Pace Society of America Inc. Bylaws 1
1. The name of the organization shall be "Pace Society of America Inc" hereinafter referred to as the Society.
2. The type of organization shall be a non-profit, non-capital stock, tax exempt Society. No part of the assets of the Society shall inure to the benefit of, or be distributable to any member of the Society
The Domicile of the Society shall be Jackson, Mississippi or 1121 7th Street North, Columbus, Mississippi.
The purpose of the Society shall be to promote the science of genealogy as it concerns the Pace family in America and elsewhere. This shall be achieved through educational and research programs and projects which discover, preserve, produce and publish genealogical and historical information on the Pace family.
1. In the event of dissolution, the residual assets of the Society will be turned over to one or more organizations which themselves are exempt as organizations described in sections 501 (c)(3) and 170(c)(2) of the Internal revenue Code of 1954 or corresponding sections of any prior or future Internal Revenue Code, or to the Federal, State or Local Government for exclusive public purpose.
2. Notwithstanding any other provision of these By-Laws, this Society shall not carry on any activities not permitted to be carried on by (a) a corporation exempt from Federal income tax under section 501 (c)(3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law (b) a corporation Contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 or any corresponding provision of the future United States Internal Revenue Law.
3. Notwithstanding any other provision of these By-Laws, the purpose for which the Society is organized is exclusively charitable and educational within the meaning of Section 501 (c)(3) of the Internal Revenue Code.
1. Any person who bears the Pace surname or
who can prove decent from one who bears the Pace surname shall, upon paying
dues, be eligible for membership in the Society.
2. Membership in the Society shall be of four (4) types: Active, Charter, Lifetime and Honorary Lifetime.
a. Active members shall be those who have paid lifetime dues or those who have paid annual dues in the amount determined by the Board of Trustees.
b. Charter members shall be those who have paid 1963 annual dues and, in addition, have contributed $25.00 or more to the Society by March 21, 1964. Charter members will be so recognized and listed as an attachment to the Charter and By-Laws on file in the office of the Society and the next book to be published.
c. Lifetime membership shall be limited to those who are recorded current lifetime members. Therefore such members shall pay no future dues to the Society.
d. Honorary membership may be conferred upon a person who has made outstanding contributions to the Society or to the science of genealogy. Such person(s) shall be nominated by two-thirds vote of the Board of Trustees and elected by two thirds of members present at a regularly scheduled Society meeting. Such honorary member shall, upon election, pay no further dues to the Society.
3. Contributions:
The Board of Trustees may develop and initiate plans for financial
contributions to the Society by individuals and organizations, and specify how
such contributions shall be used. Such
contributions are not to be classed as membership dues, but are in addition to
membership dues paid by the contributor.
1. Annual membership meetings shall be held
at places and dates to be determined by the Board of Trustees, or by majority
vote of the members present or represented by proxy at an annual or special
membership meeting. Notice of annual
meetings shall be mailed to the membership at least 30 days prior to the
meeting.
2. Special membership meetings may be called
by the President, upon the approval of one-third of the Board of Trustees, or
by petition of 25 per cent of the members, and at least 30 days written notice
to the members prior to the meeting.
These meetings shall be limited to discussion of items mentioned in the
notice.
3. Members may be represented at annual and
special meetings by written proxy duly signed by the member, and in possession
of the Secretary of the Society at the meeting for which the proxy is
intended. Proxy forms shall be mailed
to the membership with notice of annual or special meetings. Before a vote is taken in which the proxies
are to be used, such proxies shall be handed to the members designated as
proxies, and a roll call of the number of proxy votes shall be taken. Proxy votes shall be used only for election
of members of Board of Trustees, for By-Law changes or other important policy
matters brought to a vote of the membership.
4. In preparation for the annual meeting, a
member or committee of members shall volunteer or be appointed to plan program,
obtain meeting place and speakers, collect and disburse monies and turn over
any surplus funds to the Society Treasurer.
5. A quorum at all meetings shall consist of
those present and those represented by proxy, but must include an elected
officer, four members of the Board of Trustees, ten other members or five
members and five signed proxies.
1. The affairs of the Society shall be
managed and its objectives carried out by the Board of Trustees consisting of, but
not to exceed a total of fifty (50) members of the Society, to be elected by
the membership as hereinafter provided.
2. Manner of electing and terms of office of
the Board of Trustees: At the first organizational: meeting, one third of the
Trustees shall be elected for one year, one third for two years, and one third
for three years. Thereafter they shall
be elected for a period of three years at each annual meeting.
3. The Board of Trustees shall meet annually
in connection with the annual meeting, and at such times and places as deemed
necessary. Those present and those
represented by proxy shall constitute a quorum at all meetings of the Board of
Trustee. Notice of annual meetings,
with proxy form, shall also be a notice of annual board meetings.
4. Special meetings may be called by the
Chairman (Person) on written notice at least 30 days prior to such
meetings. A meeting shall be called by
the Chairman (Person) on written petition of ten (10) or more members of the
Board of Trustees.
