The National Society of The Colonial Dames of America In The State of West Virginia BY-LAWS

Transcription

1 The National Society of The Colonial Dames of America In The State of West Virginia BY-LAWS ARTICLE 1. Copyright of Name Section 1. The National Society of The Colonial Dames of America in The State of West Virginia, Inc. is the official name for the West Virginia Society, and the full name for the Society shall be used on all official documents and invitations. In these By-Laws, however, This Society will be used in place of the full name. Section 2. The By-Laws of This Society shall be subject to the provisions of the Constitution and Acts in Council of The National Society of The Colonial Dames of America. ARTICLE II. Objects Section 1. The Objects of This Society shall be to collect and preserve manuscripts, traditions, relics and mementos of bygone days, to preserve and restore buildings connected with the early history of our country; to educate our fellow citizens and ourselves in this country s history and thus diffuse healthful and intelligent information concerning the past; to create a popular interest in our Colonial history; to stimulate a spirit of true patriotism and a genuine love of country; and to impress upon the young the sacred obligation of honoring the memory of those heroic ancestors whose ability, valor, suffering and achievements are beyond all praise. Section 2. The Objects of This Society, as set forth in Article II of the National Constitution, shall be interpreted by This Society to include activities which, although not mentioned in the objectives of the Constitution, are nevertheless in harmony with the ideals of the National Society and may be classed as fundamentally patriotic service. In accordance with the policies of the National Society; the test of such activities undertaken by This Society shall be their steadfast underlying patriotic purpose; and by whatever means employed, should be directed toward the building mentally, morally or physically of better American citizens. Great care must be exercised by This Society not to overstep the limits of this interpretation. Further in compliance with the policies of the National Society, this Society shall continue to assist and cooperate with other historical or patriotic organizations without the appointment of interlocking committees. At no time shall This Society be affiliated or otherwise construed as political or partisan as such involvement would not be consistent with the policies of the National Society. ARTICLE III Meetings of This Society Section 1. An Annual Meeting for the membership of This Society, at which the election of the officers shall be held, as described in ARTICLE X below, shall take place in the city of Charleston in May of each year. Section 2. A Semi-annual Meeting for the membership of This Society shall be held in November. Section 3. A quorum of This Society shall be a majority of the members present. Section 4. Meetings of This Society may be called at any time by the President, and shall be called on the written request of five members of This Society. ARTICLE IV

2 The Board Section 1. The Board of This Society, hereafter in these By-Laws referred to as The Board, shall be responsible for the government of This Society and shall transact all business not otherwise provided for in these By-Laws. The Board shall have the power to vote changes in the dues required for membership; and, when such an action seems financially advisable, may recommend the levying of a special membership assessment. Such special assessment recommendations as voted by The Board shall then come before an Annual or Semi-Annual Meeting of this Society. Passage of such special assessment shall require a majority vote of those present. Section 2. The Board shall be comprised of the elected Officers and Board of Managers members, and only these persons shall have the privilege of voting at meetings of The Board. Section 3. Five members of The Board shall constitute a quorum. Section 4. Reports of meetings of The Board shall be given at regular meetings of This Society. Section 5. The Board shall adjust the Dues of any member for such reasons and for such periods of time as in its judgment may seem advisable. Section 6. The Board shall at its fall meeting or as soon thereafter as possible, consider the names of all members delinquent in the payment of their Dues for the current year and take such specific actions as seem best. Section 7. All resignations from This Society shall be voted on by The Board. Section 8. It shall be the duty of The Board, at the May meeting to elect a Nominating Committee. Section 9. The President shall have the power to fill any vacancy occurring in its number for the remainder of an unexpired term. Section 10. If any member of The Board is absent from three successive Board meetings, without proper notification to The Board, it shall be equivalent to resignation from her office, and the place may be filled by the President. The Officers Section 11. The Officers of This Society shall be the President, two Vice Presidents, two Secretaries, the Treasurer, the Registrar, and the Historian. These Officers shall be elected annually and may serve for not more than six consecutive one year terms. The President, Vice Presidents, Secretaries, Treasurer and Registrar shall be known as the Executive Committee. Section 12. In addition to the Officers of This Society, there shall be twenty one Board of Managers members, seven of whom shall be elected each year for a three year term. Care shall be exercised to see that at all times for the operation of This Society the following persons are included among the Board of Managers: the Assistant Treasurer; the Assistant Registrar; the Chairmen for Patriotic Service, Historical Activities, Museum Properties and Ways and Means; the Parliamentarian; the representatives for Gunston Hall, Dumbarton House and Sulgrave Manor; the Chairman of each of the County committees; the Editor of the Link and as many members at large as are necessary to fill out the required twenty one Board of Managers members. ARTICLE V Meetings of the Board

