Louisiana Lagniappe Chapter
The Embroiderers' Guild of America, Inc.
South Central Region
Chapter Bylaws: 2009
Article I Name; Use of EGA's Trademarks
The name of this organization shall be Louisiana Lagniappe (LALag) Chapter, of The Embroiderers' Guild of America, Inc., (EGA). While this chapter is recognized as a chapter by EGA, the Chapter and its members may use EGA's registered trademarks: the name "The Embroiderers' Guild of America, Inc.", the stylized needle and thimble logo and design, and the letters "EGA", under standards approved by EGA. All use of such registered trademarks shall be discontinued upon the suspension, withdrawal of recognition, resignation, or dissolution of this chapter.
ARTICLE II OBJECT
The purpose of this chapter shall be to foster the highest standards of excellence in the practice of the art of embroidery through an active program of education and study and to preserve the heritage of the art of embroidery.
ARTICLE III MEMBERSHIP
Section 1. Any person, regardless of race, gender, religion, national or ethnic origin may become a member of this chapter upon application and payment of dues.
Section 2. Annual dues shall be payable upon notification by the chapter membership chairman.
Section 3. Those whose dues are not paid within the quarter of notification shall be automatically dropped from membership.
Section 4. Transfer and plural members shall be accepted by this chapter upon notification and payment of chapter dues and appropriate region dues, provided the member's current national dues have been paid through the primary chapter. The current status of the applicant's national and regional membership must be confirmed prior to acceptance of plural membership. Dues for a plural member may not exceed those of a primary member.
Section 5. Dues shall be determined by and/or changed by a majority vote of the membership present at a Quarterly Business Meeting, as recommended by the Board of Directors.
ARTICLE IV OFFICERS
Section 1. The elected officers of this chapter shall be a president, a vice president, a secretary, and a treasurer.
Section 2. Officers shall serve a term of one (1) year or until their successors are elected, and term of office shall begin January 1.
Section 3. No member shall be eligible to serve more than two terms consecutively in the same office, and no member shall hold more than one elected office at a time.
Section 4. If a vacancy occurs in the office of president, the vice-president shall automatically become president; all other vacancies in office shall be filled by election by the Board of Directors; nominations shall be made by the remaining Board Members.
Section 5. Nominations and Elections:
a. A nominating committee of four (4) members shall be elected at the business meeting immediately prior to the Annual meeting.
b. It shall be the duty of the nominating committee to nominate at least one candidate for each of the offices to be filled and report their slate of nominees in the September/October Newsletter and at the Annual meeting, having obtained consent for nomination from each. Members of the nominating committee are not barred from becoming candidates for office.
c. The election of officers shall be at the October annual business meeting. Additional nominations from the floor may be made providing consent to serve has been obtained from the nominees prior to the meeting. If there is more than one candidate for an office, the vote shall be taken by ballot.
ARTICLE V MEETINGS
Section 1. Regular meetings of the chapter shall be held on the second Thursday of the month, unless otherwise ordered by the membership or the board of directors.
Section 2. The annual meeting shall be held in October for the purpose of electing officers, receiving annual reports from the officers and standing committees, adopting a budget, and transacting any other business that may arise.
Section 3. Special Meetings may be called by the president, by the board of directors, or by four (4) members, two of whom must be board members. A seven day notice stating the business of the special meeting is required, and no business other than that stated in the notice may be transacted.
Section 4. The quorum for all chapter meetings shall be ten percent (10%) of the membership.
Section 5. Voting without a meeting. Any action required or permitted to be taken by the board or any committee thereof may be taken without a meeting provided that all members of the board or committee consent in writing to the adoption of the resolution authorizing the action. If action without a meeting is necessary by the board, the action shall be ratified at the next regular board meeting to become an official act of the board.
ARTICLE VI BOARD OF DIRECTORS
Section 1. The Board of Directors shall be composed of the elected officers, immediate past president, region representative, standing committee chairmen, and one representative from each area interest group.
Section 2. The president shall appoint a region representative, with the approval of the executive committee. The appointment shall be announced at the first chapter meeting after election or as appropriate.
Section 3. Unless otherwise stated, the term for the appointed members of the board of directors shall be concurrent with the term of the president who appointed them.
Section 4. The board of directors shall have general supervision of the affairs of the chapter between its business meetings: fix the day, hour, and place of meetings; make other recommendations to the chapter; and perform other duties specified in these bylaws. The board shall be subject to the orders of the chapter and its acts shall in no way conflict with action taken by the general membership.
