Bylaws

BYLAWS OF THE VALLEJO PIECEMAKERS QUILT GUILD
(August 2023)

TABLE OF CONTENTS

Article I – Name
Article II – Purpose
Article III – Members
Article IV – Board
Article V – Officers
Article VI – Nomination and Election
Article VII – Meetings
Article VIII – Standing Committees
Article IX – Duties of Committees
Article X – Property of the Guild
Article XI – Amendments
Policy Regarding Conflict of Interest (Adopted July, 1990)
Code of Conduct

BYLAWS OF THE VALLEJO PIECEMAKERS QUILT GUILD
(August 2023)

ARTICLE I
 NAME

The name of the organization shall be the Vallejo Piecemakers Quilt Guild, a non-profit quilt guild. This guild shall be guided by Robert’s Rules of Order Newly Revised.

ARTICLE II
 PURPOSE 

The purpose of the Vallejo Piecemakers shall be:

  1. To be a source of information, education and inspiration to further the personal rewards of companionship among quilters sharing a common interest.
  2. To share the beauty and history of the American folk art of quilting with the community.
  3. To encourage quilt making and collecting.
  4. To sponsor and support quilting activities.

ARTICLE III
 MEMBERS

  1. Membership shall consist of anyone who is interested in the art form of quilting and shall be admitted to membership upon filling out an application, payment of dues and cost of membership badge. These items shall be submitted to the Membership Chair.
  2. Classification of Members:
    1. Active Members:
      • An active member shall participate in and support the projects and activities of the guild.
      • Pay annual dues (January – December), to be prorated quarterly.
      • Members are required to support the guild by purchasing or selling a minimum of one (1) packet of tickets for the opportunity quilt. A packet shall consist of 24 tickets.
      • Members shall have the privilege of voting immediately and holding a Board office after having been a member for one (1) year.
      • No member or group of members shall represent the guild in any matter which in any way affects the guild without the sanction of the Board. Any member with an idea for an Opportunity quilt design, fund raiser or leads on affiliate ads for the directory or suggestions of any nature should present those ideas in writing to the Fund Raiser Chair or Board for consideration. No member or individual shall usurp the authority of any officer or committee chair.
    2. Affiliate Members:
      • Businesses and community guilds wishing to support the guild may be affiliate members.
      • Pay annual dues (January – December) to be prorated quarterly
      • They shall not have voting privileges, hold office, or constitute any portion of a quorum.
    3. Charter Members:
      • Anyone who joined the guild and paid dues by or on July 31, 1987, shall be considered a Charter Member.
  3. Visitors:
    • A guest may attend one meeting per year free of charge, then upon the second meeting, shall either become a member by paying the appropriate annual dues or shall remain a guest by paying a guest fee set by the Board.

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ARTICLE IV
BOARD

  • The Board shall consist of President, Vice-President, Treasurer, Secretary, Membership Chair and Fundraiser Chair and Member at Large. When voting, shared offices will have (1) vote cast. The immediate Past President shall serve in an advisory position if needed. Conduct and discipline of board members is subject to Robert’s Rules of Order Newly Revised.
  • The officers shall be elected at the general meeting in November and shall assume office at the general meeting in January and hold office for one (1) year or until a replacement is chosen in the event that person cannot fulfill his/her obligation. No officer shall hold the same office for more than two (2) consecutive terms.
  • In the event of a vacancy in any office, with the exception of President, the Board shall appoint a replacement for the remainder of the term.
  • Members of the same family cannot be on the Board at the same time.