3 Section 1. Meetings of The Board, designated as Board/General Meetings because they are open to the membership of This Society, shall meet at least four times per year. Two of the meetings shall precede the Semi-Annual meeting and the Annual meeting. ARTICLE VI The Duties of the Officers and The Board Section 1. It shall be the duty of the President to preside at the meetings of This Society and of The Board and to exercise the usual functions of a president officer. The President shall also be an ex-officio member of the Craik-Patton, Inc. Board. She shall attend the Council of the National Society as the Official Delegate of This Society. She shall appoint all standing and National Committee Chairmen. The President of This Society is an ex-officio member of all committees with the exception of the Nominating Committee. She shall enforce a strict observance of the Constitution of The National Society and the By-Laws of This Society. During the President s term of office, she shall be in charge of the Seal of This Society, the Certificate of Incorporation and any badges which have, or may become, the property of This Society. The Vice Presidents Section 2. In the absence of the President, it shall be the duty of the Vice Presidents, in their order, to preside at all meetings of This Society and of The Board, and in the case of death or resignation of the President, to assume the Presidency until the next annual election. The Vice Presidents shall also perform such duties as shall be assigned to them from time to time by the President. a. The 1 st Vice President shall be in charge of planning the program and making arrangements for the Semi-Annual and Annual meeting. She shall also make arrangements for the spring and fall Board meeting. b. The 2 nd Vice President, aided by the Corresponding Secretary, shall be in charge of compiling, printing and distributing the membership directory. The Recording Secretary Section 3. The Recording Secretary shall keep minutes of the proceedings of This Society and of the meetings of The Board. She shall see that minutes are transcribed and entered into the Secretary s Minute Book as a permanent record for This Society. As soon as possible, following each meeting, the Secretary shall send the minutes of each meeting to all the members of The Board either by or USPS. The Secretary and the President shall certify all acts of This Society; and, when necessary, the Secretary shall authenticate these acts with the Seal of This Society. The Secretary shall keep a true list of the members of The Board and shall perform such duties as her office on The Board requires. In the absence of the Secretary, a Secretary pro-tempore shall be appointed by the presiding officer. The Corresponding Secretary Section 4. The Corresponding Secretary shall conduct the general correspondence of This Society and keep a record thereof. She shall keep a true record of the members of The Board and shall issue notices of all meetings. She shall send a note of condolence upon the death of each member of This Society to the family of the deceased member. She shall send a notebook, ordered from National, containing the By-Laws, Membership Roster and Directory of This Society to each newly admitted member. The Treasurer Section 5. The Treasurer shall be in charge of the funds and securities of This Society and deposit them to the credit of This Society in such banking institution in the city of Charleston as The Board shall elect. Such funds shall be drawn then on the check of the Treasurer for the purposes of This Society only. Expenditures over $500 and not contained in the annual budget shall be approved by the President.

