Bylaws
of the
Jewish Genealogical Society of Greater Kansas City
Overland Park, Kansas
15 December 2017
Article I – Name
The name of this organization shall be the Jewish Genealogical Society of Greater Kansas City (JGSGKC), also referred to herein as “the Society”.
Article II ‑ Objectives
1. To educate family history researchers regarding methods, technologies, and resources available to help them research, disseminate and preserve their Jewish family histories.
2. To promote and encourage Jewish genealogical and historical research and preserve the records associated with it.
3. To carry out projects relating to Jewish genealogy and family history education and research, and to encourage interest in Jewish genealogy and its methodologies.
4. To receive gifts and devises of real and personal estate for the benefit of the Society, to do all things necessary for the perpetuation of the Society and generally to exercise the powers legally and properly requisite thereto.
5. All of the foregoing are for carrying on the work of the Society operating solely for educational and historical purposes as provided in Section 501(c)(3) of the U.S. Internal Revenue Code.
Article III ‑ Nonprofit Character
1. (a). No part of the net earnings of the Society shall inure to the benefit of any private individual, except those who may become employees or contractors of services.
(b). Funds collected by the Society shall, except for periodic small cash requirements, be deposited into its checking account duly authorized by the Board of Directors (“the Board”).
2. Upon dissolution of the society, after payment of all liabilities, a five‑person temporary committee, selected by a majority of voting members in good standing, shall dispose of all the assets remaining. The recipients of these assets shall, at that time, be charitable, educational or religious in nature and shall qualify for tax exemption status as provided by law.
Article IV – Membership
1. Membership shall be open to all individuals who are interested in Jewish family records, family history, genealogy and associated histories.
2. There shall be three (3) basic classifications of members.
(a) Individual: Any person willing to accept the objectives and Bylaws of the Society. Each dues-paying member is entitled to one vote.
(a) Individual: Any person willing to accept the objectives and Bylaws of the Society. Each dues-paying member is entitled to one vote.
(b) Family: Two persons in one household willing to accept the objectives and Bylaws of the Society. Each dues-paying family unit is entitled to one vote, except that if more than one Family member is on the Board, each will have a Board vote.
(c) Special: As designated by the Board.
(c) Special: As designated by the Board.
3. Membership shall be annual, starting January 1st of each year.
4. (a) Dues, as established and approved by the Board, shall be payable annually during the month of January.
(b) Dues of new members joining after July 31st of any year shall be one-half of annual dues.
5. A written application, approved by the Board, for initial membership must accompany the payment of dues.
6. Any member whose dues are in arrears for three months or more, after due notice from the Society, shall be dropped from membership in the Society and all rights and privileges granted shall cease. Only members in good standing may vote and hold office.
7. Any member may be expelled from the Society for good cause, by a majority vote of the Board.
Article V – Board
1. The initial Board shall be an interim Board and shall consist of the members of the Organizing Committee, serving until elections are held or for 1 year, whichever comes first. Thereafter, the Society shall be governed by a Board elected by its members in good standing.
2. The Board shall consist of seven (7) elected members.
3. The members of the Board must be members in good standing of the Society.
4. The term of office of elected Directors shall be two years. The initial slate of elected Directors shall be divided into two groups with the terms of one group expiring December 31, 2018 and the others' terms expiring December 31, 2019.
5. The Board may declare any elective or appointive office vacant for good cause as determined by a majority vote of board members present when this issue is on the announced agenda. The officer shall be given a reasonable opportunity to show cause why such action should not be taken.
6. A meeting of the Board may be requested by any two (2) members of the Board.
7. A quorum shall consist of a simple majority of Board positions that are filled. In the absence of a quorum, no actions may be voted upon, although suggestions may be proposed for a subsequent meeting.
8. Any member of the Board who resigns, or who is absent from three (3) consecutive meetings of the Board without indicating valid cause, may be dropped from the Board and the unexpired term shall be filled by appointment by the President and with approval of the Board.
9. The Board shall determine the dates and nature of all meetings and events of the Society with due consideration being given to any expressed wishes of the membership.
