ARTICLE I - NAME
The name of this organization shall be The Ohio Genealogical Society,
hereinafter, referred to as the Society..
ARTICLE II - PURPOSE
The purpose of the society is to meet the educational needs of its members
and the general public through the acquisition, preservation, and dissemination
of genealogical and historical information pertaining to the peoples
of Ohio. |
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| ARTICLE III - MEMBERSHIP |
| Section 3.1 |
Full Membership: The following classes of membership shall include the
right to vote and to hold office in the Society. Full membership shall
include subscriptions to the Ohio Genealogy News, The OGS Quarterly and access
to the Member-Only section of the OGS web site. |
| 3.1.A. |
Individual Membership shall be conferred on any interested adult
upon payment of annual dues. |
| 3.1.B. |
Joint Annual Membership shall be conferred upon two adults residing
at the same address upon payment of annual dues. |
| 3.1.C. |
Life Membership, Individual or Joint, shall be conferred upon payment
of the designated fee. |
| 3.1.D. |
Sustaining
Membership shall be conferred upon payment of double annual dues in
any membership category. |
| 3.1.E. |
Student Membership shall be conferred on any interested student
under age twenty-three (23) upon payment of annual dues. Persons under
age eighteen (18) shall not have the right to vote or hold office. |
| 3.1.F. |
Family Membership shall be conferred on a unit, which includes one
or two adults and all children under age eighteen (18) residing at the same
address upon payment of annual dues. Persons under age eighteen (18)
shall not have the right to vote or hold office. |
| Section 3.2. |
The following membership categories shall not include the right to vote
or hold office: |
| 3.2.A. |
Lineage Societies. A member in good standing with proof of descent
from an individual as defined in the select membership section of the Standing
Rules may be elected. Procedures are listed in the Standing Rules. |
| 3.2.B. |
Honorary Membership for one year may be conferred upon a prominent
person whose roots are in Ohio. Procedures are listed in the Standing
Rules. |
| Section 3.3. |
Dues and Fees |
| 3.3.A. |
Dues and fees for all classes of membership shall be established annually
by the Board of Trustees and listed in the Standing Rules. |
| 3.3.B. |
Dues shall be due and payable on the first day of the calendar month in
which the member joined, and shall be sent to the headquarters of the Society. |
| Section 3.4. |
The Membership Year shall be a twelve (12) month year.
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| ARTICLE IV - MEETINGS OF GENERAL MEMBERSHIP |
| Section 4.1. |
Annual Conference. There shall be a meeting of the general
membership designated as the Annual Conference of the Society, at a time
and place to be determined by the Board of Trustees. |
| Section 4.2. |
Special meetings. Special meetings of the general membership may
be called by the President with the approval of the Board of Trustees, or
shall be called upon a petition signed by at least one hundred (100) members
in good standing filed with the Recording Secretary at least ninety (90)
days prior to the date requested in the call. |
| Section 4.3. |
Notice of all meetings of the general membership shall be given
to all members by mail at least sixty (60) days prior to the meeting and
shall include the purpose of the meeting. |
| Section 4.4. |
Quorum. The members, in good standing, present shall constitute
a quorum for the transaction of business. |
| Section 4.5. |
A majority vote of those present and voting shall be necessary for
action by the body unless a greater vote is required by these Bylaws. |
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| ARTICLE V - OFFICERS |
| Section 5.1. |
The elected Officers of the Society shall be a President, a Vice
President of Administration (1st VP), a Vice President of Member Services
(2nd VP), a Vice President of Development (3rd VP), a Secretary, and a Treasurer. |
| Section 5.2. |
Qualifications: |
| 5.2.A. |
President and Vice Presidents: To be eligible for these offices, a person
shall be a resident of Ohio and shall be a member in good standing and shall
have served as an elected officer, or Trustee, or as a committee chairperson
on the Board of Trustees for at least two years and attended a majority of
