The Blues Blowtorch Society Bylaws
Article I:
Purposes and Goals
The Blues Blowtorch Society was formed as a non-profit 501(c)(3) organization to enhance the culture of blues music in
the
Article II: Membership and
Participation
Section 1. Prospective members must
tender written application for membership to the society by either completing
and returning the society's standard application form or otherwise providing
all information requested thereon.
Section 2.
All members must pay annual dues as structured in the society's standing rules,
and otherwise comply with conditions set forth in this document.
Section 3.
The following types of membership shall be available through the society:
A. Active Member: Any person
interested in promoting the purposes of the society may become an active
member, and shall be entitled to all society privileges, including the right to
vote and eligibility to hold office, unless otherwise prohibited within this
document.
(1) Individual Membership is provided
for individuals, and shall be entitled to all society privileges, including the
right to vote and eligibility to hold office, unless otherwise prohibited
within this document.
(2) Family Membership shall include
spouses or domestic partners, who shall be entitled to one
vote each. Children under 18 years of age and residing at home shall enjoy membership privileges and discounts to the extent that
these are offered, but shall not be eligible to vote on society matters.
(3) Student Membership is provided
for any full time student, over 18 years of age, and shall be entitled to all
society privileges, including the right to vote and eligibility to hold office,
unless otherwise prohibited within this document.
B. Other Memberships:
(1) Honorary Membership: Any person
having gained eminence on behalf of the blues, or any person duly deemed worthy
of commensurate society esteem may be elected as an Honorary Member by a
unanimous vote of the Board of Directors or by nomination and approval by a
majority of the membership present at a general membership meeting. Honorary
members shall be exempt from the payment of society dues. An Honorary Member
shall have the right to vote and eligibility to hold office, unless otherwise
prohibited within this document.
(2) Corporate Membership: Any
corporation contributing $100 or more shall be a Corporate Member of the
society, and shall be recognized as such during the membership year in which
the contribution was received. A Corporate Member shall not be entitled to vote
or eligible to hold office.
(3)
Preferred Corporate: Any corporation entering into a
formal contract with the Blues Blowtorch Society for sponsorship of promotional
activities. A Preferred Corporate Member
shall not be entitled to vote or to hold office
Section 4. The membership of the society shall not be restricted in number.
Article III: Meetings and Elections
Section 1. The business of the society and all of its
component parts shall be governed by general consensus parliamentary procedure,
except as otherwise set forth herein. The Parliamentarian shall resolve
procedural questions or concerns arising during the course of business. Such
determination of procedural matters is fully binding, and may be reversed only
by the Presiding Officer with due cause or a majority of the membership
present.
Section 2.
Nominations for new officers shall be open only during the November General
Membership meeting each year. Specifically, nominations shall be opened during
the new business section of the November General Membership meeting and shall
be closed when that same meeting is adjourned. All nominees must provide oral
or written consent during the nomination process in order to placed
on the ballot. Elections shall be held during the December General Membership
Meeting.
Section 3.
Only Active Members in good standing for no less than thirty (30) days shall be
entitled to vote in an election or to seek nomination to office.
Section 4.
Voting during the election of officers shall be by secret ballot and shall be
tallied by a teller committee chaired by the Parliamentarian.
Section 5.
New officers shall be installed immediately after the election is finalized.
The new Board of Directors shall meet before the next General Membership
meeting.
Section 6.
No member shall hold more than one office at a time. No elected officer shall
serve more than three (3) consecutive full annual terms in the same office. All
elected officers shall serve without compensation.
Article IV: Dues and Fiscal Year
Section 1. Annual dues for
membership shall be determined by the General Membership. Annual dues shall be
payable during the anniversary month of original membership and shall be
considered delinquent if not paid by the first day of the succeeding month. All
membership privileges shall lapse thirty (30) days after becoming delinquent.
Members who allow their membership to lapse shall be treated as new applicants,
if applying for membership at a later date.
