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HSVW Club Bylaws
 

ARTICLE I NAME AND PURPOSE
  The name of this organization shall be Hot Springs Village Woodworkers Incorporated (Inc.), hereafter referred to as HSVW. The HSVW purpose shall be to provide fellowship and education for club members, and, at the discretion of a majority of club officers, provide community service using club members woodworking knowledge and skills. 

ARTICLE II MEMBERSHIP
  SECTION A QUALIFICATIONS 
Membership in the HSVW shall be open to all persons having an interest in woodworking. While aptitude, experience, and a basic shop area and equipment are desirable, these shall not be requirements for Membership.
SECTION B DUES 
Dues shall be set by the Board of Directors and shall be levied on a calendar year basis. Dues shall be paid on or before the March meeting for a Member to remain in good standing. Only Members in good standing shall be eligible to vote on matters pertaining to club business. Membership dues shall entitle all Members of the household who are interested in club activities to participate, although only one vote may be cast by each Membership. Persons joining the HSVW after July 1 shall be assessed dues at one half of the then current annual rate which shall provide full Membership for the remainder of that calendar year. Persons joining the HSVW after November 1 shall be assessed dues at the full rate which shall provide full Membership for the balance of the present year and all of the following year. 
SECTION C FEES 
From time to time additional fees may be requested and collected by the Board of Directors from those participating in special functions, entertainment or group activities. 


ARTICLE III MEETINGS
  SECTION A REGULAR MEETINGS 
Regular meetings of the HSVW shall be held each month at a time, date and location to be determined by the Board of Directors. A quorum shall be present for any matter requiring a vote. A quorum of the HSVW shall be twenty five percent (25%) of the Membership in good standing. SECTION B BOARD MEETINGS 
The Board of Directors shall hold meetings as needed to conduct the business affairs of the HSVW. All meetings of the Board of Directors shall be open to Members in good standing and shall be announced at the regular meeting prior to the Board Meeting. Board meetings shall include, but not be limited to, reading and approval of the minutes of the previous Board meeting, approval of the Treasurer’s Report, reviewing old business and hearing new business. Board meetings may also include the planning of projects and events for the HSVW, the approval of expenditures of funds and the conduct of other business as required. A quorum of the Board shall consist of at least four elected members of the Board and shall be required for approval of all expenditures.
SECTION C SPECIAL MEETINGS 
A Special Meeting of the HSVW may be held at any time upon the call of the President or upon a written demand stating the purpose of the meeting and being signed by not less than twenty five percent (25%) of the Membership in good standing. Notice of the time, date and location of the Special Meeting shall be provided to all members not less than seven (7) days prior to the date of the Special Meeting 


