Constitution and By-Laws 2018

 Clan Henderson Society, Inc . 

Clan Henderson Society, Inc.

Constitution

ARTICLE I. Name and Location
The name of the Society, as set forth in the Articles of Incorporation, shall be the “Clan Henderson Society, Incorporated” (hereafter referred to as Clan Henderson Society, the Clan Society, or the Society) with headquarters and main office located at New Bern, NorthCarolina, USA.

ARTICLE II. Policy and Operations
Section 1. The Clan Society shall be operated on a nonprofit basis. No net earnings shall inure to the benefit of any of its officers or members, but shall be devoted exclusively to the charitable and educational purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code of 1954 in order to further the objectives and purposes for which the Society is created.


Section 2. Clan Henderson exists as a society of Scottish heritage for all Hendersons and their descendants in the family at large. Clan Henderson is a clan of the name Henderson and its variations. Some of the variations include the Gaelic MacEanruig (pronounced MacEnrick), MacKendrick, MacKendry, Kendrick, MacHendry, MacHenry, Henry, Hendry, Hendrie, Henryson, Henrisoun, Henders (in Ulster) and d’Handresson (in France). Although the modern, less modern, ancient or Gaelic reference to the family name may be used interchangeably, this Society will refer to the family at large by the name of “Henderson”


Section 3. Clan Henderson Society will conduct its affairs in a nonpartisan political manner. Its name or influence will not be used directly or indirectly in the interest of any national, state or municipal political activity.


Section 4. The existence of the Clan Henderson Society shall continue perpetually until the same is lawfully dissolved and upon any dissolution or termination of the Corporation, all assets, after payment of outstanding debts, shall be transferred to a successor corporation or other entity with the same or similar mission and/or objectives. No assets can devolve to the membership or any individual.

ARTICLE III. Objectives and Purposes
Clan Henderson Society shall devote its efforts and activities to the aims and 
purposes generally set forth in the Articles of Incorporation, this Constitution and its Bylaws and to such other supplemental and directive activities, objectives and purposes as may be approved by the Executive Board, including but not limited to: Encouraging cultural activities including the perpetuation of Scottish dress, traditions and customs, promoting Scottish festivals, games and gatherings and supporting Clan Henderson wherever its members may be
found. Promoting charitable and educational activities within Clan Henderson and in so doing, demonstrating fellowship and friendship among kith and kin and towards all clans and all peoples. Promoting the learning of and the participation in the history, arts and literature of Scotland. Assisting the membership in their genealogical research; identifying both the individual families and connections between them; tracing their migrations from the homeland and connecting them to families who did not emigrate. Encouraging travel to Scotland and promoting mutual understanding through opportunities for family visitation and exchange. Researching, recording and perpetuating an understanding of the history of Clan
Henderson. Promoting other activities as the Executive Board determines would be in the best interest of the Clan Henderson Society

ARTICLE IV. General Form of Organization
Section 1. The Clan Henderson Society was formed under the guidance of the Council of Scottish Clans and Associations, Inc. and has been authorized to organize and exist by the Chief of the Name and Arms of Henderson, Alistair D. Henderson of Fordell. The Chief has charged the Society with the administration of Clan Henderson and to assist in the formation of affiliates in countries where Hendersons may be found


Section 2. The general control and management of the property and affairs of the Clan Society will be vested in its Executive Board, which shall determine all policy matters involving the conduct of the Society.


Section 3. The Executive Board shall consist of elected officers, immediate past president and regional commissioners.


Section 4. At all times when the Executive Board is not in session, the elected officers of the Society will administer its affairs. These officers shall act under the direction of the president, who shall perform such actions as deemed necessary for the conduct of the Clan Society’s business and subject to such restrictions and guidelines as may be directed by the Executive Board and the Constitution and Bylaws.

ARTICLE V. Officers
Section 1. The elected Officers of the Clan Henderson Society shall be a President, Vice President for Operations, Vice President and General Counsel, Vice President for Members, Vice President for  
Genealogy/DNA, Recording Secretary, and Treasurer.


Section 2. The remainder of the Clan Henderson Society officers shall be appointed as provided in theBylaws.


Section 3. The election of officers will be conducted at the annual business meeting held during even-numbered years. The term of office for all elected officers shall be for a period of two years, beginning on January 1 of the year following the election.

ARTICLE VI. Membership
Section 1. Any Henderson descendant or descendant of a family name variation who is Scottish born or who is a lineal descendant of, is married to or has been married to a person who was or is believed to be of
Scottish ancestry or anyone who chooses Henderson affiliation and can support the policies and objectives of the Clan Society, may become an active member of the Clan Henderson Society upon submission of a membership form and payment of dues. All persons submitting these forms are welcome equally to become active members and each membership is considered to be a family group including children under age 18

Section 2. Persons living outside the United States who qualify under the provisions of section 1 may apply for membership and, upon payment of annual dues, become a member of the Society and an affiliated organization,if desired.

ARTICLE VII. Constitution and Amendments
Section 1. This Constitution and Bylaws 
shall be effective upon approval by a two- thirds majority of the Executive Board and subsequently approved by a majority of the Society members attending the annual general meeting where the documents are submitted for modification.


Section 2. This Constitution and Bylaws may be amended at any regular business meeting of Clan Society members by a majority vote of those members present, provided such majority constitutes a quorum as provided for in the Bylaws. Any proposed amendment must be submitted in writing to an elected officer and, subsequent to approval by the Executive Board, will be provided to the membership prior to a general meeting where a vote is to be taken.

EFFECTIVE: 16 October 2010

AUTHENTICATED: APPROVED:
Dottie Henderson Recording Secretary
Rex A. Maddox

AMENDED EFFECTIVE: 16 April 2016


AUTHENTICATED: APPROVED:
Peggy Sanford Peggy Sanford
Tom Hendricks  President

AMENDED EFFECTIVE: 6 October 2018


AUTHENTICATED: APPROVED:
Peggy Sanford Recording Secretary
Tom Hendricks President