Board meetings per year, in the five years preceding the election. |
| 5.2.B. |
All other offices: To be eligible for election, a person shall be a member
in good standing who has been a member for at least one year. |
| Section 5.3. |
The Officers shall be elected for a term of two years to begin at the close
of the business meeting of the Annual Conference at which installed. The
officers shall be elected as outlined in the Standing Rules. No President
shall serve more then two consecutive terms. |
| Section 5.4. |
Duties of Officers |
| 5.4.A. |
The President shall: |
| 5.4.A.1. |
Supervise the activities of the Society, assist in carrying out the policies
determined by the Board of Trustees, promote the purposes of the Society,
and make recommendations to the Board of Trustees. |
| 5.4.A.2. |
Preside over all state Society meetings. |
| 5.4.A.3. |
Enforce all laws and regulations pertaining to the administration of the
Society. |
| 5.4.A.4. |
Appoint chairs of all committees, except the Nomination and Election Committee. |
| 5.4.A.5. |
Appoint special committees as necessary to carry out the work of the Society. |
| 5.4.A.6. |
Appoint a Parliamentarian for the Society. |
| 5.4.A.7. |
Call meetings of the Executive Committee as deemed necessary. |
| 5.4.A.8. |
Obtain a blanket bond covering all officers and employees of the Society
in an amount approved by the Board of Trustees. |
| 5.4.A.9. |
Perform other duties as outlined in the parliamentary authority, as other
wise indicated in this document, and as requested by the Board of Trustees. |
| 5.4.B. |
The Vice President of Administration (1st VP) shall: |
| 5.4.B.1. |
Assist the President in carrying out the duties of that office, work under
the direction of the President and oversee committee responsibilities as
determined by the Standing Rules. |
| 5.4.B.2. |
Preside in the absence of or at the request of the President. |
| 5.4.B.3. |
Succeed to the office of President for the un-expired term in the event
of the death, incapacity or resignation of the President. |
| 5.4.C. |
The Vice President of Member Services (2nd VP), shall: |
| 5.4.C.1. |
Work under the direction of the President and oversee committee responsibilities
as determined by the Standing Rules. |
| 5.4.D. |
The Vice President of Development (3rd VP) shall: |
| 5.4.D.1. |
Work under the direction of the President and oversee committee responsibilities
as determined by the Standing Rules. |
| 5.4.E. |
The Secretary, in person or through agents designated by the Board
of Trustees, shall keep an accurate record of the proceedings of all meetings
of the Board of Trustees, the Executive Committee, and all general membership
meetings. |
| 5.4.F. |
The Treasurer, in person or through agents designated by the Board
of Trustees, shall oversee all income and expenditures of the Society, and
arrange for an annual audit as designated by the Board of Trustees. |
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| ARTICLE VI - BOARD OF TRUSTEES |
| Section 6.1. |
The Board of Trustees shall be the governing body of the Society
and shall consist of the President, the Vice Presidents, the Secretary, the
Treasurer, eighteen (18) Trustees elected at large, the immediate Past President
of the Society, the immediate Past Chairman of the Board, and all Past Presidents
and Past Chairmen of the Board who were elected prior to 1986. All
Past Presidents and Past Chairmen elected prior to 1986 shall retain full
voting privileges when they attend a Board meeting, but are not counted in
the quorum when absent. All members of the Board must remain active
members of the Society in good standing. |
| 6.1.A. |
Qualification for Trustee: To be eligible for election, a person shall
be a member in good standing who has been a member for at least one year. |
| 6.1.B. |
Members of the Board of Trustees shall not campaign for any individual
nominated for election of Officer or Trustee of the Society. |
| Section 6.2. |
Tenure of Board Membership |
| 6.2.A. |
The President, Vice Presidents, Secretary, and Treasurer shall serve on
the Board for the term of their respective offices. |
| 6.2.B. |
The elected Trustees shall serve for a term of three (3) years. One-third
(1/3) shall be elected each year and terms shall begin at the close of the
annual meeting at which they were elected and installed. |
| Section 6.3. |
Meetings of the Board of Trustees |
| 6.3.A. |
