Piedmont Fiber Guild
Articles of Association and Bylaws November 2011
Article I – Name
The organization shall be known as Piedmont Fiber Guild (the “Guild”).
Article II – Purpose
The Guild is organized and shall be operated exclusively for educational purposes
within the meaning of Section 501(c)(3) of the United States Internal Revenue Code. In
furtherance of such purposes, the Guild may make available shows, lectures, public
meetings, conferences and workshops related to the fiber arts and promote by all worthy
means a widening participation in and appreciation of the finest in hand- craftsmanship
as related to the fiber arts.
Article III – Membership
Membership shall be open to those interested in the fiber arts upon payment of dues.
Article IV – Dues
1. The dues amount shall be based on the recommendation of the Executive Board and
approved by vote of the current membership.
2. Dues are payable annually by May 1. If not paid by October 1, membership shall lapse.
3. Dues for persons joining after January 1 shall be one-half the yearly rate.
4. The fiscal year shall be from June 1 to May 31.
Article V – Meetings
The Guild shall meet once per month, except for the months of June, July, August,
unless otherwise scheduled by the Executive Board and the membership notified.
Article VI – Executive Board
The business and affairs of the Guild shall be conducted by the Executive Board (the
“Board”).
1. The Executive Board of the Guild shall be comprised of all elected officers: President,
Immediate Past-President, Treasurer, Secretary, Newsletter Editor, and the Chairpersons
for Programs, Librarian, Web Master, Publicity, Hospitality, Workshops, Membership,
and Special Projects.
2. The President shall convene the Executive Board as deemed necessary.
3. A meeting of the Executive Board shall also be called upon the request of three Board
members.
4. The Executive Board shall act as the Budget and Finance Committee and must approve
all expenditures.
5. The date, time and place of general and Executive Board meetings shall be determined
by the Board and members appropriately notified.
An Executive Board meeting quorum requires two-thirds of the Board
members. Voting is accomplished by a simple majority with each Board member having
one vote, regardless of the number of offices she/he holds.
6. In the event that a quorum is difficult to establish, the President may opt to hold a virtual
Executive Board meeting via electronic communication. Consensus gained will be
ratified at the next general meeting.
Article VII – Duties of Elected Officers
The Officers of the Guild shall be elected at the May general meeting and shall hold
office for a one-year term, beginning June 1.
1. President
a. The President shall preside at all Executive Board and general meetings, appoint
committee chairpersons and perform other duties incidental to the office.
b. The President shall be an ex-officio member of all committees and Chairman of
the Executive Board.
c. The President shall appoint a Nominating Committee Chairperson prior to or at
the March meeting.
d. The President may appoint Chairpersons for the following functions: Exhibits,
Bylaws, and such others as she/he or the Executive Board deems prudent.
e. The President may not hold the office of President for more than two
consecutive terms.
f. The President shall be responsible for the safekeeping of past records of the
Guild. These records include but are not limited to the minutes of meetings,
newsletters, a list of workshops held, treasurers’ records, and correspondence
written on the Guild’s behalf.
2. Immediate Past President
a. The Immediate Past President shall preside over Executive Board and/or Guild
meetings whenever the president is unable to attend
b. The Immediate Past President shall head up the scholarship / assistance fund
committee.
3. Treasurer
a. The Treasurer shall keep records of monies received and expended on behalf of
the Guild, and provide a written report at each Executive Board meeting or at the
request of the President.
b. The Treasurer shall prepare a proposed annual budget for submission to and
approval by the Executive Board.
c. The Treasurer shall coordinate with and advise the Chairpersons regarding
handling and accounting for fees and expenses and shall report to the Executive
Board accordingly. All sums received by Chairpersons or other on behalf of the
Guild shall be promptly submitted to the Treasurer.
4. Secretary
a. The secretary shall keep the minutes of the Guild’s general meetings and of the
Executive Board meetings.
b. The secretary is responsible for giving notes of those minutes to the Newsletter
Editor in a timely fashion.
c. The Secretary shall also give a copy of the minutes to the President.
5. Newsletter Editor
a. The Newsletter Editor shall periodically prepare and distribute a newsletter at
the direction of the President and/or the Executive Board.
b. He/She shall keep a copy of each newsletter and give that file to the incoming
President the following May.