5. Vacancies on the Board of Trustees caused
by death or resignation, the President may fill the position for the un-expired
term, or if such vacancy occurs within six months of the next annual meeting,
it shall remain vacant until the annual meeting, and the position filled from
the active membership.
6. The members of the Board of Trustees
shall serve without pay.
7. Executive Committee: The Board of
Trustees may provide for an Executive Committee of not more than nine (9) members,
including the Officers of the Society, and may vest said Executive Committee with
all functions and Powers of the Board of Trustees, or any part thereof, subject
to the general direction and control of the Board, and such Committee shall
report its several actions to the Board for approval at each meeting of the
Board, or more often if required. The
Executive Committee may meet as often as deemed necessary and may act when a
majority is present and willing to act.
Article
VIII - Officers and their Duties
1. The Officers of the Society shall be
President, First Vice President, Second Vice President, Third Vice President,
Secretary and Treasurer.
2. All Officers shall be elected by the
Board of Trustee's from their own number, for a period of one year, at a
meeting of the Board immediately following each membership meeting at which
Trustees have been elected.
3. The President shall preside at annual meetings, serve as Chairman of the Board of Trustees and Executive Committee, carry on correspondence for the Society, sign legal documents and other papers in the name of the Society and perform such other duties as is customary for the Presidents of similar organizations.
4. The First Vice President shall perform
the duties of the President in the absence or inability of that officer to
serve.
5. The Second Vice President shall preside
in the absence of President and First Vice President.
6. The Third Vice President shall preside in
the absence of the President, First Vice President and Second Vice President.
7. The Secretary shall keep the minutes of
all annual and special meetings and of all meetings of the Board of Trustees
and the Executive Committee, and prepare an abridged version of the minutes of
the annual meeting for publication in the Bulletin.
8. The Treasurer shall receive, record and
deposit in a Society Bank Account all membership fees, donations, proceeds of
any sales or services and any and all other funds received or collected in the
name of the Society. The Treasurer
shall, upon receipt of itemized bills, disburse the Society's funds, as
indicated by the adopted budget or as ordered by a vote of the Board of
Trustees. The Treasurer shall maintain
the membership list and furnish such list to the Editor (Bulletin) for
publication or mailing purposes. The
Treasurer shall prepare and present an annual report.
9. Should a vacancy occur in the office of
the President or a Vice President, the vacancy shall be filled in each case by
the next lower officer, and a Third Vice President shall be appointed by the
President to complete the term of office.
A vacancy in the office of Secretary or Treasurer shall be filled by
Presidential appointment.
10. All officers shall serve without
remuneration, except that they may be reimbursed for actual expenses incurred
on behalf of the Society and allowed in the budget. An itemized statement shall accompany request for such
reimbursements.
The President shall, with approval of the Board,
appoint for the period of one year, the following officers: Archivist, Historian, Researcher, and
Bulletin Editor. These may be appointed
from the Roster of Officers, membership of the Board of Trustees or other
Society members. These offices may be
combined in any manner that is in the best interest of the Society.
1. At the annual meeting, the President
shall appoint the following Committee Chairpersons: Auditing, Nominating,
Finance, Membership, Budget, Bulletin and other Committee as deemed necessary
to manage the Society.
2. The Auditing Committee shall review the
books of the Treasurer and report its findings to the membership.
3. The Nominating Committee shall present to
the membership a slate of candidates for the Board of Trustees, whose consent
to serve has been obtained.
4. The Finance Committee, one of whose
members shall be the Treasurer, shall present a budget for the following year,
to be adopted by the membership.
1. The fiscal year shall begin on June 1 of
each year and end on May 31 of the following year.
2. The Books and business of the Society
shall be audited prior to, and reported at the annual Membership meeting, by a
committee appointed by the President or Executive Committee. Special audits may be made at any time at
the direction of the Executive Committee or the Board of Trustees.
3.
The Executive Committee or the Board of
Trustees may borrow money, incur indebtedness, make contracts, and enter into
agreements in the name of the Society, and secure the payments of financial obligations
with such property or assets as the Society may own. They may employ such personnel as may be deemed necessary and
proper in carrying on the work of the Society.
4. All persons responsible for receiving and
disbursing funds for the Society shall be bonded in an amount determined by the
Executive Committee or the Board of Trustees.
Article
XII - Amendment of By-Laws
These By-Laws may be amended by a majority vote of the membership at any annual, or special membership meeting provided that the Board of Trustees shall have recommended the proposed change.
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Robert Pace, President Jane Shelton, First Vice
President Ken
Daniell, Second Vice President
Jonathan A. Pace, Third Vice President Loraine Casey, Secretary Bruce Howard, Treasurer
D. E. Jack Pace, By-Laws Committee
1 Governed by Mississippi Law
Pace Society
of America, Inc. Bylaws
Copyright © 2001; Pace Society of America, Inc.; All Rights Reserved. - Web Master.
Last Updated 7 February 2002