lonesome valley quilters gUILD BYLAWS
revised 12/2/24
article I
name
THE NAME OF THE ORGANIZATION SHALL BE “LONESOME VALLEY QUILTERS GUILD”, A NON-PROFIT SOCIAL AND RECREATIONAL CLUB, HEREAFTER REFERRED TO AS “THE GUILD”. MEETINGS OF THE GUILD SHALL BE CONDUCTED ACCORDING Robert’s rules of order.
article II
purpose
THE PURPOSE OF THIS GUILD IS TO ADVANCE THE ART AND APPRECIATION OF QUILTING THROUGH SHARING OF KNOWLEDGE AND SKILLS WITH OTHER QUILTERS. THIS WILL BE ACCOMPLISHED BY OFFERING PROGRAMS, WORKSHOPS, ONGOING GROUP PROJECTS AND SPECIAL EVENTS.
article III
membership
ANY PERSON INTERESTED IN ANY FORM OF QUILTING MAY BECOME A MEMBER UPON COMPLETION OF APPLICATION AND PAYMENT OF the ANNUAL DUES.
ACTIVE MEMBERS HAVE THE PRIVILEGE OF VOTING, HOLDING OFFICE, AND SERVING ON COMMITTEES.
lIFE TIME MEMBERS ARE MEMBERS WHO HAVE REACHED THE AGE OF 80 YEARS. tHEY ARE THEREAFTER EXEMPT FROM PAYMENT OF DUES.
ASSOCIATE MEMBERS ARE VENDORS OR PERSONS IN QUILTING RELATED BUSINESSES. tHEY MAY PARTICIPATE IN ALL GUILD ACTIVITIES, WITH tHE EXCEPTION OF: VOTING, constituting a portion of a quorum, OR HOLDING POSITION ON THE bOARD OR COMMITTEE CHAIRS.
MEMBERSHIP RUNS FROM JANUARY 1ST THROUGH DECEMBER 31ST
termination - the board may terminate the membership of a member in the event the member fails to pay their annual dues.
A GUEST MAY ATTEND three (3) MEETINGS, AFTER WHICH MEMBERSHIP IS REQUIRED.
article IV
dues
The Board of directors may set annual dues schedule for membership which shall be voted on by the membership, as part of the yearly budget approval.
Membership shall run by the fiscal year from JANUARY 1st through DECEMBER 31st.
New members joining in mid-year, after, JUly 1st. will pay one-half of the membership fee. this does not apply to renewal memberships.
article V
audit
A YEARLY AUDIT OF THE financial records SHALL BE DONE IN JANUARY and submitted to the board in FEBRUARY.
article VI
meetings
THE GUILD MEETINGS SHALL BE HELD MONTHLY AT A PLACE, DATE AND TIME AS DETERMINED BY THE EXECUTIVE COMMITTEE (BOARD).
THE PRESENCE OF MEMBERS PRESENT IN PERSON AT A PROPERLY NOTICED MEETING OF THE MEMBERS SHALL CONSTITUTE A QUORUM AT ALL MEETINGS OF THE MEMBERS.
article VII
officers
THE OFFICERS OF THE GUILD SHALL INCLUDE THE PRESIDENT, vice PRESIDENT, SECRETARY, TREASURER AND MEMBER(S) AT LARGE PER MEMBERSHIP OF 75 PERSONS.
OFFICERS SHALL BE ACTIVE MEMBERS, IN GOOD STANDING AND WILL BE ELECTED for a one (1) year term. each officer is limited to a two (2) year consecutive term of service in any particular office.
IF ANY BOARD MEMBER OR COMMITTEE MEMBER IS UNABLE TO PERFORM DUTIES, A WRITTEN RESIGNATION IS requested.
IN THE EVENT A DULY ELECTED OFFICER CANNOT COMPLETE THEIR TERM OF OFFICE, THE eXECUTIVE bOARD WILL APPOINT AN ACTIVE MEMBER TO CARRY OUT THE REMAINDER OF THEIR TERM.
