April 23, 2017

Bylaws

Revised Bylaws Effective March 13, 2011

 


Bylaws of the Atlanta Koi Club (approved March 14, 2004) 

Article I – Name and Purpose of the Club
Section A – The name of the Club shall be the Atlanta Koi Club, hereinafter “the Club”.

Section B – The purpose of the Club will be to promote, create and enlarge the hobby of koi keeping, breeding, appreciating and exhibiting; to disseminate information about these purposes to the Membership; to engage in educational and social activities related to our purposes; and to acquire and own such property as may be necessary for any or all of the foregoing purposes.

Article II – Membership
Section A – Any adult who has an interest in koi culture shall be eligible for Membership. Upon submitting an application and payment of dues as outlined in Article IV, the applicant will become a Member of the Club in good standing.

Section B – Any Member shall be considered a Member in good standing if they have paid their dues for the current fiscal year.

Section C – Any Member may voluntarily withdraw from the Club.

Section D – A Member may be expelled by a two-thirds (2/3) majority vote of the Membership in good standing at a regular meeting for violation of the Bylaws, non-payment of dues or for conduct deemed by the Membership as detrimental to the Club. A quorum of the Membership is required at a regular meeting for an expulation vote to be held.

Section E – Membership and its rights in the Club shall cease and terminate upon death, withdrawal, or other termination of Membership in the Club.

Section F – Memberships are not transferable or assignable.

Section G – There shall be no maximum limit on the number of Memberships in the Club.

Section H – There shall be two types of Memberships with voting privileges. A Household Membership shall be available to households with two or more adults, eighteen years or older. An Individual Membership shall be available to adults eighteen years or older.

Article III – Club Sponsors
Section A – Any company who has an interest in koi culture shall be eligible to become a Club Sponsor. Upon submitting an application and payment of dues as outlined in Article IV, the applicant will become a Club Sponsor in good standing.

Section B – Any Club Sponsor shall be considered a Club Sponsor in good standing if they have paid their dues for the current fiscal year.

Section C – Any Club Sponsor may voluntarily withdraw from the Club.

Section D – A Club Sponsor may be expelled by a two-thirds (2/3) majority vote of the Membership in good standing at a regular meeting for violation of the Bylaws, non-payment of dues or for conduct deemed by the Membership as detrimental to the Club. A quorum of the Membership is required at a regular meeting for an expulsion vote to be held.

Section E – Club Sponsor and its rights in the Club shall cease and terminate upon death, withdrawal, or other termination of Sponsorship in the Club.

Section F – Club Sponsorships are not transferable or assignable.

Section G – There shall be no maximum limit on the number of Sponsors in the Club.

Section H – A Club Sponsor may not also be a Member with voting rights.

Article IV – Membership and Sponsorship Rights
Section A – Each Member in good standing shall have the right to vote at each regular or special meeting that they attend.

Section B – Each Member in good standing shall have the right, in conjunction with four other Members in good standing, to request a special meeting from the President of the Club.

Section C – Each Member and Sponsor in good standing shall have the right to receive the Club newsletter. This may be in paper form or electronic form as determined by the Newsletter Editor.

Section D – Each Club Sponsor shall receive up to one business card size advertisement in the monthly newsletter for the length of the membership.

Section E – Each Club Sponsor shall receive up to one listing on the Club website Sponsor page for the length of the membership.

Section F – A Member or Sponsor may purchase advertisements (i.e. business card, one quarter page, one half page, full page) in the club newsletter.

Article V – Fiscal Year
Section A – The fiscal year shall be from January 1 through December 31.

Section B – Annual dues shall be due and payable at the beginning of the fiscal year.

Article VI – Dues
Section A – The annual dues for a Household Membership, Individual Membership, and Club Sponsorship shall be set by the Executive Committee and approved by a majority vote of the Membership at a regular meeting.

Section B – The dues are payable on January 1st of each year except in the case of new Members whose initial dues are payable with their application for Membership and may be prorated according to the time left in the fiscal year.

Section C – Dues are not refundable in whole or in part.

Section D – The Membership Chairperson shall notify the Newsletter Editor no later than February first (1st) of Members and Sponsors who have not paid their dues. The Newsletter Editor shall remove those Members and Sponsors from the newsletter distribution list starting with February edition. When the delinquent dues are paid, the Membership Chairperson shall notify the Newsletter Editor to restore the newsletter distribution.

