CONSTITUTION AND BY-LAWS
ARTICLE 1. NAME
This Association shall be known as: THE MILFORD HISTORICAL SOCIETY, INC.
ARTICLE 2. OBJECT
The object of this Society shall be to collect and preserve appropriate antiques and historical sites that may be connected with the city of Milford, as well as its ancient environs; to preserve such traditions as have been handed down from the past and to encourage historical and antiquarian investigation and to disseminate historical information. It shall further be the purpose of this Society to diffuse, to its best endeavor, all historical information within its possession and to make this information available to all persons interested in Milford history.
ARTICLE 3. PURPOSE
This Society is organized exclusively for charitable, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
ARTICLE 4. ACTIVITIES OF THE SOCIETY
No part of the net earnings of this Society shall inure to the benefit of, or be distributable to, its members, executive board, officers, or other private persons, except that the Society shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purpose set forth in Article 3 hereof. No substantial part of the activities of this Society shall be the carrying on of propaganda, or otherwise attempting to influence legislators, and this Society shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these articles, the Society shall not carry on any other activities not permitted to be carried on (a) by 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) or (b) by a corporation, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) .
ARTICLE 5. DISSOLUTION
Upon the dissolution of this Society, the Executive Board shall, after paying or making provision view for the payment of all of the liabilities of the Society, dispose of all of the assets of the Society exclusively for the purposes of the Society in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, or scientific purpose as shall at the time qualify as an exempt organization or organizations under section
501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Executive Board shall determine. Any of such assets not so disposed of shall be disposed of by the Superior Court of the State of Connecticut, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE 6. MEMBERSHIP AND DUES
Section 1. Any person who shall sign the usual form of application for membership and present it with the payment of dues shall thereupon be enrolled as a member of the Society from the date of such payment. If any member fails to pay these annual dues within a year, the name of such member shall be reported by the Financial Membership Chairperson to the Executive Board which, after consideration, may direct that such member be removed from the roll.
Section 2. Members. Each member shall be required to pay annual dues. The amount of this payment shall be determined by the Executive Board.
Section 3. Life Members. Life Membership may be acquired by a single payment. The amount of this payment shall be determined by the Executive Board. Life members shall be exempt from further payment of dues.
Section 4. Honorary Members. The Executive Board may nominate a person for honorary membership. The nomination must be approved by a two thirds vote of those members present at any Regular Meeting of the Society. Honorary members shall be exempt from further payment of dues.
Section 5. All Members shall be entitled to vote in the meetings of the Society. Section 6. Dues shall be payable in the month of May of each year.
ARTICLE 7. OFFICERS OF THE CORPORATION
The Officers of this corporation shall be a President, First Vice President, Second Vice President, Recording Secretary, Corresponding Secretary, and Treasurer.
ARTICLE 8. OFFICERS
Section 1. The President(s) shall preside at all meetings of the Society and the Executive Board. The President shall call Special Meetings whenever he/she desires or at the written request of five (5) members; and make a report on the activities, plans and status of the Society at the annual meeting. The President shall appoint all committee chairmen and shall be an ex-officio member of all committees. In the absence of the President, the First Vice President shall perform the duties of the President.
Section 2. The First Vice President shall have the general responsibility for the following committees: Accession, Docent, Education, House and Restoration, and Museum. He/She will also have the responsibility for any special committee or functions that the President designates.
Section 3. The Second Vice President shall have the general responsibility for the following committees: Hospitality, Program, Publicity, and Ways and Means, Store & Publications. He/She shall also have responsibility for any special committees or functions that the President designates.
Section 4. The Recording Secretary shall have custody of the minutes and records of the Society, and shall keep an accurate journal of the activities of the Society and of the Executive Board. The Recording Secretary shall report at each General Membership and Executive Board meeting.
Section 5. The Corresponding Secretary shall have the responsibility for preparing and mailing notices of any Board Meetings at least five days in advance to all members of the board and placing a notice of general meetings in the newsletter. The Corresponding Secretary shall prepare the general correspondence on behalf of the Society as directed by the President.
Section 6. The Treasurer shall accept and account for all money received by the Society; shall keep an accurate record of all money paid out; shall make timely payment of all routine expenses as they occur or as directed by the Executive Board; and shall submit a detailed, audited financial statement at the close of each fiscal year, to be part of the Annual Report. The Treasurer shall have the general responsibility for the finances of the following committees: Ways and Means, Restoration and any other such committees as may be required by the Executive Board.
