BY-LAWS of the WASHINGTON HISTORICAL SOCIETY
ARTICLE I – NAME, LOCATION, AND PURPOSE
SECTION – 1 The name of this corporation shall be the “Washington Historical Society,” with its principal office at Washington, Maine, and has received from the Internal Revenue Service recognition as having a 501(c) (3) status.
SECTION – 2 The purposes of this corporation are to cultivate social interactions and friendship among its members; to collect and preserve data touching the history of Washington, the Washington area, Knox County, and the State of Maine; to collect and preserve articles, specimens and material objects illustrative and demonstrative of the customs, modes and habits of former times in the areas mentioned; to perpetuate the memory of those who, by their labors and heroism, contributed to make the history of the areas mentioned; to compile, write and publish a history of the Town of Washington and/or the Washington area, or cause the same to be done; to do all acts necessary and convenient for the furtherance and promotion of the aforesaid purposes; to exist under the laws of the State of Maine as a corporation without capital stock and not for pecuniary profit.
SECTION – 3 In the event of the dissolution of this corporation, all assets remaining after payment of legal obligations shall be distributed to an organization or organizations qualified as exempt under provisions of 501(c)(3) of the Internal Revenue Code of 1954 as amended. This is a requirement for an organization to have tax-exempt status. Income tax returns must be filed each year, but no taxes are required to be paid.
ARTICLE 2 – MEMBERS AND DUES
SECTION – 1 Any person desiring to promote the purpose of the Washington Historical Society shall be eligible for membership in the corporation.
SECTION – 2 Classes of membership shall be:
Regular members: whose annual dues shall be $5.00
Patron members: those who donate $25.00 or more annually. Life members: those who donate $100.00 or more
SECTION – 3 The fiscal year of the association shall be from July 1st to June 30th of the following year.
SECTION – 4 Dues are payable on or before the annual meeting in July of each year.The
Secretary shall notify the members in June. The secretary and/or treasurer shall notify members who are three months in arrears and those whose dues are not paid for one year shall be dropped from membership in the corporation. The dues of those who become members during May and June of any year shall be applied to the next fiscal year.
ARTICLE III – OFFICERS
SECTION – 1 The officers of the organization shall be a President, and Vice-president, a Secretary, a Treasurer, and a Board of Directors consisting of the before mentioned officers and three Directors. All officers and one director elected the first year shall serve one-year terms. The second director shall serve two years and the third director shall serve three. Thereafter, all officers shall serve one-year terms and all directors shall serve three-year terms. If there is more than one nominee for any office, election for that office shall be by written ballot. The officers and directors shall take office immediately following the election.
SECTION – 2 At least one meeting prior to the annual meeting of the membership, the Board of Directors shall appoint a nominating committee of three members, one of whom shall be from the Board of Directors and two from the general membership. It shall be the duty of this committee, to nominate a candidate for each office and one director’s position to be filled at the annual meeting.
SECTION – 3 Additional nominations for Directors or officers may be made from the floor at the annual meeting.
SECTION – 4 In case of vacancy in the office of President, the Vice-president automatically becomes President. Vacancies in other offices shall be filled by the Board of Directors until the next annual meeting.
ARTICLE IV – DUTIES OF OFFICERS
SECTION – 1 The officers shall perform the duties prescribed by these bylaws and by parliamentary authority adopted by the corporation.
SECTION – 2 The President shall be the chief executive officer of the corporation and shall exercise a general supervision over its interest and welfare. The President shall preside at all meetings of the corporation, and the Board of Directors; appoint all committees authorized by the bylaws or by the Board of Directors, except the nominating committee; and present the annual reports of the Washington Historical Society at the annual meeting.
SECTION – 3 In the absence of the President, the Vice-president shall perform the duties pertaining to that office. The Vice-president shall have such additional duties as may from time to time be assigned by the President or the Board of Directors.
SECTION – 4 The Secretary shall give notice of meetings, record minutes of meetings, keep record of annual dues paid, and shall conduct such other correspondence as the corporation and the Board of Directors may direct.
SECTION – 5 The Treasurer shall collect the dues, receive the funds of the corporation and deposit them in such bank or banks as the Board of Directors may select. The Treasurer shall draw thereon by check for payment of bills approved by the President or Vice-president. Annually, or more often if so ordered by the Board of Directors, the Treasurer’s account shall be audited by the auditing committee. The Treasurer shall present a financial statement at each regular meeting of the Board of Directors and shall make a financial report covering the previous fiscal year at the annual meeting of the corporation.
ARTICLE V – BOARD OF DIRECTORS
SECTION – 1 The Board of Directors make recommendations to the membership regarding the management, policies, properties, and financial matters of the corporation.
SECTION – 2 Board of Director meetings shall be at the call of the President or any three directors.
ARTICLE VI – MEETINGS OF THE CORPORATION
SECTION – 1 The corporation will meet monthly.
SECTION – 2 At least one meeting shall be held each year in July, which shall be the annual meeting. At least ten days’ notice shall be given to all members of the corporation.
SECTION – 3 Unless otherwise ordered by the Board of Directors or the corporation, the annual meeting shall be held on the third Tuesday of July. The annual meeting shall be held for the purpose of receiving reports of officers and committees, electing officers, and for any other business that may arise and for such purposes as the Board of Directors may authorize.
SECTION – 4 The President or five members of the corporation are required to request a special meeting.
SECTION – 5 Seven members shall constitute a quorum.
ARTICLE VII – COMMITTEES
SECTION – 1 All committees, except as are otherwise provided for in these bylaws shall be appointed by the President.
SECTION – 2 Immediately after each annual meeting, the following committees may be appointed by the President: Finance, Auditing, Membership, History and Research, and Public Relations Programs. The number of each is to be determined by the Board of Directors.
ARTICLE VIII – PARLIAMENTARY AUTHORITY
SECTION – 1 The rules contained in Robert’s Rules of Order, Revised shall govern the meetings of the corporation in all cases to which they are applicable and in which they are not inconsistent with the charter or with these bylaws.
ARTICLE IX – AMENDMENTS TO THE BYLAWS
SECTION – 1 These bylaws may be amended by a two-thirds vote of the members present at any annual meeting, or at any special meeting called for that purpose. The month prior to the annual meeting the Board of Directors shall make recommendations for any amendments to be adopted at the annual meeting or a special meeting called for that purpose.
Adopted by the Washington Historical Society April 21, 2010
Amended by WHS December 15, 2015
Wendy Carr
President