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OFFICIAL MINUTES OF THE YNGHA BOARD OF DIRECTORS MEETING SEPTEMBER 18, 2010 Members Present: Cathy Walker, Ann Bush, Joan Singlaub, Clark
J. Hickman, James (Jim) F. Yarbrough, Barbara Blanton and JoAnn Augspurger Members Absent:
Tee Y. Devine, Cleveland (Cy) Yarbrough, Seth Yarbrough Young and Don
Yarbrough. 1. Meeting was
Called to Order by Pres. Cathy Walker, she determined there was a quorum
present and distributed informational packets to Board members. Jim Yarbrough was asked to offer the invocation. 2. Noted changes to
the Agenda were the elimination of item #8 and #5 would be discussed, briefly. 3. Minutes of the
three previous meetings were addressed.
Clark moved for approval and Barbara seconded; Minutes were approved
unanimously. However, Ann noted that she
did not get all minutes from the first telecom meeting or from the second,
though the second was better. All
Minutes were approved unanimously as written. 4. Jim reported the
expenses for the YFQ were down, representing a tremendous savings when sent via computer. Clark was commended on holding a very fine
Conference and the costs are expected to be minimal. Jim informed the Board that our current
membership stands at 127. Cathy stated
that the Association's annual report and registration fee have been submitted
to the Commonwealth of Virginia. The
question of the Association's 501(C)(3) status came up and Cathy reported that
she had asked our Corporate Agent, Gregory Yarbrough, if he had any
documentation for this; he reported that he did not. Ann also mentioned that non-profits are now
required to file income tax forms. Jim
will look into these matters and have a report by November 17. 5. Discussion followed with regard to the
Association web site. The Board has for
some time felt some changes were called for.
Barbara Blanton made a motion to remove the password; Clark echoed this
sentiment. Jim seconded the motion and
it was unanimously approved. Having
studied several sites, including our own, Cathy had hastily prepared a
feature-by-feature listing showing how each measured up to the others. Board members commented how helpful the
listing was. The sites reviewed were
those of The Chandler Family Association, The Williams Family Association, the
Hull family Association and The YNGHA. The features we would like to see
included in our own were shown in bold face.
Clark commented about how interesting the Chandler site is and believes
the features are fascinating. He
wondered how we can do something equally as nice. He recently spoke with the University
Marketing System about our site and right away they questioned the selection of
yarbro.org when a search engine would be seeking "Yarbrough". Clark also explained how "spiders"
are sent on the web to determine the sites receiving the most hits; these will
appear early in a search listing where those with less activity appear farther
down the list. Jim believes the addition
of the web master's telephone number would be helpful. Clark
suggested the group set up a Facebook account.
This communication tool is used by a great many people and it could
serve us well in making connections with younger adults. There was discussion regarding safety and
privacy and Clark stressed that only friends are allowed access to your page
but for safety's sake you would never post your birth year or the city in which
you reside. Clark will move forward to
establish our Facebook account and will e-mail everyone by November 17. 6. Election of Directors Joan suggested that Mary Yarbrough
(Phil's wife) be contacted to establish the base family lines to help people
with research. Clark suggested inviting
her to serve on the Board since she is fully retired, though she is quite busy
working with the DAR. Jim made a motion
for Mary Yarbrough to become a member of the Board of Directors, to hold the
title of Director of Research. Clark
seconded and there was unanimous approval.
Cathy will send an official letter to Mary. Joan believes once these lines are established,
any individual with questions on a particular line would be referred to a
person actually researching that very line.