6. Publicity Chairperson
a. The Publicity chairperson shall coordinate with the media to enhance public
awareness of the Guild’s regular meetings to promote participation in Guild
events, and shall develop and distribute publicity materials as needed.
b. The publicity chairperson shall also use current social networking as deemed
necessary
7. Hospitality Chairperson
a. The hospitality chairperson shall coordinate the serving of
refreshments for general meetings and special events, with the rotating
assistance of all members.
8. Workshop Chairperson
a. The workshop chairperson shall work with the membership, the Executive
Board, and outside sources to identify Guild interests.
b. Workshops/lectures shall be organized and offered to Guild members. The
Workshop Chairperson is responsible for finding a location for the workshop, an
instructor, and making the necessary arrangements. He/She will coordinate with
the Treasurer in determining the amount to charge attending members, nonmembers,
and the Guild for expenses.
9. Membership Chairperson
a. The Membership chairperson shall collect membership dues.
b. The membership chairperson shall maintain a current membership listing and be
responsible for assembling and distributing a membership directory.
10. Special Projects Chairperson
The Special projects chairperson shall coordinate
Charitable undertakings and fundraising projects for the Guild.
11. Programs Chairperson
The Program Chairperson shall be responsible for organizing the educational
programs for the general meetings
The programs chairperson shall poll the membership for topics of interest.
12. Librarian
The librarian shall maintain a list of current library holdings and promote use of
library materials among the membership.
13. Web Master
a. The web master shall maintain and update the Guild webpage.
b. The web master shall administer all moderated electronic communications.
Article VIII – Vacancies
1. A vacancy in any elective office, save the Presidency, may be filled by appointment
by the President with the approval of the Executive Board.
2. The Immediate Past President shall fill a vacancy in the office of President until the
next regularly scheduled election of officers. Upon the inability of the Immediate
Past President to serve, the Executive Board shall appoint an acting President to fill
the unexpired term.
Article IX – Appointed Officers
1. General
a. Appointed Chairpersons shall report, on request, to the President and/or the
Executive Board.
b. A Chairperson receiving, expending or committing monies on behalf of the
Guild (workshop fees, honoraria, expenses, and the like) shall keep accurate
written accounts and receipts. Funds received shall be deposited by the
chairperson or transferred to the treasurer for deposit into the bank.
Accounting details are to be given to the treasurer in a timely fashion.
c. A Chairperson may select a committee to assist as deemed appropriate.
2 Nominating Committee Chairperson
The Nominating Committee Chairperson, appointed by the President, shall
select a minimum of two additional members at least one of which shall not be
a currently elected officer.
The Nominating Committee shall prepare a slate of proposed officers for the
next one-year term.
The proposed slate of new officers shall be presented at the April general
meeting and provided immediately to the newsletter editor for publication.
3 Bylaws Committee Chairperson
The Bylaws Committee Chairperson, appointed by the President, may select
other members to assist. Any proposed modifications will be presented to the
Executive Board for approval.
After board approval modifications shall be presented at a general meeting for
ratification. Such modifications and shall be published in the newsletter or
other electronic communication prior to the meeting at which the changes are
to be voted upon.
Article X – Decision-making Procedures
1. Issues shall be decided upon at regularly scheduled general meetings by a simple
majority vote of members present, unless otherwise specified.
2. Revision and/or change of bylaws will be announced at a general meeting.
Proposed bylaw changes will then be available for membership review
electronically for a period of not less than two weeks before the meeting in
which they are submitted for ratification.
3 Amendment of the Bylaws will take place at a regularly scheduled general
meeting by a two-thirds majority vote of members present, provided notice of
pending amendments has been announced at the previous meeting with details in
the newsletter, on the website, and/or via email.
4 Election of Officers
a. The Nominating Committee shall present a slate of proposed officers at the
April general meeting.
b. The proposed slate shall be published in the newsletter prior to the May
meeting.
c. Nominations from the floor are acceptable at both the April and May
meetings, provided that prior authorization has been given by the
nominee(s).
d. At the May meeting, the membership present shall elect officers for the next
year by simple majority.
e. Members unable to attend the May meeting, may vote via email or written
proxy prior to the May meeting.
5 Changes in the dues structure must be recommended by the Executive Board and
be decided upon by a majority of members present and voting at a general meeting.
Notification of the issue must be made at the prior general meeting and/or
published in the newsletter, on the website and/or via e-mail, prior to the scheduled
vote.
Article XI – Dissolution
In the event the Guild dissolves, all monies in the Treasury and any assets shall be distributed
to an organization that qualifies for exemption under Section 501(c)(3) of the United States
Internal Revenue Code that will carry on the purposes of the Piedmont Fiber Guild.