The Internet Chapter of the American Needlepoint Guild

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CyberPointers ANG
Chapter of
American Needlepoint Guild, Inc.
Bylaws

ARTICLE I -- Name

The name of this organization shall be CyberPointers ANG Chapter of American Needlepoint Guild, Inc. (ANG).

ARTICLE II -- Object

Section 1. The object and purpose of this non-profit Chapter is exclusively for education and cultural development through participation in and encouragement of interest in the art of needlepoint as defined by ANG. This Chapter is intended to be a tax-exempt organization under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended.

Section 2. The object of this Chapter shall be promoted through personal contact, communications, meetings and exhibitions of needlepoint.

ARTICLE III -- Members

Section 1. Any person who subscribes to the objectives of this Chapter may become a member, subject to compliance with the provisions of these bylaws. This Chapter is non-discriminatory as to race, color, sex, religion or national origin.

Section 2. Members in good standing shall have all the obligations and privileges of membership including the rights to take part in debate, make motions, vote, and hold office.

Section 3. A member in good standing upholds the objectives of the organization and is current in payment of ANG dues, Chapter dues and any other fees which may be due to either ANG or the Chapter.

ARTICLE IV -- Finances

Section 1. The fiscal year of this Chapter shall be from January 1 through December 31 of each calendar year.

Section 2. Annual dues for Chapter membership shall be set by the Chapter Board of Directors with approval of the membership, and national dues for ANG membership shall be set by the ANG Board of Directors.

Section 3. Chapter dues shall be paid to the Chapter Treasurer on or before January 31 and shall be delinquent on that date.

Section 4. National ANG dues shall be paid to the Guild membership office by the date listed on the dues notice. National dues must be paid before Chapter membership is valid.

ARTICLE V -- Officers and Elections

Section 1. Eligibility
All Officers shall have sufficient computer skills to perform their duties. This includes but is not limited to the use of email, word processing, and spreadsheet applications.

Section 2. Officers

1. The elected officers of the Chapter shall be a President, 1st Vice President/Internet, 2nd Vice President/Education, Secretary, and Treasurer
2. Officers shall be elected by ballot at the Annual Meeting. The President, 2nd Vice President/Education, and Secretary shall be elected in the odd numbered years for a term of two years; the 1st Vice President/Internet and Treasurer shall be elected in the even numbered years for a term of two years.
3. No member shall hold more than one office at a time.
4. No member shall be eligible to serve a third consecutive term in the same office.
5. Write-in candidates are permitted.
6. A majority vote of those in attendance and voting at the Annual Meeting shall constitute election to office.
7. Elected officers shall assume their official duties on the first day of the month following the Annual Meeting and shall serve for a term of two years or until the election of their successors.

Section 3. Vacancies in office
A vacancy in any elected office shall be filled for the unexpired term by a majority vote of the Board of Directors on a recommendation of the remaining elected officers.

Section 4. Method for submitting resignations
An officer, unable or unwilling to complete the term of office, shall submit a signed letter of resignation to the Board of Directors. The resignation will become effective on the date the Board receives the resignation. The letter of resignation and date of its acceptance shall be recorded in the Board of Director's minutes.

Section 5. Nominations

1. A Nominating Committee shall be composed of three (3) members who shall be elected by the membership at the Annual Meeting, and shall serve for a term of one year.
2. The Nominating Committee shall nominate at least one (1) eligible person for each office to be filled and shall report the names of the nominees to the membership no later than the second meeting prior to the annual meeting.
3. At the Annual Meeting, additional nominations from the floor shall be requested. Only those persons who have signified their consent to serve if elected may be nominated.
4. A vacancy in the Nominating Committee shall be filled by appointment of the President with the approval of the Board of Directors of the Chapter.

