Sanbornton Historical Society
Bylaws
ARTICLE
The name of this organization shall be the Sanbornton
Historical Society. The Society is incorporated as a
non-profit organization under the laws of the State of
ARTICLE II. PURPOSES
The purposes for which the Society is
formed are the following:
1. To promote and inculcate an interest in and an
understanding of the history and development of the Town of
2. To collect and preserve historical and educational
material, including antiques, histories, genealogies, directories, newspapers,
manuscripts, pamphlets, diaries, letters, account books, charts, maps,
documents and whatever may relate to the life, conditions and activities of the
past and present of the Town of Sanbornton, including the original land grant.
3. To organize and preserve such historical and educational
material, and so far as practicable, to make such material available for
examination and study for those who may so desire, particularly the inhabitants
of the Town of
4. To locate, preserve, and mark historical sites and places
of public interest in the Town of
5. To disseminate historical information and arouse interest
in the history, culture and development of New Hampshire and particularly the
Town of Sanbornton, by publication of historical articles and by holding public
meetings and assemblies for historical and related purposes.
6. To promote the sense of community, as
well as the historical and rural character of Sanbornton.
ARTICLE
The fiscal year will run from January 1 through December 31. Terms of appointments and elected offices shall correspond to the same.
ARTICLE IV. MEMBERSHIP
The society shall consist of regular, life and honorary
memberships.
1. Membership is open, upon payment of dues, to any
individual or institution concerned with or interested in the purposes of the
Society.
2. The Governing
Board shall have the right and power to determine and recommend the dues
structure for final approval by the membership.
The dues structure will be published in the
program book and on the Society web site.
On an emergency or out-of-cycle basis, the Governing Board may raise the
regular membership dues for a one year period, without
approval by the membership, provided that raise does not exceed 50% for the
existing dues structure. At the next
scheduled annual meeting, after such a raise, the membership will vote to
retain the raised regular membership dues structure for the succeeding years.
3. Dues shall be payable on admission and thereafter on
January 1 for the coming year.
4. 5.
Honorary membership may be conferred upon a person who has rendered an
outstanding service or contribution to the Society and shall be by majority
vote of the members present at the meeting at which the person's
name is submitted by the Governing Board. Honorary members shall pay no
dues.
5. 6.
Life and honorary members shall have all the privileges of the Society and all
the rights of voting and holding office.
6. 7.
Members who chose to make monetary donations for on-going restorations and
programs in excess of regular or lifetime membership dues shall
be recognized with mention in the annual membership booklet based upon
the following three levels of giving:
Trail Blazer Path Finder Voyager
$1 to $49 $50 to $99 $100
and up
ARTICLE V. OFFICERS
1. Management of the Society shall be
vested in a Governing Board consisting of five officers, four directors,
and the immediate past president of the Society. The officers shall be a
president, a vice president, a recording secretary, a corresponding secretary
and a treasurer.
2. Officers shall be elected for
terms of one year each at the annual meeting by quorum vote. Officers shall
serve no more than four consecutive terms in one office and are eligible for
re-election after expiration of one year since their last term of office.
3. Directors shall be elected for a
three-year term; one new director shall be elected each year. A director is
eligible for re-election after expiration of one year since his/her last term
of office.
4. A Nominating Committee shall be
appointed by the Governing Board at least sixty days prior to the annual
meeting.
5. The Governing Board shall be empowered to extend the term
of an individual currently in office when this extension is in the best interest
of the Historical Society.
6. If for whatever reason a member of the Governing Board
does not complete his/her term of office, upon his/her resignation, the Board
shall appoint a successor to serve the resigned member’s unexpired term of
office.
7. Each Director shall and each Governing Board member may
serve as a liaison to at least one committee of the Society.
8. Governing Board members shall be
expected to attend as many meetings of the Board and of the Society as
possible.
9. The Board shall have the authority to transact all
business that comes before the Society relating to control and management of
property, affairs, activities, and funds of the Society. The Board shall
determine all policies of administration and operation of the Society, and
shall assume responsibility for all its funds and financial transactions.
