History of Sussex County, Virginia Historical Society
According
to the bylaws, the name of the corporation shall be Sussex County, Virginia
Historical Society. The Sussex County, Virginia Historical Society
Bylaws
SUSSEX
COUNTY, VIRGINIA HISTORICAL SOCIETY
BYLAWS
ARTICLE I. NAME
The name of the corporation shall be Sussex County, Virginia Historical Society.
ARTICLE II. PURPOSE
The purpose of the Corporation shall be to preserve, publish, present and promote the history of Sussex County, Virginia.
ARTICLE III. MEMBERSHIP
Section 1. Eligibility
All persons interested in the purpose of this Corporation shall be eligible for membership and shall be received into membership upon payment of annual dues.
Section 2. Classes of Membership
Classes
of membership shall be:
a. Regular
b. Sustaining
c. Benefactor
d. Life
e. Student
Section 3. Honoary memberships may be awarded upon the recommendation of the Board of Directors and a majority vote of those present and voting at any general membership meeting. Honorary members may attend meetings and participate in debates, but many not make motions or vote, unless they are also active members of the Society.
Section 4. Dues
a. Annual
dues for the classes of membership shall be:
1. Regular $10.00
2. Sustaining $25.00
3. Benefactor $100.00
4. Life $500.00
5. Student $5.00
b. Honoary members are not required to pay dues.
c. Dues
are payable by November 1 of each year.
1. Members who have not paid their annual dues by December 31 of each
year shall be considered in arrears and shall receive a reminder notice
from the Treasurer.
2. Members who are six months in arrears shall be dropped from membership.
3. Members (except life members) joining between April 30 and the date
of the annual meeting of each year shall pay one half of annual dues
for that year.
ARTICLE IV. OFFICERS AND DUTIES.
Section 1. Officers
a. Officers of the Corporation shall be a President, a Vice President, a Secretary and a Treasurer.
b. In the
event of a vacancy in the office of President, the Vice President
shall fill the unexpired term. Vacancies in other offices shall be filled
by
the President, with the approval of the Executive Committee.
Section 2. Duties of Officers
a. The President shall preside at all general meetings and Board of Directors meetings, appoint all committees except for the nominating committee, and fill vacancies as prescribed in these by-laws, promote the purposes of the organization, and authenticate by his or her signature, when necessary, all acts, orders, and proceedings of the organization. He/she shall be an ex officio member of all committees except the nominating committee.
b. The Vice President shall preside at all meetings in the absence of the President, assist the President in promoting the purposes of the organization and shall serve as program chairman.
c. The Secretary shall keep an accurate record of all proceedings of the general meetings and Board of Directors meetings of the corporation, keep on file all written committee reports, keep the official membership roll, send meeting notices as required, and conduct general correspondence as required by the President.
d. The Treasurer shall keep an accurate record of all receipts and disbursements of the organization and shall make written reports to the Board of Directors and general membership as directed by the President. He or she shall make a full written financial report annually. The Treasurer shall send annual dues notices in October of each year and past due notices to members in arrears in January. The Treasurer shall serve as Chairman of the budget and finance committees.
ARTICLE V. MEETINGS
Section I. General Meetings
There shall be five (5) general membership meetings annually, held in September, November, January, March and Mary. The November meting shall be designated the annual meeting. In the event of special circumstances the meeting dates may be changed with the approval of the Executive Committee and notice to the membership.
Section 2. Special Meetings
a. Special
meetings of the general membership may be called by the President or
upon the written request of five (5) or more members. Only such business
as designated in the call may be conducted at the special meeting.
b. Written notice of a special meeting shall be mailed to all members
at last ten (10) days prior to the meeting.
Section 3. Board of Directors Meetings
a. Board of Directors meetings shall be held quarterly within one month prior to the regular membership meetings.
b. Special meetings of the Board may be called by the President or upon written request of three (3) or more Board members.
c. Only such business as stated in the call or special meetings may be conducted.
d. Written notice of a special meeting of the Board shall be mailed to all directors at least ten (10) days prior to the date of the meeting.
