Group Title: Historic preservation in Saint Augustine, Florida : an overview
Title: St. Augustine Historical Society charter and bylaws
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Permanent Link: http://ufdc.ufl.edu/UF00101123/00002
 Material Information
Title: St. Augustine Historical Society charter and bylaws
Physical Description: Archival
Language: English
Creator: St. Augustine Historical Society
Publisher: St. Augustine Historical Society
Place of Publication: St. Augustine, Fla.
Publication Date: 1960
 Subjects
Subject: Historic preservation
St. Augustine, Florida
Architecture -- Florida   ( lcsh )
Architecture -- Caribbean Area   ( lcsh )
 Record Information
Bibliographic ID: UF00101123
Volume ID: VID00002
Source Institution: University of Florida
Holding Location: University of Florida
Rights Management: All rights reserved by the source institution and holding location.

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Charter and Bylaws
cAs amended in ig6o


THE

SAINT AUGUSTINE

HISTORICAL SOCIETY
Sounded 1883





RESOLUTION


BE IT RESOLVED by the members of the Saint Augustine His-
torical Society that the Charter of said corporation be, and the same
is, hereby amended to read as follows:

CHARTER
Of
THE SAINT AUGUSTINE HISTORICAL SOCIETY
As Amended

Article I. Name.
The name of the corporation shall be THE SAINT AUGUSTINE
HISTORICAL SOCIETY. The headquarters of the corporation shall
be at Saint Augustine, St. Johns County, Florida.

Article II.
The term for which this corporation shall exist shall be perpetual.

Article III.
Section 1. Purpose.
The business and purpose of this corporation shall be to bring
together those people who are dedicated to the preservation and ac-
curate presentation of the rich history of Saint Augustine and Spanish
Colonial territory in the Western Hemisphere, and constantly to en-
deavor to foster a greater interest in, and appreciation of this priceless
heritage among the people of Saint Augustine, the State of Florida, and
the Nation. Understanding the history of our community is basic to
our democratic way of life, gives us a better understanding of our
state and nation, and promotes a better appreciation of our American
heritage.

Section 2. Function.
The corporation's major function will be to present and interpret
the history of Saint Augustine and environs, to maintain a library and
museums, and to discover and collect any material which may help to
establish or illustrate the history of the area, its exploration, settle-
ment, development and activities in peace and in war; its progress in
population, wealth, education, arts, sciences, agriculture, manufacture,
trade and transportation. It will collect printed material such as his-
tories, genealogies, biographies, descriptions, brochures, directories,
newspapers, pamphlets, catalogs, circulars, handbills, programs, and





posters; manuscript material such as letters, diaries, journals, memlo-
randa, reminiscences, rosters, account books, charts, surveys, and field
books; and Inmuseuin material such as pictures, photographs, paintings,
portraits, scenes, aboriginal relics, and material objects illustrative of
life, conditions, events, and activities of the past and the present dealing
with Saint Augustine and Spanish colonial territory in the Western
Hemisphere.
The Society will provide for the preservation of such material and
for its accessibility, as far as may be feasible, to all who wish to examine
or study it, to co-operate with officials in insuring the preservation and
accessibility of the records and archives of the county and of its cities,
towns, villages and institutions, and to undertake the preservation of
historic buildings, monuments and markers, and historic sites.
The Society will disseminate historical information and arouse
interest in the past by publishing historical material in the newspapers
and otherwise; by holding meetings with pageants, addresses, lectures,
papers and discussions; by marking historic buildings, sites and trails;
and by using thile media of press, radio and television to awaken public
interest.
Issue citations of merit and bestow medals or other acknowledg-
ments of distinction upon persons, firms, associations, institutions and
public or private corporations.

Article IV. Membership.
The Society shall have one or more classes of membership. The
designation of such classes, and the qualifications, rights and method
of acceptance of members of each class, shall be specified in the by-laws.
The by-laws may provide for the suspension or expulsion of a member.

