CABARRUS GENEALOGY SOCIETY, INC.
OFFICE AND PURPOSE
Section 1. Principal Office: The principal office of the corporation shall be located at 21 Tarrymore Lane, Concord, North Carolina.
Section 2. Purposes: To generate interest in and raise the standards of genealogical research and compilation in Cabarrus County by means of educational programs, work-shops, and the publication and preservation of material of genealogical and historical nature; to instill in members and county citizens a pride in their families genealogical data and encourage and instruct members in the practice of genealogical research compilation; to serve, through its publications and otherwise, as a medium of exchange of genealogical information; to promote the collection, preservation, and utilization of manuscripts, documents and other materials of genealogical value, particularly in the Lore History Room and the Archives of the Society; to publish such books, journals, newsletters, charts, papers or lists deemed useful to the public.
Section 1. Members:
Membership in the Society shall be open to all persons interested in genealogical research and who subscribe to the objectives of the Society.
There shall be six classes of membership:
1. Associate (Students under 18) - $7.00
2. Individual - $10.00 ($15.00 for 1996)
3. Family (living at same address, receiving one journal) - $15.00 ($17.00 for 1996)
4. Sponsor - $50.00
5. Life - $200.00 or more
6. Honorary Life Members - those whose contribution to the Society in time and effort are so outstanding as to be so recognized by the vote of the Society and are thereafter exempt from annual dues.
Dues are payable on or before January l for the following year. Members failing to pay dues by March 31 will be dropped from the mailing list.
Section 2. Voting Rights: Only members whose dues are in a current status may vote and hold office in the Society. All such members may vote in person or by written proxy at the annual meeting of the Society.
Section 3. Place of Meetings: All meetings of members shall be held at such place as shall be designated in the notice of the meeting.
Section 4. Annual Meeting: The Annual Meeting of the members shall be held in November of each year, at a time and location to be fixed by the Board of Directors. members shall elect officers and members of the Board of Directors for the coming year at the Annual Meeting.
Section 5. Notice of Meetings: Notice of the Annual Meeting shall be mailed not less than ten (10) nor more than thirty (30) days before any meeting date to all persons entitled to notice of same.
Section 6. Quorum: At any meeting of the Society, twelve active members present shall constitute a quorum.
Section 1. General Powers: The business and affairs of the corporation shall be managed by the Board of Directors subject to the approval of the membership.
Section 2. Number, Term and Qualifications: The Board of Directors shall be composed of the officers and immediate past president of the Society and not less than three (3) nor more than nine (9) directors-at-large elected from the membership.The members of the Board of Directors shall serve terms of three years.
Section 3. Vacancies: Any vacancy occurring in the Board of Directors shall be filled by an election by the membership at any regular monthly meeting. A director elected to fill a vacancy shall be elected for the unexpired term of his predecessor in office.
MEETINGS OF DIRECTORS
Section 1. Meetings: The Board of Directors shall hold regular meetings at least quarterly at such times and places as the Directors shall set.
Section 2. Special Meetings: Special meetings of the Board of Directors maybe called by the President or Vice-President and must be called by either of them on the request of two (2) members of the Board.
Section 3. Notice of Meetings: Regular meetings of the Board of Directors may be held without notice. The person or person calling a special meeting of the Board of Directors shall, at least five (5) days before the meeting, give notice thereof to each director by any usual means of communication. Such notice need not specify the purpose for which the meeting is called.
Section 4. Waiver of Notice: Any director may waive notice of any meeting. The attendance by a director at a meeting shall constitute waiver of notice of such meeting, except where a director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called of convened.
Section 5. Quorum: A simple majority of the incumbent directors shall constitute a quorum for the transaction of any business at any meeting of the Board of Directors.
Section 6. manner of Acting: Except as otherwise provided in these bylaws, the act of the majority of the directors present at the meeting at which a quorum is present shall be the act of the Board of Directors. The presiding officer shall have a vote on all matters before the Board.
Section 7. Informal Action by Directors: Action taken by a majority of the directors without a meeting is nevertheless Board action if written consent to the action in question is signed by all of the directors and filed with the minutes of the proceedings of the Board, whether done before of after the action is taken.
Section 1. Officers of the Corporation: The officers of the corporations shall consist of a President, Vice-President, Recording Secretary, Corresponding Secretary, Treasurer, Archivist and Journal Editor.
Section 2. Election, Term and Qualification: The officers of the corporation shall be elected annually by the membership at the Annual Meeting of the corporation and shall hold office and serve until the next Annual Meeting or until the election and qualification of a successor.
Section 3. Vacancies: In case any office of the corporation becomes vacant by death, resignation, retirement, disqualification, or any other cause, the membership may at any regular monthly meeting elect an officer to fill such vacancy, and the officer so elected shall hold office and serve until the next Annual Meeting of until the election and qualification of a successor.
Section 4. President: The President shall preside at all meetings of the Society and of the Board of Directors and may call special meetings of the Society and/or Board of Directors, if necessary. The President shall be an ex-officio member of all committees except the Nominating Committee and shall appoint all committees not otherwise provided for.
