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Bylaws of the Ohio Genealogical Society

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 this organization shall be to promote genealogical and historical research and education through:

  1. Fostering an interest in all of the peoples who contributed in any way to the establishment and perpetuation of the State of Ohio.
  2. Searching for the reasons and forces behind the migrations of early settlers into this state.
  3. Preserving and safeguarding manuscripts, books, and memorabilia relating to the early settlers of Ohio.
  4. Securing and holding copyrights, master copies and plates of books, periodicals, tracts, and pamphlets of genealogical and historical interest to the people of Ohio.
  5. Publishing, printing, buying, selling and circulating literature regarding the purposes, records, acquisitions and discoveries of the Society.
  6. Aiding others in the publication and dissemination of materials pertaining to Ohio, including biography, and family and local history.
  7. Receiving and holding gifts and bequests not needed and using funds derived there from solely for the purpose of the Society.
  8. Doing all things incidental to the perpetuation of the purpose of the Society, and exercising the powers legally and properly requisite thereto.
   
ARTICLE III - MEMBERSHIP
Section 3.1 The following classes of members shall include the right to vote and to hold office in the Society:
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 who shall pay annual dues and receive a single subscription to the Newsletter and The Report.
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.
Section 3.2. 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 and hold office.
Section 3.3. Select Members. Select membership, in itself, shall not include the right to vote or hold office.
3.3.A. Student Membership shall be conferred on any interested student under age twenty-three (23) upon payment of annual dues.
3.3.B. Fellows. A member who has made an outstanding contribution to the field of genealogy or to the Society, may be honored by being named a Fellow of the Society. This honor conferred for life, shall be announced at an Annual Conference. Procedures for nominating and electing are listed in the Standing Rules.
3.3.C. 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.
3.3.D. 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 3.4. Dues and Fees
3.4.A. Dues and fees for all classes of membership shall be established annually by the Board of Trustees and listed in the Standing Rules.
3.4.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 3.5. The Membership Year shall be a twelve (12) month year and the Fiscal Year shall be the calendar year.
   
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.
   
ARTICLE V - OFFICERS
Section 5.1. The elected Officers of the Society shall be a President, a First Vice President, a Second Vice President, a Third Vice President, a Recording Secretary, and a Treasurer.
Section 5.2. Qualifications
5.2.A. To be eligible for the office of President or Vice President 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. Qualifications for office. Except for the office of President or Vice President any member in good standing who has been a member for at least one year shall be eligible for election to any other office.
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, #4, Nominations and Election. No President shall serve more than 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 First Vice President 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 Second Vice President 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 Third Vice President 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 Recording 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 the business meeting of the Annual Conference.
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.
   
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 Recording 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. 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, Recording 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 Newsletter.
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-at-large 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.
   
ARTICLE VII - EXECUTIVE COMMITTEE
The Executive Committee shall be the President, the First Vice President, the Second Vice President, the Third Vice President, the Recording 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.
   
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.
   
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 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.
   
ARTICLE X - CHAPTERS AND SPECIAL INTEREST GROUPS
Section 10.1. A Chapter shall be a group of members of the Society, not less then fifteen (15) in number, having a properly constituted organization, meeting regularly, conducting programs consistent with the purposes of the Society, and having been chartered by the Society.
Section 10.2. The governing documents of organizing Chapters shall be approved by the Board of Trustees before a charter is issued. Subsequent changes to the governing documents of a Chapter shall be sent to headquarters of the Society within thirty (30) days of their adoption.
Section 10.3. A Chapter's governing documents and subsequent changes thereof shall not be in conflict with the Bylaws and Standing Rules of the Society.
Section 10.4. All Chapters shall submit to the Society by January 30th of the current year:
10.4.A. A current list of all Chapter officers and their addresses (as of January 30) and, when they do hold elections, they must submit the new list of officers within thirty (30) days of election. The President of a Chapter must be a member of the Society.
10.4.B. The names and addresses of current Chapter members who are members of the Society and a count of total members. The Chapters must maintain a minimum of 15 members of the Society.
10.4.C. A copy of the Chapter's governing documents to be reviewed by the Trustees-at-Large, or a committee designated by the President of the Society.
Section 10.5. Failure to comply with the Bylaws and Standing Rules of the Society shall result in notification, in writing, by the President of the Society on or before March 30 of the current year with recommended corrections. If, by September 15, a Chapter remains in violation the President of the Society will send a letter, by registered mail, on or before September 30 of the current year, notifying the offending Chapter that all violations must be corrected by November 1 of the current year. Failure to correct all violations will cause the matter to be brought before the Board of Trustees at the November meeting for appropriate action. Suspension for failure to comply shall require a two-thirds (2/3) vote of the Board of Trustees.
10.5.A. A Chapter which has been suspended may be reinstated upon proof of compliance with the Board's requirements and a two-thirds (2/3) affirmative vote of the Board of Trustees.
Section 10.6. Chapters shall not support monetarily or actively campaign for any individual nominated for election of officer or trustee of the Society.
Section 10.7. All matters concerning relations between the Society and the Chapters shall be referred to the Board of Trustees for disposition.
Section 10.8. 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. Additional rules are listed in the Standing Rules.
   
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.
   
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.
   
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 Newsletter.
Section 13.6. No Standing Rules shall be in conflict with these Bylaws.
   
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.
   
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.
   
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.
   
  Amendments adopted July 1995
Amended Bylaws effective April 1996
Amended April 1997
Amended April 1999
Amended April 2002
Amended April 2003

 

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