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BYLAWS OF THE PELHAM HISTORICAL SOCIETY, INC. Pelham, Massachusetts May 21, 2012

ARTICLE I Name The name of this Society shall be The Pelham Historical Society, Inc., hereafter referred to as The Society.

ARTICLE II Mission The mission of The Society is to foster appreciation of Pelham's unique history through informative programs of interest to people of all ages and to sustain The Society's museum so that the story of Pelham will be told to the public through educational displays, comprehensive exhibits, and special events.

ARTICLE III Purposes The purposes of this Society shall be (1) to acquire, preserve, and exhibit artifacts and documentary materials related to the history of the Town of Pelham, (2) to maintain The Society's museum collection and The Society's archives, (3) to foster appreciation of the history of Pelham through programs and special projects, and (4) to maintain space for the exhibition of objects of historical interest and for other purposes not inconsistent with these Bylaws.

ARTICLE IV Membership Section 1. The membership of The Society shall consist of those persons who have paid the required dues for the most recent two calendar years.

Section 2. The annual dues shall be determined by a majority vote of the attending membership at any regular meeting.

Section 3. The Life Membership fee shall be equal to ten times the annual dues.

Section 4. Members who are two years in arrears shall be dropped from membership.

ARTICLE V Executive Offices Section 1. The Executive Officers of The Society shall be a President, a Vice President, a Secretary, and a Treasurer. These officers shall perform the duties prescribed by these Bylaws and by the parliamentary authority adopted by The Society.

Section 2. The Executive Officers shall be elected to serve for one year or until their successors are elected. The officers shall begin their term of office following the close of the annual meeting at which they are elected.

Section 3. The President shall be the Chief Executive of The Society. It shall be the duty of the President to preside at meetings of The Society and of the Trustees and to perform such other duties as required by virtue of that office. The President shall be an ex officio member of all committees except the Nominating Committee.

Section 4. The Vice President shall perform the duties of the President in the absence or disability of that officer.

Section 5. The Secretary shall keep a record of the proceedings of The Society and of the Board of Trustees and perform such other duties as may be required by virtue of that office.

Section 6. Treasurer shall receive all monies due The Society and deposit same in an approved financial account, pay all Society bills, keep a true and just record of all financial transactions, and perform such other duties as shall be required by virtue of that office. The Treasurer may invest a portion of the cash assets of The Society

Section 7. The Executive Officers shall be nonvoting members of the Board of Trustees

ARTICLE VI Board of Trustees Section 1. There shall be a Board of five Trustees elected by The Society.

Section 2. The Trustees shall advise and assist the Executive Officers in conducting the affairs of The Society including The Society's property and finances.

Section 3. There shall be at least three meetings of the Board of Trustees each year, called by the President or upon the request of three members of the Board. A majority of the regular members of the Board shall constitute a quorum for the transaction of business.

Section 4. The Trustees shall be elected to serve for three years, one Trustee being elected at each annual meeting. A Trustee shall not be reelected for one year after filling two .consecutive three-year terms.

Section 5. The Trustees shall appoint an Auditor annually to examine the books of the Treasurer and report to The Society.

Section 6. The Trustees shall appoint the Chairs of all committees annually except the Nominating Committee. The Chairs shall form their own committees.

Section 7. The Trustees may, by unanimous vote, recognize a member as Emeritus / Emerita for conspicuous service to The Society.

ARTICLE VII Meeting of the Membership

Section 1. There shall be at least five meetings of the membership held each year, including the annual meeting.

Section 2. The regular meeting in November shall be known as the annual meeting and shall be for the purpose of electing officers and for any other business that may arise.

Section 3. Special meetings may be called by the President or by the Executive Board or upon the written request of ten members of The Society. The purpose of the meeting shall be stated in the call. Except in cases of emergency, a notice of at least three days shall be given.

Section 4. Twelve members shall constitute a quorum for the transaction of business at all meetings of The Society.

ARTICLE VIII Committees Section 1. The Membership Committee Chair shall collect and remit all dues to the Treasurer and shall prepare a list of members, including Life members.

Section 2. The Program Committee Chair shall prepare an annual program as outlined in the Mission and Purposes of The Society.

Section 3. The Chair of such other committees, standing or special, as are deemed necessary, shall be appointed by the Trustees.

Section 4. The Nominating Committee of two members shall be appointed by the President. It shall be the duty of this committee to nominate candidates for the offices to be filled at the annual meeting in November. Additional nominations may be made from the floor.

ARTICLE IX Curator A Curator shall be appointed annually by the Trustees. It shall be the duty of the Curator to preserve artifacts related to the history of Pelham and to maintain an inventory of such artifacts.

ARTICLE X Parliamentary Authority The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern The Society in all cases in which they are applicable and in which they are not inconsistent with these Bylaws and any special rules of order The Society may adopt.

ARTICLE XI Amendment of Bylaws These Bylaws may be amended at any regular meeting of The Society by a two-thirds vote provided that the amendment has been submitted in writing at the previous regular meeting.

ARTICLE XII Dissolution of The Society. If The Society is dissolved, any property shall be transferred to the Town of Pelham and any funds shall be donated to a legal Town charity which is entitled to a Section 501©(3) of the Internal Revenue Code of 1954 or as amended.

Adapted May 21, 2012