BYLAWS: FAIR OAKS HISTORICAL SOCIETY, INC. Revision April, 2011 ARTICLE I: NAME 1.1 The name of this organization shall be FAIR OAKS HISTORICAL SOCIETY, INC. ARTICLE II: OBJECT 2.1 To preserve the heritage of the area known as Fair Oaks, California 95628; that of its first inhabitants, the San Juan Rancho, the early settlers of the Sunset Colony and of succeeding generations. 2.2 To preserve the historical record, and other materials arising from use by the people of the Fair Oaks area in the course of its history. 2.3 To conduct research on the founders of Fair Oaks, and the agricultural, civic, religious and cultural activities throughout its history in an effort to provide an accurate and authentic interpretation thereof, and to keep authoritative and permanent recordings of the facts in a repository. 2.4 To provide representation in regard to Fair Oaks history and culture by means of oral, written, pictorial and other methods prescribed by the Executive Board. 2.5 To establish, operate and maintain a Fair Oaks History Center for the general public, when possible. ARTICLE III: MEMBERSHIP 3.1 Membership in this society shall be open to any interested person regardless of race, sex, creed, or national origin; or to any organization or business having rendered support and assistance in the study and dissemination of the history of Fair Oaks. Not less than sixty percent (60%) of the active members shall be residents of the Fair Oaks Postal District. 3.2 There shall be two classes of membership: active and honorary 3.2-1 Active Memberships (a) A person applying for active individual membership shall be accepted upon completion of application form and payment of annual dues, and shall have all privileges including voting rights. (b) An individual and spouse or two adults applying for an active family membership shall be accepted upon completion of application form and payment of annual dues. Each shall have all privileges including voting rights. (c) An organization or business applying for an active supporting membership may be accepted upon completion of application form and payment of annual dues, and approved by the executive board and a majority vote of members present at a general meeting. The group shall have all privileges, with only one vote, which may be cast by the president or owner or their representative. (d) Active Life Memberships 1. A person applying for individual life membership may be accepted upon completion of application, individual life payment and approved by the Executive Board . They shall have all privileges including one voting right; 2. An individual and spouse or two adults applying for family life membership may be accepted upon completion of application, family life payment and approved by the executive board. Each shall have all privileges including voting rights. 3.2-2 Honorary membership (a) An honorary membership may be conferred upon a person who has rendered outstanding service to the Society, whether or not a member. (b) This membership shall be approved by the Executive Board and a majority vote of members present at a general meeting. (c) This designation does not require the payment of dues nor confer the right to vote nor hold office but all other privileges shall prevail. (d) An honorary member may also be an active individual member. ARTICLE IV: MEETINGS AND DUES 4.1 The fiscal year shall be from January 1 through December 31. 4.2 The last general membership meeting of the year shall be the Annual Meeting. 4.3 Twenty Five (25) members shall constitute a quorum at the general meeting. 4.4 There shall be four (4) general membership meetings each year. These meetings are to be held on the fourth Tuesday of January, April, July and October. Additional Meetings may be scheduled by the Executive Board. 4.5 Annual dues for Active Members shall be, effective January, 2007: 1. Individual membership: $ 15.00 2. Family membership: $ 20.00 3. Supporting membership: $ 40.00 4. Individual Life Membership: $ 150.00 5. Family Life Membership: $ 225.00 4.6 Dues are payable on January 1 and shall become delinquent May 1 of each year. Membership shall be terminated after June 1 after written notification of non-payment of dues. ARTICLE V: OFFICERS 5.1 The elected officers of this society shall be a president, a vice president, a secretary, and a treasurer. The most recent available immediate past president, an active member in good standing, shall hold office under that title. A parliamentarian shall be appointed by the president and selected from among the voting members. 