Decisions of major importance, including all financial expenditures exceeding
$500.00 shall be referred to the membership at regular
or special meetings for approval. In case of emergency, the Board is empowered
to spend the funds necessary to deal with the situation.
10. All Board members are charged
with upholding the purposes of the Society as stated in Article II above.
11. Meetings of the Governing Board are open to the membership.
Only Board members shall make motions, vote and otherwise participate in
official policy making. The president shall have the authority to call or
cancel meetings of the Board.
12. The Governing Board shall be responsible for a biennial review of the bylaws. The bylaws may be written, amended, altered or repealed at any meeting of the Society. Members shall be notified by mail postmarked 30 days prior to any meeting at which updates to the bylaws will be considered. (See Article VIII, No.5)
13.
An elected or appointed member of the Governing Board may
be removed from office for cause.
“Cause” shall include, without limitation, failure to perform the duties
of their office, failure without excuse to attend board meetings or act in such
a way as to injure the Society’s reputation or hamper its work. Any member of the governing Board may file
written charges against any elected or appointed member of the Governing Board,
specifying the grounds for removal from office.
The Governing board shall hold a hearing about the charges. The President shall give thirty (30) days
written notice, delivered in person or sent by certified mail, to such member,
specifying the time and place of the hearing and the charges. The charged member is entitled to be present
at the hearing, to be represented by counsel and to
present their defense. The charged
member is not entitled to be present during the Governing board’s deliberations
or to vote. If the Governing board
determines, by two-third (2/3) vote of those present that cause for removal
exists, the charged member shall be removed from
office effective immediately upon notice.
ARTICLE VI. DUTIES OF OFFICERS
The President shall:
1. Preside at all meetings of the Board and of the Society.
2. Be the second signatory for the
Society's financial accounts. The President will have the capability to review
the financial accounts on paper and/or on-line.
Be the second signatory for the Society's safe-deposit box. and the gift shop account. The President may
delegate the second signatory duty for the Society's safe-deposit box to the
Vice-President.
3. Write the annual letter.
4. In conjunction with the Governing Board, be responsible for program planning and finding hosts and hostesses for each program.
5. Serve
on the Financial Oversight Committee.
Review and initial the annual report prior to submission to the State of
New Hampshire Department of Justice, Division of Charitable Trusts.
The Vice President shall:
1. Assume the duties and the authority of the President in
his/her absence.
2. Be responsible for news releases
and other publicity of Society meetings and activities.
3. See that each new Board member receives an orientation before he/she takes office. The orientation is to include a tour of the Lane Tavern, a history of the Sanbornton Historical Society, a copy of the current bylaws, a copy of the Conflict of Interest Policy Statement and copies of the minutes of all Board and Membership meetings of the current year just ending.
4.
Be the tertiary signatory for the Society's financial accounts. The Vice-President
will have the capability to review the financial accounts on paper and/or
on-line. Be the delegated signatory for
the Society's safe-deposit box. and the gift
shop account.
The Recording Secretary shall:
1. Keep full records of all meetings of the Governing Board
and of the Society.
2. Read or otherwise make accessible to the membership the
minutes of the previous membership meetings.
3. Send minutes of previous Board meetings and notices of
upcoming Board meetings to all Board members.
4. Assume the duties of the Corresponding Secretary in
his/her temporary absence.
5. Be responsible for reporting any
amendments to the bylaws to the Attorney General (Attorney General's Office,
Division of Charitable Trusts,
The Corresponding Secretary shall:
1. Be responsible for all mail delivered to the Society at its current P.O. Box in
Sanbornton, NH 03269; and distribute or handle that mail or confer with the
President as appropriate.
2. Conduct specific correspondence of the Society at the request of the President and of the Board.
3. Write acknowledgments of all donations to the Society's collections
and of deaths of members and notes of appreciation to Program Speakers.
4. Keep a scrapbook of news clippings or copies of new items
of historical significance to the Town of
5. Assume the duties of the Recording Secretary in his/her
temporary absence.