Article V. Board of Directors.
The Board of Directors shall have the power to conduct all affairs
of the Society. The number of Board members shall be fixed bv hy-law,
but shall not be less than nine. The manner of election or appoint-
ment and the term of office of members of the Board shall be that
stated in the by-laws.

Article VI. Officers.
The officers of the corporation shall be a President, Vice-Presi-
dent, Secretary, Treasurer, and Librarian. The manner of election and
term of office shall be that stated in the by-laws.

Article VII.
The Society is hereby empowered to accept gifts and bequests of
2




money, securities or other property for the endowment of its purposes
or objectives and to hold the same in trust, or otherwise, in accordance
with the instructions of the donor, and to invest and reinvest the same
and to employ the interest and income from such investments, as well
as the principal, for its purposes or objectives, acquire, hold, sell,
convey, mortgage, or otherwise manage and dispose of real and per-
sonal property.

Article VIII.
This Charter and/or the By-Laws may be amended in the manner
provided in the By-Laws.

Article IX.
This corporation shall not have or issue shares of stock and it shall
pay no dividends or pecuniary profits whatever to its organizers or
members.

Article X.
The names and residences of the original subscribers are as follows:

Eli Trott, Mt. Vernon, New York
W. E. Knibloe, St. Augustine, Florida
Frank B. Matthews, St. Augustine, Florida
B. B. Bigler, St. Augustine, Florida
W. J. Harris, St. Augustine, Florida

BE IT FURTHER RESOLVED that the President of this corpora-
tion be and he is hereby authorized to file with the Secretary of State
of Florida certified copies of the present Charter and Amendments
thereto, together with accompanying affidavit as required by law, and
also to file with said Secretary of State original and duplicate copy
of this resolution amending the Charter of The Saint Augustine His-
torical Society, duly certified and sworn to by the President and Secre-
tary of this corporation; and for said officers to take all necessary
steps and to do all things required for the approval of said Amended
Charter by the Secretary of State.

ADOPTED this 12th day of July, A. D. 1960.

/s/ J. T. Van Campen
President
Attest /s/ Evelyn W. Kettner
Secretary





The undersigned President and Secretary of The Saint Augustine
Historical Society do hereby certify that at a regular meeting of the
members of said corporation held on the 12th day of July, 1960, at
which meeting a quorum was present, the Charter of said corporation
was amended as set forth in the attached Resolution, which Resolution
was adopted by more than a three-fourths vote of the members present
at said meeting, and said Resolution also authorized said officers to
take the necessary steps and do the necessary things for the approval
of said amended Charter by the Secretary of State.

/s/ J. T. Van Campen
President
/s/ Evelyn W. Kettner
Secretary




STATE OF FLORIDA
COUNTY OF ST. JOHNS

On this day personally appeared before me, a Notary Public of
the State of Florida, J. T. VAN CAMPEN and EVELYN W. KETTNER,
who being by me duly sworn, depose and say that they are respectively
the President and Secretary of The Saint Augustine Historical Society;
that the certificate above was signed by each of them as such officers
respectively; that the said Charter of said corporation was amended
as set forth; and it is intended in good faith to carry out the purposes
and objects as therein set forth.
/s/ J. T. Van Campen
President
/s/ Evelyn W. Kettner
Secretary

SWORN TO AND SUBSCRIBED before me this 13th day of
July, A. D. 1960.

/s/ Glennie Lopez
Notary Public State of Florida at Large
My Commission Expires: July 7, 1962.

SEAL
NOTARY
PUBLIC




STATE OF FLORIDA


Office of Secretary of State
I, R. A. GRAY, Secretary of State of the State of Florida, do here-
by certify that the above and foregoing is a true and correct copy of
Amended Certificate of Incorporation of THE SAINT AUGUS-
TINE HISTORICAL SOCIETY, a corporation not for profit organ-
ized and existing under the Laws of the State of Florida, filed on
the 15th day of July, A.D., 1960, as shown by the records of this
office.
Given under my hand and the Great Seal of
the State of Florida at Tallahassee, the
Capital, this the 15th day of July A.D., 1960.