Section E – The Membership Chairperson shall notify the Webmaster no later than February first (1st) of Sponsors who have not paid their dues. The Webmaster shall remove the delinquent Sponsors’ information from Sponsor page of the Club website during February. When the delinquent dues are paid, the Membership Chairperson shall notify the Webmaster to restore the Sponsors’ information to Sponsor page of the Club website.

Section F – The Membership Chairperson will notify the Executive Committee at the general March meeting of each year of Members and Sponsors who have not paid their dues and henceforth will be removed from the Membership and Sponsorship Rosters. Removal from the Membership and Sponsorship Rosters terminates Membership and Sponsorship respectively along with the corresponding rights and privileges. Reinstatement of Membership or Sponsorship requires the payment of the full balance of yearly dues for the current fiscal year. Dues paid at a reinstatement of Membership or Sponsorship are not prorated.

Section G – The monies collected from dues shall be used to further the purposes of the Club.

Article VII – Meetings
Section A – The annual Membership meeting for the installation of officers and for receipt of the annual reports from the Secretary, Treasurer, and Property Manager shall be held at the regular meeting time in January of each year. Notice of the annual meeting must be submitted to the Membership in writing, at least five (5) days prior to said meeting. The Club newsletter, in electronic or paper distribution, shall be deemed proper notice.

Section B –The regular meetings of the Executive Committee shall be held in conjunction with the regular meetings of the Membership.

Section C – The schedule of regular meetings of the Membership shall be determined by the Executive Committee. The Executive Committee shall cause the schedule to be published on the club website and in the club newsletter.

Section D – Special meetings of the Membership may be called by the President of the Club, or upon special request to the President by at least five (5) Members in good standing. The President will set the date, time and location of such meeting subject to the approval of the majority of the requesting Members. Written notice shall be given to the Membership at least seven (7) days in advance of such meeting. Notice of a special meeting must also include a summary of the agenda items. If a quorum of the Membership is present at such special meetings, any business normally done only at regular meetings may be transacted.

Section E – Attendance by at least two-thirds (2/3) of the average number of Members attending meetings during the previous six (6) months, shall constitute a quorum at any meeting of the Membership. The number of attendees at each meeting shall be published on the club website and in the club newsletter. Regular or special meetings with a quorum of the Membership shall be able to conduct any Club business. If a quorum of the Membership is not present, Club business may not be conducted.

Section F – Attendance by at least three (3) elected officers shall constitute a quorum at any meeting of the Executive Committee, provided one of the three (3) officers is the President or Vice-President. Regular or special meetings with a quorum of the Executive Committee shall be able to conduct any Executive Committee business. If a quorum of the Executive Committee is not present, Executive Committee business may not be conducted.

Section G- Special meetings of the Executive Committee may be called by the President of the Club, or upon special request to the President by at least two (2) Members of the Executive Committee. The President will set the date, time and location of such meeting subject to the approval of the majority of the requesting Members of the Executive Committee. Written notice shall be given to all of the Executive Committee at least three (3) days in advance of such meeting. Notice of a special meeting must also include a summary of the agenda items. If a quorum of the Executive Committee is present at such special meetings, any business normally done only at regular Executive Committee meetings may be transacted.

Section H – Prior to the regular meetings of the Membership, the Executive Committee shall meet to conduct business.

Article VIII – Voting
Section A – An individual Membership in good standing shall entitle the individual to one vote.

Section B – A Household Membership in good standing shall entitle two adults in the Membership Household one vote each.

Section C – Club Sponsors shall not be entitled to vote.

Section D – Members in good standing attending a regular or special meeting shall do all voting personally; no proxies shall be allowed. Each member must be present to vote; no proxies will be accepted

Article IX – Officers of the Club
Section A – The elected officers of the Club and their term in office shall be:
President Two years by election (election in even years)
Vice-President Two years by election (election in odd years)
Secretary Two years by election (election in even years)
Treasurer Two years by election (election in odd years)
Property Manager Two years by election (election in even years)

Section B – The appointed officers of the Club and their term in office shall be:
AKCA Director One (1) fiscal year by appointment of the President or President-Elect
Newsletter Editor One (1) fiscal year by appointment of the President or President-Elect
Webmaster One (1) fiscal year by appointment of the President or President-Elect
Librarian/Historian One (1) fiscal year by appointment of the President or President-Elect
Membership Committee Chairperson One (1) fiscal year by appointment of the President or President-Elect
Pond Tour Committee Chairperson One (1) fiscal year by appointment of the President or President-Elect
Koi Show Committee Chairperson One (1) fiscal year by appointment of the President or President-Elect
Advertisement Committee Chairperson One (1) fiscal year by appointment of the President or President-Elect
Volunteer Committee Chairperson One (1) fiscal year by appointment of the President or President-Elect
Section C – The elected offices of the Club cannot be held for more than two (2) consecutive terms.