6. Be responsible for mailing all
official notices to the membership, including the annual letter and directory
and proposed amendments to the bylaws.
7. Mail the annual letter and directory to the New Hampshire Historical Society and other local organizations.
8. Collect the membership dues and donations delivered to
the Society at its current P.O. Box. Record such
information before passing the dues and donations to the Treasurer for
action. Work with the Treasurer to keep
membership dues and donations information current. Collect any financial mailings and pass them
to the Treasurer for action.
The Treasurer shall:
1. Keep an accurate record of all monies received and
disbursed by the Society. except those associated with the Gift Shop and the Farmers'
Market. (Gift Shop and Farmers' Market monies shall be the responsibility of
the member in charge of the Gift Shop and the Farmers' Market who shall report income
and expenditures to the Treasurer on the first of each month.)
2. Be responsible for all bank
deposits and investments in the name of the Society and pay all the Society's
bills and be the first signatory for the Society's safe deposit box.
3. Collect and record all membership dues, acknowledging their receipt with a note and a membership
card.
4. Provide all new member contact
information to the Membership Committee. Send
to each new member copies of the current bylaws of the Society, the most recent
annual letter and/or newsletter, and the current year's directory, in addition
to a note and a membership card.
5. Inform Corresponding Secretary of all donations received,
all changes of address, and the names and addresses of new members.
6. Read or otherwise make accessible monthly accounts at
regular membership meetings of the Society.
Read or otherwise make accessible monthly
accounts (to include all income, expenses, bank statements and checkbook
registers since the last meeting) at regular Governing board meetings of the
Society.
7. Submit an annual financial statement to be included in
the annual letter to the membership.
8. Present honoraria to program speakers.
9. File annually with the State of New Hampshire Department
of Justice, Division of Charitable Trusts.
The Governing board will review the report prior
to filing and include a copy in the board minutes.
10. Prepare an annual budget and prior/current year cash flow
analysis for the Governing Board’s discussion and approval at the first board
meeting of the fiscal year.
11. Serve on the Financial Oversight
Committee. File an annual inventory
of real estate and personal property, on which tax exemption is
claimed, with the Town of Sanbornton.
ARTICLE
1. All committees shall actively uphold the purposes of the
Society as stated in Article II. Committee chairs shall be
appointed by the Board or selected by the Committee members.
2. Committees may make reports of proposed or on-going
activities to the Board and to the membership, with prior knowledge of the
President; shall submit an annual report to the President at the end of the
fiscal year, to be included in the annual letter to members.
3. The Building Committee shall be
responsible for capital improvement to and maintenance of Lane Tavern and the
Garage, according to guidelines of proper historic preservation as described by
the U.S. Department of the Interior; shall be responsible for seasonal
operation of Lane Tavern, including fireplaces, water, plumbing, basement
ventilation and any other considerations or contingencies yet unforeseen; shall
be responsible with the Tavern Uses Committee for the cleaning of the Tavern as
is necessary seasonally, or before and after special events; shall be
responsible with the President for the preparation of the Tavern for general
meetings.
4. The Collections Committee shall be responsible for the
preservation of the collections and for the exhibition of articles of
significance to the Town of
5. The Education Committee shall be responsible for school
tours of Lane Tavern, its grounds and collections; and for any other
educational or outreach programs of its own design that are of historical
significance to the Town of
6. The Grounds and Landscape Committee shall be responsible
for annual and perennial beautification and maintenance of gardens and grounds
owned by the Society, including the brick walls at the front and side of the
Tavern.
7. The Tavern Uses Committee shall write a
policy statement, including a fee schedule to be reviewed by the Governing
Board periodically; shall be responsible for scheduling events other than
Society activities to take place at Lane Tavern, making the contract for such
an event, and opening and closing the Tavern for such an event; shall
communicate with the Buildings Committee on any such scheduled event
immediately upon receiving the request for same.
