By-Laws of the Kaw Valley Woodcarvers Association
Name and Purpose
The name of the association shall be the Kaw Valley Woodcarvers Association (hereinafter the Association), and it shall operate exclusively for educational purposes of a non-profit nature within the meaning of section 501 (c) (3) of the Internal Revenue Code of 1986, as amended. No part of the net income of the Association shall inure to the benefit of any individual. No substantial part of the activities of the Association shall be in the carrying on of propaganda or attempting to influence legislation. The Association shall not participate in or intervene in any political campaign on behalf of any candidate for public service.
Membership in the organization shall be open to any person interested in woodcarving as an art; learning woodcarving or further developing their skill as a carver; the promotion of woodcarving as an art; and with educating the membership and general public about the art, and history of woodcarving.
Membership is available to any individual or family by the payment of such dues as may be set from time to time by a vote of the members at any annual or special meeting called for such purpose. Family shall be defined as including a spouse or partner and dependent children under the age of 18.
Annual membership shall commence January 1 and expire December 31. Membership dues are not prorated for any portion of the year. Any member may retain membership in the Association by the timely payment of subsequent annual dues unless sooner expelled by the approval of the majority of members present at any special meeting for that purpose. Failure to pay dues by March 1 shall be deemed to be the expressed desire of an individual to terminate their membership in the Association and said membership shall be terminated effective March 1. A notice reminding members of unpaid dues will be published in the February edition of the association’s newsletter.
The Rights and Privileges of membership in the association include participating in all activities and events organized and sponsored by the association; may attend regular, annual, and special meetings of the association; may participate in discussion of club business, introduce business for discussion and/or for a vote, and vote on any business put before the membership for a vote; and may participate in the election of club officers, run for any office, nominate candidates for office from the floor, and may serve as a committee chair.
The control of the business affairs and the property of the Association shall be vested in an Executive Council which shall be composed of the elected officers of the Association. The Executive Council shall meet at least quarterly and in such a location as is reasonable and necessary to conduct the business affairs of the Association. Such meetings shall be deemed to have been duly called only when the chairperson of the Executive Council gives each of the other officers such prior notice as is reasonable under the circumstances. All meetings shall be conducted as nearly as practicable according to Roberts Rules of Order.
Official action may be taken by the Executive Council on behalf of the Association at any duly called meeting at which five or more officers are present by the approval of a majority of such officers. Any such official action shall be reported to the membership at least quarterly in the form of a written communication.
The Executive Council may establish from time to time special committees as are deemed necessary to conduct the business affairs of the Association. The Executive Council shall determine the responsibilities of such committees. The Executive Council shall appoint the chairpersons of all standing and special committees and may remove said chairpersons as deemed necessary in the best interests of the Association and the maintenance of good order.
The Executive Council will prepare an annual budget that reflects the projected revenues and expenditures of the Association to be presented at the annual membership meeting and prepares the agenda for said meeting and has oversight of the budget of the Association.
The Executive Council negotiates and signs all contracts the association enters into or designates an agent to perform these duties on behalf of the Executive Council.
The Executive Council selects show judge for the Annual Show and negotiates the contract.
The Executive Council alone may authorize the expenditure of the association’s funds.
Board of Directors
The Board of Directors shall be responsible for the oversight of the standing committees and the activities of the Association. The Board of Directors shall be composed of the Executive Council and the chairpersons and co-chairpersons of all standing committees. The Board of Directors shall meet monthly and in such a location as is reasonable and necessary to carry out the activities of the Association. The chairperson of the Board of Directors will be the president of the Association.
The officers of the Association shall be president, president-elect, vice-president, secretary, vice-president for membership, and a treasurer. Each officer shall hold his or her office for a term of one year, or until his or her successor is elected, unless he or she sooner resign, become incapacitated, or be recalled. Each such term shall commence on January 1 and expire December 31. The election of officers shall be conducted at the regular membership meeting each November. A slate of officers will be presented by the Nominating Committee and nominations will also be accepted from the floor. An individual may be elected to a maximum of two consecutive terms for any given office. An individual may be elected to more than two consecutive terms only on the condition that (1) the individual consents to serve an additional term, (2) the Executive Council votes to waive the term limitation, and (3) the membership votes to approve the waiver.
The duties of the president shall be to chair any duly called meeting of the Executive Council, to chair the annual meeting, any special meeting of the members, regular membership meetings; to conduct the day to day affairs of the Association; to serve as the chairperson of the Board of Directors if duly elected; disburse such monies as from time to time directed by the Executive Council and in a manner so authorized by the Executive Council. The president shall continue to serve on the Executive Council in an advisory role for a period of one full year after their term as president of the association expires.
The duties of the president-elect shall be to chair the aforesaid meetings and any special meetings in the absence of the president, to conduct the business affairs of the Association in the event the president is unable to do so, and to chair any executive committee to which he or she is appointed. The president-elect shall succeed the sitting president as the next president of the Association.
The duties of the vice-president shall be to chair any duly called meetings of the Board of Directors and to conduct it’s day to day business affairs of the Association in the event that the president and president-elect are unable to do so. In addition, this officer will, at the request of the president, carry out special assignments that the president shall deem necessary in his efforts to provide effective and meaningful leadership to the Association. This individual may use his of her discretion in the method used for completing the assignments. Committees can be formed, individuals with special skills can be called upon for help, or in some instances information can be collected and submitted to the president for utilization. Other methods however can be used as this individual sees appropriate.
