The following is a copy of the Constitution which was passed at the Annual Meeting on September 18, 2005.

CONSTITUTION OF SOUTH CENTRAL LUTHERAN CAMP ASSOCIATION OF INDIANA, INC.

 PREAMBLE

             Whereas a need is seen for a Christian experience of growth, inspiration and recreation for people of all ages through a year-round outdoor ministry in the South Central area of Indiana,

            Whereas as Christians we are dedicated to provide Christian training and fellowship to all if possible,

            Therefore, we the undersigned herewith adopt the following Constitution of the South Central Lutheran Camp Association of Indiana, Inc.

ARTICLE I

 NAME

             The name of this Corporation shall be the South Central Lutheran Camp Association of Indiana, Inc., and shall have the power to frame its own By-Laws and to amend, add to, or repeal the same as the interest of the Association may demand.

            It shall be a non-profit organization for the benefit of all who may seek its privileges.

ARTICLE II

 LOCATION

             The principal office of this Association shall be South Central Lutheran Camp Association, Inc. d/b/a/ Camp Lakeview, 13500 West Lake Road, Seymour, Indiana, 47274-8719.  The Resident Agent is Joseph S. Thompson, Attorney at Law, 207 Washington Street,  Post Office Box 242, Columbus, IN 47202-0242.

               The location of the Association is adjacent to the Lutheran Lake, two miles northwest of Waymansville, Indiana, consisting of acreage upon the land formerly known as the Mahaffey farm.

ARTICLE III

 PURPOSE

             The purposes for which this organization is formed are as follows:

            1.   a.   Organization established and maintained not for profit but to promote the Christian religion in accordance with the doctrine, faith, and belief of the Lutheran Church - Missouri Synod and to that end provide a recreation camp for children, youth, clergy and lay adults individually or as groups or organizations who wish to participate in such an endeavor and for anyone whom the officers, directors or other members of the corporation as designated in the Constitution or By-Laws may deem desirable to use the premises, services, and privileges extended to them;

b.      to contract or be contracted with, acquire by purchase, bequest, donation or otherwise, real estate and tangible or intangible personal property in any amount or amounts; to possess, use, improve, sell, mortgage, lease, loan or to otherwise dispose of the same or any part thereof, and appropriate the principal or income therefrom or any part thereof, and any or all of its funds for purposes not inconsistent with its objectives and powers, nor with its Constitution and By-Laws, nor in violation of the conditions or requirements of any devise, bequest, or donation made to or for the benefit of said corporation;

c.      to construct buildings and repair buildings for the use of said corporation;

d.      to borrow money for any of said purposes and for the use of said corporation;

e.      to sue and to be sued; and

f.       to manage, operate, maintain and control the real estate and improvements of South Central Lutheran Camp Association of Indiana, Inc.

            The name of the camp to be sponsored by the Association is Camp Lakeview.

            2.   This Corporation shall have the power to purchase, hold and lease real estate and personal property, receive donations, devises and bequests of property or value for use and benefit of the Corporation.

                  No dividend shall be paid to any of its members and none of its property, real or personal, shall ever be used or expended except in carrying into effect the legitimate ends and aims of its being.

ARTICLE IV

 MEMBERSHIP

1.       Membership shall be limited to persons, who in the opinion of the Board of Directors will work agreeably together to carry out the purpose of the organization, as long as a minimum of two-thirds (2/3) of all members are members in good standing of congregations affiliated with the Lutheran Church - Missouri Synod.

2.   There shall be two (2) types of memberships: voting and sustaining.

a.      Voting membership: A voting member shall be any duly appointed representative from a Lutheran Church - Missouri Synod congregation or other organization approved by the Board of Directors of this Corporation limited to one (1) representative per Five Hundred (500) members of such church or organization.  Each voting member shall have voting privileges.

b.   Sustaining Membership:  A sustaining member shall be an individual who has contributed One Hundred Dollars ($100.00) or more in the proceeding twelve (12) months.  Sustaining members shall have voting privileges.

Each member shall be entitled to assist, promote, guide and counsel the Association and its program so as to perpetuate the purpose as herein stated.

Voting member status may be altered or changed, if deemed necessary, by the Board of Directors if the member or representative fails to abide by these Articles and By-Laws as herein set forth.

ARTICLE V

MEMBERSHIP MEETINGS

            1.   There shall be an annual business meeting of the membership during the month of September of each year. The exact time and date to be determined year by year by the Board of Directors.

                  Other meetings shall or may be held, upon the call of the Chairman of the Board of Directors or by a majority of the Board of Directors.

            2.   Notice of the annual or any special meeting of the membership shall be issued to each member by mail by the Secretary, upon the direction of the Chairman or the Board of Directors, at least ten (10) days in advance of the holding of such meeting.