Section 2.
All members whose membership was initiated by
Section 3. The fiscal year of the society shall
be the calendar year.
Article V: Officers
Section 1. The elected Board of
Directors of the society shall be: President, Vice President, Treasurer,
Secretary, and Parliamentarian.
Additional voting or non-voting chair positions deemed necessary by the
Board of Directors will be open for nomination and elected by the General
Membership.
A. President: The president
shall preside over meetings of the General Membership and the Board of
Directors. The President shall have the authority to sign all contracts and
other instruments of writing, which have been approved by the General
Membership or Board of Directors. The President shall appoint all chairpersons
of standing or ad hoc committees and shall be entitled to serve as a member ex
officio of all committees.
B.
Vice President: The Vice President shall assist the President at all
meetings of the General Membership or Board of Directors and shall act as
presiding officer in the absence of the President. The Vice President shall act
in an advisory capacity to the President.
C.
Treasurer: The Treasurer shall receive and safely keep all funds of
the society and shall safely deposit them into the society's bank account. All
withdrawals shall be approved by the Board of Directors. A report of all
receipts, disbursements, and the society’s financial position shall be given to
the General Membership at each meeting. The Treasurer shall keep financial
records of the society in a consistent place for viewing by the membership and
shall process any required year-end reports. All checks and withdrawals from
the society account shall be cosigned by the Treasurer and the President, or
two (2) other duly authorized members of the Board of Directors in the event
that either the President or Treasurer is unable to perform such duties. Such authorization
must pass the Board of Directors by a simple majority.
D.
Secretary: The Secretary shall keep the minutes of all meetings of
the General Membership or the Board of Directors. The minutes shall be read,
unless dispensed with, and approved and kept available at each meeting. The
Secretary shall perform other duties related to the office as designated by the
President and approved by the Board of Directors.
E.
Parliamentarian: The Parliamentarian shall keep order at meetings of
the General Membership and Board of Directors. The Parliamentarian shall serve
the Board of Directors in an advisory capacity and shall act as an intermediary
for the General Membership in handling grievances. Grievances must be submitted
to the Parliamentarian in writing and must be signed by the submitting members.
The Parliamentarian shall handle all points of procedure as they arise and
shall recommend the appropriate course of action to the presiding officer.
Section 2. The elected
voting chair positions of the Board of Directors shall be the Webmaster,
Newsletter Editor, Marketing, Entertainment, Membership, and Education.
A. Webmaster: The Webmaster shall be
responsible for creating and maintaining the society’s web page and updating
information as directed by the Board of Directors.
B. Newsletter Editor: The
Newsletter Editor shall oversee the publication of the society newsletter and
shall make day to day operational decisions necessary in that regard. The
Newsletter Editor shall be responsible for the compilation and maintenance of a
library of blues materials for use by society members, including a brief
informational packet on local and regional blues acts. The Newsletter Editor shall summarize
newsletter-related activities for the Board of Directors at each of its
meetings and shall present for consideration any financial matters concerning
newsletter production and publication.
C. Marketing Chair: The Marketing
Chair shall be responsible for all aspects of marketing the society, including,
but not limited to: development of society merchandise, promotions, etc.
D. Entertainment Chair: The Entertainment Chair shall be responsible for coordinating all aspects of society sponsored functions and events, including, but not limited to: site determination, volunteer staffing, set-up and tear-down, and with the solicitation of possible blues acts for society functions, etc.
E. Membership Chair:
The Membership Chair will be responsible for, but not limited to: creating
and maintaining a current list of all active members and their renewal status.
The Membership Chair will collect dues and submit money and status reports
to the Treasurer and paid applications to the Newsletter Editor for distribution
of the newsletter.
F.
Education Chair:
The Education
Chair shall be responsible for all aspects of education for the members and
the community, including but not limited to: maintaining periodicals at the
local libraries, development and coordination of the ‘Blues In
School’ program, etc.
