Founded 1960






Section 1.  Name.   This Corporation shall be known as the Texas State Genealogical society, Inc.


Section 2.  Fiscal Year.  The fiscal year of the Corporation shall commence on the first day of January each year and end on the thirty-first day of December.  Annual Business Meetings shall be held in November or at other times established by the Board of Directors.


Section 3.  Purpose.  The purpose of this Corporation is to promote, assist, develop, and conserve the genealogical and historical resources of Texas and to cooperate with local, regional, and statewide groups in promoting an awareness of the need to preserve family heritage.  Specifically the mission of the Corporation is to: 1) research, record, accumulate, reproduce, distribute, and circulate genealogical and historical material; 2) assist in making such material available to those who are, or may be encouraged to be, interested in family and State of Texas history; 3) perpetuate the memory of Texans and their ancestors and inspire a wholesome regard for those who have been and are now part of the heritage of our State and Nation; 4) stress the importance of accuracy through the careful documentation of research; 5) make donations by acquisition or memorial to research collections which are open to the public; 6) disseminate knowledge by the sponsorship of conferences, workshops and seminars; 7) publish a quarterly journal titled  STIRPES  and newsletters and other publications useful to researchers; 8) sponsor awards for writing and honors recognizing the efforts of individuals or organizations.


Section 4.  Office.  The Corporation shall maintain in the State of Texas a registered office and an agent whose address is identical with the registered office.  The registered office of the Corporation shall be at the residence of the President, however supplemental mailing addresses may be designated as the affairs of the Corporation may require.


Section 5.  Seal.  The seal of the Corporation shall be circular in form and shall bear the words TEXAS STATE GENEALOGICAL SOCIETY, INC., and in the center, a star.


Section 6.  Logo.  The logo of the Corporation shall be the letters “TSGS” rendered in stylized script in a connected oval pattern within an outline of the State of Texas.  Tax exempt Partner Societies may use this logo on the letterheads, newsletters, and journals, during any year in which they are a member.  The words “Partner Society” shall be added above or below the logo.






Section 1.  General.  Membership is by calendar year and is not transferable.  Membership may be extended to persons and organizations deemed to be sufficiently interested in genealogy/history and desirous of accomplishing the purposes of the Corporation, who may apply and be approved by the Board of Directors, and shall annually pay membership dues.


Section 2.  Categories. Members shall be accepted according to the procedures set forth by the Board of Directors in the following categories.


A.  Individual Member.  Any person over eighteen years of age who is not a member in another category. 


         B.  Family Member.   Any legally adult person and their designated partner.


C.  Contributing Member.  Any person, organization, or business that contributes $25.00 to the Corporation.


D.  Patron Member.   Any person, organization, or business that contributes over $50.00 to the Corporation.


E.   Life Member. Any person who makes a one-time contribution of over $600.00.  The Corporation shall issue a “Life Membership Certificate” to such members.


F.   Honorary Member.  Any person recommended by a two-thirds (2-3) vote of the Board of Directors and approved by majority vote of the general membership to be honored for their contribution to the fields of genealogy or history.  Honorary members shall not be required to pay dues.  The Corporation shall issue a “Honorary Membership Certificate” to such members.  Fellows of the society shall be considered Honorary Members.


G.  Partner Society.  Any tax-exempt genealogical, historical, or scholarly organization.Partner Societies will submit their membership lists at the time of membership application or renewal.  Updated lists may be submitted at any time during the membership year.


H.  Family Association.  Any organized family organization whose purpose is to preserve a family’s genealogy, history, and stories.



I.    Associate Member.  Any member of a partner society as shown on the latest membership list received by the Corporation.



Section 3. Benefits.  The Board of Directors will determine and publish the benefits to be extended to members.


Section 4.  Dues.   The Board of Directors will determine the amount of annual dues payable to the Corporation by members of each category.  Such dues shall be determined for the following year, prior to the publishing of the September issue of the Society’s quarterly, STIRPES, and shall be announced in that issue and the December issue.


