Bylaws of the PieceMakers Quilting Guild
Part 1 Membership
- A person may apply to the directors or their designate and, upon acceptance by the directors or their designate, the person becomes a member.
- Every member shall uphold the Constitution and comply with these bylaws.
- The directors shall determine the amount of the first membership dues; after that, the annual membership dues shall be determined at the annual general meeting of the guild.
- A person ceases to be a member of the guild;
- By delivering his/her resignation to the Secretary of the guild, or by mailing or delivering it to the address of the guild, or
- On being expelled, or
- On having been a member not in good standing for a period of thirty (30) days.
- A member being considered for expulsion will be advised by the Executive Committee, by registered mail, and may be expelled;
- By a special resolution of the members passed at a general meeting.
- The notice of special resolution of expulsion shall be accompanied by a brief statement of the reason, or reasons, for the proposed expulsion.
- The person who is the subject of the proposed resolution for expulsion shall be given an opportunity to be heard at the general meeting before the special resolution is put to a vote.
- All annual fees are due in September of the current year.
- All members are in good standing except a member who has failed to pay his/her current annual membership fee by October 31st and/or debt due and owing by the member to the guild.
- All members in good standing shall have the right to vote at any meeting of the guild.
Part 2 Meetings of Members
- General meetings of the guild shall be held monthly from September to June at the time and place that directors decide.
- Every general meeting, other than the annual general meeting, is a regular general meeting.
- The directors may, when they think fit, convene an extraordinary general meeting.
- Notice of an extraordinary general meeting shall specify the place, day and hour of meeting and, in case of special business, the general nature of that business.
- The accidental omission to give notice of an extraordinary meeting to or the non-receipt of a notice by any of the members entitled to receive notice does not invalidate the proceedings at that meeting.
- An annual general meeting shall be held at least once in every calendar year and not more than fifteen (15) months after the holding of the previous annual general meeting.
Proceedings at General Meetings
- Business is;
- All business at a regular general meeting except the adoption of the rules of order, and
- All business that is transacted at an annual general meeting;
- the adoption of the rules of order,
- the consideration of the financial statements,
- the report of the directors,
- the election of directors and officers,
- the appointment of the auditors, if required, and
- such other business that, under these by-laws, ought to be transacted at an annual general meeting, or
- business which is brought under consideration by the report of the directors, issued with the notice convening the meeting.
- No business, other than the election of a Chairperson and the adjournment or termination of the meeting shall be conducted at a general meeting at a time when a quorum is not present. If at any time during a general meeting there ceases to be a quorum present, business then in progress shall be suspended until there is a quorum present or until the meeting is adjourned or terminated. A quorum is twenty (20) percent of the current paid membership.
- If within thirty (30) minutes from the time appointed for a general meeting a quorum is not present, the meeting shall become an informational meeting only with no ability to propose or pass resolutions.
- If at a general meeting;
- There is no President, Vice-President, or other director present within fifteen (15) minutes after the time appointed for holding the meeting, members present shall choose one of their numbers to be Chairperson.
- There is no Secretary present at the meeting one of the directors shall assume that position.
- A resolution proposed at a meeting needs to be seconded and the Chairperson may not move or propose a resolution;
- In case of an equality of votes, the Chairperson shall have a casting vote.
- A member in good standing is entitled to one vote.
- Voting is by show of hands, unless the members otherwise decide.
- Voting by proxy is not permitted.
Part 4 Executive Committee
- The Executive Committee may exercise all the powers and do all the things and acts that the guild may exercise and do subject, nevertheless, to the provisions of;
- All laws affecting the guild,
- These by-laws, and
- Rules, not being inconsistent with these by-laws, which are made from time to time by the guild in general meeting.
- No rule made by the guild in a general meeting invalidates a prior act of the Executive Committee that would have been valid if that rule had not been made.
- During the charter year of the guild, the directors of the guild shall be the President, Secretary, Treasurer, Program and Workshop chairperson, Membership Chairperson, Librarian, Archivist/Photographer, Newsletter Chairperson, Hospitality Chairperson and Phoning Chairperson.
- Following the annual general meeting in May, 1998, the directors of the guild shall be; President, Vice-President, Secretary, Program/Workshop Coordinator, We Care Coordinator, Membership Chairperson, Secretary, Treasurer, Librarian/Archivist, Photographer, Newsletter Editor, Sunshine/Hospitality Chairperson, Publicity/Phoning Chairperson, Quilt Show Coordinator.
- Following the annual general meeting in May 2006, the directors of the guild shall be; President, Vice-President, Past President, Secretary, Program Chairperson, Workshop Chairperson, We Care Coordinator, Membership Chairperson, Treasurer, Librarian/Archivist, Photographer, Newsletter Editor, Sunshine/Hospitality Chairperson, Publicity/Advertising Chairperson, Quilt Show Coordinator and Phoning Chairperson.
- The Vice-President shall automatically be nominated for election to the President’s position.
- Following the extraordinary meeting on April 18, 2012, the directors of the Guild shall be; President, Vice-President, Past President, Treasurer and Secretary (Executive and General) and the officers of the Guild shall be; We Care Co-ordinator (2), Librarian (2), Membership (2), Publicity, Photographer, Newsletter Editor, Communications, Project of the Month, Sunshine/Hospitality (2), Programs (2), Workshops (2), Bus Trip and Web/Blog Master. The Executive Committee will consist of all director and officer positions of the guild.