/s/ R. A. GRAY
Secretary of State



SEAL
STATE OF
FLORIDA




BYLAWS


BE IT RESOLVED By the members of the Saint Augustine His-
toeical Society that the Bylaws be and the same are hereby amended
to read as follows:
BYLAWS

Article I. Membership.

Section 1.
Any penor of good moral character eighteen (18) years of age
or older, who has an Interest in the aims and purposes of the Society
and in the history of St Augustine and its environs, and whose mem-
bership will contribute to a harmonious and co-operative relation-
ship, may be proposed for membership In any classification by any
member o fthe Society.
The proposal shall be in writing, and shall state the name, ad-
dress, sex, occupation, race and classification of the proposed mem-
ber, and shall be signed by the sponsoring member.
When so proposed the name shall be submitted at a regular
meeting of the Board of Directors and shall be accepted or rejected
by a vote of eleven of the Board members. Should there not be as
many as eleven Board members present at any meeting at which
applications for membership are to be voted on, the Secretary shall,
following the meeting, submit to the absent Board members a written
ballot to vote on the applicants. An affirmative vote of eleven of the
Board members shall be required to a-nrove the application for
membership submitted to the Board of Directors by a sponsoring
member of the Society.
If the proposed member is rejected, the Chairman of the Board
of Directors shall so notify the sponsoring member.
Upon acceptance, the Secretary shaH notify the new member,
who will be entitled to full membership upon payment of the re-
quired dues in advance, and shall be entitled to vote and be eligible
to hold office. Institutional, Sustaining and Honorary members shall
not be eligible for voting privileges or to hold office.
Section 2. Suspension or Expulsion.
The Board of Directors by a two-thirds vote of those present at
any Board meeting Is hereby given the power to recommend the
suspension or expulsion of any member of the Society for any con-
duct which they shall deem detrimental or derogatory to the well-
Wbing and progress of the Society. Provided, however, that the mem-





BYLAWS


BE IT RESOLVED By the members of the Saint Augustine His-
torical Society that the Bylaws he and the same are hereby amended to
read as follows:

BYLAWS

Article I. Membership.
Section 1.
Any person of good moral character i, hteen (18) years of age
or older, who has an interest in the aims an purposes of the Society
and in the history of St. Augustin and it environs, and whose mem-
bership will contribute to a harm iiou s co-operative relationship,
may he proposed for membership nr a. classification by any member
of the Society.
The proposal shall be in v 1mg, and shall state the name, address,
sex, occupation, race anVm c ossification of the proposed member, and
shall be signed by th s onsoring member.
When so ro the name shall be submitted at a regular meet-
ing of the o o Directors, and may be accepted or rejected by a
two-thliirds of the Board members present.
If the proposed member is rejected, the Chairman of the Board
of Directors shall so notify the sponsoring member. If the Board's
action is favorable, the name of the proposed member shall be sub-
mitted to the vote of the general membership at the next regular
business meeting. The vote shall be by ballot, and the proposed mem-
her shall be accepted by a two-thirds vote of the members present.
Upon acceptance, the Secretary shall notify the new member, who
will be entitled to full membership upon payment of the required
dues in advance, and shall be entitled to vote and be eligible to hold
office. Institutional, Sustaining and Honorary members shall not be
eligible for voting privileges or to hold office.

Section 2. Suspension or Expulsion.
The Board of Directors by a two-thirds vote of those present at
any Board meeting is hereby given the power to recommend the sus-
pension or expulsion of any member of the Society for any conduct
which they shall deem detrimental or derogatory to the well-being
and progress of the Society. Provided, however, that the member
whose conduct is under consideration shall be given notice in due
course by United States mail at least ten (10) days prior to the next
6




ber whose conduct is under consideration shall be given notice in
due course by United States mail at least ten (10) days prior to the
next regular meeting of the Board of Directors for the purpose of
defending himself before such meeting.
If such suspension or expulsion is then recommended by a two-
thirds vote of those present at such Board meeting, the matter will
be submitted to the membership of the Society at the next regular
business meeting. Voting shall be by ballot, and a two-tird.s vote
of those present shaH be required for the suspension or expulsion
of said member.

