Bylaws

The purpose of the Great Cranberry Island Historical Society (the "Society") is the collection, preservation, presentation and study of the history of Great Cranberry Island, Maine, and of the other Cranberry Isles.  The Society will promote this purpose by oral interviews, collection and care of materials, provision of facilities for the show and preservation of such materials, support for studies and publications, and other appropriate activities.

Section 2.  Fiscal Year.

The fiscal year shall be 1 January through 31 December.

Section 3.  Trustees.

The Society will be governed by a board of trustees elected by the membership.

1. Regular members: there shall be regular members consisting of individuals and institutions interested in the purpose of the Society.  Each regular member shall have one vote.

2. Honorary members: There shall be honorary members elected from time to time by the trustees.  Honorary members shall have no vote.

Membership dues will be set from time to time by vote of the trustees subject to approval at a regular meeting.

Section 3.  Membership term.

Rregular membership is for one year and commences 1 July, upon receipt of dues.  Honorary membership is for life unless resigned or revoked.

The Society shall consist of its members, officers, trustees and committees as from time to time established.

Section 2.  Officers.

Society officers are the: president, 1st vice president, secretary and treasurer.  Additional vice presidents may be from time to time elected at the will of the membership.

1. The president shall serve as the chief executive officer of the Society and will preside over all general meetings of the membership and directors.  The president shall designate all necessary committees.  Only the president or a person designated by her/him may officially represent the society.

2. The 1st vice president shall assume duties assigned by the president and shall preside in the president's absence.  Should the office of president become vacant, the 1st vice president will assume that post for the remainder of the term.

3. The secretary shall keep the minutes of all Society and trustee meetings and maintain Society records.  The secretary shall be responsible for keeping current membership records and notifying members of meetings.

4. The treasurer shall care for all Society funds, maintain accurate and current financial records, make banking arrangements, pay proper bills and prepare and issue an annual financial report.  The treasurer shall prepare and make any and all financial returns that may be required for tax or other purposes.

5. Additional vice presidents, if any, shall have duties assigned by the president.

1. Society trustees are:
   1. The president, who shall act as chairperson of the board, the 1st vice president, secretary and treasurer of the Society and other vice presidents, if any.

   2. Three (3) additional members of the Society elected at a regular meeting of the Society for terms of five (5) years.  (Initial election shall be for 3, 4 and 5 year terms.)

   3. Additional trustees nominated from time to time by the board or by the membership and elected at a regular meeting of the Society.

2. Vacancies on the board of trustees shall be filled by election at a regular meeting of the Society.  The board may appoint interim trustees to serve between regular meetings of the Society.  By the terms of its incorporation, at no time may the number of directors of the Society be more than fifteen (15) or less than three (3).

3. Duties of the board.  The board of trustees shall hold in trust and have special charge of all the property, real and personal, belonging to the Society, subject to such rules and directions as may be properly made by the Society, and shall also have charge of all of the business affairs of the Society not otherwise provided for.  The board shall have the power to approve and authorize all contracts and to nominate persons for honorary membership in the Society.  It may not commit more funds than immediately on hand, except with the Society's agreement.

4. Resignations and removal of trustees.  Any elected member of the board of trustees may withdraw or resign from the board at a meeting of the board or by notice in writing to the president or secretary of the Society.  Board members may forfeit their seat if absent from three consecutive board meetings.  Removal is by action of the board.

1. Standing and special committees.  The president of the Society may from time to time appoint standing or special committees to carry out programs and/or to make recommendations concerning such matters as program, acquisitions, publications, etc.  Such committees, if any, dealing with finance, contracts or the acquisition of real property shall be appointed with the approval of the board of directors and shall be responsible to the board.  The president or the president's designee shall serve as an ex-officio member of all committees.

2. Executive committee.  The executive committee shall be composed of the president, 1st vice president, secretary and treasurer.
   1. The president shall serve as chair of the executive committee and shall insure that records are kept of all of its meetings.

   2. The executive committee will be responsible for the general supervision of Society activities between meetings of the board of trustees.

   3. All actions taken by the executive committee shall be reported to the board at its next meeting.

   4. The board may accept, reverse or nullify any action of the executive committee.

   5. The executive committee may be called into session at any time by the president, 1st vice president or secretary.  Notification may be oral or in writing and meetings may be conducted by phone.

   6. Three members of the executive committee shall constitute a quorum.

A regular meeting of the Society shall be held at least annually at a time and place to be notified by the secretary by posting in a public place on Great Cranberry Island.  Regular meetings may be held more frequently at times and places so voted by the membership.

Section 2.  Meetings of the board of trustees and notice.

A regular meeting of the board of trustees shall be held at least annually before or after a regular meeting of the Society and additional regular meetings may be set by vote of the trustees.  Notice of meetings shall be given by the chairperson or the secretary orally or in writing.

Section 3.  Special meetings and notice.

Special meetings of the Society or of the board may be called by the president (or by the 1st vice president or the secretary with the president's consent or in his/her absence) upon the posting at Great Cranberry Island of a public notice of the time, place and purpose of the meeting.  A majority of the members of the board of trustees may by joint action request the president, 1st vice president or secretary to call a special meeting of the board or of the Society for some special purpose, and it shall be mandatory upon the president, 1st vice president or secretary to call such meeting.

Section 4.  Quorum.

At any meeting of the board, a majority of the whole number of board members shall be necessary to constitute a quorum except as otherwise provided.  At any meeting of the Society, the presence of any nine (9) regular members shall constitute a quorum.

Section 5.  Nominations, elections and terms of office.

1. Elections.  Elections for officers of the Society and to fill vacancies on the board of trustees shall be held at a regular meeting of the Society.  Successful candidates will receive a majority of the votes of members present and voting.

2. Nominations.
   1. Officers.  A slate of officers shall be nominated by a nominating committee appointed by the president.  Members of the committee may not nominate themselves as candidates for office but may be trustees.  Nominations may also be made from the floor at a regular meeting and, if seconded, will be voted upon.

   2. Trustees.  Candidates for vacancies on the board of trustees may be nominated by a committee of the board or by the nominating committee in #1 above.  Nominations to the board may also be made from the floor at a regular meeting and, if seconded, will be voted upon.

   3. Qualifications.  Candidates nominated must be members of the Society in good standing and must be willing to serve.

   4. Service.  Newly elected officers and trustees shall commence service at the conclusion of the regular meeting at which elected.

3. Terms of officers.
   1. Term.  The term of service for officers of the Society shall be two (2) years or until their successors are qualified.

   2. Resignations and removal of officers.  Any elected officer may resign at a meeting of the executive committee or by notice in writing to the president or secretary of the Society.  Officers who are not performing their duties may be removed and interim officers appointed by a two-thirds vote of the board of trustees.

These bylaws of the Society may be amended only at a regular meeting of the Society or at any special meeting called for the purpose, by the affirmative vote of two-thirds (2/3rds) of the total number of members present and voting.

Section 2.  Notice of amendments.

Proposed amendments must be posted in writing not less than ten (10) days before the meeting at which the vote is to be taken.

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