CONSTITUTION and BYLAWS
(adopted March 13, 1997, amended Nov 13, 1997 and December 10, 1998)
Article I. Name
The name of this organization shall be the Walnut Genealogy Society.
Article II. Purpose
Section 1. Collect and Preserve. To collect and preserve for genealogical research the vital records of Walnut and its surrounding area.
Section 2. Connect and Provide. To connect and provide assistance to those interested in researching their own family history.
Section 3. Create and Profile. To establish and update a computer bank of vital records of people who lived in Walnut and the surrounding area.
Article III. Members
Section 1. Qualification. Membership in the Society shall be open to all persons who are interested in genealogical, biographical and historical research, and support the Purpose as stated in Article II, upon payment of annual dues.
Section 2. Categories and Dues. Categories of membership and annual dues shall be set by the Board of Directors of the Society.
Article IV. Officers
Section 1. Officers. The Officers of the Society shall be: the President, the Vice-President, the Recording Secretary, the Treasurer, the immediate Past-President, the Correspondence Secretary and the Historian/Archivist.
Section 2. Term of Office. The Officers shall be elected to serve for a one year term at the Annual meeting. They shall take office immediately after said meeting.
Section 3. Vacancy. If a vacancy in office shall occur, the President shall appoint a member to fill out the unexpired term of the office holder. If a vacancy shall occur in the office of President, the Vice-President shall become the President.
Section 4. Board of Directors. The Board of Directors of the Society shall consist of the President, Vice-President, Recording Secretary, Treasurer, Correspondence Secretary, Historian/Archivist, chairman of any active committee, and the immediate Past-President.
Article V. Meetings
The Society shall meet on a regular basis, as set by the Bylaws, and the Board of Directors may call for any other meetings such as they deem necessary for the needs and business of the Society.
Article VI. Amendments
Any Article or Section in the Constitution of the Society may be amended by two-thirds (2/3) vote from a quorum of the voting members present at any Regular Meeting, provided that the proposed amendment shall be made and seconded at the last previous Regular Meeting and such notice of the proposed amendment shall be published or announced to each voting member along with the notice of the next Regular Meeting.
BYLAWS of the Walnut Genealogy Society
Article I. Name
This name of this organization may be abbreviated to WGS when used in articles, newsletters, publications, or other media.
Article II. Objectives
Section 1. Collect and Preserve.
A. To make available to those interested information on people who were born, lived, died, buried, or in some way were connected to this area; and,
B. To have in Walnut a copy of Pottawattamie County records that pertain to this area.
Section 2. Connect and Provide.
A. To make available resources such as hands-on books, periodicals, how-to information, blank forms for recording data, and the like; and,
B. To provide volunteer research assistance.
Section 3. Create and Profile.
A. To establish and update a computer bank of vital records of individuals who have lived in Walnut and the surrounding area; and,
B. To develop and maintain a file of members’ family and ancestors’ names that are supplied to the Society by members.
Article III. Membership
Section 1. Dues. The billing and collection of membership dues shall be in a manner prescribed by the Board of Directors.
Section 2. Duties and Privileges.
A. Members in good standing shall be entitled to all benefits and privileges associated with membership.
B. Each member in good standing shall be entitled to one vote at any meeting of the Society in which members present are required to vote.
C. A vote may be cast in person or by duly authorized proxy given to the Secretary at a time prior to the meeting as set by the Board of Directors,
D. Only members in good standing may serve as officers.
Section 3. Termination. Any member who is more than 60 days delinquent in the payment of membership dues shall be dropped from the membership roll until such time that the membership dues are paid in full.
Section 4. Transfer. Membership in the Society is not transferable or assignable.
Section 5. Resignation. A member may resign at any time but dues are non-refundable.
Article IV. Board of Directors
Section 1. General Powers. The affairs of the Society shall be managed by its Board of Directors. Directors must be members of the Society and in good standing. It is the intent of the Society that the members of its Board of Directors shall serve in specific capacities as defined by the President and confirmed by the Board.
Section 2. Elections. The Board of Directors shall be elected by ballot of the members at the annual meeting of the Society. Each Director shall serve for a term of one (1) year or until his or her successor is elected.
Section 3. Immediate Past President. The immediate Past President of the Society shall be a member of the Board of Directors for the term of the newly elected President, although otherwise ineligible to serve as a Director.
Section 4. Call and Notice. The Board of Directors shall meet on call by or at the request of the President or one or more Directors. The Secretary shall give reasonable notice to each Director of the date, time, and pace of each meeting.
Section 5. Meetings. The Board of Directors shall meet as often as they deem necessary for the best interest of the Society.
Section 6. Quorum and Voting. A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board.
Article V. Officers
Section 1. President.
A. The President shall be the presiding officer at all meetings.
B. The President shall support the Constitution and Bylaws of the Society.
C. The President shall represent the Society to other organizations.
D. The President shall be authorized to sign for funds except for personal expense reimbursement.
E. The President shall be the ex officio member of all committees.
F. The President shall rule in all matters of Parliamentary Procedure.
G. The President shall appoint all committee chairmen.
Section 2. Vice President.
A. The Vice President shall work with and assist the President in the affairs of the Society.
B. The Vice President shall serve in the position of President if the need should arise.
C. The Vice President shall, with the President, be the ex officio member of all committees.
Section 3. Recording Secretary.