Section 5. Payment of Dues.  Dues are payable initially upon application for membership and annually thereafter by 1st January.  Current members who fail to renew by 1st February are considered delinquent and their membership shall be terminated on 1st April for non-payment of dues.  There shall be no month-by-month membership, except for new members who join after 1st January, who shall pay dues prorated for the remaining months of their first membership year.


Section 6.  Membership Cards.  Membership cards shall not be issued.  If requested in writing, a letter confirming membership will be provided by the Treasurer.


Section 7.  Resignation and Removal of Members. A member may resign from the Corporation by delivering a written resignation to the President or the Secretary, and thereupon membership shall terminate.  Any member may be removed from membership or from office for conduct detrimental to the interest of the Corporation by affirmative vote of three-fourths (3/4) of the Board of Directors, registered in person or by written ballot at any regular or special meeting called for that purpose.  Such member must be notified in writing by certified or registered mail,  at least thirty (30) days prior to such meeting at which removal is to be proposed and voted upon.  The member shall be entitled to appear before and be heard at such a meeting.


Section 7.  Libraries.  There is no separate membership category for libraries.  Libraries may subscribe to the quarterly and newsletters at a rate established by the Executive Board.







The Corporation is a statewide organization, Representation on the Board of Directors shall be accomplished by the election of representatives from distinct areas of the State.  The Board of Directors shall set the number of such District Representatives and the district boundaries.  The number may increase or decrease  from time to time provided there be no fewer than five (5) such representatives from distinct areas of the State.







Section 1.  Annual Budget and Program Plan.  The base operating document shall be the Annual Budget and Project Plan, as approved by the Board of Directors.  The plan shall list all official projects and active committees of the corporation, designate responsible individuals, and assign specific funding limits to each.  No Corporation member may commit resources in excess of such limits.  The Board of Directors may revise the plan throughout the fiscal year, as necessary.


Section 2.  Board of Directors.  The Board of Directors shall develop overall policies of the Corporation, establish committees, and perform other functions as specified in these Bylaws.  The voting members shall be the seven (7) elected members of the Executive Board who are the Officers of the Corporation, the elected District Representatives, and the immediate Past President.  The non-voting members shall be all other former Presidents if they wish to serve.


Section 3. Qualification of Elected Officers.  No person shall serve as an elected Officer who has not paid dues to the Corporation before such dues become delinquent.  All Officers must have been a dues-paying member in good standing for at least one (1) full year prior to being elected.  The President and President Elect shall have served on the Board of Directors for at least one (1) full term, two years, prior to their election.


Section 4.  Term of Office.  Elected members of the Board of Directors shall serve for a two-year term beginning on 1st January immediately after election.  Inasmuch as they are elected for such two-year terms they shall pay their dues for the two-year term immediately upon such election.  Appointed members of the Board of Directors shall serve for a one-year term, or at the pleasure of the President.


Section 5.  Executive Board.  The Executive Board shall supervise the Corporation’s activities and have full authority to direct its operations between the annual Business Meetings of the general membership, and shall consist of the following elected Officers.


A.  President.  The President shall: 1) preside at meetings of the Board of Directors and Executive Board; 2) have and exercise general charge and supervision of the affairs of the Corporation and shall do and perform such duties associated with the office and as may be assigned by the Board of Directors; 3) be an ex-officio member of all committees with the exception of the Nominating committee: 4) approve or disapprove, and counter-sign committee reports and meeting minutes: 5) review expenditures to ensure they are within the limits of the approved Annual Budget and Project Plan; 6) maintain the master file of past quarterlies and newsletters; 7)  maintain an informal procedures book containing memoranda about recurring actions  and key decisions in order to foster continuity in future years.



B.  President Elect.  The President Elect shall automatically move into the position of  President, when the acting President moves out of office. The President Elect shall assist the President in developing the Annual Budget and Project Plan and shall chair the Budget and Project Committee.  The President Elect shall assume the duties of  the Conference Chairman. At the request of the President or in the event of the absence or disability of the president, the President Elect shall perform all the duties and possess and exercise the powers of the President, and shall perform other duties as may be assigned by the Board of Directors.


C.  First Vice-President.  The First Vice-President shall assist the President in developing the membership of the Corporation and shall chair the Membership Development Committee.  The First Vice-President shall move in succession to the office of the President Elect should there become a vacancy.


