“Little Trees are the Bee’s Knees” – David Byron Metzgar
Pittsburgh Bonsai Society By-Laws
PITTSBURGH BONSAI SOCIETY BY-LAWS
This organization shall be known as the PITTSBURGH BONSAI SOCIETY.
Purpose of this Society shall be to bring together at frequent intervals, those who are interested in the art of Bonsai. To disseminate knowledge, encourage others and generally create interest and exchange information in the art of Bonsai through lectures and demonstrations.
The Society shall at all times be operated solely and exclusively for the purposes stated above. The Society will not carry out any other activities not permitted to be carried out by a corporation exempt from federal tax under Section 501(c)(3) of the Internal Revenue code or the corresponding provision of any future United States Internal Revenue Law.
The Society shall not participate in any transaction resulting in a diversion of its income or assets to any officer, director, member, employee or contributor, other than the payment of reasonable compensation for services approved by the Board of Directors that are actually rendered to the Society.
All persons interested in Bonsai shall be eligible for membership in the Society and become members upon payment of dues and shall receive a Membership Card and a copy of the Bylaws.
Each member in good standing whose dues are paid in full for the current year shall be entitled to one vote on all matters brought before the Society and each member may vote by proxy. A member who votes the proxy must vote in accordance with the written instructions of the absent member. All written proxies shall be turned over to the Secretary at the conclusion of the voting.
There shall be two (2) classes of membership; individual and honorary. The amount of dues shall be recommended by the Board of Directors and approved by the membership. All dues are payable in advance in January. Dues must be paid by the March meeting or thereafter become delinquent. If a member’s dues are not paid by March 31, the member shall be notified in writing by a notice included in their April newsletter. If the dues are not paid by April 30 the members name shall be removed from membership.
The officers of the Society shall be President. Vice-President, Recording Secretary. Corresponding Secretary and Treasurer. The officers shall be elected by ballot or voice. The term of office shall be one year from the first day of January of each year through the last day of December of each year. No member shall hold more than one office at a time. No member shall be eligible for the same office for more than two consecutive terms.
The Board of Directors of the Society shall consist of the officers, Chairman of all Standing Committees and the immediate Past-President. Chairman of the Standing Committees appointed by the President shall be; Publicity, Membership, Education, Annual Exhibit and Sale and Finance/Development. A Program Co-Chairman is to be appointed by the Vice-President. The Board of Directors shall meet at least once each quarter. Other meetings may be called by the President and must be called at the written request of three (3) members of the Board of Directors. A quorum of the Board of Directors shall consist of six (6) members. All actions and recommendations of the Board of Directors shall be reported to the membership at the next regular meeting.
The President shall have general superintendence of the affairs of the Society, shall preside at all meetings, shall keep informed of all work of the Society and shall make such reports of the members to the Board of Directors as may be deemed necessary or as the Board of Directors may require- The President shall be a member ex-officio of all committees except the Nominating Committee and upon retirement becomes a member of the Board of Directors for a one year term.
The Vice-President shall perform the duties of the President in the absence of the latter or whenever the President may be unwilling or unable to perform the duties of his office. In addition, by virtue of the office the Vice-President will automatically become Co-Chair-man of the Program Committee.
The Recording Secretary shall be responsible for keeping accurate, properly recorded minutes of all meetings including those of the Board of Directors and of all Annual or Special meetings of the membership.
The Corresponding Secretary/Copy Editor shall be responsible for arranging the layout of the Monthly Newsletter in accordance with the Monthly Newsletter template. This will include soliciting members for seasonally appropriate articles and reviews, as needed. The Corresponding Secretary/Copy Editor is also responsible for copy-editing the monthly newsletter. Copy Editor duties include checking for grammar, punctuation, spelling, internal consistency, and occasionally, writing headlines. The Copy Editor may perform substantive edits if requested by the author of an article or review, time permitting. From time to time, the Corresponding Secretary/Copy Editor may be asked to send official correspondence of the Society as the Board of Directors and/or President shall authorize.
