Golden Museum and Archives
Constitution and Bylaws
CONSTITUTION AND BYLAWS OF THE GOLDEN & DISTRICT HISTORICAL SOCIETY
1. The purposes of the Society are as follows:
a) To educate members and the community about the history of the people, homes, sites, and events of Golden and its neighbouring communities.
b) To collect and preserve historical data and memorabilia associated with Golden and its neighbouring communities for the use and pleasure of present and future generations.
c) To promote research and publish findings regarding the archaeology, architecture, history, arts, crafts, culture, and genealogy of the area.
d) To preserve or assist in the preservation of the items that residents of Golden and its neighbouring communities recognize as having historic value. These items include but are not limited to, natural and built heritage, viewscapes, memorabilia and archival history.
e) To discourage damage to objects of historical value in the area, and to discourage modifications or restorations of such objects until a thorough study, assisted by competent advisers, has been made.
f) To provide a place for the reception, display, study, and preservation of records and other property relating to the purposes of the Society.
g) To cooperate with other persons and organizations in promoting the above purposes.
2. The operation of the Society will chiefly be carried out in the Town of Golden and the surrounding District in the Province of British Columbia. This provision is unalterable.
5. Upon dissolution of the Society all funds and assets will become the property of any local charitable organization, to be deCided upon by the membership at the time of the dissolution. This provision is unalterable.
ARTICLE I - TERMS OF MEMBERSHIP
1. Membership in the Society shall be open to any person or organization interested in furthering the purposes of the Society; An interest in the history of the area and payment of annual dues will be the only qualifications for membership. It shall be the policy of the Society to encourage the greatest and widest possible participation in membership by the general public. Membership will run in accordance with the Societies fiscal year which is April 1 st to March 31st of each year.
2. Charter members of the Society are those members who became bona fide members with annual dues paid as of the 11th of March 1969.
3. Membership shall be divided into the following classes:
a) Active members, who shall be regularly approved by the Membership and the Executive Committee.
b) Student members, who shall be otherwise qualified as active members and shall be under the age of 19.
c) Life members, who shall be otherwise qualified as active members, and pay the dues prescribed for life members.
d) Organizations. Organizations shall certify a representative in writing to the Society. This representative will have the privilege of membership on behalf of the organization.
e) Honorary members will not pay for membership and will be entitled to vote at all meetings of the Society.
f) Such other special categories of membership as may from time to time be established by the Board in recognition of extraordinary contributions.
4. Dues shall be paid before March 31st of each calendar year, amounts to be set by the members at each Annual General Meeting.
5. The Treasurer will notify members of dues or fees payable by them. If any members' dues remain unpaid after one year that member shall be ineligible to vote and have their name removed from the membership.
6. A member may be expelled for actions deemed unbecoming or actions that reflect badly on the Society, or if they fail to comply with the constitution and bylaws. Any member conSidered for expulsion will first be notified and be given the opportunity to be heard by the Board of Directors.
7. Any member may cancel their membership upon notification in writing to the directors.
ARTICLE II - HOLDING OF MEETINGS, MEETING PROCEEDINGS and NOTICE OF MEETINGS
1. General meetings of the Society shall be held 9 times a year, on the last Wednesday of the months January through June and September through November, except by special arrangement and notification of members. Meeting times will be decided by the Directors. Business transacted at the General Meetings will be:
a. Acceptance of the Agenda
b. Reading of the minutes of the last meeting
c. Acceptance of the Minutes
d. Business arising from the minutes
e. Financial Report
f. New Business
2. Every meeting of the directors will be an Executive Meeting and will be held as needed with notice to all executive members by telephone, fax, e-mail or posted letter. Business transacted at the Executive Meetings will be: All business necessary in the operation of the Historical Society within the purposes of the Society as laid out in the constitution.