4 a. The Treasurer shall keep a true account of her receipts and payments, and at every meeting of This Society she shall render a statement of its financial condition. She shall serve as Chairman of the Finance Committee and shall assist in the preparation of the annual budget. She shall give the Nomination committee and The Board such information as they shall require, in order that no member shall hold office, serve on a committee or propose or second candidates for membership, if she is delinquent in the payment of her Dues in accordance with the By-Laws. b. The Treasurer shall notify all members of their annual Dues and any Assessments by March 1, payable on April 1. She shall send a second statement of indebtedness on June 1. She shall send a third and final notice of delinquency on August 1 by registered mail. The names of delinquent members shall be read at the fall Board Meeting and The Board shall take such specific actions as seem best. She shall not have the authority to excuse any payment of Dues or Assessments. A complete list of all delinquent members shall be presented at the fall meeting of The Board. c. Upon notice from the Registrar, the Treasurer shall send statements to newly elected members, showing the amount of the Entrance Fee, Dues and Assessments, if any, to be paid to This Society. The Treasurer shall not enter upon the books the name of any member until such member has paid in full her Entrance Fee, Dues and any Assessment which has been, or may be, levied. d. The Treasurer of This Society shall remit an annual payment to the Treasurer of the National Society for the Capitation Tax required for each member of This Society. Her accounts shall be reviewed annually by the Finance Committee and she shall present the report of this review at the Annual Meeting of This Society. The Assistant Treasurer Section 6. The Assistant Treasurer shall assist the Treasurer in any way agreed upon by the Treasurer and/or The Board. The Registrar Section 7. The Registrar shall keep a register in which are recorded the names of members whose papers have been examined and who have been duly elected to This Society. This register shall contain the name of the ancestor through whom the member claims eligibility, the date of the member s admission, her number in her Colonial State Society and her number in This Society. The Registrar shall have charge of all application blanks and of all correspondence relating to new memberships. Registrar s Procedure for Candidates When a candidate is approved by This Society, the Registrar shall send to her an invitation. When she accepts, the Registrar will send her the Proposal of Membership, which she will complete with her ancestor and lineage. The candidate will return the Proposal to the Registrar, who will send it to the Associate State Registrar of her Colonial state. After the lineage is approved the Associate State Registrar will send her the final lineage form with instructions for completing it. This Society's Registrar will receive notice of the acceptance of the candidate into the Colonial state and her Colonial number. The Registrar will give her the number of This Society and add her to the membership list, using the date of the Colonial date of acceptance as her date of acceptance. The President and Treasurer will be notified as will other officers of This Society. Registrar s Procedure for Death or Resignation of Member The Registrar shall notify the Registrar of the Colonial State Society of the death or resignation of a member who entered through that State. Upon the death of a member, notice shall be given at the next Board/General meeting of This Society, and a complete list of all deaths of members during the preceding year shall be read at the Annual Meeting of This Society and recorded in the minutes of that meeting. The Historian

5 Section 8. The Historian shall keep detailed records of all historic and commemorative celebrations of This Society; and, with the assistance of the Recording Secretary and the Registrar, the Historian shall prepare each year a Report of the events, activities and the history of This Society for publication in the Annual Directory of This Society. A copy of This Society s Historian Report shall be posted on the NSCDA web site. The Parliamentarian Section 9. The Parliamentarian shall see that proper parliamentary procedure is observed at all meetings. In the absence of the Parliamentarian, a Parliamentarian pro-tempore shall be appointed by the presiding officer. ARTICLE VII Honorary Officers Section 1. In recognition of specially valued services to This Society, the title Honorary may be conferred by a majority vote of the members present at any Annual Meeting of This Society. ARTICLE VIII Board Committees Finance Committee Section 1. The Finance Committee shall consist of the Treasurer, who shall be its Chairman, the Assistant Treasurer, the Ways and Means Chairman, the Recording Secretary and the Museum Properties Chairman. Other members of the Finance Committee may be named in any given year as the need arises. The Finance Committee shall prepare the annual budget and the Financial Review and present it at the April Board Meeting of This Society. The budget shall be approved by the membership at the Annual Meeting in May. Nominating Committee Section 1. At the May meeting, The Board shall elect a Nominating Committee of seven members, four of whom shall be from the city of Charleston. This committee shall nominate candidates for each office to be filled by vote of This Society at its Annual Meeting. Consent must be obtained to use the nominee s name, and a list of all nominees shall be sent by the Corresponding Secretary to each member of This Society three weeks before the Annual Meeting. Four members of this Committee constitute a quorum. Special Committees Section 1. As occasion demands to accomplish the aims of This Society, special committees may be appointed by the President or by various Chairmen serving on The Board. ARTICLE IX County Committees Section 1. When approved by The Board, County committees may be formed in any county of the state where there are not less than five resident members of This Society.

