Below are the By-Laws for our guild. They were revised in 2013 and again in 2016. This is the most updated version. If you would like to print this, email me here requesting a PDF copy of the by-laws. .
COMMON THREADS QUILT GUILD
ARTICLE 1 – ORGANIZATION
This organization shall be known as the Common Threads Quilt Guild. This is a non-profit organization in the State of California. The guild shall promote charitable acts and does not contemplate any financial gain or profit for its members.
ARTICLE 2 – PURPOSE
The purpose of this Guild is to create a community of quilters to share ideas, develop skills, and encourage the tradition of quilt making in our local area. The Guild shall also act as a social and educational organization.
ARTICLE 3 - MEMBERSHIP AND DUES
SECTION 1: Membership shall be open to anyone interested in furthering the purpose of the Guild as stated in Article 2. As a condition of membership, each and every member shall hold free and harmless the Guild and each and every other member from any and all liability arising out of the activities of the Guild. Members shall be admitted upon payment of annual dues.
SECTION 2: Classification of Members:
(a) ACTIVE MEMBERS: Active members shall participate in and support the projects and activities of the organization, have the privilege of voting, holding office, receiving a regular newsletter and paying annual dues.
(b) CHARTER MEMBERS: Anyone who paid dues on or before August 31, 1999, shall be considered a charter member.
(c) HONORARY MEMBERS: Lifetime honorary members are selected by the Executive Board for their outstanding contribution to the purpose of this organization. Lifetime members have their dues waived and are entitled to all rights and privileges of other active members.
(d) EXPULSION: The membership of any member who:
(1) Engages in the theft of the property of the organization, of its members, or
(2) Uses the name of the organization with intent to defraud, or
(3)Through their actions or inactions adversely affects the Guild shall automatically be terminated at the end of a thirty-day period, provided such member was given a fifteen-day prior written notice of termination. The notice shall state the reason for the termination and give the member a timely opportunity to be heard. The notice shall be delivered personally to the member or sent by registered mail to the last address of such member in writing and shall occur not less than five days before the effective date of the termination. The hearing shall be of five randomly selected voting members of the organization, and as advisors only the President, Secretary and the Parliamentarian of the organization. The hearing shall be presided over by the President, and conducted as defined in Robert’s Rules of Order, Newly Revised. The committee conducting the hearing shall conduct the hearing in good faith and in a reasonable manner. The committee shall have the exclusive power and authority to decide that the proposed termination may or may not take place.
The fiscal year shall be from September 1st through August 31st. Each member shall pay annual dues as set by the Board of Directors at the beginning of the fiscal year. A member is dropped from the roster if dues are not paid by September 30th. Persons joining for the first time after the 6th month (February) of the fiscal year shall pay one-half (1/2) of the annual dues.
ARTICLE 4 - OFFICERS AND DUTIES
SECTION 1: Elected Officers will be selected from the Guild’s membership.
They retain all the rights of regular members. Elected officers are responsible for keeping records of their assignments and then giving those records to their successors.
SECTION 2: The President shall preside over all regular meetings, be chairman of the Executive Board and Board of Directors, have power to call special meetings, appoint chairs of committees when necessary and with approval of the board, and perform other duties the office requires. The President shall be an ex-officio member of all committees except the nominating committee. The President shall have been on the Board of Directors for at least one year prior to taking office.
SECTION 3: The Vice President shall preside in the absence of the President and take over the duties of the president, if for any reason the office is vacated.
SECTION 4: The Secretary shall keep an accurate record of all regular business meetings and all board meetings. The Secretary shall be responsible for submitting board and regular minutes to the newsletter for publication. The Secretary shall handle any necessary business correspondence.
SECTION 5: The Treasurer shall keep an accurate record of receipts and disbursements, pay Guild bills authorized by the board, and give a monthly report to the Secretary and President. Guild funds shall be deposited in a commercial bank account designated by the Board of Directors and disbursed upon two signatures of any of the following: President, Vice-President, Treasurer or Secretary. Treasurer should have computer skills and computer to use. The treasurer shall file all necessary tax forms with the State and Federal governments, including, but not limited to, non-profit reports, filing fees, raffle reports and necessary 1099’s. The treasurer shall also pay liability insurance.
SECTION 6: No cause of action shall arise against any person serving as a director or office of this organization on account of any negligent act or omission occurring (1) within the scope of that person’s duties as an officer acting in an official capacity; (2) in good faith; (3) in a manner that person believes to be in the best interest of the organization; (4) is in the exercise of his or her policy making judgment.
SECTION 7: Vacancies:
(a) A vacancy in the office of President shall be filled by the Vice-President.
(b) If a vacancy occurs in both the office of the President and Vice-President, the Secretary shall call a meeting of the Board of Directors for the purpose of electing, from the eligible members of the Board of Directors, a president to fill the unexpired term of president.
(c) A vacancy in the office of Vice-President, Secretary or Treasurer shall be filled by the president with the approval of the Board of Directors. Such appointed officers shall serve until their successors are elected.
SECTION 8: The offices of President, Vice president, Secretary and Treasurer shall be eligible to serve no more than two consecutive terms in the same office.