Section 5. Vice-President: Vice-President shall preside in the absence of the President, and shall succeed to the presidency in case of a vacancy of that office. The Vice-President shall serve as Chairman of the Program Committee.
Section 6. Recording Secretary: The Recording Secretary shall keep, or cause to be kept, a record of all meetings, including a record of attendance, possess an up-to-date list of the membership list and shall maintain the records of the Society, including a record of any amendments to these Bylaws.
Section 7. Corresponding Secretary: The Corresponding Secretary shall keep, or cause to be kept, a record of correspondence pertaining to this organization and shall answer all correspondence pertaining to this Society and shall notify, or cause to be notified, all members of votes taken at the annual meeting.
Section 8. Treasurer: The Treasurer shall keep, or cause to be kept, a record of the active membership of the Society, shall issue and sign all authorized checks, shall maintain a checking account of the Society's funds and maintain all necessary financial records. The Treasurer shall receive, deposit and account for all funds received from the sale of the Society's publications. The Treasurer shall give a financial report at each monthly meeting.
Section 9. Archivist: The Archivist shall receive, prepare, record and file all biographical and historical materials of value to the Society and shall file in the Lore History Room of the C.A. Cannon Memorial Library all ancestor charts turned in by the members of the Society.
Section 10. Journal Editor: The Journal Editor shall be responsible for the collection, editing, publishing and distribution of the Society's Journal. The Editor may choose a staff from the Society's membership.
Section 1. Program Committee: The Program Committee shall plan and arrange the monthly programs of the Society. The Vice-President shall choose his committee from the membership of the Society.
Section 2. Auditing Committee: The Auditing Committee shall consist of three members appointed by the President. Within thirty days prior to the Annual Meeting, the committee shall conduct an audit of the fiscal records of the Treasurer and shall submit a report thereof to the members at the annual meeting.
Section 3. Nominating Committee: The Nominating Committee shall consist of a chair and two members appointed by the President at least two months prior to the annual meeting. The Nominating Committee shall submit, with the consent of the nominees, the names of at least one nominee for each elected office. The nominating Committee shall submit its recommendations at the monthly meeting immediately before the Annual Meeting. Additional nominations may be made from the floor at the annual meeting, provided that the nominee consent to the nomination.
Section 4. Publicity Committee: The publicity Committee shall be in charge of all publicity such as notices of meetings, articles describing meetings held by the Society, and publicity necessary for the promotion of the Society and its purposes.
Section 5. Additional Committees: Additional committees may be appointed by the President, subject to the approval of the Board of Directors.
PROHIBITION AGAINST SHARING IN CORPORATE EARNINGS
Corporate Earnings: No director, officer or employee of the Society, nor a member of a committee of or person connected with the Society, nor any other private individual shall receive at any time any of the net earnings or pecuniary profit from the operations of the corporation, provided that this shall not prevent the payment to any such person for services rendered to or for the corporation in effecting any of its purposes as shall be fixed by the Board of Directors; and no such person or persons shall be entitled to share in the distribution of any of the corporate assets upon the dissolution of the corporation. Upon the dissolution or wining up of the affairs of the corporation, the assets of the corporation then remaining in the hands of the Board of Directors after all debts have been satisfied, shall be distributed, transferred, conveyed, delivered and paid over in such amounts as the Board of Directors may determine or as may be determined by a court of competent jurisdiction upon application of the Board of Directors, exclusively to the C.A. Cannon memorial Library for the purchase of genealogical publications for the library's Lore History Room.
Investments: The corporation shall have the right to retain all or any part of any securities or property acquired by it in whatever manner, and to invest and reinvest any funds held by it, according to the judgment of the Board of Directors, without being restricted to the class of investments which a director is or may hereafter be permitted by law to make or any similar restriction; provided, however, that no action shall be taken by or on behalf of the corporation if such action is a prohibited transaction or would result in the denial on the tax exemption under Section 503 of the Internal Revenue Code and its regulations as they now exist or as they may hereafter be amended.
Exempt Activities: Notwithstanding any other provision of these bylaws, no director, officer, employee, or other representative of this corporation shall take any action or carry on any activity by or on behalf of the corporation not permitted to be taken or carried on by an organization exempt under Section 501(c)(3) of the Internal Revenue Code and its regulations as they now exist or as they may be hereafter amended, or by an organization contributions to which are deductible under Section 170(c)(2) of such code and regulations as they now exist or as they may hereafter be amended.
Section 1. Fiscal Year: The fiscal year of the corporation shall be January 1 through December 31.
Section 2. Amendment of Bylaws: The bylaws of the Society shall be revised as necessary to meet the needs of the Society. An amendment to the by-laws may be introduced at any regular meeting by any member of the Society and may be acted upon at a subsequent meeting of the membership but in any event no later than the next following annual meeting. A written statement of the proposed amendment shall be distributed to the membership prior to such vote. A two-thirds (2/3) vote of members present shall be necessary to adopt the proposed amendment.
Section 3. Parliamentary Authority: The rules contained in Robert's Rules of Order, Revised shall govern the meetings of this Society.
Adopted on this 13th day of December 1994