3.       Those members in good standing, present in person or by proxy, shall constitute a quorum at any annual or called meeting.

4.       A majority vote of those present at the meeting is required to affirm or reject any proposal at the membership meetings, except for changes in the Constitution, By-Laws or Articles of Incorporation, which are governed in ARTICLE IX, AMENDMENTS.

ARTICLE VI

BOARD OF DIRECTORS 

1.       The organizational meeting of the Board of Directors shall be the first Board of Directors meeting held following the annual meeting of the membership.

2.       There shall be two (2) types of Directors: representative and honorary.

a.       Representative Director:  A representative Director shall be elected by the voting members at the annual meeting of the membership, for a term of three (3) years.  Such terms will begin at the conclusion of the annual membership meeting in which the Director is elected and will end at the conclusion of the annual membership meeting three (3) years later.  The Board of Directors shall consist of at least nine (9) and no more than twelve (12)  representative Directors each serving staggering terms, thereby requiring that during any given year of operation there shall be three or four representative Directors each having one, two and three year commitments remaining on their three year term.  So, at any given election there shall be three or four representative director positions open for election.  A representative Director may resign at any time by presenting his or her resignation in writing to the Board of Directors.

Any representative Director vacancy upon the Board of Directors shall be filled by the Board of Directors for the unexpired term. The candidate must be a member in good standing.  A majority vote of the Board of Directors is required to affirm or reject the candidate.

All representative Directors shall be members in good standing.

 b.       Honorary Director:  There shall be four (4) honorary Directors:

1)      A pastor, Lutheran Church - Missouri Synod, shall at all time serve on the Board of Directors as an honorary Director, appointed each year by the Board of Directors.  The appointment is to be made at the organizational meeting of the Board of Directors

 2)      The Executive Director of South Central Lutheran Camp Association of Indiana, Inc.

3)      A member of the Lutheran Resort Association, Inc., an Indiana Not-For-Profit Corporation, who shall be appointed by the Board of Directors of said Lutheran Resort Association, Inc., each year. 

4)      A member of the Camp Lakeview Foundation who shall be appointed by the Board of Directors of said Camp Lakeview Foundation, each year.

                        Honorary Directors shall not be entitled to vote on matters coming before the Board.

            3.   The Board of Directors is authorized to expend current funds for camp operational expenses such as provisions, help and repairs;

Shall accept membership dues in keeping with recommendations of the Corporate Development and Membership Committee;

May incur indebtedness as authorized by the membership for camp operational expenses not to exceed Ten Percent (10%) of previous year’s annual operating expenses;

May incur indebtedness as authorized by the membership for the construction of facilities as deemed essential and necessary to fulfill the organization’s mission.  Notice of such intended change of assets shall be included in the meeting notice;

May appoint or terminate the appointment of an Executive Director.

Shall appoint Ad Hoc Committees as deemed necessary.

ARTICLE VII

OFFICERS AND COMMITTEES

              1.   The Officers of this Corporation shall be a President, Vice President, Secretary and Treasurer.

2.      All officers shall be persons either elected or appointed as representative directors.  They shall be elected at the organizational meeting of the Board of Directors, and shall serve until the following organizational meeting of the Board of Directors.

3.      The Executive Committee shall consist of the President, Vice President, Secretary, Treasurer, the honorary Pastor Director, and the Executive Director.  The Executive Director shall serve as ex-officio member and shall not be entitled to vote on matters coming before the Executive Committee

                    The purpose of this committee is to deal with those issues related to human resources.  It shall act as the supervisory role for the Executive Director.  It shall also provide analysis and feedback to the Board of Director in the event that a full time employee has conducted themselves in a manner that may warrant termination.  It shall provide analysis and insight to the Board of Directors concerning candidates being considered for full time employment.  It shall also monitor employee benefits in regards to service and costs and make any recommendations for change to the Board of Directors.

              4.   Any vacancy in the Offices of this Corporation shall be filled by the Board of Directors for the unexpired term.  The candidate shall be a person either elected or appointed as a representative director.  A majority vote of the Board of Directors is required to affirm or reject the candidate.

              5.   Duties - The officers shall perform in general all the duties incident to their respective office in regard to the Executive Committee.  The remaining board members shall work agreeably with the organization to promote and further the aim and purpose of the Association.

                    Each board member (excluding the Executive Committee) shall serve as a committee member on at least one of the following committees.

a.   Committees - There shall be organized within the Association, headed by a member of the Board of Directors, the following committees:  Corporate Development and Membership Committee, Building and Grounds Committee, Ministry, Mission and Program Committee, Strategic Committee, South Central Lutheran Camp Assoc./ Lutheran Resort Assoc. Joint Committee, Public Relations / Special Events Committee.