10. The minutes of each Board meeting shall be published in the secure (members) area of the Society’s website at least one (1) week prior to the next meeting of the Board.
11. All meetings of the Board shall be open to any member in good standing, as a non-voting attendee.
Article VI - Officers
1. The Officers shall consist of a President, two Vice‑Presidents, a Secretary, a Treasurer, and two Board Members at-large. The term of office of an Officer shall continue until he or she resigns, is removed, or is otherwise disqualified to serve, or until her or his successor shall be elected, whichever comes first.
2. Any candidate for President shall have served a prior term as a member of the Board before being installed as President.
3. (a) The President shall be the chief administrative officer of the Society and shall be responsible for the execution of the Society's policies and programs and the efficient functioning of the Society, under the general direction of the Board, the Articles of Incorporation (if any), the Bylaws, and any applicable State Laws and Federal Regulations; (b) The President shall preside at all meetings of the Board and the general membership; (c) The President is an ex-officio member of all committees, except the Nominating Committee; (d) The President shall prepare and distribute to the Board an agenda for each meeting prior to a meeting.
4. The President shall call regular meetings of the Board at least once per quarter. The President may call special meetings of the Board and shall call a special meeting on the written request of two (2) members of the Board. At least five (5) days notice shall be given to each Board member of the time, place and purpose of each board meeting. If a board meeting is to be canceled, or the date changed, the President or his/her designee(s) must make a reasonable effort to notify every board member.
5. Prior to each meeting of the Board, each officer, board member, and committee chair shall prepare and disseminate a report of the activities of the officer or committee since the preceding meeting. The reports shall be made a part of the minutes of the Board meeting.
6. The Membership & Outreach Vice President shall be the overall Membership Officer for the Society. He/She shall conduct a membership recruitment program. In coordination with the Treasurer, he/she shall maintain an up-to-date listing of the membership. She/He shall coordinate notices to the general membership of upcoming meetings and events and be in charge of external publicity for the Society.
7. The Program Vice President shall organize and arrange programs for the general membership meetings of the Society, subject to approval by the Board.
8. The Secretary shall have charge of all of the records, books, archives, seals, papers and corporate records of the Society. He/She shall keep current, true and correct records of the proceedings of the Board, and the general membership meetings. He/She shall maintain the master file of Society correspondence. Upon approval by the Board, the minutes shall be posted on the Society’s website. The Secretary shall prepare a report of each general or special membership meeting and submit the report to the President for Board approval and posting on the website.
9. The Treasurer shall receive all moneys of the Society, depositing the same in the name of the Society in a one or more federally insured financial institutions as shall be designated by the Board. He/She shall pay by check all bills for expenses designated in the budget or by an action of the Board. Checks shall be signed by the Treasurer or by the President or any other officer designated by the President. He/She shall consolidate and report financial and budget data for use in managing the affairs of the Society. The Treasurer shall keep accurate records of the Society's funds and shall provide accountings of all monies in the manner prescribed by the Board.
10. Board members at-large shall carry out other duties assigned to them by the President.
11. In the event of a vacancy in an-y position, the Board shall temporarily fill the position until the next election.
Article VII – Nominations and Elections
1. A slate of candidates shall be chosen by a nominating committee named by the Board. Consent of the nominee shall be obtained before he/she is proposed.
2. The election of the Board shall be held at the December general meeting. The board members elected shall take office on January lst of the following year.
3. The Nominating Committee shall have a chairperson and two members. By September of each year, the President shall appoint as chairperson the most recent available past President of the Society. Should there be no available Past President willing to serve as chairperson, the President shall appoint as chair a member in good standing not currently serving on the Board. The President shall also appoint one board member and one person from the general membership to the Nominating Committee.
4. The Nominating Committee shall hold one or more meetings and report to the Board recommending a slate of proposed Board, identifying the offices in which they have agreed to serve if elected. The Nominating Committee's report shall be presented at the October board meeting. The committee's report shall be published in the announcement for the November general meeting.
5. Additional nominations to the Board may be made at the November general meeting. Any person nominated from the floor must either be present and orally agree to serve or have signed a written acceptance that is available for inspection at this meeting.