PRESIDENT - THE PRESIDENT SHALL PRESIDE AT ALL THE GUILD MEETINGS, AND SHALL BE THE CHAIRPERSON OF THE EXECUTIVE COMMITTEE (BOARD). THE PRESIDENT SHALL APPOINT CHAIRPERSONS OF ALL STANDING AND AD HOC COMMITTEES WITH THE APPROVAL OF THE EXECUTIVE COMMITTEE (BOARD). THE PRESIDENT SHALL BE AN EX-OFFICIO MEMBER OF ALL COMMITTEES, EXCEPT THE NOMINATING COMMITTEE. THE PRESIDENT VOTES ONLY IN THE CASE OF A TIE VOTE. FIVE (5) VOTING MEMBERS MUST BE PRESENT FOR THE EXECUTIVE COMMITTEE (BOARD) TO CONDUCT BUSINESS.
vice PRESIDENT - THE vice PRESIDENT WILL ASSUME THE DUTIES OF THE OFFICE OF THE PRESIDENT IN THE EVENT THAT THE PRESIDENT IS ABSENT OR CAN NO LONGER CONTINUE IN OFFICE; AND, AS NEEDED, ASSIST THE PRESIDENT, SECRETARY AND TREASURER IN THEIR DUTIES. THE vice PRESIDENT SHALL HAVE VOTING PRIVILEGES.
SECRETARY - THE SECRETARY SHALL RECORD AND RETAIN MINUTES OF ALL BUSINESS MEETINGS, EXECUTE THE GUILD’S CORRESPONDENCE AS DIRECTED BY THE BOARD USING “MODERN RULES OF ORDER”. THE SECRETARY SHALL MAINTAIN ALL ORIGINAL CONTRACTS, INSURANCE POLICY (IES) INFORMATION AND OTHER BUSINESS DOCUMENTS. THE SECRETARY SHALL HAVE VOTING PRIVILEGES.
TREASURER - THE TREASURER SHALL BE THE CUSTODIAN OF ALL THE GUILD’S FUNDS, INCLUDING THE FILING OF REQUIRED GOVERNMENT REPORTS AND THE COLLECTION AND DISBURSEMENT OF FUNDS AT THE DIRECTION OF THE EXECUTIVE COMMITTEE (BOARD) OR AT A VOTE OF THE MEMBERSHIP. THE TREASURER SHALL MAKE AN UPDATED REPORT AVAILABLE AT ALL MEETINGS. THE TREASURER SHALL HAVE VOTING PRIVILEGES.
MEMBER(S) AT LARGE - THERE WILL BE ONE (1) MEMBER AT LARGE PER SEVENTY-FIVE (75) MEMBERS. THE MEMBER AT LARGE SHALL ATTEND ALL MEETINGS AND BRING CONCERNS AND SUGGESTIONS OF THE GENERAL MEMBERSHIP BEFORE THE BOARD. THE MEMBER AT LARGE SHALL HAVE VOTING PRIVILEGES.
article VIII
committees
EXECUTIVE COMMITTEE - THE EXECUTIVE COMMITTEE (BOARD) SHALL CONSIST OF THE OFFICERS OF THE GUILD AND THE EXECUTIVE COMMITTEE (BOARD) SHALL MANAGE ALL THE BUSINESS AFFAIRS OF THE GUILD. THE EXECUTIVE COMMITTEE (BOARD) SHALL SUBMIT A BUDGET AT THE feburary MEETING OF THE GUILD FOR APPROVAL OF THE MEMBERSHIP. THE EXECUTIVE COMMITTEE (BOARD) SHALL MEET MONTHLY AND AT THE CALL OF THE PRESIDENT. MEMBERS MAY ATTEND EXECUTIVE COMMITTEE (BOARD) MEETINGS.
