ARTICLE I The exact name of the corporation is: HERRING RUN QUILTERS' GUILD, INC.
ARTICLE II The purpose of the corporation is to engage in the following business activities: THE PURPOSE OF THIS ORGANIZATION IS TO PROMOTE KNOWLEDGE OF AND INTEREST IN QUILTS AND THE ART OF QUILTING. THIS CORPORATION SHALL BE OPERATED AS A NONPROFIT ORGANIZATION UNDER SECTION 501(C)7 OF THE INTERNAL REVENUE CODE.
ARTICLE III A corporation may have one or more classes of members. If it does, the designation of such classes, the manner of election or appointments, the duration of membership and the qualifications and rights, including voting rights, of the members of each class, may be set forth in the by-laws of the corporation or may be set forth below: The herring run quilters guild, inc. Has two membership classes as follows: Full associate the rights and responsibilities of the membership classes are Defined fully in the guild by-laws.
ARTICLE IV Other lawful provisions, if any, for the conduct and regulation of the business and affairs of the corporation, for its voluntary dissolution, or for limiting, defining, or regulating the powers of the corporation, or of its directors or members, or of any class of members, are as follows:
1. The board of directors shall include the executive committee, the past Coordinator, and committee chairpersons. The board of directors shall transact all necessary business of the organization and report all decisions from board meetings to the general membership.
2. Officers of this Organization shall be coordinator/president, vice coordinator/vice president, secretary/clerk, and treasurer. They shall be known as the Executive committee. Officers shall be elected at the May meeting and assume their official duties following the installation of officers in June.
3. The coordinator and vice coordinator shall serve for two years (one as vice coordinator, one as coordinator.). The term for treasurer shall be two years. The term for secretary shall be one year. Reelection of an individual for one additional consecutive term in the same office is permitted. No Member shall hold more than one office at a time. To be eligible to hold office, a nominee must have been a guild member for at least six months. Any other vacancies shall be appointed by the executive committee.
4. June 1st Through May 31st shall be the fiscal year.
5. The May meeting shall be known as the annual meeting.
6. The members present shall constitute a quorum.
7. The vice coordinator shall serve as chairman of nomination committee. The Nominating committee shall consist of the chairman and four volunteers. The nominating committee will be formed in January and will report their slate of officers at the April meeting. All nominations will be made with the consent of the nominee. The election of officers will take place at the may Meeting.
8. In consultation with the other officers, the coordinator and vice coordinator shall appoint all committee chairpersons. The coordinator and vice coordinator shall be ex-officio members of all committees except the nominating committee
9. In the event that the herring run quilters guild ceases to exist, the disposition of money and assets shall be decided by a Vote of the general membership. The distribution of remaining guild funds will be to one or more non-profit organizations with particular attention to those devoted to quilting.
10. These by-laws can be amended at any general meeting of the guild by a two-thirds vote of those members present, provided previous notice has been given in writing.
Notes: The preceding four (4) atricles are considered to be permanent and may only be changed by filing appropriate Articles of Amendment.
ARTICLE V The by-laws of the corporation have been duly adopted and the initial directors, president, treasurer and clerk or other presiding, financial or recording officers, whose names are set out on the following page, have been duly elected.
ARTICLE VI The effective date of organization of the corporation shall be the date approved and filed by the Secretary of the Commonwealth. If a later effective date is desired, specify such date which shall not be more than thirty days after the date of filing.