ARTICLE 5 - EXECUTIVE BOARD
The elected officers (President, Vice President, Secretary, Treasurer and immediate Past President) of the Guild shall constitute the Executive Board.
An Executive Board member, who without cause has missed more than three consecutive Board meetings, shall, with the concurrence of the majority of the board, be asked to resign from office.
ARTICLE 6 – MEETINGS
SECTION 1: Meetings shall be held monthly at a time and place designated by the Executive Board.
SECTION 2: Guests will pay a fee when attending meetings for which speakers have been contracted.
SECTION 3: A quorum shall consist of a simple majority of the Guild members present.
ARTICLE 7 - BOARD OF DIRECTORS
SECTION 1: The Board of Directors shall consist of the Executive Board & standing committee chairs.
SECTION 2: Only regular members in good standing shall be eligible to serve on the Board of Directors.
SECTION 3: The Board of Directors shall hold quarterly meetings.
SECTION 4: Special meetings may be called at any time by the President. Three (3) days notice shall be given of such special meetings.
SECTION 5: For the transaction of business requiring a vote, a quorum shall consist of a simple majority of the attending Board members.
ARTICLE 8 - NOMINATIONS AND ELECTIONS
SECTION 1: The Past President shall chair the Nominating Committee. The Nominating Committee shall consist of two (2) members appointed by the President from the Board, and two (2) members chosen from the Guild.
SECTION 2: The Nominating Committee shall secure a slate of board members from members in good standing for the positions to be filled, and secure the consent of the nominees to serve if elected. Nominations shall be published in the June newsletter.
SECTION 3: The approved slate of board members shall be presented to the membership at the July meeting. Approval will be by a majority of the members present. The vote will be by voice if only one person has been nominated for an office. If more than one person is nominated for an office, a written ballot must be provided.
ARTICLE 9 – ADMINISTRATION
SECTION 1: The administration of the affairs of the Guild shall be vested in the Board of Directors who shall be responsible for carrying out the directives of the membership as contained in these bylaws.
SECTION 2: The Executive Board shall carry out the instructions of the Board of Directors and conduct the affairs of the Guild between Board meetings.
SECTION 3: The fiscal and administrative year of the Guild shall be September 1 through August 31.
SECTION 4: The Auditing Committee, appointed by the President, will audit the records of the Treasurer annually.
ARTICLE 10 – COMMITTEES
SECTION 1: Committees shall be: Hospitality, Membership, Newsletter/Blog, Nominating, Parliamentary, Programs, Publicity/Advertising, and SCCQG Representative. These committees and others shall be activated as the need arises. The chair of each committee, except Nominating, selects his or her committee and shall submit the names of the members to the Board. The term of office for each committee expires on August 31. All chairpersons shall maintain files and records and shall deliver them to their successors by August 15.
SECTION 2: Committee responsibilities are as follows:
(a)Hospitality Committee: Responsible for mailing of cards for various occasions to guild members.
(b) Membership Committee: Shall be responsible for maintenance of the Guild database with information about members, guests, charter members, honorary members, advertisers, and be aware of total membership number. Shall be responsible for sign-in sheets at each general meeting and prepare a copy of attendance report to the Secretary. Shall collect membership forms for each paid member. Shall be responsible for printing the annual membership roster, including, programs, bylaws, policies and procedures. Rosters will be distributed at the November membership meeting. Member updates shall be posted in the newsletter.
(c) Newsletter Committee: Shall be responsible for the monthly newsletter and maintaining a file of newsletters. Shall be responsible for emailing the newsletter to members and advertisers with an e-mail address. Shall mail a newsletter to members with no email address. Shall maintain the guild's blog.
(d) Nominating Committee: Shall, at the July meeting, present the name(s) of a candidate(s) for each position, following which additional nominations may be made from the floor with the permission of the nominee.
(e) Parliamentary Committee: Shall review and understand the Common Threads Quilt Guild bylaws and policies, be available to the President should they have any questions pertaining to the operation of the Guild, and help keep the regular and board meetings on track using Robert’s Rules of Order.
s Committee: Shall have a two-year tenure. Shall
make contracts with monthly Guild speakers for the next year and be responsible
for program presentations in the following year. Signed contracts shall
be made available to the Guild president and treasurer.
(g) Publicity/Advertising Committee: Shall plan, coordinate and disseminate publicity regarding meetings and special events of the organization. Edit and publish brochures and booklets for exhibits. Solicit advertising for the newsletter.
(h) SCCQG Representative: Shall apprise the Guild of any pertinent information and update the websites.
ARTICLE 11 - PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert’s Rules of Order, Newly Revised, shall govern the organization in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the organization may adopt.
ARTICLE 12 - AMENDMENTS OF BYLAWS
SECTION 1: Members may submit suggestions for changes in the bylaws to the board, in writing. These suggested changes will be reviewed by the Board of Directors and if accepted will be published in the next newsletter and voted on at the following regular meeting. A two-thirds majority vote of members present will be required to change the bylaws.
