Current as of October 22, 2024
ARTICLE 1. NAME
Section 1.1 Name.
The name of this Society shall be “New England Santa Society.”
Section 1.2 Motto.
The official motto of the organization shall be
“Warming Hearts ~ Making Memories.”
Section 1.3 Incorporation.
The Society will be incorporated as a non-profit organization through the governing laws of one of the New England states.
Section 1.4 Affiliation.
New England Santa Society is an independent organization, governed by these Bylaws and the decisions and policies approved by the Executive Board and membership.
At the will of the membership, the Society shall be affiliated with The International Brotherhood of Real Bearded Santas, an international incorporated organization, as a Chapter.
Affiliation with other organizations can be approved by the majority vote of the membership.
ARTICLE 2. OBJECT
Section 2.1 Object.
The object of this society shall be to spread the love, joy, and giving nature of Santa Claus; promote the spirit of Christmas year round; enhance the skills, knowledge and enjoyment of its members; and serve as an advocate for holiday performers.
Section 2.2 Purpose.
The organization shall promote skilled and educated performing through social events, training seminars, special activities, interactive forums and informational resources for the members and public at large. It will also provide avenues for members to share fellowship and camaraderie with other members, performers, enthusiasts and the community at large.
Section 2.3 Activity.
While personal contact and interaction among members is most desirable, it is recognized that the geographic area of the region makes that difficult on a regular basis.
In addition to offering meetings and programs in different areas of New England, the Society will provide opportunities for member interaction through the Society website, social media, and other venues.
Matters regarding Society policies, elections, and operation may be discussed and decided through electronic media and correspondence when appropriate.
The Society will also foster organization and activities of local groups and special interest groups under the auspices of the Society.
ARTICLE 3. MEMBERSHIP
Section 3.1 Criteria.
The membership of this society shall consist of individuals who portray Santa Claus, Mrs. Claus, Elf, Santa’s Helper, other Christmas-related roles and other supporting helpers, with all voices being equal in discussion and agreements.
Section 3.2 Membership Selection.
Membership is open to those who:
(a) Meet the membership criteria.
(b) Agree with the organization’s purpose.
(c) Agree to abide by the organization bylaws and Code of Ethics.
(d) Are in good standing in terms of conduct.
(e) Pay membership fees and dues as required.
Application for membership must be approved by the Executive Board.
Section 3.3 Classes of Membership.
3.3.1 Regular Membership.
Regular voting membership is open to any person who resides or works in the six New England states or environs.
At the discretion of the Board and membership, dues discounts for couples, pairs, or teams may be offered with all included individuals being full regular members.
3.3.2 Associate Membership.
Associate non-voting membership is open to individuals from outside the New England area or who do not portray Santa, other characters or act as an assistant. Associate membership is for anyone who does not qualify for regular membership.
3.3.3 Honorary Membership.
Honorary Membership may be conferred on any individual, couple, group, organization or business in recognition of service, performance, or support for Santa or the Christmas Spirit. Honorary Members have no voting privileges but enjoy all other benefits of membership.
When warranted, the Executive Board will make nominations for Honorary Membership to the membership for a vote at the annual election. Two-thirds of the votes cast in the affirmative are necessary to approve the honor.
3.3.4 Member Emeritus.
Current or former members who have retired or significantly curtailed activities as Santa or are deceased will be eligible for Emeritus membership in perpetuity. Living Emeritus Members have full voting privileges and can enjoy all other benefits of membership. There will be no dues requirement for Emeritus members.
When appropriate, the Executive Board will recommend members for Emeritus status to the membership for approval at any regular meeting by a majority vote of those present and voting.
Section 3.4 Rights.
Each Regular and living Emeritus Member shall have voting rights and full privileges.
Each Regular Member and living Emeritus Member shall be entitled to election as an officer or director.
All members are eligible for appointment to committee membership.
All members are welcome to participate in all organization events and meetings.
Additional benefits of membership may be designated by the Executive Board.
Section 3.5 Removal.
Following investigation, hearing and recommendation for removal by the Executive Board, any member may be removed from membership for cause by a two-thirds (2/3) vote of members present at a meeting following a discussion of the cause.
