MONTGOMERY HISTORICAL SOCIETY
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ARTICLE I
NAME AND LOCATION
The name of the corporation shall be the MONTGOMERY HISTORICAL SOCIETY. The location of the principal office shall be in the Town of Montgomery, County of Franklin, State of Vermont.
ARTICLE II
MISSION and PURPOSE
Section 1: The Mission of the Montgomery Historical Society will enhance the Town of Montgomery with the preservation of the past, exploration of the present and preparation for the future.
Section 2: The Purpose of the Montgomery Historical Society shall be the preservation of Pratt Hall, artifacts, structures and memorabilia of historical interest to residents of the Town of Montgomery and friends of the area; provide a venue for local exhibits and for artisans to share their talents; sponsor programs that assist in preserving town history and cultural events; and award scholarships to students on an annual basis.
ARTICLE III
MEMBERSHIP AND DUES
Section 1. Any person or organization who tenders the necessary fee shall thereby become a member of the Society.
Section 2. The membership year runs from January 1 to December 31 of each year. Annual dues shall be payable in advance and members in arrears shall be dropped from membership.
ARTICLE IV
SCHEDULE AND QUORUM FOR MEETINGS
Section 1. The Annual Meeting of the Society shall be held in June of each year on such day, at such hour, and at such place as the Directors shall determine. At each annual meeting, the membership shall elect the Directors of the Society.
Section 2. Special meetings may be called by the Chairperson of the Board of Directors.
Section 3. Notice shall be given for all meetings of the Society.
Section 4. Ten (10) members of the Society shall constitute a quorum at the Annual Meeting of the Society.
ARTICLE V
DIRECTORS
Section 1. The Board of Directors shall consist of no less than five (5) and no more than fourteen (14) persons elected by the membership at the Annual Meeting.
Section 2. The Board of Directors shall meet as needed to conduct the affairs of the Society.
Section 3. The term for a Director shall be one year.
Section 4. At any meeting of the Board of Directors, a minimum of five (5) members of the Board of Directors in office shall constitute a quorum.
Section 5. The Board of Directors, through its Chairperson, shall render an Annual Report at each Annual Meeting.
ARTICLE VI
OFFICERS
Section 1. There shall be a Chairperson, Vice Chairperson, a Treasurer, and a Secretary.
(a) The Chairperson, Vice Chairperson, Secretary and Treasurer shall be elected at the Annual Meeting of the Society.
(b) The Chairperson, Vice-Chairperson, and Secretary shall serve for a term of at least one (1). The Treasurer shall serve for a term of three (3) years.
(c) The Officers will be elected, or confirmed in the case of the Treasurer if said term is not expired, annually at the Annual Meeting.
Section 2. The Chairperson shall have the executive supervision over the activities of the Society within the scope provided by these By-Laws.
Section 3. The Vice-Chairperson shall assume the duties of the Chairperson in the event of absence, incapacity or resignation.
Section 4. The Treasurer shall be responsible for the safekeeping of Society funds and for maintaining adequate financial records. The Treasurer shall deposit all monies with a reliable banking company in the name of the Montgomery Historical Society. The Treasurer shall receive dues and render an annual report at each annual meeting of the Society.
Section 5. The Secretary shall keep the minutes of all meetings of the Society and the Board of Directors.
Section 6. The Chairperson shall have the power to appoint committees and committee chairpersons from time to time with no term limits to carry out the work of the Society.
ARTICLE VII
AMENDMENTS TO THE BY-LAWS
Section 1. These By-laws may be amended at any regular or adjourned meeting by a majority vote of the Directors present provided notice was duly given. They may also be amended at a Special Meeting called for that purpose with such previous notice and a majority vote of those members present.
Section 2. All proposed amendments shall be submitted in writing to the Secretary. For a valid vote, a quorum of the Board of Directors must be present
ARTICLE VIII
NON-PROFIT STATUS
The Montgomery Historical Society is a non-profit culturally-oriented corporation, established and to be continued for the public and educational benefit of the people of Montgomery, County of Franklin, State of Vermont, and any surplus from its operation, accruing in any given year, fiscally, shall be carried over wholly, into the budget of the following year, and devoted solely to the uses of the Montgomery Historical Society.
ARTICLE IX
LIMITS TO ACTIVITY
Notwithstanding any other provision of these Articles, the Corporation shall not carry on any other
activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under section170 (c) (2) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law).
ARTICLE X
RESTRICTIONS AGAINST POLITICAL ACTIVITY
No part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence the legislation, and the Corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.
ARTICLE XI
DISTRIBUTION OF EARNINGS
No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its
members, trustees, officers, or other private persons, except that the Corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth above.
ARTICLE XII
DISSOLUTION OF THE CORPORATION
Upon the dissolution of the Corporation, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the Corporation, dispose of all the assets of the Corporation exclusivelyfor the purposes of the Corporation in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501 (3) (c) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine.
The end of said By-Laws
Adopted:
October 18, 1973Revised:
April 12, 1974;
June 10, 1978;
September 17, 1978;
June 11, 1988;
July 21, 1990;
June 29, 2001;
December 3, 2004
February 8, 2007