ARTICLE VI -- Duties of Officers

Section 1. Elected Officers

1. All elected officers shall be voting members of the Board of Directors.
2. The President shall:
1. Preside at all meetings of the Chapter.
2. Coordinate the work of the officers and committees.
3. Appoint an auditing committee, not to include the Treasurer, to review the Treasurer's books annually, and whenever there is a change of Treasurer. The committee shall submit its report at the next scheduled Chapter meeting for action by the membership.
4. Appoint committee chairmen, as needed, with the approval of the Board of Directors.
5. Be a signatory on the chapter's bank account(s).
6. Be an ex officio member of all committees except the Nominating Committee.
7. Call meetings of the Board of Directors.
8. Serve as the Chapter's Internet Representative to the National ANG, or shall appoint a member to fill this position.
9. Submit all required reports to the Area Representative, the Vice President of Chapters/Areas and ANG membership office when due, or shall appoint a member to fulfill this duty and verify completion.
3. The 1st Vice President /Internet shall:
1. Be an aide to the President.
2. Assume the duties of the President in the absence of the President.
3. Chair the Internet Committee.
4. Interface with ANG on Internet technology, requirements, and interaction with the ANG Internet presences.
5. Write or supervise the development of all Internet tools as determined by the Board of Directors.
4. The 2nd Vice President /Education shall:
1. Be an aide to the President.
2. Assume the duties of the President in the absence of the President and 1st Vice President.
3. Chair the Education Committee.
5. The Secretary shall:
1. Prepare the minutes of all meetings of the Chapter Membership and Board of Directors. Minutes shall be kept electronically for that purpose with one copy for the Chapter meetings and one for the Board of Directors meetings.
2. Shall hold all the records of all the Chapter meetings from previous years and turn them over to the new Secretary at the beginning of the new Secretary's term of office.
3. Post the minutes of the previous Chapter meeting at Chapter meetings and post minutes of the previous Board of Directors meeting at Board of Directors meetings.
4. Send communications as directed by the President, the Board of Directors, or the Membership.
5. Provide an electronic copy of the Chapter Bylaws and Standing Rules to each new member and to all members when changes to the Bylaws or Standing Rules have been approved by the Chapter.
6. The Treasurer shall:
1. Be the custodian of all Chapter funds.
2. Keep a full and accurate account of receipts and expenditures.
3. Present a financial report at every Chapter meeting and Board of Directors meeting.
4. Prepare an annual budget, with the help of the other elected officers, and present the budget to the Membership for approval, no later than the meeting preceding the start of the fiscal year.
5. Submit all financial records to the auditing committee annually.

Section 2. All officers shall perform the duties prescribed by these bylaws, special or standing rules of order which have been adopted, or by the parliamentary authority adopted by the Chapter and any additional duties assigned from time to time by the President or the Board of Directors.

ARTICLE VII -- Meetings

Section 1. Regular meetings of the Chapter shall be held the first Thursday through the following Monday of each odd numbered month unless otherwise ordered by the Chapter.

Section 2. In the case of a meeting cancellation or rescheduling, a notice will be posted in all Chapter forums as well as on the main Chapter website. Rescheduled meetings will be given at least one week's notice.

Section 3. The regular meeting in March shall be known as the Annual Meeting and shall be for the purpose of electing officers, receiving reports of officers and committees and for any other business that may arise.

Section 4.. A special meeting of the Chapter may be called at the request of the Board of Directors or at the request of five (5) members or 30% of the members, which ever is fewer. Except in the case of emergency a minimum of one week's notice will be given to all members along with the business to be transacted at the special meeting.

Section 5. 15% of the members in good standing shall constitute a quorum.

ARTICLE VIII -- Board of Directors

Section 1. The Board of Directors shall consist of the Elected Officers, the Immediate Past President, and Standing Committee Chairmen.

Section 2. The duties of the Board of Directors shall be to:

1. Conduct the business of the Chapter between meetings of the membership.
2. Propose changes in the membership dues to the membership, as needed.
3. Promote adopted projects.

Section 3. The Board of Directors shall meet bimonthly during the first Thursday through the following Monday of each even numbered month. Special meetings of the Board of Directors shall be held at the request of the President or at the request of three (3) of its members.

Section 4. A majority of the voting members of the Board of Directors shall constitute a quorum.

ARTICLE IX -- Standing and Special Committees

Section 1. All Standing Committee Chairman shall have sufficient computer skills to perform the duties of the committee. This may include but is not limited to the use of email, word processing, and spreadsheet applications.

Section 2.

1. The Standing Committees of the Chapter shall be:
1. Education.
2. Internet/Technology.
3. Membership.
2. The duties of the Standing Committees shall be established in the Standing Rules of the Chapter.

Section 3. Special committees as may be needed to promote the objectives of the Chapter may be established by the President, the Board of Directors or by the Membership.

Section 4.. The President shall be an ex officio member of all committees except the Nominating Committee.

ARTICLE X -- Dissolution

Upon dissolution of the Chapter, after paying or adequately providing for the debts and obligations of the Chapter, the remaining assets shall be distributed to ANG, an organization exempt under Section 501(c)(3) of the Internal Revenue Code or as amended hereafter. None of the funds shall revert to any individual member.

ARTICLE XI -- Parliamentary Authority

The current edition of Robert's Rules of Order Newly Revised shall govern the Chapter in all cases in which they are not inconsistent with these bylaws or any special Rules of Order which have been or may be adopted.

ARTICLE XII -- Amendments

Section 1. These Bylaws may be amended at any regular membership meeting of the Chapter by a two-thirds (2/3) vote of the members present and voting, provided that notice of the proposed amendment(s) have been submitted to the membership at least thirty (30) days in advance.

Section 2. No bylaws amendment affecting the object or purpose of ANG shall be permitted.

Section 3. Any Bylaws amendment(s) adopted by ANG that necessitates amendment(s) to the Chapter Bylaws shall automatically be incorporated in the Chapter Bylaws and the membership informed of such change(s) at the next regular meeting.