5.2 The term of office of all officers shall be for one (1) year commencing January 1 of each year. 5.3 Duties of the Officers are as follows: 5.3-1 The president shall (a) Supervise the activities of this society within the scope provided by these bylaws and by the directives of the general membership. (b) Preside at all meetings of the general membership and of the executive board. (c) Appoint the parliamentarian, the auditor, and the chairs or co-chairs of standing committees, with the exception of the nominating and program committees. Appointees shall be introduced at the first executive board and general membership meetings of the year or the first such meeting after appointment. (d) Establish temporary committees and appoint a chair. Temporary committees shall serve during the fiscal year and may be reestablished by the president after January of each year. (e) Sign contracts ordered by the executive board. (f) Represent this society at all invitational events and accept courtesies for the organization or appoint a representative. (g) Report as outgoing president on the activities of the society for the preceding year at the first general meeting of the new year. (h) Select an official greeter who shall greet current members, guests, and visitors at each general meeting. (i) Secure insurance and hold the policy. 5.3-2 The vice president shall (a) Act as an aide to the president and in the absence of the president, shall perform the duties of the president. (b) Serve as chair of the program committee. (c) Fill the unexpired term, in case of a vacancy in the office of the president. 5.3-3 The secretary shall (a) Keep an accurate record of the proceedings of all meetings of the society and of the executive board. The proceedings of the general membership or the executive board meetings are to be made available on request. (b) Conduct the correspondence of the society by direction of the president, issue all notices required by the executive board and have available at each general membership and executive board meeting a current list of members whose dues have been paid. 5.3-4 The treasurer shall (a) Receive all moneys of the society, keeping an accurate account thereof in a permanently bound book or in a computer. (b) Deposit all moneys in the name of the society in a bank approved by the executive board. (c) Pay all bills that have been approved by the executive board or the general menbership and make a financial report at each meeting. The Treasurer may pay all bills for items included in the budget or approved by Committee Chairs. (d) Be responsible for seeing that all financial transactions shall have the required signatures of the treasurer and either the president or secretary. (e) Submit the treasurer's books to be audited annually. (f) Submit a written report to the society at the first general meeting of the year and provide a report to be included in the notices of each of the general membership meetings. (g) Submit to the executive board, prior to the first general meeting of the year, a proposed budget for the forthcoming year. ARTICLE VI: EXECUTIVE BOARD 6.1 The membership and voting rights are 6.1-1 Members of the executive board shall be the president, vice president, secretary, treasurer, immediate past president, and the chairs of the standing committees. 6.1.2 They shall have one vote each. Each committee shall have one vote. 6.2 Duties include 6.2-1 Meeting at least once, no fewer than twenty four (24) days prior to a general meeting. 6.2-2 General supervision of the affairs of the society between its general meetings and perform such other duties as are specified in these bylaws. 6.2-3 Selecting an active member to fill, for the unexpired term, all vacancies in elective offices except that of president. 6.3 Meetings 6.3-1 Be held at the call of the president 6.3-2 Seven (7) members, two (2) of whom shall be elected officials, shall constitute a quorum. 6.3-3 Special meetings may be held at the call of any three (3) board members provided notification is made one week in advance of such meeting, limiting action to a specific purpose. 6.3-4 In between the required general membership and executive board meetings the president may poll the executive board members by phone to secure approval of actions or expenditures. (a) Approval of actions or expenditures requires approval of seven (7) members, two (2) of which shall be elected officers, of the executive board members. (b) Any action or expenditure so approved shall be submitted, for the record, to the executive board at the next meeting. ARTICLE VII: COMMITTEES 7.1 There shall be the following standing committees. 7.1-1 Dinner - decorating, setup, social hour, serving, and cleanup. 7.1-2 Historical - society history, vignettes, newsletter articles, and annual report. 