Governance and By-Laws

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Museum By-Laws

The Complete and Amended Articles of Incorporation

Article One: Name: The name of the Corporation, organized under the laws of the State of Vermont, is The Main Street Museum; hereafter referred to as the “Corporation” or the “Museum”.

Article Two: Location: The Location of the Museum is currently 58 Bridge Street, White River Jct., Vt. 05001; in care of: David Fairbanks Ford, Director; 802.356.2776; e-mail: dff@mainstreetmuseum.org

Article Three: Purposes: The Corporation is organized exclusively for Charitable and Educational Purposes, specifically maintaining public exhibition space and a research area for studying and preserving objects and material culture.

Article Four: Officers: Officers of the Museum shall consist of a President and Secretary. Both serve one year terms, to be elected by the membership at an Annual, or Business Meeting described below through a majority of those present. Duties of the President of the Corporation consists of the day to day management of the Corporation, management any project using the name of the Corporation and keeping and providing access to all financial records of the Corporation. The President presides at all meetings. The Secretary takes minutes at each meeting and provides said minutes to the board and, if requested, to all members of the Museum.

Article Five: Board: The Board of Directors of the Corporation, shall be composed of no more than twenty-five individuals. A two-thirds majority of Members and consensus of the entire board is necessary for the election of individuals to the Board of Directors. Consensus of the Board is necessary to remove any member from the Board. In the event on a “tie vote” in any decision making process, the Secretary of the Museum shall be the deciding voice.

Article Six: Members: Members of the Corporation are currently dues paying members of the Main Street Museum and the Officers and Board Members. A complete list of all members is kept by the President. Membership is annual.

Article Seven: Meetings: Board Meetings’ times and locations are decided by the President. The Annual Meeting is held once a year. A two-thirds majority of those Members in good standing present is necessary for quorum.

Qualification for membership entails having paid annual dues to the Museum within the last 12 months, or initiating, or reinstating Museum membership at the Annual Meeting. The Procedures used at all meetings are “Consensus” Procedures. In the absence of consensus, the President may call for “Robert’s Rules” Procedures to prevail.

Article Eight: Dissolution: Upon dissolution, assets of the Corporation shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future code.

Article Nine: The President of the Corporation shall have complete authority to refuse any person or group exhibition in Museum galleries and shall notify the entire board in a timely manner in the case of any planned exhibit or presentation of artwork that is deemed controversial in any way. [Minutes, 7 Jan., 1996, §6–7.]

Copyright mmvii The Board of Directors Main Street Museum White River Junction, Vermont

Minutes of the Board of Directors