Maine Genealogical Society

These by-laws were amended at the September 14, 2024, Annual Meeting held in Brewer, Maine.

Article I – Name

The name of this Society shall be the Maine Genealogical Society.

Article II – Purpose

The purposes of this Society are to collect, exchange, preserve, and publish genealogical records, related documents, and information and to promote and encourage interest and research in genealogy and family history of the State of Maine. These purposes are limited to those specified in Section 501(c)(3) of the Internal Revenue Code of 1954.

Article III – Organization

1. This Society is organized exclusively for charitable and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1954.
2. No part of the Society's net earnings is for the benefit of any member, officer, or other private person. No substantial part of the activities shall be carried out for propaganda or otherwise attempting to influence legislation.

Article IV – Members and Obligations

1. By accepting membership in this Society, the member agrees to be bound by these bylaws in their relations with the Society and with other members of the Society.
2. Membership in this Society shall be open to all those interested in genealogy and family history who have paid their dues.
3. At the Society's Annual Meeting, any change in dues shall be determined by a vote of the membership attending, based on the recommendation of the Board of Directors.
4. Information obtained from the Society's publications shall not be copyrighted or used for any commercial purpose without the written consent of the Board of Directors, the publication’s editor, the author, and/or the members concerned. Furthermore, the membership list, logo, or any other symbol or property of the Society shall not be used for commercial purposes unless the membership or Board of Directors consents.
5. A person must be a paid member in good standing before voting on Society business or serving as a member of any committee.
6. A member may be suspended or expelled by the Board of Directors of the Society for conduct which, in its opinion, is or has been detrimental to the Society.

Article V – Officers and Directors

1. The elected officers of this Society shall consist of the President, Vice-President, Recording Secretary, and Treasurer. All Officers shall serve two-year terms.
2. There shall also be six elected directors serving staggered three-year terms.
3. The President shall, whenever possible, attend all meetings of the membership and the Board of Directors and shall be the presiding officer at all Annual, Regular, and Special Meetings of the Society and Board of Directors. The President shall be a member ex-officio of all committees except the Nominating Committee but is not to be considered when determining a quorum.
4. The Vice-President, during the absence or disability of the President, shall serve in the President’s place. If the President cannot continue their duties, the Vice-President shall become President and serve until the next annual election. When neither officer is present at a meeting of the Society or Board of Directors, the meeting shall be called to order by the next in line officer (Recording Secretary, Treasurer), who shall preside until a Chairperson is selected. The Vice-President shall undertake other such duties as directed.
5. The Recording Secretary shall be the Clerk of the Corporation. They shall, according to the laws of the State, make and keep accurate records of the proceedings of the Board of Directors, and the Annual Meeting of the Society. They shall have custody, except as otherwise provided, of all papers and reports that are ordered to be placed on file, as well as all documents and letters relating to the official business of the bodies. All proceedings, documents, and records shall be kept on file at a place designated by the Board of Directors.
6. The Treasurer shall receive all the Society's monies and deposit the funds into the appropriate accounts. The Treasurer shall open and close deposit accounts as directed by the board. The Treasurer shall pay all bills submitted for payment by Society check in a timely manner. The Treasurer shall receive financial records on the status of the Society from the bookkeeper and shall forward a quarterly report to the Board of Directors. The Treasurer shall give an annual financial report at the Annual Meeting of the Society membership.
7. The following shall be appointed positions on the Board of Directors: Membership Secretary, Publications Manager, Webmaster, Event Chair, Corresponding Secretary, Archivist, Editor of The Maine Genealogist, and Editor of the Maine Genealogical Society Newsletter. The President shall assign appointed positions with the advice and consent of a majority of the Board of Directors.

Article VI – Board of Directors

1. The Board of Directors shall consist of the officers, directors of the Society, persons in appointed positions specified in Article V Section 7, and each Chapter President or officially designated chapter representative, provided such chapter member is a member of the Society. One-half plus one of the above shall constitute a business quorum. Interest groups established under Article XII may appoint a non-voting representative to the Board of Directors if a person is a member of the Society.
2. The Board of Directors is authorized to establish Standing Committees, and the President is authorized to establish special temporary committees. The Society President shall appoint Chairpersons of all committees.
3. The Board of Directors shall meet four times a year to conduct the business of the Society, either in person or virtually. Notices of all Board Meetings shall be sent to Board of Directors members at least seven days before the scheduled meeting. Notice may be by letter and/or e-mail. The seven-day notice may be waived if an emergency meeting is required.
4. Any elected member of the Board of Directors who has been absent without excuse from three consecutive meetings of the Board of Directors shall be deemed to have voluntarily resigned their office. At the third missed meeting, the Board of Directors may decide to replace that director. If it so chooses, the President, with the advice of the Board of Directors, shall appoint his or her replacement to fill the remainder of the unexpired term. Should the term of the replaced director have more than one year remaining, the appointed individual shall be presented at the next general meeting of the society for confirmation by vote of the assembled members. Prior to the vote, nominations to fill the unexpired term shall be permitted.

