Foster Preservation Society

Society By-Laws





February 20, 2007


Article I       Name:

The name shall be Foster Preservation Society.



Article II     Mission:

The Foster Preservation Society is a non-profit, non-partisan  organization dedicated to the preservation of historic buildings, rural character, colonial heritage and the orderly growth and development of the Town.  The Society will   work towards the attainment of these objectives through educational programs and publications, through research into the town’s history, acquisition  of materials pertaining to all aspects of its history and will cooperate with historical societies and other agencies promoting  compatible goals.



Article III     Membership:

Membership is open to all interested persons, resident or non-resident, who wish to support the mission of the Society.



Article IV     Board of Directors:                            

Section 1           Term of Office:

Term of office shall be two years.  Election of officers shall be held in odd numbered years at the annual meeting.


Section 2          Officers, Members-at-Large and Duties          

President: shall preside at all meetings and may call a special  meeting of the Board at any time. The President shall be a member ex-officio of all committees.


Vice President: shall assume all duties in the absence of the President.


Secretary: shall keep a record of all meetings, and handle all correspondence; will maintain all FPS files in the office of record.  In September, the Secretary shall send bills for annual dues to all members and update the membership database.


Treasurer: shall collect all dues; shall pay all organization  expenses, sign all checks, and keep all monies in a bank account under the name of the Foster Preservation Society; will keep a  record of all income and expenses in a format approved by the Board; will provide a financial report at each meeting. The President and Treasurer are each authorized to sign checks. Only one signature is required.  The Treasurer will present any and all financial records for audit every two years at the election of officers.


Past President:  The immediate Past President remains a member of the Board and has one vote.


Historian: shall be responsible for promoting research of the Town’s history as well as advising the Collections Committee on acquisition of pertinent materials.


Members-at-large: There will be four members-at-large who will each have one vote; they may chair committees.



Article V     Board Rules:

Section 1

A quorum of five Board members, which shall include either the President or Vice President, shall be required to consider a transaction of business.


Section 2

The Board shall have power between regular meetings to take any action, consistent with the objectives of the Society, which cannot reasonably await the action of the membership.


Section 3               

The Board shall formulate policy subject to the approval of the members.


Section 4

Current Committee Chairpersons and members may attend meetings of the Board by invitation.


Section 5

Minutes of Board meetings shall not be read at regular meetings unless 2/3 of those present (a quorum being present) so request.


Section 6               

The Board shall appoint a By-Laws Committee.


Section 7

Vacancies in an office occurring during a term will be filled by the Board.



Article VI     Meetings:

Section 1

Board meetings will be held the first Tuesday of each month except July and August.


Section 2

Four Regular meetings shall be held on the second Monday of the months of April, June, September and November. The Board may change the meeting date with advance notice to all members.


Section 3

Annual Meeting shall be held on the second Monday of June for annual reports every year and for the election of officers every odd year.


Section 4

Regular Meetings will be posted in the Providence Journal and the Foster Home Journal by the Program Committee Chair or designated person.



Article VII     Committees:

Section 1

The following committees shall be appointed by the Board: Collections, Finance, Fundraising, Marketing, Membership, Program, Properties, and Publications.


Section 2

In January, a Nominating Committee of three members, one of whom shall be a Board member, shall be appointed by the Board.



Article VIII     Dues:

Section 1

There shall be annual dues as determined by the Board and approved by the membership. Dues are due in September and must be paid by November 1st. A new member joining on or after April 1st shall pay one half year’s dues. The Secretary shall notify any members whose dues are not paid by December 1st.  If still in arrears by the March meeting a personal contact will be made by members of the Membership Committee. Nonpayment of dues voids membership.



Article IX     Quorum and Voting:

Section 1

A quorum of ten members in good standing (dues paid) is required to consider a transaction of business at a regular meeting.



Article X     Amendments:

Section 1

These by-laws may be amended by presenting the amendment in writing to the by-laws committee. A proposed amendment shall  become a part of these by-laws when approved by a two-thirds vote at a regular meeting, a quorum being present, and provided that such amendments will have been approved by the Board and presented to the membership for consideration one month prior to being voted upon.



Article XI     Dissolution:

Upon the dissolution of this organization for any cause, the entire remaining net assets of the organization shall be paid over and transferred to the Town of Foster, Rhode Island, the money to be used to maintain the collection and keep it available to the public.



Article XII     Tax Status (reprint of Section 501 (c) (3) of the IRS Code of 1986):

Notwithstanding any other provisions of these articles, the organization is organized exclusively for one or more of the purposes as specified in Section 501 (c) (3) of the Internal Revenue Code of 1986, and shall not carry on any activities not permitted to be carried on by an organization exempt from Federal income tax under IRS 501 (c) (3) or corresponding provisions of any subsequent tax laws.