REIMAN GARDENS GUILD - BYLAWS
ARTICLE 1 – NAME
Reiman Gardens Botanical Garden Guild shall be the name of the organization.
ARTICLE II – PURPOSE
The purpose of the Reiman Gardens Botanical Garden Guild, referred to hereafter as Reiman Gardens Guild, shall be to operate exclusively for the benefit of Reiman Gardens. All Reiman Gardens Guild activities shall be consistent with the mission and purpose of Reiman Gardens.
ARTICLE III – MEMBERSHIP
Membership shall consist of individuals who are interested in assisting in the advancement of Reiman Gardens. Membership is open to the public. Members of the Guild shall be encouraged to be paid members of Reiman Gardens. Membership in the Guild does not constitute a membership to Reiman Gardens. Annual membership dues shall be paid to the Treasurer.
ARTICLE IV – OFFICERS
Section 1 OFFICERS. Officers of the Guild shall be President, President-Elect, one or more Vice Presidents, Recording Secretary, Treasurer and Advisor. Additional officers may be elected by the Board of Directors as needed.
Section 2 NOMINATIONS. The Nominating Committee shall nominate at least one candidate for each office to be filled. The slate shall be presented to the Guild Board, and voted upon, at least one month prior to the Annual Meeting.
Section 3 ELECTION AND TERM OF OFFICE. The officers shall be elected by the majority of those members present and voting at the Board Meeting which is held at least one month before the Annual Meeting. Additional nominations from the floor shall be permitted. Elections shall be by ballot unless only one name is placed in nomination for an office then election may be by voice vote. The officers shall assume their duties at the beginning of the new fiscal year. Newly elected officers shall serve a one-year term, with the exception of treasurer which is a two-year term. Once the two-year term for treasurer has been completed, a new treasurer must be elected.
Section 4 DUTIES. The powers and the duties of the officers shall be as follows:
A. President. The President shall be a non-voting member of the Board of Directors of Reiman Gardens during the term of the office. The Guild President shall preside at all meetings of the Guild, the Board and the Executive Committee and be an ex-officio member of all Guild committees.
B. President-Elect. The President-Elect shall assist the President and assume the duties of that office in the absence of the President. The President-Elect shall automatically become President the following year.
C. Vice President –Education. The Vice President –Education shall work with the staff of Reiman Gardens to develop and coordinate all Guild educational activities and shall assist the President as needed.
D. Vice President –Fundraising. The Vice President –Fundraising shall work with the staff of Reiman Gardens to develop and coordinate Guild fundraising activities and shall assist the President as needed.
E. Vice President –Membership. The Vice President –Membership shall work with the staff of Reiman Gardens to promote Guild membership and membership services and assist the President as needed.
F. Recording Secretary. The Recording Secretary shall record minutes of the meeting of the Guild, the Guild Board and the Executive Committee; shall send notices of all Guild meetings and shall maintain a file of essential records and assist the President as needed.
G. Treasurer. The Treasurer shall work with the staff of Reiman Gardens in maintaining an account of the funds of the Reiman Gardens Guild, shall keep full and accurate accounts, shall present financial statements at the Board meetings of the Guild and shall have the books and financial records ready for examination at the end of the fiscal year and assist the President as needed.
H. Advisor. The Immediate Past President shall serve as Advisor to the Board of Directors and shall serve as the Chairman of the Nominating Committee.
Section 5 VACANCIES. Any vacancy occurring within the Guild Executive Board shall be filled by the Executive Committee. That person so elected shall serve until the expiration of the original term.
ARTICLE V – BOARD OF DIRECTORS
Section 1 BOARD MEMBERSHIP. The Directors shall consist of the elected officers of the Guild and the chairs of the standing committees. Newly elected Board Members shall serve at least one three-year term. Once the first term has been completed, members may elect to renew on an annual basis. The board shall not exceed 45 members.
Section 2 BOARD DUTIES. The control of and management of the organization shall be vested in the Board of Directors. The Executive Committee shall act for the Guild Board between Board Meetings. Any action taken at an Executive Committee meeting shall be submitted to the Guild Board for ratification at its next meeting.
Section 3 BOARD OBLIGATIONS. A Guild Board Member must be a member of Reiman Gardens and attend &/or support half of guild meeting or events/activities. Excused absences will be taken into account. If obligations are not fulfilled, the board seat will become open at the end of that fiscal year.
Section 4 QUORUM. One-third of the Guild Board shall constitute a quorum.
ARITCLE VI – COMMITTEES
Section 1 EXECUTIVE COMMITTEE. The Executive Committee shall consist of the President, PresidentElect, Vice Presidents, Recording Secretary, Treasurer and Advisor.
Section 2 STANDING COMMITTEES. The Executive Committee shall establish all Standing Committees and appoint all chairs. Committee Chairs may be assigned to an appropriate Vice President for organizational and reporting purposes. The chairs of all Standing Committees shall serve as members of the Guild Board for the current term.
Section 3 SPECIAL COMMITTEES. The Executive Committee shall have the power to establish Special Committees as needed and to appoint the chairs of these committees.
Section 4 NOMINATING COMMITTEE. The Nominating Committee shall consist of the Advisor who shall serve as Chairman, three (3) additional Board Members and two (2) alternate Board Members elected by the Guild Board. The Committee Members shall serve for one (1) year. No member shall serve for more than two (2) consecutive years.
ARTICLE VII – MEETINGS
Section 1 BOARD MEETINGS. Regular Board Meetings shall be held at least eight (8) times during the year. A Reiman Gardens Staff/Management Guild Liaison shall attend all Guild Board meetings or send a representative.
Section 2 EXECUTIVE COMMITTEE MEETINGS. Meetings of the Executive Committee shall be held when called by the President or a majority of its members.
Section 3 ANNUAL MEETING. An Annual Meeting shall be held no later than December 31 of each year, or on such other date as may be designated by the Board. This meeting shall be held for the Guild Membership and the Board of Directors.
ARTICLE VIII – FISCAL POLICIES
Section 1 FISCAL YEAR. The fiscal year of the Guild shall be from January 1 to December 31.
Section 2 FINANCIAL RECORDS. All financial records shall be presented to the Reiman Gardens at the completion of the fiscal year.
Section 3 DISSOLUTION. In the event of dissolution of the Reiman Gardens Guild, its assets, after a payment of all outstanding bills and debts, shall be given to Reiman Gardens.
ARTICLE IX – AMENDMENTS
The Bylaws may be amended by the Guild Board by a two-thirds vote of the members present and voting at any regular meeting of the Guild Board or at a special meeting called by the Guild President. The Board of Directors shall be given written notice of any proposed Bylaw changes at least one month before they are voted upon.