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Bylaws of the Jewish Genealogical Society of Willamette Valley Oregon (JGSWVO) Article I – NAME The name of this organization shall be the Jewish Genealogical Society of Willamette Valley Oregon (JGSWVO).
1. The purpose of this organization is to provide a society for persons interested in Jewish genealogy; to encourage interest in Jewish genealogy; to provide educational genealogical programs; to develop and execute genealogical projects; to serve as a service and support group for genealogical libraries and historical associations; and to provide a center for the exchange of surnames and genealogical material.
1. (a) No part of the net earnings of the Society shall inure to the benefit of any private individual, except those who may become employees or contractors of services. 2. Upon the dissolution of the society, after payment of all liabilities, a five person temporary committee, selected by a majority of members in good standing, shall dispose of all the assets remaining. The recipients of these assets shall, at that time, be charitable, educational or religious in nature and shall qualify for tax exemption status as provided by law. The temporary committee shall be selected via:
1. There shall be three (3) basic classifications of members, but, by majority vote, the Board may create other classifications of membership. 2. Membership shall be annual and begin January 1st of each year. 3. (a) Dues, as established and approved by the Board, shall be payable annually during the month of January. 4. An application form for initial membership must accompany the payment of dues. 5. A member in good standing is one whose dues are current. For continuing members, dues are payable January 1st of each year. For new members, dues are payable upon joining the Society. Any member whose dues are in arrears for three months or more, after due notice from the Society, shall be dropped from membership in the society and all rights and privileges granted shall cease. Only members in good standing may vote and hold office. 6. Any member may be expelled from the Society for good cause by a majority vote of the Board of Directors.
1. The Society shall be governed by a Board of Directors elected by its members in good standing. 2. The Board of Directors shall consist of five (5) elected members. 3. From time to time, the Board may adjust the number of elected Directors, but in no case may there be less than three or more than nine elected Directors. The term of office of elected Directors shall be two years. The initial slate of directors shall be divided into two groups with the terms of one group expiring December 31, 2006 and the others' terms expiring December 31, 2007. This division can be done in any way acceptable to the directors. One group of the Directors shall be elected each year. 4. The Board of Directors may declare any elective or appointive office vacant for good cause as determined by a two-thirds (2/3) vote of board members attending any regular board meeting or any special board meeting where this issue is on the announced agenda. The officer shall be given a reasonable opportunity to show cause why such action should not be taken. 5. Board members are required to attend at least half of the board's regular meetings each year. Directors unable to attend should notify the President whenever possible far enough in advance so that the meeting may be canceled if a quorum will not be present. 6. A quorum shall be a simple majority of the board's members. 7. The Board of Directors shall cause reviews to be made of the receipts, disbursements, assets, and liabilities of the Society annually, or at more frequent intervals if deemed necessary. 8. The Board of Directors shall arrange for an annual inventory to be made of all personal property of the Society. 9. The Board of Directors shall have the power to adjust the number of established elected officer positions from time to time. 10. The Board of Directors shall be composed of members in good standing. 11. The Board shall have control and management of the affairs and the funds of the Society, subject to the will of the of the organization, and none of the Board's acts shall conflict with the objectives of the Society. 12. The Board shall make all decisions for the Society in keeping with its bylaws and not conflicting with any decisions reached by the membership at a properly called meeting of the Society. 13. Any member of the Board who resigns, or who is absent from three (3) consecutive meetings of the Board without indicating valid cause, may be dropped from the Board and the unexpired term shall be filled by appointment by the President and with the approval of the Board of Directors. 14. The Board shall determine the dates and nature of all meetings and events of the Society with due consideration being given to any expressed wishes of the membership. 15. A summary of the actions of the Board shall be available to all members.
