Constitution & By-laws

 

The name of this society shall be Smoky Mountain Historical Society. It shall primarily encompass the Tennessee counties of Blount, Cocke, and Sevier that border the Great Smoky Mountains.

 

The mission of this Society is to perpetuate the cultural and genealogical studies and histories of the Tennessee counties of Blount, Cocke and Sevier; to promote a sense of pride through our heritage and connections associated with the Great Smoky Mountains.

 

To accomplish its mission the Society shall:

 

The Society may disseminate historical and genealogical information and promote interest in the past by:

 

The society shall collaborate with the Tennessee Historical Commission, public libraries in the three counties, and other historical/genealogical organizations to collect and preserve materials of significance so that these materials are accessible to researchers, students and scholars.

 

Membership classifications, benefits, dues, and eligibility requirements are as defined in the By-laws.  

 

There shall be an annual meeting. There may be such other meetings as prescribed in the By-laws.

 

     SECTION 1:  OFFICERS -- The officers shall be a president, three vice-presidents, three directors, recording secretary, corresponding secretary, treasurer,  editor, genealogist, and webmaster. The immediate past president is an ex-officio member.

     SECTION 2:  BOARD and REPRESENTATION -- The officers shall constitute the Board of Directors, hereafter referred to as the Board. The configuration of the Board shall always assure a vice-president  and a director represent each of the Society’s three counties.

      SECTION 3:  TERMS AND VACANCIES IN OFFICE -- The president, vice- presidents, and other constitutional officers shall serve the office for a term of three years. No term limits apply. In the event of resignation, removal, or incapacity of any officer, except the president, the remaining term of the vacancy shall be filled by an appointment made by the President and approved by a vote of the Board of Directors. If no member can be found to serve in the vacant position, the President may appoint, with Board approval, a current Board member to serve in the vacant position until the position can be otherwise filled. The Board member filling more than one position has only one vote. The Board shall designate one of the vice-presidents to serve as First Vice President who shall preside during the president’s absence, incapacitation or vacancy of office.

 

     SECTION 1:  All constitutional officers shall be elected by a plurality of votes cast by the members at the annual meeting. A candidate for election shall be a member in good standing. Only one vice president and one director  shall be elected in any one year. A vice president and director representing the same county shall be elected in different years.

 

     SECTION 2:  Not less than two months prior to the annual meeting, the recording secretary shall send a nomination form to every Board member who may nominate one person for each office open to election. Nominations shall be returned not less than one month before the annual meeting. A nominating committee, appointed by the President , shall review the list of nominees and recommend one person for each office to be voted upon by the membership at the annual meeting.

     SECTION 3:  Nominations may also be made by any member from the floor at the annual meeting.

     SECTION 4:  Officers and directors shall be installed at the close of the annual meeting and assume their duties the first day of the year for which they were elected.  They shall serve until their successors are duly elected and installed.

     SECTION 5:  In the event no member is willing to stand for election at the time an annual election is held, the Board may approve a member in good standing to fill the vacant position when available.

 

This constitution may be amended at any regular meeting called by the Board for that purpose. A majority vote by the members present at a regular shall be required to pass upon any proposed amendment. All proposed amendments shall be submitted to the Board in writing. The Board shall submit all proposed amendments and its recommendations on each to the membership one meeting prior to the meeting upon which the vote shall take place. If any portion of this document is determined to be inapplicable due to State of Tennessee or Federal laws and regulations this document shall be deemed amended such as to be in compliance as necessary until which time as this document is formally amended by approved by the general membership.

 

ENACTING CLAUSE:  This Constitution, as last amended, was adopted by the membership of the Society and became effective on November 16, 1997. The Constitution was subsequently amended and approved by the membership on March 17, 2019 and became effective on that date.

 

The Charter of the Smoky Mountain Historical Society, Inc., hereafter referred to as the Society, was originally  registered in the State of Tennessee on April 18, 1977, amended and restated  February 20, 1996.. The Society’s office of incorporation is located at 167 E. Bruce Street, Sevierville, TN 37862-3501. Postal address: PO Box 5078, Sevierville TN, 37864-5078;  Email address: corsec@smhstn.org  Web page address: ‘www.smhstn.org.

The Society is a public benefit not for profit corporation organized exclusively for charitable, literary, and educational purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code. The Society is guided by the enabling provisions and limitations as contained in its Constitution, these By-laws, and the Charter of Incorporation.

 

     SECTION 1:  Dues shall be as approved by a majority vote of the membership at a regular meeting. Any dues paid prior to a change approved by membership vote will be honored at the prior approved rate.

Honorary members shall be assessed no dues.

     SECTION 2: Membership dues are on a calendar year basis payable at the beginning of the year.