6 A. A temporary chairman and secretary of a newly formed County committee shall be appointed by the President of This Society until permanent officers are elected. B. Each County committee, after its organization, shall choose its own officers, notify members of its meetings and prepare its own rules. These rules shall specify the number and duties of its officers, the method of their election and their term of office. County Committees shall abide by the Acts of Council of the National Society governing them and by the By-Laws of This Society. ARTICLE X Elections Section 1. All elections of officers for This Society shall be by ballot. If there is only one nominee for any office, the vote may be oral. Section 2. Nominations from the floor shall be in order. Section 3. A majority of all votes cast shall be necessary to elect. Section 4. In case of a tie in the election of any officer, another ballot shall be taken immediately. ARTICLE XI Admission of Members Section 1. The membership of This Society shall consist of women of Colonial descent who are not less than eighteen years of age. Blood relatives of members of the West Virginia Society may be invited to become members of This Society regardless of where they live. The number of out-of-state members for This Society will in no way limit the number of potential members residing in this state. No person shall be eligible for admission as a member unless she is linearly descended from an ancestor who resided in this country prior to 1750, and whose qualifying services enable the candidate to comply with the requirements of the National Society as outlined in its Constitution, and with the eligibility list of the Colonial State Society through which she must acquire membership. A. A member joining the West Virginia Society while living in another state, under the provisions described above, must remain a member of This Society for a minimum of two years before she may transfer her membership to another state. B. A Courtesy member is a temporary member of the West Virginia Society who continues to pay her National and Corporate Society dues to the Society of which she is still a member. A letter/form of introduction from the Registrar of a member s own Society to the Registrar of the West Virginia Society shall entitle the member to receive such recognition and courtesies as the rules allow. The letter should include the members name, maiden name, address, telephone number and Colonial and Associate State numbers and should state that the member is in good standing. A copy of the letter should be sent to each of the affected Society s Presidents. Courtesy Membership is extended indefinitely to those requesting this membership to the West Virginia Society.

7 Courtesy Members will pay a fee (not dues) of $25 per annum to the Treasurer of NSCDA- WV. Courtesy members have all the rights and privileges of membership in the West Virginia Society except proposing candidates for membership and voting. C. An Emeritus Member is a Dame in good standing who at the age of 90 may request Emeritus status. Emeritus members will have all the rights and privileges of membership of the NSCDA and the West Virginia Society except proposing candidates and voting. The Emeritus members will pay National dues but pay no West Virginia Society dues. The request for this membership should be made in writing to the West Virginia Society President. Section 2. Members of This Society who have been members in good standing for at least two years may propose or second a candidate for membership. A. Each candidate shall be proposed by one member and seconded by another, both of whom shall know the candidate, and shall believe that she has the Society s requirements for ancestral and personal qualification. B. All names of prospective candidates shall be sent to the Registrar on forms provided by This Society and bearing the required signatures together with additional information deemed helpful. Section 3. Membership in This Society is by invitation. As soon as possible after acceptance by The Board, each accepted candidate shall be sent a membership invitation. On this invitation shall be listed the names of the members of This Society proposing and seconding this candidate for membership. Section 4. The Registrar may present the name of the candidate proposed for membership at the executive session of any Board Meeting during the year or by mail containing the Proposal document and ballot. Two negative votes constitute rejection of a candidate. A name so rejected may be proposed again after a lapse of two years. Proposers will be notified by the Registrar of action concerning their candidate. Section 5. Candidates shall be given one month in which to reply to This Society s invitation. Candidates shall not have more than two years in which to file the necessary lineage papers and to comply with the requirements of the Ancestral State Society but an extension of six months at a time may be granted when deemed necessary. Section 6. No candidate shall be enrolled until she has paid her Entrance Fee, Dues and any Assessment, a statement of which shall be sent to her by the Treasurer. If such a statement is not paid within three months from the time it is sent, her election, at the discretion of The Board, may be nullified. Section 7. Members of The Board shall be in honor bound not to divulge discussion as to candidates for membership in This Society nor the actions taken concerning candidates. ARTICLE XII Financial Responsibilities of Membership Section 1. The Initiation Fee to be paid to the Colonia State Society is determined by that state, and must be paid by the candidate immediately upon notification of her election to that Society. Section 2. The Initiation Fee of This Society is the amount established by the Board, to be reviewed when necessary, and payable upon receipt of a statement from the Treasurer.