STANDING COMMITTEES - ALL CHAIRPERSONS OF STANDING COMMITTEES SHALL SUBMIT AN ANNUAL REPORT TO THE EXECUTIVE COMMITTEE (BOARD). STANDING COMMITTEES SHALL INCLUDE COMMUNITY SERVICE, MEMBERSHIP AND holiday boutique. THEY SHALL ATTEND BOARD MEETINGS AND SHALL HAVE VOTING PRIVILEGES.
AD HOC COMMITTEES - THE PRESIDENT, WITH THE APPROVAL OF THE EXECUTIVE COMMITTEE (BOARD) TO MEET SPECIFIC PURPOSES OF THE GUILD, SHALL ESTABLISH AD HOC COMMITTEES. THESE COMMITTEES MAY INCLUDE, BUT ARE NOT LIMITED TO: AUDIT, BLOCK OF THE MONTH, BY LAWS, COMMUNICATIONS/NEWSLETTER, HOSPITALITY, REGULAR PROGRAM, LONG RANGE PROGRAMS, MENTORING, MINI GROUPS, PUBLICITY, opportunity quilt, , REFRESHMENTS, SECRET QUILTER AND WORKSHOPS. AD HOC COMMITTEE CHAIRPERSONS SHALL ATTEND EXECUTIVE COMMITTEE (BOARD) MEETINGS WITHOUT VOTING PRIVILEGES. THE AD HOC COMMITTEE CHAIRPERSONS REPORT TO THE BOARD.
article IX
quorum vote
THE PRESIDENT SHALL BE INCLUDED IN THE QUORUM, BUT SHALL VOTE ONLY IN THE CASE OF A TIE. FIVE (5) VOTING MEMBERS MUST BE PRESENT FOR THE EXECUTIVE COMMITTEE (BOARD) TO CONDUCT BUSINESS.
article X
nominating committee
THE PRESIDENT, WITH THE APPROVAL OF THE EXECUTIVE COMMITTEE (BOARD) SHALL APPOINT A NOMINATING COMMITTEE IN OCTOBER PRIOR TO THE ELECTION OF OFFICERS. THE NOMINATING COMMITTEE SHALL CONSIST OF THREE (3) ACTIVE MEMBERS. THIS GROUP SHALL SUBMIT AND INTRODUCE AT LEAST ONE CANDIDATE FOR EACH OFFICE TO BE FILLED. NOMINATIONS FROM THE FLOOR MAY BE ACCEPTED AT THE NOVEMBER MEETING WITH THE CONSENT OF THE PERSON BEING NOMINATED. THE NOMINATING COMMITTEE WILL BE RESPONSIBLE FOR TALLYING ALL VOTES, AND WILL PRESENT THE RESULTS AT THE END OF THE DECEMBER MEETING.
article XI
election of officers
the SLATE OF NOMINATIONS FOR OFFICES SHALL BE PRESENTED TO THE MEMBERSHIP IN THE NEWSLETTER AFTER THE NOVEMBER GENERAL MEETING. ELECTION OF OFFICERS WILL OCCUR AT THE DECEMBER MEETING BY A WRITTEN MAJORITY VOTE OF THE GUILD’S MEMBERSHIP PRESENT. THOSE ELECTED WILL ASSUME THEIR OFFICES AT THE JANUARY MEETING.
THE EXECUTIVE COMMITTEE (BOARD) SHALL APPOINT VACANCIES IN OFFICE.
article XII
INDEMNIFICATION
LONESOME VALLEY QUILTERS (lvqg) SHALL DEFEND, INDEMNIFY AND HOLD eXECUTIVE BOARD MEMBERS AND ALL COMMITTEE CHAIRPERSONS HARMLESS FROM ALL CLAIMS, LIABILITIES, JUDGMENTS, PENALTIES, LOSSES, COSTS, DAMAGES, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES, WHETHER OR NOT LITIGATION IS INSITUTED) PAID OR INCURRED BY LVQG. NOTWITHSTANDING, LVQG SHALL NOT BE REQUIRED TO INDEMNIFY EXECUTIVE BOARD MEMBERSAND/OR COMMITTEE CHAIRPERSONS TO THE EXTENT THAT ANY CLAIM, LIABLIITY, JUDGMENT, LOSS COST, PENALTY, DAMGE OR EXPENSE IS FOUND BY A COURT OF COMPETENT JURISDICTION TO BE THE RESULT OF THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY BOARD MEMBERS OR COMMITTEE CHAIRPERSONS.
