Article I – Name
The name of this organization shall be the Skillman Family Association, Inc., hereinafter referred to as the Association.
Article II – Purpose
The Association shall serve as a forum for the research, collection, and preservation of materials regarding the history and genealogy of the Skillman Family in America, defined as descendants of the Founder, Thomas1 Skillman, who arrived in America from Portsmouth, England, in 1664, and his wife Sara Petit (Pettit). The Association may not attempt to influence legislation as any part of its activities and it may not participate in any campaign activity for or against political candidates. None of the net earnings of the Association may inure to the benefit of any member.
Article III – Organization and Operation
The Association shall be incorporated in the State of Florida and it shall operate under the laws of that State, including its provisions to meet the requirements of section 508(e) of the Internal Revenue Code. The Association shall file for tax-exemption under section 501(c)(3) of the Internal Revenue Code and it shall operate to avoid liability for excise taxes under sections 4941(d), 4942, 4943(c), 4944, and 4945(d).
Article IV – Membership
Section 1: Annual Membership in the Association shall be open to all persons, 18 years of age or older, who share an interest in the history and genealogy of the Skillman Family in America and the Skillman surname in general, subject to the timely payment of dues.
Section 2: Life Membership in the Association shall be available for a payment of 12 times the annual dues. Payment may be made in three equal annual installments at the request of the member. Life members shall be exempt from additional dues payments and shall have all the privileges of Annual Membership. The Board of Directors may, at its discretion, confer Life Membership upon Patrons and Benefactors as defined in Article VII, Section 2.
Section 3: Honorary Membership may be conferred by the Board of Directors at its sole discretion. Candidates for Honorary Membership may include, but are not limited to, librarians and members of historical societies. Honorary members shall be exempt from the payment of dues, but they shall not have a vote nor hold Office in the Association.
Section 4: All members must agree to abide by the provisions of these By-Laws. A member may resign at any time by written notice to the Secretary. A member may be expelled by the Board of Directors for conduct deemed to be prejudicial to the interest of the Association. Previous notice of the charge and an opportunity for written appeal to the Board must be given to such member.
Article V – Officers and Board of Directors
Section 1: The Officers of the Association shall be the President, Vice President, Secretary, Treasurer, and Genealogist, and they shall serve without compensation. The Officers shall constitute the Board of Directors of the Association, which shall conduct all business of the Association by majority vote. The Board of Directors is empowered to declare an office vacant for good cause and shall fill a vacant office by appointment from among the members as quickly as possible. The member so appointed to an unexpired term shall hold that office with full power until the next regular election.
Section 2: The term of office for Officers of the Association shall be two years with the exception of founding Officers, who shall be appointed by the founding President and shall serve through the 2014 calendar year. Election of new officers shall be held by electronic mail to the Secretary or by electronic vote on the Association’s website. At least 90 days prior to the beginning of a new term of office, the Board of Directors shall appoint a Nominating Committee comprised of one Officer and two members-at-large. The Nominating Committee shall propose a slate of Officers for the next two-year term of office and that slate shall be published on the Association’s website at least 60 days prior to the beginning of the new term of office. Any member wishing to run for any office may notify the Secretary within 14 days of the posting of the Nominating Committee’s slate and the names of any additional candidates shall be posted on the Association’s website along with the proposed slate. Voting shall take place during the first 14 days of December. Those elected will be announced by the Secretary as soon thereafter as possible and newly elected Officers will assume office on 1 January of the new two-year term.
Article VI – Fiscal
Section 1: The fiscal year of the Association shall be the calendar year.
Section 2: Dues shall be specified annually by the Board of Directors. Dues for new members shall be payable with the application for membership. Thereafter, dues shall be payable by 1 January of each year, with the exception of those members who joined the Association in the fourth quarter of the previous year. Members who are delinquent in payment of dues more than 60 days may be dropped from the rolls, but may reapply at any time.
Section 3: All funds of the Association shall be deposited in an FDIC insured bank account or other financial institution at the discretion and direction of the Board of Directors. The Treasurer and Vice President shall be the authorized signatories on the account holding the funds, but only one signature shall be required for the disbursement of funds. No Association funds shall be expended for the personal benefit of any Officer or member, but that shall not preclude the reimbursement for expenses reasonably incurred in the performance of official duties. Expenses of Officers or authorized members of the Association must be accompanied by a competent receipt and are reimbursable by check from the Treasurer upon approval of the Board of Directors. Reimbursements to the Treasurer must be signed by the Vice President.
Section 4: An audit of the Treasurer’s records shall be conducted annually during the first quarter of each year, and at such other times as may be necessary, by any combination of two Officers or members appointed by the Board, excluding the Treasurer. The audit shall be conducted in as practical a manner as possible, giving consideration to the distances among members.
Section 5: Every member of the Association and its Board of Directors shall be indemnified and held harmless to the fullest extent permitted by law. This indemnification shall be broadly interpreted and shall include all expenses, liabilities and losses (including attorneys’ fees and settlements or judgments) reasonably incurred by any Officer or member of the Association during the conduct of the business of the Association.
Article VII – Sponsors
Section 1: Individuals or other legal entities who make voluntary monetary contributions or bequests to the Association shall be classified as Sponsors of the Association and shall be recognized on the Association’s website. Previously paid annual dues shall not be included in the calculation for Sponsors. Such contributions shall be free of restrictions and shall be accepted by the Board of Directors as extraordinary contributions to further the Association’s general purpose, and not in consideration of specific benefits to be granted to the Sponsor. Such contributions and bequests shall be cumulative to enable Sponsors to achieve a higher level of recognition. Once a level of recognition has been achieved, the Sponsor continues at that level regardless of an increase in dues.
Section 2: Sponsors shall be classified at the following levels of recognition:
- Friends: Those who give or bequest 40 or more times the annual dues.
- Patrons: Those who give or bequest 200 or more times the annual dues.
- Benefactors: Those who give or bequest 400 or more times the annual dues.
Article VIII – Communications
The Association shall maintain a website and Facebook and/or other social media page for the benefit of the members. Communication among Officers and members shall be primarily by notification on the Association’s website and/or electronic mail, although telephone and conference calls, video conferences, and personal meetings may be utilized as needed.
Article IX – Committees
Standing and temporary committees may be established by the President from among the members of the Association as needed. The President or other designated Officer shall serve as an ex officio member of all committees.
Article X – Amendments
These By-Laws may be amended by a two-thirds vote of the members casting ballots. For the purpose of this By-Law, 25% of members shall constitute a quorum. A copy of the proposed revision to the By-Laws shall be posted on the Association’s website and announced by electronic mail to all members currently in the Association’s database at least fourteen days before the call for the vote. Voting shall be conducted by electronic mail to the Secretary or by electronic vote on the Association’s website for a period of fourteen days after the call for the vote. Results of the vote will be determined and announced by the Secretary as soon thereafter as possible and the revised By-Laws will be effective upon the announcement of positive results of the vote.
Article XI – Dissolution
In the event of dissolution of the Association, the Board of Directors shall, after paying or making provision for payment of all liabilities of the Association, convey all assets of the Association as a charitable gift in the name of the Skillman Family Association to the Special Collections and University Archives Section of the Alexander Library at Rutgers University.
Adopted by the Board of Directors on 25 June 2012
1st Revision approved by the Board of Directors on 1 October 2012
2nd Revision approved by the Board of Directors on 24 October 2012
3rd Revision approved by the Board of Directors on 13 November 2012