By-Laws

Bylaws of the Martin Heiner Family Organization

Section I – Foundation and Purpose

Section 1.1 – Name

The name of this organization (hereinafter referred to as the “Organization”) is the “Martin Heiner Family Organization”.

Section 1.2 – Foundation

The Martin Heiner Family Organization is an ancestral family organization founded on 23 October 2011 to perpetuate the memory of Johann Martin Heiner (1818-1897), his wife Adelgunda Dietzel (1815-1894), their respective ancestors, and their posterity to increase knowledge of and love and respect for all Heiner family members—both those living and those who have passed on.

Section 1.3 – Legal Status

The Martin Heiner Family Organization is recognized by the Internal Revenue Service as a non-profit 501(c)(3) organization with Public Charity status 170(b) (1) (A) (vi). This means donors can deduct contributions they make to the Organization under IRC Section 170. The Organization is also qualified to receive tax deductible bequests, devises, transfers, or gifts under Section 2055, 2106, or 2522. Employer Identification Number: 83-2266785. This status was granted by the IRS on 28 November 2018.

Section 1.4 – Governing Principles

Although the Organization is not connected with The Church of Jesus Christ of Latter-day Saints, the leaders of the Organization will strive to conduct the Organization’s affairs in accordance with the principles and practices espoused by The Church of Jesus Christ of Latter-day Saints.

Section 1.5 – Purpose

The Organization exists to engage in activities consistent with its mission and governing principles. Such activities include, but are not limited to, the following:

PROMOTE RESEARCH: Organize and conduct genealogical research on the ancestors and descendants of Martin and Adelgunda Heiner and their respective families and genealogical lines.
PRESERVE HISTORY: Locate, identify, and preserve family histories, stories, artifacts, and graves.
CONNECT DESCENDANTS: Hold regular family reunions and meetings to help Heiner descendants get to know each other better, maintain a directory of contact information for descendants, and maintain a Martin Heiner Family website.
SHARE HERITAGE WITH YOUTH: Encourage youth of Heiner descendants to learn and value their heritage through stories, reunions, activities, publications, books, and mementos honoring their ancestors. Facilitate sharing of historical information relating to Martin and Adelgunda Heiner and their descendants among Organization members.
TEMPLE WORK: Coordinate and share information regarding LDS temple ordinance work for all ancestors and deceased descendants and extended relatives of Johann Martin Heiner and Adelgunda Dietzel Heiner to ensure that ordinance work is completed and not unnecessarily duplicated.

Section II – Organization

Section 2.1 – General Structure

The Organization exists to serve its members through the following general groups:

Members (defined in Section III)
Executive Board (defined in Section IV)
Family Representatives (defined in Section V)
Committees (defined in Section VI)

Section III – Membership

Section 3.1 – Regular Members

Membership in the organization is open to all direct descendants of Martin and Adelgunda Heiner, whether natural-born or legally adopted. Membership is also open to all spouses (including former or widowed spouses) of such direct descendants and the Dittmore and Herbst line descendants (Martin's niece and nephew), for so long as they wish to affiliate with the Organization.

Section 3.2 – Honorary Members

From time to time, the Executive Board may designate persons who are not related to Martin or Adelgunda or their descendants as “Honorary Members.” Such designation is for the life of the person. The Corresponding Secretary, or someone designated by the Executive Board, will ensure that contact information for Honorary Members is maintained by the Organization.

Section 3.3 – Duties of Active Members

All members are encouraged to contribute time (volunteer) and financial means to the Organization as they are able. Members are considered active if they have paid their annual dues (amount set by the Executive Board). In addition, all members are encouraged to contribute their personal life stories, genealogical information on their immediate families, family photographs, and any other items of historical interest to the Organization.