This should aid in development of a stronger, more tangible line and
will be a great asset for those interested in the DAR, etc. Cathy stated which directors are up for
re-election and also reported that Don Yarbrough could not continue to serve as
a Director and Seth Yarbrough Young is not able to serve as a Director due to
health problems. After much discussion the following
Directors were approved for presentation to the membership: 2011 - Barbara Y. Blanton (TN),
Tee Y. Devine (CA), Mary Yarbrough (TN), William (Bill) Arthur Yarbrough (TN); 2012 - JoAnn Augspurger (IA),
Cleveland "Cy" Yarbrough (VA), Clark J. Hickman ( MO),
James F. (Jim) Yarbrough (TN); 2013 - Ann Y. Bush (AL), Joan Singlaub (TN), Hal H. Yarbrough (TN). Cathy H. Walker (AL). Amended: to show Elaine Y. Wolf (KY) will be serving in Cathy H. Walker's place as a Director. 7. Presentation of Proposed Slate of Officers
for 2010 Cathy opened the floor but stated that she
would not consider being president again. Barbara
nominated Clark but he also declined because of his schedule. Ann nominated Joan for the position and after
brief discussion, she accepted for a period of one year. Joan
Singlaub agreed to take the President's position for one (1) year William
A. Yarbrough was nominated for Vice President JoAnn
Augspurger was nominated for Secretary Ann
Bush for was nominated for Asst. Secretary James
F. Yarbrough was nominated for Treasurer This
slate of officers will be presented to the membership for approval this
evening. 8.
Removed from the agenda. 9. The Association's
use of the family crest was tabled pending Peter's receipt of further
information from the College of Arms. 10. Proposed Revisions to Bylaws Cathy had reviewed the YNGHA
bylaws earlier and offered the following revisions for consideration by the Board. The Board discussed this document in detail,
making changes where necessary. Jim moved for acceptance of the Bylaws as presented with revisions as discussed. Barbara seconded
and the revisions were approved unanimously.
Specific revisions are as follows: ♦ ♦ ♦ ♦ ♦ ARTICLE IV - Section
4.1. Members. Membership in the corporation shall be
unlimited in number. Any person claiming
connection to the Yarbrough family and whose annual dues are paid in full,
shall be considered a member of the corporation with voting rights attached
thereto. ARTICLE IV - Section 4.2. Admission of Members.
(a) Any person interested in
becoming a member of the corporation shall submit a written application on a
form approved by the Board of Directors.
The completed application and payment of the required dues are to be
sent to the officer designated on the application form. (b) Eliminated in its entirety. ARTICLE IV - Section 4.3. Voting Rights; Eligibility to Serve as
Director or Officer. Members in good
standing shall have the right to vote for Directors of the corporation and on
all matters requiring membership approval by law, the Articles of Incorporation
or these Bylaws, and shall be eligible to serve as Directors and Officers of
the corporation. ARTICLE IV
- Section 4.4. Dues. (b)
Dues shall be payable in advance at the beginning of each fiscal year of
the corporation. Any member whose dues
are in arrears for one (1) month shall be notified in writing of such arrearage
by an assigned member of the Board of Directors. If payment is not received within two (2)
weeks, said membership shall be terminated. (c) Special assessments necessary for the work of
the corporation may be recommended by the Board of Directors to the members, and
shall be levied only on the majority vote of those members in attendance at the
annual meeting. ARTICLE IV - Section
4.5. Termination of Membership. Redundant
paragraph - eliminated in its entirety. ARTICLE IV - Section
4.6. Will be renumbered to read
Article IV - Section 4.5. ARTICLE IV - Section
4.7. Will be renumbered to read
Article IV - Section 4.6. ARTICLE IV - Section 4.8. Will be renumbered to read Article IV
- Section 4.7. ARTICLE V - Section 5.1. Annual Meeting. Nine (9) months in advance, the Conference
host shall submit a report to the Treasurer detailing the selected hotel,
anticipated Conference activities, any planned extra-curricular activities, the
banquet style, dress code and locale.
The report is to include all anticipated costs associated with the
Conference. At no time during the
preliminary planning is the host to obligate the Association financially,
without first consulting with the Treasurer.
Within two (2) months before a scheduled annual meeting, the President
and Treasurer shall together determine whether adequate funding is available to
hold an annual conference. The results
and the host's plans will be reported to the Board of Directors for a final
decision. With financial clearance, the
annual meeting of the members of the corporation shall be held each year at
such time and place as shall be designated by the Board of Directors. In the event of cancellation, the membership
shall be promptly notified in a manner determined by the Board of Directors.
