Belgrade Historical Society
Board of Directors Proposed Changes to BHS Bylaws 2024
ARTICLE I – ORGANIZATION
Section A – Name
Current
The name of this corporation shall be the Belgrade Historical Society; it shall have its principal location of business in the town of Belgrade, Kennebec County, State of Maine.
Revision
No Change
Section B – Area
Current
The focal area of interest shall be the present Town of Belgrade as well as the immediate area which surrounds it and its lakes, which have been historically linked to it.
Revision
No Change
Section C – Form
The form of organization of the Society shall be maintained as a charitable, nonprofit corporation as permitted by Title 13-B of the laws of the State of Maine, and as a tax-exempt organization as permitted by Section 501(c)(3) of the Department of the Treasury’s Internal Revenue Code.
Revision
No Change
ARTICLE II – OBJECTIVES
Section A – Mission
Current
The mission of the Society shall be to identify, collect and preserve data, material objects and oral narratives concerning the history of Belgrade; to perpetuate the memory of those who contributed to this history; to identify and promote the preservation and restoration of buildings of historic and architectural interest; to develop educational programs, and to encourage researchers in their study of the town’s history. Ultimately, it is the goal of the Belgrade Historical Society to house the collection in a secure, accessible space.
Revision
No Change
Section B – Collaboration
Current
The Society shall work with other community and area governments and organizations that have similar purposes and interests in preserving local history.
Revision
No Change
ARTICLE III – MEMBERSHIP
Section A – Requirements
Current
Membership is open to any person, family, organization, or institution that supports the mission and purposes of the Society. Members have the right to vote, hold office and serve on committees. The Board of Directors may confer complimentary memberships, under terms agreed upon by the board. Each annual membership fee entitles that individual, family, organization, or institution to one vote.
Revision
Membership is open to any person, family, organization, or institution that supports the mission and purposes of the Society. Members have the right to vote, hold office and serve on committees. The Board of Directors may confer complimentary memberships, under terms agreed upon by the board.
Section B – Dues
Current
Dues and categories of membership shall be recommended by the Board of Directors and approved by the membership at the Annual Meeting. Dues are payable annually for the calendar year. Any member who, after receiving notification of renewal, fails to renew membership by April 1 shall be removed from the rolls of membership and news communications.
Revision
Dues and categories of membership shall be recommended by the Board of Directors and approved by the membership at the Annual Meeting. Dues are payable annually for the calendar year and are payable no later than May 31st. Dues paid after October 1st, qualifies for a current and a next calendar year membership. Any member who, after receiving notification of renewal, fails to renew membership by June 1st shall be inactivated from the rolls of membership and news communications.
Section C – Voting
Current
Voting shall be restricted to those who have paid annual dues. A donation equal to or greater than the amount of annual dues shall be considered sufficient for annual membership.
Revision
Voting shall be restricted to those in good standing who have paid annual dues by June 1st. A donation equal to or greater than the annual dues shall be considered sufficient for annual membership. Each annual membership fee entitles that individual, family, organization, or institution to one vote on matters brought before the membership.
ARTICLE IV – MEETINGS
Section A – Annual Meeting
Current
There shall be one Annual Meeting of the membership during the month of June at a time and date set by the Board of Directors. At least two weeks’ advance written notice shall be given to the membership by the Secretary. At this meeting, a Board of Directors shall be elected, and an annual Board Chair report, committee reports, and the fiscal year financial report will be presented.
Revision
There shall be one (1) Annual Meeting of the membership, the date and time to be set by the Board of Directors. At least two weeks’ advance emailed notice shall be given to the membership by the Secretary. At this meeting the following will be presented, with other items or discussion as the Board of Directors determines appropriate.
Annual Report – President
Annual Financial Report – Treasurer
Review of Board approved budget for upcoming fiscal year
Area Reports
Acceptance and Election of Board of Directors – the current board will submit a slate of proposed members to be elected.
Voting on any proposed Mission Statement and/or Bylaw changes.
Section B – Special Meetings
Current
Special Meetings of the membership may be called by the Chair of the Board of Directors, or in his absence, by the Vice Chair, or at the request of the Board of Directors, or five members of the Society. At least two weeks advance written notice shall be given to the membership by the Secretary. No business shall be acted upon at Special Meetings except that which is specifically stated in the notice of said meeting.