8 Section 3. The Annual Dues of This Society shall be payable on April 1 st of each year. New members entering between November 15 th and the following April 1 st shall pay one-half the Annual Dues for the period to April 1 st, and the full Annual Dues thereafter. Section 4. Upon receipt of notice from the Colonial State Society that a candidate has been accepted as an Associate Member of The Society of that state, the Registrar of This Society shall instruct the Treasurer to send the candidate an itemized statement of Initiation Fee, Dues and Assessment, if any. Section 5. There will be no Life Memberships payable in This Society. Section 6. Members delinquent in payment of Dues on September 1, having been properly notified of pending action, shall be reported to The Board which may order that such members be dropped from This Society. When such an action is taken by The Board of This Society, the Colonial Society of these delinquent members and the National Society shall be notified of this action. ARTICLE XIII Section 1. The Insignia of This Society shall be that of The National Society of The Colonial Dames of America, as described in its Constitution, and shall be worn in accordance with the provisions of the National Society. Section 2. Upon request of a member in good standing, the Registrar shall obtain for her the National Insignia, the Recognition pin and the West Virginia pin, all of which may be purchased by a member. ARTICLE XIV Resignation Section 1. Resignation from This Society shall be made to The Board in writing through the Registrar. Section 2. No resignation from membership in This Society shall be effective as a release from obligations of the members, unless consented to and approved by a majority vote of The Board, and so entered upon the minutes of the meeting. Section 3. Resignation from This Society carries with it resignation from the Colonial State Society of the member and from the National Society. ARTICLE XV Reinstatement Section 1. A former member of This Society who resigned in good standing may make a written application to The Board for reinstatement. Such reinstatement must be approved by the unanimous vote of the members present at a regular meeting of The Board, and the applicant shall pay to This Society a Reinstatement Fee of $50. She must also comply with the requirements of her Colonial State Society and pay such Reinstatement Fee as that Society may require before her reinstatement becomes effective. ARTICLE XVII Council Section 1. This Society shall be represented at the Council of the National Society by the President, as Delegate, and may send five Alternates. (In the Acts of Council, Article IV, Section 2a, it states, The Thirteen Colonial State Societies

9 and the Society in the District of Columbia shall each send five Delegates and may send five Alternates to the National Council. The Societies in the Associate States shall each send one Delegate and may send five Alternates to the National Council. ) If the Delegate or Alternate is unable to attend the Council, The President of This Society shall appoint a substitute. ARTICLE XVIII Notices Section 1. It shall be the duty of each member to inform the Corresponding Secretary and the Registrar by written communication of any change in her mailing, address and/or phone number. Section 2. Service of any notice under these By-Laws shall be deemed sufficient when forwarded by the United States mail to the last known residence or post office address. Section 3. Notice of the Annual Meeting of This Society or of any proposed Amendment to these By-Laws shall be sent to each member three weeks prior to the date thereof. ARTICLE XIX Parliamentary Procedure Section 1. Robert s Rules of Order, Newly Revised, is the Authority to be used at all meetings of This Society. Section 2. Standing Rules may be adopted, amended or rescinded by a two thirds vote of the Board of Managers without notification or a majority vote with notification. ARTICLE XX Revisions and Amendments Section 1. These By-Laws may be amended or revised by two-thirds vote of the members present at any regular meeting of This Society, provided (1) that the proposed amendment or revision shall have been presented in writing, duly signed by the proposer, at a meeting of The Board held at least one month before the meeting at which it is to be voted on by This Society, and (2) that a copy of the proposed amendment or revision shall be included in the notice of the meeting of This Society at which such By-Laws are to come before the membership of This Society for vote. Article XXI Dissolution Section 1. In the event that The National Society of The Colonial Dames of America in the State of West Virginia is disbanded, or for any reason ceases to exist, all assets of said Society, including real and personal property, and all monies, shall be turned over to The National Society of The Colonial Dames of America or to any tax-exempt historical, patriotic, literary, educational or charitable organization. The purpose of this Bylaw is to insure that none of the assets of said Society shall ever inure to the private benefit of any individual or any