D.  Secretary.  The Secretary shall: 1)take the minutes of all Corporation meetings and shall be prepared to read such minutes at the next meeting unless waived unanimously: 2) forward to the President within ten (10) working days the minutes of any meeting for the President’s approval and signature and upon direction of the President make and send copies to the Executive Board and Board of Directors: 3) have charge of the Corporate Seal and affix such seal to all approved minutes of the Corporation; 4) conduct all correspondence of a general nature pertaining to the Corporation as directed by the President and Board of Directors; 5) transfer all papers and the Seal at the end of term of service at a place specified by the President, all such papers to be jointly inventoried with and forwarded to the next Secretary, with a signature receipt of such transfer forwarded to the President by the new Secretary.


E.  Treasurer.  If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of his or her duties in such sum and with such surety or sureties as the Board of Directors shall determine.  The Treasurer shall have charge and custody of an be responsible for all funds and securities of the Corporation and shall: 1) receive monies due and payable from any source whatsoever; 2) deposit or cause to be deposited all such monies in the name of the Corporation in such banks or other depositories as provided by the Executive Board; 3) in general perform the duties incident to the office of Treasurer, and other such duties as may be assigned by the President of Board of Directors; 4) maintain the financial records of the Corporation in such a manner that inspection of such records may be made by any member upon submission of a written request seven (7) days in advance, the inspection to be at a place determined by the Treasurer; 5) maintain a file of current and past members and the amount of dues paid, and photocopies of Life and Honorary Membership Certificates issued; 6) maintain single-entry accounting records and a voucher file documenting all membership certificates issued; 6) maintain single-entry accounting  records and a voucher file documenting all disbursements; 7) make payments only for approved projects when supported by a voucher; 8) receive purchases receipts/bills of sale for capital equipment and indicate the make, model, and serial number when applicable; 9) for each piece of Corporation property, maintain a file containing depreciation schedules approved by the Board of Directors, and letters from persons having possession of property indicating the exact location of the property; 10) submit a signed Financial Statement at the end of each Quarter   to the President for approval and counter-signature; 11) submit a signed Financial Report to the President not later than fifteen (15) days prior to each Annual Business Meeting and to the Audit Committee at the end of each fiscal year; 12) co-sign all checks over  $100.00 with the President or other officer designated by the Executive Board; 13)  transfer all papers at the end of term of service at a place specified by the President, such papers to be jointly inventoried with and forwarded to the next succeeding Treasurer, with a signature receipt of such transfer forwarded to the President by the new Treasurer.


F.   Historian.  Historian shall perform such functions as are assigned by the President or Board of Directors, and shall: 1) maintain a scrapbook or notebook relating to the activities of the Corporation in such a manner as to be an on-going history that covers the period from the annual Business meeting through the following year; 2) prepare a report and display for the Annual Business Meeting; 3) have custody of any objects of value that belong to the Corporation,  other than capital equipment; 4) transfer all papers at the end of term of service at a place specified by the President.


G.  Archivist.  The Archivist shall have charge of all such minutes, documents, papers and books as the Board of Directors, these Bylaws, and the law determine to be of permanent nature.


Section 6.  Representatives.  Representatives shall be elected to make up a portion of the Board of Directors and shall be voting members.  It shall be the duty of such representatives to : 1) represent the Corporation within his or her district; 2) actively solicit membership; 3) contact each society in their district; 4) assist genealogical organizations to find such needed assistance as may be requested by such organizations; 5) answer correspondence from researchers which pertain to their respective district, with such correspondence and the proposed answer brought to the Board of Directors or Executive Board for final disposition.  Representatives may not serve more than five (5) consecutive terms, i. e.,  ten (10) years.  They are, however, eligible for nomination to other elected offices or appointed positions.



Section 7.  Immediate Past President.  The immediate Past President shall assume the role of advisor and consultant to the President and other Officers in carrying out the activities of the Corporation and shall be a voting member of the Board of Directors. At the request of the President he or she may preside over special meetings, advisory boards, or committees.


Section 8.  Former Presidents.  All other former Presidents who qualify as members of the Corporation shall be eligible to serve on the Board of Directors if they so wish.  Such former Presidents shall not have a vote, but serve only in an advisory capacity.


