(a) The name of this corporation is the John Endecott Family Association, Inc.
(b) The principal office and place of business shall be located in city of current President.
1. To continue to research, share and assist one another in our common heritage on the ancestry and descendants of Governor John Endecott, The First Governor of the Massachusetts Bay Colony and The Father of New England.
2. To earnestly endeavor to establish the exact ancestry in England of Governor John Endecott.
3. To develop and maintain an ongoing database on all known Endecott-Endicott ancestors and their descendants.
4. To identify other Endecott-Endicott Cousins around the United States and abroad (Canada, England and other foreign countries) and for those abroad, possible Endecott-Endicott connections with their American Cousins.
5. To hold an Endecott-Endicott Cousin Reunion, as appropriate.
6. To develop a semi-annual John Endecott Family Association, Inc. Newsletter.
7. To develop a membership program to support: The John Endecott Family Association, Inc. on the Endicott_GEN@yahoogroups.com ; Endicott GENFORUM and other Internet links; the Association Newsletter, Endicott Family and Cousins Reunions and other means, through our individual research contacts.
8. To design, develop and maintain a JEFA web site.
9. To plan and conduct such projects that would recognize and honor Endecott-Endicott ancestors.
10. To encourage other Endecott-Endicott descendants and related surnames to participate in our efforts.
(a) Membership in the John Endecott Family Association, Inc. shall be open to all known direct descendants of Governor John Endecott of the Massachusetts Bay Colony, other Endecott-Endicott family members who may not be able to trace their lineage directly to the Governor and any others who are interested in the Endecott-Endicott family heritage.
(b) Membership shall run from January to December of each year, but individuals may join the Association at any time.
(a) The annual membership dues shall be established by the John Endecott Family Association, Inc. Board of Directors. Dues shall be payable in January for renewing members. For individuals joining the Association for the first time after July 1, the first dues shall be one-half of the annual dues.
(b) Annual dues may be increased by a majority vote of the Board of Directors following notification of the membership as to the reason for such dues increase and the date upon which a vote shall be taken.
(a) The Board of Directors shall consist of the President, Vice-President, Secretary, Treasurer and five (5) At-Large Directors.
(b) The Board of Directors shall meet as needed to conduct the business of the Association. Such meetings may be conducted in person, by telephone, by mail or through the Internet, as appropriate.
(c) Five (5) members of the Board of Directors shall constitute a quorum. Proxy votes may be accepted.
(d) Ex-officio members shall be appointed by the elected members of the Board of Directors.
(a) Elections for President, Vice-President, Secretary, Treasurer and the At-Large Directors shall be held at the bi-annual meeting of the John Endecott Family Association, Inc.
(b) Elections shall be held at the time of the John Endecott Family Association, Inc. meeting of every other even year.
(c) Elections shall be held according to the following procedure:
(1) The President shall appoint a three (3) member Nominating Committee by October 20 of every other odd year beginning in 2005.
(2) The Nominating Committee shall solicit one or more candidates for each office—President, Vice-President, Recording Secretary, Treasurer and five (5) At-Large Directors. Association members interested in running for office shall notify the Chair of the Nomination Committee of their desire to seek office.
(3) The Association Secretary shall mail ballots for any contested offices to all members on or before December 1 of the year of election with returned ballots to be postmarked by December 20.
(4) The Association Secretary shall select at least two other people in his/her locality (Association members if available) to assist in opening the counting the ballots and the recording of the results of the election.
(5) If only one candidate per office is nominated, all nominated individuals shall be declared elected by acclamation.
(6) There shall be no limit to the number of years a member may hold any particular office.
(a) The purposes, property, business meetings and affairs generally, of this corporation shall be under the management and control of the Board of Directors.
(b) The Board of Directors shall have, in addition to such powers as are herein expressly conferred upon them, all such powers as may be exercised by the corporation subject to the provisions of the Statutes of the Commonwealth of Kentucky, the Articles of Incorporation and these by-laws.
(c) The Board of Directors shall be responsible for the execution through its Officers of the authorized policies of the Association.
(d) It shall authorize all expenditures.
(e) A majority vote of the Board of Directors shall govern, except where otherwise provided.
(f) The Board of Directors, through the Secretary in special mailings or through the Association newsletter, shall keep the membership informed of the decisions, and shall inform the membership in advance of any pending actions which would constitute a major change in the operation of the Association.
(g) The Board of Directors shall establish whatever committees as necessary for the efficient operation and continued growth of the Association.
(a) The President shall be the Chief Executive Officer of the Association. He/she shall preside at all meetings and shall be Chair of the Board of Directors. He/she shall issue the call for the regular and special Board of Directors meetings. He/she shall appoint all committee chairs and committee members, and shall serve as an ex-officio member of those committees.
(b) The President shall also be responsible for any other duties expressly assigned to the President in these by-laws.
(c) If, for any reason, the President is unable to perform his/her duties, the Vice-President shall occupy his/her position and perform his/her duties, having the same authority of the President.
(a) The Vice-President shall perform what duties expressly assigned to him/her by the President and the Board of Directors.
(b) The Vice-President shall perform the duties of the President, should the President be unable to perform his/her duties.
(c) The Vice-President shall serve as the Chair of the Membership Committee.
(a) The Recording Secretary is responsible for the official records of the Association, including the minutes of each Board of Directors meeting and any general meetings of the Association.
(a) The Treasurer is responsible for the financial records of the Association, including all receipts and disbursements. Disbursements shall be made at the direction of the Board of Directors or by virtue of a budget approved by the Board of Directors. The Treasurer shall prepare the annual budget upon consultation with the Executive Committee of the Board of Directors.
(b) The Treasurer shall make periodic reports to the Board of Directors on the financial status of the Association.
(c) The Secretary shall maintain an accurate list of the names and addresses of all members of the Association.
(d) The Secretary shall send dues bills to members of the Association in December of each year for the upcoming year’s dues, and shall communicate with the Treasurer as to which members’ dues are paid
The At-Large Directors shall participate in the discussions and actions of the Board of Directors and shall bring to the Board the interest and concerns of the membership at large.
The Newsletter Editor is an At-Large Member of the Board of Directors. He/she is responsible for developing the guidelines for submission of information for the Association newsletter. He/she shall prepare the semi-annual Association newsletter, emailing it to the Association membership, other interested individuals and others as authorized by the Board of Directors.
In the absence of governing rules in these by-laws, the proceedings of this Association shall be conducted in accordance with the established parliamentary procedure. The Robert’s Rules or Order will be accepted as authority.
The Association shall operate on a calendar year January – December. The calendar year of the Association shall begin on the first day of January each year.
(a) These by-laws may be amended, altered, repealed or added to by the affirmative vote of two-thirds (2/3) of the members, provided that the Board of Directors has previously been afforded an opportunity to consider the merits of the amendment.
(b) Voting on changes in the by-laws shall be accomplished by mail, under the same procedure as outlined for the election of Officers and Directors, except that the Board of Directors shall specify the time at which ballots shall be distributed and the date by which they must be returned.
(c) If a bi-annual meeting or reunion of the Association is planned within three months of a proposed change in the Association by-laws, the vote of such a change shall be taken at that bi- annual meeting or reunion. The proposed change shall be considered adopted if it is approved by two-thirds (2/3) of the members registered and attending the bi-annual meeting or reunion.
Approved by the John Endecott Association Board of Directors on July 24, 2018.