     SECTION  3:  New members will receive all issues of the Journal for the year in which  they join, when available.

     SECTION  4:  New members who join after November 1 may elect to have their dues applied to the following calendar year. Access to smhstn.org will be granted for the remainder of the current calendar year. The new member subscription will begin the following calendar year if so elected.

 

     SECTION 1:  The President shall have executive supervision over the activities of the Society within the scope of the Constitution and these By-laws.  The President shall preside at all meetings and report annually on the activities of the Society. The President shall appoint the chairpersons and committees and delegate responsibilities not otherwise provided. The President may serve as ex-officio member to all committees and other deliberative bodies that may be established. The President shall render a summary annual report at the annual meeting. The President’s annual report shall be published in the subsequent year Spring Journal issue.

     SECTION 2:  The First Vice-president shall be another Board member, elected by the Board. The First Vice-president shall assume the duties of the president in the event of absences, incapacity, or resignation of the President. The First Vice-president shall perform other duties as designated by the President.

     SECTION 3:  The Recording Secretary shall keep the minutes of the meetings of the Society and of the Board in a journal provided for that purpose and may render an annual report. Unless otherwise specified,  the Recording Secretary shall read the minutes of the previous meeting and entertain any corrections. When no business is to be held at a meeting, such as a picnic meeting, the meeting minutes for the previous meeting will not be read, but retained for presentation at the next meeting.

     SECTION 4:  The Corresponding Secretary shall receive and act on all correspondence or direct it to the appropriate member of the Society.

     SECTION 5:  The Treasurer shall be responsible for the safekeeping of Society funds and for maintaining adequate financial records. The Treasurer shall be responsible for depositing funds received in a FDIC insured  bank in the name of the Smoky Mountain Historical Society. The Treasurer may with Board direction make financial investments in securities held in trust by a registered securities brokerage. The Treasurer shall be listed as the primary signatory on all financial accounts. The President shall be listed as a secondary signatory. Unless otherwise specified with Board approval, funds shall be paid out of a checking account by numbered checks signed by the Treasurer. Where necessarily urgent and due to the unavailability of the Treasurer, the President may issue a check for payment. The Treasurer shall not issue a check to himself or spouse. The President may issue a check to the Treasurer or Treasurer’s spouse to for approved expenses. The Treasurer shall render an annual report based on the past year. The Treasurer shall work under the direction of the Board to facilitate its responsibilities of fiscal accountability. The Treasurer shall work with the President or the President’s designee to proposal a budget for Board review and approval. The Treasurer shall make reports to the Board as to the organization budget status and any need for subsequent budget adjustments. The Treasurer shall complete and timely file reports such as State of Tennessee sales and Federal IRS registrations. The Treasurer shall present evidence of such filings at the next Board meeting after the required filing date. The Treasurer shall provide summary quarterly financial statements at the Board meeting following the quarter closing. The Treasure shall provide a detailed annual financial report to the Board no later than the Board meeting subsequent to March 31.  Printed copies of the report shall be made available for inspection by the membership at the subsequent scheduled Society meeting. The Treasurer shall prepare and submit legally required documents to regulating government agencies. Copies shall be provided for Board review prior to the submission date or at the next Board meeting after submission.

     SECTION 6:  The Editor shall be responsible for the quarterly production of the Journal.

     SECTION 7:  The Genealogist shall respond to inquires from members and others for information regarding genealogy of the families of the area. The Genealogist or designee shall assume responsibility for the preservation and storage of historical documents and writings that may come in to the possession of the Society. The Genealogist or designee shall maintain a systematic process by which historical records can be catalogued and easily retrieved. The Genealogist shall be the cataloguer of various genealogical records held by the Society and genealogical publications received from other organizations.

     SECTION 8:  The Webmaster shall be responsible for primary maintenance of the society website – www.smhstn.org.

     SECTION 9:  The Board shall have the power to conduct all affairs of the society. It shall select candidates for election to office, pursuant to the Constitution. The Board shall decide questions of  policy and may bring to a vote of the membership those issues that it feels require membership decision.

     SECTION 10:  The Board shall meet as called by the President. A majority of Directors in office shall constitute a quorum. The President will act as chair.

     SECTION 11:  Board members may attend Board meetings remotely by the utilization of electronic communications, providing all persons participating in the meeting can hear other participants.

     SECTION 12:  Where no member, not serving as a Board member, can be found to serve in an open Board position, a current Board member may fill and serve in the open Board position. A Board member filling more than one Board seat shall have only one vote. The number of Board members necessary to constitute a quorum shall be reduced proportionally.

     SECTION: 1  The Board shall assume responsibility for fiscal accountability. It shall assure there is in place at all times a thorough record keeping process to account for the receipt and disbursement of funds.