Section 9.  Appointments to the Board of Directors.  The President, with the approval of the Executive Board, may appoint certain members to the Board of Directors.  These appointments may include, but are not limited to the following.


A.  Stirpes Editor.  The Stirpes Editor is appointed by the President and shall be responsible for publishing and distributing the quarterly publication, Stirpes, under the guidelines of the Board of Directors.  The Stirpes Editor, if appointed, shall be a           voting member.


 B.  Web Site Manager.  The manager is appointed by the President and shall be responsible for   operating the web site, in accordance with procedures submitted to and approved by the Board of Directors.  The Manager, if appointed, shall be a voting  member.



C.  Texas First Families Director.   The Director shall be responsible for the Texas First  Families Project, under the guidance of the Board of Directors.  This person shall be a  voting member.


D.  Parliamentarian.  The Parliamentarian may be a Corporation member and therefore become a non-voting member of the Board of Directors, however the President may elect to secure the services of a professional parliamentarian for the Annual Business  Meeting as the need arises.  The fee for such a parliamentarian must have approval of  the Executive Board.  The parliamentarian must be present at the Board of Directors meeting held before the Annual Business meeting and should be available to any Officer or Committee Chairperson for consultation prior to the meeting.


Section 10.  Attendance.  Membership on the Board of Directors shall automatically terminate if a Board Member misses three (3) consecutive meetings.


Section 11.  Vacancies.  Any vacancy, other than that of President, occurring on the Board of Directors shall be filled by the Board of Directors.  A member selected to fill a vacancy shall serve for the unexpired term of his or her predecessor.



Section 12.  Reports.  Each member of the Board of Directors, including appointed members and Past Presidents, shall be prepared to make a report at the Board of Directors meeting preceding the Annual Business Meeting and will submit a written report to the President, which will be forwarded with the Presidents Report to the Secretary and shall become part of the Corporation’s records.







Section 1.  Committee Membership.  Committee membership shall be open to all members of the Corporation.  Special advisors and ex-officio members may serve on committees but shall have no vote.


Section 2.  Term of Service.  Each committee member will continue to serve until such committee shall be earlier terminate, or unless such member be removed from such committee or cease to qualify as a member.  Vacancies shall be filled by appointment by the President, for the unexpired part of the term.


Section 3.  Rules.  Each committee may adopt rules for its own operation that are not inconsistent with these Bylaws or the rules adopted by the Board of Directors.


Section 4.  Standing Committees.  The Board of Directors may designate one or more standing committees.  The funding limit for each committee shall be established in the Annual Budget and Program Plan.  Committees are not authorized on their own authority to commit time, funds, or property of the Corporation, or establish policy.  The President shall appoint the members of the committees, which shall include but not be limited to:


A.  Budget and Projects Committee.  The President shall  appoint the committee, to be chaired by the President Elect.   The Treasurer may be a member of the committee. The committee shall develop the Annual Budget and Project Plan.


B.  Membership Development Committee.  The President shall appoint a Membership Development Committee, to be chaired by the First Vice-President.  The committee shall coordinate Corporation efforts to develop the general membership.


C.  Writing Awards Committee.  The President shall appoint the committee and designate one member as chairperson.  Nominees for awards shall be approved by the Board of Directors prior to their notification.  Recipients will be notified before the meeting at which recognition is to be made.


D.  Honors Committee.  The President shall appoint the committee and designate one member as the chairperson.  Nominees for honors shall be approved by the Board of  Directors prior to their notification.  Recipients will be notified before the meeting at which recognition is to be made.


E.  Nominating Committee.  The President shall nominate for approval by the Board of Directors five (5) members to serve on the Nominating Committee.  This committee shall present nominations for Officers and District Representatives during the        Annual Business Meeting.


