiality policies
Refrain from making special requests of the staff
Article 2 – Officers
Section 1 The officers of this association shall consist of President, Vice-President, Secretary and Treasurer, to be chosen annually from the Board of Trustees at their first meeting after the annual selection of trustees.
Article 3 - Duties of Officers
Section 1 President It shall be the duty of the President to preside at all meetings, appoint all committees and perform all other duties pertaining to the office.
Section 2 Vice-President It shall be the duty of the Vice-President, in the absence of the president to perform all duties pertaining to the President's office.
Section 3 Secretary It shall be the duty of the Secretary to keep correct minutes of all meetings of the Board of Trustees and record the same; to keep a correct record of all lots, plats and graves sold by the Association; to keep a record of all burials, giving name, age, place of death, time of death, undertaker, to prepare all deeds of lots, plats and graves sold and mark the same on map or maps of the Cemetery, to notify Trustees of the regular and special meetings of the Board at least forty-eight hours prior to such meeting.
Section 4 Treasurer It shall be the duty of the treasurer to receive and deposit all monies, keeping records of the same, and to make all disbursements; to make a full report of all transactions at each meeting of the Board.
Article 4 - Committees
Section 1 Executive Committee The executive committee shall consist of the President, Vice-President, Secretary and Treasurer. It shall be to direct the Superintendent in grading, improving and taking care of the Cemetery grounds, and to certify the correctness of the Superintendent’s other bills.
Section 2 Auditing Committee Auditing Committee to consist of three members of the Board of Trustees, whose duty it shall be to audit the financial accounts and report their condition at the Annual Meeting, or at such times as may be required by the Trustees.
Section 3 Committee on Sale of Lots Committee on sale of lots, to consist of the members of the Executive Committee, whose duty it shall be to assist in the sa1e of lots.
Article 5 - Annual Meeting
Section 1 The annual meeting for the selection of Trustees shall be on the second Monday of January in each and every year at the time and place designated by the Board of Trustees.
Article 6 - Notice of Annual Meeting
Section 1 Notice of the Annual Meeting will be posted on the Cemetery website and the local newspaper.
Article 7 - Meetings
Section 1 Meeting of Trustees shall be held at least quarterly and may be called more frequently. The Secretary shall call meetings at the request of the President or any two members of the Board of Trustees. Notice of meetings will be via the cemetery website and email notice to Trustees.
Article 8 - Quorum
Section 1 Five Trustees shall constitute a quorum for the transaction of business.
Article 9 - Deeds of Conveyances
Section 1 All deeds of lots, plats and graves shall be signed by the President (or delegate – Vice-President or Treasurer), who is hereby accorded full authority to execute and deliver such deeds on behalf of this corporation. The Secretary or Treasurer shall validate the President’s signature either by countersigning and/or use of the corporate seal.
Article 10 - Transfer of Lots
Section 1 The Association shall not buy back plots but will assist a plot owner who chooses to sell a plot to another individual.
Section 2 Transfer of plots. Sales or Transfer of plots by individual plot owners shall be allowed. Such sales or transfers will not be valid until the original plot owner has notified the Superintendent and the Superintendent has recorded such sale or transfer.
Article 11 - Interments
Section 1 No interments shall be made in any lot, plot or grave until a permit has been granted by the Funeral Director.
Article 12 - Work Performed Exclusively by the Cemetery
Section 1 All work on monument and headstone foundations, concrete graves and the opening and closing of all graves shall be performed by individuals in the employ of the Cemetery.
Section 2 All materials are to be furnished and work performed according to fixed rates of the Cemetery.
Article 13 - Order of Business
Reading of Minutes
5. Committee Reports
6. Selection of Trustees, Officers and Committees.
7. General business, Old and the New Business
Article 14 - Superintendent
Section 1 The Board of Trustees shall appoint a Superintendent who, subject to the control of the Board of Trustees, shall supervise and have charge of the Cemetery.
Article 15 - Amendments
Section 1 No alterations or amendments shall be made to these By-Laws unless they be offered in writing to the Board of Trustees at least one regular meeting before being acted upon. A majority vote of the Board of Trustees is required to make such alterations or amendments or repeal same.
Section 2 Incorporation of Amendments
This Revision to the By-Laws, having been approved by the Board of Trustees and presented to the members at the January 9, 2023, Annual Meeting, replaces previous By-Laws and Amendments and incorporates the “Role of Trustees” document.