A. The Recording Secretary shall keep the minutes of all meetings of the Board and the Society.
B. The Recording Secretary shall call the roll of all Board members at their Board meeting.
C. The Recording Secretary shall preside at any regular Society meeting at which both the President and the Vice President are absent, but only until a President Pro Tem is appointed.
Section 4. Treasurer.
A. The Treasurer shall keep a record of all monies received and expended.
B. The Treasurer shall prepare an annual report for the first regular meeting of every fiscal year.
C. The Treasurer shall be authorized to sign for funds except for personal expense reimbursement.
D. The Treasurer shall preside at any regular Society meeting that all of the other officers are absent from, but only until a President Pro Tem and a Secretary Pro Tem are appointed.
Section 5. Past President.
A. The Past President is the immediate past president of the Society and a member of the Board of Directors during the term of the newly elected President.
B. The Past President shall be a special assistant to the President.
C. The Past President shall perform duties as from time to time may be assigned to him or her by the President or by the Board of Directors.
Section 6. Correspondence Secretary.
A. The Correspondence Secretary shall correspond with and keep a copy of all records of genealogy queries received by the Society.
B. The Correspondence Secretary shall correspond with and keep a copy of all records of correspondence with other organizations on behalf of the Society.
C. The Correspondence Secretary shall conduct the correspondence of the Society as directed by the President and the Board.
D. The Correspondence Secretary shall take care of all courtesies.
Section 7. Historian/Archivist.
A. The Historian/Archivist shall be in charge of the organization of and maintaining of any holdings of the Society that relate to history, research helps, compiled records, vital records, etc.
B. The Historian/Archivist shall be in charge of keeping inventory of the Society’s holdings as mentioned in the previous paragraph (A.) and the possible checking out of any holdings by Society members.
C. The Historian/Archivist shall be in charge of seeing that the policies of the Society concerning member’s use of the Society’s holdings shall be upheld at all times.
D. The Historian/Archivist shall be in charge of the safe keeping of any of the Society’s regular and special business records that are handed down by the Recording Secretary, Correspondence Secretary and the Treasurer for archival purposes.
Section 8. General. Any officer of the Society may serve as the chairman of any committee.
Article VI. Meetings
Section 1. Regular. The place, day, and hour of the Regular meetings of the Society shall be held as specified by the Board of Directors.
Section 2. Annual. The Annual Meeting of the Society shall be held in place of the regularly scheduled Society meeting in April.
Section 3. Special. Special meetings of the Society may be called by the President or the Board of Directors providing written or publicly printed notice stating the place, day, and hour of such meeting, not less than seven (7) days before the date of said meeting. The purpose or purposes for which the meeting is called shall be stated in the notice.
Section 4. Place. The Board of Directors may designate any place, either in the City of Walnut, or its surrounding area, as the place of meeting for any Annual Meeting or any Special Meeting called by the Board of Directors.
Section 5. Board The Board of Directors shall meet as often as they deem necessary. Members are welcome to attend Board meetings, to have voice, but without vote, providing said meeting is not of a nature that non-board members should be precluded.
Section 6. Notice. Notice of any Regular, Special or Board meeting shall be given in public print or by special notice as per these Bylaws.
Section 7. Quorum of Members. Fifty percent (50%) of the total membership entitled to vote, and present at the meeting, shall constitute a quorum at a meeting of members. If a quorum is present, the affirmative vote of the majority of those present at the meeting and entitled to vote on the subject matter shall be the act of the members unless the vote of a greater number is required by Iowa Non-profit Corporation Act, the Articles of Incorporation, or the Constitution or Bylaws of this Society. If a quorum is present at the organization of a meeting but member withdrawals thereafter leave less than a quorum, the members remaining present may continue to conduct business until adjournment; but their acts to be the acts of the members shall require the same majority vote as is called for in the second sentence of this Section.
Article VII. Fiscal Year
The fiscal year of the Society shall begin on the first day of January and end on the last day of December in each year.
Article VIII. Rules of Order
Roberts Rules of Order shall govern all parliamentary questions and procedures arising in any meeting of the Society or any of its bodies.
Article IX. Amendments
Any Article or Section in the Bylaws may be amended by a two-thirds (2/3) vote from a quorum of the voting members present at any Regular meeting, provided that the proposed amendment shall be made and seconded at the last previous Regular Meeting and such notice of the proposed amendment shall be published or announced to each voting member along with the notice of the next Regular Meeting.
Article X. General Powers
The Society shall have power to own property of all kinds and description, real, personal and mixed, to enter into contracts for the rental or sale of such property, to put on entertainments and lease property for entertainment purposes and collect money thereof, to accept donations and contributions, to sue and be sued in its organized name, to borrow money to carry on functions and to issue evidence of indebtedness therefore and to secure the same by a lien or otherwise, to buy and sell property of all kinds and descriptions, and generally to do each and every thing suitable or necessary to carry on the purposes for which this organization is formed. That any sale of real estate by the organization shall be approved by the Board of Directors and the deed of conveyance shall be signed by the President and Secretary of the organization.
Article XI. Dissolution
No part of the net earnings of the Organization shall inure to the benefit of, or be distributable to its members, if any, Directors, officers, or other private persons. Upon the dissolution of the Organization, the officers shall, after paying or making provisions for the payment of all the liabilities of the Organization, transfer all of the assets of the Organization to another organization or organizations operated exclusively for non-profit purposes as the officers shall determine.