10 non-tax exempt organization, and this Bylaw shall be so construed. Standing Rules 1. The Roll of Honor Chairman shall receive, by November 1, the name(s) of distinguished members to be considered for the National Roll of Honor, A committee consisting of three members appointed by the Chairman shall vote on the qualifications of the nominee(s), and the nominee(s) accepted unanimously shall then be elected by a majority vote of the Executive Committee. The Roll of Honor Chairman shall send the name(s), accompanied by a donation of a least one hundred ($100) dollars per nominee, to the National Roll of Honor Chairman. The donation will be a budgeted item annually. The National Roll of Honor Chairman issues a certificate, which is sent to the State Roll of Honor Chairman and presented by her to the recipient (s) at the Annual Meeting. The name(s) will be announced by the National Roll of Honor Chairman at the Next Biennial Council. 2. The Bylaws Committee shall be responsible for putting into proper form all proposed amendments for presentation to the membership, keeping the State Bylaws in accordance with the National Constitution and Acts in Council, and advise the Executive Committee when revisions or additions are proposed by The National Society. It shall include the Parliamentarian and at least three other members appointed by the Chairman. 3. The Craik-Patton House Inc. Membership: The membership of the corporation shall consist of those persons who are members in good standing of The National Society of The Colonial Dames of America in The State of West Virginia and any non member of NSCDA-WV who is serving on the Board of Directors of the Corporation. 4. The Craik-Patton House Inc. Board: Craik-Patton House, an Historic House and Headquarters of the West Virginia Society, is operated by Craik-Patton House Inc. the West Virginia Society President is a voting member of the Board. Sixty (60%) percent of its directors must be members of the West Virginia Society. 5. The Museum Properties Committee shall act as a liaison with the National Museum Properties Committee and receive advice and aid in the interpretation, restoration and maintenance of historic museum houses. The Chairman of the Museum Properties Committee shall be a member of the Craik- Patton Inc. Board of Directors in order to provide resources, information and advice from the National Museum Properties Committee. 6. The Nominating Committee shall be composed of seven members: They shall be current members of the Board, who have served there for at least two years. The Committee shall select its own Chairman. The chairman shall not serve consecutive terms. Five members constitute a quorum. Consent must be obtained from a member for her name to be on the slate. The Committee shall meet at the discretion of the Chairman. They shall present a single slate of one candidate for each office to be filled. The slate is presented to the Board of Managers at its March meeting and voted on at the Annual Meeting. The Nominating Committee shall prepare a slate of nominees to serve as Directors on the Board of Craik-Patton Inc. The Board of Directors of Craik-Patton Inc. must have sixty percent members of the

11 NSCDA-WV as directors. The West Virginia Society President will present the slate to the President of Craik-Patton House Inc. in January for election at the May Annual Meeting. The Nominating Committee shall prepare a slate to serve as trustees on the Craik-Patton House Foundation Inc. Board, responsible for the endowment for Craik-Patton House. The Board of Trustees of the Craik-Patton Foundation Inc. may have up to 40% of its membership represented by members of NSCDA-WV. These names shall be presented to the President of Craik-Patton House Foundation Inc. in January in preparation for the Foundation s annual meeting in May/June. Standing Rules added June 8, 2012 By-Laws amended at the NSCDA-WV Annual Meeting May 9, 2012