Article xiii
DISSOLUTION
UPON A TWO-THIRDS (2/3) VOTE OF DISSOLUTION BY MEMBERS PRESENT AT A GENERAL MEETING, THE LONESOME VALLEY QUILTERS GUILD WILL BE DISSOLVED AND ASSETS LIQUIDATED PROVIDED THAT ALL MEMBERS HAVE BEEN NOTIFIED IN THE GUILD’S NEWSLETTER OR OTHER WRITING AT LEAST THIRTY (30) DAYS IN ADVANCE OF THE VOTE. ANY REMAINING FUNDS ARE TO BE DONATED TO A LOCAL CHARITY APPROVED BY THE GENERAL MEMBERSHIP.
revised: 4/3/2023
revised: 12/2/2024
guild standing rules
no individual may advertise or represent lonesome valley quilters guild as a sponsor for any activity unless approved by the executive committee (board). no individual may advertise in the newsletter or during meetings.
annual dues may not be paid in installments.
members will wear name tags at meetings. replacement name tags must be purchased from the membership chairperson.
a membership list shall not be given or sold to persons or organizations to be used for solicitation, sales or political purposes or any other purpose not directly related to guild business.
Requests for payment of approved expenditures exceeding $100.00 from a Committee member must be submitted promptly to the Board. Requests for payment must be accompanied by an itemized receipt from the provider of the service, for example retail store, motel, print shop, restaurant, a copy of a contracted speaker contract, etc~ Questions regarding request for payment of approved expenditures should be referred to the Board for resolutions.~
Submit receipts within 90 days with a completed “Request for Payment” form.
Expenditures in excess of $100.00 must be approved by the Board prior to purchases.
No payments will be issued at the monthly General Meeting
Approved requests for payment will be issued in a timely manner
non members may be charged a fee of $10.00 to attend a meeting featuring a long range program speaker and $10.00 above what members pay for a workshop. revised 10/17/05, 04/17/06 and 11/17/08.
membership is limited to eighty-five (85) members. revised 12/19/05
dues: any payment of renewal by an existing member made after october 31 will then be assessed a late fee of $5.00.
dues: any new member joining lonesome valley quilters guild after march 1, the dues will be reduced to $15.00 until renewal in august. the renewal year fee will remain $25.00.
absentee ballots - absentee ballots will be available at the july guild meeting and must be turned in by the first monday in august’s guild meeting. implemented 06/19/06
in the event a nomination committee nominee is unable to serve the designated office, the election shall proceed as scheduled. immediately after the election, the newly elected officer shall present a letter of resignation to the president of the board. the board shall choose a replacement at the next meeting, or if necessary, a special meeting, so that the replacement can be sworn in with the other newly elected officers. revised 08/21/06 and 04/16/12
self-supporting workshops - when an outside teacher contracts with LVQG to lead a workshop and members are charged a fee to attend the workshop, members are not registered for the workshop until the fee is paid. members will pay the workshop fee one month in advance of the workshop date and are enrolled at that point. if a member cannot attend the workshop for any reason, the member can substitute another member, (if a non-guild member,refer to standing rule 6), who will repay the original enrolee. the workshop fee is not refundable. 09/17/2007
in-house workshops - to guarantee attendance at an in-house workshop a $5.00 fee will be instituted. if you attend the workshop, your deposit fee will be refunded. if you do not attend the workshop, the $5.00 fee will be forfeited to cover cost of supplies, i.e. patterns, copying etc. and the empty slot that could have been used by another member. 05/07/12
The membership voted as of 08/01/16 that any member reaching age 80 or over by september 01, 2016 and subsequently by september 01 of any renewal year would become an honorary lifetime member, whose membership dues would be waived.