ARTICLES OF INCORPORATION OF THE STOVALL FAMILY ASSOCIATION, INC. ARTICLE I NAME
The name and title of this corporation is:
STOVALL FAMILY ASSOCIATION, INC. ARTICLE I NONPROFIT ORGANIZATION
This corporation is a nonprofit corporation.
ARTICLE III DOMICILE
The domicile of this corporation shall be in the City of Covington, Parish of St.Tammany, State of Louisiana, the location address of its registered office being:
80212 Kenzie Road Covington, Louisiana 70435
ARTICLE IV OBJECTS AND PURPOSES
The corporation is a non–for-profit corporation and is organized for the following purposes:
1. To strengthen the ties of fellowship and kinship between living descendants of Bartholomew Stovall, the immigrant, who came to America in 1684;2. To bring into contact all those persons who are genealogically, historically, or biographically researching Stovalls and allied families; 3. To maintain family unity to promoting regional and national Stovall family reunions; 4. To keep all members of the corporation fully informed of events and occurrences appertaining to the corporation by the publishing of a quarterly periodical or an appropriate newsletter as the Board of Directors my direct; 5. To unify all genealogical, historical and biographical research and publish same from time to time in the form of genealogies; 6. To determine ways and means of preserving family records, photographs, genealogies, and official documents of all types in a central location so as to facilitate continued genealogical research; 7. To provide genealogical aid to any Stovall descendant; 8. To further engage in any lawful activities for which nonprofit corporations may be formed.
ARTICLE V DURATION
The corporation shall enjoy perpetual corporate existence.
ARTICLE VI NON STOCK CORPORATION
This corporation shall be organized on a non-stock basis, and membership shall be as defined in the bylaws.
ARTICLE VII REGISTERED AGENT
The name and post office address of the registered agent for service of process is:
James E. Stovall 80212 Kenzie Road Covington, Louisiana 70435
ARTICLE VIII TAXPAYER IDENTIFICATION
The federal taxpayer identification number is 58-1872351.
The original articles were dated and each amendment has been effected in conformity with law. Articles of Incorporation Revised -November 1995
BY LAWS STOVALL FAMILY ASSOCIATION, INC.
ARTICLE I MEMBERSHIP
SECTION 1. MEMBERSHIP. The membership of the corporation shall be on an annual basis.SECTION 2. CLASSIFICATION. Membership shall consist of three (3) classifications: a. FAMILY. A family is defined as the husband, wife and unmarried children of this marriage who are under the age of eighteen. This membership application shall be approved in the name of the Stovall descendant. A family shall have only b. ASSOCIATE. Any nonprofit organization (i.e. libraries, foundations, etc) or any business having a valid interest in this family association. Associate members shall have no vote. c. HONORARY. Honorary membership may be extended by the Board of Directors to a person whose distinction or accomplishments, or, whose keen interest and service in the activities of the corporation, merit this honor. An honorary member shall have one vote.
ARTICLE II THE STOVALL JOURNAL
SECTION 1. There shall be a quarterly periodical, The Stovall Journal, the format shall be determined by the Board of Directors. The periodical shall be the means of transmitting news and genealogical information to the membership.