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ARTICLE V
OFFICERS

  1. The President shall:
    • Preside at all meetings of the guild and shall be chairperson of the General Membership and Board;
    • Be the Chief Administrative Officer of the guild and shall accept a summary report from the outgoing President of the previous year’s work of the guild at its annual meeting in January. At this meeting, the outgoing President shall turn over to the incoming President any and all documents and properties of the Guild including storage keys, building keys, and any locker keys belonging to the Vallejo Piecemakers.
    • Appoint the Chairperson of each Standing Committee and shall not appoint any committee chair beyond her term of office (January – December) without a majority vote by the General Membership;
    • Be an ex-officio member of all committees except the Nominating Committee;
    • Be authorized to sign checks for the guild,
    • Be the official spokesperson for the guild,
    • Prepare an agenda for the meetings,
    • Secure the regular meeting place.
  2. The Vice-President shall:
    • Perform the duties of the President in the absence of the President;
    • Become President for the unexpired term of the President in the event of vacancy of the office;
    • Assist the President in such capacity as needed or directed;
    • Procure timely and informative programs for the membership with prior approval of the Board and shall not schedule any events into the successor’s term other than the January workshop, without a majority vote by the general membership;
  3. The Secretary shall:
    • Take and record accurate minutes of regular, special, and Board meetings and present them at the following meeting. She/he shall be responsible for picking up the mail from the P.O. Box monthly and reporting the content at the general meeting.
    • Be responsible for maintaining all records of meetings in a permanent file, i.e., a Word or Adobe file backed up on a thumb drive.
    • Present the President a copy of the minutes of the previous meeting at least one week in advance of the regular business meeting to assist the President in making an agenda.
  4. The Treasurer shall:
    • Have charge of all monies of the Vallejo Piecemakers and shall report thereon at all meetings;
    • Be authorized to sign checks drawn on the treasury for disbursement or transfer of funds;
    • Keep an itemized record in a permanent file, i.e., an Excel Spreadsheet backed up on a thumb drive and keep all receipts of income and expenditures;
    • File any required tax forms;
    • Prepare an annual financial statement reflecting all money transactions by December 31. This report shall be posted and reported on at the annual meeting in January;
    • Be subject to a financial review at the expiration of their term of office. The reviewer may be a member with accounting experience or hire a certified bookkeeper who is familiar with financial reviews;
    • Deliver to the successor within thirty (30) days after the expiration of the term of office, all books, records and papers and bank signature cards.
    • Be responsible for turning in census card to the senior center.
  5. The Membership Chair shall:
    • Collect dues, new member application and badge charges making receipt for same;
    • Maintain membership list and inform Newsletter Chairperson of any additions or changes;
    • Compile an annual roster of Membership to be distributed annually. Additional printed copies available at cost of printing;
    • Welcome new members and present them with a New Member Packet which shall consist of paper or electronic Membership Roster, copy of bylaws, list of library books, letter of welcome and website password;
    • Give all moneys collected to the Treasurer, receiving receipt for same;
    • Be responsible for sign-in sheet at each guild meeting and complete center census card which will be given to the treasurer who, in turn will hand it in to the senior center with payment of rent.
  6. Fundraiser Chair shall:
    • Bring new ideas to the guild as well as work in conjunction with all committee chairs who have ideas for approved fund raising for the guild.
  7. Member at Large:
    • Attends all Board meetings and remains available to serve as secretary or any other board position (except president) if needed or if a board member requests help or is absent.
    • Serves as a liaison between guild members and the Board and acts as an intermediary between the Board and the rest of the membership.
    • Has all the privileges of Board membership to include making motions, discussion and debate, and voting on all Board matters.

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ARTICLE VI
NOMINATION AND ELECTION

  • The President shall appoint one member of the nominating committee. The remaining members shall be elected from the general membership at the October business meeting. The committee shall then select its own chairperson.
  • The Nominating Committee shall consist of not less than three (3) nor more than five (5) members. The Nominating Committee shall be elected by the membership at the October meeting. The Committee meeting shall be conducted as closed and confidential.
  • A slate of nominees shall be submitted to the Newsletter Chairperson within ten (10) days of the October general meeting. The slate of nominees will be presented at this time to the membership by way of email and in the newsletter published following the October meeting. Those wishing to self-nominate for election may contact the Nominating Committee before the November meeting to be added to the Ballot or from the floor at the November meeting.
  • The election of officers shall be by ballot; whether electronic or in person or a combination therein, as prescribed by local protocols due to disaster or public health crisis. The ballots shall be prepared and distributed by the Nominating Committee at the November business meeting. Should there be electronic voting, the Nominating Committee will determine the method used, retrieve the votes and add them to the total. The newly elected officers shall assume their duties at the January annual meeting.
  • The Nominating Committee shall ask for three (3) volunteers from the general membership to count ballots.
  • There shall be no proxy votes.

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ARTICLE VII
MEETINGS

  1. General meetings shall be the first Saturday of every month unless otherwise stated and may be online or in person as prescribed by local protocols due to disaster or public health crisis.
  2. Board meetings shall be monthly or as scheduled by the President or requested by any members of the Board. Members in good standing may participate in Board meetings. Board meetings may be held in person or online as determined by local protocols.
  3. Closed Board meetings may not be attended by general membership as they are held to discuss personnel or financial matters. However, the general membership shall be advised of the outcome of that meeting.
  4. A quorum shall be 1/3 of the active membership present at the time of voting.
  5. Notice of meetings shall be listed in the newsletter and/or via email.

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ARTICLE VIII
STANDING COMMITTEES

  1. The Standing committees shall be History, Hospitality, Publicity, Opportunity Quilt, Library, Newsletter, Community Outreach and Bunco. Other committees may be formed as needed. All committees shall be subject to the current issue of Roberts Rules of Order Newly Revised, and all Committee Chairs shall accept guidance and/or approval from the Board.
  2. The Chairperson of each committee selects his/her committee members and informs the President of his/her selections.
  3. The term of office for committees is one year or until their successors are appointed. New Standing chairpersons will be appointed by the President at the January meeting.
  4. The President, with the approval of the Board, appoints all Standing Committee Chairpersons except Nominating Committee.

