Article I. Name
The organization shall be named Monthaven Art Society under the incorporation umbrella of Hendersonville Arts Council, hereinafter known as MAS.
Article II. Object
The object of MAS is to bring together visual artists in an effort to establish appreciation and availability of fine art to the Middle Tennessee area. Education of the members and the general public is also a goal of the organization.
Article III. Members
Section 1. Membership in the organization shall be open to all who are interested in the visual arts.
Section 2. There is only one class of membership, that being Individual, as voted by the Board in 2007.
The yearly fee is $25 per person.
Section 3. Dues shall be proposed and voted on by the Board of Directors. A 75% vote by the Board is required to establish a change in dues.
Section 4. The fiscal year begins on November 1, as established by Board vote in 2007.
Dues are to be paid on or about the date of the Fall Exhibit, approximately Nov 1, each year. Members whose dues are delinquent after that date shall be notified of their delinquency.
There shall be no proration of dues which are paid during the middle of a year... the $25 fee will cover until the end of that fiscal year, this decision by Board vote on June 11, 2010.
Article IV. Board of Directors
Section 1. The Board of Directors shall serve as trustees of the corporation.
Section 2. The officers shall be a President, Vice-President, Secretary, and Treasurer.
Section 3. In addition, there shall be three Directors who shall serve as Members-at-Large on the Board.
Section 4. Officers and Directors must be voting members of MAS; they shall serve until successors are appointed or they resign.
Section 5. Nomination and appointment of Officers and Directors shall be performed by a 75% vote of the existing Board.
Section 6. The Board shall meet on call of the President or any two Board members, with notice of at least seven days.
Section 7. The Board shall have general supervision of MAS between meetings of the General Membership and shall be authorized to determine issues which may be deliberated and voted upon. A Quorum of the Board shall be constituted by four members.
Section 8. Vacancies in any position of the Board of Directors shall be filled by those remaining on the Board, with the exception of the office of President, which shall be filled by the Vice-President, should that office become vacant.
Section 9. Board of Directors meetings are open to members. The Board may go into Executive Session for deliberation of sensitive issues.
Article V. Meetings
Section 1. Regular meetings shall be held monthly, with the location, time, and date to be determined by the Board of Directors, who have the authority to change, postpone, or cancel meetings upon the agreement of a Quorum.
Section 2. Special meetings may be held on the call of four members of the Board, or ten members who request such a meeting, with notice of at least seven days by mail or email.
Section 3. The Quorum for regular meetings of the membership is 25% of members.
Section 4. Regular membership meetings are open to the public.
Article VI. Duties of Officers
Section 1. Duties of the Officers are as follows:
1.) President - The President shall preside at all meetings of the membership and of the Board of Directors. The President shall call the regular meetings and special meetings of the organization. The President shall enforce all rules of the organization and perform all duties of presidents of like organizations. All officers are under the direction and leadership of the President and serve under his/her discretion. The President is a member ex-officio of all committees.
2.) Vice-President - The Vice-President shall perform all duties of the President in case of absence or disability of the President. The Vice-President shall also serve as Program Chairperson.
3.) Secretary - The Secretary shall record minutes of all meetings of the Board of Directors and of the general membership. The Secretary shall be responsible for membership lists, including dues payment.
4.) Treasurer - The Treasurer shall have responsibility for all MAS funds and financial records. The Treasurer shall make bank deposits of all funds received and disburse funds as voted upon by the Board of Directors. MAS checks shall require the signatures of both the Treasurer and the President. The Treasurer shall issue a complete monthly Balance Sheet at each Board meeting, which then requires signed approval of Board members in attendance.
Section 2. In addition to the described duties, Officers shall perform other duties customary to their office.
Article VII. Committees and Special Interest Groups
The Board of Directors or the general membership gathered in meetings are each empowered to establish Committees and Special Interest Groups, as needed.
Article VIII. Parliamentary Authority
The rules contained in the current edition of "Robert's Rules of Order, newly revised" shall govern MAS in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order MAS shall adopt.
Article IX. Amendments
These bylaws may be amended at any meeting by a 75% vote, provided notice of proposed changes, additions, or deletions shall have been submitted in writing thirty days before the meeting. Notice of the meeting at which the vote will be taken shall be mailed or sent by email or fax to all members at least two weeks before the meeting.
