Article I -- Name, Purpose Article V -- Officers Article IX -- Changes of Bylaws
Article II -- Membership and Dues Article VI -- Committees Article X -- Dissolution
Article III -- Members Article VII -- Nominations & Elections
Article IV -- Board of Directors Article VIII -- Finances
Article I -- Name, Purpose
Section 1: Name. The name of the organization shall be the Madison Bead Society, Inc.
Section 2: Purpose. The Madison Bead Society is organized exclusively for the enjoyment and study of beads and related ornaments and to disseminate the knowledge acquired through this research.
Article II -- Membership and Dues
Section 1: Members. The Madison Bead Society shall consist of persons who are interested in the enjoyment and study of beads and related ornaments and who have paid their annual dues.
Section 2: Types of Membership. Types of membership shall include Individual, Family, and Business/Organization.
Section 3: Membership Period. The Society’s membership year coincides with its program year, which is September 1 through August 31.
Section 4: Partial Years. If an interested party chooses to join the Society mid-year and if annual dues are received after March 1st , that party’s initial membership shall be extended past the current program year to expire at the end of the following program year. There are no partial year memberships or partial years dues structures.
Section 5: Officers’ and Standing Committee Chairs’ dues. In appreciation of the work done by the officers of the Society, the four officers’ membership dues shall be waived for the program year following the annual meeting at which they are elected, and they shall be considered members in good standing for that following program year. For Chairs of Standing Committees, the reduction in dues for the following program year is one-half.
Article III -- Members
Section 1: Annual meeting. The date of the regular annual meeting shall be set by the Board of Directors who shall also set the time and place.
Section 2: Special Meetings. Special meetings may be called by the President or the Executive Committee.
Section 3: Notice. The Secretary shall give notice of each meeting (by mail or email if available) to each voting member not less than ten (10) days in advance of the meeting.
Section 4: Action by written consent. In accordance with §181.0704, Wis. Stats., any action required or permitted to be approved by the members, may be taken without a meeting if a consent in writing setting forth the action to be taken, shall be signed by members holding at least two-thirds of the voting power of the Society. Any such consent signed by two-thirds of the members has the same effect as a two-thirds vote and may be stated as such in any document filed with the Department of Financial Institutions.
Article IV -- Board of Directors
Section 1: Board Role, Size, Compensation. The Board is responsible for overall policy and direction of the Society. The Board shall have up to seven and not fewer than five members. The board receives no compensation other than reasonable expenses.
Section 2: Meetings. The Board shall meet at least four times per calendar year, at an agreed upon time and place.
Section 3: Special Meetings. Special meetings of the Board shall be called upon the request of the President or one-third of the Board.
Section 4: Notice. The Secretary shall give notice of each meeting (by mail or email if available) to each Board member not less than ten (10) days in advance of the meeting.
Section 5: Quorum. A majority of the Board members shall constitute a quorum. A quorum is necessary for business to be transacted or motions to be made or passed.
Section 6: Action by written consent. In accordance with §181.0821, Wis. Stats., any action required to be taken at a meeting of the Board of Directors, or any other action which may be taken at a meeting of the Board of Directors, may be taken without a meeting if a consent in writing setting forth the action to be taken is signed by two-thirds of the Directors entitled to vote on that matter, provided all Directors receive notice of the text of the written consent and of its effective date and time. Any such consent signed by two-thirds of the Directors has the same effect as a two-thirds vote and may be stated as such in any document filed with the Department of Financial Institutions.
Section 7: Vacancies. When a vacancy on the Board exists, the Secretary may receive nominations for new members from present Board members two weeks in advance of a Board meeting. These nominations shall be sent out to Board members with the regular Board meeting announcement, to be voted upon at the next Board meeting. These vacancies will be filled only to the end of the particular Board member’s term.
Section 8: Resignation, Termination and Absences. Resignation from the Board must be in writing and received by the Secretary. A Board member shall be dropped for excess absences from the Board if s/he has three unexcused absences from Board meetings in a year. A Board member may be removed for other reasons by a three-fourths vote of the remaining Directors.