Revision
Special Meetings of the membership may be called by the President, or in their absence, by the Vice President, or by the request of a majority vote of the board. A minimum of two weeks’ advance written or emailed notice shall be given to the membership. No business shall be acted upon at Special Meetings other than that specifically stated in the notice of meeting.
Section C – Other Meetings
Current
The number of membership business meetings and programs each year will be determined by the Board of Directors, with programs planned by a Program Committee. All members are invited to attend any meetings and programs. A regular schedule of meetings will be adopted and advertised. Members of the historical society may choose to attend and observe meetings of the Board of Directors. A member wishing to bring business before the Board of Directors will request in advance that the Chairman place him or her on the meeting’s agenda.
Revision
The number of membership business meetings, programs, and events each year will be determined by the Board of Directors, with programs or events planned by the assigned Point Person for each. All members are invited to attend any meetings and programs. A regular schedule of meetings will be adopted and advertised. A member wishing to bring business before the Board of Directors will request in advance that the President place them on the agenda.
Section D – Conduct of Meetings
Changed wording from “conducted in accordance with Robert’s Rules of Order.” to “conducted in accordance with Martha’s Rules of Order.”
Section E – Quorum
Current
Twenty percent of the paid membership at a meeting of the membership shall constitute a quorum. Voting shall be by majority unless otherwise specified in the Bylaws.
Revision
Ten (10) percent of the paid membership at a meeting of the membership shall constitute a quorum. Voting shall be by majority.
ARTICLE V – BOARD OF DIRECTORS
Section A – Composition
Current:
At the Annual Meeting the membership will vote to approve a Board of Directors consisting of no more than eleven (11) members. The Town Historian will serve as an ex officio member of the board. The board will select a Chairman, Vice Chairman, Secretary and Treasurer, and the board will appoint committees as needed to conduct the business of the Belgrade Historical Society.
Revision
At the Annual meeting the membership will vote to approve a Board of Directors consisting of no more than fifteen (15) members. The Town Historian will serve as an ex officio member of the board. The board will select a President, Vice President, Secretary and Treasurer, and the board will appoint committees or individuals as needed to conduct the business of the Belgrade Historical Society.
Section B – Terms
Current
Board member terms shall be three years, with a limit of two terms for a member. Members can be reappointed after one (1) year off the board.
Revision
Board members will serve a term of 3 (three) years with no limit to terms served. A procedure will be in place for board members to renew their term.
To maintain board member status a member must not miss more than three consecutive meetings. Board members need to be actively involved with BHS programs and events. Members not meeting status criteria can be removed from the board by majority vote of active board members. All board members are expected to follow the BHS Policy and Procedure Manual.
Board Officers
The President position will hold a term of three (3) years, with a limit of two (2) consecutive terms. This does not remove them from the board, only from the Office. A one (1) year break is required prior to reappointment as President.
The Vice President position will hold a term of three (3) years, with a limit of two (2) consecutive terms. This does not remove them from the board, only from the Office. A one (1) year break is required prior to reappointment.
The Secretary and Treasurer positions will not have term limits.
Section C – Duties
Current
The Board Chair shall preside at all meetings of the membership and Board of Directors, appoint standing committee chairs, prepare a written annual report, authorize calls for special meetings, and be, ex officio, a member of all committees except the Nominating Committee.
The Vice Chair shall preside in the absence of the Chair. In the absence of both the Chair and Vice-Chair, a temporary Chair shall be elected by the majority of the present board members.
The Secretary shall keep true and accurate minutes of all proceedings of the Society and the Board of Directors; shall issue notices of their meetings when necessary; shall maintain the records and minutes; shall attend to necessary correspondence; and shall keep a current membership roll.
The Treasurer shall collect all dues and contributions; shall pay all expenses of the Society; shall keep full and accurate accounts of finances; shall file a written report at the annual meeting for the ending fiscal year, which shall extend from July 1 – June 30; and shall maintain and file all needed documents to ensure the society’s tax-free status.
Revisions
The President shall preside at all meetings of the membership and Board of Directors, direct and keep board members apprised of the affairs of the Society in adjournment, prepare a written annual report, authorize calls for special meetings and other duties as may be determined by the Board.