8. The Farmers' Market Committee shall plan and operate the
farmers' market on the grounds of the Society. This Committee may develop
market guidelines, elect an advisory board, schedule meetings
and receive and disburse monies. The Farmers' Market Committee shall
recommend a director to the Governing Board for a three-year term, submit
monthly financial data to the Society Treasurer, assist in the maintenance and
upkeep of any grounds and buildings used by the market and assist other
committees as required. All farmers' market members and vendors shall become
members of the Society.
9. The Nominating Committee shall consist of one member of the current Governing Board, one past president of the Society and one member of the Society. This Committee shall present a slate of officers and directors for the coming year at the annual meeting, for election by the membership. This Committee shall be dissolved after the annual meeting.
10. The Membership Committee shall send to each new member a
welcome note, a membership book, the annual letter and a link to the Society’s
web site. The Committee shall send a note to all visitors who sign the visitor’s
book in the Lane Tavern. The membership committee will provide recommendations
to the Board regarding ways and means in which the Society can increase and
strengthen its annual membership.
11. The Financial Oversight Committee (FOC) made up of the
President, Treasurer, and one at large board member, (past president or other)
and one reviewer. The FOC will make recommendations on managing the Society’s
funds. The FOC will conduct an annual in-house financial review within two
months of the close of the fiscal year (1 January-31 December). The treasurer
for that fiscal year will participate in the review. The Society’s annual
report shall contain a statement regarding the results of the annual in-house
review. The FOC will provide analysis and insights into the financial wellbeing
of the organization and make recommendations regarding any modifications needed
to annual budgets, membership rates, cash flow management, and fund raising
requirements.
12. The Fund Raising Committee shall consist of 1 Board member and 2 members at large. It will develop
strategies for fund raising and ideas for fund raising events and present these
to the Board at a minimum at the March meeting each year with estimates on how
much money can be received (net income). They will also consider:
planned giving, grant opportunities; and other longer term fund raising
methodologies. Their recommedations
will be reviewed by the Board who will decide how to implement them.
13. 10. Special Ad Hoc Committees may be appointed by the Board as
necessary.
ARTICLE VIII. MEETINGS
1. All meetings of the Society shall be
governed by Roberts' Rules of Order.
2. Fifteen members present shall constitute a quorum for the
conducting of official business at membership meetings; four voting members,
plus the presiding officer, will constitute a quorum for conducting official
business at Board meetings.
3. Regular meetings of the Society shall
be held on the first Wednesday of the month, April through October; the Board
may change meeting dates if necessary.
4. The annual meeting of the Society shall
be held on the first Wednesday in October for the election of officers
and for the transaction of other business as may come before it. Nominees for officers and directors shall be presented by the
Nominating Committee, and nominations may be made from the floor as
well.
5. Special meetings of the Society may be
called by the president, by a majority of the Board, or by written
request of ten members of the Society. Members shall be
notified by mail postmarked 30 days prior to any meeting at which action
on special items may be required. No other business shall be included in the
notice.'
6. Notices of regular meetings, the annual meeting, and
special events shall be mailed to members in the form
of an annual directory, postmarked 30 days prior to the first meeting of the
fiscal year. .
ARTICLE IX. CONFLICT OF INTEREST POLICY
Any possible conflict of interest on
the part of any member of the Board shall be disclosed in writing to the Board
and made a matter of record at the Annual Meeting of the Society and also when the interest involves a specific matter before
the Board. Where a transaction involving a Board member exceeds five hundred
dollars ($500) but is less than five thousand dollars ($5000). a two-thirds vote of the disinterested Board members is required.
Where a transaction involving a Board member exceeds five thousand dollars
($5000) in a fiscal year, then a two-thirds vote of the disinterested Board
members and publication in the
Every new member of the Board of the
Sanbornton Historical Society wll1 be advised of this policy upon assuming the
duties of his or her office, and shall sign a statement acknowledging
understanding of and agreement to this policy. The Board of the Sanbornton
Historical Society will comply with all requirements of
Revised and Amended Month Day
2008.