(1)   Corporate Development and Membership Committee:  The purpose of this Committee is to create developmental plans for the corporation.  The Committee shall originate, develop and formulate ideas and plans to maintain a sustaining interest in the corporation including increasing membership thereof.  The Committee will be responsible for soliciting new members.  Most importantly, it is the responsibility of the Committee to fulfill the purposes of the Corporation by raising funds and recommending plans to ultimately achieve the vision of the South Central Lutheran Camp Association of Indiana, Inc.

As a part of its effort, the Committee should work directly with the Camp Lakeview Foundation or duly appointed representatives of the Foundation and the Executive Director to develop and promote vehicles for planned giving.

(2)  Building and Grounds Committee:  This committee shall be responsible for the proposal and/or approval of all plans for construction of buildings_, additions and alterations of existing structures, and other improvements and changes to the properties owned by the Association, after proposals and recommendations of this committee are duly affirmed by the membership or the Board of Directors.

      A Board of Trustees may be appointed by the Building and Grounds Committee to work in conjunction with this Committee to be responsible for the care and maintenance of existing facilities and equipment of the Corporation.  They shall authorize expenditures for these and minor improvements within the budget authorization by the Board of Directors.  This Board of Trustees shall work agreeably with the Board of Directors toward the orderly development of Camp Lakeview.

(3)   Ministry, Mission and Program Committee:  The purpose of this Committee is to assess the effectiveness of current programs and to prayerfully seek new ministries and programs that the Camp should evaluate.  As a result of assessing the effectiveness of current programs, the Committee shall work with the Program Director, and his or her staff and the Pastoral Advisor to pursue improvements.  In regards to evaluating new ministries and programs, these should not be limited in approach as long as they are in alignment with the vision of the SCLCA.  Ministries that are not aligned with the vision of the SCLCA but are considered to be possible expansions of the SCLCA vision should be brought before the Board for approval prior to any pilot activities.

(4)  Strategic Committee:  The purpose of this committee is to develop and/or maintain a “Strategic Plan” for the purpose of keeping the efforts of the Board of Directors focused toward a common goal.  The Strategic Plan shall contain a vision for the camp, which looks at least five years into the future.  The Strategic Plan shall contain specific strategies and action steps for the next 24 months to help move the camp toward the vision.  In conjunction with those responsibilities, this Committee shall conduct an annual Strategic Planning Retreat where the Committee, Board and invited members shall develop and/or revise the Strategic Plan. 

(5)  South Central Lutheran Camp Assoc./Lutheran Resort Assoc. Joint Committee:    The purpose of this Committee is to maintain a professional and direct line of communication between the SCLCA and the Lutheran Resort Association..  The committee shall originate, develop and formulate ideas and plans to maintain a sustaining relationship between the above mentioned.  The Committee will be responsible for investigating and working on resolutions of any joint undertaking and presenting to the full Board for approval.

The Joint Committee shall consist of an equal number of board members or approved representatives from each board.

(6)    Public Relations / Special Events Committee:  The purpose of this Committee is to plan and promote events that shall increase community and member awareness of activities and camp improvements.  This may be accomplished by the planning of events that will highlight the South Central Lutheran Camp Association of Indiana Inc.  The committee will work in concert with the Executive Director in coordinating any advertising, mailings and member contact in order to be informative but not repetitive.

ARTICLE VIII

NOMINATIONS OF DIRECTORS

            1.   A Nominating Committee of three (3) shall be appointed by the President. They shall be members in good standing.  They shall prepare a ballot to be included with each announcement of the annual meeting.  Members may vote at the annual meeting or by proxy on the officially mailed ballot.

            2.   The Nominating Committee shall select at least one (1) candidate for each representative Director vacancy. Candidates for election shall be members in good standing and selected so as to maintain equality in representation in regard to membership and geographical balance.  The Nominating Committee shall contact the Board of Directors and the participating committees for suggested candidates from their organization.  All nominees for Director positions shall be members in good standing of congregations affiliated with the Lutheran Church - Missouri Synod.

ARTICLE IX

AMENDMENTS

            This Constitution may be amended by a two-thirds (2/3) vote of the members present at any duly announced meeting of the membership after such amendment has been approved by a two-thirds (2/3) vote at a previously held duly announced meeting of the Board of Directors.

            Such amendments shall first be prepared by a Legislative Committee appointed by the Board of Directors or by the membership to prepare the final wording before the amendment is presented for approval.

ARTICLE X

DISSOLUTION

            In the event of dissolution of this Corporation, the Board of Directors shall turn over all of its assets of properties to the Indiana District of the Lutheran Church - Missouri Synod.

ARTICLE XI

STATUS AS A RECOGNIZED SERVICE ORGANIZATION OF THE LC-MS