Section 4. Quorums.
a. Ten Percent (10%) of the members or twenty-five (25) members, which ever is less, of the Corporation, including at least two (2) officers, present at any regular scheduled or duly called meeting of the membership shall constitute a quorum.
b. One-third (1/3rd) of the members of the Board, of which at least two (2) are officers, shall constitute a quorum for the Board of Directors meetings.
c. A majority of the Executive Committee will consistute a quorum.
Section 5. Proxy Voting
a. Members of the Board of Directors may vote by proxy provided (i) the proxy is in writing, (ii) the proxy is presented prior to the beginning of the Board of Directors' meeting, and (iii) the proxy designates the member of the Board of Directors who will vote the proxy.
ARTICLE VI. BOARD OF DIRECTORS
Section 1. Number of Members
The Board of Directors shall consist of at least eleven (11) members elected by the general membership, including the elective officers. Additional directors, not to exceed three (3), may be elected by the Board. There shall be a maximum of sixteen (16) directors. The Board of Directors shall transact business of the Corporation as necessary and shall report all actions to the membership at the next regular membership meeting.
Section 2
A representative designated by nhon-affiliated historical organizations in Sussex County Shall be invited to attend Board of Directors meetings to help insure coordination of efforts to promoted the historical interests of the County.
Section 3. Terms of Office of Directors
a. Directors shall be elected for three year staggered terms, except officers of the Corporation, who shall serve by virtue of their elected office.
b. Directors, with the exception of the elected officers, may serve two consecutive terms of three years, and are eligtible for reelection after one year off the board.
c. Elected officers shall serve terms corresponding to their terms of office
d. Vacancies on the Board of Directors, except elected officers, shall be filled by election at the next annual meeting following the vacancy.
ARTICLE VII: NOMINATIONS AND ELECTIONS
Section I. Officers and Directors
a. Term of office for elected officers shall be three (3) years.
b. Officers shall be elected every other year at the annual meeting and shall assume their duties at the end of the meeting at which they are elected.
c. Elections shall be by voice vote, except when there is more than one nominee for any office. In such case, elections shall be by ballot vote
d. Offricers may serve two consecutive terms in the same office, with the exception of the Treasurer, who may serve longer at the volition of the membership.
e. Directors shall be elected annually as terms of office expire and shall assume their duties at the end of the meeting at which they are elected.
f. A nominating committee of five memers shall be elected by the Board of Directors at least sixty days prior to the annual meeting each year. This committee shall secure nominees for all officers and directors as prescribed by these bylaws and shall publish a single slate of officers and directors in the written notice for the annual meeting.
g. Additional nominations may be made from the floor at the time of elections.
h. All nominees shall have consented to serve if elected.
ARTICLE VIII. COMMITTEES
Section l. Standing Committees
a. There shall be the following standing committees:
1. Program
2. Budget and Finance
3. Education
b. Additional standing committees may be established by vote of the Board of Directors.
c. Standing Committee Chairmen shall be appointed by the President for a term consistent with the terms of office for elected officers.
Section 2. Special Committees
Such special committees as deemed necessary for the purpose and conduct of business of the Corporation may be appointed by the President, with the consent of the Board of Directors.
ARTICLE IV. EXECUTIVE COMMITTEE
Section 1.
The Executive Committee of the Corporation shall consist of the Elected officers, plus the immediate past President.
Section 2.
As necessary, the Executive Committee may conduct business on behalf of the Corporation between regular meetings of the Board of Directors.
Section 3.
All business transacted by the Executive Committee must be ratified by the Board of Directors at the next regular scheduled board meeting.
ARTICLE X. FINANCE
Section 1.
The fiscal year of the Corporation shall be January 1 through December 31.
Section 2.
The Treasurer shall establish a Corporate Account at a bank in Sussex County, Virginia.
Section 3.
All expenditures over $100.00 must be approved by the President.
Section 4.
The Budget and Finance Committee shall prepare an annual budget for the approval of the Board of Directors at the Board Meeting prior to the annual meeting of the general membership.
Section 5. Audits
a. An Audit Committee shall be appointed by the President each year by the date of the annual membership meeting. This committee shall audit the financial records of the society by July 1 of each year and prepare a written report for the Board of Directors.
