Maryland Bonsai Association, Inc By-Laws

 

ARTICLE I- Name:

The Name of this organization shall be the Maryland Bonsai Association Inc., a nonprofit corporation registered as Maryland Bonsai. Hereafter in these by-laws, the club may be referred to as the MBA or club.

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ARTICLE II- Objectives:

The objectives of the club are to educate the public, encourage interest in and the dissemination of information and knowledge about bonsai, and to provide a medium through which all persons interested in bonsai may communicate and cooperate with

others of like interest through educational meetings, publications, workshops and relative activities. We want to share with others the art of bonsai.

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ARTICLE III- Membership:

Section A: Membership in the club shall be open to all persons interested in the growth and culture of bonsai.

Section B: A person may become a member of the MBA by completion of an application. Their membership dues are payable at that time.

Section C: Two related members may join under a family membership.

Section D: An MBA member may be removed if their activities are disruptive to the club. A quorum of the Board of Directors has the authority to decide to remove the individual.

 

ARTICLE IV- Dues:

Section A: Dues shall be established by the Board of Directors and approved by the membership.

Section B: Annual dues are payable at the January meeting; failure to pay dues by April's meeting would constitute grounds for inactive membership. Members will be notified prior to termination and their names will be removed from the email list.

Section C: Dues paid by new members that join after August 31st will cover the remaining months of the current year and the entirety of the following year.

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ARTICLE V- Board of Directors:

Section A: The government of the MBA shall be vested in the Board of Directors.

Section B: The Board of Directors shall consist of the Officers of the club, the Immediate Past President, and one elected Member-at Large.

Section C: The Directors shall meet at least twice each year or when necessary. Meeting of the Directors shall be held upon call of the President or any two Board members. Either the President or the Vice-President must be present.

Section D: The term of office for the Member at-Large shall be two years. There will be no limit of time placed on the Officers of the club.

Section E: Four members of the Board shall constitute a quorum. Notice of meetings of the Board shall be in writing (email) or by telephone call stating the time and place of the meeting.

Section F: An Officer or Director may be removed by the Board for reasons such as inability to complete or derelict of duties, inactivity, or other reasons deemed reasonable by the board.

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ARTICLE VI Officers:

Section A: The Officers of the MBA shall be elected by its active members.

Section B: The Officers of the club shall be elected every two years. If an officer wishes to remain in office for another term, they may place their name on the ballot and any other member of the club in good standing may do the same. There is no term limit (that

is, the number of years) that a qualified officer may serve. The nominations of officers will be submitted at the March meeting and voted on in April.

Section C: Officers shall consist of a President, Vice-President, Recording Secretary, and a Treasurer. All Officers shall take office at the April meeting. 

Section D: The President shall preside at all meetings of the membership and of the Board of Directors and have the power usually associated with the office. The President is also a member of all standing committees. 

Section E: The Vice-President shall have the powers and duties of the President in his or her absence or inability to serve. He or she shall become President immediately if the office of President becomes vacant for any reason. The Vice-President is also

Chairman of the Program Committee. 

Section F: The Recording Secretary shall record the minutes of all General Meetings and Board of Directors Meetings and shall have the power and duties usually associated with that office, except as otherwise determined by the Directors. The Recording Secretary shall provide a copy of the recorded minutes of General and Board Meetings to the President prior to the next meeting.

Section H: The Treasurer shall collect and deposit all membership dues and other monies of the MBA. The Treasurer shall keep records showing the receiving and expenditures of these funds. A monthly report shall be given at each General and Board

Meeting. He or she shall have the powers and duties associated with that office, except as otherwise determined by the directors. The Treasurer shall keep an active list of paid (active) members.

Section I: Upon expiration of his or her term, each Officer shall deliver to his or her successor the records of his or her office.

Section J: The President, at their sole discretion, may nominate the following three positions, which may be approved or rejected by a quorum of the Board of Directors:

1)  A Web Master to maintain the website and add the upcoming events to the club’s web page in a timely manner and keep events updated.

2) A Director of External Education to coordinate and lead beginner bonsai workshop opportunities to non-members.

3) A Director of Internal Education to assist the President with internal monthly meeting programming and internal workshops for club members. These three positions are not elected positions and they do not have voting power at the Board of Directors meetings.

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ARTICLE VII Meetings:

Section A: There shall be a monthly meeting on the fourth Sunday of the month , except for when moved by the President due to a scheduling conflict. The time and place will be determined by the President.

Section B: Special meetings may be called as required by the Board of Directors.

Section C: All members shall be notified by email of the time and place of all meetings of the membership. Meetings will also be posted on the club's website.

Section D: Eleven members shall constitute a quorum at any properly called meeting of the membership.

 

ARTICLE VIII Elections:

Section A: Nominations – On or before the January meeting of each election year, the President of MBA shall appoint a Nominating Committee consisting of a Chairman and not less than two additional members in good standing. At the following March meeting,

the Nominating Committee shall report and nominate Officers and Directors for election at the April General Meeting of the membership. Nominations will also be accepted from the floor in March, provided a nominee is present or has agreed to serve if elected. 

Section B: Officers shall be elected to two-year terms but if they would like to run again, they may do so. The Vice-President and Treasurer shall be elected in years ending with an even digit (that is, 0, 2, 4, 6, and 8). The President and Recording Secretary shall be

elected in years ending with an odd digit (that is, 1, 3, 5, 7, and 9).

Section C: One Member-at-Large Director shall be elected to two-year terms only in years ending with an even digit (that is, 0, 2, 4, 6, and 8).

Section D: All officers and Directors shall continue in office until their successors have been elected and installed at the April meeting.

Section E: A vacancy in the office of an elected Officer or Director shall be filled by a majority vote of the Directors at the next Board Meeting. The person thus chosen shall hold office for the unexpired term of the Officer or Director whom he or she succeeds.

Section F: If an Officer or Director of the Board is elected to another office, his or her vacated office shall then be filled for the unexpired term at the same general election.

Section G: Only ballots cast in-person during the annual elections, or any other meeting which requires a vote, will be considered.

 

ARTICLE IX Committees:

Section A: The Board of Directors shall approve the members of all Committees.

Section B: The following shall be standing committees, as required: Workshops, Publicity, Programs, Hospitality and Librarian. The Board of Directors shall establish or eliminate such committees from time to time as they may deem advisable. The duties of

the committees shall be as agreed to by the Board of Directors. A board member shall serve on each committee.

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ARTICLE X Amendments:

These By-Laws may be amended as follows:

Section A: All proposed amendments must be read at two successive Board Meetings and at one General Membership Meeting and approved by the Board prior to vote by the membership.

Section B: Amendment of these By-Laws will require a two-thirds affirmative vote of those active members present and voting at any regular or special meeting of members of MBA.

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ARTICLE XI Parliamentary Authority:

Section A: Roberts Rules of Order (Revised) shall govern this association in all cases to

which they are applicable

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