Society Standing Orders and By-Laws

Standing Order #1
All Standing Orders will be approved by a majority vote of the Board. Newly approved Standing Orders will be published in the Society’s newsletter. All Standing Orders will be made available for public viewing on the Society’s web site and will be included in any Membership packet.
Adopted on 1 March 2006

Standing Order #2
The President of the Society is authorized to spend up to $100 at a time for the purchase of floral arrangements, cards, food, etc to be sent in the name of the Society in an expression of sympathy for the death of a close family member of a member of the Society or of a member. The President will inform the Board at the next meeting of the Board and the Treasurer is to reimburse the President upon presentation of receipts.
Adopted on 1 March 2006

Standing Order #3
The Society shall not buy any product or service from a member of the Society or close family member of a member of the Society unless it can be shown that the product or service is being sold at the member’s cost without any markups. Any such purchase will require an approving vote by the Board of Directors.
Adopted on 1 March 2006

Standing Order #4
The Treasurer of the Society is authorized to pay the cost of meal and beverages for any guest speaker when the meeting where the speaker is making the presentation is a dinner meeting. The Treasurer may also pay for the meal and beverages of a guest speaker’s spouse if approved by the President. The Treasurer will inform the Board at the next meeting of the Board. Such total cost not to exceed $50.00.
Adopted on 1 March 2006

Standing Order #5
An ad hoc committee of the Society can only spend money on products and services that are previously authorized by the Board and for the amount authorized. The Treasurer will reimburse expenses incurred only for expenses which were authorized and for which original receipts were provided. The Board may, in extraordinary circumstances, authorize the Treasurer to reimburse expenses, which were not previously authorized upon written submission to the Board.
Adopted on 1 March 2006

Standing Order #6
The President of the Society is the sole public voice of the Society; no other member of Society is allowed to speak for the Society on any issue at any time except with the express prior consent of the Board.
Adopted on 1 March 2006

Standing Order #7
Minutes of meetings of the Society shall consist of:
The date and place of the meeting with the starting and ending times;
A list of those attending a Board meeting;
A brief summary of reports presented;
The exacting wording of all resolutions made with the vote summary.
The Minutes are not to be a verbatim recording of the meeting but a summation. The Secretary at the next meeting will present the Minutes subject to amendment and approval. The Minutes will be made available for public viewing on the Society’s web site and will be made available at the next meeting.
Adopted on 1 March 2006

Standing Order #8
The President shall appoint an acting secretary anytime that the Society’s Secretary is not present at a meeting of the Board or at a Regular meeting of the Society. The Acting Secretary will present the minutes of the previous meeting, if such is available. The Acting Secretary will take minutes of the meeting and convey them to the Secretary and the President of the Society within one week of the meeting.
Adopted on 1 March 2006

Standing Order #9
The Treasurer, or their designee, and at least one other Member of the Board shall review and account for all valued physical and financial assets of the Society on a periodic basis and especially when a special event has occurred that would or could impact them. These assets include but are not limit to cash taken in, invoices and/or receipts for goods, tickets used for events, and any merchandise purchased or donated for Society use. This report of accounting shall be in writing, dated, signed, and become part of the Society’s records.
Adopted on 1 March 2006

Standing Order # 10
Honorary Members:
The Board shall be authorized to name deserving Individuals as Honorary Members of the Society. The intent is to recognize the assistance to the Membership, and express our appreciation for the work done by “non- Members”/Friends of the Society in supporting the purpose and goals of the Society. It is not intended as a way to recognize long-term Members of the Society for their valuable Contributions over the years.
Honorary Members shall not pay Dues, nor be eligible to Vote, nor hold any Officer or Board position within the Society. However, the Honorary Members would be eligible and encouraged to participate as Full or Advisory Members of any Committee deemed appropriate by the Board.
Honorary Members shall be welcome to attend any Meeting or Event that the Society holds or participates in.

