Bylaws

You can download the Bylaws of the Vallejo Piecemakers (March 5, 2022) (215 KB PDF), or view it below.

BYLAWS OF THE VALLEJO PIECEMAKERS
(March 5, 2022)

TABLE OF CONTENTS

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

BYLAWS OF THE VALLEJO PIECEMAKERS
(March 5, 2022)

ARTICLE I
 Name

The name of the organization shall be the Vallejo Piecemakers Quilt Guild, a non-profit quilt guild. Hereafter referred to as Vallejo Piecemakers. This guild shall be guided by Robert’s Rules of Order. The latest edition was published in 2020 (12th edition) and can be found online at robertsrules.com. Members wishing clarification of the duties of any office or committee are encouraged to look up the information.

ARTICLE II
 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 language 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 and/or any online social media platform should report the incident to a member of the Executive Board or supervising committee.

ARTICLE III
 Purpose

The purpose of the Vallejo Piecemakers shall be:

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

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ARTICLE IV
Members

Membership shall consist of anyone who is interested in the art form of quilting and shall be admitted to membership upon payment of dues.

Classification of Members:

  1. Active Members:
    1. An active member shall participate in and support the projects and activities of the guild.
    2. Pay annual dues (January – March) – to be prorated quarterly for new members.
    3. Members are requested to support the guild by purchasing (or selling) a minimum of one (1) packet of tickets for the opportunity quilt.
    4. Members shall have the privilege of voting immediately and holding an executive board office after having been a member for one (1) year.
    5. 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 Executive 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 or Executive Board for consideration. No member or individual shall usurp the authority of any officer or committee chair.
  2. Affiliate Members:
    1. Businesses and community guilds wishing to support the guild may be affiliate members.
    2. Pay annual dues (January – December) to be prorated quarterly.
    3. They shall not have voting privileges, hold office, or constitute any portion of a quorum.
  3. Affiliate Members:
    1. Anyone who joined the guild and paid dues by or on July 31, 1987, shall be considered a Charter Member.
  4. Visitors:
    1. 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 Executive Board.

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ARTICLE V
Executive Board

  1. The Executive Board shall consist of President, Vice-President, Treasurer, Secretary, Membership, and Fundraising. When voting, shared offices will have one (1) vote cast. The immediate past president shall serve in an advisory position. Conduct and discipline of board members is subject to the of Robert’s Rules of Order. The newly revised edition is 2020 (12th edition). Anyone wanting to read it can find it online at robertsrules.com.
  2. The officers shall be elected at the general meeting in November and shall assume office in January and hold office for one (1) year. No officer shall hold the same office for more than two (2) consecutive terms.
  3. In the event of a vacancy in any executive office, the Executive Board shall appoint a replacement for the remainder of the term.

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ARTICLE VI
Duties

  1. The President shall
    1. Preside at all meetings of the guild and shall be chairperson of the General Membership and Executive Board.
    2. Be the Chief Administrative Officer of the guild and shall make a summary report of the previous year’s work of the guild at its annual meeting in January.
    3. Appoint the Chairperson of each Standing Committee and shall not appoint any committee chair beyond her term of office (January – January) without a majority vote by the general membership.
    4. Be an ex-officio member of all committees except the Nominating Committee.
    5. Be authorized to co-sign checks for the guild.
    6. Be the official spokesperson for the guild.
    7. Prepare an agenda for the meetings.
    8. Shall secure the regular meeting place.
  2. The Vice-President shall
    1. Perform the duties of the President in the absence of the President.
    2. Become President for the unexpired term of the President in the event of vacancy of the office.
    3. Assist the President in such capacity as needed or directed.
    4. Procure timely and informative programs for the membership with prior approval of the Executive Board and shall not schedule any events into the successors’ term other than the January workshop, without a majority vote by the general membership.
    5. Be responsible for sign-in sheet and census card for each class.
  3. The Secretary shall
    1. Take and record accurate minutes of regular, special, and Executive Board meetings and present them at the following meeting and shall be in charge of any correspondence presented by the officers or member of the Board. Submit Minutes to Newsletter Chair in a timely manner, as requested by the Newsletter Chair.
    2. 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.
    3. 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
    1. Have charge of all monies of the Vallejo Piecemakers and shall report thereon at all meetings.
    2. Be authorized to co-sign checks drawn on the treasury for disbursement or transfer of funds.
    3. 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.
    4. File any required tax forms.
    5. Prepare an annual financial statement reflecting all money transaction by December 31. This report shall be posted and reported on at the end of the year.
    6. Be subject to an annual audit at the expiration of his/her term of office. The auditor may be a member or person with accounting experience or hire a certified bookkeeper who is familiar with audits.
    7. 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.
  5. The Membership Chair shall
    1. Collect dues, making receipt for same/
    2. Maintain membership list and inform Newsletter Chairperson of any additions or changes.
    3. Compile an annual roster of Membership to be distributed annually. Additional printed copies available at cost of printing.
    4. Provide (paper or electronic) Membership Roster, Copy of Bylaws, List of Library Books, Letter of Welcome and website password to new members.
    5. Give all dues collected to the Treasurer, receiving receipt for same.
    6. Be responsible for sign-in sheet at each guild.
  6. Fundraiser Chair shall
    1. Work in conjunction with the Opportunity Quilt Chairperson, Publicity Chairperson and the Bunco Chairperson and other fundraising opportunities as presented.
    2. Be responsible for all fundraising and the scheduling and showing of the opportunity quilt while maintaining the quality, integrity and standards of the Vallejo Piecemakers.