Section D- Vacancy in the office of President shall be filled by the Vice-President for the remainder of the term. Filling a vacant office for less than 1 year will not count as part of the two (2) consecutive term limits. Filling a vacant office for 1 year or more shall count as part of the two (2) consecutive term limits.

Section E – Vacancy in the offices of Vice-President, Secretary, Treasurer or Property Manager shall be filled by election for the remainder of the term. Filling a vacant office for less than 1 year will not count as part of the two (2) consecutive term limits. Filling a vacant office for 1 year or more shall count as part of the two (2) consecutive term limits.

Section F – Club Sponsors may not serve as either elected or appointed officers, or in any other position of authority.

Section G – No Member may hold more that one (1) elected office at a given time.

Section H – No Member may hold more that two (2) offices, elected and appointed, at a given time.

Section I – The elected Officers of the Club in Article IX shall constitute The Executive Committee.

Section J – No officer, Member, or Sponsor of the Club shall execute a contract or agreement in behalf of the Club without the prior approval of the Executive Committee.

Section K – Chairpersons shall report to the Executive Committee as requested by the Executive Committee. Chairpersons are not members of the Executive Committee unless they also hold elected office.

Article X – Election of the Officers
Section A – At the regular meeting in the month of August, the President will appoint a Nominating Committee Chairperson.

Section B – The Nominating Committee Chairperson will secure not less than three (3) additional Members for the committee.

Section C – The committee will meet prior to the September meeting and produce a slate of candidates for elected officers to be presented to the Membership at the September meeting. The slate of candidates shall be recorded in the minutes of the meeting and published in the subsequent Club newsletter. All candidates must have given prior consent to be nominated.

Section D – At the regular meeting of the Membership in September, the Nominating Committee Chairperson shall present the slate of candidates of elected officers to the Membership.

Section E – At the October meeting, if present the President will call for nominations from the floor. All candidates must have given prior consent to be nominated.

Section F – At the October meeting, upon close of nominations from the floor, the President will call for a vote. Only Members in good standing may vote. This vote shall be by secret ballot.

Section G – If two (2) or more candidates are nominated for a particular office, the candidate with the highest number of votes shall be declared elected by the President. In case of a tie, the President will call for another vote (run-off).

Section H – Prior to the November meeting, the President-Elect will select the appointed officers for the forthcoming year. The installation of officers and announcements of appointments will be held at the Membership meeting in November.

Article XI – Duties and Authority of Officers
Section A – The duties and authority of the President shall be:
1. To preside at all meetings at which he or she is present.
2. To appoint all appointed officers.
3. To install the newly elected officers at the end of his or her term (or appoint someone to do so).
4. To call special meetings of the Club, committees, or any other meeting that may be requested as outlined in the Bylaws.
5. Approval of expenditures by Committee Chairpersons up to $250.00.
6. Create additional select committees, as necessary.
7. To provide a monthly President’s message for inclusion in the monthly newsletter.
8. To request a proposed budget from any Chairperson involved in a major club project.

Section B – The duties and authority of the Vice-President shall be:
1. To assume all duties of the President during his or her absence or upon request by the President, in addition to other duties which may be assigned.
2. To assist the President as requested.
3. To assist the Committee Chairpersons as requested.
4. To secure the location for regular monthly Club meetings.
5. To secure programs for regular monthly Club meetings.
6. To provide information to the Newsletter Editor and Webmaster regarding the monthly programs and meetings.
7. Prepare and submit at the January Executive Meeting a yearly budget for the program activities.
8. To prepare and submit a year budget to the Executive Committee in January