ARTICLE V - Section 5.3. Notice. Notice of the date, time and place of each
annual and special meeting of members shall be given almost one year in advance
for the annual meeting. Any special
meeting to act on an amendment of the Articles of Incorporation, a plan of
merger, a proposed sale of assets or the dissolution of the corporation shall
be given not less than twenty-five (25) nor more than sixty (60) days before
the date of such meeting. Only notice of
a special meeting must state the purpose or purposes for which the meeting is
called. All meetings shall be held at
the date, time and place fixed by the Board of Directors. ARTICLE V - Section
5.6. Quorum and Voting
Requirements. Members holding
one-tenth (1/10) of the votes entitled to be cast, represented in person or by
proxy, shall constitute a quorum. The
vote of the majority of votes entitled to be cast by the members present or
represented by proxy at a meeting at which a quorum is present shall be
necessary for the adoption of any matter voted upon by the members, unless a
greater proportion is required by law, the Articles of Incorporation or these
Bylaws. ARTICLE VI - BOARD OF DIRECTORS Section 6.2. Number, Qualifications, Election,
Classes and Term. (b)
The initial Directors are those persons elected by the incorporator or
the corporation, and they shall serve until the first annual meeting of
members. At the first annual meeting of
members and at each annual meeting thereafter, the members shall elect the
Directors of the corporation. Candidates
for election to the Board of Directors shall be nominated by the Board. Also, nominations may be made by any member
from the floor at the Annual Membership Meeting. (d)
The members shall elect Directors to fill all positions on the first
annual meeting of the members. The
initial term of office for the Class One Directors shall expire at the second
annual meeting of members, the initial term of office for the Class Two
Directors shall expire at the third annual meeting of members, and the initial
term of office for the Class Three Directors shall expire at the fourth annual
meeting of members. Upon expiration of
the initial term of office, all Directors shall be elected for the term of
three (3) years, so that one-third (1/3) of the Directors shall be elected each
year. A director shall serve until the
expiration of the term or until his successor is elected and qualified. There is no limit on the number of terms a
Director may serve. Section 6.3. Regular
Meetings. The annual meeting of the
Board of Directors shall be held during the annual conference without notice
other than this Bylaw, at an appointed time preceding the members’
meeting. Both meetings will take place
on the same site. Additional regular or
special meetings of the Board of Directors may be held at such times and places
as may be fixed by resolution of the Board without notice other than such
resolution. Section 6.9. Removal and Vacancies. The Board of Directors may remove any Director, with or
without cause, and fill the vacancy. A Director may be removed by a
vote of a majority of the Board of Directors only at a meeting called for the purpose of removing him and the meeting notice must
state that the purpose, or one declared of the purposes of the meeting, is removal of the Director. Any vacancy arising from the
Directors including vacancies created by an increase in the number of Directors occurring between the annual meeting of members shall be filled by the remaining members
of the Board of Directors. ARTICLE VII -
OFFICERS. Section 7.3. President. The President shall be the Chairman of the
Board of Directors and chief executive officer of the corporation, and shall
have the general powers and duties of supervision and management usually vested
in the office of President of a corporation.