Section 5. The Board shall meet at least quarterly. Board Meetings shall be open to all Chapter members. Dates shall be published in the newsletter.
Section 6. Special Meetings of the board of directors may be called by the president or by any three members of the board, one of whom shall be an elected officer. A seven day notice stating the business of the special meeting is required, and no business other than that stated in the notice may be transacted.
Section 7. The quorum for all board of directors meetings shall be a majority of its members.
ARTICLE VII EXECUTIVE COMMITTEE
Section 1. The executive committee shall be composed of the elected officers of the chapter.
Section 2. The executive committee shall have general authority over the chapter between meetings of the board of directors and it shall perform other duties specified in these bylaws. Any action taken by the committee shall be reported at the next board meeting.
Section 3. Meetings of the executive committee shall be held between meetings of the board of directors, if necessary.
Section 4. The quorum for the executive committee shall be a majority of its members.
ARTICLE VIII COMMITTEES
Section 1. The standing committees of this chapter shall be education, membership, newsletter, website and workshop.
Section 2. The president shall appoint all standing committee chairmen. Committee appointments shall be approved by the executive committee. The president shall announce said appointments at the January meeting or as appropriate. Each committee chairman shall appoint committee members as needed with the approval of the President.
Section 3. Special Committees or additional standing committees shall be appointed by the president as the chapter or the board of directors deems necessary.
Section 4. The president shall be an ex officio member of all committees except the nominating committee.
ARTICLE IX FISCAL POLICIES
Section 1. The fiscal year shall be from January 1 through December 31.
Section 2. The books and accounts of the chapter shall be kept in accordance with sound accounting practices. Chapter financial records should be audited each year, either professionally or by an Audit Committee appointed by the Chapter President. The treasurer shall furnish EGA and the South Central Region Director with a report of the finances of the chapter by February 15 of each year and shall send proportionate amounts of each member's dues to both EGA and the Region on a regular basis.
Section 3. No one may profit from membership in the chapter by sales, or solicitation of sales, at EGA meetings or workshops; however, the chapter may contract with members in their professional capacities. EGA prohibits the use of membership lists other than for EGA purposes.
Section 4. Annual Budget
a. The chapter shall prepare and present a budget to the membership for approval no later than the meeting prior to the effective date of the budget.
b. The board of directors and/or the executive committee shall not spend any non-budgeted funds in excess of $300.00 during the fiscal year. The chapter may approve an expenditure in excess of this amount provided:
1. the membership is notified in writing at least thirty (30) days prior to the meeting at which the vote is taken,
2. the written notice shall include the amount and purpose of the expenditure, and
3. the approval is by a two-thirds vote of the members present at the chapter meeting.
Section 5. Donations: Donations of monies by the chapter may be made to any organization which is in compliance with Section 501(c)(3) of the United States Internal Revenue Code and which the chapter, by a two-thirds vote has designated as the recipient. Notice of such a proposed donation shall be submitted in writing to the members at least thirty days prior to the meeting at which such vote is taken.
Cash donations from the treasury must be strictly regulated by the membership.
Section 6. Dissolution: In the event of dissolution of the chapter, all its assets and funds remaining after payment or provisions for payment of all debts and liabilities of the chapter shall be distributed to one or more organizations which have been in existence for a period of two years, which are in compliance with Section 501 (c) (3) of the United States Internal Revenue Code, and which the chapter has designated as a recipient by a two-thirds vote. Notification to the membership shall be provided in writing at least thirty days prior to the meeting at which such a vote is to be taken.
Section 7. Indemnification of Directors or Officers. See attached sheet.
ARTICLE X PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the chapter in all cases which they are applicable and in which they are not inconsistent with the chapter bylaws, South Central Region bylaws, the bylaws of The Embroiderers' Guild of America, Inc., any special rules of order the chapter may adopt, or any statutes applicable to this organization.
ARTICLE XI AMENDMENT TO BYLAWS
Section 1. Any bylaw amendment(s) effected by EGA that necessitates amendment(s) to the chapter bylaws shall be incorporated automatically in the chapter bylaws and the membership shall be informed of such changes at the next regular meeting; and
Section 2. These bylaws may also be amended by a two-thirds vote at any regular meeting of the chapter provided the proposed amendment has been submitted, in writing, to the membership at least thirty days before the meeting and the proposed amendment has received the approval of The Embroiderers' Guild of America, Inc., prior to the meeting.
Membership Approval____________________________________________________
Date Chapter President Signature
EGA Approval___________________________________________________________
Date Chairman,Chapter/RegionBylaws Committee
EGA Approval___________________________________________________________
Date Director of Bylaws