F.   Audit Committee.  The President shall appoint an Audit Committee of at least three (3) Board of Directors members and shall designate one of them as chairperson thereof.  The President shall be an ex-officio member.  The committee shall meet on call of either the President or the Chairperson of the committee.  Audits shall be conducted annually, as of the close of the fiscal year; upon change of the President of  Treasurer; or at other times as directed by the Board of Directors.  The Audit Committee shall: 1) receive the Annual Financial Statement from the Treasurer; 2) examine accounting ledgers, vouchers files, check registers, canceled checks, membership lists, and documents maintained by the Treasurer to determine their                accuracy; 3) ascertain the balance of Corporation funds and assets; 4) submit an Audit Report to the President within thirty (30) days after the end of the fiscal year.


Section 5. Special or Ad hoc Committees.  The President shall have the authority to designate and appoint ad hoc committees for special functions and terminate such committees after they have served their purpose.  The committees may include but not be limited to:


A    Annual Business Meeting and Conference Committee.

B.   Open Records Committee.

C.   Speakers Bureau Committee.

D.   County Database Committee.  

E.   Special Projects Committee.

F.    Web Site Committee.

G.   Pioneer Certificates Committee.

H.   Bylaws Revision Committee.

I.    Publications Acquisition Committee.

J.    Historical Preservation Committee.








Section 1.  Conduct of Meeting.  All Corporation meetings shall be governed by Robert’s Rules of Order Newly Revised as modified by these Bylaws and the Board of Directors.


Section 2.  Annual Business Meeting.  Voting members of the Corporation shall be called to meeting at least once each calendar year for the purpose of conducting such business as may come before the Corporation. The date and place of the Annual Business meeting shall be determined by the Board of Directors.  Announcement of the meeting shall be published in the quarterly at least (60) days prior to such annual meeting.


Section 3.  Conference, Seminars and Workshops.  The Board of Directors may conduct, or cause to be conducted, various conferences, seminars, and workshops, including one to be held immediately before or after adjournment of the Annual Business Meeting.


Section 4.  District Meetings.  Meetings may be held within the State of Texas by a District Representative or any Officer for the purpose of enlisting membership.  No Corporation affairs shall be discussed or voted upon at such meetings.  Permission for area meetings must be requested in writing to President at least thirty (30) days in advance.


Section 5.  Special Meetings.  Special meetings of the members may be called by the President, the Board of Directors, or by not less than one-tenth (1/10) of the current members.  Notice of such special meetings must be sent to the members, or published in the quarterly, not less than ten days nor more than one hundred twenty (120) days prior to such called meeting.


Section 6.  Board Meetings.  The Board of Directors and Executive Board shall meet as frequently as the business of the Corporation may require.  The Board of Directors must meet annually prior to the Annual Business Meeting.  The Executive Board must meet at least twice a year.  The business of the boards must be recorded in detail in the minutes of the board and retained for the Corporation by the Secretary.  







Section 1.  Quorums.  At any general meeting of the Corporation, the presence of ten (10) members in person shall be necessary to constitute a quorum for all purposes, except as otherwise provided, and a vote of a majority of those members present shall be required on all matters, except as may be otherwise specifically provided by these Bylaws.  At any meeting of the Board of Directors, one-half (½) of the members in person shall be necessary to constitute a quorum.  At any meeting of the Executive Board of, two-thirds (2-3) of the members in person or by teleconference shall be necessary to constitute a quorum. 


Section 2.  Voting.  At every meeting each members present shall be entitled to one (1) vote except Honorary Members and Associate Members who may not vote.  Partner Societies of less than ninety-nine members will be allowed one (1) vote.  Larger societies will be allowed an additional one (1) vote for each additional one hundred (100) members or fraction thereof.  No Partner Society will be allowed more than five (5) votes.  Partner Society delegates and the society’s latest membership list will be certified prior to the meeting and the delegates will be introduced during the meeting.  Vote may be by voice or by hand, but upon the demand of any member the vote upon any question shall be by ballot.


Section 3.  Elections.  At each election meeting the President shall appoint an Election Captain for the purpose of ascertaining a true and correct count. The Nominating Committee shall present nominations during the Annual Business Meeting, after which further nominations, with the consent of the nominee, may be received from the general membership.  When the nominations are closed a vote shall be taken and the Election Captain’s findings shall be reported to the assembled body.  Persons receiving the greatest number of votes for each office shall be declared elected and the results will be recorded in the Minutes of the Annual Business Meeting.