Causes that could warrant dismissal may include, but are not limited to violation of the Code of Ethics or other actions or behaviors harmful to the image of Santa Claus or detrimental to the image of the Society such as conviction of illegal actions, unethical business dealings with clients, unprofessional presentation of Santa character, slander or libel against other members of the Society, or other actions contrary to the purpose and object of the Society.
A request for removal of a member must first be made in writing by a member in good standing to the Executive Board with the reason for the removal and supporting evidence.
Within 30 days, the Board will investigate the charges, hold a private hearing with the parties involved, and vote on whether to recommend removal to the membership. A simple majority of the full Board shall be required to proceed with a full membership meeting to act on removal.
The meeting must be announced to the membership no later than 14 days prior to the meeting and must include the date, time, location and cause of the meeting.
Removed members are not entitled to a dues refund.
Section 3.6 Resignation.
Resignations are allowed with notice to the Society and with all dues and fees brought current. No refund of dues will be given.
ARTICLE 4. DUES AND FUNDING
Section 4.1 Dues.
Any dues and membership fees will be set by the Executive Board with approval of the membership at the annual meeting. The specifics of dues, fees, or assessments will be specified in the operating procedures.
At the discretion of the Executive Board and membership, dues discounts for couples, pairs, or teams may be offered with all included individuals being full regular members.
Section 4.2 Revenues.
The Society may conduct activities and programs to generate additional revenues.
Donations of goods, services and money can be accepted.
Section 4.3 Funding.
Dues and other revenues will be used for the general operating costs of the Society including maintaining the Society website, meeting expenses, and other activities. Any expenditures of Society funds must have prior approval by the Executive Board (17 Feb 21).
The Society may also conduct fundraising and support other charitable organizations and causes.
Section 4.4 Dissolution.
In the event of dissolution of the club, all funds remaining in the organization’s bank account or possession shall be donated to a qualified non-profit organization based in New England, as selected by a majority vote of the membership.
ARTICLE 5. MEETINGS
Section 5.1 General Meetings.
The Society shall meet at regular intervals with at least one meeting required per calendar year. As possible, meeting locations should be held in different areas of New England to accommodate members.
The focus of the general meetings will be fellowship, education, sharing, or entertainment. However, as needed, an official business meeting of the Society may be held to explain, discuss, and decide matters of policy or proposals from the Executive Board. In these cases, formal minutes of the meeting will be recorded and made available to the membership.
At least 20 percent of the regular membership must be in attendance for a quorum.
Section 5.2 Annual Meeting.
The Annual Meeting of the Society will be held in January or February of each year. The event will include annual reports of the officers and appropriate committees, installation of officers and Executive Board for the coming year, recognition of new Honorary and Emeritus Members, remembrance of those members who took “Santa’s Last Sleigh Ride” in the past year, and any other business of the Society.
Section 5.3 Decision Making.
Business of the Society can be conducted at any general meeting. A quorum shall be 20 percent of the current membership.
Unless otherwise designated, a simple majority of the members voting will decide policy.
Some decisions may benefit from electronic communication which allows all or most members to participate. In these cases, issues should be discussed at a regular meeting with opportunities for electronic discussion prior to a vote.
Section 5.4 Meeting Notification.
The exact times and meeting places for General Meetings will be announced on the club website, social media and through electronic mail.
Section 5.5 Parliamentary Authority.
When required for the conduct of Society business, Robert’s Rules of Order will be used as the guide for meetings.
Section 5.6 Meeting Reports.
Actions and decisions of the Executive Board and general membership should be made available to all members in a timely basis after each meeting.
ARTICLE 6. OFFICERS AND EXECUTIVE BOARD
Section 6.1 Officers.
There shall be at least five [22 Oct 25] officers of the Society: President, Vice President, Treasurer, Corresponding Secretary and Recording Secretary [22 Oct 25]. Additional officer positions may be decided by the Society and defined in the operating procedures. Officers shall hold a term of two years and may serve any number of terms. Terms of President and Corresponding Secretary [22 Oct 25] will alternate years with terms of Vice President, Treasurer and Recording Secretary [22 Oct 25].
Section 6.2 Executive Board.
The Executive Board will be made up of all officers, eight [22 Oct 25] elected Directors at Large, the Immediate Past President [18 Nov 20], and the three Founding Fathers of the organization: Charlie Allen, Jonathan Meath and Dan Greenleaf. The Directors at Large shall hold a two-year term and may serve any number of terms.
