By-Laws approved, October 2006


ARTICLE I: NAME The name of this organization shall be the Fox Valley Genealogical Society of Wisconsin (henceforth referred to as “the Society”).


ARTICLE II: PURPOSE The purpose of the Society shall be: A. To provide opportunities to meet, exchange ideas, obtain information and provide instruction in genealogical research. B. To cooperate with organizations interested in the preservation and dissemination of genealogical records. C. Exclusively educational within the meaning of sec. 501 (C) (3) of the Internal Revenue Code.


ARTICLE III: MEMBERSHIP A. Any person interested in genealogy who applies for membership and tenders the necessary dues, shall thereby become a voting member of this Society. The Executive Board may establish categories and terms of non-voting membership in the Society for organizations. B. Types and terms of membership and dues shall be set by Executive Board.


ARTICLE IV – GOVERNANCE OF THE SOCIETY A. The Society shall be governed by an Executive Board consisting of five voting Directors, and additional non-voting members as shall be determined by the Executive Board. The Executive Board shall have full authority to manage the Society except where limited by these Bylaws. B. All records of the Society shall be available for inspection by any member in good standing. The most recent treasures’ report, bank statement, and meeting minutes shall be available for inspection at every membership meeting. C. The fiscal year shall be April 1 to March 31, unless otherwise established by the Executive Board.


ARTICLE V - ELECTIONS A. Voting members of the Executive Board shall be elected to two-year terms by the membership at the Annual Meeting. Two Directors shall be chosen at the annual meeting held in even-numbered years, and three Directors shall be chosen at the Annual Meeting held in odd-numbered years. B. All Directors must be members in good standing at the time of the election and throughout their term in office. C. Candidates for the Executive Board may be nominated by the Executive Board, a Nominating Committee chosen by the Executive Board, or by any member in good standing. D. In the event there are two nominees for the same office, the vote shall be by written ballot. If there is but one nominee for each office, the slate may be accepted by voice vote.


ARTICLE VI - OFFICERS A. The Executive Board shall, at a meeting immediately following the Annual Meeting, elect a President, Secretary, Treasurer, and any other officers it shall deem appropriate. B. Officers shall serve until the conclusion of the following Annual Meeting. C. The Officers shall perform the duties prescribed by Executive Board.
The Executive Board shall select a President from among the members of the Executive Board. Other officers may be selected from the Executive Board or from the membership at large. An individual may hold more than one office; except that the President and Secretary positions may not be held by the same person.


ARTICLE VII – REMOVAL FROM OFFICE A. Any officer shall be removed from office immediately upon determination by the Executive Board that he/she is no longer a member in good standing or is no longer fulfilling their duties. B. A member of the executive Board may be removed from office by the membership, in accordance with the rules set forth by the Parliamentary Authority.


ARTICLE VIII: MEETINGS A. Regular Membership Meetings shall be held at times and places designated by the Executive Board B. The Annual Meeting shall be held in May for the annual reports of the President and Treasurer, for the election of directors, and for the conduct of such business as may be brought before it that is not otherwise provided for in these bylaws. C. Special Meetings may be called at any time by the Executive Board or by majority of the members. Written notice of the time and place where a Special Meeting is to be held, and the purpose, shall be mailed at least ten (10) days prior to the date of the meeting, to each member at their address as it appears on the records of the Society. D. A quorum at any membership meeting shall consist of ten (10) members. A quorum must be present in person to constitute a valid meeting.


ARTICLE IX: EXECUTIVE BOARD A. The Voting members of the Executive Board shall consist of the five Directors. Other officers and committee chairpersons shall be non-voting members of the Executive Board. B. The Executive Board shall:

1. Have general charge of the business of the Society.
2. Fill vacancies in any officer or directorship until the next annual meeting.
3. Determine and approve all committee appointments.
4. Accept a proposed budget, submitted by the Treasurer, and submit it to the membership for approval at the Annual Meeting.
5. Supervise the disbursement of funds within the yearly budget.
6. Monitor the work of committees.

C. The frequency and location of Executive Board meetings shall be determined by the Executive Board. Meetings and voting by telephone, the Internet, and mail are all permitted.

ARTICLE X: COMMITTEES A. The standing committees shall be appointed by the President and approved by the Executive Board. B. An Auditing Committee consisting of two members shall audit the records of the Treasurer each year and report to the Executive Board prior to the annual meeting, and to the membership at the Annual Meeting. C. The Executive Board may establish other committees as it deems appropriate.


Article XI: PARLIAMENTARY AUTHORITY The rules contained in the current edition of Robert's Rules of Order, Newly Revised shall govern this Society in all cases in which they are applicable and in which they are consistent with these bylaws and any special rules of order the Society may adopt.


ARTICLE XII: DISCONTINUANCE In the event this Society is discontinued, all assets and records of the Society shall be distributed to one or more appropriate not-for-profit entities, as determined by vote of a majority of the surviving members of the last Executive Board.


ARTICLE XIII: AMENDMENTS These bylaws may be amended at any regular meeting of the Society by a two-thirds vote of members present, provided that the amendment has been submitted in writing through the Executive Board to the general membership at the previous regular meeting.