6. A person being nominated to the Board shall be a member in good standing of the Society.
7. The election of the Board shall be held at the December general meeting. The board members elected shall take office on January 1st of the following year.
8. An issue or election will be accepted if approved by a majority of the members present, unless other requirements are specified in these Bylaws.
Article VIII – Committees
1. Standing Committees and Temporary Committees shall be established by the Board as needed. All such groups are subject to the Board and shall make appropriate and timely written reports. When possible, Vice‑Presidents and Board members‑at‑large should chair these committees.
Article IX - General Meetings
1. Attendance: All meetings shall be open to anyone interested in the objectives of the Society. However, the Board may request a contribution from non-members wishing to attend JGSGKC meetings that include a presentation or a program. This contribution is intended to help defray expenses associated with these meetings and other JGSGKC activities.
2. There shall be a minimum of three (3) general meetings plus one (1) Annual Meeting in each calendar year. Both the general meetings and the annual meeting shall include a business meeting and/or elections and/or a program of interest relevant to the purposes of the society.
3. The Board shall hold meetings at its discretion. Such meetings shall be noticed to members at least five days in advance, and shall be open to any members who wish to attend.
4. The Board shall publicize an annual calendar of general meetings and board meetings. These meeting dates shall not conflict with Shabbat or with major Jewish holy days.
5. Special meetings: Notice of the time, place and purpose of a special meeting shall be given to each member of the Society not less than ten (10) days prior to the meeting. Such notice may be provided by a notice posted on the website, by e-mail or by postal mail.
Article X – Fees
The Board shall establish and can adjust charges, fees, dues and similar sources of revenue. Notices of changes in charges and fees must be publicized thirty (30) days in advance of their effective date. Changes in annual dues must be publicized sixty (60) days prior to the effective date of change.
Article XI – Indemnification
1. Executive Board: Every present and former member of the Board shall be indemnified by the Society against any liability and reasonable expense actually incurred in connection with any claim, action, suit or proceeding; provided that such person is wholly successful with respect thereto or acted in good faith, in what such person reasonably believed to be the best interests of the Society, or was not willful or reckless, and in addition, with respect to any criminal action or proceeding, had no reasonable cause to believe that the conduct was unlawful.
Article XII – Miscellaneous
1. The current version of Roberts Rules of Order shall govern in all cases in which they are not in conflict with these Bylaws or any special rule adopted by the Society.
2. The fiscal year shall be the calendar year, commencing on January 1st and ending on December 31st.
3. Title to all property, such as books, office equipment, etc., shall be held in the name of the Society. A record of all property shall be maintained by a custodian designated by the Board. The Board may obtain suitable insurance for such property.
4. Independent legal counsel may be retained if and when the Board determines necessity.
Article XIII - Amendments
1. Amendments to these Bylaws shall be proposed in writing. Amendments may be offered by any member of the Board or by any five members in good standing of the Society.
2. Proposed Amendments must be submitted to the Secretary in writing, clearly indicating all deletions, changes or additional words to be made to these Bylaws.
3. The Board shall consider each proposed amendment before its presentation to the general membership. The board may not modify the wording of the proposed amendment (only the person or persons proposing the amendment may change its content). If approved by a majority vote of the Board, it shall be presented to the general membership at the next regular general membership meeting for which it can be included in the meeting notice, and it shall be posted on the website.
4. Bylaws amendments will be adopted if approved by at least sixty percent (60%) majority vote of the members in good standing who cast a vote, including two-thirds of the Board.
5. A copy of these Bylaws, as last amended, shall be provided to each member of the Board upon taking office. A copy shall be available, if possible, at each general meeting. These Bylaws are to be posted on the Members section of the Society's web site and be readily accessible by all members.
Article XIV ‑‑ Enabling
These Bylaws shall go into effect upon adoption by the Interim Board or any successor Board.
Certificate
I hereby certify that I am the Interim President of said Society and that the foregoing Bylaws, comprising eleven (11) pages, constitute the Bylaws of said Society as approved by the Interim Board on December 14, 2017.
Signed by __/s/ Ronald D. Doctor__________, Ronald D. Doctor, Interim President, JGSGKC
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