|Posted by Jill on April 19, 2013 at 11:10 PM|
There are up to ten (10) TCDC Board of Director positions up for election at the annual TCDC general membership meeting on Saturday, May 18 prior to the TRADIN contra dance.
We are seeking nominations to fill these positions for a two year term.
If you would like to nominate someone to the board please send nominee name and contact information to Ben Allbrandt, TCDC President, [email protected]
The incumbents who are available to stand for re-election are:
Kay Alexander (2011-2013 TERM 1)
Ben Allbrandt (2011-13 TERM 1)
Lisa Carey (2011-2013 TERM 1)
Richard Shelly (2011-13 TERM 2)
Incumbents with another year on their term are and not up for re-election are:
Jill Allbrandt (2012-2014 TERM 2)
Pam Martin (2012-2014 TERM 1)
The full bylaws of the Tidewater Community Dance Council (TCDC) are posted below. Article 5 addresses Board membership.
TIDEWATER COMMUNITY DANCE COUNCIL, INC.
Article 1. Name. The name of this corporation shall be the TIDEWATER COMMUNITY DANCE COUNCIL, INC. It is a not-for-profit corporation operating as an affiliate of The Country Dance and Song Society of America, subject to yearly renewal.
Article 2. Purpose and Goals. The TIDEWATER COMMUNITY DANCE COUNCIL, INC. exists to promote the knowledge, and encourage the practice of our heritage of traditional and historic folk dances, songs, and music. Our primary focus is on the Greater Hampton Roads Area of Virginia, including but not limited to the Cities of Norfolk, Portsmouth, Chesapeake, Virginia Beach, Suffolk, Newport News and Hampton. The principal activities of TIDEWATER COMMUNITY DANCE COUNCIL, INC. may include, but are not limited to, the organization of dances, workshops, and concerts.
Article 3: Educational Purpose. The TIDEWATER COMMUNITY DANCE COUNCIL, INC. is organized exclusively for, and operated exclusively for, educational purposes within the meaning of Section 501(c)3 of the Internal Revenue Code: “The term educational relates to the instruction or training of individuals for purposes of improving or developing their capabilities, or the instruction of the public on subjects useful to individuals and beneficial to the community.” (P. 11 of IRS Publication 557.)
Article 4. Membership. Membership in TIDEWATER COMMUNITY DANCE COUNCIL, INC. is open to all who support the objectives and educational purpose (Articles 2 and 3) and pay annual dues. The annual amount of dues and time of payment shall be set by the board of directors.
a. Members in good standing are entitled to attend general and special meetings; to vote for the election of board members; to hold office; and serve on standing committees.
b. Members are welcome to attend meetings of the Board of Directors and to participate in discussions, but cannot vote on matters before the Board.
c. Membership privileges may include reduced fees for regular functions, mailing of newsletters and special announcements, and other membership events sponsored by the board.
Article 5. Board of Directors. The members shall elect from their number a board of directors consisting of not less than five, nor more than twelve persons empowered to oversee the uses of funds raised and the general management of the business of the organization. Members of the board shall serve without compensation.
Elections to the Board will take place each year near or at the end of the dance season each year (usually in the month of June) at an annual all-members meeting. Directors shall be elected for a two year term by majority vote of the membership present at the meeting. The Initial Directors shall serve for a one year term in order to establish a rotation where approximately one half of Directors’ terms expire each year. No Director shall be elected for more than three consecutive terms. New board members shall take office at the beginning of July each year.
Duties of board members include attending two-thirds of the board meetings per annum as stated in the minutes. If a board member resigns, his or her place may be filled by appointment by the Board within a two-month period from the date of resignation to fill the unexpired term.
Article 6. Nominations and Election. Nominations and elections for the Board of Directors shall be conducted as follows:
a. In March of each year, the President shall solicit written nominations from the Board and the general membership. The slate of nominees shall be reported to the membership in May, at least three weeks prior to the annual meeting. Nominations for Board members may also be made from the floor during the annual meeting upon written petition of at least five members, provided consent of the member nominated has been obtained.
b. A majority of the members voting is required for election.
c. Election may be by voice or written ballot.
Article 7. Disbarment of a Board Member or Members. Any member, director or officer may be removed for cause from the Board or from the membership of the corporation by a majority vote of all the board members.
Article 8. Officers. The officers of TIDEWATER COMMUNITY DANCE COUNCIL, INC. shall include a President, Vice-President, Secretary, Treasurer and membership coordinator. Officers shall be elected by a majority vote of the Board of Directors from their membership at the first board meeting after the annual business meeting. The duties of the officers are:
a. President: The President is the executive in charge of coordinating the operation of the group; presides at meetings of the Board of Directors or general membership; calls regular or special meetings; with Board approval appoints the Chairs of standing or special committees, or individuals, to carry out special projects or programs. The President is the officially designated contact with the Country Dance and Song Society.
b. Vice-President: The Vice-President acts as President in the absence or illness of the President, and in the event of his/her resignation or incapacity to serve, shall succeed to the office of President until the next election of officers.
c. Secretary: The Secretary keeps records and minutes of meetings;
d. Treasurer: The Treasurer is responsible for payment of all authorized expenditures; advises the President and the Board about the financial affairs of the organization; together with the Board, prepares the annual budget; prepares the annual financial statement, and, upon approval of the Board, files such reports and returns as necessary to maintain the corporation’s tax-exempt status.
e. Membership Coordinator: The Membership Coordinator shall be responsible for maintaining a current list of all members and issuing membership cards.