SECTION 2: Bylaws shall be reviewed every three years by the Parliamentarian and a committee of 3 or more members. Suggested changes will be presented to the Board of Directors for their approval. Changes will then be printed in the newsletter and voted on at the next regular meeting. Policies and Procedures shall be reviewed and changed as needed.
Upon dissolution of the guild, the Board of Directors shall, after paying or making provision for payment of all liabilities of the guild, including the costs and expenses of such dissolution, dispose of all the assets of the guild exclusively for the exempt purposes of the guild or distributed to an organization described in Section 501(c) (3) or the corresponding provisions of any future federal law, as shall be selected by the last Board of Directors. None of the assets will be distributed to any officer or director of the guild. Any such assets so disposed of shall be disposed of by, and in the manner designated by, the state court having jurisdiction over the matter.
Revised November 2013
Revised October 2016
POLICIES AND PROCEDURES
1. Policies and Procedures: These policies and procedures shall be reviewed as necessary. They are not part of the bylaws; they are guidelines.
2. Meetings: Monthly membership meetings are to be held on the first Thursday. If there is a conflict, an alternate date will be selected by the board.
3. Dues: Dues shall be $25 for the fiscal year. New members joining after March 1st through August 31st shall pay one-half of the current dues rate.
4. Guest Fees: Guest fees are $5 and shall be collected by the Membership Chairperson, at the door, for meetings which speakers have been contracted.
5. Workshops: Workshops shall be posted in the newsletter. Fees shall be charged for workshops. Non-members shall be charged $5 more than member fees for a workshop. Members shall have first choice of workshops. Workshop registration shall be done at regular meetings on a first come basis with a waiting list. Supply lists will be available at time of sign-up.
6. Special and Standing Committees: The president shall appoint as many committee chairs as needed for the conduction of Guild business. Chairs shall maintain notebooks of duties and activities, and present same to the incoming chair at the August Board Meeting. Chairs may select their own committee members from the general membership.
7. Budget: Members of the Board of Directors shall provide a proposed budget to the Treasurer for their area of responsibility. The Board of Directors will review and present the full budget for review at the September membership meeting. Any non-budgeted expense shall be approved by the Board of Directors. Any non-budgeted expense over $100 shall be approved by the general membership.
8. Roster: Use of the membership roster for other than Common Threads Quilt Guild business is not permitted, unless permission is given by a vote of the Board of Directors, this shall be a one-time use only. The roster is to be published by the November membership meeting.
9. Conduct of Business at Meetings: All possible business is to be conducted at the Board of Directors meetings so that general membership can accommodate maximum time for quilting program speakers and show and tell.
10. Summary of Board of Directors Minutes: A summary of the minutes of the Board of Director’s meetings shall be published in the following month’s newsletter.
11. President’s Gift: The Vice-President is to coordinate the outgoing President’s quilt blocks.
12. Guild assets such as quilt stands can only be borrowed by guild members for their use with prior approval of the President.
Description of Quilt Guild Activities
Block of the Month
Purpose: An opportunity to learn new techniques and use up some of those little scraps you have been saving. Each month the committee will select a block to be constructed by members. Block will consist of a pattern and may include a feature fabric. Blocks are returned at the next meeting. Each block returned receives one ticket for the drawing. Participation is optional.
Purpose: To push and challenge member’s capabilities and encourage them to try something new. A set of guidelines is established for each member to follow and may be as simple as requiring use of a specific fabric. Rules are set by the committee chair. Participation is optional.
Purpose: To provide quilts to local groups or individuals who could use a little love and caring at special times in their lives. This is for both adults and children. Candidates are provided by Guild members and local community organizations. Participation is encouraged.
Purpose: Everyone in the group will complete the same quilt using fabric of their choice. The quilts will each be unique based on fabric chosen. Each month the project chairman tells the group the color value and quantity of fabric to select and provides cutting and construction directions, the final result will not be known until the final month. Participation is optional.
Purpose: To raise funds to support the Comfort Quilt projects. The Opportunity Quilt committee shall organize the formation, creation, construction of a quilt and ticket sales. Members are encouraged to help sell tickets on their own and at functions like quilt shows, etc.
Purpose: To learn new techniques and creativity. Groups are composed of no more than six members. The group establishes the guidelines and may change the technique that they will use. Participation is optional.
Speakers and Workshops
Speakers will be invited throughout the year; their visit may include a workshop for members. There will be a fee charged for participation in the workshops. This is a good way to learn new techniques and improve your quilting skill level. Participation in the above workshops is optional.
Show and Tell
Each Guild meeting will include a time to show and tell. This is an opportunity for members to share their work. A special theme may be selected such as your first quilt, quilts made by family members, or UFO’s.
Ways and Means
Ways and Means shall chair at least one fund raising event each year to create funds for the operation of the guild. Fund raising could be by a Boutique, Holiday Baskets, Monthly Drawing, Opportunity Quilt, etc. Participation is encouraged.
Scholarship committee shall inform area school(s) of the availability of a scholarship and what the qualifications are for the scholarship. They shall review applications and decide on an appropriate candidate. They shall inform the guild of their choice of recipient and present the scholarship to the selected recipient. They shall with the help of the treasurer file all appropriate tax forms.
Revised October 2016