By-Laws

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West Georgia Beekeepers Association, Inc.

By-Laws

Article I

Name

The name of the club shall be the "West Georgia Beekeepers Association, Inc.," and shall be referred to as the Club throughout the remainder of this document.

Article II

Purpose

A. This is a not for profit organization to aid in the development and promotion of practical beekeeping methods in West Georgia communities. More specifically, the purpose of the Club is:

(a) To promote and support the practice of beekeeping,

(b) To promote the use of beekeepers products.,

(c) To engage in any activity which will promote the common interest and general welfare of local beekeepers and the beekeeping industry,

(d) To help create a public awareness of the benefits of the bees to mankind, and,

(e) To perform any act or function authorized by law and not inconsistent with the above stated purpose.

Article III

Registered Agent

The Club is registered as a Domestic Nonprofit Corporation under the laws of the State of Georgia with the Principal address, PO Box 5053, Douglasville, GA 30154. The registered Agent is T. Dennis Connally, 8483 Campbellton Street, Douglasville, GA 30134.

Article IV

Membership

A. The club shall have three classes of members:

(a) ACTIVE: Any person interested in beekeeping may become an Active Member of the Club by paying the required membership dues. An Active Member shall have the right to attend all meetings, vote and perform any other function not restricted by law, these bylaws, or by the officers and/or directors of the Club.

B. Membership in the Club shall be evidenced by paying the required annual dues.

(a) Membership shall be active from January 1 through December 31 of the current year.

C. Annual membership dues are payable to the Treasurer on or before sixty (60) days prior to the 31st day of December. Members in arrears thirty (30) days shall be dropped from membership. No member shall be allowed to vote, hold office, make motions, or otherwise participate in the affairs of the Club unless his/her dues are current. The account of membership dues shall be set by majority vote of the board of directors, referred to as the Board throughout the remainder of this document.

Article V

Meetings

A. There shall be a monthly meeting of the Club to be held at a time and place designated by the Board. The purpose of the November meeting is for the election of officers and directors, conducting such other business as may be properly brought before the membership.

B. All meetings shall be presided over by the President or other person appointed by the Board. The Secretary or his/her designated shall keep minutes of each meeting, and said minutes shall be made part of the records of the Club.

C. At the discretion of the President or at least five (5) members of the elected board, a meeting of the Board may be called. Written notice via U.S. mail or electronic mail shall be sent to each Board member at least ten (10) days prior to the meeting. Said notice shall state the date, time, place and purpose of the meeting. A quorum for conducting the business of the Board shall be five (5) members of the elected Board. Any member of the Club shall be allowed to attend any meeting of the Board, but may not vote or make motions.

D. The order of business for all membership meetings of the Club, unless changed by a majority vote of members present, shall be as follows:

(a) Call to order;

(b) Address comments on the minutes and vote to accept the minutes as written or as corrected;

(d) Presentation of Awards;

(e) Report of all Board of Directors meetings since the last membership meeting;

(f) Treasurers report;

(g) Reports of Officers;

(h) Reports of Committees;

(I) Old Business;

(j) New Business;

(k) Beekeeping Questions and Answers;

(l) Election of new Officers (at November Membership Meeting);

(m) Conduct Monthly Raffle;

(n) Adjournment.

E. In its discretion, the Board may schedule other informational meetings, educational seminars, workshops, or conferences, which may be of benefit to the general membership or segments of the membership.

ARTICLE VI

OFFICERS

A. The elected officers of the Club shall consist of a President, Vice President, Secretary, Treasurer. The newsletter editor is a Board-appointed position.

B. To be qualified to hold an elected office in the Club, an individual shall be an Active Member of the Club for the year they shall serve and for the immediate past year.

C. Officers shall be elected by majority vote of the members present at the November Meeting. Term of office shall be for one year. The term shall begin January 1st and end on December 31st.

(a) The President can serve for two consecutive terms.

(b) All other officers may serve successive terms at the discretion of the membership.

D. President: The President shall:

(a) Have such powers and duties as are imposed upon him/her by law, these Bylaws, and by the Board. The president shall preside at all membership and Board Meetings unless otherwise directed by the Board.

(b) Appoint all committees and select the chairperson of said committees, unless stated otherwise by the By-Laws.

c) Serve as ex-officio member of all committees, except the Nominations Committee and the Beekeeper-of-the-Year Award Committee.

(d) Perform such other duties as the By-Laws may prescribe or the Board of Directors may direct.

E. Vice-President (VP): The VP shall:

(a) Perform in all duties incumbent upon the President during the absence or disability of the President.

(b) Review all bills presented for payment by the Treasurer, not already approved by the Board, and needing payment before the next meeting of the Board. This bill can be approved for payment or disapproved as the VP sees fit. If the bill is disapproved, the Treasurer can submit the bill to the Board for review at the next Board meeting or by letter.

(d) Obtain the names of all visitors and guests present at membership meetings, introduce the visitors and guests to the members present, and give a correct list of the visitors and guests to the Secretary.

(e) Perform such other duties as the By-Laws may prescribe or the President and/or Board may direct

F. Secretary: The Secretary shall:

(a) Keep, or cause to be kept, in a book provided for the purpose, a true and complete record of the proceedings of all meetings and the Board. A copy of the minutes of said meetings shall be made available to all members of the Board as soon after a meeting as the Secretary or his/her designate can make them available.

(b) Be custodian of the records.

(d) Attend to the giving of all notices required by law, these By-Laws, the President, and/or the Board.

(e) Deliver all records of the Club to his/her successor in office, or by request of the Board, to the Board of Directors.

(f) Provide assistance to the Treasurer as necessary at all meetings of the Club.

(g) Perform such duties as the bylaws may prescribe or the President and/or the Board may direct.