Article 9. Fiscal Year.
The fiscal year shall begin Jan. 1 and end Dec. 31.
Article 10. Meetings.
a. There shall be at least one general meeting of the membership per year for the purpose of electing Directors and five percent of paid memberships shall constitute a quorum at any general meeting. All general meetings will be announced on the community dance webpage, and at all events sponsored by the corporation for at least one month prior to the date of the meeting.
b. The Board shall meet at least three times per year. Dates of the regular board meetings shall be announced on the community dance webpage and at regularly held events sponsored by the Corporation. Any member may attend any meeting of the Board and may participate fully, except that voting shall be by board members only. The president or acting chair shall vote only in the case of a tie. A majority of the Board shall constitute a quorum for any meeting of the Board. Minutes of the meetings of the Board shall be mailed or e-mailed to board members within two weeks of the meeting and shall be available to members upon request.
c. Special Meetings - Special meetings of the Board of Directors may be called by or at the request of the President or any Two Directors. In lieu of a special meeting, the Board may resolve specific issues by polling the Directors via telephone, e-mail or similar electronic means, and the agreement of two-thirds of the entire Board of Directors that the matter can be resolved through telephone or electronic consultation unless stated otherwise elsewhere in these by-laws.
Article 11. Additional Responsibilities and Committees. The Board of Directors shall be the governing authority of the corporation. Vacancies may be filled by the Board.
a. The Board has responsibility for fulfilling the legal duties of a non-profit organization and for carrying out the following functions: fiscal management, program over-sight, planning, fund-raising, human resource management (volunteers), public relations, and all other organizational matters.
b. The Board is empowered to create committees, departments and appointments for the purposes of carrying out the aims of the corporation.
1. Such committees and departments may be authorized to carry out specialized programs sponsored by the corporation, and to establish their own policies, budget, and bank accounts to carry out such programs.
2. All such committees and departments shall follow general guidelines established by the Board and shall make regular reports to the Board (including such reports as shall be required by the treasurer to prepare the annual budget and to prepare such reports as necessary to maintain the corporation’s tax-exempt status).
3. At least one board member shall serve on each department or committee created by the Board to conduct such programs.
4. All committees and departments will be under the authority of the board.
c. The Board may establish such other committees and task forces as needed to assist it in the accomplishment of its work. Unless given the authority to carry out a specific program as provided for in the previous paragraph, such committees shall report their work and recommendations to the Board for further action and approval.
d. A quorum for the transaction of Board business shall be a majority of the Board in office at the time. Unless otherwise stated, a majority vote of the board members present is required for all Board actions.
f. Board members are expected to participate fully in Board meetings. If a member is unable to fulfill this responsibility, he/she may resign or be removed from the Board by two thirds vote of the Board.
Article 12: Amendment of the Bylaws. Amendments to these Bylaws may be made upon one month's written notice to members; this notice must state the proposed changes. A two-thirds majority vote of those voting is required for adoption.
Article 13: Earnings to Private Individuals. No part of TIDEWATER COMMUNITY DANCE COUNCIL, INC.’s earnings may inure to the benefit of private individuals. This does not preclude the payment of any reasonable fees for work performed or scholarships granted.
Article 14: Dissolution of Assets. In the event of dissolution, the assets of TIDEWATER COMMUNITY DANCE COUNCIL, INC. will be distributed to another nonprofit organization with 501(c)3 status and which exist for a similar educational mission or purpose.
Article 15: Political Activity. TIDEWATER COMMUNITY DANCE COUNCIL, INC. will not, as a substantial part of its activities, attempt to influence legislation or participate to any extent in a political campaign for or against any candidate for public office.
Article 16: Miscellaneous. Should any of the provisions or portions of these Bylaws be held unenforceable or invalid for any reason, the remaining provisions and portions of these Bylaws shall be unaffected by such holding. Any matters not specifically addressed by these Bylaws shall be governed by the applicable sections of Chapter 10, Title 13.1 of the Code of Virginia, 1950, as amended or by the general rules of parliamentary procedure as set forth in Robert's Rules of Order (Newly Revised, 10th Edition).
Adopted and Ratified by the Board of Directors
at the Organizational Meeting on March 7, 2005
As Amended January 22, 2006 and June 17, 2006
Further Amendments June 21, 2008
Attested by _________________________________