Section C – The duties and authority of the Secretary shall be:
1. To keep all records of the regular and special meetings of the Executive Committee and Membership.
2. To report the proceedings of the Executive Committee meetings at the subsequent Membership meeting.
3. To forward to the Newsletter Editor minutes of the Executive Committee and Membership meetings in accordance with the timeframe required for Newsletter publication.
4. To handle Club correspondence, as requested by the Executive Committee.
5. To forward all records of all meetings to the Newsletter Editor for inclusion in the Club newsletter.
6. To send out all notices of regular or special meetings as deemed necessary by the President or required by these Bylaws.
7. To maintain the official copy of the Club Bylaws and furnish copies as requested by other officers and Members
8. To archive all Club records and reports for the current fiscal year.
9. To deliver to the Liberian/Historian the commented Club records for each fiscal year as those records are completed.
10. The Secretary shall submit the number of members attending each meeting to the Webmaster and Newsletter Editor for publication.
11. To prepare and submit a year budget to the Executive Committee in January

Section D – The duties and authority of the Treasurer shall be:
1. To collect and record all dues, initiation fees, special fees, etc., paid to the Club because of its activities.
2. To create and maintain a Membership Roster in conjunction with the Membership Committee Chairperson.
3. To prepare and present at each regular meeting a report of the receipts and expenditures during the previous month and the current financial standing of the Club.
4. To pay bills approved by a committee chairperson up to $100.00.
5. To pay bills approved by the President up to $250.00.
6. To pay bills approved by the Executive Committee.
7. To pay bills approved by the Membership.
8. To request an actual financial report and accounting from any Chairperson at the conclusion of any major club project.
9. To provide a monthly Club account balance report for inclusion in the newsletter.
10. To prepare and submit all financial reports required by any governmental agency.
11. To perform biannual audits of the financial records of the Club in June and in December and deliver the corresponding reports to the Executive Committee. The report shall include the Club’s assets managed by the Property Manager.
12. To deliver to the Liberian/Historian the commented Club records for each fiscal year as those records are completed.
13. To prepare and submit a year budget to the Executive Committee in January

Section E – The duties and authority of the Property Manager shall be:
1. To perform biannual audits of the assets of the Club in June and in December and deliver the reports to the Treasurer for inclusion in the Club biannual report to the Executive Committee.
2. To secure storage space for the Club’s assets with the final approval of the Executive Committee.
3. To oversee the loaning of any of the Club’s assets as approved by the Executive Committee.
4. To assist committee chairpersons with Club assets
5. To provide a monthly report to the Executive Committee on the status of all Club assets or assets that have been borrowed by the Club or from the Club.
6. To prepare and submit a year budget to the Executive Committee in January

Section F – The duties and authority of the Librarian/Historian shall be:
1. To collect, archive, and make available to Members in good standing the records of the Club.
2. To collect and make available to the Members information that is useful for Koi and Goldfish keeping and Water Gardening.
3. To provide an inventory of the materials in the Library for yearly publication to the Membership.
4. To prepare and submit a year budget to the Executive Committee in January

Section G – The duties and authority of the AKCA Representative shall be:
1. To represent the Club as directed by the Executive Committee at the monthly AKCA board meetings and communicate the results to the Executive Committee in a timely fashion.
2. To cast any required vote on behalf of the Club as directed by the Executive Committee.
3. To collect AKCA materials for disbursement to the Membership at the direction of the Executive Committee.
4. To provide a timely report to the Newsletter Editor for inclusion in the monthly newsletter.
5. To provide Club news to the KOIUSA Club News Editor.
6. To prepare and submit a year budget to the Executive Committee in January

Section H – The duties and authority of the Webmaster shall be:
1. To organize a committee that creates, maintains, and updates an Internet website for the Club.
2. To prepare and submit for the approval of the Executive Committee the contents of the Club website.
3. To prepare and submit a year budget to the Executive Committee in January

Section I – The duties of the Newsletter Editor shall be:
1. To create and distribute a monthly Club newsletter.
2. To prepare a newsletter that includes articles and reports at all levels of interest in the Club.
3. To prepare and submit a year budget to the Executive Committee in January

Section J – The duties of the Membership Committee Chairperson shall be:
1. To organize activities which increase the Membership of the Club.
2. To secure Membership cards and/or name badges.
3. To create and maintain, in conjunction with the Treasurer, a Membership Roster.
4. To create and maintain, Membership applications and related information.
5. To notify the Newsletter Editor of changes in the newsletter distribution list.
6. To create and maintain demographic information concerning the Members’ ponds, fish, and plants. (The information shall be treated as confidential information and is to be used only for furthering the interests of the Membership.)
7. To prepare and submit a year budget to the Executive Committee in January