G. Treasurer: The Treasurer shall:

(a) Keep full and accurate records of all Club financial transactions, showing the financial condition of the Club. These records shall be available for review by the President of his/her designate at all times.

(b) Be the legal custodian of all Club funds that may from time to time come into the possession of the Club. He/she shall immediately deposit all funds of the Club in some reliable bank to be designated by the Board, and shall keep this bank account in the name of the Club.

(d) Prior to the November meeting, furnish the VP the Club's accounts for his/her review.

(e) Keep a complete list of current members and addresses of members. This list will be made available to any member of the Club on request. The list shall exclude the name, and all other information of any member that has indicated that this information may not be released.

(f) Maintain a complete record of all physical property and equipment owned by the Club, the physical location of said property and/or equipment, and the member responsible for the said property and/or equipment.

(g) Deliver all records of the Club to his/her successor in office, or by request of the Board, to the Board.

(h) Perform such other duties and the bylaws may prescribe and/or the Board may direct.

H. Any officer may be removed by the membership at any meeting with respect to which notice of such intent is given to the members at least thirty (30) days prior to the meeting.

I. A vacancy in any office because of death, resignation, removal, disqualification, or for any other reason, may be filled by the Board for the unexpired portion of the term of that office,

ARTICLE VII

BOARD OF DIRECTORS

A. The Board of Directors for the Club, noted as being referred to as the Board, shall consist of the current officers, the immediate past president, and six Elected Directors. The Elected Directors shall be elected to office by a majority vote of the members present at the November Meeting.

B. To be qualified to serve as an Elected Director of the Club, an individual shall be an Active Member of the Club for the year they shall serve and for the immediate past year.

C. Elected Directors shall serve for three-year staggered terms, with two directors being elected at each November Meeting. Elected Directors may serve successive terms at the discretion of the membership. Any Elected Director, may be removed by the membership at any meeting with respect to which notice of such intent has been given to the members at least thirty (30) days prior to the meeting.

D. Should any Director die, resign, be removed from office, or be disqualified for any other reason, the Board may appoint a successor to fill the unexpired term.

E. The business and affairs of the Club shall be managed by the Board of Directors in accordance with the Club's purpose and consistent with the directives of the membership. In addition to the powers and authority expressly conferred upon it by these Bylaws, the Board may exercise all such powers of the Club and do all such lawful acts as directed or required by the members of officers that are not prohibited by law, by the articles of incorporation, or by these By-laws.

F. The Board will meet quarterly to address all business affairs. Minutes will be taken at these meetings and reported at the following general meeting.

G. Any action, which may be taken by the Board at a meeting, may be taken without a meeting provided that all elected members of the Board sign a written approval. Such written approval shall have the same effect as a unanimous vote of the Board at a meeting.

ARTICLE VIII

STANDING COMMITTEES

The Club shall have the following Standing Committees:

. Beekeeper-of-the-Year Award Committee.

a) The Beekeeper-of-the-Year Award Committee shall comprise at least two Active Members of the Club and the immediate past recipient of the Award. Each year the President shall select at least two Active Members to serve on the Committee. If the immediate past recipient cannot, for any reason, be a member of the Committee, the President shall appoint a proxy.

(b) The Committee shall solicit written nominations for the Award from the members of the Club and accept nominations through September 30. Only current Active members, as outlined in Article IV, Section A (a) of these By-Laws, not serving on the committee shall be eligible for the Award.

(c) The Committee shall meet at least sixty (60) days prior to the November meeting and consider the following criteria in deciding a winner: The Beekeeper of the Year should:

1. Exemplify good beekeeping practices,

2. Demonstrate leadership,

3. Promote beekeeping,

4. Actively participate in local, regional, or national beekeeping organizations.

(d) The Chairman of the Committee shall be responsible for obtaining the Award and shall present the Award at the December Meeting. If the Chairman is not available at the December meeting, the President shall present the Award.

B. Nominating Committee

(a) A Nominating Committee of at least three (3) Active Members shall be selected by the President at least six month before the November Meeting. The President shall appoint the Chairman of the Nominating Committee.

(b) The Nominating Committee shall meet at least 60 days before the November Meeting and select at least one nomination for each of the offices of President, Vice President, Secretary, Treasurer, and Newsletter Editor. The Committee shall verify that all nominees are eligible for office and each nominee shall agree to serve in the office if elected, the Chairman, or his/her designee, shall present these individuals at the November Membership Meeting.

C. Auditing Committee.

(a) An Auditing Committee may be selected at any time by the Board to review the financial records of the Club.

(b) The Auditing Committee shall consist of not less than three Active Members of the Club, one of which shall be a member of the Elected Board of Directors. Neither the VP nor the Treasurer can serve on the Auditing Committee, but at least one of these officers should be present to answer questions.

ARTICLE IX

PARLIAMENTARY PROCEDURE

The rules contained in the current edition of Robert Rules of Order Newly Revised, shall govern the Club in al cases to which they are applicable and in which they are not inconsistent with the By-laws or any special rules of order the Club may adopt.

ARTICLE X

AMENDMENTS OF BY-LAWS

. The Board by a two-thirds vote shall have power to alter, amend, or repeal these By-laws and/or adopt new by-laws.

. Any by-laws adopted by the Board may be altered, amended or repealed, and new bylaws adopted, by a two-thirds vote of the members present. The members may prescribe that any by-law or by-laws adopted by them shall not be altered, amended, or repealed by the Board. Any amendment of repeal by the membership shall be done at the November Meeting or at a special meeting called for that purpose. A copy of any proposed amendment shall be mailed (U.S. mail or electronic mail) to all members at least thirty (30) days prior to the meeting at which it is to be considered