A special meeting of the Board, including newly installed members, shall
be held following the business meeting during the Annual Conference for the
sole purpose of determining the date of the first regular meeting. |
| 6.3.B. |
The Board shall hold regular meetings as determined by majority vote of
the Board at the first regular meeting following the Annual Conference. |
| 6.3.C. |
The date and place of regular Board meetings shall be announced in the Ohio
Genealogy News and other designated communication venues. |
| 6.3.D. |
Special meetings may be called by the President, or shall be called upon
the request of any five (5) Trustees with at least ten (10) days notice to
all members of the Board, giving the purpose of the meeting in the call. |
| 6.3.E. |
Quorum. A majority of the members of the Board shall constitute
a quorum for transaction of business. |
| 6.3.F. |
Voting. A majority of those present and voting shall be required
for all action taken unless a greater vote is required by these Bylaws. |
| Section 6.4. |
Duties of the Board of Trustees shall be to: |
| 6.4.A. |
Determine the policies of the Society. |
| 6.4.B. |
Hold title to and manage all funds and property, both real and personal. |
| 6.4.C. |
Be responsible for the development of adequate funding to meet present
and future needs of the Society. |
| 6.4.D. |
Establish and maintain a financial program designed to encourage gifts
of cash and tangible assets to carry out the purposes of the Society. |
| 6.4.E. |
Maintain a complete record of all proceedings and report its actions to
the business meeting of the Annual Conference, including a complete financial
and audit report based on the fiscal year. |
| 6.4.F. |
Fill vacancies in the position of Trustee for un-expired terms by nomination
and written ballot. |
| 6.4.G. |
Fill vacancies on the Executive Committee for un-expired terms by nomination
and written ballot at a regular Board meeting. |
| 6.4.H. |
The Fiscal Year shall be the calendar year. |
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ARTICLE VII - EXECUTIVE COMMITTEE
The Executive Committee shall be the President, the Vice President of
Administration (1st VP), the Vice President of Member Services (2nd VP),
the Vice President of Development (3rd VP), the Secretary, and the Treasurer. |
| Section 7.1. |
The Executive Committee shall be responsible for the administration of
the affairs of the Society between meetings of Board of Trustees. |
| Section 7.2. |
All actions taken by the Executive Committee shall be submitted to the
Board of Trustees for approval at the next meeting of the Board. |
| Section 7.3. |
Four (4) members of the Committee shall constitute a quorum. |
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| ARTICLE VIII - DISTRICTS |
| Section 8.1. |
The Board of Trustees shall divide the state into Districts. The
designation of Districts shall be listed in the Standing Rules. |
| Section 8.2. |
Each District shall have the right to organize and hold meetings as deemed
necessary. |
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| ARTICLE IX - COMMITTEES |
| Section 9.1. |
Committees of the Society shall be designated in the Standing Rules. |
| Section 9.2. |
The President shall be an ex-officio member of all committees except the
Nomination and Election Committee. |
| Section 9.3. |
Additional members of all committees except the Nomination and Election
Committee and the Fellows & Awards Committee may be selected by the committee
chairpersons. |
| Section 9.4. |
The Board shall elect by plurality vote, a Nominations and Election Committee
of three (3) members of the Society. This committee shall elect its
chairperson. |
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| ARTICLE X - CHAPTERS AND SPECIAL INTEREST GROUPS |
| Section 10.1. |
A Chapter shall be an organization of not less than fifteen (15) members
of the Society, having Society approved Bylaws, meeting regularly, conducting
programs consistent with the purposes of the Society, and having been chartered
by the Society. |
| 10.1.A. |
Formation and rules are listed in the Standing Rules. |
| Section 10.2. |
A Special Interest Group (SIG) may be authorized to function independently, like a Chapter of OGS, by the Society upon Board of Trustees approval of their governing documents. |
| 10.2.A. |
Formation and rules are listed in the Standing Rules. |
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| ARTICLE XI - ENDOWMENTS |
