Bylaws of The West Atlanta Modern Quilt Guild
ARTICLE I – NAME, PURPOSES, POWERS, AND OFFICES
The name of this Guild is WEST ATLANTA MODERN QUILT GUILD (the “Guild”).
The Guild is a volunteer run, not-for-profit association intending to comply with section 501(C)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, whose purpose is to:
– meet approximately monthly to develop and encourage the art of quilting;
– work with other guilds and groups with a similar purpose;
– encourage new quilters and other fiber artists interested in similar projects;
– offer educational opportunities through workshops, retreats, and sharing of information whenever possible.
The assets and property of the Guild are hereby pledged for use in performing its exempt purpose(s).
1.3 No Private Inurement
No part of the net earnings of the organization shall inure to the benefit of, or be distributable to, its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the Guild’s exempt purpose(s).
ARTICLE II – MEMBERSHIP
2.1 Membership: Membership may be granted to anyone upon submission of a completed membership application and payment of dues.
2.2 Non-discrimination: No person shall be denied membership or have her/his membership revoked or suspended because of the person’s sex, race, religion, national origin, ancestry, creed, pregnancy, marital or parental status, sexual orientation or physical, mental, emotional or learning disability.
2.3 Dues: The annual dues will be set by the Board of Directors. If a member withdraws from the Guild, dues will not be prorated or refunded. Dues must be received by the date set by the Board of Directors in order to remain a member of the Guild. Prospective members may attend one free meeting. New members must pay dues by their second meeting.
2.4 Votes: Each member in good standing is entitled to one (1) vote in matters put before the membership for determination by vote. If the matter is put to a vote during a meeting of the Guild, members must be present in order to vote. Absentee voting may be allowed as determined by the Board of Directors.
2.5 Revocation of membership: Membership may be revoked in cases of actions that threaten the non-profit status of the Guild. Membership may also be revoked for violating policies set by the hosting meeting space or by participating in any activity related to the Guild or its functions and/or activities that are criminal. In instances of verbal harassment or disruptive conduct during meetings, the Board of Directors may attempt conflict resolution but reserves the right to immediately revoke the membership of the disruptive member.
ARTICLE III – BOARD OF DIRECTORS
3.1 Board of Directors: The Board of Directors shall consist of President, Vice President, Treasurer, and Secretary. Additional Board members may be added as deemed necessary by the Board.
3.2 Election of Board members: Board members will be elected by vote of a majority of the members present at the November meeting of the Guild. Voting will be tallied by two members in good standing who are not in consideration for any Board position. If a nominee is unopposed, she/he shall be elected without vote.
3.3 Installation of Board members: Elected Board members shall take office at the January meeting of the Guild.
3.4 Term of Office: Board members shall serve for a term of one year. A Board member appointed to fill a vacancy shall serve until the end of that calendar year. There shall be no limit to the number of terms served.
3.5 Filling of vacancies: A Board member may resign at any time. Any Board position with the exception of President can be appointed by the remainder of the Board. The Vice President will fill in for the President until elections can be held.
3.6 Powers and duties: Board members must attend a majority of the regular monthly membership meetings. Specific powers and duties for Board positions shall be determined by the Board of Directors subject to the following exceptions:
President: The President shall lead membership and Board meetings and act as agent for service in legal matters. The President may delegate meeting responsibilities as necessary to the Vice President or another Board member.
Vice President: In the absence of the President, the Vice President shall lead membership meetings. The Vice President is also the primary Board contact for Committees of the Guild.
Treasurer: The Treasurer shall oversee the Guild finances and will deliver any check or other payment of monies on behalf of the Guild or any Guild Committees. The Treasurer is also responsible for submitting any required tax filings on behalf of the Guild.
Secretary: The Secretary is responsible for keeping minutes of Guild meetings and for Guild communications. The Secretary is also responsible for maintaining accurate records of Guild membership.
ARTICLE IV – COMMITTEES
4.1 Committees: Committees and positions are created to assist the Board of Directors and the Guild in carrying out activities and responsibilities of the Guild. The Vice President shall be the primary liaison between the Committees and the Board of Directors.
4.2 Creation and dissolution of committees and positions: Committees and positions may be created and/or dissolved by majority vote of the Board of Directors.
4.3 Financial affairs: Before expending any Guild funds, each Committee shall submit a proposed budget to the Treasurer, which must be approved by the Board of Directors. At no time shall any Committee be considered to be independent of the Guild or fail to submit money or expenses to the Treasurer.
4.4 Guild activities: From time to time members may suggest activities for the Guild as a whole. If there is sufficient interest from the members in the suggested activity, a Committee will be formed to investigate and plan the suggested activity. Any such activity shall be subject to approval by the Board of Directors.
ARTICLE V AMENDMENT
5.1 Amending the Bylaws: The Board may propose an amendment to these Bylaws at any time. The proposed amendment must be posted to the Guild’s website two weeks prior to the next regular membership meeting. Voting on the proposed amendment will occur at that membership meeting with the majority of members attending constituting an affirmative response.
ARTICLE VI DISSOLUTION
6.1 Dissolution: In the event the Guild is dissolved, all funds and goods owned by the Guild shall be donated to one or more non-profit organizations as designated by a majority vote of the membership in attendance at the meeting wherein the matter is discussed. The organizations considered will be those to which the Guild has previously donated.
Adopted by majority vote of the Guild on _____________