Mid-Del Art Guild Bylaws

MIDWEST CITY, DEL CITY OKLAHOMA

March 4, 1991

ARTICLE I. NAME

The name of this association is Mid Del Art Guild, Del City and Midwest City, Oklahoma.

It is a non-profit, local organization under the authority of its members.

ARTICLE II. ARTICLES OF ORGANIZATION


The association exists as an unincorporated association of its members. Its "Articles of Organization" comprise these bylaws, as from time to time amended.


ARTICLE III. OBJECTS


The objects of the association are:


1. To promote goodwill between artists and the community.

2. To treat each artist as a worthwhile individual; helping and promoting works of art.

3. To have learning experiences and to share knowledge.

4. To develop between artists and the general public such united effort as will secure art appreciation and education.

ARTICLE IV. BASIC POLICIES


The following are basic policies of this association:

1. This association shall be non-profit.

2. This association shall help artists promote art appreciation.

3. No part of the net earnings of the association shall inure to the benefit of, or be distributable

to, its members, trustees, officers or other private persons, except that the association 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 Article III hereof. No substantial part of the activities of the association shall be the carrying on of propaganda or otherwise attempting to influence legislation, and the association shall not participate 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 these articles, the association shall not carry on any other activities not permitted to be carried on (a) by the corporation or (b) by a corporation exempt from Federal Income Tax under Section (c) (3) or (b) by a corporation, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Code.

4. Upon the dissolution of the association, the Executive Board shall, after paying or making provisions for the payment of all the liabilities of the association, dispose of all of the assets of the association, exclusively for the purposes of the association in such manner, to the Art Scholarship Fund at Rose State College. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the association 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.

ARTICLE V. MEMBERSHIP AND DUES

Section 1. Any individual who subscribed to the Objects and Basic Policies of this association and is interested in promoting art appreciation may become a member of this association, subject only to compliance with provisions of the bylaws. Membership in this association shall be available without regard to race, color, creed, or national origin.

Section 2. The association shall conduct an annual enrollment of members but persons may be admitted to membership at any time.

Section 3. Only members in good standing of the association shall be eligible to participate in its business meetings or to serve in any of its elective or appointive positions.

Section 4. Annual dues of the members shall be recommended by the Board and approved by the membership at the general meeting. Family memberships shall consist of two (2) members in the same household. The first membership of a family shall be the full amount. The second membership of the family will be a reduced amount. Annual dues payable September 1 to November meeting date. Dues paid after July 1st each year shall be considered the following year's dues.

ARTICLE VI. OFFICERS AND THEIR ELECTION

Section 1. The officers of this association shall be PRESIDENT, FIRST VICE-PRESIDENT, SECOND VICE-PRESIDENT, SECRETARY, TREASURER, and TWO (2) MEMBERS-AT-LARGE. However, if there is but one candidate for any office, by motion from the floor, the election may be made by voice. Officers are elected annually and their terms are one year. Any officer or director who fails to carry out the duties of his office or fails to attend board meetings without just cause may, at the discretion of the remaining officers and without notice, be replaced. Any vacancies among elected officials shall be filled in accordance with Article VI, Section 3.

Section 2. There shall be a nominating committee consisting of five members: Two selected by the Executive Board and two elected by the guild at a regular meeting at least one month prior to the election, and the Parliamentarian, who shall be chairman of the committee. The nominating committee shall select one nominee for each office to be filled and report at the regular meeting in September. Following report of the nominating committee, an opportunity shall be given for nomination either by the committee or floor. All nominees shall be contacted for their approval to accept the nomination.

Section 3. A vacancy occurring in any elective office shall be filled by the Executive Board.

Section 4. Standing and Special Committees will be appointed by the President with the approval of the Executive Board (i.e., Program, Hospitality, Publicity, Historian, etc.)

ARTICLE VII. DUTIES OF OFFICERS


Section 1. The President shall preside at all meetings of the association and of the Executive Board; shall be a member of all committees except nominating committee, and shall perform all other duties pertaining to the office. At the end of the President's term, the President shall automatically become the Parliamentarian for the following year's term.

Section 2. The First Vice-President shall act as aid to the President; shall perform the duties of the President in the absence or inability of that officer to serve.

Section 3. The Second Vice-President shall be Chairman of the Special Events Committee (Art Shows).

Section 4. The Secretary shall keep a correct record of all meetings of the association and of the Executive Board and shall perform such other duties as may be delegated to the office.

Section 5. The Treasurer shall keep an accurate record of all receipts and expenditures; shall receive all moneys of the association; shall pay out local funds in accordance with the approved budget as authorized by the association.

The Treasurer shall present a statement of account at every meeting of the association and at other times when requested by the Executive Board and shall make a full report at the annual meeting. Accounts to be audited annually.

ARTICLE VIII. EXECUTIVE BOARD

Section 1. The Executive Board shall consist of the elected officers and committee chairmen of the Guild.

Section 2. The duties of the Executive Board shall be (a) to transact necessary business in the intervals between association meetings and such other business as may be referred to it by the association; and (b) to present a report at the regular meeting of the association.

Section 3. Regular meetings of the Executive Board shall be held at the discretion of the Executive Board within one (1) week prior to the Unit meeting. A majority shall constitute a quorum. Special meetings of the Executive Board may be called by the President or a majority of the members of the Board.

ARTICLE IX. MEETINGS

Section 1. A regular meeting of this association shall be held the first Monday of each month unless otherwise provided by the association or by the Executive Board. Five days notice shall be given on change of date.

Section 2. Special meetings may be called by the Executive Board, five days notice having been given. At the October meeting, reports shall be made and officers installed.

Section 3. The privilege of holding office, introducing motions, debating, and voting shall be limited to members of the association whose current dues are paid.

ARTICLE X. RECORDS

The association shall keep such permanent books of the account and records as shall be sufficient to establish the items of gross income, receipts, and disbursements of the association, including number of members and special events and records of shows.

ARTICLE XI. PARLIAMENTARY AUTHORITY


Roberts Rules of Order, revised, shall govern the association in all cases in which are applicable and in which they are not in conflict with these bylaws.

ARTICLE XII. AMENDMENTS


(a) These by-laws may be amended at any regular meeting of the association by a two-thirds vote of the members present and voting, provided that notice of the proposed amendment shall have been given at the previous meeting.

(b) A committee may be appointed to submit a revised set of bylaws as a substitute for the existing bylaws only by a majority vote of a meeting of the association or by a two-thirds vote of the Executive Board. The requirement for adoption of a revised set of bylaws shall be the same as in the case of an amendment.

ARTICLE XIII. PANEL RENTALS

Section 1. Panels, which are the property of Mid Del Art Guild, shall not be rented. Use of the panels shall be at the discretion of the Executive Board.

* NOTE: In the April 2004 meeting, the Executive Board unanimously approved the sale of the panels belonging to the Mid Del Art Guild.