Adopted 7-22-02, Revised 11-25-02, 02-24-03

ArticleI. Name

Section 1.  The name of this organization shall be the Educational Heritage

      Association, Inc. of Vigo County (hereinafter called “the Association”).

Article II. Mission

Section 1.  The mission of the Association is to collect and maintain historical

      documents, materials, equipment, and facilities that display our

      educational heritage from the past and to continue this into the future

      so that citizens can relive this heritage and its impact on their lives

      and county.

Article III.  General Membership.  There shall be a minimum of four

       classifications of membership:  Individual, Family, Life, and

       Benefactor.  (Contributions/Bequests will also be recognized.)

Section 1.  Individual.  Any individual may become a member by payment of an annual

membership contribution in an amount to be determined by the Association’s

Board of Directors.

Section 2.  Family.  Any family may become a member by payment of an annual 

                 membership contribution in an amount to be determined by the Association’s

     Board of Directors.   

Section 3.  Life.  Any individual may become a life member by payment of a membership

                 contribution in an amount to be determined by the Association’s Board of

                 Directors

Section 4.  Benefactor.  A benefactor is any individual, family or organization

                  which makes an annual contribution in an amount to be determined by the

      Association’s Board of Directors.

Section 5.  Contributions/Bequests.  Contributions and bequests will be encouraged and

                  accepted in any amount and at any time.  They may be made for any reason,

                  or in honor of or in memory of an individual or school.

Article IV.  Membership Meetings. 

Section 1.   There shall be an Annual Meeting of the membership

       on the third Monday of each November for the purpose of electing new Board

       of Directors members.  Written notice of this meeting shall be given to all

       current members. The secretary will send notice of this meeting no less than

       thirty days and no more than sixty days prior to the Annual Meeting. 

Article V.  Board of Directors.

Section 1.  Board Membership.

A.     The Board of Directors (hereinafter called “Board”) shall consist of a minimum of nine and a maximum of fifteen directors.

B.     Directors shall be nominated and elected from the general membership.

C.     Any director who misses three consecutive Board meetings without cause during a fiscal year may be subject to dismissal from the Board.

D.     Except for initial Board members, subsequent Board members will serve for three years, with one-third of the Board members elected each year in rotation. 

E.      Each Board member will serve on a standing committee.

Section 2.  Responsibilities of the Board.

A.     The Board shall establish the policies of the Association.

B.     The Board shall determine where and how funds are received and disbursed.

C.     The Board shall hire, oversee, and, if necessary, discipline or/or discharge any

employee of the Association.

D.     The Board shall elect annually, a minimum of four Board members as officers: President, Vice President, Secretary and Treasurer.

Section 3.  Meetings of the Board.

A.     The Board shall hold a minimum of six regular meetings annually.  Written notice of these meetings will be sent by the Secretary.

B.     The Board President and/or a quorum of the directors may call special meetings of the Board.  Written notice of special meetings shall state the purpose of the meeting and be sent at least ten days in advance.

C.     One over half of the Board shall constitute a quorum.

D.     Official action can only be taken if a quorum is present.

Section 4.  Election to the Board.

A.     The Nominating Committee from the membership may nominate candidates for Board Membership with provision for nominations from the floor at the Annual Meeting.

B.     Candidates for Board Membership shall be elected at the Annual Meeting.

C.     Directors shall be eligible for election without limitation to the number of terms served. 

D.     Unexpired terms or other vacancies may be filled on a temporary basis by appointment by the President with approval of the Board.

Section 5.  Officers of the Board.

A.     President

1.      Shall preside at all meetings of the Board.

2.      Shall appoint committee chairpersons except Nominating,

      Bylaws and Policies, and Finance.

3.      Shall call special meetings if necessary.

4.      Shall be an ex-officio member of all committees.

5.      Shall serve as chair of the Executive Committee.

B.     Vice President

1.      Shall serve in the absence of the President.

2.      Shall automatically succeed to the office of the President in the event of a vacancy in that office.

3.      Shall serve as Chair of both the Nominating and the Bylaws and Policies Committees.

C.     Secretary

1.      Shall be responsible for keeping minutes of all Board meetings.

2.      Shall be responsible for maintaining Board records.

3.      Shall be responsible for all Board correspondence.

4.      Shall prepare the yearly report for the Annual Meeting.

         D.     Treasurer

1.      Shall be responsible for corporate financial accounts and reports.

2.      Shall be responsible for financial reports presented at each board meeting.

3.      Shall serve as Chair of the Finance Committee.

Section 6.  Committees

A.     Committees shall be established with a minimum of four Standing Committees (Executive, Nominating, Bylaws and Policies, and Finance) with the appointment of additional committees as needed.  Such committees may become Standing Committees or be designated only for a specified time frame.  All committees will meet a minimum of once a year and submit a written report to the Board thirty days prior to the Annual Meeting.