By-Laws
St. Andrew’s Society of Richmond, VA,
Effective October 9, 2002
I. NAME
The name of this organization shall be the St. Andrew’s Society of Richmond, VA, Inc. (hereafter referred to
as the “Society”).
II. PURPOSE
The purpose of the Society shall be to promote knowledge of Scotland’s history, arts, culture and society
through educational presentations, scholarships, awards, social activities and publication.
III. MEMBERSHIP
A. Classes of Membership
Individuals who were at the founding meeting of the Society shall be designated as Founding
members. Individuals who were members as of June 6,1997 shall be designated as Charter Members.
All members shall have equal voting power and authority to hold office.
B. Membership Dues
The amount of the membership dues shall be determined at the Annual Meeting. Members who fail to
pay their dues September 30 of each year shall not be considered to be members in good standing and
may be dropped from membership in the Society by a majority vote of the Board.
Members who are not in good standing shall not be allowed to vote on any Society business and shall
forfeit any Society office that they might hold. Members not in good standing may pay all dues in
arrears to be restored to good standing but shall not be restored to any forfeited office.
C. New Members
Prospective members shall submit a completed application to the Society along with the first year’s
dues. The application shall be submitted to the Board for approval at the next regular board meeting
and announced to the general membership at the next regular general membership meeting.
D. Non-Discrimination Policy
Membership shall not be denied on the basis of race, religion, national origin, political affiliation, or
gender.
IV. ORGANIZATION
A. Board of Directors
The Board of Directors (hereafter referred to as the “Board”) shall be responsible for establishing the
policies and procedures of the Society, subject to the control of the general membership. The Board
shall be composed of the elected officers of the Society, immediate past president, and six at-large
members. The at-large members shall be elected by the general membership to serve terms of three
years on a staggered basis with two at-large members elected each year. Vacancies on the Board will
be filled for the remainder of the term by nomination from the president and approval of the Board. Atlarge members who miss more than three board meetings in a row may be dismissed from the Board
by a three-fourths majority vote of the Board at a regularly scheduled meeting of the Board.
B. Officers
1. Terms
The officers shall be elected to serve two-year terms. The President cannot be elected to two
consecutive terms; all other officers may serve consecutive terms.
2. President
The President shall be the chief executive officer of the Society and shall exercise general
supervision and direction of the affairs of the Society, subject to the control of the Board of
Directors and the general membership. The President shall preside at all meetings of the Society
and shall be responsible for requiring the Board of Directors to meet regularly and function
properly. The President shall be an ex officio member of all standing committees, shall present the
Society before other organizations, and shall enforce the by-laws of the Society. The President
shall nominate the member to fill the unexpired term of any vacant office, subject to the approval of
the Board.
3. Vice President
The Vice President shall perform the duties of the President in the absence of the President. The
vice President shall be responsible for planning and coordinating all Society meetings (other than
board meetings) and shall be Chair of the Programs Committee. The Vice President shall become
President of the Society if the office of President should become vacant. The unexpired term of St. Andrew’s Society of Richmond, VA, Inc.
By-Laws
Page 2 of 3 Effective October 9, 2002
Vice President shall be filled within two months of the Vice President becoming President. The Vice
President shall perform such other duties as assigned by the President.
4. Treasurer
The Treasurer shall keep an accurate accounting of the funds of the Society and shall disburse
funds upon authorization of the Board and/or the President. The Treasurer shall report the financial
status of the Society at all board meetings and at all general membership meetings. The Audit
Committee shall audit the financial records of the Society whenever a new Treasurer takes office or
every two years, whichever is the sooner. The Treasurer shall be the Chair of the Finance
Committee. The Treasurer shall perform such other duties as assigned by the President.
5. Secretary
The Secretary shall be responsible for conducting the general correspondence relating to the
Society, other than financial. The Secretary shall maintain minutes of all meetings of the Society.
The Secretary shall maintain a complete roster of all members of the Society and notify new
members of their acceptance. The Secretary shall be the Chair of the Membership Committee. The
Secretary shall be responsible for notifying all members of upcoming Society meetings and
functions in a timely manner. The Secretary shall perform such other duties as assigned by the
President.
C. COMMITTEES
1. General
Unless stated otherwise in these by-laws, all committee members will be appointed by a majority vote
of the Board and shall serve at the pleasure of the Board. The President may appoint such ad hoc
committees as is deemed necessary.
2. Audit Committee
This committee shall consist of three members. This committee shall audit the accounts of the Society
every two years or whenever there is a new Treasurer, whichever comes first. The committee shall
present its report to the Board.
3. Charitable and Educational
This committee shall consist of no more than five members. This committee shall make
recommendations to the Board for the disbursement of funds from the charitable and Educational
Fund. The Treasurer shall be an ex officio member of this committee.
4. Nominating
This committee shall consist of three members. This committee shall prepare a nomination slate for
officers and members of the Board. This committee will ascertain that such nominees are willing and
able to serve in their respective offices. No member of the nomination committee can be nominated for
an office.
5. Programs
This committee shall consist of the Vice President and up to three additional members. This committee
shall be responsible for arranging the programs for general membership meetings of the Society.
6. Special Events Committees
A committee shall be established for each special event of the Society Each committee shall consist of
one Board member and up to three additional members. Each committee shall be responsible for
arranging a special event of the Society. Each committee shall report to the Board
7. Membership
This committee shall be composed of the Secretary and up to three additional members. This
committee shall be responsible for assisting the Secretary in the maintenance of membership records
and for preparing and distributing membership pamphlets and applications.
8. Finance
This committee shall be composed of the Treasurer as chairman and up to three additional members.
This committee shall prepare a budget for the Society and present it to the Society for approval at the
November general membership meeting. St. Andrew’s Society of Richmond, VA, Inc.
By-Laws
Page 3 of 3 Effective October 9, 2002
V. MEETINGS
A. Regular Meetings
Regular meetings of the Society shall be held on a monthly basis except for the months of June, July
and August (meetings may be held during these months). The Secretary shall publish the date, time
and place of such meetings.
B. Annual Meeting
The annual meeting of the Society shall be held in the month of June. Notice of the annual meeting
shall be sent at least two weeks prior to the meeting. The election of Board members and/or officers
shall be held at the annual meeting. The members attending the annual meeting shall constitute a
quorum.
C. Board Meetings
Board meetings shall be held monthly at a standard date and place determined by the Board. Board
meetings shall be open to members of the Society, but not the general public. Only members of the
Board in attendance shall have voting privileges at a board meeting.
D. Special Meetings
Special meetings of the Society may be held at the request of the Board with proper notification to
members.
VI. Calendar
The Society shall operate on a fiscal calendar beginning on the first day of July and ending on the last day
of the following June. The newly elected officers and members of the Board shall officially take their
positions at the conclusion of the June meeting.
VII. Conduct of Meetings
All meetings of the Society shall be governed by these by-laws and the latest version of Robert’s Rules of
Order, Revised. At meetings of the Society the following order of business shall be observed as far as it is
consistent with the purpose of the meeting:
1. Reading of the Minutes
2. Report of Officers
3. Report of Committees
4. Elections
5. Old Business
6. New Business
7. Announcements
VIII. Amendments
Amendments to these by-laws may be made at any regular meeting of the Society by a two-thirds vote of
the members present and voting, provided that notice of the proposed amendments shall have been
submitted to the members at least thirty days in advance and that individual copies shall have been
submitted to each member of the Board.