Constitution and By-Laws
Adoption of Constitution and By-Laws
Resolution of Charter
CLAN BUCHAN ASSOCIATION CONSTITUTION AND
BY-LAWS
ARTICLE I
The name of this Clan Association shall be: CLAN BUCHAN ASSOCIATION
ARTICLE II
The objectives and purposes of this association shall be:
A. To educate, acquaint and disseminate information and Clan Data, by
all possible means, to encourage and maintain interest in the history and
traditions of the Clan and its contributions to the Scottish Heritage, to
extend knowledge of the Clan and Scotland wherever and whenever possible
and to support other Clan and/or Society movements which have as their
objectives the perpetuation of Scottish Heritage and Traditions.
ARTICLE III
MEMBERSHIP
Membership is open to:
A. All persons bearing the name of and/or being descended from any of
the Clans or Septs of the Clan Buchan.
B. Persons married to any of those in Paragraphs A. and C., above and below.
C. Persons having traceable historical connections with the Clan Buchan
Association, and/or its past and/or present Septs.
D. Persons having a high interest in Clan Buchan history, genealogy,
traditions and heritage. Each person having been accepted into
membership and upon payment of annual dues thereafter shall be considered
a member in good standing. Members in good standing may attend any
meeting of the Clan and have one vote on any matter raised there at, and
is entitled to hold office.
ARTICLE IV
This Clan Association shall have perpetual existence.
ARTICLE V
A. The annual meeting shall be held at a place and time to be announced
to all members and interested persons, thirty (30) days in advance.
B. Business meetings necessary for the conduct of Clan business shall be
called by the current Representative, and such meetings to be held in a
manner best suited to them and the situation, i.e. the business agenda
might be sent to each member of the Clan, by mail in lieu of an on-site
type meeting. The Clan members would take the appropriate action on the
agenda and return the same by mail. A majority vote obtained thus would
be construed as having been the vote of an on-site meeting.
C. Quarterly newsletters will be sent out by the Representative,
relaying to all members, financial standing of the Clan, current total
membership of the Clan, and any newsworthy events, relating to either the
Clan or its members.
D. A quorum of Clan Buchan Association shall be the current
Representatives and a simple majority of
(1) the persons present at an on-site meeting.
(2) the total members when meetings are held by mail or other
remote means.
ARTICLE VI
MANAGEMENT
A. Routine affairs of the Clan shall be managed by the Representative,
subject to the advice and Consent of the past Clan Representative and a
Council of three (3) current members of good standing.
B. Affairs related to Policy, large Fiscal expenditures or any
Controversial subject will be handled as in A. above, except that such
decisions will be subject to ratification by the membership.
ARTICLE VII
OFFICERS OF THE CLAN
Clan Officers will consist of a current representative and the last past
representative, and a Council composed of three (3) members of good
standing. Members of the Council shall be area representatives/coveners,
and the others elected. All officers and Council members to serve for a
period of one year or until their successors are duly elected. Only
members in good standing will be eligible to hold office.
Current Representative: This Representative shall be the Chief Officer
of the Clan and shall be responsible for the conduct of all Clan
business. This person is authorized to establish special committees and
appoint members thereto as he may deem necessary to support business
operations or Clan objectives and commitments. The Representative shall
be empowered to appoint interim officers, members of the Council or
Standing Committees as the need may arise, with permanent appointment
being subject to confirmation by the Council and the membership. He
shall be a non-voting member of the Council, with voting powers in the
event of a tied vote in committee. The Representative shall preside at
all Clan Gatherings, and/or Meetings. The Representative shall maintain
a depository of the Clan Funds in an accredited banking institution,
having his or her own name as well as another on the deposit book. This
is to be done I the vent of sudden death, so that removal of the Funds
can be more readily achieved, and Funds transferred to the new
Representative. The current Representative will receive and record all
monies, maintain current financial records, make disbursements of Clan
Funds in accordance with the bylaws and administrative procedures, and as
otherwise authorized or directed by the past Representative and the
Council. The Representative will include quarterly financial reports in
his quarterly newsletters. The Representative shall be responsible for
the preparation of all correspondence, from the USA and Scotland. He
will be in contact with the Scottish Chief of Clan Buchan and see to the
distribution of any of the Chief's correspondence of the USA Clan
Members. The Representative shall be responsible for the maintenance of
a central filing system and records, for making such reports as required
and for initiating the proper actions in support of all
operational/administrative requirements.
