Bylaws of the Central Florida GLASSaholics as approved by vote of the membership on November 11, 2002
Amendments to Bylaws
Additions, changes or deletions to Corporation Bylaws shall only be done through a majority vote of members in attendance at a meeting announced for the purpose of revising the Bylaws. Meeting may be held as a part of a regular meeting. Members shall be notified at least 14 days prior to the proposed meeting date and such notification shall include a draft of the current and proposed amendments. Amendments, upon passing, are effective immediately.Audits
An audit of Corporation finances shall be performed annually. An Audit Committee shall be made up of such persons or firm as the Board appoints. Results of any audit shall be announced at the meeting following the completion of the audit.
Board of Directors
The elected officers of the Corporation shall be a President, Vice-president, Treasurer, Recording Secretary, and Corresponding Secretary. When the duties do not conflict, an officer, other than the President, may hold more than one office. This body shall constitute and is herein called the Board of Directors or Board. The Board of Directors shall have the usual duties delegated to their respective offices to conduct the affairs of the Corporation, and shall serve without compensation.
In order for a person to serve on the Board of Directors, that person must be a voting member of the Central Florida GLASSaholics in good standing.
Subject to the powers of the members, as provided by law, or these Bylaws, the activities and affairs of the Corporation shall be conducted and all Corporate powers shall be exercised by or under the direction of the Board of Directors.
A special meeting of the Board of Directors may be called by the President or any two Board members. Unless an urgency exists, seven days notice of a Board of Directors meeting shall be give to each Board member. The President may do a phone poll of the Board members if an urgency exists that requires immediate attention. The President will document each Board member’s phone vote and report same at the next Board meeting.
Board of Directors Vacancy
A vacancy in any office (other than President) occasioned by death, resignation, removal, disqualification or otherwise, shall be filled by majority vote of remaining Board of Directors members at the next regular meeting, or a special meeting called for that purpose. The newly elected officer shall serve for the remaining portion of the term to which they are elected.
The President may appoint a Committee Chairperson and the appointed Chairperson can select additional members to assist or the President may appoint a multi member Committee to specific tasks as needed. All Committees shall serve at the pleasure of the President. Furthermore, all activities of the various Committees are under the oversight and direction of the Board of Directors and any decisions by a Committee are subject to review by the Board of Directors.
In order for a person to serve on or Chair a committee, that person must be a voting member of the Central Florida GLASSaholics in good standing.
All committee appointments end on the second Monday in November and may be renewed at the discretion of the President. Committee members are not subject to term limitation.
The Audit Committee (see Audits) and Nominating Committee (see Nominating Committee) are required committees and are addressed as separate items in these bylaws.
Some suggested committees: Hospitality Chairperson – Arranges for host or hostesses to serve refreshments at meetings. Historian – Keeps scrapbooks and takes pictures of organization activities. Show Committee – Handles Dealer contacts and arranging for show location related to the annual Depression Glass Show and Sale. Advertising Committee – Handles advertising for the annual Depression Glass Show and Sale. Librarian – Maintains the Corporation library and makes recommendations for purchase of new books to the Board of Directors. Also track overdue books and seeks return of same. Web Master – Maintains the Corporation’s web site.
Corporation Name and Logo
The names’ Central Florida GLASSaholics and the Central Florida GLASSaholics logo are trademarks. Permission to use them must be obtained from the Board of Directors. No one (member or otherwise) shall use, in any manner, the logo or letterhead or likeness thereof unless such use has been approved by the Board of Directors.
Elections of Officers
The election of officers will be held each year at the May meeting. New officers shall assume office at the close of the June meeting.
End of Term – Officers
Each officer, at the expiration of their term of office, shall deliver all books, records, papers, monies, or other property of the Corporation in their possession to their successor or the President.
End of Assignment – Committee Members
Each committee Chair or member, at the expiration of their assignment, shall deliver all books, records, papers, monies, or other property of the Corporation in their possession to the President.
The fiscal year shall begin on the January 1 of each year.
