Article I OFFICES
The Principle Office of the Corporation shall be that of the Chairman of the Board.
The Principle Office of the Corporation shall be that of the Chairman of the Board.
2.01 Members
Membership shall be open to anyone who is interested in Genealogical or Historical Research.
The following memberships are available:
A. Individual Membership: Full membership. May vote on all issues. If elected or appointed, may hold office.
B. Family Membership: This extends the privileges of Membership to a family living in the same household of a general member. Privileges are the
same as an individual member but are limited to two votes per Family Membership.
C. Life Membership: Awarded by the Board to a member who has given outstanding service to the organization. Life membership retains full status as
a Family Membership. Life members are eligible to hold office by election or appointment, to vote, and are excused from further payment of
dues.
D. Volunteers working at Heritage Quest Research Library must be members in good standing.
2.02 Termination of Membership
A. Non-payment of Dues: When Membership dues expire, it is no longer considered a Membership in good standing.
B. Resignation: If a Member submits a written request to resign membership dues are non-refundable.
C. Detrimental Activity: A Membership may be terminated by a 2/3 vote of the Board of Trustees for any activity detrimental to the Library.
Terminated members will be notified in writing by the Chairman of the Board. A terminated member may not participate in Library business.
Memberships considered for termination have the right of appeal to the Board of Trustees by filing a letter to the Chairman of the Board of
Trustees before the next Board meeting.
D. Outstanding Debt: If a Member incurs an outstanding debt to the Library, for any reason, their membership will be no longer considered in good
standing.
2.03 Dues
The annual membership dues shall be determined by the Board of Trustees and ratified by the membership.
A. Dues will be payable during, or before, the member's dues expiration month. Family Membership dues run concurrent with the General Memberships
dues.
B. No refund of dues.
C. If a member of the Board or the Management Team fails to pay dues by the end of their dues expiration month, their position will automatically
become open for replacement.
3.01 General Membership
The annual General Membership meeting will be held on a Saturday in the month of January.
3.02 Board of Trustees
The Board of Trustees will meet quarterly. Board meetings shall be open.
3.03 Quorums
A. A quorum shall be a majority of the members present.
3.04 Parliamentary Authority
The latest version of Robert's Rules of Order, newly revised, shall be the authority for any parliamentary concerns not covered by the Heritage
Quest Research Library Bylaws.
3.05 Documentation of Meetings
Documentation of all Board, General Membership, and Management Team Meetings will be available to all members on the premises of Heritage Quest
Research Library. These minutes shall become a part of the permanent history of the Corporation.
4.01 Elected Officials
There shall be nine (9) trustees. Eight (8) of those trustees shall be elected by the general membership at the Annual Meeting. Four (4) trustees
(Position 1, 3, 5, and 7) shall be elected in each odd numbered year and four (4) trustees (Position 2, 4, 6, and 8) shall be elected in each even
numbered year. The term of office shall be two (2) years. The ninth trustee will be a representative of the Management Team, chosen by the
Management Team, to represent them at a particular Board Meeting.
4.02 Management Team
There shall be a minimum of five (5) members of the Management Team. New Management Team members shall be approved by the Management Team.
5.01 Date
An election for the purpose of selecting Trustees shall be held annually at the Board and General Membership Meeting.
5.02 Qualifications
A. Each person nominated must be a Heritage Quest Research member in good standing.
B. To be elected, a member is expected to be present at the Board and General Membership Meeting at which the elections are held. If they are
unable to attend, an explanation is to be provided to a Board member prior to the meeting. The absence shall be accepted or rejected by a majority
vote of the Board. If accepted, their name will remain in nomination; if rejected, their name will be withdrawn from nomination.
C. Each nominee should be given a copy of these bylaws.
5.03 Voting
A secret ballot will be used to elect Trustees. To be elected requires a majority vote. In the event a nominee has not received a majority vote,
i.e.: one vote more than one half of the total votes cast, there will be a run-off between the two (2) nominees receiving the highest number of
votes. Absentee ballots will be allowed for the election of officers, and for voting on any issues involving the library Bylaws and/or The Articles
of Incorporation and will be held by the Library Director to be presented for counting at the time of the election. All absentee ballots shall be
submitted in person or by mail to the Library Director. No absentee ballots will be carried to an election by another member. All absentee ballots
will be used for runoff elections until an election has been concluded. Absentee ballots will be provided in the Library publication announcing all
candidates and/or issues subject to vote 30 days prior to the election. Proxy ballots allowing someone to vote in place of another member are not
allowed.
6.01 Meetings
It shall be the duty of all elected Officials and Appointees to attend all General Membership and Board of Trustee meetings. In the event an
elected Official's personal life or work requirements consistently prevents attendance at meetings, said official may resign, or may be encouraged
by the Board to resign their position. Each absence shall be handled on a case by case basis by the Board. Failure to attend two (2) consecutive
Board of Trustee meetings will give the Board the option to declare that position vacant. Persons subject to such action will be notified in
writing of the Board's intention prior to the declaration of vacancy.
6.02 Elected Officials
A. Duties of the Chairman of the Board: The Chairman of the Board shall preside over all meetings of Heritage Quest Research Library Board of
Trustees.
