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The Gallatin Quilt Guild is a 501 (c)3  Non Profit group.

Our Guild By-Laws

 

BYLAWS

GALLATIN QUILT GUILD

BOZEMAN, MONTANA

            Article 1.  Name

The name of this organization shall be Gallatin Quilt Guild, hereinafter referred to as The Guild.  Its fiscal year shall be January 1 through December 31.

            Article 2.  Purpose

Section 1.  The Guild is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code.

Section 2.  No part of the net earnings of the Guild shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the Guild shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the purpose clause hereof.  No substantial part of the activities of the Guild shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Guild shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.  Notwithstanding any other provision of this document, the Guild shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any further federal tax code, or (b) by an organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code.

            Article 3.  Membership

Section 1.  Notwithstanding the terminology used, membership in this organization is not restricted on the basis of sex, race, religion, age, creed, national origin, political affiliation, or physical handicap.

Section 2.  Membership shall be established by the payment of annual dues

Section 3.  Members are entitled:

a.       to one vote each in any general or special meeting;

b.      to hold office;

c.       to attend governing board meetings to bring issues and opinions to the attention of board members.

Section 4.  Prospective members are allowed to attend only 1 meeting in any calendar year without paying dues

            Article 4.  Officers

The officers of The Guild shall be:  President, Vice President, Secretary, Treasurer, and Publicity Chairperson.

Section 1.  All officers shall serve a term of 1 year but if re-elected can serve additional terms without limitation.

Section 2.  All officers are required to attend 80% of required Board meetings or that officer’s position will be declared vacant.

Section 3.  Any officer may resign by giving written notice to the Board, which will then take effect upon acceptance by the Board.  The remaining officers and board members shall choose the new officer.

Section 4.  Any individual member of the Board or the entire Board may be removed from office by a two-thirds vote of the Guild membership in attendance at a duly called meeting.

Section 5.  In the event the president is unable to complete the term, the vice president shall assume the presidency for the remainder of the term.

Article 5.  Duties of Officers

                        Section 1.  The President shall:

d.      arrange for and schedule a meeting place for the Board of Directors meeting and general monthly membership meetings;

e.       promote discussion during all meetings;

f.        anticipate areas of concern for The Guild;

g.       oversee the execution of The Guild’s purpose;

h.       conduct monthly Board of Director and membership meetings;

i.         be authorized to sign Guild checks.

Section 2.  The Vice President shall:

a.       conduct meetings in the President’s absence;

b.      assist the President in all Guild functions;

c.       serve as program chairperson, responsible for the presentation of programs at the general membership meetings.

Section 3.  The Secretary shall:

a.       record and keep the minutes of the Board of Directors meetings;

b.      record and keep the minutes of the general membership meetings.

Section 4.  The Treasurer shall:

a.       establish a checking account in the name of Gallatin Quilt Guild;

b.      pay all expenses incurred by the Board of Directors while acting on behalf of The Guild;

c.       pay only Board-approved expense vouchers from Guild members;

d.      be authorized to sign Guild checks;

e.       provide a written monthly report of current Guild finances to the Board of Directors;

f.        receive all monies received at Guild meetings from members and promptly deposit them in The Guild’s bank account.

Section 5.  The Publicity Chairperson shall:

a.       act as Guild spokesperson in all matters for The Guild;

b.   further interest and education in quilting;

c.   publicize upcoming Guild activities.

            Article 6.  Dues

Membership dues shall be set in such amounts as is determined by the Governing Board.  Annual individual dues are payable on or before the February meeting.

            Article 7.  Meetings

Section 1.  General membership meetings will be held monthly at a time and place determined by the Governing Board.

Section 2.  The President may call special meetings of the members and written notice shall be mailed to the members at least five days prior to the date of the meeting.

Section 3.  The President and/or the Governing Board may postpone or cancel general membership meetings at their discretion.

