St. John Historical Society Bylaws

Revised April 2006

1. Name

   St. John Historical Society Inc.
   (“The Society”)

2. Purpose and Objectives
   1. To promote an appreciation and deeper understanding of the history and cultural heritage of the island of St. John in the U. S. Virgin Islands.
   2. To support and encourage the preservation and protection of objects, structures, traditions, and features of historic, cultural, or archeological value to the island of St. John.
   3. To increase the knowledge, awareness and understanding of St. John’s history and cultural heritage by such means as lectures, seminars, field trips, hikes, consultations, special educational programs and events.
   4. To encourage, assist and support the development of historical and cultural-heritage programs and events in cooperation with local museums, libraries, schools and other public and private groups or institutions.
   5. To act in cooperation with the Virgin Islands National Park as well as other historical, cultural and archaeological institutions or organizations.
   6. To foster participation in the activities of the Society by all interested individuals.
   7. To maintain an archive of the Society’s collections, records and any other pertinent published and/or written materials relating to the history and cultural heritage of St. John.
   8. To prepare and disseminate publications dealing with the history and cultural heritage of St. John.
3. Membership
   1. Membership shall be open to all individuals who support the purposes and objectives of the Society.
   2. Types of Membership:
      1. Individual - Upon payment of annual dues
      2. Partners (2 persons with 1 address) - Upon payment of annual dues
      3. Household (3 or more persons with 1 address) - Upon payment of annual dues
      4. Student (with valid student ID) - Upon payment of annual dues
      5. Honorary (yearly) - Upon a majority vote of the Board of Directors at any board meeting
      6. Honorary (life) - Upon proposal by the Board of Directors and a majority vote of the general membership present at any regular or special meeting.
   3. Dues for membership shall be due on January 1 of each year (to correspond with the Society’s fiscal year).
   4. Dues shall be established and/or amended by a majority vote of the Board of Directors.
   5. All changes or amendments to dues must be announced the membership no later than thirty (30) days before going into effect.
4. Board of Directors
   1. There shall be a Board of Directors consisting of seven (7) officers and four (4) representatives chosen from the membership. All members of the Board of Directors should preferably be full-time residents of St. John.
   2. The Board of Directors shall be responsible for overseeing the continued operation and wellbeing of the Society.
   3. The president shall serve as chairperson of the Board of Directors.
   4. The Board of Directors shall meet in the first week of each month from October through April, and as deemed necessary by the president from May through September.
   5. Special Board meetings may be called by the president or by signed petition to the president by no less than six members of Board of Directors.
5. Officers and Duties
   1. The officers are to consist of:
      1. President
      2. Vice President
      3. Secretary
      4. Archivist / Alternate Secretary
      5. Treasurer
      6. Historian
      7. Newsletter Editor
   2. The duties of the officers are as follows:
      1. President: To direct the Society toward the fulfillment of its objectives within the guidelines set forth in the Society’s bylaws and mission statement, as well as to endeavor to ensure the long-term viability and ongoing relevance of the Society to the St. John community.
      2. Vice President: To act in the president’s behalf in the absence of the president and, when called upon, to assist the president in the general duties of the office.
      3. Secretary: To record the minutes of all meetings of the membership and Board of Directors; to, after approval of the president, distribute the minutes of board meetings to the Board of Directors; and, periodically (monthly during the regular meeting season, November - April) summarize presentations at the monthly meetings of the membership for inclusion in the Society’s newsletter. Also, to work closely with the treasurer to maintain up-to-date membership and mailing lists, copies of which will be periodically forwarded to the newsletter editor.
      4. Archivist / Alternate Secretary: To organize and protect the Society’s archive and maintain a catalogue of its contents, as well as to serve in the secretary’s behalf in the absence of the secretary.
      5. Treasurer: To oversee, account for, and protect the financial interests of the Society and ensure the timely collection of all dues and donations; to present up-to-date, summarized financial reports at all regularly scheduled meeting of the Board and Membership; and, to annually prepare a detailed analysis of the Society’s financial accounts. Also, in cooperation with the secretary, to maintain the Society’s mailing and membership lists.
      6. Historian: To advise the Board and Membership and promote a greater understanding of the history and cultural heritage of St. John (it is implied by this that the position of historian should be held by a respected elder of the St. Johnian community).
      7. Newsletter Editor: To oversee the production, publication, and disbursal of the Society’s newsletter, as well as to oversee all other publishing and printing projects on behalf of the Society.
   3. The term for all officers is one year.
   4. No individual shall serve as an officer for more than four consecutive (one-year) terms in the same position and no longer than eight consecutive years as an officer.
6. Representatives to the Board
   1. The term for an elected representative to the Board of Directors shall be two years.
   2. No individual shall serve as a representative to the Board of Directors for more than two consecutive (two-year) terms.
   3. The terms of the four (4) representatives to the Board of Directors are to be staggered, so that each year two (2) representatives’ seats are up for election.
   4. In the event that any representative to the Board of Directors can not regularly attend board meetings, the President may appoint a non-voting alternate on a temporary basis.
7. Expenditures and Disbursements
   1. Expenditures and disbursements up to and including $250.00 may be approved by the president, or in his/her absence the vice president.
   2. All expenditures from $250.00 to $1,500.00 must be approved in advance by a majority of the members of the Board of Directors.
   3. Amounts of more than $1,500 must be approved in advance by a majority of the members present at a regular or special meeting.
   4. All checks are to be held by the treasurer or by another officer (other than the president) in the treasurer’s absence.
   5. The treasurer shall require a written request and itemization of the funds required before issuing a check.
   6. All checks shall be signed by the president or the vice president in the president’s absence.
8. Election, Removal, and Appointment of Officers & Representives to the Board of Directors
   1. The annual election of officers and representatives to the Board of Directors shall be held at the April meeting of the Society.
   2. Election:
      1. A Nominating Committee of not more than five (5) individuals chosen from the membership will be appointed by the President no later than January of each year. This committee shall be responsible for preparing a slate of proposed candidates for all open positions on the Board of Directors for the upcoming year (May through April).
      2. The nominating committee’s proposed slate will be presented to the membership at the March meeting, at which time additional nominations may be made from the floor by individual members.
      3. All nominations shall be considered by the standing Board of Directors, who will vote to approve a final slate at the April Board meeting.
      4. The final slate will be presented at the regular meeting in April, after which, a vote of the membership present will take place.
   3. The incoming Board of Directors will take their seats on the first day of May following the April elections.
   4. Removal:

      In the event that the actions of any member of the Board of Directors are found to be disruptive or counterproductive to the effective workings of the Board or Society, or if an individual is deemed to be conducting themselves in a manner that will undermine the broader mission of the Society (such as through misrepresentation or conflict of interests), that person may be removed from the Board by a majority vote of the Board of Directors.

   5. Appointment:

      The Board of Directors shall fill any unexpected vacancies for the remainder of the current elective year by an appointment from the membership. All replacements will be announced at the first regular meeting following the appointment.

9. Regular Meetings
   1. Regular meetings shall be held from November through April, usually on the second Tuesday of each month.
   2. Special meetings of the membership may be called by the Board of Directors, or by a petition to the Board signed by no less than fifteen (15) members.
10. Committees

    Standing or temporary committees may be appointed as needed by the president who shall also select the chairperson. Membership on all committees shall be voluntary.

11. Advisory Board
    1. An advisory board may be appointed when needed by the Board of Directors.
    2. The advisory board shall be composed of expert, knowledgeable or helpful individuals, who can be called upon individually or as a group for specialized advice or aid as necessary to the workings of the Society on an ad-hoc basic.
12. Amendments

    Amendments to the Society’s Bylaws shall be made by a majority vote of those members present at any regular meeting, provided that the general membership has been notified by mail no less than three weeks in advance of a vote on the proposed changes.

13. Parliamentary Procedure
    1. Except as otherwise provided in these Bylaws, Robert’s Rules of Order, revised, shall govern the procedure of all meetings.
    2. A quorum for a regular or special meeting of the Society shall be fifteen (15) members.
    3. A quorum for the Board of Directors, an advisory board, or other standing or temporary committees, shall consist of a majority of the named members -- although in an emergency approval for an action may be obtained by telephone from the majority of those named.
    4. If at any meeting of the Board of Directors there is not a quorum present in person or by proxy, the meeting shall be adjourned.
14. Fiscal Year

    The fiscal year shall run from January 1 to December 31.

15. Elective Year

    The elective year shall run from May 1 to April 30.

16. Plan of Dissolution
    1. All printed materials in the Society’s archive are to be given over to the Elaine I. Sprauve Library on St. John; any artifacts or cultural materials shall be given over to the St. John Museum to be held in trust for the people of St. John. In the event that there is no functioning local museum on St. John, said materials are to be held in trust by the Virgin Islands National Park for the people of St. John.
    2. All money in the treasury shall be given over in the name of the Society to the Friends of the Virgin Islands National Park. Said funds are to be used exclusively for the ongoing maintenance of the Annaberg Country School site at Mary’s Creek on St. John.