B. Duties of the Vice Chairman: Shall preside at any meeting the Chairman is unable to attend.
C. Duties of the Secretary: Shall keep the minutes of the meetings of the Board of Trustees.
D. Duties of the Trustees: The affairs of the Heritage Quest Research Library shall be managed by the Board of Trustees. The Board of Trustees acts
on items of business with the Chairman of the Board reporting to the membership on the actions taken. The Board of Trustees shall monitor the
management and formulate the policies of Heritage Quest Research Library.
7.01 The Board of Trustees Qualifications
All members of The Board of Trustees must be Heritage Quest Research Library members in good standing.
7.02 Chairperson
The Chairman of the Board of Trustees is elected by the Board at the Annual Meeting for a term of one year.
7.03 Meetings
The Board of Trustees shall meet quarterly or at the call of any two Trustees.
7.04 Removal of Trustees
Removal of Trustees shall be the responsibility of a three (3) person committee approved by a majority of the Board members.
7.05 Vacancies
Board of Trustee vacancies shall be filled by an interim selection by a majority vote of the Board of Trustees to fill the vacancy for the
remainder of the term.
7.06 Quorum
There must be a majority of the full Board present at any board meeting to conduct business. All have equal voting rights.
7.07 Compensation
Board members, as such, shall receive no compensation for their service.
8.01 Management Team
Members of the Management Team must be Heritage Quest Research Library members in good standing.
8.02 Management Team Selection
The Management Team shall select, from among themselves, a Director who will have the power and duties normally exercised by the President of a
Corporation. This selection will take place every year at the first Management Team meeting following the annual general membership meeting.
8.03 Management Team Responsibilities
The Management Team shall be responsible for the daily operations of Heritage Quest Research Library and shall be empowered to make necessary
decisions. Responsibilities shall be, but not limited to, the following:
A. Prepare the next year's proposed operating budget for presentation at the annual Board of Trustees meeting for review.
B. Review the monthly financial reports, both current and projected.
C. Shall appoint an Audit Committee of no less than three members. The Audit Committee shall appraise the financial control and accounting systems
of the Library and recommend any changes it deems appropriate. When deemed necessary, the Management Team shall designate an independent auditor
and shall cause to be prepared and submitted to the Board of Trustees an audited statement of the financial condition of the Library.
D. The Team is responsible for planning, implementing, and evaluating all fund-raising activities.
E. The Team is responsible for planning, development, and implementation of membership drives, assisting with design and production of membership
materials, initiating and promoting continued and increased membership, and assuring maintenance of current and prospective membership
records.
F. The Team shall coordinate activities of members regarding research, extraction, and publishing of records.
G. Each Team member will maintain volunteers to support them in their responsibilities.
H. The Management Team will act as the Nominating Committee for the annual election of officers for the Board of Trustees and will arrange and
conduct the election at the annual General Membership Meeting in January. Any Management Team member nominated for the position to be voted on are
excluded from that portion of the election and tabulating process.
8.04 Management Team Member Removal
Members may be removed from the Management Team by a two-thirds (2/3) vote of the other members of the Management Team.
9.01 Budget
The fiscal year of Heritage Quest Research Library shall be the calendar year. The proposed budget for the ensuing year shall be presented to the
Board at the Annual Meeting. All expenditures must be kept within the limits of the budget. Any proposal made for expenditures in excess of the
approved budget shall be referred to the Board for consideration, documentation, and approval. The documentation shall become part of the Board
minutes.
9.02 Funds
All funds received or disbursed for Heritage Quest Research Library purposes shall be recorded in the Library accounts.
9.03 Accounts
The Library accounts will be under the care of a Treasurer approved by the Management Team.
9.04 Monthly Reports
The Treasurer shall provide a monthly report to the Management Team and quarterly reports to the Board of Trustees. These reports shall include a
profit and loss statement, balance sheet, and a budget analysis.
9.05 Special Funds
The Treasurer shall account for and preserve the integrity of special types of funds, such as funds contributed for specific use(s), special
Heritage Quest Research Library projects with substantial financial significance, capital reserves, and monies collected from fundraisers and grant
writers.
9.06 Audit Committee
An audit committee can be called for by any member with a $25.00 contribution. If an impropriety is found, the money will be returned.
Any proposed amendment(s) to the Articles of Incorporation or these Bylaws shall be submitted in writing to the Board for review. Such
proposal(s) must be signed by at least three (3) members in good standing. The Board, after review, shall make the proposal(s) known to the
membership and make a recommendation to the membership on the merits of the proposal(s). A copy of the proposal(s) and the Board recommendation(s)
shall be mailed to all members thirty (30) days prior to the vote.
The proposed changes shall be voted upon as submitted, without changes, individually at the next General Membership Meeting. If approved by
two-thirds (2/3) of the members present, the Articles of Incorporation and/or Bylaws shall be deemed amended to include the proposal(s), but no
amendment shall cause the Corporation to fail to conform to the requirements of Internal Revenue Code Section 501(c) (3).
11.01 Disposal of Excess Property
The Management Team shall determine the means of disposal of excess property subject to Article V of the Articles of Incorporation.
11.02 Proceeds
Proceeds from the sale of any Heritage Quest Research Library property shall be deposited in the Library account.
These Articles of Incorporation and Bylaws approved by a vote of the membership April 21, 2000.
Sections 2.01, 3.01, 4.02, 5.02, 8.02, and 8.03 amended January 25, 2003.
Sections 3.01 and 8.03.H amended April, 2010.