     SECTION: 2  The Board shall have conducted annually an external or internal audit of the Society’s financial records. The findings of the audit shall be presented in writing to the Board.

     SECTION: 3  Audits—(1) An external audit shall require the engagement of a person or

persons recognized for their proficiency in auditing and/or public accounting. (2) An internal audit

shall require the President to appoint a two (minimum) person ad-hoc committee of members who have no direct personal relationship with those responsible for handling any of the Society’s funds.

     SECTION: 4  The original copy of financial documents shall be maintained by the Treasure, who shall provide a copy of all Bonds or other securities upon request by Board members. Upon termination of the Treasurer’s term, such documents shall be transferred to the safekeeping of the succeeding Treasurer. The Treasurer shall make a report at least semi-annually to the Board regarding the status of all funds on deposit, bonds, securities, and other assets owned by The Society.

     SECTION: 5  The Treasurer, or Treasurer’s designee, and one other member appointed by the President shall complete an annual end of year inventory of all books and other items for retained for sale.

 

     SECTION 1:  Regular meetings of the society shall be held bimonthly.  The annual meeting shall be held in November. In the event the annual meeting is canceled due to weather or other circumstances, the annual meeting shall be the next scheduled meeting.

     SECTION 2:  Special meetings may be called by the President.

     SECTION 3:  At any meeting of the Society, 30 members shall constitute a quorum. If membership drops below 300, 10% of the membership shall constitute a quorum.

 

     SECTION 1:  The society shall have no standing committees. There may be ad hoc committees appointed by the President and approved by the Board, such as a nominating committee or other committees to carry out special projects. The committees shall terminate upon completion of their assignment.

     SECTION 2:  A committee shall consist of the Chairperson and at least one other member..

 

     SECTION 1: Robert’s: “Rules of Order” shall govern the proceedings of the Society where not otherwise addressed by the Constitution or the By-laws.

 

     SECTION 1:  These By-laws may be amended at any regular meeting by a majority vote of those voting, provided they have been reviewed and approved by the Board.  All proposed amendments shall be submitted in writing.

 

     SECTION 1:  Should the Smoky Mountain Historical Society ever dissolve, the assets of the Society shall be equally divided between the  County libraries of Blount, Cocke, and Sevier Counties, Tennessee. If the named library is not then in existence or no longer qualified to receive, or unwilling or unable to accept the distribution, then the assets of the Society shall be distributed to a fund, foundation or organization which is organized and operated exclusively for the purposes specified in Section 501 ( c) ( 3 ) of the Internal Revenue Code.

 

ARTICLE VIII – Elections:  In order to ensure a continuity of leadership and maintain a consistent calendar for elections the following schedule will be enacted for officer elections from this point forward:

2019 – Sevier County VP

2019 – Blount County Director

2019 – Corresponding Secretary

2019 – Webmaster

2020 - President

2020 – Blount County VP

2020 – Cocke County Director

2020 – Recording Secretary

2020 - Editor

2021 – Cocke County VP

2021 – Sevier County Director

2021 – Treasure

2021 – Genealogist

 

The tenure of Board members in office at the time of this revision shall continue to hold office until which time the election is to occur according to the above schedule. Elections will be held at the annual business meeting for the year indicated and repeated on a three year cycle. Should the annual business meeting be postponed the election will be held at the next scheduled meeting with a quorum present. Officers who’s term has expired will continue to serve until such time as an election is held and the newly elected officer is installed.

 

Section 1:  The Society shall indemnify any Board officer against any and all expenses and liabilities actually and necessarily incurred by him or imposed on him in connection with any claim, action, suit, or proceeding to which he may have been made a party due to his service to the Society. This indemnification excludes actions of gross negligence or criminal offense. The Board may authorize the purchase insurance to limit the financial risk of such indemnification of the individual and the Society.

Section 2:  In accordance with Tennessee State laws and regulations a member may assign his voting rights to a proxy. Written notice of proxy assignment must be delivered to a Board member at least 24 hours prior to a meeting where the proxy will vote.

 

REVISION HISTORY & Effective Date:  The SMOKY MOUNTAIN HISTORICAL SOCIETY came into being (unchartered) on 10 July 1966 at the annual meeting of the National John Huskey Genealogy Society when a motion was made and adopted to change the name of the society.  By-laws were first printed in the SMOKY MOUNTAIN NEWSLETTER in 1968. A few minor amendments were adopted in 1973, 1983, and 1995. The last revision was approved by majority vote of the general membership March 1999, effective January 1, 2000.  This revision of the Constitution and By-laws will be printed in the next Smoky Mountain Historical Society Journal issued after membership approval.  Revision of the Constitution was approved by members at the March 17, 2019 meeting. The By-laws were approved by members on November 17, 2019 and became effective on that date.