The Corporation may hold one or more fund-raisers as deemed appropriate by the Board of Directors to raise monies to promote the Central Florida GLASSaholics Corporation and its purpose and mission. The Board shall regulate and supervise all aspects of fund-raising.
Guest at Special Functions
Only guests who are sponsored by a member may attend special functions. A fee, as determined by the Board of Directors, may be charged to members and/or guests to cover expenses associated with the function.
The following Honor Awards may be given by the Board of the Central Florida GLASSaholics:
Distinguished Service Awards may be awarded to members who have shown distinguished service and consistent commitment to Corporation objectives over a significant period of time.
Certificates of Appreciation or Commendations may be awarded to members for a particular action, campaign, or effort of importance to the Corporation.
Indemnification of the Board of Directors
The Corporation shall indemnify the Board of Directors for expenses reasonably incurred in connection with or arising out of an action, suit, or proceeding in which they are involved by reason of being or having been a member of the Board of Directors of this Corporation. However, in no event shall this be construed so as to protect or to indemnify them against any liability for which they may be subject by reason of misfeasance, bad faith, gross negligence, or reckless disregard of the duties of their office.
There shall be at least ten (10) regular monthly meetings of the Central Florida GLASSaholics annually. Meetings shall be held on the second Monday of each month, unless otherwise decided by the Board of Directors. The monthly meetings shall be a time for activities and programs so members can gain additional knowledge, share ideas, make suggestions and/or give assistance toward the carrying out of the Corporation’s purpose and objectives. Special meetings of the Corporation may be called by the president or a majority of the Board of Directors after giving 10 days notice to the membership. Special meeting may be a part of regular monthly meeting if the subject of the special meeting is published in the meeting announcement.
Members – Removal of member for Cause or Breach of Trust
Any member may bring a request for removal of a member to the Board of Directors. All issues discussed by parties involved in a removal action should be kept confidential. Removal of a member shall occur by action of the Board of Directors for cause as determined by the Board of Directors. Such actions could include inappropriate use of a leadership role; failure to observe or comply with Corporation Bylaws or Board policies; or involvement in illegal or unethical practices.
Before a vote by the Board of Directors, the accused member shall be offered an opportunity to address the Board to respond to charges.
Any member previously removed from the Corporation, in addition to the items mentioned under Membership, must also be approved by the Board of Directors to regain membership in the Corporation.
Membership is extended to anyone who shares the objectives of the Corporation and agrees to abide by the Corporations bylaws. Any person interested in joining the Central Florida GLASSaholics must submit a membership application and pay dues.
Membership dues shall be set by the Board of Directors. Membership dues are due the beginning of the Fiscal Year. Membership and voting privilege will be considered suspended if dues are not current.
Past members who fail to pay their dues will be dropped from the mailing list after the beginning of the Fiscal Year.
Memberships – Honorary
The Board of Directors my grant Honorary’ non-voting memberships as deemed beneficial to the Corporation. Honorary members have all rights of members except for voting. Honorary memberships shall be for a period of one year and may be renewed by the Board.
No officer, committee member, or member shall incur any expense in the name of the Corporation, unless the same has been authorized by action of the Board of Directors.
The Corporation may reimburse members who supply refreshments at the regular monthly meeting in an amount authorized by the Board of Directors.
The Corporation may reimburse the Corresponding Secretary for cards, postage, etc. up to the amount authorized by the Board of Directors.
The Corporation may reimburse Members for items purchased that are for use by or within the Corporation as long as approved by the Board of Directors.
Any reimbursement or compensation given to guest speakers or others shall be done only upon approval by the Board of Directors.
The Name of this Corporation shall be: Central Florida GLASSaholics, Inc.
At the March meeting, the President shall appoint a Nominating Committee consisting of three members. The committee’s function shall be to approach various members to determine if they are willing to serve in a particular elected office. From those members who declare a positive interest in serving, the Nominating Committee shall present a slate of names (one for each office) to the general membership at the May meeting. Additional nominations can me made by Members from the floor at the May meeting. Election of officers shall immediately follow. All nominees must be members in good standing with the Corporation and must have agreed to accept the duties and responsibilities of the office, if elected.