ARTICLE 9. EXECUTIVE BOARD
Section 1. An Executive Board consisting of the President, First Vice President, Second Vice President, Recording Secretary, Corresponding Secretary, Treasurer, six members-at large and all standing committee chairmen shall have general supervision of the affairs; shall be responsible for the preparation and administration of the annual budget; shall advise the treasurer respecting the expenditure and placement of funds and shall prepare business for Regular Meetings and shall direct the Treasurer concerning placement of funds and must approve any expenditure greater than $250.00.
Section 2. Members-at-large. Six members-at-large shall be elected to the Executive Board. The members-at-large shall not necessarily have a specific assignment on the Executive Board, but shall serve as the general membership representation at the Executive Board Meetings.
ARTICLE 10. COMMITIEE CHAIRMEN
Section 1. The Financial Membership Chairman shall send bills and collect annual dues, keeping record of same. The money received shall then be delivered to the Treasurer. The Chairman will be responsible for maintaining a current membership list identifying Regular, Sustaining, Life, and Honorary members, and be responsible for carrying out duties as defined in Article 6, section one, and providing mailing labels as required.
Section 2. The Historian shall collect and preserve as the property of the Society all records pertaining to the history of Milford past and present, and the genealogy of its people, and shall answer correspondence pertaining to the history of Milford.
Section 3. House and Restoration Chairman. The House and Restoration Chairman shall be responsible for the general oversight and control over any buildings and grounds owned and/or occupied by the Society. The Chairman shall also coordinate with the Accession Chairman as to the maintenance and storage of exhibits.
Section 4. Accession Chairman. The Accession Chairman shall have charge of the collections belonging to the Society or loaned to it in accordance with the Society's accession policy; shall report to the Executive Board concerning their acceptance or refusal and make acknowledgment to the donors; shall decide on suitable places for exhibiting specimens and have such specimens carefully cataloged; the installation of museum exhibits, permanent or special. No item of property of the Society may be sold, loaned, exchanged, donated or otherwise disposed of without the consent of the Executive Board in accordance with the Society's accession policy.
Section 5. The Program Chairman. The Program Chairman shall plan programs for the Regular Meetings of the Society and shall plan such other entertainment or activity as may seem desirable.
Section 6. Ways and Means Chairman. The Ways and Means Chairman shall have the responsibility to plan and implement fundraisers to meet the needs of the Society. The Chairman shall report at meetings and shall submit an itemized report of yearly income and expenses to the Treasurer prior to the Annual Meeting.
Section 7. Hospitality Chairman. The Hospitality Chairman shall have the responsibility of providing for the serving of refreshments on such occasions as may seem desirable.
Section 8. Publicity Chairman. The Publicity Chairman shall have the responsibility of supplying the newspapers or other outlets with items of interest pertaining to the Society and its activities.
Section 9. Docent Chairman. The Docent Chairman shall be responsible for obtaining the necessary tour guides for the houses and grounds on regularly scheduled days and such special occasions as may be required.
Section 10. League Delegate. The League Delegate or appointed alternate shall attend meetings of the Connecticut League of Historical Societies as a representative of this Society and shall report on its proceedings.
Section 11. The Nominating Committee. A Nominating Committee consisting of three members appointed by the President with the consent of the Executive Board, shall recommend to the Society the nominees for office of President, First Vice President, Second Vice President, Recording Secretary, Corresponding Secretary, Treasurer and three members-at-large. These nominations are to be placed before the Society at the annual meeting. Vacancies among elected officers shall be filled by the President upon the recommendation of the Nominating Committee.
Section 12. Museum Chairman. The Museum Chairman shall have the responsibility of the arrangement of the Society artifacts for public display in such areas available for this purpose. In addition, the Chairman shall also consult with the Accession Chairman as to the historic validity of such pieces as may be desired to display, and arrange for with the House and Restoration Committee, if construction etc. may be required, and coordinate with the House and Restoration Committee.
Section 13. Education Chairman. The Education Chairman shall have the responsibility of disseminating historical information with particular emphasis on programs for school children.
Section 14. Herbcrafters Chairman. The Herbcrafters Chairman shall report the activities of the Herbcrafters to the Society and the committee shall be responsible for the upkeep of Society Herb Garden.
Section 15. Publications Chairman. The Publications Chairman shall have the responsibility for preparing and mailing the Society Newsletter, the announcement of Special events, maintaining a supply of Society brochures and the printing of the Annual Report.