3. The Annual General Meeting of the Society shall be held not more than 15 months after the holding of the last preceding annual general meeting. Business transacted at the Annual General Meetings will be:
a. Acceptance of the Agenda
b. Reading of the Minutes of the preceding Annual General Meeting
c. Acceptance of the Minutes
d. Consideration of the Financial Statement prepared by our accountants.
e. Directors Reports
f. Setting of annual membership dues
g. Appointment of accountants for the coming year
h. The Election of Directors
i. Selection of Signing Authority
4. A quorum of not less than ten (10) members present in person is necessary for any General or Annual meeting of the Society. A quorum of five (5) of the directors is necessary to carry out the business of the Society at any Executive Meeting.
5. Notification of meetings will be provided to all members regarding regular monthly meetings, Special or Annual General. Notification can be by
telephone, fax, email or posted letter.
6. No proxies will be allowed.
7. No error or omission in giving notice of any meeting, whether regular, executive or annual shall invalidate the meeting or make any proceeding of the meeting invalid.
8. At every meeting all questions shall be decided by a majority of votes of the members present or by proxy and this shall be done by a show of hands unless vote by ballot is demanded by any member.
9. In the case of a tie during the voting, whether the voting is by show of hands or by ballot, the chairman shall be entitled to a deciding vote.
ARTICLE III - APPOINTMENT AND REMOVAL OF DIRECTORS, AND OTHER OFFICERS AND THEIR DUTIES, POWERS AND REMUNERATION
1. a. The officers of the Society shall consist of a PreSident, a Vice-President, a Treasurer, and a Secretary. The immediate past President shall be a member of the Board for one year or such longer period as the President may determine, following the end of his/her term as President or until he/she gives notification of resignation. There shall be no fewer than 9 and no more than 12 Directors.
b. The President and Vice President shall be elected by the Board of Directors from among their number at the first meeting of the Board after the annual elections.
2. All officers must be bona fide members of the Society. If any member of the board resigns his office, or is absent from three or more directors meetings without reasonable excuse, his office will be considered vacant and the remaining directors shall appoint someone to fill the position until the next Annual General Meeting.
3. The President shall preside at all meetings of the Society and of the Executive Committee, unless the President designates someone else to preside. The President shall, subject to the Executive Committee, have general supervision and direction of the affairs of the SOCiety, and shall appoint all committees not otherwise provided for in this document.
4. The Vice-President shall preside at all meetings in the absence of the PreSident, and be an assistant to the President.
5. a. The Treasurer shall receive monthly reports from the bookkeeper and supervise the collection, management and disbursement the funds of the Society, and shall submit a written report of the transactions of that office at the annual meeting, and at other times when requested by the Executive Committee. The Treasurer will ensure that accurate written records are kept of all members, the type of membership, and the amount of dues to which each subscribes, shall notify each member of the amount and date upon which dues are payable, and shall have written notice sent to any member whose dues are unpaid sixty (60) days after becoming due.
b. The Treasurer shall ensure that all funds of the Society are deposited in a bank, approved by the Executive Committee, to the credit of the "Golden & District Historical Society", and supervise disbursement of the same. The Treasurer shall be the Chair of the Finance Committee, if any. Prior to the Annual General Meeting, the Treasurer will convey the financial statement of the past year to the Accountant approved by the membership at the last AGM, for a year end report. A report of the Accountants finding will be made to the Society at the Annual General Meeting.
6. The Secretary will keep the minutes of the meeting of the Society and of the Executive Committee in a proper book or books to be kept only for that purpose. The Secretary will maintain the By-Laws of the Society and have a copy available at each meeting of the Society and of the Executive Committee. The Secretary will keep or supervise maintenance of a current roll of the committees of the Society. The Secretary will be responsible for the notices of meetings of the Society, the Executive Committee and other committees by telephone, email or posted mail and shall handle efficiently such correspondence as requested by the President or the Executive Committee.