Last-Past Representatives: This Representative shall be the predecessor
of the current Representative. He shall forward all Clan Records, and
Materials to the Current Representative in a timely and orderly fashion.
He shall be the Covener of the Council and have voting powers in the
event of a tie. This Representative shall aid the current Representative
in all of the duties outlined above and will assume these duties in the
case of a current Representative who for some extreme reason is not able
to finish his or her term, until a new Representative can be either
appointed and duly elected, or simply elected by the Clan Membership.
Council: Members of the Council are charged with the responsibility of
analyzing and evaluating all proposed Clan Project, business and the
operations and for the approval/disapproval thereof in accordance with
ARTICLE VI. They will serve as area Representatives, gathering
newsworthy material from their area, as it pertains to the Clan and its
members, this material to be forwarded to the Current Representative.
These members are also charged with the responsibility of furthering
local knowledge of the Clan, to seek out new members and to aid the
current Representative in contacting persons of their local who have an
interest in the Clan, its history, traditions etc.
EXEMPTION OF LIABILITY
The private property, properties, assets, funds of any kinds and nature
now held, owned, controlled and same as may be acquired in the future of
and by individual, officers, members, employees, and agents of this Clan
Association shall be forever exempt and untouchable by and from any
liability of whatever nature, that may arise from the activities of this
Clan in pursuit of its stated and authorized purposes and objectives. It
is hereby specified and provided that each officer, member and agent
shall be indemnified by the Clan against expenses actually and
necessarily incurred by him in connection with the defense of any action,
suit or proceeding in which he may be a party by reason of his being of
having been an officer or member of this Clan, except in relation to
matters as to which shall be adjudged in such action, suit, or proceeding
to be liable by reason of negligence or misconduct in the performance of
his duties.
ARTICLE IX
TAX STATUS
Clan Buchan is organized exclusively for educational, and charitable
purposes, including, for such purposes, the making of distributions to
organizations that qualify as exempt organizations under section 501 (c)
(3) of the Internal Revenue Code of 1954, (or the corresponding provision
of any future United States Internal Revenue Law).
No part of the net earnings of Clan Buchan shall inure to the benefit of
any private individual and no substantial part of the activity of Clan
Buchan Association shall be the carrying on of propaganda or otherwise
attempting to influence legislation. Clan Buchan Association shall not
participate in or intervene in any political campaign on the behalf of
any candidate for public office, including the publishing or distribution
of statements.
This Clan may be dissolved by a vote of two-thirds of the members present
or voting by mail, such vote to be cast by a special meeting called for
this specific purpose, with provisions for duly authorized written
ballots representing members not present at the meeting for dissolution.
Upon dissolution of the association, the Directors shall, after the
paying or making provisions for the payment of all of the liabilities of
the association, dispose of all of the assets of the organization,
exclusively for the purposes of the organization in such manner, or to
such organization or organizations organized and operated exclusively for
charitable, educational, religious, or scientific purposes as shall tat
the time qualify as an exempt organization or organizations under section
501 (c) (3) of the Internal Revenue Code of 1954, (or any corresponding
provision of any future United States Internal Revenue Law), as the
Directors shall determine. Any such assets not so disposed of shall be
disposed of by the Court of Common Pleas of the county in which the
principal office of the organization is then located, exclusively for
such purposes or to such organizations or organization, as said Court
shall determine, which are organized and operated exclusively for such
purposes.
A dissolution of Clan Buchan Association must be approved by a majority
of at least ninety per-cent of membership then registered.