- The structure of the Executive Committee may be changed from time to time at a general meeting.
- The position of Executive Committee members will be a two year term:
- Directors may serve a maximum of two concurrent two year terms (i.e. four years in a row).
- Officers are not limited to the terms they may serve.
- Separate elections shall be held for each director position filled.
- An election may be made by acclamation; otherwise it shall be by written ballot.
- If a director resigns or otherwise ceases to hold office, the remaining directors shall appoint a replacement in accordance with these by-laws.
- A director so appointed holds office until the next annual general meeting of the guild, but is eligible for re-election at the meeting.
- The directors may at any time and from time to time appoint a member as a director to fill a vacancy in the directorship.
- These by-laws may be amended at a general or extraordinary meeting as deemed necessary.
- Any act or proceeding of the Executive Committee is invalid if there is less than a quorum of the prescribed number of Executive Committee members in office.
- The members may by special resolution remove a director before the expiration of his/her term of office and may elect a successor to complete the terms of office.
- In accordance with paragraph 3 of the Constitution, Executive Committee members shall be reimbursed for all expenses necessarily and reasonably incurred by him/her while engaged in the affairs of the guild.
Part 5 Proceedings of the Executive Committee
- The Executive Committee members may meet together at the places they think fit to dispatch business, adjourn and otherwise regulate their meeting and proceedings as they see fit.
- A quorum of Executive Committee members, for purposes of executive meetings, shall be 45% of the eligible Executive Committee members.
- The President shall be Chairperson of all meetings of the Executive Committee unless the Executive Committee members otherwise decide.
- A Director may, at any time and the Secretary, on the request of a Director, convene a meeting of the Executive Committee.
- Sub-Committees may be established as necessary and will report to the Executive Committee.
- The members of a sub-committee may meet and adjourn as they think proper.
- Questions arising at any meeting of the Executive Committee shall be decided by a majority of votes (one vote per person – not position). In case of an equality of votes, the chairperson shall have a casting vote.
- No recommendation proposed at an Executive Meeting need be seconded, and the Chairperson of the meeting may move or propose a recommendation.
- Recommendations made by the Executive Committee will form part of the Minutes of the meeting and will be presented at a general meeting of the Guild.
Part 6 Duties of the Executive Committee Members
- Descriptions outlining duties for all Executive Committee positions have been written.
- Descriptions of Duties will be provided to individual Executive Committee members for the position they hold.
- Descriptions of Duties will be provided, upon request, to any guild member in good standing.
Part 7 Borrowing
- The guild shall have no borrowing powers.
Part 8 Notices to Members
- All notices shall be given to every registered member either in person, by email or by mail to their registered address.
Part 9 Bylaws
- These by-laws shall not be altered or added to except by special resolution.
- On being admitted to membership each member is entitled to, and the guild shall give the member, without charge, a copy of the Constitution and By-laws of the guild.
April 18, 2012
CHILLIWACK PIECEMAKERS QUILTING GUILD
Chilliwack, British Columbia, Canada
- The name of the group is Chilliwack PieceMakers Quilting Guild.
- The purpose of the guild is to bring quilting ideas and learning opportunities to the members by means of workshops, guest speakers, and demonstrations; to bring the joy of quilting to others by way of shows, displays and demonstrations and to donate quilts to community organizations.
- No Executive Committee member of the guild shall be remunerated but may be reimbursed for all expenses necessarily and reasonably incurred while engaged in the affairs of the guild. This clause is unalterable.
- In the event of the dissolution of the guild, all liabilities shall be paid, satisfied, and discharged, or adequate provisions made therefore. Any remaining funds shall be given to a non-profit organization as determined by the majority of the remaining members. This clause is alterable.
A director is one of the five (5) positions included in the Executive Committee comprised of the following;
- four (4) elected positions which includes the President, Vice-President, Treasurer and Secretary,
- and the Past President.
Directors may serve a maximum of two concurrent two year terms (i.e. four years in a row).
An officer is one of a number of volunteer positions included in the Executive Committee. These positions are: We Care Co-ordinator (2), Librarian (2), Membership (2), Publicity, Photographer, Newsletter Editor, Communications, Block of the Month, Sunshine/Hospitality (2), Programs (2), Workshops (2), Bus Trip and Web/Blog Master. Officers are not limited to the terms they may serve.
The Executive Committee consists of all director and officer positions of the guild. The structure of the Executive Committee may be changed from time to time at a general meeting.
Extraordinary General Meeting
An extraordinary general meeting is held in cases of special business. Guild members are to receive a notice of an extraordinary general meeting and the nature of the business. Extraordinary general meetings can be held at any place or time.
A sub-committee is a subdivision of a committee usually organized for a specific purpose which has powers given to it by a larger committee. Sub-committees may be established as necessary (for example, Quilt Show Committee, Guild Retreat Committee), may meet and adjourn as they think proper and will report to the Executive Committee.
A quorum is the number or proportion of the members of an organization that must be present to transact any business. A meeting cannot start or transact business until there is a minimum number of voting members, i.e. a quorum. Any business transacted where a quorum is not present is null and void except for one item and that is a motion to adjourn. For the purposes of the Chilliwack PieceMakers Quilting Guild a quorum is 20% for General Meetings and 45% for Executive Meetings.
A proxy vote is a vote exercised by one person on behalf of the original voter. For the purposes of guild business, members must be present to vote, i.e. voting by proxy is not permitted