Article I.  Name:

• The name of this not-for-profit organization shall be the Desert Quail Painters.

Article II.  Purpose:

• The purpose of this Club shall be to stimulate interest in and appreciation for the art of tole and decorative painting.

Article III.  Basic Policies:

• Our policy is to establish in our Club an ethical code of behavior which will promote a climate of friendship, courtesy and mutual consideration among members.

• The name of the Club or the names of any members in their official capacities shall not be used to promote or endorse any commercial concern or in connection with any partisan interest or for any purpose not appropriately related to the promotion of the objective of the Club.

 

Article IV.Membership and Dues:

 

• Membership in the Club is open to any person who, in accepting membership, thereby agree to follow these bylaws.

• Non-member guests may visit as specified in the Standing Rules.

• Membership dues shall be determined only by a vote of the membership.

• Membership dues are due and payable as stated in the Standing Rules.

• The amount of membership dues are as stated in the Standing Rules.

 

Article V.  Meetings:

• Regular meetings of this Club shall be held as stated in the Standing Rules.

• The Board of Directors shall have the authority to change the dates of meetings, and set places and times for meetings, provided sufficient notice is given to the membership.

• A quorum shall consist of not less than one-fourth of the membership.

• The privilege of holding office, making motions, debating and voting shall be limited to members in good standing for the current calendar year.

 

Article VI.  Elected Officers:

• The elected officers of this Club shall be the President, First Vice President (Programs), Second Vice President (Membership), Secretary, Treasurer, Newsletter Chairperson and Ways and Means Chairperson.

• The term of office shall be one year.  It is preferred that no officer hold the same position for more than two consecutive terms.  However, it is understood a Board position may be filled by the same member for more than two consecutive terms rather than be left vacant.

• Duties of the officers shall be as follows:

• President shall preside at all meetings of the Club and meetings of the Board; shall be a member ex-officio of all committees with the exception of the nominating committee; shall sign checks in the absence of the Treasurer; and shall perform such other duties as usually pertain to the office.  The President shall be responsible to see that all required reports and filings are done in a timely manner.

• First Vice President shall preside in the absence of the President; shall assist the President and shall serve as Program Chairperson.

• Second Vice President shall serve as the Membership Chairperson.

• Secretary shall record minutes of all meetings of the Club and of the Board.  These minutes shall be kept in books that are the property of the Club and shall be a complete and clear record of activities.  A current copy of the Standing Rules should be maintained and available to the membership at all times.

• Treasurer shall receive all monies of the Club; shall keep an accurate record of receipts and expenditures, pay all bills upon approval of the Board; present a statement of account at every meeting of the Board and as requested by the Club.  The Treasurer shall prepare a complete report at the end of the calendar year and ensure all tax filings have been completed in a timely manner.

• Newsletter Chairperson shall compile and distribute to the membership a newsletter on a monthly basis.  Information will be gathered from all officers and committees for each publication.  The Newsletter Chairperson should always be mindful of other information that the membership needs in order to be fully informed of the Club business and to provide the data on a timely basis.

• Ways and Means Chairperson shall make arrangements for fund raising events at each general membership meeting of the Club.  These events may be opportunity drawings using donations from the membership or from items purchased for the opportunity drawing.

Article VII.  Appointed Officers and Parliamentarian:

• Appointed officers of the Club may be appointed for special duties as deemed necessary by the President with the approval of the Board of Directors.

• There are currently no officially appointed Chairpersons with a vote serving on the Board.

• Should there be officially appointed Chairperson in the future, the term of office shall be one year.  No appointed officer may hold the same office for more than two consecutive full terms.  However rather than having a vacant position, the officer may continue to serve.

• The number of appointed officers with a vote shall not exceed the number of elected officers.

• The President may appoint a Parliamentarian who shall attend both Board and Club meetings, but shall not be a voting member of the Board.  The parliamentarian shall ensure adherence to these bylaws and shall assure the President of a quorum.

Article VIII.  Board of Directors:

• The Board of Directors shall consist of the elected officers, and the appointed officers with a vote as specified in Article VII.

• The duties of the Board of Directors shall be:

• To transact necessary business in the intervals between Club meetings and such other business as may be referred to it by the membership.

•  To submit an annual budget to the membership for approval.

• To review all un-budgeted expenses and make recommendations to the membership regarding payment.

• Meeting of the Board of Directors shall normally be held prior to the regular Club meetings.  A majority shall constitute a quorum.  Special meetings of the Board of Directors may be called by the President and must be called by the President upon written request of two members of the Board.

Article IX.  Finances:

• The Board of Directors, upon recommendation of the Treasurer, shall designate all financial institutions that shall be the depository of Club funds.  At least three (3) members of the Board, including the Treasurer, shall complete signature cards on the Club account.

• To insure that accounting procedures are accurate, consistent and current, an audit committee designated by the Board of Directors shall perform a year-end audit of the Treasurer’s records.  Special audits may be scheduled if deemed necessary due to changes of officers, etc.

 

Article X.  Committees:

• Standing committees may be created as needed to promote the objectives and interests of the Club.  The President, with the approval of the Board of Directors, shall appoint committee chairpersons.  The chairperson may then select committee members as needed.  Each committee member shall serve for a term of one year, and may serve no more than two consecutive full terms in the same position.  However, rather than having a vacant position, the member may continue to serve.

Article XI.  Nominations and Elections:

• Nominations shall be made in the fall for the coming year.

• The Nominating Committee, composed of not less than three (3) nor more than five (5) members, shall be appointed by the President with the approval of the Board of Directors.  The nominating committee shall be appointed at least two (2) months before the meeting at which elections are held.

• The Nominating Committee shall prepare a slate for the election of officers and shall submit it to the members at least two (2) weeks prior to the meeting at which elections will be held, either through means of the Club newsletter or a special mailing.

• There shall be provision for nominations from the floor for each office at the meeting at which elections are held provided that prior consent of the nominee has been obtained.

• A member of the Nominating Committee may become a candidate without resigning from the committee.

• Elections shall take place before the close of the calendar year.

• Officers shall be elected prior to the year end and shall take office January 1st.  They shall hold office until a successor is duly named.

• A majority vote is required to elect.  If there is more than one candidate for an office, voting shall be by written ballot.

• Vacancies in office that occur during the year shall be filled by a majority vote of the Board of Directors, except for the office of the President, in which the First Vice President shall succeed.

Article XII.  Amendments:

• Proposed amendments to these bylaws shall be submitted in writing to the President for review by the Board of Directors.

• These bylaws may be altered or changed by a two-thirds (2/3) vote of the members present at a meeting at which a quorum is present, provided that the proposed changes have been presented in writing to the members at least two (2) weeks prior to the meeting at which the voting takes place.

• If, at two (2) consecutive meetings, a quorum has not been present, these bylaws can be changed upon written ballot of the members, provided that a majority of members, return the written ballot.

Article XIII.  Parliamentary Authority:

• Roberts Rules of Order, Newly Revised, shall be the Parliamentary Authority for all matters not in conflict with these bylaws.

Article XIV.  Dissolution:

• In the event of dissolution of the Club, all liabilities and obligations of the Club shall be paid, satisfied and discharged or adequate provision made thereof.  Any remaining funds in the Treasury at the time shall be given to a like organization as determined by a majority of the remaining members