Section 16. Store Chairman. The Store Chairman shall be responsible for the operation of the store, including maintaining an accurate record of the inventory, restocking the inventory as necessary, and maintaining the orderly appearance of the store. Receipts and invoices shall be presented to the Treasurer in a timely manner.
Section 17. Web site Chairman. The Web site Chairman shall be responsible for the update to the Web site and to forward e-mail received to the proper persons.
Section 18. Curator. The Curator shall be responsible for overseeing the care and interpretation of the society's collection.
ARTICLE 11: ENDOWMENT AND MEMORIALS COMMITIEE
Section 1. The Committee shall oversee an Endowment and Memorial Fund for the benefit of the Society. The Committee shall receive and administer gifts to the Fund. A permanent record of gifts to the Fund shall be maintained and reported in the Annual Report of the Society.
Section 2. The principal of the Fund shall not be used for the routine operational expenses of the Society. However, subject to the approval of the Society at a duly constituted Regular or Special Meeting of the membership, no more than five (5) percent of the principal, less the interest as of May 1st in any fiscal year, may be used to provide for capital improvements, acquisitions, preservation of the collections of the Society, or, in extraordinary circumstances, directly related to the maintenance and preservation of its buildings and its artifacts. The principal is the net dollar amount of the endowment at the start of the current fiscal year.
Section 3. The income of the Fund shall be paid over to the operating account of the Society annually.
Section 4. The President shall, with approval of the Executive Board, appoint up to three members to the Committee, each to serve for three years. The Treasurer shall also serve as a member of the Committee.
ARTICLE 12. BOARD OF FINANCIAL ADVISORS
Section I. The Board of Financial Advisors shall act in a financial advisory capacity for the express purpose of investigating and recommending to the Executive Board the best means of investing, or the expenditure of, the Society funds. The Board shall present a year end report of the results of the Fund to the Executive Board at the April meeting.
Section 2. The Board of Financial Advisors shall consist of the (5) members who shall serve for the (5) year terms. In addition, the Treasurer shall serve in an advisory capacity to the Board of Financial Advisors and shall be expected to attend all meetings of the Board of Financial Advisors.
Section 3. The membership of the Board of Financial Advisors shall consist of the Past Presidents of the Society. When there are not sufficient Past Presidents available the Executive Board shall appoint people to the the unexpired term(s). Only one person can be appointed to a full five (5) year term in any one year.
Section 4. The immediate Past President shall automatically be appointed to the Board of Financial Advisors and serve as Chairman. If there are no Past Presidents on the Board of Financial Advisors the members of the Board shall elect their own Chairman. The Chairman of the Board shall serve until the next Past President is appointed to the Board.
Section 5. A vacancy for any cause which may occur in the Board of Financial Advisors shall be filled for the unexpired term by appointment of the Executive Board on recommendation of the President. Preference shall be given to Past Presidents.
ARTICLE 13. MEETINGS
Section 1. The Annual Meeting of the Society shall be held in the month of May of each year, at which meeting the officers and all standing committee chairmen shall make their annual reports and the election of officers shall take place. Election shall be by ballot and shall be made from nominees recommended, by the nominating committee or from members nominated from the floor.
Section 2. Regular Meetings of the Society shall be held each July, September, November, January and March. Notice of every meeting shall be sent to all members at least five (5) days prior thereto.
Section 3. Special Meetings may be called at any time by the President; by the Corresponding Secretary under the direction of the President; and may be called at the written request to the President of any five (5) members of the Society. All members shall be notified of such meetings, specifying the time, place and purpose thereof, at least three (3) days prior to the meeting.
Section 4. Twenty-five (25) members shall constitute a quorum for the transaction of business at a meeting of the Society. Five members shall constitute a quorum for the transaction of business at a meeting of the Executive Board.
ARTICLE 14. TERMS OF OFFICE
Section 1 . All elected officers of the Executive Board shall be elected for a term of one year renewable up to three (3) years.
Section 2. The members-at-large shall be elected for a two (2) year term. Each year three members-at-large shall be elected.
Section 3. All standing Committee Chairmen shall be appointed annually by the President.
Section 4. All officers, Members-at-Large, and Committee Chairmen shall assume office on June 1.
ARTICLE 15. FISCAL YEAR
The fiscal year of the Society shall end on April 30.
ARTICLE 16. AMENDMENTS
Amendments to these by-laws may be made only by a two thirds vote of the members present at a Regular or Special Meeting of the Society and after recommendation by the Executive Board. The members shall be notified by mail of all proposed changes at least five (5) days prior to the meeting.