ARTICLE XI. PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of Order, newly revised shall govern the Corporation in all cases to which they are applicable and in which they are not inconsistent with the Articles of Incorporation and these by laws and any special rules the Corporation may adopt.
ARTICLE XII. AMENDMENT OF BY LAWS
These bylaws may be amended at any regular meeting of the Corporation by a two-thirds vote, provided that the amendment has been submitted in writing to the membership prior to the previous regular meeting or by mail at least two weeks prior to the meeting at which the amendment will be considered.
ARTICLE XIII. DISSOLUTION
In the event of dissolution of the Corporation, the rules concerning dissolution contained in the Articles of Incorporation shall apply for distribution of all assets of the Corporation.
The officers of Sussex County, Virginia Historical Society shall be:
President.
The President shall preside at all general meetings and Board of Directos
meetings, appoint all committes except for the nominating committee,
and fill vacancies as prescribed in the by-laws, promote the purpose
of the organization, and authenticate by his or her signature, when
necessary, all acts, orders, and proceedings of the organization. He/she
shall be an ex-officio member of all committees except the nominating
committee.
Vice President. The Vice President shall preside at all meetings in
the absence of the President, assist the President in promoting the
purpose of the organization and shall serve as program chairman.
Secretary. The Secretary shall keep an accurate record of all proceedings
of the general meetings and Board of Directors meetings of the corporation,
keep on file all written committee reports, keep the official membership
roll, send meeting notices as required, and conduct general correspondence
as requested by the President.
Treasurer. The Treasurer shall keep an accurate record of all receipts
and disbursements of the organization and shall make written reports
to the Board of Directors and general membership as directed by the
President. He or she shall make a full written financial report annually.
The Treasurer shall send annual dues notices in October of each year
and past due notices to members in arrears in January. The Treasurer
shall serve as Chairman of the budget and finance committees.
BOARD OF DIRECTORS: The Board of Directors shall consist of at least
eleven (11) members elected by the general membership, including the
elective officers. Additional directors, not to exceed three (3), may
be elected by the Board of Board of Directors and shall transact business
of the Corporation as necessary and shall report all actions to the
membership at the next regular membership meeting. Directors shall be
elected for three year staggered terms, except officers of the Corporation,
who shall serve by virtue of their elected office. Directors, with the
exception of the elected offricers, may serve two consecutive terms
of three years, and are eligible for reelection after one year off the
board. Elected officers shall serve terms corresponding to their terms
of office. Elected officers shall serve terms corresponding to their
terms of office. Vacancies on the Board of Directors, except elected
officers, shall be filled by election at the next annual meeting following
the vacancy.
NOMINATIONS AND ELECTIONS FOR OFFICERS AND DIRECTORS: The term of office
for elected officers shall be three (3) years. Officers shall be elected
every other year at the annual meeting and shall assume their duties
at the end of the meeting at which they are elected. Elections shall
be by voice vote, except when there is more than one nominee for any
office. In such case, elections shall be by ballot vote. Officers may
serve two consecutive terms in the same office, with the exception of
the Treasurer, who may serve longer at the volition of the membership.
Directors shall be elected annually as terms of office expire and shall
assume their duties at the end of the meeting at which they are elected.
A nominating commitee of five members shall be elected by the Board
of Directors at least sixty days prior to the annual meeting each year.
This commitee shall secure nominees for all officers and directors,
as prescribed by the bylaws and shall publish a single slate of officers
and directors in the written notice for the annual meeting. Additional
nominations may be made from the floor at the time of elections. All
nominees shall have consented to serve if elected.
COMMITTEES: The standing committees are: Program, Budget and Finance
and Education. Addtional standing committees may be established by vote
of the Board of Directors. Standing Committee Chairmen shall be appointed
by the President for a term consistent with the terms of office for
elected officers. Special committees as deemed necessary for the purpose
and conduct of business of the Corporation may be appointed by the President,
with the consent of the Board of Directors.
EXECUTIVE COMMITTEE: The Executive Committee of the Corporation shall
consist of the Elected officers, plus the immediate past President.
As necessary, the Executive Committee may conduct business on behalf
of the Corporation between reguar meetings of the Board of Directors.
All business transacted by the Executive Committee must be ratified
by the Board of Directors at the next regular schedued board meeting.
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