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ARTICLE VII
Nomination and Election

  1. The President shall appoint one member of the nominating committee. The remaining members of the nominating committee shall be elected from the general membership at the September general meeting. The committee shall then select its own chairperson.
  2. The Nominating Committee shall consist of not less than three (3) nor more than five (5) members. The Nominating Committee meeting shall be conducted as closed and confidential.
  3. 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 represented at this time to the Membership by way of email and in the newsletter published after the October meeting. Those wishing to self-nominate to stand for election may contact the Nominating Committee before the November meeting to be added to the Ballot.
  4. The election of officers shall be by ballot; whether electronic, paper (in-person) or a combination therein, as prescribed by local protocols and ordinances due to disaster or public health crisis. The ballots shall be prepared and distributed by the Nominating Committee at the November general meeting. Should there be electronic voting involved, the Nominating Committee will determine the method of electronic information in advance of the November meeting with adequate time for voting to take place, and by secure method retrieve the anonymous votes to add to the total. The newly elected officers shall assume their duties at the January business meeting.
  5. The Nominating Committee shall ask for three (3) volunteers from the general membership to count ballots.
  6. There shall be no proxy votes.

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ARTICLE VIII
Meetings

  1. General meetings shall be the first Saturday of every month unless otherwise stated.
  2. Meetings may be electronic or in person as prescribed by local protocols and ordinances due to disaster or public health crisis.
  3. Executive Board meetings shall be monthly or as scheduled by the President or any two members of the Executive Board. General members in good standing may participate in Executive Board Meetings.

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ARTICLE IX
Committees

  1. The Standing Committees shall be History, Hospitality, Publicity, Opportunity Quilt, Library and Newsletter. Other committees may be formed as needed. All committees shall be subject to the current issue of Roberts Rules of Order and all Committee Chairs shall accept guidance and/or approval from the Executive 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. New chairpersons will be named at the January meeting.
  4. The President shall make appointments of all Committee Chairpersons except Nominating Committee.

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ARTICLE X
Duties of Committees

  1. The History Committee shall
    1. Keep an historical record of the guild, including a copies of minutes, photographs, news clippings, and other noteworthy publicity in a digital format.
    2. At the January general meeting of each year, the outgoing History Committee shall present to the Board all Historical Records from that calendar year.
  2. The Hospitality Committee shall
    1. Plan and coordinate food, utensils, serving and cleanup and organize food service at the general meetings.
  3. The Membership Committee shall
    1. Assist the Membership Chair in his/her duties.
  4. The Publicity Committee shall
    1. Plan, coordinate and disseminate publicity regarding meetings and special events of the guild.
  5. The Opportunity Quilt Committee shall
    1. Shall submit design proposal to the Executive Board for consideration.
    2. Be responsible for the planning and execution of opportunity quilts while maintaining the quality, integrity and standards of the Vallejo Piecemakers.
    3. Shall stay within the given budget approved by the Executive Board.
    4. Committee may accept fabric or monetary donations from the Membership.
  6. The Newsletter Committee shall
    1. Edit and publish a regular monthly newsletter to be e-mailed to members no later than one week prior to the following month’s general meeting. Paper copies shall be mailed to members who do not have e-mail, at an additional cost. Paper copies shall be provided to the Membership Chair for new members.

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ARTICLE XI
Property of the Guild

  1. The property of the Guild will be dedicated to social welfare purposes. No officers or members shall hold a paid position within the Guild. The Executive 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 XII
Amendments

All proposed amendments to these bylaws shall be presented in writing to the Executive Board. The proposed amendments will be sent in writing 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.

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
Amended and approved, March 2022

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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. It is recommended that business 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)
Adopted in July 2016

The Executive 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 and/or revocation.

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 sexual nature on participation if 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 Executive Board will record Code of Conduct violations and take statement s of the incident from all parties involved.

Vallejo Piecemakers quilt guild may refund dues (prorated) for the remainder of the revokes 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.

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