Section 3. The President may form any
committee for any general or specific task. Other officers may form those
committees necessary for the execution of duties of that particular office.
Section 4. The outgoing Past President shall
serve on the Board of Directors in an advisory capacity for one year upon
leaving office, but shall not have a vote on the Board unless otherwise
entitled.
Section 5. Any officer
may resign at any time by submitting written notice to the Board of Directors.
A simple majority at a meeting of the General Membership may remove any officer
for cause.
Article VI: Board of Directors
Section 1. The business affairs of
the society shall be transacted by a Board of Directors consisting of the:
President, Vice President, Treasurer, Secretary, Parliamentarian; and voting
chair positions deemed necessary by the Board of Directors and elected by the
General Membership. Also serving on the
Board of Directors in an advisory capacity and without a vote are the chairs
deemed necessary by the Board of Directors and elected by the General
Membership, and the Past President (if applicable).
Section 2.
The Board of Directors shall have the authority to spend up to two hundred
dollars ($200.00) over and above normal and recurring operational expenses
without prior General Membership approval.
Section 3.
The decision of the Board of Directors on any question shall be binding until
the next General Membership meeting, at which time a simple majority shall have
the option to amend or nullify.
Article VII: Personal Liability
Section 1: All persons or corporations
extending credit to, contracting with, or having claims against the society
shall look only to the funds and property of the society for payment of any
contract, claim, debt, judgment, damage, personal injury, decree, or cause
of action. Neither the individual members of the society nor the individual
members of the Board of Directors, past or present, shall be held personally
responsible for any claim against the society.
Section 2.
The society, the Board of Directors, nor its individual members, past
or present, shall not be held liable for the activities of any non-member
claiming association with the society.
Article VIII: Miscellaneous Procedures
Section 1. Favoritism: No part of
the net earnings of the organization shall inure to the benefit of any member,
trustee, director, officer of the organization, or any individual (except that
reasonable compensation may be paid for services rendered to or for the
organization), and no member, trustee share in the distribution of any of the
organizations’ assets on dissolution of the organization.
Section 2.
Profits: Items may be purchased by the society for resale purposes and may be
sold at a reasonable profit. The Board of Directors must authorize any such
activity.
Section 3.
Discrimination: The society, or any officer or member acting on behalf of the
society, shall in no way discriminate on the basis of: race, creed, color,
national origin, religion, age, gender, marital status, veteran status,
disability, place of residence, or sexual orientation.
Section 4.
Debt: The society shall not incur deficit spending, unless authorized by the
General Membership.
Section 5. Dissolution: In the event
of dissolution, all of the remaining assets and property of the organization
shall after payment of necessary expenses thereof be distributed to such
organizations as shall qualify under Section 501(c)(3)
of the Internal Revenue Code of 1986 or the corresponding provisions of any
subsequent federal tax laws, or to the approval of the Justice of the Supreme
Court of the State of Illinois.
Section 6. IRS: Not
withstanding any other provisions of these articles, the organization is
organized for one or more of the purposes as specified in Section 501(c)(3) of the Internal Revenue Code of 1986, and shall not
carry on any activities not permitted to be carried on by an organization
exempt from federal income tax under IRC 501(c)(3) or corresponding provisions
of any subsequent tax laws.
Article IX: Amendments
Section 1. Amendments to these
bylaws shall be submitted in writing and shall be approved by a two-thirds
(2/3) majority of the General Membership.
Last
Revised January 2002.
Article X:
Addendum
Section 1.
Rules
and Policies, will include but not be restricted to any rules or policies
deemed to be necessary for procedure or behavior related to meetings, events or
other activities of the Society and its members, will be set by the Board of
Directors and not require a vote by the general membership.
Rules and Policies will be added to the
By-laws and published on the web site as they are adopted, and provided to the
general membership in print as an addendum to the By-laws at the first meeting
of the year or as requested.
Rules and Policies:
1.