7.1-3 Liaison Representative - attend functions of other historical societies and report to this society. 7.1-4 Membership - roster maintenance, including names, phone numbers, addresses and emails, guest and new member sign-in sheet, and submitting of membership list to the secretary, treasurer and newsletter committee chair. 7.1-5 Newsletter - editor, printing, mailing; 7.1-6 Program - the vice president as program chair is responsible for the general membership meeting program and speakers. 7.1-7 Publicity - news releases and public relations. 7.1-8 Way and Means - sale of publications, raffles, and any other fund raising activities. 7.1-9 History Center Operations- schedule docents and assemble displays, 7.1-10 History Center Preservation - care, inventory, storage, acceptance and gifting of articles. The disposal, sale and purchase of articles shall be done within the limits set by the executive board or with approval of the executive board. 7.1-11 Technology - webmaster, automation, computer care, data entry , and digitizing items. One member of this committee shall serve on the History Center Preservation committee. 7.2 The chairs of standing committees shall review, maintain or create a list of duties for submittal to the President at the start of each year. ARTICLE VIII: NOMINATIONS AND ELECTIONS 8.1 The election of officers shall be held at the annual meeting. 8.2 Nominations: 8.2-1 A nominating committee consists of three (3) active members, one of whom must be a member of the executive board and shall be selected at the July general membership meeting. 8.2-2 The nominating committee shall present a slate of consenting candidates' names to the secretary who shall include this report with October meeting notice; 8.2-3 The chair of the nominating committee will present the slate of candidates to the membership at the annual membership meeting, at which time the president will call for nominations from the floor prior to the election. 8.2-4 To be a nominee for the office of president or vice president, a candidate shall have served as a voting member of the executive board for at least one year or shall have been an active member of the society for at least three (3) years. 8.2-5 The installation shall take place at the first general membership meeting in January, although the newly elected officers shall commence their official duties on January 1. ARTICLE IX: PARLIAMENTARY AUTHORITY 9.1 Robert's Rules of Order, Newly Revised, shall be the authority governing all society procedure when not in conflict with these bylaws. 9.2 The parliamentarian should be present at all general and executive board meetings and act in an advisory capacity to the president, executive board and the society. ARTICLE X: AUDITOR 10.1 The auditor shall 10.1-1 Serve only for the period necessary to conduct the audit. 10.1-2 Audit the treasurer's books annually after the end of the fiscal year. 10.1-3 Submit a report of the audit to the president and the treasurer prior to the first General Membership meeting of the year and to the Society at the first general membership meeting. ARTICLE XI: AMENDMENTS 11.1 These bylaws may be amended by a two-thirds (2/3) vote of the Active members present at a general membership meeting, provided that written notice of the proposed amendment(s) and those relevant portions if the bylaws were mailed to the voting members no less than fourteen (14) days in advance of the general meeting. ARTICLE XII: DISSOLUTION 12.1 Upon the dissolution of the Fair Oaks Historical Society Inc., all assets, including the sale of assets, remaining after the payment, or provision of payment, of all debts and liabilities, shall be transferred to the existing Fair Oaks Recreation and Park District 12.2 If the Fair Oaks Recreation and Park District is not In existence, or does not accept all the assets, the remaining assets are to be transferred in the following order to: - the Fair Oaks Cemetery District; - a qualified non-profit organization which is interested in the cultural and historical preservation of records and artifacts relating to Fair Oaks - the Fair Oaks Chamber of Commerce; - current or past Fair Oaks Historical Society members; - any Fair Oaks business or resident.. ACTIVITY REVIEW COMMITTEES -------------------------------------------------- Adopted March 28, 1977 June Melvin Incorporated March 3, 1979 Edward Eubanks Amended (no date listed) Donald Kenmouth Revised April 30, 1989 Iva Langness Amended January 25, 1989 June Melvin, Parliamentarian Amended July 27, 1993 Harry Voth Amended April 23, 1966 Amended January, 1999 Amended October, 2006 Joe Dobrowolski Amended April, 2007 Joe Dobrowolski Amended January, 2011 Ralph Carhart Amended April, 2011 Joe Dobrowolski