By-Laws of Associated Arts of Ocean Shores
ARTICLE I. NAME AND PURPOSE
SECTION 1. NAME:
The name of this Association shall be Associated Arts of Ocean Shores.
SECTION 2. PURPOSE:
The purpose of this Association shall be to promote and organize the visual, literary, and performing arts; to promote knowledge of and inform the citizens of the area of the performing and visual arts; to sponsor programs and activities to be undertaken to implement facilities for the arts in Ocean Shores; and to lead and cooperate in the development of programs for the visual, literary, and performing arts.
ARTICLE II. MEMBERSHIP AND MEETINGS
SECTION 1. MEMBERSHIP:
Membership in this Association shall be open to all individuals in sympathy with the purpose of this Association.
SECTION 2. VOTING:
Each individual member shall be entitled to one vote.
SECTION 3. MEETINGS:
The annual meeting of the Association shall be held in November of each year. The date, time, and location shall be determined by the Board of Directors.
SECTION 4. SPECIAL MEETINGS:
Special meetings of the Association may be called at any time by order of the Board of Directors. All members must be given five days’ notice of such special meeting.
SECTION 5. QUORUM:
Ten persons shall constitute a quorum of the membership for the purpose of doing business at any special meeting or annual meeting.
ARTICLE III. DIRECTORS AND OFFICERS
SECTION 1. BOARD OF DIRECTORS:
The Board of Directors of the Association shall consist of nine persons elected by the membership in attendance at the Annual Membership Meeting.
SECTION 2. MEETINGS AND QUORUM:
The Board of Directors shall meet at least once a year immediately following the Annual Meeting of the members and at such other times as the president may determine. Any five members of the Board of Directors may request a meeting of the Board of Directors. Five members of the Board of Directors shall constitute a quorum for the transaction of business.
SECTION 3. OFFICERS:
The officers of the Association shall be a president, vice-president, secretary, and treasurer. Each officer must be a member in good standing of the Board of Directors. They shall have the usual duties, authority, and responsibility normally exercised by such officers in any organization.
SECTION 4. ELECTION OF OFFICERS:
Officers shall be elected by the Board of Directors at their first meeting following the Annual Meeting of the membership.
SECTION 5. VACANCIES:
In the event of any vacancy during a term on the Board of Directors, the vacancy shall be filled by direction of a majority vote of the Board of Directors.
SECTION 6. TERM OF OFFICE:
Officers of the Association will be elected annually. All Directors will be elected for a term of 3 years.
SECTION 7. TERMS:
Board members may serve 2 consecutive terms (6 years). They must leave the Board after 6 years but can be re-elected after an interim of 2 years.
ARTICLE IV. MISCELLANEOUS
SECTION 1. DUES:
Individuals shall pay such dues as established by the Board of Directors. Dues shall be paid annually.
SECTION 2. AMENDMENTS:
Amendments to these by-laws may be made by the general membership at any regular or special meeting.
SECTION 3. PARLIAMENTARY PROCEDURE:
Robert’s Rules of Order Revised, when not in conflict with these by-laws, shall govern the proceedings of this Association.
SECTION 4. PROHIBITION IN SHARING IN ASSOCIATION EARNING:
No member, director, officer, or employee of, or member of a committee of, or person connected with the Association, or any other private individual shall receive at any time any of the net earnings of pecuniary profit from operations of the Association, provided that this shall not prevent the payment to any person of such reasonable compensation for services rendered to or for the Association in effecting any of its purposes, as shall be fixed by the Board of Directors; and no such person or persons shall be entitled to share in the distribution of any of the Association assets upon the dissolution of the Association. All members of the Association shall be deemed to have expressly consented and agreed that upon such dissolution or winding up of the affairs of the Association, whether voluntary or involuntary, after all debts have been satisfied, then remaining in the hands of the Board of Directors shall be distributed, transferred, conveyed, delivered, and paid over, in such amounts as the Board of Directors may determine or as may be determined by a Court of competent jurisdiction upon application of the Board of Directors, exclusively to charitable, religious, scientific, literary, or educational organizations which would then qualify under the provisions of Section 501(c)(3) of the Internal Revenue Code and its regulations as they exist or as they may hereafter be amended.