The Board of Directors shall have the authority to engage the services of an Executive Director to carry out the organization, administration, and coordination of the Corporation’s activities.  Such Executive Director shall be the chief operating officer of the Corporation and shall serve at the pleasure of the Board of Directors.  In accordance with an agreement negotiated by the Board of Directors, the Executive Director shall have the authority to manage and direct the operations of the Corporation, including the power of appointing and discharging the professional staff and all employees of the Corporation according to the policies established by the Board of Directors.











Section 1.  Official Files.  The official files of the Corporation are the following: 1) Charters from the State of Texas; 2) Documents establishing tax-exempt status with the State or the United State Government; 3) Bylaws; 4) Annual Budget and Project Plans; 6) Minutes of Annual Business Meetings; 6) Minutes of Executive Board Meetings; 7) Minutes of Board of Directors Meetings; 8) Membership Lists; 9) Copies of Life and Honorary Membership Certificates; 10)Accounting Records and supporting Vouchers Files; 11) Quarterly Financial Statements; 12) Audit Reports with attached Annual Financial Reports; 13) Capital Equipment Records; 14) Texas State Genealogical Society’s  Scrapbooks; 15) Quarterlies and Newsletters.


Section 2.  Files Retention.  The above files will be closed-out on the 31st of December.  Current and previous year files will be retained by the applicable Officer or Committee Chairperson.  Older files will be boxed, labeled, and transferred to the Archivist.  The Executive Board may authorize funds to defer storage costs.  Files three (3) years old will be reviewed by the Executive Board and documents not required for legal or tax purposes will be disposed of, except for the following permanent files; 1) Charters and Papers establishing Tax-exempt Status; 2) Past Annual Budge and Project Plans; 3) Past Minutes of Annual Business, Executive Board, and Board of Directors Meetings; 4) Past Audit Reports and Annual Financial Reports; 5)Copies of Life and Honorary Membership Certificates; 6) Texas State Genealogical Society’s Scrapbooks; 7) Past Quarterlies and Newsletters.        









In order to ensure that members are adequately informed of decisions made, along with the associated cost, the following shall be published in Stripes; the Annual Budget and Project Plan; minutes of the Annual Business Meeting and the Executive Board and Board of Directors meetings; and the Annual Audit Report and Financial Statement.











Section 1.  Endangering Tax-exempt Status.  No member or employee of the Corporation shall take any action or carry on any activity on behalf of the Corporation that would place the Corporation in jeopardy as to its tax exempt status with the State of Texas or the Government of the United States.


Section 2.  Prohibition Against Indicating Affiliation.  No member or activity which engages in the collection of funds for services of any kind may indicate an affiliation with the Corporation, or use the Logo, Seal, equipment, data, or funds of the Corporation without the prior written approval of the Board of Directors.


Section 3. Prohibition Against Sharing in Corporation Earnings. No member or employee or any person connected with the Corporation, or any other private individual shall receive at any time any of the net earnings or pecuniary benefit from the operation of the Corporation, provided that this shall not prevent the payment to any such person such reasonable compensation for services to the Corporation.  No such person or persons shall be entitled to share in the distribution of any of the Corporate assets upon the dissolution of the Corporation.








If members of the Corporation shall deem, consent, and agree, that dissolution of the Corporation, be it voluntary or involuntary, be necessary, the assets of the Corporation, after all debts have been satisfied, shall be distributed, transferred, conveyed, delivered, and paid over in such amounts as the Board of Directors may determine or as may be determined by a court of competent jurisdiction upon application of the Board of Directors, exclusively to genealogical, historical, literary, or educational organizations which would then qualify under the provisions of Section 501 (c) (3) of the Internal Revenue Code and its Regulations as they now exist or as they may hereafter be amended.











These Bylaws may be altered, amended, revised, or repealed at any meeting of the members of The Corporation by a majority vote of all members present and voting or by written ballot provided that the proposed action is announced to the membership no later than the September publication of Stripes.



These Bylaws supercede all Bylaws, Amendments and Revisions to date.


Amended  9th  November 2001 - Effective 1st  January 2002






Betty Hendricks Dunquez, President 2002 - 2003




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