1. The officers shall consist of a President, Vice-President, Secretary, Treasurer, and Board member at large. 2. Only elected or appointed members of the Board of Directors shall serve as officers of the Society. 3. Any candidate for President shall have served a prior term as a member of the Board of Directors before being installed as President. 4. In the event of a vacancy in the office of President the Vice-President shall assume that position. 5. The President, shall, by appointment, and with the approval of the Board of Directors, fill a vacancy in any office at the next meeting. Such an appointed officer shall continue in office until the end of that term. 6. The President shall call regular meetings of the Board of Directors at least once per quarter and no more frequently than once per month. The President may call special meetings of the Board of Directors and shall call a special meeting on the written request of two (2) members of the Board. At least five (5) days notice shall be given to each Board member of the time, place and purpose of each board meeting. If a board meeting is to be canceled, or the date changed, the President or his/her designee(s) must make a reasonable effort to notify every board member. 7. During their term of office, each officer or director shall promptly send or give a copy of any correspondence initiated by him or her concerning the Society to the President. Directors shall turn over all properties, materials, records and correspondence pertaining to their respective offices to their successors within fifteen days after their terms of office expire or at the first regular board meeting of the calendar year. 8. The President shall be the principal executive officer with the responsibility for general supervision of the affairs of the Society. The President shall preside at all meetings of the Society and of the Board, but may designate the Vice-President to function when the president is unavailable. With the approval of the Board, the President shall appoint all committees. 9. The Vice-President shall substitute in the absence of the President and shall carry out whatever responsibilities may be assigned to them by the President or Board. 10. The Secretary shall keep a record of the proceedings of the Society and of the Board. 11. The Treasurer shall keep accurate records of the Society's funds, including receipt of dues and any other incoming monies, and expenditures as authorized by the Board, and shall make a reasonable effort in the collection of dues or of any debts owed to the society. An annual report shall be prepared and presented to the Board at the January meeting.
1. Board Members and officers shall be selected at an election in alternate years, at the final meeting of the year in December, or at such time as the board shall designate. The board members elected shall take office on January 1st of the following year. 2. A slate of candidates shall be chosen by a nominating committee named by the Board. Consent of the nominee shall be obtained before he/she is proposed. 3. The election of the Board of Directors shall be held at the December general meeting. The board members elected shall take office on January lst of the following year. 4. Only members in good standing shall participate in nominations and election of the Board of Directors. 5. At the time and place of election of officers and Board, the Nominating Committee shall become an Election Committee and will supervise the proceedings. Results will be made public as soon as possible. 6. A person being nominated to the Board of Directors shall be a member in good standing of the Society and must have been a member of the Society for at least one year prior to his/her nomination. 7. The officers of the Society shall be elected at the first meeting of the new Board of Directors. 8. Issues and elections brought before the general membership shall utilize the following procedure.
1. Standing Committees and Temporary Committees shall be established by the Board as needed. All such groups are subject to the Board and shall make appropriate and timely reports.
1. Attendance: All meetings shall be open to anyone interested in the objectives of the Society. However, the Board may request a contribution from nonmembers wishing to attend JGSWVO meetings that include a presentation or a program. This contribution is intended to help defray expenses associated with these meetings and other JGSWVO activities. 2. A quorum of participants shall consist of nine (9) members including one (1) Board member. 3. There shall be a minimum of four (4) general meetings plus one (1) Annual Meeting in December each calendar year. 4. The Board shall publicize an annual calendar of general meetings and board meetings which are open to all members. These meeting dates shall not conflict with major Jewish holy days. 5. Special meetings: Notice of the time, place and purpose of a special meeting shall be given to each member of the Society, not less than five (5) days prior to the meeting.
The Board shall establish and can adjust charges, fees, dues and similar income. Notices of changes in charges and fees must be publicized thirty (30) days in advance. Changes in annual dues must be publicized sixty (60) days prior to the effective date of change.
1. The rules contained in Robert's Rules of Order Revised shall govern the society whenever they are applicable and not in conflict with these bylaws or any special rule adopted by the Society. 2. The fiscal year shall be the calendar year, commencing on January 1st and ending on December 31st. 3. Title to all property, such as books, office equipment, etc., shall be held in the name of the Society. A record of all property shall be maintained by a custodian designated by the Board.
1. Amendments to these bylaws shall be proposed in writing. Amendments may be offered by any member of the society in good standing. 2. Amendments may be acted upon at any time, provided that the amendment language and notice of voting shall have been circulated at least 10 days in advance. 3. Bylaws amendments will be adopted if approved by at least sixty percent (60%) of those members voting. The membership, including two-thirds of the Board, must approve any amendment.
These bylaws shall go into effect upon adoption. Bylaws approved and adopted August 21, 2005 |