ARTICLE X
These bylaws may be amended by two-thirds vote of the membership provided
that the required notice has been given.
ARTICLE XI
Roberts Rules of Order shall be used as a guideline for Clan Buchan
Association.
ADOPTION OF THE CLAN BUCHAN ASSOCIATION
CONSTITUTION AND
BY-LAWS
WHEREAS, Clan Buchan Association has become resolved of any direct
affiliation with Clan Buchan located in Auchmacoy House, Ellon,
Aberdeenshire, Scotland;
and
WHEREAS, Clan Buchan Association has been recognized henceforth as one
central organization in the United States of America;
and
WHEREAS, Clan Buchan Association has elected its officers, U.S.A. Clan
Buchan Representative, R. Keith Buchan residing in Portland, Oregon,
U.S.A. to be aided by three members in good standing, who will represent
geographic areas throughout the U.S.A., Dr. R.F. Buchan of Damariscotta,
Maine, USA Jack F. Buchan Sr. of Independence, Missouri, U.S.A. Thomas
Buchan of Sun Valley, California, U.S.A. and Nancy L. Buchan of East
Troy, Wisconsin, U.S.A.
and
WHEREAS, Clan Buchan Association has outlined and printed a complete
Constitution and By-Laws, by which the Association will be governed,
guided and maintained;
WE, BEING ELECTED OFFICERS of the U.S.A. Clan Buchan Association members
in good standing, familiar with both Constitution and By-Laws, hereby
accept and adopt the Constitution and By_laws of Clan Buchan Association,
as they are written here, as of this date;
Duly digned by we the officers on the FIRST day of JANUARY, in the year
of our Lord, One Thousand Nine Hundred Seventy-One.
(Signatures below on original document)
R. Keith Buchan USA CLAN REP.
Jack F. Buchan, Council
Nancy L. Buchan, Council
Dr. R.F. Buchan, Council
Thomas Buchan, Council
RESOLUTION OF CHARTER
WHEREAS, International Clan Societies promote the well-being and provide
assistance to their members;
and
WHEREAS, a number of the members of Clan Buchan Association reside in the
United States of America, and wishing then to promote the interests of
the Clan Buchan throughout the USA;
and
WHEREAS, the best interests of Clan Buchan are promoted by a single
central organization, forming geographical divisions thereof, for this
purpose to be called Clan Buchan Association;
and
WHEREAS, at various games and events in the United States in recent years
members of Clan Buchan have convened as representatives of the Clan and
have organized for that purpose;
and
WHEREAS, those members have written their own Constitution and By-Laws,
and have accepted and adopted the same;
and
WHEREAS, those members have elected as USA Clan Buchan Representative, R.
Keith Buchan of Portland, Oregon, USA, and as Council four members in
good standing, Dr. R.F. Buchan residing in Damariscotta, Maine, USA; Jack
F. Buchan Sr. Independence, Missouri, USA; Thomas Buchan of Sun Valley,
California, USA; and Nancy L. Buchan of East Troy, Wisconsin, USA;
representing geographic areas;
and
WHEREAS, these persons have pledged their efforts in the USA to benefit
all purposes of Clan Buchan Association, to follow and abide by their own
Constitution and By-Laws;
THEREFORE, be it resolved that I, Chief Capt. David W.S. Buchan J.P. of
the Clan Buchan, Auchmacoy House, Ellon, Aberdeenshire Scotland, Chief of
Clan Buchan, do decree and establish that hence forth one central
organization in the U.S.A. representing this Clan and it shall be named
Clan Buchan Association; and I charge R. Keith Buchan, as the USA Clan
Representative and all other duly elected officers, members and their
successors with the responsibility of promoting the Clan and its purposes
in the U.S.A. and reporting their progress to me.
Duly signed at Auchmacoy House, Ellon, Aberdeenshire, Scotland, this
FIRST day of JANUARY, the year of our Lord, One Thousand Nine Hundred
Seventy-One.
(Chiefs Signature on Original Document)
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