Section 4.  Regular meetings of the Board of Directors shall be held monthly.  A quorum shall consist of a majority of all members of the Board.

Section 5.  The President may call a special meeting of the Board of Directors as needed.  Board members shall be notified at least 5 days prior to the date of the meeting.

Section 6.  Operational limitations:  Notwithstanding any other provisions of these By-laws, the Guild shall not carry on any other activities not permitted (a) by an organization exempt from federal income tax under Section   (c) (3) of the Internal Revenue Code of 2003 or the corresponding provision of any future Internal Revenue law, or (b) by an organization, contributions to which are deductible under Section 170 (c) (2) of the Internal Revenue Code of 1954.

            Article 8.  Elections

Section 1.  The election of officers shall take place at the annual meeting, to be held in November of each year.  New officers shall assume their duties at the next January Guild meeting.

Section 2.  The President shall appoint a nominating committee comprised of at least three members in good standing to nominate candidates for the elected offices of President, Vice President, Secretary, Treasurer, and Publicity Chairperson.  Candidates for office shall be known to the general membership at least 30 days prior to the annual meeting.  All other officers of The Guild shall be volunteers or appointed by the Board of Directors.

Section 3.  Nominations and appointments may also be made and volunteers accepted at the annual meeting.  In the event there is only one nomination for each office, a ballot may be cast by acclamation.  Voting shall be conducted by secret ballot when there is more than one nomination for each office.

Section 4.  Voting by absentee ballot shall be allowed, the ballot to be in the hands of the Secretary prior to the election.

Section 5.  The nominees for officers shall have been a member in good standing of The Guild for at least 1 year, excepting the officers elected in the first year.

            Article 9.  Governing Board

The elected officers and two members at large shall comprise the Board of Directors of the Gallatin Quilt Guild.  The affirmative majority of the remaining Board members may act upon any vacancy on the Board.  A Board member elected or appointed to fill a vacancy shall be appointed or elected for the unexpired term of that person’s predecessor in office.  The Board of Directors shall establish standing committees as necessary to conduct the business, educational, and social affairs of The Guild.  The President shall be an ex-officio member of all committees.

            Article 10.  Finances

Section 1.  The financial report shall be presented orally to the membership on a monthly basis at general membership meetings.

            Section 2.  The President shall annually appoint a committee of at least two members in good standing to serve as the Audit Committee.  This Committee’s responsibility shall be to conduct an audit of the books of The Guild following the close of the fiscal year.  The audit report shall be presented to the membership at the following general meeting. 

            Section 3.  Inurement of income:  No part of the net earnings of The Guild shall inure to the benefit of, or be distributable to its members, officers, or other private persons.

            Section 4.  All expenditures over $300 must be approved by the general membership.

            Section 5.  Members of The Guild shall not expect remuneration for their work and/or time spent on behalf of The Guild.  They are serving as a service to their guild and community. 

            Section 6.  Only by a majority vote of the Board of Directors does the Board have the authority to enter into a contract in the name of The Guild.

Article 11.  Dissolution

            Upon the dissolution of The Guild, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of The Guild, dispose of all assets in such manner, or to such organization(s) organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization(s) under Sections 501 (c) (3) and 501 (c) (7) of the Internal Revenue Code of 2003.

            Article 12.  Amendments

These By-laws may be altered and amended at any regular meeting of The Guild by a vote of two-thirds of the members in good standing, provided that the proposed amendment be delivered, in writing, to the Secretary and made known to the general membership at least thirty days prior to being voted upon.

These By-laws were adopted by the members at the general meeting held on March 17, 2004.

 

Frankie Kustin, President                                                                      Date

Barbara Cribb, Vice President                                                              Date

Terese Shekitka, Secretary                                                                   Date

Barbara Stommel, Treasurer                                                                 Date

Cathie Heier, Publicity Chairperson                                                       Date

Carol Gouveia, Board Member-at-Large                                              Date

Linda James, Board Member-at-Large                                                 Date