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ARTICLE IX
DUTIES OF COMMITTEES

  1. The History Committee shall:
    • Keep an historical record of the guild, including a copy of minutes, photographs, news clippings, and other noteworthy publicity in a digital format.
    • At the January membership meeting of each year, the outgoing History Committee shall present to the Board, the Historical Records from all past years.
  2. The Hospitality Committee shall;
    • Plan and coordinate food, utensils, serving, cleanup and organize food service at the general meetings.
  3. Library Committee shall:
    • Maintain Library and keep an inventory of all guild books.
  4. The Publicity Committee shall:
    • Plan, coordinate and disseminate publicity regarding meetings and special events of the guild.
  5. The Opportunity Quilt Committee shall:
    • Submit a design recommendation to the Board for approval.
    • Be responsible for the planning and execution of the opportunity quilt while maintaining the quality, integrity and standards of the Vallejo Piecemakers.
    • Stay within the budget approved by the Board.
    • Committee may accept fabric or monetary donations.
    • Be responsible for all fund raising and the scheduling and showing of the opportunity quilt as well as entering it in fairs or quilt shows.
  6. Newsletter Committee shall:
    • Edit and publish a regular monthly newsletter to be e-mailed to members ten (10) days prior to the following month’s general meeting. Copies shall be mailed to members who do not have e-mail. Those members must pay for postage. Copies shall be provided to the Membership Chair for new members.
  7. Community Outreach Committee shall:
    • Coordinate production of community outreach donation quilts that serve our community through the requests from other non-profit and not-for-profit groups.
    • Through the Florence Douglas Center Craft Day sessions, non-members are welcome to participate in making quilts without holding paid membership in the Guild.
    • As the Community Outreach Committee is funded from the General Operations budget of the Guild, they shall remain responsible at all times for the materials used in production and shall have an accounting of the inventory of materials purchased or donated for this use.
  8. Other Committees:
    • Quilts of Honor:
      This committee shall be tasked with making Quilts of Honor for Armed Services Veterans (Active Duty or Retired) who have been nominated by a member of the guild. The recipient may be a family member or friend or a guild member. The quilts shall be lap size to twin size and shall be machine quilted (not tied). Fabrics can be donated or purchased (i.e., backing fabric or background fabric.)

      The chairperson shall choose her/his committee members to choose the pattern and produce the quilts. The pattern, construction and quilting of these quilts should be consistent with the standards and quality of the Vallejo Piecemakers.

      Members who request a Quilt of Honor will be required to supply information about the person to be given a quilt. This information will be used on the label and a certificate shall accompany the quilt.
    • Yountville Veterans’ Home:
      This committee shall be tasked with making lap quilts or throws to be given to the residents of the Yountville Veterans’ Home. These quilts may be tied or quilted. As with Quilts of Honor and any other quilts gifted to the community, the pattern, construction and quilting should be consistent with the standards and quality of the Vallejo Piecemakers.

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ARTICLE X
PROPERTY OF THE GUILD

  1. The property of the Guild is dedicated to social welfare purposes. No officers or members shall hold a paid position within the Guild. The Board is hereby empowered to negotiate fees and expenses involved in providing workshops and/or classes for the benefit of the Guild.
  2. Upon dissolution of the Guild, after paying or adequately providing for the debts and obligations of the Guild, the remaining assets shall be distributed to a non-profit fund, foundation or corporation, which is organized and operated exclusively for the preservation or promotion of the needle arts and which has established its tax-exempt status under Section 501 of the Internal Revenue Code.

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ARTICLE XI
AMENDMENTS

All proposed amendments to these bylaws shall be presented in writing to the Board. The proposed amendments will be sent electronically to all members at least ten (10) days before they are to be voted on. These bylaws may be amended by a two thirds (2/3) majority of votes cast at a regular membership meeting.

Adopted March 5, 1988
Amended November 8, 1988
Policy Regarding Conflict-of-Interest July 9, 1990
Amended October 10, 1990
Amended November 5, 1991
Amended April 6, 1996
Amended June, 1997
Amended October, 1999
Amended and approved, July, 2016
Revised to bring up to date, August, 2023

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TO BE FILED WITH THE BYLAWS

VALLEJO PIECEMAKERS QUILT GUILD
POLICY REGARDING CONFLICT OF INTEREST
CREATED FROM DISCUSSION WITH BOARD OF DIRECTORS, JULY 9, 1990

  1. Monthly general meetings:
    1. Items will not be displayed for sale during guild meetings and/or workshops unless they are part of a specific presentation.
  2. Solano County Fair
    1. The Vallejo Piecemakers’ agreement with the fair administration prohibits any individual member soliciting sales. We are to display articles we make for the public to see and enjoy as part of the educational and artistic purpose of our group.
  3. Senior Center Craft Wednesdays
    1. We have not charged for any instruction or consultation regarding our craft. The space we have been assigned shall be reserved for activities of the Vallejo Piecemakers. If an individual wishes to set up a class with the Center for teaching quilting and charge for the instruction, that arrangement must be made personally with the Senior Center Management.