He shall preside at all meetings of the Board of Directors as well as
all members’ meetings. He shall have
general supervision, direction and control of the business of the
corporation. The President shall serve
as an ex-officio member of all committees created by the Board. Except as the Board of Directors shall
authorize the execution thereof in some manner, he shall execute bonds,
mortgages, and other instruments requiring it and when so affixed, the seal
shall be attested by the signature of the Secretary or the Treasurer or an
Assistant Secretary or Assistant Treasurer. ARTICLES VIII - INDEMNIFICATION Section
8.2. Determination and Authorization of
Indemnification. (b) (ii) If a quorum cannot be obtained under
paragraph (i), by a majority vote of a committee duly designated by the Board
of Directors consisting solely of two or more Directors not at the time parties
of the proceedings; (iii)
by special legal counsel either selected by the Board of Directors or
its committee or, if a quorum of the Board of Directors cannot be obtained and
a committee cannot be designated, selected by a majority vote of the entire
Board of Directors, in which selection of those Directors who are parties to
the proceedings may participate; or, (iv) by the members, excluding members who
are, at the time, parties to the proceeding. ARTICLE X - CONTRACTS, CHECKS, DEPOSITS AND GIFTS Section 10.1. Contracts. Section 10.1. Host for the Conference will inform the President and the Treasurer as to the proposed cost before they make any agreements with the hotels and food service. The President and Treasurer will conference before one of them signs the contracts. All incidental expenses should be covered by the registration fee or the increased price of the meal. Section 10.2. Checks, Drafts or Orders. Section 10.3. Deposits. Section 10.4. Gifts. ARTICLE XI - FISCAL YEAR Section 11.1. Fiscal Year. ARTICLE XII - CERTIFICATES OF MEMBERSHIP Section 12.1. Certificates of Membership. Such certificates shall be signed by a designated officer of the corporation. AT THIS POINT, THE BOARD TOOK A BREAK TO LISTEN TO THE DNA PRESENTATION. THE BOARD RESUMED THEIR MEETING FOLLOWING THE DNA PRESENTATION. 11. Long-range Plans and Goals of YNGHA Cathy distributed
a preliminary list of short-range and long-range goals for the Association, all
of which currently relate to the work planned for the Research Books. This is just a starting point to which
Directors are urged to propose additional ideas. Much of the discussion reverted back to the web site, making the YNGHA inclusive to everyone. The 96- plus family research books that are being stored most of the year and brought to the Conference by the President and Secretary. The discussion
continues to support having the Research books Digitized so they may be used year round. President Walker is looking for a grant that
would pay for having the work done. 12. Research Book Upgrade Project/Digitization of Records on Family Tree Maker Cathy has estimated that preparing the Research Books for scanning (cleaning up or replacing bad photocopies, eliminating duplications, replacing pages that were installed upside down or punched on the wrong side, etc., etc.) and maintaining an average of one book a month, it would take us 8 years. She has also been doing some research to find someone to scan the books. Royal Imaging of Houston will be sending her a proposal which will include taking the books apart, cleaning up the copies, adding page numbers, scanning the pages, and creating pages of material we have is $4,200. We can save an additional cost by reassembling the books ourselves. She is currently looking for grants to cover the anticipated cost. As for digitizing our records, Cathy plans to consult with the gentleman who just finished that very project for The Chandler Family Association. They, too, were maintaining what they referred to as their "Traveling Library." His guidance could be very beneficial. 13. Determine Conference Host(s) and Site for 2011 Jim and Jan Yarbrough, Barbara Blanton and Hal Yarbrough will host the conference in Nashville, Tenn. Jim will look for a place downtown. It was specifically noted; that the Host of the Conference need to contact the President and Treasurer as to the cost before they make any agreements with the Hotels and food service. The President and the Treasurer will conference before one of them signs the contract. This is extremely important so that the Conference stays within our their budget and expenses do not go over the income of the Conference. (See revision Bylays: X CONTRACTS Section 10:1. Contracts.) Miscellaneous subjects arising for discussion: Ann spoke with Hal Yarbrough and Bill Yarbrough during the DNA presentation break and she reports that both gentlemen have agreed to serve on the Board of Directors. Jim reflected that he had not done well at recruitment this year. Clark stated that we really need someone to handle recruitment specifically. Considering the average age of our membership, Jim would like to try sending out 500 postcards @ thirty-two cents (.32) per card. They would be hand printed in script by a computer and the reverse side would introduce the receiver to YNGHA. A list of Yarbroughs will be assembled from the internet White Pages, focusing on