Article VII – Elections

1. Election of officers and directors shall be held in the fall and conducted either by vote of the membership at the Annual Meeting or by paper ballot mailed to each member. If conducted by mail, the ballot shall list the names of candidates submitted by the Nominating Committee, include a brief biography of each candidate, make provision for write-in candidates, and state the date by which ballots must be postmarked to be counted. The Board of Directors shall tabulate the ballots and announce the results. The term of office of each officer and the directors shall run from 1 January through 31 December. In case of resignation or death of an officer or director, the Board of Directors shall appoint a member to fill out the term of that office.
2. The President shall appoint the Nominating Committee of three members of the Society, at least one of whom shall be a member of the Board of Directors. No member of the Nominating Committee may be up for re-election as an officer or director. Two of the positions on the Nominating Committee may be filled by asking for volunteers at the Annual Meeting.

Article VIII – Society Meetings

1. The Society's Annual Meeting shall be held in the fall of each year at a time and place determined by the Board of Directors. The agenda for the transaction of business shall include, but is not limited to, the following items: minutes of the previous Annual Meeting, Reports of the Treasurer and Membership Secretary, Committee Reports, and Reports of Periodicals Editors.
2. Other meetings of the membership of the Society may be held at any time by order of the Board of Directors or by the written request to the Recording Secretary from seven or more members in good standing.
3. Formal notices of all Society meetings shall be mailed thirty days in advance to the membership either as part of the Newsletter, by special mailing, or by e-mail. Notice of meetings shall also be posted on the Society’s web page and may be posted on other social media hosted by the Society.
4. A quorum for the transaction of business at any membership meeting shall have forty members in good standing in addition to five members of the Board of Directors.
5. Where applicable and not inconsistent with the bylaws of this Society, meetings will be conducted as prescribed in a contemporary edition of Robert’s Rules of Order.

Article IX – Executive Committee

1. The elected officers shall constitute the Executive Committee of the Board of Directors.
2. The Executive Committee may meet to address urgent matters affecting the Society or its members in person, by e-mail, conference call, or video conference between regularly scheduled meetings of the Board of Directors. The Committee will report its actions to the Board of Directors at the next scheduled meeting.

Article X – Donations, Bequests, and Income

1. All sums received by the Society as donations or bequests (unless the donors or testators shall otherwise prescribe), all annual dues, and all income may be applied to the current expenses of the Society at the discretion of the Board of Directors.
2. The income derived from the general and permanent funds accounts shall be prorated to those funds, except where the terms require funds of the gift or bequest to be kept as separate investments.

Article XI – Chapters

1. A chapter of the Maine Genealogical Society may be established by ten members making an application to the Board of Directors of the Maine Genealogical Society. Membership in a chapter does not automatically confer membership in the Society.
2. Chapters function under policies and procedures consistent with those of the Maine Genealogical Society and are encouraged to elect officers annually. Chapters may appoint a voting representative to the Board of Directors. However, that person must be a member of the Society in good standing.
3. Chapters using the Maine Genealogical Society EIN [employee identification number] on their accounts must provide a profit and loss statement as of the end of business, December 31st, each year. The statement shall be submitted to the Treasurer by February 15th.

Article XII – Interest Groups

1.  Interest Groups of the Maine Genealogical Society may be established by five members of the Maine Genealogical Society making application to the Board of Directors of the Maine Genealogical Society.
2. Interest Groups function under policies and procedures consistent with those of the Maine Genealogical Society. They may appoint a non-voting representative to the Board of Directors if the person is a member of the Society.

Article XIII – Dissolution

1. In the event of dissolution, the assets of this Society will be distributed to a non-profit genealogical or historical organization within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1954.
2. No part of the assets upon dissolution shall inure to the benefit of any member, officer, or other private person.

Article XIV – Amendments

These bylaws may be amended at the Society's annual meeting by a two-thirds vote of the members present, provided that a statement of the general nature of the amendments has been included in the notice of the meeting. Amendments to the bylaws will take effect immediately upon the vote.

For previous versions of the MGS Bylaws:

Amended 2017, Northport, Maine
Amended 2013, Bangor, Maine
Amended 2009, Bangor, Maine