ARTICLE III BOARD OF DIRECTORS, EXECUTIVE COMMITTEE
SECTION 1. The Board of Directors shall consist of fifteen (15) members: president, vice president, secretary, treasurer, editor of The Stovall Journal, and ten (10) director
a. OFFICERS. The officers or the Stovall Family Association, Inc. shall be a president, a vice president, a secretary, and a treasurer. They shall be elected at the triennial reunion and shall serve for a term of three (3) years.b. EDITOR. There shall be an editor of The Stovall Journal. The editor shall be elected at the triennial reunion and shall serve for a term of three (3) years. c. DIRECTORS. There shall be ten (10) directors. They shall be elected to serve a term of six (6) years with five (5) elected at each triennial reunion. (This system assures continuity of the Board of Directors with at least five (5) persons having served on the Board the previous three (3) years. In 1996 only, five (5) directors will be elected for a term of three (3) years and five (5) will be elected for a term of six (6) years. Thereafter, all directors will be elected for a term of six (6) years). d. Each member of the Board of Directors shall have one (l) vote. e. All members of the Board of Directors shall be chosen from persons who hold membership in the STOVALL FAMILY ASSOCIATION, INC. f. The Board of Directors shall meet annually, or upon call of the president or upon the written request of a majority of the members of the Board. In cases of emergency, a vote may be taken by mail or conference telephone call. g. The Board of Directors shall be responsible for the business of the Association between the Triennial Reunions. h. The Board of Directors shall fill vacancies in its own body. i. The quorum for a meeting of the Board of Directors shall be five (5). j. Members of the Board of Directors shall begin their duties at the close of the Triennial Reunion. SECTION 2. EXECUTIVE COMMITTEE. The Executive Committee shall consist of the officers of the Association and the editor of The Stovall Journal. a. The Executive Committee shall transact the business of the Association between the annual meetings of the Board of Directors. b. The quorum for a meeting of the Executive Committee shall be three (3).
ARTICLE IV DUESSECTION 1. The Board of Directors shall determine the amount of the annual dues. Annual dues shall include an amount appropriate for the publishing and mailing of the quarterly periodical, The Stovall Journal, to each member. SECTION 2. Annual dues shall be due and payable by the last day of November each year. SECTION 3. Dues not paid by the first of January shall be considered as a resignation of membership. Membership will be reinstated upon payment of dues.
ARTICLE V DUTIES OF BOARD OF DIRECTORS
SECTION 1. PRESIDENT. The president shall preside at all meetings of the Association including the meetings of the Executive Committee, the Board of Directors and the Triennial Reunions.
The president shall appoint those chairmen and committees, except the nominating committee, deemed necessary to carry out the work of the Association. All appointments shall be made from persons holding membership in the Association. The president shall be ex-officio member of all committees except the nominating committee. The president shall carry out all duties normally assigned to that office.SECTION 2. VICE PRESIDENT. The vice president shall perform all the duties of the president in the absence of the president except in an ex-officio capacity. The vice president shall perform the duties assigned to that office by the Board of Directors. SECTION 3. SECRETARY. The secretary shall keep the minutes of all meetings of the Executive Committee, the Board of Directors and the Association. SECTION 4. TREASURER. The treasurer shall receive all monies from the members in the form of annual dues, donations to book funds and for other purposes and deposit said funds in a Federally Insured bank. The treasurer shall have charge and custody of and be responsible for funds and securities of the corporation. He shall be bonded in the amount of $20,000. The treasurer shall obtain authorization for two other officers to sign checks in his absence or his incapacity, prepare and submit a financial report annually and be responsible for seeing that the Corporation tax returns are prepared and filed on time. SECTION 5. EDITOR. The editor of The Stovall Journal shall prepare the material for publication and shall oversee the publishing and distribution. a. The editor, with the approval of the Board of Directors, shall appoint a staff to assist with carrying out the duties pertaining to The Stovall Journal as needed. SECTION 6. DIRECTORS. Directors shall assist in carrying out the objects and purposes of the Stovall Family Association, Inc. and shall be responsible for: a. Ensuring that all provisions of the Articles of Incorporation and the Bylaws are faithfully carried out by the officers, editor and staff of the periodical, directors, and committees, b. Ensuring that all provisions of the Association are administered in an efficient and businesslike manner. SECTION 7. MEMBERS. Members of the Board of Directors, members of all committees and the staff of The Stovall Journal shall serve without monetary renumeration except for the necessary expenses involved in carrying out their duties. All expenses must have prior authorization from the Board of Directors.