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TO BE FILED WITH BYLAWS – Code of Conduct (Not part of the bylaws)

CODE OF CONDUCT

All members and guests deserve to be in an environment where they are treated with dignity and respect for their person, opinions and points of view. Vallejo Piecemakers is an equal opportunity guild committed to providing an environment that is free of discrimination of all types and free of abusive, offensive or harassing behaviors. Individuals should always act with fairness, honesty, integrity and openness and respect the opinions of others and treat all with equality and dignity without regard to gender, race, color, creed, ancestry, place of origin, political beliefs, religion, marital status, disability, age or sexual orientation. Any member or guest who feels harassed or discriminated against at Vallejo Piecemakers meetings, sponsored events, and/or retreats should report the incident to a member of the Board or supervising committee.

The Board will investigate instances of questionable, abusive, offensive, harassing or unethical behavior and will take appropriate action. Vallejo Piecemakers will not tolerate retaliation against members or guests who raise genuine concerns in good faith. Such behavior will result in membership review.

Sexual harassment is conduct, comment, gesture or contact of a sexual nature that one would find to be unwanted or unwelcome by any individual or that might, on reasonable grounds, be perceived by that individual as placing a condition of a sexual nature on participation in Vallejo Piecemakers meetings, sponsored events, and/or retreats. Personal harassment means conduct whether verbal or physical that is discriminatory in nature based upon another person’s race, color, ancestry, place of origin, political beliefs, religion, marital status, physical or mental disability, sex, age or sexual orientation. Vallejo Piecemakers has a zero-tolerance policy with respect to Personal/Sexual harassment. Personal/Sexual harassment in any form is strictly prohibited and may be grounds for membership revocation. The Board will record Code of Conduct violations and take statements of the incident from all parties involved.

Vallejo Piecemakers quilt guild may refund dues (prorated) for the remainder of the revoked person’s yearly membership as well as a full refund for any deposits/class fees for upcoming Vallejo Piecemakers’ classes, sponsored events and/or retreats. Revoked memberships are not eligible for reapplication to the guild for 24 months from the date of revocation. Individuals that have revoked memberships are not welcome at Vallejo Piecemakers meetings and/or retreats for the 24 months following the date of membership revocation. Any individual with a revoked membership that knowingly violates this policy is subject to removal from the venue of the Vallejo Piecemakers meeting and/or retreat.

Observance of the Code of Conduct is fundamental to the activity and reputation of the Vallejo Piecemakers. It is essential that all members, guests and third-party service providers adhere to the Code. Members will certify their understanding of this code by checking the appropriate box on the Membership Application and will certify continued adherence to this Code by the act of renewing their membership annually.

Group rules for Facebook:

  • Members Only
    The Vallejo Piecemakers Facebook Group is a private group for current Vallejo Piecemakers members.
  • No Politics
    Please refrain from discussing topics of politics, elections, etc.
  • Be Kind and Courteous / No Hate Speech or Bullying
    We are all here to share our love of quilting and create a welcoming environment for the Vallejo Piecemakers. Please treat everyone with respect. Healthy debates are natural, but kindness is required. Bullying of any kind isn’t allowed, and degrading comments about race, religion, culture, sexual orientation, gender, or identity will not be tolerated. Profanity is not allowed and should not be posted.
  • No Spam
    Please refrain from spam and irrelevant topic links. Quilt-related promotions are OK as long as they are not excessively posted.
  • Give Credit Where Credit is Due
    When posting pictures of personally made quilts please mention the pattern if possible. If you are posting pictures taken at a quilt exhibit (such as a state fair, quilt show, etc.) please try to post information about the creator/designer, etc.
  • Photos
    Please only post photos that you own or have permission to post. Photos posted in the Vallejo Piecemakers Facebook Group may be included in Vallejo Piecemakers photo albums when appropriate and credited with the photo’s poster.
  • Sanctions
    Individuals who violate group rules are liable to sanctions. Depending on the violation, sanctions may include: 1) removal of the post, 2) suspension of the offending member; and 3) banning of the offending member. The type of sanction is at the discretion of the Facebook administrator and board.

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