| Section 11.1. |
The Treasurer is authorized to accept and receive legacies and endowment
gifts made to this organization, crediting them to an endowment fund, provided
that the directions, conditions, or trusts made or imposed by the testator
or donor are not found by the Board of Trustees to be burdensome or incompatible
with the best interests of the organization. Legacies include all bequests
made by Wills of decedents. Endowment gifts include memorial gifts,
gifts which designate the endowment fund as the recipient, and all gifts
for which no designation is made by the donor. Additions may also be
made to the endowment fund from operating funds or special projects by action
of the Board of Trustees. Once funds are added to the endowment fund,
no principal shall be withdrawn. The interest may be used as determined
by the Board of Trustees. |
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| ARTICLE XII - PARLIAMENTARY AUTHORITY |
| Section 12.1. |
The rules contained in the current edition of Robert's Rules of Order,
Newly Revised shall govern the proceedings of the Society in all cases to
which they are applicable and in which they are not inconsistent with these
Bylaws, the Standing Rules and any special rules the Society may adopt. |
| Section 12.2. |
The parliamentary authority of the Society shall be adopted by all associate
bodies of the Society. |
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| ARTICLE XIII - AMENDMENTS |
| Section 13.1. |
Amendments to these Bylaws may be proposed in writing by the Board of Trustees,
or by petition of at least twenty-five (25) members in good standing. Proposed
amendments shall include the exact wording and rationale for the proposal. The
proposal shall be submitted in writing to the Secretary at least one hundred
twenty (120) days prior to the Annual Conference. The proposal shall
be reviewed by the Board of Trustees. The Secretary shall send a copy
of the proposed amendment to every member of the Society at least ninety
(90) days prior to the Annual Conference. |
| Section 13.2. |
Proposed
amendments shall be voted upon by an every member ballot as provided in the
Standing Rules. A two-thirds (2/3) vote of ballots received shall be
required for adoption. An adopted amendment shall take effect at the
close of the Annual Conference unless otherwise stipulated in the proposal. |
| Section 13.3. |
Standing Rules are the means of further defining the detailed operation
of the Society. Changes may be proposed at any regular meeting of
the Board of Trustees by any member of the Board, or by petition of at least
ten (10) members in good standing. |
| Section 13.4. |
Proposed changes to the Standing Rules shall be voted upon at the next
regular meeting of the Board of Trustees. Approval shall require a
majority of those present and voting. |
| Section 13.5. |
Adopted amendments to the Bylaws and changes in the Standing Rules shall
be published in the next issue of the Ohio Genealogy News. |
| Section 13.6. |
No Standing Rules shall be in conflict with these Bylaws. |
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ARTICLE XIV - INDEMNIFICATION
The Society as a non profit corporation hereby agrees to indemnify and
save harmless the trustees, officers, employees, agents, and servants
from any and all liabilities that said persons may incur as a result of
carrying out of their duties and obligations to the Society, except for
willful and malicious injuries to persons or property. |
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ARTICLE XV - NON PROFIT STATUS
The Society shall operate solely for educational purposes as provided
in Section 501(c)(3) of the Internal Revenue Code of 1954, and shall limit
its activities as required by an organization exempt under this section
of the Code. |
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ARTICLE XVI - DISSOLUTION
In the event of the dissolution of this Society, all funds and tangible
assets, or revenue from the sale of such assets, shall be distributed
at the direction of the Board of Trustees to an Ohio organization or organizations
exempt under Section 501(c)(3) of the Internal Revenue Code. |
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Amendments adopted July 1995
Amended Bylaws effective April 1996
Amended April 1997
Amended April 1999
Amended April 2002
Amended April 2003
Amended April 2008 |