ARTICLE VI STANDING COMMITTEES
SECTION 1. NOMINATING COMMITTEE. At the first annual meeting of the Board of Directors following the Triennial Reunion, they shall elect a nominating committee of three (3) persons. The chairman and one other member shall be elected from members of the Board of Directors. The third person shall be elected from the general membership.
The nominating committee shall prepare a slate of nominees to be presented at the next Triennial Reunion. The slate shall include nominees for each office, an editor and five (5) directors.After the slate is presented, there shall be an opportunity for nominations from the floor, the consent of the nominee having been obtained. Elections shall be conducted at the Triennial Reunion or in the absence of such a meeting, by mail. The procedure for the balloting shall be established by the Board of Directors. SECTION 2. DATA BANK CHAIRMAN. The data bank chairman shall enter the genealogical data available on all known Stovall descendants into the Personal Ancestry File (PAF) or compatible software program that is capable of publishing a finished product of Stovall Family lines. a. Any publication representing the Stovall Family Association must have approval of the Board of Directors prior to publication. SECTION 3. COORDINATOR FOR REGIONAL AND FAMILY GROUP REUNIONS. The coordinator shall encourage Stovall regional and family group reunions and see that the reunions are given appropriate publicity. SECTION 4. DEPOSITORY REPRESENTATIVE. The depository representative shall collect genealogical data including family records, albums and photographs, publications, and historic and official documents of all types. He shall deposit this material in a library or libraries where it can be catalogued, preserved and made available to those researching the Stovall Family and allied lines. The depository library or libraries shall be selected by the Board of Directors.
ARTICLE VII REUNIONS
SECTION 1. The reunions of the Stovall Family Association, Inc. shall consist of three (3) categories:
a. NATIONAL. National reunions of the Stovall Family Association, Inc. shall be held every three (3) years with the time and place to be selected by the Board of Directors. The quorum at a National Reunion shall be the members present.
b. REGIONAL. The corporation shall have no role in the organization and/or operation of Stovall Family regional reunions except to encourage their formation and to help publicize their meetings and activities. They shall be responsible for the generation of their own income and for any liabilities they may incur.
c. FAMILY GROUPS. The corporation shall have no role in the organization and/or operation of Stovall Family group reunions except to encourage their formation and to help publicize their meetings and activities. They shall be responsible for the generation of their own income and for any liabilities they may incur.
ARTICLE VIII DIRECTORS EMERITUS
Members who have served with distinction as an officer, director or editor and who are no longer able to actively participate in the promotion of the Stovall Family Association, Inc. may be honored by the Board of Directors with the title “Director Emeritus”. Such recognition shall be announced at the next Triennial Reunion and in The Stovall Journal.
ARTICLE IX INFLUENCING THE LEGISLATIVE PROCESS
This corporation shall not engage in carrying on propaganda or otherwise attempting to influence legislation. The corporation shall not participate in or intervene in (including the publishing and distribution of statements any political campaign on behalf of any candidate for public office.
ARTICLE X FISCAL YEAR
The fiscal year of this corporation shall begin on the first day of December and end on the last day of the following November.
ARTICLE XI PARLIAMENTARY AUTHORITY
ROBERT’S RULES OF ORDER NEWLY REVISED shall be the parliamentary authority of the Stovall Family Association, Inc. when not in conflict with the Articles of Incorporation or the Bylaws of the Association.
ARTICLE XII AMENDMENTS
These Articles of Incorporation and these Bylaws may be amended at any Triennial Reunion by a two-thirds vote of those present and voting, provided all members of the Association have been notified; without such notice the bylaws may be amended at any Triennial Reunion by unanimous vote. The method of notification of the membership shall be determined by the Board of Directors.
ARTICLE XIII DISSOLUTION OF THE CORPORATION
In the event of the dissolution of this corporation, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the corporation, dispose of all the assets of the Association exclusively for charitable, educational or scientific purposes as shall be at the time qualified as an exempt organization under appropriate Internal Revenue Codes.Bylaws Revised July23, 2005