Section K – The duties and authority of the Advertisement Committee Chairperson shall be:
1. To organize activities which increase the visibility of the Club.
2. To work with Chairpersons (e.g., Koi Show) to advertise club activities.
3. To prepare and submit a year budget to the Executive Committee in January

Section L – The duties and authority of the Volunteer Committee Chairperson shall be:
1. To work with Chairpersons (e.g., Koi Show) for staffing of club activities.
2. To prepare and submit a year budget to the Executive Committee in January
3. To prepare and submit a year budget to the Executive Committee in January

Section M – The duties and authority of the Executive Committee shall be:
1. To conduct the business of the Club.
2. To approve of all contracts, agreements, or commitments for the Club.
3. To approve all individual expenditures over $250.00 up to $1,000.00.
4. To approve all project budgets that exceed $250.00 up to $1,000.00
5. To secure the Membership approval, by quorum vote at a regular meeting, for all individual expenditures of $1,000.00 or greater and all project budgets $1,000.00 or greater.
6. To receive and approve of all asset inventories from the Sergeant-at-Arms.
7. To receive and approve of all financial statements from the Treasurer.
8. To approve all changes to the regular meeting schedule.

Article XI- Committees and Functions
Section A – There shall be standing committees (e.g., Membership) and select committees (e.g., Pond Tour, Koi Show). The President may create additional select committees as the need arises.

Section B – All appointments are subject to the approval of those appointed. Term of committees shall be the Club’s fiscal year, unless otherwise determined by the President or the Bylaws.

Section C- All committee chairpersons shall record and report the proceedings and actions of their respective committees to the Executive Committee as directed by the Executive Committee. The Secretary shall archive all such records.

Section D – All committee chairpersons shall submit written budgets in advance for functions or projects that cost more than $100.00. The chairperson may authorize a total expenditure of up to $100.00 without a written budget.

Section E – All committee chairpersons may request up to an additional $150.00 expenditure with approval by the President. All projects or activities that have a cost exceeding $250.00 shall require a written budget approved in advance by the Executive Committee.

Article XII – Approval & Amendments to the Bylaws
Section A – These Bylaws may be approved or amended by a vote of two-thirds (2/3) of the Membership in good standing present at any meeting of the Membership provided proper notice of said meeting is given, in writing, as specified in these Bylaws. The full text of the Bylaws, or amendments thereto, which are proposed must be served upon each Member at least ten (10) days prior to the meeting at which such Bylaws or amendments are to be voted upon. The use of an electronic or paper distribution shall be deemed proper notice.

Article XIII – Property Rights of Members
Section A – The property of this Club is irrevocable; dedicated to the objects and purposes of the Club as outlined in Article I, Section B of these Bylaws.

Section B – No Member shall have individual rights to Club property or assets.

Section C – In the event of the dissolution of the Club, its properties and moneys shall not revert to the possession of the Membership but shall be given to another non-profit society or educational organization within Georgia which is to be chosen by the Membership of the Club, and whose aims and purposes are similar to those of the Club. No part of any net earning or assets of the Club shall inure to the benefit of any Member or individual.

Article XIV – Property of the Club
Section A- The Club may from time to time purchase items that will be used to further the purposes of the Club. Such items shall be designated as the property of the Club. The Property Manager shall inventory and maintain such property.

Section B – No Officer or Member of the Club shall sell, loan out, or give away the property of the Club. Club property shall not be sold or given away without approval of the majority of the Membership attending a regular or special meeting.

Section C – The Club property is to be used exclusively for non-commercial purposes that further the purposes of the Club.

Section D – The Executive Committee may approve the loan of any Club property to any individual or organization with the approval of the majority of the Membership attending a regular or special meeting. The individual or organization must agree to use the property for non-commercial purposes and return it when requested in good condition.

Section E – In an emergency, the President, Vice-President, or Property Manager may loan the property of the Club (e.g. show tanks) to a Member in good standing without the advance approval of the Executive Committee or Membership. Such a loan shall be reported to the Executive Committee at the next regular meeting and be included in the Property Manager monthly report.

Article IX – Parliamentary Authority
Section A – Robert’s Rules of Order (revised) shall govern all proceedings of the Club providing they are not in conflict with these Bylaws.