Article V -- Officers
Section 1: Officers. The four officers of this Society shall be the President (a.k.a. Head Bead), Vice-President (a.k.a. Vice Bead), Secretary (a.k.a. Write Bead), and Treasurer (a.k.a. Trade Bead), all of whom are also members of the Board of Directors.
Section 2: Duties. The Head Bead shall convene regularly scheduled Board meetings, shall preside or arrange for other members of the executive committee to preside at each meeting in the following order: Vice Bead, Write Bead and Trade Bead. The Vice Bead will chair committees on special subjects as designated by the Board The Write Bead shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all Board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board member, and assuring that records are maintained. The Write Bead shall also take minutes of all membership meetings. The Trade Bead shall have the custody of all the moneys and securities of the Society. He/she shall keep regular books. All checks over $500.00 shall be approved by a majority of the Board of Directors. In addition, the Trade Bead shall perform all duties usually pertaining to this office.
Article VI -- Committees
Section 1: Standing Committees. In order to successfully operate the Society, the Board may create standing committees as needed. The Head Bead appoints all committee chairs.
Section 2: Executive Committee. The four officers serve as the members of the Executive Committee. Except for the power to amend the Articles of Incorporation and Bylaws, the Executive Committee shall have all of the powers and authority of the Board of Directors in the intervals between meetings of the Board of Directors, subject to the direction and control of the Board of Directors.
Article VII -- Nominations and Elections
Section 1: Nominations and Election: On or before the March meeting, a three person Nomination Committee named by the President and made up of two (2) Directors and one (1) member-at-large who shall serve as Chairperson. The committee will nominate one or more members to replace the outgoing Head Bead, Vice Bead, Write Bead, Trade Bead and three at large Directors. The names of those nominated shall be provided to all voting members in writing in advance of the April meeting. Nominations from the floor will be accepted at the April meeting only if duly seconded and written consent of those nominated is presented. The names of all those nominated will be published in the next newsletter and shall be read before the Society at the May meeting. If only one person is nominated for a position, s/he shall be elected by acclamation. If more than one person is nominated for a position, the elected person shall be the one with the largest number of votes cast. Each member in good standing and present at the May meeting is entitled to one vote. The Nominating Committee shall count the ballots and the result will be announced at the May meeting and will also be published in the next newsletter. The new Directors shall take office at the end of the meeting during which elections are held
Section 2: Directors’ terms: The Directors shall hold office until their successors are elected. Each Director’s term shall be for a one-year period, and Directors shall be elected each year with no limit on consecutive terms served.
Article VIII -- Finances
Section 1: Fiscal Year and Financial Records. The Society’s fiscal year is June 1 through May 31. The financial records of the organization are public information and shall be made available to the membership, Board members and the public.
Section 2: Inurement of Income. No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to, its members, Directors, officers or other private persons except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered.
Article IX -- Changes of Bylaws
These Bylaws may be altered or amended at any meeting of the Society by an affirmative vote of a majority of the members voting in person or by written ballot, but no alterations or amendments shall be adopted unless the substance and effect of the proposed alterations or amendments shall have been stated in a written notice mailed at least ten (10) days before the meeting to all members in good standing.
Article X -- Dissolution
Upon the dissolution of the Society, the Board of Directors shall, after paying or making provisions for the payment of all of the liabilities of the Society, dispose of all of the assets of the Society exclusively for the purpose of the Society in such manner and to such organization or organizations which are organized and operated exclusively for charitable, scientific, and educational purposes as shall at the time qualify as exempt organizations or organizations. Any such assets not so disposed of shall be disposed of by the Circuit Court for the County in which the principal office of the Society is located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
The objectives of this society shall be to provide a forum for the enjoyment and study of beads and related adornment and to disseminate the knowledge acquired through this research.
Web Goddess Wally Brinkmann email@example.com
Show Chair Ingrid Stark firstname.lastname@example.org
Show Promotions Ingrid Stark email@example.com
Membership Carrie Waite firstname.lastname@example.org
Newsletter Editor email@example.com
Programs Board of Directors