This Corporation shall operate as a nonprofit organization. Any income received shall be applied only to the nonprofit purposes and objectives of the Corporation, as approved by the Board of Directors.
Notification of Members and/or Board of Directors
Allowable methods of notifying members are phone, mail, fax and email. The notification period time starts from the postmark on mail or the date on fax or email. Phone notifications shall be documented (date, time, person spoken to) and turned in to the Board at the next meeting.
Office of Corresponding Secretary
The Corresponding Secretary shall:
a. Publish and mail the monthly newsletter or bulletin.
b. Handle general Corporation correspondence.
c. Forward a copy of all correspondence to the President.
d. Send encouragement cards to ailing members.
Office of President
The President shall:
a. Preside at all meetings of the Corporation and the Board of Directors.
b. Exercise general supervision over the affairs of the Corporation and have the powers and duties as are prescribed by law, by these Bylaws, or by the Board of Directors.
c. Appoint Committees or Committee Chairs as deems necessary or proper to conduct the affairs of the Corporation.
d. Serve as member on all committees.
Office of Recording Secretary
The Recording Secretary shall:
a. Keep a full and complete record of all meetings and discharge the duties as prescribed by law, by these Bylaws, or by the Board of Directors.
b. Act as custodian of records and documents other than those related to financial matters.
c. Forward a copy of all recordings to each Board member.
d. Place a copy of all recordings with the Corporation’s official records.
e. Maintain the membership directory and distribute as needed to the membership.
Office of Treasurer
The Treasurer shall:
a. Be the Chief Financial Officer of the Corporation and shall have such powers and duties as are prescribed by law, by these Bylaws, or by the Board of Directors.
b. Collect all monies and account for same.
c. Pay the normal and recurring bills of the Corporation as sanctioned by the Board.
c. Keep accurate and legible records of all transactions so records may be audited at such times as determined by the Board of Directors.
d. Give a monthly financial report at each regular meeting.
e. Keep a record of each member’s payment of dues.
f. Forward a copy of all financial statements to the President.
f. Treasurer may be bonded at the expense of the Corporation.
Office of Vice-president
The Vice-president shall:
a. Preside in absence of the President. Perform all the duties of the President when the President is absent. When acting as the President, the Vice-president shall have all the powers of the President.
b. Assume office of President in case of vacancy.
c. Arrange for programs and speakers for monthly meetings.
Principal Office of the Corporation
The principal office of the Corporation shall be fixed and located at such place as the Board of Directors shall determine. The Board of Directors is granted full power and authority to change the principal office from one location to another. Any change to the location of the Principal Office shall be announced at the next meeting.
Purpose and Mission
The Purpose and Mission of this Corporation is to promote the collecting and preservation of glassware, pottery, and other collectibles of the depression era. Our objective is to provide materials, information, expertise, and other resources that will educate and encourage our members, thereby enabling them to broaden their knowledge and understanding.
A quorum for business (other than Board of Director meetings) shall consist of a majority of the members in attendance at the meeting to which proper notice has been given.
A quorum for Board of Directors business shall consist of three of the five Board members.
Rules of Order
All meetings of the Corporation and Board of Directors shall be conducted according to Robert’s Rules of Order or other rules of order as are adopted in the meeting.
Board members may not serve more than two consecutive one-year terms in the same office. If a member assumes an office due to a vacancy, that term or portion thereof does not count toward their two-year limit.
Visitors are welcome at all regular meetings but have no voting privileges.
Visitors may be allowed to join special functions if visitor participation is sanctioned by the Board of Directors, and the visitor is sponsored by a member.
Voting shall be by show of hands, unless otherwise request by a majority of the membership present.
Voting and/or Serving as an Officer
A member is allowed to Vote and/or Serve as an Officer of the Corporation only after having (1) submitted a written application for membership, (2) paid their membership dues, and (3) attended three or more regular meetings in the past 12-month period. A member becomes eligible to vote, and/or serve as an officer upon attending their third regular meeting