Section IV – Executive Officers and Executive Board

Section 4.1 – Definition of Executive Officers

The six Executive Officers of the Martin Heiner Family organization are:

1. President

2. Vice-President

3. Treasurer

4. Recording Secretary

5. Corresponding Secretary

6. Immediate Past President.

This group forms the Executive Board, the core voting board to make decisions as a group on behalf of the Organization. When the Executive Officers make decisions on behalf of the organization that require a vote, a majority of the Executive Officers must agree on the course of action. The President will have an additional vote in the event of a tie.

Section 4.2 – General Duties of Executive Officers

Section 4.2.1 – Duties of the President

It shall be the duty of the President to preside at all meetings of the Organization, to preside at all meetings of the Executive Board, and to exercise general supervision over the Organization. It shall be the duty of the President to call special meetings of the Executive Board as necessary for the purpose of carrying on the work of the Organization during the period between annual meetings. The President shall submit to the family organization an annual report of all official acts of the Executive Board, together with any other information and recommendations he/she may deem important.

Section 4.2.2 – Duties of Vice President

It shall be the duty of the Vice-President to carry out the policies of the Organization by developing and administering specific programs as directed by the President. These programs must be approved by the majority of the Executive Board. It shall be the duty of the Vice-President to assist and counsel the President in all matters pertaining to the activities of the Organization. It shall be the duty of the Vice-President to act in behalf of the President in his/her absence. Upon the resignation or demise of the President, the Vice-President shall be the acting President until the next election.

Section 4.2.3 – Duties of Treasurer

It shall be the duty of the Treasurer to receive and keep an accurate record of all dues, contributions, and other monies received by and in behalf of the Organization and to handle all expenditures and disbursements for and in behalf of the Organization in a prompt manner. He/she shall maintain paper or electronic copies of all financial documents and report of financial status at least quarterly to the Executive Board, and prior to the Exectutive Board meetings. The Treasurer is also responsible to ensure our organization taxes are filed each year.

Section 4.2.4 – Duties of the Recording Secretary

It shall be the duty of the Recording Secretary to keep accurate minutes of the proceedings of all meetings of the Organization and assist with other secretarial duties as requested by the President or Executive Board. The Recording Secretary should maintain an archive of meeting minutes.

Section 4.2.5 – Duties of the Corresponding Secretary

It shall be the duty of the Corresponding Secretary to correspond with members of the Organization. This includes but it not limited to: sending mass emails and newsletters to the family members in our contact database; sending thank-you notes to donors; and maintaining a contact database of the living descendants. These responsibilities may be delegated to other personnel as needed—for instance a membership committee chair could help maintain the contact database.

Section 4.2.6 – Duties of the Immediate Past President

The Immediate Past President serves as a voting member of the Executive Board to provide support and advice to the current President.

Section 4.2.7 – Delegation of responsibilities

Any of the executive officers may delegate responsibility, as needed, once approved by the majority of the Executive Board. The Recording Secretary will document these delegated actions. A delegated person shall not assume the voting privilege of the Executive Officer whose responsibility he/she takes on.

Section 4.3 – Nomination of Executive Officers

The Executive Board will appoint at least two members to serve on the Nominating Committee for the selection of candidates for new Executive Officers. The Nominating Committee will convene at least once every two years in even-numbered years and recommend one or more names of members for the offices defined in Section IV. The Nominating Committee will obtain the consent of each nominee in advance of the election. Any incumbent officer is eligible for an office held by another incumbent officer.

Section 4.4 – Election of Executive Officers

New Executive Officers will be elected every two years in November of each even year. The exact format of the election may be determined by the Executive Officers with an intent of allowing for participation for all family members throughout the world. At least one month prior to an election, the Corresponding Secretary will notify the general membership that the organization is seeking nominations (email, phone calls, verbal announcement at a reunion or meeting, etc.) and will direct them to contact a member of the nominating committee. Individuals may either nominate themselves or another family member who is willing to serve. The nominating committee will maintain a list of nominees, and after verifying the nominee is willing to serve if elected, will electronically distribute the list of nominations for a vote. After the votes have been tabulated, the nominating committee will submit the results to the Recording Secretary. All active or honorary members who are at least 16 years of age are entitled to vote for new Executive Officers.

