ByLaws of the AHA
Bylaws of the Association of Hawaii Artists
Ratified at the Annual Membership Meeting
of the Association of Hawaii Artists on January 20, 2019
Article I – Nomenclature and Objectives Section
Section 1 – The name of this organization is the ASSOCIATION OF HAWAII ARTISTS. Its domicile is Honolulu, Hawaii.
Section 2 – Its objective is to promote cooperation and congeniality among Hawaii’s artists and those interested in art; to stimulate growth and ability among its members by presenting programs and projects designed to enrich and educate; and to contribute to the cultural life of our state and community wherever and however possible.
Article II – Membership and Privileges Section
Section 1 – Any person upon payment of dues and filing membership application may enjoy membership in the Association.
Section 2 – Members in good standing shall receive all authorized publications and notices originated by the organization. Loss of membership is incurred if annual dues have not been paid.
Section 3 – Any person may be appointed an Honorary Life Member upon approval of the Board of Directors
Section 4 – Honorary Life Members do not pay annual dues and may not propose, second, or vote on membership actions. They may not hold office in the Association.
Article III – Finances
Section 1 – Annual dues shall be determined by the Board of Directors and any changes shall be subject to approval by two-thirds of the members present and voting at the next annual or general membership meeting.
Section 2 – The fiscal year shall be from January 1 to Dec. 31.
Section 3 –The AUDITING COMMITTEE (appointed by the President) shall make an annual audit of the Treasurer’s accounts.
Article IV- Election of Officers
Section 1- The elected officers shall be: President, Vice President, Secretary, and Treasurer.
Section 2 – Election of Officers shall be held at the Annual Membership Meeting.
Section 3 – The slate of officers to be elected is created by a Nominating Committee appointed by the Board of Directors. Nominations may be made from the floor, but no name may be submitted for nomination unless the person has agreed to serve if elected.
Section 4 – A plurality of votes cast shall constitute elections to office.
Section 5 – When only one person stands for an office, the presiding officer shall instruct the Secretary to cast the elective ballot for the candidate.
Section 6 – Officers may succeed themselves if they indicate a willingness to serve if elected.
Section 7 – A vacancy in elective office may be filled either with a special election by the general membership or by election at the first regular meeting following the vacancy. The president, with plurality consent of the Board of Directors, may appoint an acting officer to a vacant position until a membership meeting can be held either in person or by means of modern technology.
Article V – Duties of the Officers
Section 1 – The President shall preside at regular and special meetings and meetings of the Board of Directors. The President is a member ex-officio of all committees with the exception of the Nominating Committee. The President shall obey all rules and bylaws of the organization and be familiar with parliamentary procedure sufficiently to conduct orderly and productive meetings.
Section 2 –The Vice President shall assume and perform the duties of the President when absent or when directed; be familiar with the bylaws and rules of parliamentary procedure; conduct correspondence and public relations in the name of the organization, including the supervision of the editing and distribution of newsletters and other forms of communication.
Section 3 – The Secretary shall keep an accurate record of the proceeding of all meetings and maintain files useful to the organization and shall provide such correspondence in the name of the organization as shall be required or desired, send notices for all Board of Directors and general and special membership meetings, and maintain files useful to the organization.
Section 4 – The Treasurer shall receive, account for and disburse all monies belonging to the organization and render periodic reports as may be helpful or necessary to the function of the organization and assist the Membership Committee in its functions.
Section 5 – The Treasurer shall disburse all monies for mandatory or routine fees and charges owed by the organization. If, in the Treasurer’s judgment, such disbursements are questionable, he shall communicate his reservations to the Board of Directors and institute disbursement only after board approval. The Treasurer’s own opinion (vote) in such matters may be counted.
ARTICLE VI – Board of Directors (BOD)
The Board of Directors (BOD) of the Association of Hawaii Artists shall be comprised of the elected officers (President, Vice President, Secretary, and Treasurer) and (x number) of APPOINTED DIRECTORS.
Section 2 – In the event of the death, resignation, incapacity, or absence of the President, the Vice President shall assume the duties of the President, including the signing of checks and/or other necessary papers. In the event of any vacancy in any other elective office, the position shall be filled by appointment by the President, subject to ratification by the BOD until a special membership meeting (real time or by means of modern technology) can be held to fill the vacancy.
Section 3 – Non-attendance of an appointed director for three consecutive BOD meetings without adequate excuse given to the presiding officer shall cause that member to be automatically removed from the BOD and the vacant position shall be filled by appointment by the President, subject to ratification by the BOD.
Section 4 – The Board of Directors shall transact the business of the organization, authorize payment out of the treasury of all current expenses and shall have general supervision of the affairs of the organization between its general membership meetings and shall perform such duties as may otherwise be set forth in these bylaws.
Section 5 – Quorum for a Board of Directors meeting will be one-half, plus one member of the duly constituted board. A majority of votes cast by members present is needed to pass a motion, unless another ratio is specifically required in the bylaws.
Section 6 – Board of Directors meeting may be held in person or by means of modern technology. Voting may also be done by means of modern technology. All quorum and voting ratios apply equally to meetings or votes cast technologically.
Section 7 – There are no term limits for Directors, as they serve by appointment of the President.
Article VII –COMMITTEES
Section 1 – STANDING COMMITTEES – The following committees shall be considered standing committees. The Chairs are appointed by the President, may choose sufficient committee members as needed, and make periodic and an annual report to the BOD. Additional committees may be added with approval of the BOD.
Section 2 – Such other committees [AD HOC] as may be useful for regular or special activities of the organization may be appointed and dissolved at the discretion of the President, with the consent of those appointed.
Article VIII –ANNUAL, GENERAL, AND SPECIAL MEMBERSHIP MEETINGS
Section 1 –An ANNUAL general membership meeting shall be held as soon as practical at the start of the fiscal year and other general membership meetings may be called as needed. If necessary, meetings may be held by means of modern technology with votes registered by email or other means of modern technology. A quorum for all meetings (real time or by means of modern technology) must be attended by a quorum of TEN PERCENT (10%) of paid membership.
Special meetings may be called upon a majority vote of members of the Board of Directors.
Section 2 – Newly elected officers should be installed upon election at the Annual Membership Meeting.
Section 3 – The order of business at each meeting shall, whenever practical, adhere to the following agenda: call to order, reading of minutes; reading of communications and correspondence if applicable; report of the Treasurer; old business; new business; reports from Standing Committees; announcements or comments; program material; adjournment.
Article IX – Rights of the General Membership
Section 1 – Within the rules of parliamentary procedure, any member of the organization may bespeak matters of concern at regular meetings, special meetings, or upon invitation before the Board of Directors.
Section 2 – Motions raised in regular or special meetings are considered carried upon by a two-thirds vote of the members present and voting at the meeting.
Article X – Adoption and Amendment of Bylaws
Bylaws of the Association of Hawaii Artists may be adopted or amended at any regular or special meeting (including meetings held by means of modern technology) upon a two-thirds vote of the members present and voting (assuming a quorum of 10 percent of paid membership), with the sole provision that notice of proposed adoption or amendment of bylaws shall be provided the membership via authorized organization communications at least one week preceding such meetings.
Article XI – Parliamentary Authority
Robert’s Rules of Order shall serve as reference in all such matters.
This document is formatted for website publication on January 21, 2018.
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