Kentucky, Tennessee, northern Mississippi and northern Alabama. Jim will personally pay for the post cards, printing and mailing. In answer to a question concerning telephone costs associated with our telephonic Board Meetings, Jim responded that the charge is six cents (.06) per minute and that the total cost is about $30 for each time. The current location of our corporate seal is in question. Ann will search through her materials at home and Cathy will dig through materials passed to her by Howard Yarbrough. The Board of Directors would like to invite YNGHA members to invite other Yarbrough families to attend next year's conference. It would be great to see the conference double in size and the membership increase from 127 members. It is up to all of us to keep the YNGHA going. Assignments for the evening's banquet were discussed. Jack Singlaub will lead us in the Pledge of Allegiance; Joan Singlaub will offer the invocation; Clark will explain the arrangements for dining; after the meal, Clark will present a brief program about Saint Louis, Missouri; Cathy will lead the membership business meeting and the location of the 2011 Conference (Nashville, TN) will be made; Jerry Yarbro will offer the benediction, followed by group pictures in the hotel lobby. The next telephonic Board of Directors conference call will be held Wednesday, November 17 at 7:00 P.M. central time. In addition to presentation of assorted reports listed earlier, the minutes for the annual conference will be considered for approval at that time. The Board of Directors meeting was adjourned at 4:00 P.M. YNGHA Annual Conference
Meeting and Banquet The annual membership meeting was held on September 18, 2010 in the Bartolino Osteria private dining room, at the Drury Inn, St. Louis, Missouri. Guests dined on Toasted Ravioli made only in St. Louis, chicken breast, roast beef, salad, mixed vegetables and spumoni ice cream. Clark Hickman, who served as host of the Conference gave a wonderful overview of Saint Louis (the city he loves). He told of the 1904 Expo and the song, “Meet Me in St.Louis,” Louie, the 1st Cathedral, the Old Court House, the Gate Way Arch, Art Museum, the many fine foods that had there beginnings in Saint Louis, and the famous people who lived in Saint Louis. Clark gave a personal thanks to President Cathy Walker and Secretary Ann Bush for their encouragement, friendship, guidance and leadership. Cathy called the membership meeting to order. The minutes of last year's meeting had been displayed in the Research Room for study and questions or suggested revisions were sought; none were offered. Motion to approve was made by Al Bush and seconded by Joan Singlaub, and the minutes were approved unanimously. Cathy presented the new slate of Board of Directors and Officers which was unanimously approved. Directors who will serve, along with their term expiration, are as follows: Mary Yarbrough (TN)11; Barbara Blanton (TN)11, Tee Devine (CA)11; W. A. (Bill) Yarbrough (TN)11 Jim F. Yarbrough (TN)12; Clark Hickman (MO)12; JoAnn Augspurger (IA)12; Cy Yarborough (VA)12; Ann Y. Bush (AL)13, Joan Singlaub (TN)13; Cathy Walker (AL)13 and Hal H. Yarbrough (TN)13. Your Officers for the coming year are as follows: President, Joan Singlaub; Vice President, William A.(Bill) Yarbrough; JoAnn Augspurger, Secretary, Ann Y. Bush, Assistant Secretary; James F. (Jim) Yarbrough, Treasurer. President Walker asked for any comments from the membership, hearing none she called the meeting to a close. Group pictures were taken in the hotel lobby. Archivist and
Historian Dennis Northcott Saturday’s Guest Speaker Clark introduced the Guest Speaker Dennis Northcott, Archivist and Historian from the Missouri History Museum. Mr. Northcott, described what is in their Museum and Library. He told of specific place to look for information on one’s ancestors. Following are only a few that he mentioned that are in their museum and available for researchers to use. Company News Magazines, ie. Union Electric New, Post Dispatch Notebooks, United Railways Bulletins Obituary of Colleges and Universities ie. Yale 1913-14. LaGrange College Magazine from Hannibal Missouri Civil War materials -- Military pass for 1891, letters diary, military passes, muster rolls, Pension claims. Knights of Columbus and St Louis Masonic Lodge Roster 1867 and more. Membership, Coroner Records, Page from inquest book of St.Louis Variety of Tax Records. 1851 They have many letters that have been donated to the library. Many of us wanted to spend several days doing research in the library and museum. To learn more go to their web site. www.mohistory.org/genealogy Saturday DNA presentation Saturday afternoon Clark Hickman gave a wonderful presentation about DNA. Discussed who should/could take the DNA test to show what group of families they might fit in. The woman carries the maternal line and the man carries the paternal line. This makes it difficult for those who have only female lines to follow and no living males of said name being researched or remaining living males. He explained the DNA testing and results on a level that everyone could understand as well as explaining how safe it is and what the DNA test will tell you. Respectfully submitted, 
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