Gallup Arts Habitat
Creating an Environment for Building Community by Nourishing the Arts
Bylaws
ARTICLE I
Name
The name of the corporation shall be the Gallup Arts Habitat, herein referred to as GAH or the GAH. The organization's executive committee shall be known as the Executive Board.
ARTICLE II
Mission Statement
The Gallup Arts Habitat (GAH) is a nonprofit coalition of arts and humanities stakeholders (artists, performers, academics, students, institutions, organizations, etc.) dedicated to enriching the cultural life of northwestern New Mexico by providing for quality programs that nurture and inspire a love and understanding of the arts, humanities, and languages.
ARTICLE III
Purposes
301 GAH will support arts projects, students, and festivals in the region including film, visual, and performing arts such theater, music,and dance.
302 GAH will conduct public discussion groups, forums, panels, lectures, or other similar programs,
303 GAH will conduct courses of instruction by correspondence or through the use of internet, television or radio,
304 GAH funds may support educational, cultural, and language development activities of area museums, zoos, planetarium, orchestra, historical, or similar organizations
305 GAH funds may support a nonprofit children's day care that supports families involved in educational, cultural, and language development activities.
306 GAH will support private schooling with regularly scheduled curriculum, a regular faculty, and a regularly enrolled student body in attendance at a place where the educational activities are regularly carried on. The school facilities and activities may be in Gallup or other communities
ARTICLE IV
Organization
400 Executive Board
The elected officers of the GAH shall consist of President, Vice President, Treasurer, and Secretary. The Executive Director and representatives of the Charter Organizations are also appointed members of the Executive Board. It is the responsibility of all officers to be familiar with the Bylaws. The President Elect and Past President are also members of the Board.
401 Nominations and Elections
1. Nominations
Officers may be nominated by any GAH member. The nominating committee will compile all nominations and prepare a ballot for the election. Officers will be elected by ballot at the annual GAH Membership Meeting. A call for nominations will be printed on the website. The deadline for written nominations will be four weeks before the election.
2. Voting
The election of officers will take place during the annual Membership Meeting. Ballots will be pre-printed from nominations received by the deadline, and will be distributed during the election.
3. Term of Office
All positions shall have a one year term of office. Incumbents are eligible for reelection. The president elect shall assume the office of president after one year in office.
4. Announcement
Newly elected GAH officers will be announced at the General Session of the Membership Meeting following the election.
5. Vacancies
A vacancy in any office shall be filled by presidential appointment, except President and President Elect, who shall be appointed by vote of the Board from among the elected officers (in which case the new vacancy created shall be appointed by the president). If the Past President needs to be replaced, the new position will be termed "Member-at-Large". A vacancy shall also occur when any elected Board member has two unexcused absences from Board meetings.
402 President
1. The President assumes office after serving one year on the Board as the President Elect. The president shall preside at all meetings, appoint the chairman of each standing committees, and conduct the business of the organization. The president shall represent the GAH to its members and the public. The President shall network and maintain communications with the McKinley County Cultural Enterprises Network and other partners.. Upon completion of the term, the president will serve on the board as Past President to ensure continuity in the organization.
2. The President shall work with the Board to set all Executive Board meetings for the year. Changes to the meeting schedule shall be announced at least two weeks in advance.
3. The President Elect and the Past President are members at large of the Board.
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403 Vice-President
The vice-president shall preside in the absence of the president and assist the president in the execution of business.
405 Secretary
1. The secretary shall keep the minutes of all meetings conducted by the board.
2. The secretary shall submit the minutes to the president for review and dissemination within 15 days following the meeting.
3. At the end of the secretary's term, a compilation of the year's minutes will be submitted to the Executive Director to be archived.
406 Treasurer
1. The treasurer shall be the fiscal agent of the organization. The treasurer shall open and maintain accounts in the name of the organization and deposit all money received. The treasurer shall keep an accurate record of all income, investments, and expenditures. Receipts and invoices of all transactions will be kept to document the organization's activities.
2. The treasurer shall prepare financial statements to present at all Executive Board meetings and a fiscal report to present to members at the annual business meeting.
3. The Treasurer shall prepare and submit in a timely fashion the following reports: Federal Income Tax returns and the State Corporation Commission Report.
4. At the end of the fiscal year, the treasurer shall prepare a complete financial statement showing all income received, and all disbursements made by the organizations. Copies of same shall be provided to the incoming officers as well as to state and federal officials that may require it.
5. The Executive Director may be assigned to assist in these duties.
406 Executive Director
Each newly elected Executive Board will appoint or renew the contract of the Executive Director at the start of the new year. The Executive Director will serve at the pleasure of the Board. The duties of the Executive Director are to provide continuity in all affairs of the organization and to provide updates on the current activities of the organization. These duties include:
- Membership Meeting planning, organization, and execution;
- oversight of any long term investments made by the organization;
- vote as a member of the Executive Board when a tie vote occurs;
- act as an advisor to all Standing Committees;
- submit required reports, in collaboration with the treasurer to the State Corporation Commission;
- submit all required Federal Tax Returns for the organization;
- Compensation to the Executive Director shall be made at a rate and schedule approved by the Board.
- Other duties as assigned, which may include grant writing and administration, management of special projects of GAH, and interrelationships with area cultural enterprises, artists, and educators.
407 Charter Organizations
1. The President of each Charter Organization or their designee shall serve as a voting member of the Executive Board.
2. The Charter Organization representative shall serve as a link between the Charter Organization and GAH.
ARTICLE V
500 Standing Committees
The Standing Committee shall be the Executive Board. Other committees may be formed to promote or organize events related to the arts, culture, humanities, or language.
