The Name of this Society shall be "The Vermont Society of Sons of the American Revolution."

        This Society shall be perpetual.

        The purpose of this Society is to keep alive among ourselves and our descendants, and in the community, the patriotic spirit of the men who achieved American Independence; to collect and secure for preservation manuscript rolls, records and other documents relating to the War of the Revolution; and to promote social intercourse and good fellowship among its members.

        Any man shall be eligible to membership in the Society who being of the age of twenty-one years or over and a citizen of good repute in the community, is the lineal descendant of an ancestor who was at all times unfailing in his loyalty to, and rendered active service in the cause of American Independence, either as an officer, soldier, seaman, marine, militiaman or minute man, in the armed forces of the Continental Congress, or of any one of the several Colonies or States, or as a signer of the Declaration of Independence, or as recognized patriot who performed actual service by overt acts of resistance to the authority of Great Britain.

        The Officers of this Society shall be a President, at least two but not more than three Vice-Presidents, a Secretary, a Treasurer, a Registrar, a Historian/Archivist, a Chancellor, and a Chaplain who shall constitute a Board of Managers along with all living Past Presidents (ex-officio) of the Society maintaining membership in the Society and three other members of the Society.  The officers, other members of the Board of Managers, except ex-officio members, nominees for National Society Trustee and Alternate Trustee, and the Delegates to the National Society Congress shall be elected by a vote of a majority of the members present at the annual meeting of the Society (voting by proxy is prohibited), and shall hold office or position for one year or until his successor is elected to and installed in that office or position at the next annual meeting of the Society.  No person shall hold the Office of President for more than two (2) full consecutive terms, each of one year duration.
        

        Ten or more members of this Society, or five members and five applicants for membership in the Society, residing in any one town or county of this State, may send a
Constitution -- The Vermont Society of Sons of the American Revolution written request to the Board of Managers, asking authority to associate as a branch of this Society in such town or county, and the Board of Managers may grant such request. 

        Any such local organization shall be known as --
        "The ________________________________ Branch of the Vermont Society of Sons of the American Revolution."
        Each branch many have a President, a Secretary, a Treasurer, and such other officers as its by-laws may determine.
        All members of this Society residing within the territory of any branch shall be eligible to membership in that branch and no person shall be admitted to membership in any branch until after his admission into this Society in the manner provided by its constitution and by-laws.  Any member suspended or expelled, or in any other way losing his membership in this Society, shall thereupon cease to be a member of the branch.
        Each branch may make such by-laws, rules and regulations for its own government as do not conflict with the constitution and by-laws of this Society, or with the constitution and by-laws of the National Society.

        This constitution may be amended by a vote of three-fourths of the members of the Society present at any regular or special meeting, provided that written notice of such proposed alteration be given by the Secretary to members five days previous to such meetings.

Section 1.        Members shall be elected as follows: Candidates shall send their names and proofs of qualification for membership to the Secretary, who shall report the same to the Board of Managers for action thereupon.
        A vote of two-thirds of the Managers present at any meeting of the Board shall be necessary to the election of a member.  The amount of the initiation fee shall accompany the application, the fee to be returned to the applicant in case the application is rejected.  No member shall be considered as elected until the initiation fee of ten dollars, which shall be understood to include the annual dues for the current year, are paid.

Section 2. (Amended September 12, 2009)        The Initiation fee and annual dues (a dues rate for a Life Membership shall not be adopted), shall be, from time to time, as set by the Board of Managers of the Society.  The annual dues shall be payable on or before the first day of January of each year.  A member who becomes delinquent in paying his annual dues to the Society or the National Society by the first day of January annually shall be dropped from the roll of the Society.

Section 3. (Amended September 12, 2009)        The Society shall hold its annual meeting on a day, not earlier than 15 April nor later than 15 May, and at a place set by the Board of Managers.

Section 4. (Amended September 12, 2009)        At all meetings of the Society five (5) members shall constitute a quorum for the transaction of business.  At all meetings of the Board of Managers of the Society three (3) members of that Board shall constitute a quorum for the transaction of business.  

Section 5.        The President, or in his absence, one of the Vice-Presidents, or in his absence a chairman pro tempore, shall preside at all meetings of the Society.

Section 6.        The Secretary shall conduct the general correspondence of the Society.  He shall notify members of their election.  He shall have charge of the seal, certificate of incorporation, by-laws and records of the Society.  He, together with the presiding officer, shall certify all acts of the Society.  He shall give due notice of the time and place of all meetings of the Society and attend the same.  He shall keep a fair and accurate of the proceedings and orders of the Society and of the Board of Managers; and shall give notice to the several officers of all votes, orders, resolves, and proceedings of the Society affecting them or appertaining to their respective duties.

Section 7.        The Treasurer shall collect and keep the funds and securities of the Society; they shall be deposited in some bank or savings institution in this State, to the credit of the Vermont Society of Sons of the American Revolution, and shall be drawn thence on the check of the Treasurer for the purposes of the Society only.  Out of these funds he shall pay such sums only as may be ordered by the Society, or by the Board of Managers.  He shall keep a true account of his receipts and payments, and, at each annual meeting, render the same to the Society, when a committee shall be appointed to audit his accounts.

Section 8.        The Registrar shall keep a roll of membership, and in his hands shall be lodged all the proofs of membership qualification, and all the historical and genealogical papers of which the Society may become possessed.

Section 9.        The duties of the Historian and Chaplain shall be such as usually devolve upon such officers.

Section 10.        The Board of Managers shall judge of the qualifications of candidates for admission to the Society, and elect the same.  They shall, through the Secretary, call special meetings at any time, upon the written request of five members, and at such other times as they see fit.  They shall digest and prepare business; shall authorize the disbursements and expenditure of unappropriated money in the treasury for the payment of current expenses of the Society; and shall, in general, superintend the interests of the Society.  At meetings of the Board of Managers, five or more shall be sufficient for the transaction of business.

Section 11.        These by-laws may be altered or amended by vote of a majority of the members present at any regular meeting of the Society, provided that notice of the proposed alteration shall have been given at a previous meeting.

Section 12. (Amended September 12, 2009)        DISSOLUTION OR SALE/MORTGAGE OF ASSETS.  A two-thirds vote of the members present at a Regular or Special Meeting of the Society, duly noticed for the dissolution of the Society and/or the sale or mortgage of assets, shall be required to dissolve the Society and/or sell or mortgage the assets of the Society.
        Upon dissolution of the Society, any assets remaining after payment of or provision for its debts and liabilities shall, consistent with the purposes of the Society, be paid over to the National Society, Sons of the American Revolution, a charitable organization exempt under the provision of Section 501(c)(3) of the U.S. Internal Revenue Code or corresponding provisions of subsequently enacted federal law.  No part of the net assets or net income of the Society shall inure to the benefit of or be paid or distributed to an officer, director, member, employee, or donor of the Society.