The Treasurer shall be responsible for the safekeeping and administering of the Society’s finances.
The Treasurer shall be responsible for the receipt of all monies and shall pay out by check only. All checks are to be signed by both the Treasurer and the President. The Treasurer shall keep an accurate and up-to-date record of all receipts and disbursements of the Society; prepare and present a financial report at each meeting that will be made available to the membership for review; and file all necessary state and federal tax forms within allowable filing periods.
The Treasurer shall prepare and present an annual report at the last meeting of each year which subsequently shall be examined and certified by an Auditing Committee appointed by the President. The Treasurer shall submit to the Board of Directors an annual budget which shall be held to by all Officers and Committees. The fiscal year shall be from the first day of January of each year through the last day of December.
The Treasurer shall also develop written petty cash and other fiscal policies and procedures for approval by the Board of Directors to help ensure there is appropriate oversight. In the event that the Treasurer is unable to perform the aforementioned duties, the President shall assume the responsibilities of the Treasurer until the Treasurer is able to assume responsibilities or is replaced by the Board of Directors as determined by majority vote.
To facilitate contingency responsibilities, the Vice President shall be included as an authority for disbursements on all the Society’s accounts. In the case of the Treasurer’s death, resignation, retirement or removal from office, all books, papers, vouchers, money and property of whatever kind in his or her possession or under his or her control will be returned and recognized as belonging to the Society.
The primary functions of the Standing Committees of the Society are as follows:
PROGRAM – Arrange monthly programs and workshops
PUBLICITY – Advertise monthly meetings and all special events
MEMBERSHIP – Encourage prospective members and generally create interest in the Society
EDUCATION – Disseminate information on Bonsai
FINANCE/DEVELOPMENT – Raise funds and plan special projects
ANNUAL EXHIBIT AND SALE – Coordinate annual exhibition and sale
The meetings shall take place on the third Wednesday of each month at a time and place selected by the Board of Directors with the approval of the membership- The annual meeting for the election of the officers shall be held in October. Two months prior to this meeting the Board of Directors shall select a Nominating Committee of three members who shall present a slate at the September meeting to be voted on at the October meeting. At the time of election, nominations from the floor will be in order. If the slate presented by the Nominating Committee contains one name only for each office and there are no nominations from the floor, this shall constitute an election. If more than one name for any office appears on the slate and/or nominations from the floor are added, election will be by ballot.
Seven members, two of whom shall be officers, shall constitute a quorum for the Society if the membership is twenty or under. If the membership is over twenty, then one-third of the membership shall constitute a quorum.
The order of Business at all meetings of the Society shall be as follows:
Meeting called to order
Reading of the minutes of the previous meeting
Reports from standing Committees
Additional Committee Reports
Adjournment of Business Meeting
Robert’s Rules of Order, revised, shall be the parliamentary authority for the Society
These Bylaws may be altered, amended or repealed by the membership of the Society at any stated meeting by an affirmative vote of two-thirds of the members present and voting, provided notice of the meeting and a copy of the proposed amendments have been submitted in writing at the previous meeting.
ARTICLE XI DISSOLUTION
This Society may be dissolved by a two-thirds vote of the entire membership in good standing at a special Society meeting called only for this purpose. Voting may be in person or in writing, including electronic communication. The Secretary shall send written notice of this meeting, electronically or by mail, to the entire Society a minimum of sixty (60) days prior to the meeting.
In the event of dissolution of the Society, none of the assets of the society shall be distributed to Society members. Upon the dissolution of the Society, the Board of Directors shall, after paying or making provision for the payment of all liabilities of the Society, dispose of the remaining assets by distributing them exclusively to organizations that qualify as a corporation described in Section 501 (c)(3) of the Internal Revenue Code of 1954 whose activities and purposes are aligned with the mission of the Society.
Amended as of 3/8/2017