7. A Legal Adviser will be appointed as deemed necessary by the members of the Exerutive Committee.
8. Officers of the Society will be elected at the Annual General Meeting each year and will serve a term of one year. Officers are not limited in the number of terms which they may serve.
8. The Executive Committee shall consist of the officers as elected by the members at the Annual General Meeting. A quorum of the executive shall consist of not less than five members of the Committee. A majority of such quorum shall decide any question that may come before the Committee.
9. The Executive Committee shall diSCUSS, formulate, and approve policies for the Society. It shall appoint a Nominating Committee to present a suggested slate of officers at the meeting prior to the Annual General Meeting. The Executive Committee shall be empowered to discuss and transact current business of the Society in the interim between the general meetings of the Society and appoint Standing Committees for special projects.
10. Vacancies occurring in any elective office between Annual General Meeting may be filled by the Executive Committee.
11. No remuneration will be paid to directors of the Golden & District Historical Society for work on behalf of the Society.
12. The Board shall be empowered to develop job descriptions and hire any such employees or independent contractors, or enter into any such contracts, it deems necessary to carry out the purposes and responsibilities of the Society, and to designate appropriate titles and provide for appropriate remuneration for such persons, including hiring an Executive Director, who shall be an exofficio, non-voting Board Member. The director shall be responsible to the President for the day-to-day activities of the Sosiety, maintain an office in the Society's headquarters, and perform such duties as defined by contract. It is intended that the director shall assist the President, Officers, and Directors, as well as committee chairs, docents, and other volunteers, so as to promote the efficient management of the Society's responsibilities, and to encourage the
fullest possible involvement of the Board and Membership in Society activities.
ARTICLE IV - EXERCISE OF BORROWING-POWERS
1. The Directors are empowered to purchase, accept, acquire, hold, lease, mortgage, sell, exchange, and otherwise dispose of real and personal
property; and to improve, protect, preserve, restore, and/or mark with appropriate signs historic relics and sites, whether owned by the Society or
not. Consent of the owner must be obtained in writing. However the Directors will not incur any debt or dispose of real property beyond that
deemed reasonable without the sanction of the membership through a special resolution of the membership.
2. Deeds, transfers, licences, contracts and engagements on behalf of the Society shall be signed by either the PreSident or the Vice President and by the secretary.
3. Signing authority for banking purposes will be the PreSident, and two other members of the Society as appointed by the membership at the Annual General Meeting.
ARTICLE V - ALTERATION OF BY-LAWS BY SPECIAL RESOLUTION, STATING REQUISTE MAJORITY
1. The by-laws of the Society shall not be altered or added to except by a special resolution of the Society. For all purposes of the Society, "special resolution" will mean a resolution passed by a majority of such members entitled to vote as are present in person at a general meeting of which notice specifying the intention to propose the resolution as a special resolution has been duly given, such majority being three-fourths.
2. Robert's Rules of Order, Revised, shall govern the conduct of meeting of the Society.
ARTICLE VI - PREPARATION AND CUSTODY OF MINUTES OF PROCEEDINGS OF MEETINGS OF THE SOCIETY AND OF THE DIRECTORS, AND OTHER BOOKS AND RECORDS OF THE SOCIETY
1. The secretary or some other designated person specially appointed by the board of directors will be responsible for the maintenance of the minutes of the SOCiety. A copy of those minutes as well as a copy of the financial records of the society will be stored on behalf of the members at the headquarters of the Golden & District Historical Society at 1302 - 11th Avenue South, Golden, B.C.
2. A copy of the Constitution, Bylaws and Policy's of the Golden & District Historical Society as well as any special resolutions altering or adding to the same will be available to the membership during regular business hours at the headquarters of the Golden & District Historical Society at 1302 - 11th Avenue South, Golden, B.C.
Golden Museum and Archives - Box 992, 1302 - 11th Ave South, Golden, BC V0A 1H0
Phone and Fax: 250-344-5169 email: email@example.com
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