Section 4.5 – Installation of Executive Officers

New Executive Officers will be installed to the Executive Board on 1 January of the year following the November election. The time between the election and the installation is to allow for the previous officers to train and pass on position-specific information. The installation of the new officers will be announced to the general organization in person or via electronic means. The new Executive Officers will ratify the exiting, or appoint new, committee chairs after they are installed. At the installation meeting, these bylaws shall be reviewed by all Executive Officers, and may be amended as needed, and signed by newly elected Executive Officers.

Section 4.6 – Executive Officers’ Terms of Service

The term of office for each Executive Officer will be for two (2) years from the date of installation until subsequently elected Executive Officers are installed or until a successor is duly elected or appointed. The 2-year terms will begin on 1 January of odd years and elections for new or incumbent officers will take place in November of the next even year. Executive Officers may run for re-election and, if selected, serve as many consecutive terms as they desire.

Section 4.7 – Filling Executive Officer Vacancies

In the event of the death, illness, resignation, or removal (Section 4.8) of any Executive Officer, the President or next highest-ranking officer in the absence of a President, in consultation with the Family Representatives and other Executive Officers, will immediately appoint an acting Officer to fill the vacancy until the next scheduled election occurs and the position is thereby formally filled. In case of illness, if they are unable to fulfill their duties, a temporary replacement can be appointed until the officer can resume their duties. If they cannot fulfill duties after recovering, a permanent replacement can be appointed to serve until the end of the original officer's term.

Selection 4.8 – Removal of Officers

In the event an Executive Officer engages in behavior that is unethical, illegal, violates the organizations governing principals (Section 1.3), or does not fulfil their respective responsibilities (Section 4.2), they will be subject to the removal of office process. This removal process consists of a majority vote of the Executive Board. Any vacancies will be filled as outlined in Section 4.7.

Section 4.9 – Compensation

Executive Officers and Committee Chairs shall serve without compensation for their Executive Officer duties. Committee Members may be paid for their service (for example those hired for genealogy research, work related to translation, or work spent preparing names for temple work even if they serve on the Executive Board) but only if their work is pre-approved by the majority of the Executive Board per Section 7.4. Subject to any applicable limitations under tax or other laws, Members (including Executive Officers, Committee Chairs, and Committee members) may receive reimbursement for actual and reasonable expenses incurred in performing his or her duties (e.g., postage for letters mailed) as subject to Expenditure Approvals outlined in Section 7.2 – Accounts and Section 7.5 – Receipts.

Section V – Family Branches and Representatives

Section 5.1 – Family Representatives

The Organization is supported by individual “branches” represented by designated “Family Representatives” from each of the children (child lines) of Martin and Adelgunda Heiner:

Mary Christina Heiner Hinckley (1839-1879)
Amelia Heiner Black (1841-1903)
John Heiner (1842-1868)
Anthony Heiner (1844-1926)
George Heiner (1846-1937)
Elizabeth Christina Heiner Grover (1848-1882)
Daniel Heiner (1850-1931)
Susannah Catherine Heiner Ovard (1852-1923)

Martin's niece and nephew are also considered Family Branches, and their descendants may also serve as Family Representatives:

Anna Eva Dittmar Herbst 1834-1880
Heinrich Dittmar (Henry Dittmore) 1836-1893

Section 5.2 – Appointment/Tenure of Family Representatives

Family Representatives will be appointed on a volunteer basis and approved by the Executive Officers. Family Representatives can serve for as long as they are willing to serve. However, Family Representatives may be replaced, if the majority of the Executive Board vote that it is necessary.

Section 5.3 – Duties of Family Representatives

Family Representatives serve as advisors to the Executive Officers. They also serve as points of contact to disseminate organizational information within their family branch as well as serve as advocates for the interests of their family branch.