To provide representation to all states, the Executive Board shall appoint, when necessary and possible, additional Directors to ensure there is at least one member from each of the six New England states on the Executive Board. Those Directors will serve a one-year term and may serve any number of terms.
Each Officer and Director shall have equal vote and voice in deciding issues.
Section 6.3 Duties.
The Executive Board and Officers shall conduct the business of the Society as designated in these By-Laws and the operating procedures.
As necessary, the Executive Board may act between regular Society meetings on any matters. The decisions to be reported, explained, and accepted or modified by membership at the next regularly scheduled meeting, as needed.
Section 6.4 Qualifications.
Any Regular Member and living Emeritus Member shall be entitled to election as an officer or director.
A member may hold only one position at a time on the Executive Board with the exception of the Immediate Past President and [18 Nov 20] Founding Fathers, who may hold an office in addition to the automatic Board membership. Each member has only one vote.
ARTICLE 7. ELECTION OF OFFICERS
Section 7.1 Nominations.
The Elections Committee will present a slate of one nominee for each open position to the membership via email or regular mail by September 15 each year.
Members may make additional nominations for any open Officer or Director position by submitting the nominee’s name and position nominated for, a statement signed by the nominee accepting the nomination, and a petition signed by ten members in good standing supporting the nominee to the Election Committee chair by October 15. The nominee must be a member in good standing at the time of the nomination.
Section 7.2 Elections.
Elections will be held annually. For uncontested positions, the nominees will be declared elected and reported to the membership by the Election Committee by December 31.
When there are contested positions for any office or Board position, a secret ballot election will be held. Ballots will be sent by mail, email or similar electronic method by November 15. Voting deadline will be December 15. The candidates receiving the highest vote total will be the winners. The names of the elected members will be reported to the membership by the Election Committee by January 15.
Section 7.3 Term of Office.
The term of office will begin at the conclusion of the next Annual Meeting and run until the conclusion of the Annual Meeting two years later.
Section 7.4 Vacancies.
Vacancies in any office shall be filled by an eligible Society member in good standing appointed by the Executive Board with the approval of the membership. The member shall serve until the next regular election of officers. In the case of resignation in the first year of a term, a nomination and election will be made for the unexpired one year.
Section 7.5 Removal.
An officer no longer in good standing for nonpayment of dues, may be removed from office by a vote of the Executive Board by a majority vote.
Any officer may be removed from office for cause by a two-thirds (2/3) majority vote of members present at a business meeting following a discussion of the cause. The vote must be announced to the membership no later than 14 days prior to the meeting and must include the date, time and location of the meeting and cause for removal.
ARTICLE 8. APPOINTMENTS, BOARDS AND COMMITTEES
Section 8.1 Voluntary.
Appointments and Committees are positions in the club that are of a voluntary nature. Any member in good standing is eligible to serve on a committee.
Section 8.2 Committees.
As the Society’s needs change, committees will be formed based on need, as either ad hoc or standing committees, and described in the operating procedures. Some examples may include: finance committee, program committee, membership committee, election committee, etc.
Section 8.3 Appointments.
Committee and other appointments may be made by the President at the will of the Executive Board.
Section 8.4 Meetings.
Since meeting in person is desirable on many levels, meetings should be held in person; however, if distance, time-critical or urgent response is needed, the Society and all committees are authorized to meet by electronic communication media so long as most members may participate.
ARTICLE 9. AMENDMENTS
Section 9.1 Amendments.
Up to conclusion of the second annual meeting following adoption of these bylaws, amendments may be approved by the Executive Board subject to approval or rejection of a majority vote of the membership at a regular meeting.
Following that annual meeting, these bylaws may be amended by a 2/3 vote of the membership voting. Bylaw amendments will be presented to the membership by mail or electronic communication at least 30 days prior to close of voting. Voting will take place by mail or electronic communication.
Section 9.2 Effective Date.
Bylaw changes will take effect upon determination of the final result of the vote unless designated otherwise in the amendment.
Section 9.3 Notations.
Amendments or changes to the bylaws shall note the date of change after the respective bylaw, e.g. “[25 Dec 08]”.
ADOPTED BY MEMBERSHIP APRIL 15, 2018
Amended by Membership November 20, 2018
Amended by Membership October 22, 2024