Hold Harmless

Crystal Lake Modern Quilt Guild

Bylaws

 

Article 1 – Name

The name of the guild shall be Crystal Lake Modern Quilt Guild, organized and registered as a Not-For-Profit Corporation in the State of Illinois, hereinafter referred to as CLMQG or the Guild.

Article 2 – Purpose

The purpose of the Guild is to encourage members’ development of skills and educate the community in nontraditional, modern quilting.

Article 3 – Membership

Membership in the Guild is open to any person (18 years and older) interested in modern quilts and quilt making.

Section a.  Active Members

·        New members may join at any time.

·        Such individuals shall be admitted to membership upon payment of dues and completion of membership form.

·        Members agree to abide by the terms and conditions of these By-Laws and the Guild Hold Harmless agreement.

·        The membership year runs from May 1st to April 30th.

·        Active members may participate in and support the projects and activities of the Guild, including the privilege of voting, holding office and serving on committees. They shall be entitled to preferential placing in any Guild sponsored function, receive a membership roster, have access to minutes of the business and general meetings, have access to treasurer’s reports, may place items on the agenda and be informed of all decisions of the Executive Board.

Section b.  Dues

·        Annual dues assessed members shall be determined by resolution of the Executive Board.

·        Each member is required to keep dues current, payable on May 1^st and become delinquent on May 31^st.

·        Members joining after November 1st will pay a prorated amount.

·        Fees will be collected by the Treasurer, identified and held in the Guild checking account. The Treasurer shall account for all fees collected in the monthly Treasurer’s report.

·        A member whose dues remain unpaid by June 1^st shall be dropped.

·        Dues are not refundable.

Section c.  Fees

·        Fees may be charged for special classes, presentations and/or events as established by the Executive Board.

·        Fees will be collected by the Treasurer, identified and held in the Guild checking account. The Treasurer shall account for all fees collected in the monthly Treasurer’s report.

·        Fees may be refundable as determined in advance of the event, class or presentation in the event of cancellation or reasonable change of circumstances.

·        Fees will be published on the website and announced at the General Membership meeting.

 

Section d.  Visit policy. Visitors are welcome and encouraged.

·        Visitors may attend one meeting, free of charge

·        At the second meeting a nominal fee of $5 will be charged.

·        An additional fee may apply for a speaker or workshop.

·        Upon the third meeting a visitor must become a member by paying the appropriate annual fees.

·        Visitor fees do not apply to the membership fee.

Article 4 – Meetings

Section a.  General Membership Meetings

·        General Membership meetings shall be held on a date and at a place designated by the Executive Board.

·        Meetings shall be announced on the Guild website.

·        The May meeting shall be considered the Annual Meeting.

Section b.  Special Meetings

·        Special meetings may be called for purpose of a single item matter.

·        Members will be notified of special meetings at least 72 hours in advance as to date, time and location of meeting.

Section c.  Executive Board Meetings

·        Executive Board meetings are held monthly and are currently not open to general membership.

Section d.  Minutes

·        Minutes of all meetings shall be available to all members through the Guild website.

Section e.  Voting

·        Every act or decision brought to the General Meeting shall be decided by a majority of members present at the meeting.

·        Each member present is entitled to one vote on each matter. Voting shall be by voice, show of hands, or by ballot.

Article 5 – Financial Administration

Section a.  Fiscal year shall be from May 1 through April 30.

Section b.  The Executive Board shall adopt the budget to be presented for approval by the membership no later than the March meeting.

Section c. The Executive Board shall set and maintain policies and procedures to control financial records consistent with generally accepted accounting principles and federal, state and local laws.

·        A committee consisting of one Executive Board member and two or more General Members appointed by the Executive Board shall audit financial records within 30 days of the close of the fiscal year.

Section d.  Funds/Revenue collected for a specific event, activity, presentation, or class shall be identified, reported and audited consistent with the general budget records.

Section e.  The Treasurer shall prepare a quarterly report for the Executive Board.

Article 6 – Nominations and Elections

Section a.  Nominations for Guild officers shall be taken at the March meeting from the General Membership and nominations will be accepted for the next 30 days on the guild website. Members may nominate other members with their permission or may self-nominate.

Section b. Officers shall serve a one-year term.

Section c.  A list of the duties and descriptions for each officer position shall be made available on the Guild website in March. Nominations will be presented to the General Membership at the April meeting.

Section d.  Nominations may be made from the floor with the consent of the nominee on the day of the election.

Section e.  The election shall take place at the General Meeting in May.

Article 7 – Executive Board

Section a.  The 2013-2014 Executive Board consists of President, Vice President, Secretary, and Treasurer. Subsequent years shall be elected by the membership at the May Annual Meeting. Persons holding office must be 18 years and over and be a member in good standing.

Section b.  Newly elected officers shall assume their duties at the close of the May Annual Meeting and shall remain in office for one year or until their successors have been installed.

Section c.  Vacancies in un-expired terms of office shall be filled by appointment of willing individuals. Such appointment shall be made by the Executive Board.

Article 8 – Duties of Officers

Section a.  The President shall be responsible for:

·        Preside at all general, special and Board meetings.

·        Attend committee meetings as an ex officio member of the committee as necessary.

·        Coordinate committee activities and appoint committee chairpersons.

·        Perform other duties as required, as official spokesperson for the Guild.

·        Maintenance of and responses to the Guild email account.

·        Coordinate guest speakers.

·        Planning, coordinating, and administering social outreach/charity functions.

·        Serve as co-signer with Treasurer on checks issued by the Guild.