1.  Executive Committee.

            a.  The Executive Committee shall consist of the elected officers

                 of the Board and the immediate past President of the Board.

b.  The Executive Committee shall act for the Board between board

      meetings and may call special meetings if necessary.

      c.  The duties of the Executive Committee shall include oversight,

           review and evaluation of the Executive Director and

           recommended board meeting agenda items.

d.  The President shall serve as Chair.

2.  Nominating Committee

a.       The duties of the Nominating Committee shall include identification and nomination of Directors and orientation of new directors.

b.      The Vice President shall serve as Chair.

c.       The Nominating Committee shall annually submit a written report to the Board thirty days prior to the Annual Meeting.

3.  Finance Committee

a.       The duties of the Finance Committee shall include preparation of the annual budget, oversight of finances and assisting the treasurer.

b.      The Treasurer shall serve as Chair.

c.       The Committee shall annually submit a written report to the Board thirty days prior to the Annual Meeting.

4.  Fund Raising Committee

a.       The duties of the Fund Raising Committee shall include planning and implementing fund raising events subject to Board approval.

b.      The committee will annually submit a written report to the Board thirty days prior to the Annual Meeting.

5.  Bylaws and Policies Committee.

a.       The duties of the Bylaws and Policies Committee shall include reviewing the Association Bylaws and Policies and recommending any amendments.  This committee shall oversee Board and Staff compliance with the bylaws and policies of the organization.

b.      The committee will annually submit a written report to the Board thirty days prior to the Annual Meeting.

c.  The Vice President of the Board will serve as the Chair.

6.  Marketing Committee.

a.       The duties of the Marketing Committee shall include the preparation and implementation of a marketing and public/media relations plan to promote the mission of the Association, subject to Board approval.

b.      The Committee shall submit an annual written report to the Board thirty days prior to the Annual Meeting.

7.  Membership Committee

a.  The duties of the Membership Committee shall include the recruitment

     of new members for the Association.

b.  The Committee shall collect dues.

c.  The Committee shall notify member of dues renewal sixty days prior to

     the Annual Meeting.

d.  The Committee will provide the Board with the names and number of

      current members following the Annual Meeting and/or upon request

      by the Board.

e.  The Committee will annually provide the Nominating Committee with

     a list of names and phone numbers of the members in good standing

     sixty days prior to the Annual Meeting.

f.  The Committee shall submit an annual written report to the Board

     thirty days prior to the Annual Meeting.

8.  Archival Collection Committee

a.       The duties of this committee shall be to oversee the collection, inventorying, and classifying of the educational records and realia into the collection site, establish standards for the collection, housing and maintenance of all records and materials and draft the policies and guidelines for public accessibility to the collection. This shall include the collection of oral/video histories.

b.      The Chair of this committee may appoint subcommittees as needed

             to facilitate the organization and accessibility of the materials.

c.       The committee shall submit an annual written report to the Board thirty days prior to the Annual Meeting.

Article VI.        Fiscal Year.

Section 1.         The fiscal year shall be from January 1 through December 31.

Article VII.       Amendments.

Section 1.         Proposed amendments to the Bylaws along with the related existing

                       Bylaws will be sent to all the current membership thirty days prior to the

                        Annual Meeting.  A majority vote of those present will constitute approval

of the amendment/s that will be implemented at the beginning of the

following fiscal year.

Article VIII.  Dissolution.

Section 1.         Upon the dissolution of the corporation the Board shall, after paying or

                        making provisions for the payment of all the liabilities of the

                        corporation, dispose of all of its assets exclusively for the purposes of

the corporation in such a manner, or to such organizations organized and operated exclusively for such charitable, educational and scientific

                        purposes as shall, at the time, qualify as an exempt organization under

                        Section 501 (C) (3) of the Internal Revenue Code (or the corresponding

                        provisions of any future Internal Revenue Law of the United States)

                        as the Board shall determine.