501 Executive Board
The Executive Board votes on all organization business in accordance with its mission as stated in the original articles of incorporation. The Executive Board is composed of three or more voting members. To conduct organization business, a quorum needs to be present. Voting members are the following: President (chair), Vice President, Secretary, Treasurer, President Elect, Past President, and Charter Organization Representatives. The Executive Director can be counted to form a quorum, and can vote to break a tie. Former Presidents are honorary members and ex-officio officers. They hold honorary membership in the organization and are welcome at all meetings, but do not vote. The Editor of the website and chairs of Standing Committees may attend the Executive Board meetings, but may not vote. All standing committee business must be submitted to the Executive Committee for final approval. Job descriptions are to be published annually in the website.
502 Nominations/Elections Committee
The Nominations/Elections Committee shall be composed of three members appointed by the President with approval by the Board. They shall follow established procedures.
503 Scholarship Awards Committee
The purpose of this scholarship award is to assist students of the arts, culture, humanities, or languages, so that they may register for lessons, workshops, master classes, or enrichment activities.
504 Other Committees as constituted by the Board
ARTICLE VI
Membership
601 Membership
Any person or institution interested in the arts, education, culture, humanities, or language is eligible for annual membership upon payment of dues (if required) and completion of a membership application (if required). Annual membership shall extend for a period of twelve months from the date of processing of dues (except for specified categories of membership).
602 Membership categories:
Membership categories are: Active members, Associate members, Honorary members, Institutional members, and Charter Organizations. The benefits, including the right to receive GAH publications and vote for officers and for other General Membership issues, are the same for each membership category except Institutional and Charter.
1. Active Members include: teacher, college instructor, administrator, consultant, and other educational and arts leaders.
2. Associate Members include: community person, paraprofessional, retired persons, and full time college student.
3. Honorary Members include all GAH Hall of Fame Award winners and all former GAH presidents. Honorary members are not required to submit annual membership applications, or pay dues.
4. Institutional Members have all rights of membership except voting. Schools, libraries, museums, performances venues, commercial vendors, and governmental entities are encouraged to join GAH in order to stay current with education, arts, language, the humanities, and cultural issues of concern.
5. Charter Organization Members are included as part of the Executive Board to ensure participation from all parts of the region. Charter Organizations shall be named in the Bylaws. Each Charter Organization that is approved in the Bylaws is represented on the Executive Board by one individual. The individual who represents the Charter Organization on the GAH Board must be a current member of GAH. To be considered for Charter status, an organization must have Bylaws consistent with the purposes of GAH. To add or remove an organization from this status requires amendment of the GAH Bylaws.
603 Dues
The dues for each category shall be specified each year by the Executive Board and indicated in the membership application, and posted on the website.
ARTICLE VII
701 Meetings
1. The time, number and place of the meetings shall be established in the minutes of the executive board and announced at least 30 days in advance to those invited.
2. Executive Board meetings shall be held at least 3 times annually. The minutes of the previous meeting and the agenda shall be provided to all those invited at least 14 days in advance.
3. Special Meetings. Work sessions, committee meetings, and other meetings with no policy or fiscal decisions on the agenda do not require the specified advance notice.
4. At least one annual business meeting shall be held for the General Membership.
702 Quorum
1. Executive Board meetings: a majority constitutes a quorum.
2. General Membership meetings: One-tenth of the total membership shall constitute a quorum.
3. The lack of a quorum prevents policy and fiscal decisions from being acted upon, but other agenda items may be considered.
703 Standing Authority
The rules contained in Standard Code of Parliamentary Procedures shall govern the GAH in all cases to which they are applicable, and in which they are not inconsistent with the constitution and Bylaws of the GAH.
704 Open Meetings
All meetings of the Executive Board shall be open to the public.
ARTICLE VIII
800 Amendments
Motions for Amendments to the Bylaws may be made and approved by a majority vote at a Board meeting. Approved motions for amendments will be published on the website for membership comments. Amendments will be voted on by the Board at a subsequent meeting. The amended Bylaws will be published in the website.
ARTICLE IX
900 Fiscal Matters
Expenditures and payment. All encumbrances for the payment of money, notes or other evidence of indebtedness issued in the name of the GAH will be approved by the Board. Once approved, the payment may be made by the Treasurer or Executive Director.
901 Deposits
All funds shall be deposited to the credit of the GAH in such federally insured banks or other depositories as the Executive Board may select.
902 Investments
The GAH may invest funds to ensure the solvency of the GAH.
903 Gifts and Contributions
The Executive Board may accept on behalf of the GAH any gift, contribution, bequest or device for the general purpose or any special purpose of the GAH.
904 Dissolution
Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distrubuted to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
ARTICLE X
1000 Record Keeping, Records and Accounts
The GAH shall keep correct and complete records and accounts, including property, personnel and financial records, to provide proper documentation to comply with audit requirements.
1001 Minutes of Meetings
The GAH shall keep accurate and complete minutes of all meetings. A compilation of each year's minutes shall be submitted to the Executive Director to be archived.
1002 Record of Activities
The GAH will keep records of all GAH activities for accountability purposes.
1003 Access to Records
All records of the GAH will be available for review to members of the GAH.
This is to certify that these Bylaws of the Gallup Arts Habitat were approved by the Board on ____
President Gloria Ann Begay | Secretary Roy E. Howard