The Vice President shall preside in the absence of the President and shall be kept advised of all affairs of the Society in adjournment. Assist the President with documents and/or agenda for board meetings. The Vice President shall perform other duties as may be determined by the Board.
The Secretary shall keep true and accurate minutes of all proceedings of the Society and the Board of Directors; shall issue notices of their meetings when necessary; shall maintain the records and minutes; attend to necessary correspondence; and shall keep a current membership roll. In conjunction with the Treasurer the Secretary will also oversee filing of all appropriate government reports and forms and shall maintain and file all needed documents to ensure the society’s tax-free status.
The Treasurer shall collect all dues, sales dollars, and contributions; shall pay all expenses of the Society; shall keep full and accurate accounts of finances; shall submit a monthly financial report to the board, shall file a written report at the annual meeting for the ending fiscal year, which shall extend from July 1 – June 30; shall submit a proposed budget to the board each year in May for the upcoming fiscal year. In conjunction with the Secretary the Treasurer will also oversee filing of all appropriate government reports and forms and shall maintain and file all needed documents to ensure the society’s tax-free status.
To the extent the Board of Directors determines that an independent audit of the BHS’s accounts is necessary or appropriate, the Treasurer and at least one other Board Member chosen by the President, shall oversee such audit.
Section D – Resignation and Removal
Current
Any officer of the Board of Directors may resign at any time by giving written notice of such resignation to the Chair, and a replacement will be appointed by the Chair. Any officer may be removed from office, with or without cause, by a vote of a majority of the Board of Directors.
Revision
Any Board Member may resign at any time by giving written notice of such resignation to the President. A replacement will be sought, reviewed, and approved by the board.
Any Board Officer may resign at any time by giving written notice of such resignation to the President. An indication should be made regarding resignation from the Office only or both the Office and Board.
Any Board Member may be removed, with or without cause, by majority vote of the Board of Directors.
Any Board Officer may be removed, with or without cause, by majority vote of the Board of Directors.
ARTICLE VI – STANDING COMMITTEES
Current
Section A – Finance Committee
The Finance Committee shall be composed of the Treasurer and additional members if deemed necessary by the Board of Directors. The committee will oversee appropriate fiscal management and retain records of the society’s expenditures, income, investments, fundraising efforts, and grant applications. The committee will provide the Board of Directors with a budget of anticipated expenses and income for the coming fiscal year.
Section B-Programs and Publicity Committee
This committee shall plan programs and prepare public notices, posters, newsletters, and newspaper releases.
Section C – Membership Committee
This committee shall enlist new members, retain membership records, and sponsor events to increase membership. Membership mailings shall be done cooperatively with the Secretary.
Section D – Collections Committee
This committee, chaired by the Curator/Registrar, shall be responsible for the proper cataloging, preservation, use and record-keeping of items which enter the Society’s care in accordance with established practices.
Section E – Facility Committee
This committee shall work toward the goal of providing the society with a permanent facility for the purpose of supporting the mission of the Belgrade Historical Society.
Revision
Article VI – COMMITTEE AREAS
Finance Committee
The Board will serve as the Finance Committee
The President will assign oversight of the following areas to a Point Person. The Point Person may recruit others to assist with projects or needs. The Board can add or adjust the areas as needed. Record of current areas and Point Persons should be maintained.
Areas: Membership, Programs/Events, Publicity, Collections, Facilities, Technology
ARTICLE VII – AMENDMENTS
Current
These bylaws amended or revised by a two-thirds vote of the members-present at Annual Meeting duly called and held, provided that notification of the proposed amendment or revision shall be sent to the members three weeks prior to any such meeting.
Revision
No Change.
ARTICLE VIII – DISSOLUTION
Current
Upon dissolution of the Society, the Board shall, after paying or making provision for the payment of all of the liabilities of the Society, dispose of all of the assets of the Society by distributing them to the Town of Belgrade and/or such 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(c)3 of the Internal Revenue Code as the Board shall determine and not to any private corporation, individual, or organization not so organized. Any of such assets not so disposed of shall be disposed of as directed by the Superior Court of Kennebec County exclusively for such purposes, or to such organization or organizations as said Court shall determine.
Revision
No Change.
ARTICLE IX – COMPENSATION
Current
All officers of the Society shall serve without pay or other compensation, provided, however, that the officers may be reimbursed for actual expenses incurred on behalf of the Society.
Revision
No Change.