ARTICLE IV BOARD MEMBERS
  SECTION A ELECTED POSITIONS 
1. PRESIDENT 
The President shall be the chief administrative officer of the HSVW. The President shall preside at Regular and Board Meetings of the HSVW. The President shall appoint committee chairpersons, and be an ex officio member of all committees. 
2. VICE PRESIDENT 
The Vice President shall, in the absence of the President, preside at Regular and Board meetings. The principle duty of the Vice President shall be to plan and coordinate programs for Regular meetings of the HSVW and to advise the members of these programs. In his/her role as Program Coordinator, the Vice President may call upon other members and shall act as Chairperson of the Program Committee. The Vice President shall perform such other duties as shall be determined by the President. 
3. SECRETARY 
The Secretary shall keep minutes at Regular and Board meetings and shall count attendance at Regular meetings. The Secretary shall act as HSVW correspondent. The Secretary shall provide a Membership Card to each member at the beginning of each calendar year. Membership cards shall be provided to new members not later than the next Regular meeting following receipt of their annual dues. Membership cards will identify individuals as Members of HSVW to Preferred Vendors. The Secretary shall maintain and be the custodian of the HSVW Nametags. Each member shall be provided with a nametag to be worn at HSVW meetings and activities. New members shall be issued a nametag not later than the next Regular meeting following receipt of their annual dues. Nametags shall be distributed and collected at Regular meetings and activities and shall be given appropriate storage. Additional nametags may be provided for Preferred Vendors and Guests at HSVW activities. The Secretary shall perform such other duties as shall be determined by the President. 
4. TREASURER 
The Treasurer shall act as custodian of all monies associated with HSVW activities. These duties include the collection of dues, fees and other receivables, placement of all funds in accounts created for that purpose and approved by the Board of Directors, and payment of all bills and other disbursements associated with HSVW activities. The Treasurer shall keep complete and accurate records of all receipts and disbursements including bank statements. Upon request of the President, the Treasurer shall prepare a financial statement listing all receipts and from what source, and all disbursements and to whom paid. The Treasurer shall prepare a summary financial statement showing recent receipts and disbursements and a current balance for all Regular and Board meetings. At the end of each fiscal year, the Treasurer shall prepare a complete financial report for the year. This report shall be reviewed by the Board for approval at the December Board meeting. The Treasurer shall maintain a Membership Roster that shall be updated and, in cooperation with the Communication Director, made available to Board members prior to each Regular meeting. The updated Roster shall be made available to all HSVW members either electronically or as printed material, at least twice a year or by individual request. 
5. PROJECT DIRECTOR 
The Project Director shall act as Chairperson of the Project Committee and shall represent the HSVW in matters relating to projects undertaken for, or at the request of, outside organizations or individuals. These responsibilities shall include, but not be limited to:
1. Bringing project requests to the Board for consideration and approval.
2. Identifying team leader(s) following Board approval of a project.
3. Acting as liaison between team leader(s) and the originator of the approved request for the project to insure complete and accurate specifications and a timely completion of the requested work.
4. Assisting team leader(s) to identify team members, locate suitable workspace, and procure plans, equipment and materials for the project.
5. Provide status reports as requested by the President.
6. COMMUNICATIONS AND PUBLICITY DIRECTOR 
The Communications and Publicity Director shall act as chairperson of the Communications Committee. The Communications and Publicity Director shall be responsible for all publications produced by and for the HSVW and shall work closely with the Board in the performance of these duties. These publications may be in traditional or electronic formats and shall include but not be limited to creation and distribution of:
1. A brochure providing general information about the HSVW.
2. A periodic newsletter of current events.
3. Information concerning special HSVW activities.
In addition, the Communications and Publicity Director shall:
1. Create and distribute publicity materials approved by the Board. 
2. Act as liaison with the HSVW Webmaster on HSVW website maintenance and use.
3. Act as liaison with Preferred Vendors to publicize special offers to Members.
7. TOY PROJECT DIRECTOR 
The toy project director position shall consist of coordinating the toy teams type of toys made, quantity of toys made and toys distribution. Specific tasks shall include: 
1. Set up toy teams by polling club members for team captains and workers. This is to ensure everyone has the opportunity to participate and no one will be left out.
2. Find individual charities that will benefit area children who might not get a toy or something for Christmas. 
3. Coordinate the teams as to what toys and quantities to make for each age group and cover all needs. 
SECTION B OTHER POSITIONS 
From time to time the President may create and fill non-elected positions to meet the needs of the HSVW. These positions are temporary and shall terminate at the conclusion of the activity for which they were created. These appointed positions shall not be eligible to vote on matters brought before the Board for approval. 
SECTION C ELECTION AND TERMS OF OFFICE 
Officers for the following year shall be elected at the December meeting and take office at the January meeting of the following year. The outgoing Board shall meet with the incoming Board at the December Board meeting to provide a smooth transition between administrations. Elected Board members shall serve for terms of one year. Consenting elected or appointed Members may serve additional terms if elected or appointed. 
SECTION D VACANCIES 
If an elected or appointed position becomes vacant during the term, the Board shall select a consenting individual from the Membership in good standing to fill the position for the remainder of the term. 
SECTION E REMOVAL 
Any Board member may be removed from his/her position with just cause by affirmative vote of two-thirds of the Members in Good Standing present at a meeting of the Membership. 
SECTION F BOARD MEMBERSHIP 
The Board shall consist of elected Officers. Only elected Officers shall be eligible to cast votes at Board meetings. 
SECTION G ADDITIONAL BOARD RESPONSIBILITY TRACKING 
Designated Board positions may have additional club support responsibilities as agreed to by the majority of the Board members. Addendum 1 to these club bylaws shall be used to record the Board decisions made on assigning added/changed Board position responsibilities needed for continued smooth club operations and/or custody of club assets. Additions, deletions or changes to Addendum 1 require a Board majority vote. 


ARTICLE V COMMITTEES
  SECTION A NOMINATING COMMITTEE 
The Nominating Committee shall be appointed by the President in the fourth quarter of each calendar year and shall consist of a Chairperson and at least two additional Members in good standing. It shall be the responsibility of the Nominating Committee to present a slate of candidates for Officers at the December Regular Meeting of the Membership. 
SECTION B PROGRAM COMMITTEE 
The Program Committee shall be chaired by the Vice President acting as the Program Coordinator. The Program Committee shall consist of the Vice President/Program Coordinator and at least two other persons selected from the Membership. It shall be the responsibility of the Program Committee to assist the Vice President/Program Coordinator in arranging, scheduling and conducting programs at regular meetings of the HSVW. 
SECTION C COMMUNICATIONS COMMITTEE 
The Communications Committee shall be chaired by the Communications Director and shall consist of at least two other persons selected from the Membership. It shall be the responsibility of the Communications Committee to assist the Communications Director in the fulfillment of all activities related to Communications and Publicity. 
SECTION D OTHER COMMITTEES 
The President may, from time to time, appoint such other committees as are deemed necessary for the good of the HSVW. 