Section 3. Classification and Dues.
Annual dues shall be payable in advance on January first of each
year, and members ia arrears more than nine (9) months after pay-
ment Is due shall be dropped from membership, If given at least
thirty (30) days written notice prior to the end of said nine months
of such arrears.

Membership shall be of six classes:

1. Contributing Membership: Any member interested in
the purposes of the Society shall be eligible. Dues Five
($5.00) Dollars annually.

2. Sponsoring Membership: Any member offering special
support to the objectives of the Society shall be eligible.
Dues Ten ($10.00) Dollars annually.

3. Institutional Membership: Any organization, Board,
School, or Library interested in the history of SL Augus-
tine and Colonial Spanish Florida shall be eligible. Dues
Ten ($10.00) annually.

4. Sustaining Membership: Any group or firm offering
special support to the objectives of the Society shall be
eligible. Dues Fifty ($50.00) Dollars annually.

5. Honorary Membership: May be conferred upon any
person whose activities have contributed to the objec-
lives of the Society. Honorary members shall be elected 4
by a three-fourths vote of the members present at an
annual meeting, upon nomination by t he Board of
Directors.

S. Life Membership: Dues One Hundred ($100.00) Dol-
lars In one payment.




regular meeting of the Board of Directors for the purpose of defend-
ing himself before such meeting.
If such suspension or expulsion is then recommended by a
two-thirds vote of those present at such Board meeting, the matter
will be submitted to the membership of the Society at the next regular
business meeting. Voting shall be by ballot, and a two-thirds vote of
those present shall be required for the suspension or expulsion of said
member.

Section 3. Classification and Dues.

Annual dues shall be payable in advance on January first of each
year, and members in arrears more than nine (9) months after pay-
ment is due shall be dropped from membership, if given at least thirty
(30) days written notice prior to the end of said nine months of
such arrears.

Membership shall be of seven classes:

1-. -Atlir Mi.Lubelip.- S Two ($z.uu0) Dollai r o .milly.

2. Contributing Membership: Any member interested in the
purposes of the Society shall be eligible. Dues Five ($5.00)
Dollars annually.

3. Sponsoring Membership: Any member offering special
support to the objectives of the Society shall be eligible.
Dues Ten ($10.00) Dollars annually.

4. Institutional Membership: Any organization, Board,
School, or Library interested in the history of St. Augustine
and Colonial Spanish Florida shall be eligible. Dues Ten
($10.00) Dollars annually.

5. Sustaining Membership: Any group or firm offering spe-
cial support to the objectives of the Society shall be eligible.
Dues Fifty ($50.00) Dollars annually.

6. Honorary Membership: May be conferred upon any per-
son whose activities have contributed to the objectives of tile
Society. Honorary members shall be elected by a three-
fourths vote of the members present at an annual meeting,
upon nomination by the Board of Directors.

7. Life Membership: Dues One Hundred ($100.00) Dollars
in one payment.





Section 4.
Sustaining, Institutional and Honorary members shall not be
eligible to hold office or have voting privileges. No employee of the
Society shall be eligible to hold office or become a member of the
Board of Directors.

Article II. Board of Directors.

Section 1.
The Board of Directors shall be composed of the officers of the
corporation and nine (9) members of the Society, three of whom shall
be elected by a majority vote of the members present at each annual
meeting, as the terms of those serving expire. The term of office for
each member of the Board of Directors, other than officers, shall be
three years.

Section 2.
Any President Emeritus of the Society shall be and he is an ex-officio
member of the Board of Directors with all the powers and functions of
other members of the Board.

Section 3.
The Board of Directors shall have the management and general
supervision of the affairs and interests of the Society, with full powers
to acquire, by gift or purchase, real or personal property for the
Society, to borrow money and to pledge the assets of the Society except
as limited in the Charter, to do any and all other things necessary for
the proper management and general supervision of the affairs of the
Society.

Section 4.
The Board of Directors shall meet every month. Special meetings
of the Board of Directors may be called either by the President, the
Chairman of the Board or upon the request of any three members
of the Board of Directors upon three days' notice being given.