Section b. The Vice President shall:

·        Assist the President as necessary with research, development and execution of classes/workshops, meeting agendas, project ideas, swaps, and contests.

·        Develop and maintain the Guild’s online presence – website/blog, Facebook, Flickr. Ensure all members observe the rules of website etiquette.

·        Secure and maintain meeting and workshop locations for each meeting date.

·        Manage special projects and social events.

·        Oversee the review of the Guild Bylaws as necessary.

·        Serve as co-signer with Treasurer on checks issued by the Guild.

Section c. The Secretary shall:

·        Manage member entry into monthly meetings, sign in, FQ swap, treat coordination, etc.

·        Assist other officers as needed.

·        Oversee membership roster and Guild attendance records.

·        Keep minutes of all monthly meetings of the Guild and shall maintain permanent records of all meetings, including but not limited to such minutes.

Section d.  The Treasurer shall:

·        Receive and bank all Guild monies

·        Maintain records of all funds. All expenses must be submitted to the Treasurer.

·        Disburse funds as authorized by the Executive Board

·        Serve as co-signer with other authorized Officers on checks of the Guild.

·        Provide a financial statement to the Executive Board on an as-needed basis.

·        Make a financial statement available for the members.

·        Prepare the proposed budget for the upcoming fiscal year and shall present it at the May Annual Meeting.

·        Ensures that members' dues are current.

Article 9 – Committee Chairs

Committees and chairpersons shall have no authority except that which is granted by the President and or the Executive Board. Special committees shall be appointed by the President, as necessary, to carry on the business of the organization. At his/her discretion, the President(s) can appoint co-chairs for any and/or all of the listed committees. All committees and chair persons are responsible to and accountable to the President.

Section a.  Bee Keeper

·        Responsible for maintaining lists of current bees.

·        Helps connect interested Guild members with bees in their area.

Section b.  Swap Swami

·        Organizes swaps for members of Guild.

·        Creates a schedule for various swaps to take place throughout the calendar year and is present to direct the activities of each swap.

·        Works in collaboration with the Workshop Wrangler and members of the executive board.

·        Can create a committee as necessary to assist in role.

Section c.  Charity Chief

·        Creates and maintains a list of local charities interested in receiving quilts.

·        Proposes donation opportunities to CLMQG membership.

·        Organizes the delivery of any quilts made to the various charities.

·        Can create a committee as necessary to assist in role.

Section d.  Workshop Wrangler

·        Heads a committee that develops a program calendar on a yearly basis for speakers, demonstrations, and workshops.

·        Invites guest speakers, arranges for the workshop space, and establishes applicable fees.

·        Assists and provides coverage during each workshop or presentation.

·        Develops and maintains a resource file of potential programs and speakers.

Section e.  Show Boss

·        Heads a committee to organize and establish a show featuring quilts made by members of the Guild.

·        Creates guidelines and standards for each show, as decided in collaboration with the committee.

Article 10 – Meetings

Section a.  With the exception of December, meetings are held once a month. Special meetings can be called by the President or Committee Chairs.

Article 11 – Policies

Section a. The title for all property, funds and assets of the Guild, whether incorporated or not, shall at all times be vested in the Guild for the joint use of members and no member or group of members shall have any severable right to all or any part of such property.

Section b.  The Membership roster is for use by members only and is not for distribution to non-members, for sale, or for commercial use.

Section c. In the event of the disbanding of the Guild, any and all funds remaining in the Treasury will be turned over to another educational, tax exempt, quilt guild or to a charity. The recipient will be determined by a majority vote of the members present at a regular Guild meeting.

Section d. All proceedings of the Guild shall be fair and open. In the event of any dispute over procedure, when guidance cannot be found in the Bylaws, a committee consisting of one Executive Board member and two or more General Members appointed by the Executive Board shall resolve.

Article 12 – Amendments of Bylaws

Section a.  These bylaws may be amended at any General meeting of the Guild by a majority vote of the General Membership present, provided the proposed amendment has been submitted in writing to the Secretary prior to voting.

Section b. Bylaws shall be reviewed on an as-needed basis.

 

Submitted May 1, 2013 by the Executive Board:

Paige Prescott, President

Shelley Nielsen, Vice President

Jill Smalley, Secretary

Judy Otero, Treasurer

Crystal Lake Modern Quilt Guild

Hold Harmless

To the fullest extent permitted by law, I will indemnify and hold harmless Home State Bank, N.A., its officers, employees or agents, Paige Prescott, Shelley Nielsen, the Crystal Lake Modern Quilt Guild, and its officers or agents from and against claims, damages, losses and expenses, including but not limited to, such claims, damages, losses or expenses that are attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property, including loss of use resulting there from and including injury, theft, damages, losses caused in all or in part by negligent acts or omissions of myself or any one for whose acts I may be liable, regardless of whether or not such claims, damages, losses or expenses are caused in part by a party indemnified hereunder.

Such obligations shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity which would otherwise exist to a party or person described in this paragraph.  I acknowledge and accept this indemnification a hold harmless agreement.

I further covenant not to sue Home State Bank, N.A. or its officers, employees or agents, or Paige Prescott, Shelley Nielsen, the Crystal Lake Modern Quilt Guild, it officers or agents for any damages that may accrue from or be caused by the use of Bank property.

The undersigned further agrees and understands that the agreements and covenants set forth above are incorporated into and part of any membership in the Crystal Lake Modern Quilt Guild.

These agreements and covenants shall be in effect for a period of one year from the date of signature.

May 1, 2013