ARTICLE VI GENERAL PROVISIONS
  SECTION A PREFERRED VENDORS 
A Preferred Vendor is an individual or organization willing to provide goods or services at a discount to HSVW Members in good standing. In the course of their duties, Board Members shall attempt to identify potential Preferred Vendors. Potential Preferred Vendors shall be considered by the Board and, following approval, their names shall be placed on a list for distribution to Members in good standing. HSVW Members shall be encouraged to patronize Preferred Vendors. 
SECTION B BYLAWS 
It shall be the responsibility of the Board to review the Bylaws periodically and to make and submit for approval by the Membership in good standing such amendments as are deemed necessary for the good of the HSVW. 
SECTION C DISSOLUTION 
In the event that it becomes necessary to dissolve the HSVW, the Treasurer shall make a complete accounting to the Membership of all HSVW assets remaining after all obligations and liabilities are satisfied. These remaining assets shall be disposed of as directed by the Board. 


ADDENDUM 1 Additional Board Responsibility Tracking
  This Addendum implements the requirements of Article 4 Section G. For ease of reference, the paragraph requirements are: 
“Designated Board positions may have additional club support responsibilities as agreed to by the majority of the Board members. Addendum 1 to these club bylaws shall be used to record the Board decisions made on assigning added/changed Board position responsibilities needed for continued smooth club operations and/or custody of club assets. Additions, deletions or changes to Addendum 1 require a Board majority vote.”
The following Table 1 provides an ongoing record of the Board decisions made that are necessary for year to year smooth club operations. The Table includes the date the decision was made and enough decision requirements description detail that it can be used by Board members and/or club members. Additional supporting notes may optionally be included in the Table to assist with the implementation of Board decisions. 


Table 1 Added Board Responsibilities Tracking 

 #1 Nov 2006  Before the end of each year, the outgoing club President shall be responsible for coordinating, scheduling & reserving a monthly Board meeting place and meeting time for the incoming Board. )Notes: The current East gate Cranford's meeting place needs to be reserved for the following year in October to avoid meeting conflicts with other groups.)
 #2 Nov 2006  The club Project Director shall provide custody for all club logo wood branding irons. The club Project Director shall sign out & sign in a wood branding iron”as needed to a project team leader or club member. (Notes: As of 11/06, the club has 2 new club logo electric branding irons. A third old branding iron also exists.)
 #3 Nov 2006  The club Webmaster shall provide custody for the club owned color printer. The Webmaster shall use club owned paper & ink supplies to print club brochures and any other authorized club handouts, signs or instructional materials. (Notes: As of 11/06, the club owns a Canon PIXMA iP3000 color printer.)
 #4 Nov 2006  The club Vice President shall provide custody for the club owned voice amplifier & 2 microphones. The club Vice President shall be responsible for their use at club meetings to achieve acceptable speaker voice levels. The club Vice President may delegate these responsibilities as needed during the year.
 #5 Nov 2006  The club President is responsible for keeping the Master version of the Club Bylaws. The club President may delegate Bylaw word processing changes as needed.
 #6 Dec 2006  The club President is responsible for oversight and disposition of the Club Library. The club President may delegate custody and operation of the library to a Club Librarian as needed.
 #7 Dec 2006  The club President is responsible for surveying and keeping records on club members areas of interest and club participation options. The club President may delegate assistance as needed.
 #8 Jan 2007  At the start of a new year, the outgoing and incoming club Presidents are responsible for coordinating the transistion of approved bank signatures for the club checking account. Regions Bank requires a copy of the club minutes identifying the outgoing & incoming club Presidents and club Treasurers. For signature purposes, Regions also requires at least the outgoing President or Treasurer and the incoming President and Treasurer to be present.
#9 April 2007  The WW club is an IRS approved non-profit club. In recognition of the need for continuity in potential legal and/or IRS coordination activities, Warren Searl is the WW Board approved club Legal Coordinator.
 #10 April 2007  Based on the WW club's non-profit IRS status, the WW Board can approve club grant applications & reports to local area groups/organizations. In recognition of the need for continuity in grant proposals and reports, Dave Kariker is the WW Board approved club Grants Coordinator
#11 May 2010  The WW club is an IRS designated non-profit Section 501(c)(3) organization effective 11/21/05. IRS regulations require annual filing of  Form 990 for organizations under $25,000. Each year, the club's current year President & Treasurer are responsible for filing Form 990 otherwise the club will incur an $850 IRS fee for redesignation as an approved Section 501(c)(3) organization. (Note: TheNational Center for Charitable Statistics website (after signup) can be used to monitor the club's filing status and online Form 990 IRS filing.)

 #12 October 2013

 The President, with the approval of a board majority, may designate a Woodworker's club member as a Life Member in recognition of their age and service to the club.  The candidate must be a member in good standing for the previous 5 years and attained the age of 80.  Life Membership will entitle an individual to dues free membership as long as they wish to remain a member.  A special name badge will be assigned to Life Members to identify them at gatherings.  No other free or reduce fees are included in the Life Membership.
   
   
   
   
   
   
   
   
 





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