Vice-president for membership:
The duties of the vice-president for membership shall be to maintain an accurate and current roster of the membership of the association, collect annual dues and maintain accurate records of the payment of such dues by members; prepare an accurate membership roster for distribution to the membership at large by April of each year; make periodic reports on membership at monthly meetings; and prepare and submit an annual membership report at the annual meeting.
The duties of the secretary shall be to record the minutes of the duly called meeting of the Executive Council, Board of Directors, the annual meetings, regular membership meetings, and special meetings of the membership, to compile such minutes and make them available for inspection by any members upon reasonable notice, supply said minutes to the editor of the newsletter in a timely manner, maintain a permanent record of all minutes, and to chair any executive committee to which he or she is appointed.
The duties of the treasurer shall be to receive and account for any monies tendered to him or her for the benefit of the Association, to keep accurate records thereof and make such records available for inspection by any member upon reasonable notice, and disburse such monies as from time to time directed by the Executive Council in a manner so authorized; make periodic treasurers reports at monthly meetings; prepare and submit an annual treasurers report at the annual meeting; and chair any executive committee to which he or she is appointed. The treasurer is not subject to the term limits designated above but may serve unlimited terms as deemed appropriate by the Executive Council and the membership of the Association.
When an officer resigns, becomes incapacitated or is recalled, the remaining members of the Executive Council shall forthwith select, by a vote of the majority of the members present at a duly called meeting for that purpose, a successor who shall serve out the remainder of the unexpired term of that office unless he or she sooner resign, become incapacitated or be recalled. In such event, a successor shall be selected in the manner herein described. No person shall be an officer of the Association except one who is a member in good standing of the Association.
Committees shall be of two designated types, special and standing. Special committees are created by the Executive Council for a specific purpose and for limited time period. Standing committees are permanent committees as identified in the By Laws of the association and are created to plan and oversee the regular and ongoing events and activities of the association.
All committee chairpersons are required to submit periodic reports of their activities and expenditures to the Executive Council, the Board of Directors, and the membership; submit an annual written report of their activities and expenditures at the annual meeting; may select co-chairs and committee members as needed to carry out the duties and activities of the committee; maintain accurate records of activities and expenses; submit receipts to the treasurer in a timely manner for payment; and prepare and submit, in a timely manner, a written budget request to the Executive Council for the annual budget deliberations.
The Nominating Committee is composed of the members of the Executive Council plus two at-large members. The nominating committee recruits candidates for the offices of the association; and prepares a slate of candidates to be presented at the November meeting for the election of officers.
The Seminar Committee plans seminars for the association; arranges for instructors for the seminars, sets the time and place for seminars; sets the fee for each seminar after consulting with the seminar instructor; and informs the membership of the association of seminars and costs in a timely manner.
The Program Committee plans the programs for the monthly meetings and makes the necessary arrangements for programs.
The Show Committee plans and organizes all aspects of the annual show.
The Carve-out committee plans, organizes and schedules the monthly carve-out.
The Refreshment Committee plans and organizes refreshments for the monthly meetings, special meetings as necessary, the annual picnic, and other fellowship activities and events as needed. The committee also maintains the inventory of refreshment supplies and arranges for replenishing supplies as needed.
The Marketing Committee is responsible for planning and implementing both short-term and long-term a marketing strategies for the association.
The Sheltered Living Festival of Trees Committee is responsible for planning, organizing, coordinating, and implementing the association’s Christmas tree project for inclusion in the annual Festival of Trees auction.
An annual meeting of the Association members shall be held in September at a location and time to be announced in the monthly newsletter and sent to each member at their last known email or postal address at least thirty days prior to such meeting. The agenda for the annual meeting shall include presentation of the proposed budget for the upcoming year, votes on amendments to the bylaws, annual reports by all committee chairs, and other items as deemed necessary or appropriate by the Executive Council.
A special membership meeting may be called by the Executive Council to address special circumstances and/or in response to extraordinary conditions. Such meeting will be held at a location and time to be announced in the monthly newsletter when and if practicable. Any regular membership meeting may be adjourned and reconvened as a special meeting on the approval of the Executive Council.
Regular monthly meetings will be held in such a location and time as is reasonable and appropriate and as approved by a majority or members Association at the Annual meeting or a Special meeting called for such purpose. Items of business of a general nature may be introduced and voted on at the same meeting.
Two social meetings will be held annually. An annual picnic will be held in July and an annual Christmas dinner will be held in December. Times, dates, and locations will be determined by the Board of Directors and submitted to the membership for approval.
All membership meetings shall be deemed to have been duly called only when the chairperson of the Executive Council or his or her representative calls such meeting to order. All meetings shall be conducted as nearly as practicable according to Roberts Rules of Order.
Any business presented for a vote must be approved by a simple majority of those members present.
The Kaw Carver will be official publication of the association. The newsletter will be published at least 10 times annually. For any news, information, or notification to be deemed official and authorized it must be published in the Kaw Carver.
Amendments to By-laws
The by-laws of the Association may be amended by the approval of a majority of the members present at an annual meeting or special meeting called for such purpose. Proposed amendments to the by-laws must be approved by a majority of the membership present at any duly constituted meeting of the membership. Proposed amendments must be published in the monthly newsletter for two consecutive months prior to a vote being taken on the proposed amendment. The proposed amendment must be approved by a majority of the members present at a duly called and constituted meeting before the by-laws are formally and officially amended. Approved amendments to the bylaws take effect on January 1 of the following year unless otherwise specified.
(Revision date: June 25, 2013)