Article I: Name

 

This not-for-profit quilters’ guild shall be called Emerald Valley Quilters.

 

Article II: Purpose

 

The purposes of this organization are: to encourage and share the art of quilting, to educate and learn, preserve and pass along information about quilts of the past and present, to exhibit fine examples of the art in public and to encourage quilt making and collecting, both private and public. No stock or shares shall be created or sold by this association.

 

Article III: Membership

 

The membership will be composed of those interested in quilts and quilting and allied arts. We are a non-discriminatory organization with regards to race, color, creed, gender, national origin, or sexual orientation. The membership year shall run from April 1 to March 31. Dues are paid upon joining Emerald Valley Quilters. Renewal dues must be paid prior to or at the April general meeting or guest fee will apply.

 

Article IV: Elected Officers

 

All elected positions are a 1-year term, 2-consecutive term limit, and require reports at all board meetings. Some positions may be co-chaired as deemed necessary. In the event that there is no nominee for a vacant elected position, the board will best decide how to fill that position. The elected officers will be as described: President: Preside at all board and general meetings. Coordinate and appoint committee chairpersons as deemed necessary. Contribute to the monthly newsletter. Perform all duties as required as necessary or requested. Vice President/Corresponding Secretary: Responsible for all general correspondence of the guild and for sending appropriate cards to members when major occasions require. Fills in for President if that person is unable to perform the required duties. Membership Chair: Maintains up-to-date membership roster. Collects yearly dues and issues membership cards. Collects guest fees. Reports on membership status to the Board. Recording Secretary: Takes minutes of all board and general meetings that include elections, resignations, or any business requiring votes by the general membership. Posts minutes of meetings. Treasurer: Receives and handles all Guild funds. Pays bills, maintains bookkeeping records, prepares and submits monthly financial statement and files appropriate tax forms at the end of the fiscal year. Newsletter Editor: Collects information for the monthly newsletter. Prepares and emails the newsletter. Program and Workshop Coordinator: Plans programs for all general membership meetings, including arrangement of transportation, housing, plans and coordinates workshops and meals for speakers. This position will be co-chaired plans and coordinates workshops.

 

Article V: Appointed Committee Chairpersons

 

Standing Committees are formed or dissolved at the will of the board and as need arises. Chairpersons will be appointed by the President, and committees can be co-chaired. Appointment is for a 1-year term limit. Chairpersons are required to attend monthly board meetings and turn in monthly reports to the President.

 

Article VI: Elections

 

A chair of the nominating committee will be appointed by the President. The committee will secure nominees for the ballot of officers. The committee will contact each member concerning her/his interest in serving as an officer or committee member. Nominations may also be made from the floor with the prior consent of the nominee. The nominating committee will be formed in September. The slate of candidates will be published in the December and January newsletter and introduced at the general meeting. The election, by secret ballot or show of hands, will be held in January. The nominating committee will count the votes and announce the winners. 

 

Article VII: Board of Directors

 

The board shall be comprised of all elected officers, chairpersons and/or co-chairpersons of all standing committees. Only one vote per elected or appointed position.

 

Article VIII: Parliamentary Authority

 

For those situations not covered in the bylaws, the rules contained in the current edition of Robert’s Rules of Order will govern this organization.

 

Article IX: Meetings

 

General and board meetings will be held monthly. The board meeting will be held during the first week of the month, the general meeting will be held during the third week of the month at a time and place announced to all members in advance. The president may call special meetings or change meeting times as re quired. Members will be notified of any meeting changes either in the news letter or via email. A quorum of a general or board meeting will be at least one-quarter of applicable membership. A simple majority vote of quorum members present will prevail for business.

 

Article X: Bylaw Amendments

 

Amendments may be proposed by any member. Proposed amendments shall be submitted to the board in writing. Proposed amendments to the by laws will be presented to the general membership in the newsletter thirty days prior to the voting date. The bylaws shall be reviewed every two years, in even numbered years, by a committee chaired by the Parliamentarian. A report shall be presented to the board in writing, including any proposed changes.

 

Article XI: IRS Status and Dissolution

 

This organization is organized exclusively for charitable purposes within the meaning of Section 501 (C-3) of the Internal Revenue Code.  Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under Section 501 (C-3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under Section 170 (C-2) of the Internal Revenue Code of 1986 (or corresponding provision under any future United Stated Internal Revenue Law). Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of Section 501 (C-3) of the Internal Revenue Code (or corresponding section of any future tax code), or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed by the Court of Common Pleas of the county in which the principle office of the corporation is then located, exclusively for such purposes or to such organization or organizations as said Court shall determine which are organized and operated exclusively for such purposes.

 

Prepared by Zel Tabbut and Laurie Ball Co-chairpersons. 12/18/9? Article X amended 8/17/94, Article IV amended 5/19/95, Articles III, IV and VI amended 3/19/97, Article V amended 09/17/97, Articles IV, V, VII, IX and X amended 10/15/02. Document updated and sent to Oregon State Justice Department 2019.