Governance

By-Laws

Barton Historical & Genealogical Society, Inc. — amended September 11, 2016 and October 28, 2018

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Article I — Name and Purpose

Section 1 — Name

The name of the organization is Barton Historical & Genealogical Society, Inc. (BHGS). BHGS is organized exclusively for charitable and educational purposes under section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code.

Section 2 — Purposes

  1. Conduct genealogical and DNA research on all Barton families and to assemble, preserve and distribute this information along with other Barton-related materials for use by the public
  2. Compile and/or prepare digital copies and transcriptions of documents, photos, newspaper articles, etc. for use of BHGS members
  3. Establish appropriate Barton-related memorials, historical markers, and historical preservation as designated by the membership or the Board of Directors
  4. Promote brotherhood, fellowship and pride of family of the Barton surname worldwide

Section 3 — Restrictions

No part of the net earnings of BHGS shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that BHGS shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes described in section 501(c)(3). No substantial part of the activities of BHGS shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and BHGS shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, BHGS shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.

Article II — Membership

Section 1 — Eligibility for membership

Any person interested in the purposes of the organization, who applies for membership in an appropriate classification of membership, and who tenders the necessary dues shall thereby become a member.

Section 2 — Annual Dues

Dues are paid on a “magazine year” basis. Membership expires twelve months after the month of joining.

  1. Annual dues for individual active members shall be $20.00 (USD) and include a subscription to the society’s newsletter
  2. Annual dues for family memberships shall be $30.00 (USD) and include two subscriptions to the society’s newsletter, which may be mailed to two family members at different addresses
  3. Annual dues for honorary members shall be waived for their lifetime
  4. Annual dues shall be payable in advance, and members in arrears more than three months after payment is due shall be dropped from membership

Article III — Meetings of Members

Section 1 — Annual Meetings

An annual meeting of the members shall take place — the specific date, time and location will be designated by the President. At the annual meeting the members shall elect officers, receive reports on the activities of the society, and determine the direction of the society for the coming year.

Section 2 — Special Meetings

Special meetings may be called by the president or by a simple majority of the board of directors. A petition signed by five percent of voting members may also call a special meeting.

Section 3 — Notice of Meetings

Printed notice of each meeting shall be given to each voting member, by mail or email, not less than two weeks prior to the meeting.

Section 4 — Quorum

The members present at any properly announced meeting shall constitute a quorum.

Section 5 — Voting

All issues to be voted on shall be decided by a simple majority of those present at the meeting in which the vote takes place (except Bylaws and Virtual Meetings which require 2/3 vote of those participating).

Article IV — Board of Directors

Section 1 — Board role and size

The board is responsible for overall policy and direction of the society and delegates responsibility of day-to-day operations to the officers and committees. The board consists of a Board Chairperson who shall be elected by a simple majority of the board members, the four elected officers, the Chief of Clan, the Immediate Past President, and the appointed Board Members: Newsletter Editor, Database Manager, Historian, DNA Project administrator and Annual Meeting Chairperson. (A Board member has only one vote; no matter how many roles he or she fills)

Section 2 — Meetings and notice

The board shall meet at least semi-annually at an agreed upon time and place as called by the Board Chairperson. An official board meeting requires that each board member have written notice at least two weeks in advance.

Section 3 — Quorum

A quorum must be attended by at least forty percent of board members but not less than three members for business transactions to take place and motions to pass.

Section 4 — Officers and Duties

  1. The President shall have executive supervision over the activities of the society within the scope provided by these bylaws and as directed by the Board and shall preside at all general meetings of members. The president shall report annually on the activities of the society and shall nominate the Newsletter Editor, Newsletter Assistant Editor(s), the Database Manager, the Historian, the Annual Meeting Chairperson, the DNA Project Administrator, the Nominating Committee Chairperson and members of committees and delegates not otherwise provided for herein, which nominations shall be approved by the Board.
  2. The vice-president shall assume the duties of the president in the event of absence, incapacity, resignation, or removal of the president. The vice-president shall chair committees on special subjects as designated by the board.
  3. The secretary shall oversee the taking of minutes of meetings of the society and the boards of directors, sending out meeting announcements, and render an annual report — which shall include a copy of the currently approved bylaws and minutes of the previous annual meeting. The Secretary shall also maintain copies of Role Descriptions for all Duties
  4. The treasurer shall be responsible for maintaining a list of members and for the safekeeping of society funds, for maintaining adequate financial records, and for depositing all monies with a reliable banking company in the name of the society. Monies shall be paid out by numbered checks signed by the treasurer or one other person as specified by the Board. The treasurer will collect dues, and shall render an annual report based upon the calendar year. The treasurer shall annually prepare a Budget of projected income and expenses for the following calendar year and present it to the Board Chairperson for approval by the Board during the period after the Members Annual Meeting and before January 1st of the upcoming year.
  5. The Board shall approve the nominations of members to fill the following positions: the Newsletter Editor, Newsletter Assistant Editor(s), the Database Manager, the Historian, the Annual Meeting Chairperson, the DNA Project Administrator, the Webmaster, and the Nominating Committee Chairperson.

Section 5 — Special meetings

Special meetings of the board of directors shall be called upon the request of the president or the Board Chairperson, or one-third of the board. Notices of special meetings shall be sent out by the secretary to each board member at least two weeks in advance.

Section 6 — Virtual Board Meetings

Single issues may be presented by the President or the Board Chairperson to the Board for handling through an electronic Virtual Meeting (telephonic, e-mail or web meeting). The Virtual Meeting may address a single issue, which will be presented to all Board members in a single e-mail, with the issues, options and requested voting clearly stated. Any Board Member may reply to all Board members with relevant comments, questions or concerns. Two Thirds of the Board must vote “for” the issue in order for it to pass. A protest by 1/3 of the Board members will stop the Virtual Meeting — and the issue must then be handled at an Official Board Meeting.

Article V — Committees

Section 1

The board may create committees and roles as needed, such as fundraising, library, budget, publications, historic sites, membership, Assistant Newsletter Editor(s) (Distribution, Printing, etc.).

Article VI — Parliamentary Authority

Section 1

The rules contained in Robert’s Rules of Order shall govern the proceedings of the society except in such cases as are governed by the bylaws. The President may designate a Parliamentarian Pro Tem for the Annual Meetings. The Board Chairperson may designate a Parliamentarian Pro Tem for Board Meetings.

Article VII — Amendment to the By-Laws

Section 1

These bylaws may be amended when necessary by two-thirds majority of the board of directors or by a two-thirds majority of the membership at a BHS Annual Meeting. Proposed amendments must be submitted to the Secretary to be sent out with Annual Meeting or Board Meeting announcements.

Article VIII — Dissolution

Upon the dissolution of this organization, assets shall be distributed to North Greenville University, Tigerville, SC. as long as North Greenville University is exempt under section 501(c)(3) at the time BHGS dissolution takes place for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.

Certification

These bylaws were approved at the Barton Historical Society 2009 Annual meeting in Austin, Texas on August 29, 2009, amended September 11, 2016 and October 28, 2018.