Section 5.
Formulation of policy affecting the Society shall be vested in the
Board of Directors, and shall be set down in the official minutes of
the Society. The Board of Directors shall instruct the President and
officers as to manner and method of public expression on matters of
official policy.





Section 6.
The Secretary shall keep in a permanent minute book correct
record of all meetings of the Board of Directors and make such reports
as may be required, give notices of meetings and notify committees.

Section 7.
Seven (7) members of the Board of Directors shall constitute a
quorum, at any meetings of the Board.

Section 8.
The Board of Directors shall employ a General Manager who shall
have the power to engage and discharge employees not directly under
the control of the Board of Directors or one of its members, subject
to the approval of the Board of Directors; purchase necessary supplies
at any one time not exceeding Two Hundred ($200.00) Dollars without
the special authority of the Board of Directors; he shall keep a correct
account of all monies received and disbursed and make monthly reports
to the Board of Directors.

Section 9.
An Assistant Treasurer, an Assistant Secretary, and an Assistant
Librarian may be appointed and employed by the Board of Directors.

Section 10.
No elective officer or director may be an employee of the Society.

Article III. Officers.

Section 1.
The officers of the Society shall be a President, a Vice-President,
a Secretary, a Treasurer and a Librarian, and shall be elected each
year at the annual meeting and hold office for one (1) year. All
officers and directors shall be elected by a majority of votes cast by
secret ballot at the annual meeting. Officers and directors shall be
installed at the close of the annual meeting at which they are elected,
and shall serve until their successors have been duly elected and
installed.

Section 2.
Nominations for officers and directors may be made by the nomi-
nating committee, but can also be made from the floor.





-Irticle IV. Duties of the officers.


Section 1.
The President shall have executive supervision over the activities
of the Society within the scope provided by these Bylaws. He shall
preside at all membership meetings. He shall report annually on the
activities of the Society. He shall appoint the members of committees
and delegates. At least two (2) months prior to the annual meeting
he shall appoint a nominating conunmittee which will select candidates
from a list of members.

Section 2.
The Vice-President shall assume the duties of the President in the
event of absence, incapacity, or resignation of the President. He shall
serve as Chairman of the Board of Directors, and preside at all meet-
ings of the Board.

Section 3.
The Secretary shall keep the minutes of meetings of the Society
and of the Board of Directors, maintain a list of members and render
an annual report.

Section 4.
The Treasurer shall be responsible for the safekeeping of Society
funds, and for maintaining adequate financial records. He shall deposit
all monies received by him with a reliable banking company in the
name of the Society. Monies shall be paid out by numbered checks
signed by the Treasurer, or in his absence by the President. The Treas-
urer shall collect dues, and he shall render an annual report based
on the calendar year.

Section 5.
The Librarian shall have charge of the library of the Society
and perform the usual duties pertaining to his office.

Article V. Meetings.
The annual meeting shall be held on the second Tuesday of
January in each year. Regular business meetings shall be held quarterly
on the second Tuesday of the month in which they are held. Special
meetings may be called by the President, or in his absence by the
Vice-President, or upon the request of any three members of the
Board of Directors. upon three days' notice being given. Twenty (20)
voting members of the Society shall constitute a quorum at any meeting.





Article VI. Vacancies.
In the event of resignation or incapacity of any Director or officer
the vacancy may be filled by a majority vote of the Board of Directors
for the unexpired term of office.

Article VII. Parliamentary Authority.
The rules contained in Robert's Rules of Order shall govern the
proceedings of the Society, except in such cases as are governed by
the Charter or the Bylaws.

Article VIII. Order of Business.
Reading of Minutes
Correspondence
Treasurer's Report
Reports of Committees
Unfinished Business
New Business
Election of members, and/or officers and directors
Adjournment

Article IX. Amendments.
The Charter and/or Bylaws may be amended at any regular or
adjourned meeting of the members by a two-thirds vote of the members
present, provided notice was given at the previous meeting. All pro-
posed amendments shall be submitted in writing.
October 11, 1960.




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