Section VI – Committees

Section 6.1 – Working Committees

The Executive Board shall set up working committees and make special assignments as necessary in administering the programs of the Organization. Committee appointments and special assignments may vary in length of tenure. Examples of potential committees include (but are not limited to): Nominating Committee, Research Coordinator, Technology Coordinator, Fundraising Coordinator, Temple Work Coordinator, Communications/Webmaster, and Reunion Planning. Other committees may be formed or absolved at the discretion of the Executive Board to facilitate the Organization’s objectives.

Section 6.2 – Committee Membership

Membership in the various committees will be established on a volunteer basis and approved by the Executive Board.

Section 6.3 – Committee Objectives

Working committees will operate, under the guidance of the Executive Board, as needed in order to fulfill their set purpose and objective.

Section VII – Finances

Section 7.1 – Fiscal Year

The fiscal year of the Organization shall be January 1st through December 31st of each year.

Section 7.2 – Accounts

The Organization is authorized to maintain bank accounts for collecting donations and making payments in furtherance of the purposes of the Organization. The Treasurer and at least one other Executive Officer will be included (identified/named/listed) as authorized signers on any account maintained by the Organization. Other authorized signers may be added by the Executive Board as necessary and with approval of the President.

Section 7.3 – Expenditure Approvals

All expenditures under $100 will be approved by two of the following Officers: President, Vice President, Recording Secretary. Expenditures over $100.00 or more must be pre-approved. Expenditures shall not be approved until sufficient funds are available in the financial accounts of the Organization. The Executive Board shall not pre-approve expenditures beyond the funds in the bank account. Expenditures over $100 will be approved by a majority vote by the Executive Officers and will be recorded by the Recording Secretary. When expenditures are approved the Treasurer will issue a purchase order or letter of intent detailing the scope and amount of work approved.

Expenditures shall not be approved until sufficient funds are available in the financial accounts of the Organization. The Executive Board shall not pre-approve expenditures beyond the funds in the bank account.

If the Executive Board approved expenditures for future work that will be performed by another person (such as a researcher or IT support), the Treasurer will issue a purchase order or letter of intent detailing the scope and amount of work approved and budgeted for. Any non-budget expenditures spent by anyone without following this procedure will not be reimbursed and will be considered a donation.

Section 7.4 – Dues

Voluntary dues may be established by the Organization. The dues amount shall be established by the majority vote of the Executive Board. Any such dues established shall be payable on January 1 of each year or as otherwise determined by the Executive Board. All dues shall go o the General Fund. Any additional donations will go to Family History Research fund, unless otherwise specified by the donor.

Section 7.5 – Receipts

Receipts for payments and donations to the Organization will be provided for tax purposes upon request unless otherwise required by federal tax law.

Section XIII – Reunions and Meetings

Section 8.1 – Purposes of Reunions

Reunions are an important element in achieving the objectives of the Organization, namely promoting solidarity amongst the descendants of Johann Martin Heiner and Adelgunda Dietzel Heiner.

Section 8.2 – Reunion Frequency

Whenever the Executive Board feels it is appropriate, it may call for, organize, and preside at reunions of the Martin Heiner Family. It is recommended that reunions be held at least every five (5) years, and optimally every two (2) years if there is enough interest among family members to do so. Reunions shall be held at a place and time determined by the Executive Board and may be coordinated by a reunion committee chair as designated by the Executive Board.

Section 8.3 – Family Branch Reunions

Family Branches shall be encouraged to hold their own reunions on a periodic basis. Family representatives are encouraged to help facilitate and initiate these reunions. Temple sessions may be organized as needed as the need or desire arises.

Section IX – Ratification and Amendments of Bylaws

Section 9.1 – Ratification and Amendment Procedures

The Executive Board may seek to amend these Bylaws as needed and approved by the majority vote of the Executive Board.

Section X – Dissolution

The Organization may be dissolved by a unanimous vote of the existing Executive Board.Upon dissolution of the Organization, after paying any remaining financial obligations, distribution of any remaining funds shall be voted on by the Executive Board.

Section XI - APPROVAL

These bylaws were approved by the Executive Board

Printed Name, Title: Kathleen L. Lindsay, President_____________________________