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By-Laws

Printed as of December 22, 2011

ARTICLE I

 

The name of this organization shall be the CALIFORNIA CHINA PAINTERS ART ASSOCIATION which may be abbreviated CCPAA.  The principal place of business of the organization shall be the same address as defined in the Standing Rules, number 7.

ARTICLE II - Object

 

SECTION 1.  The purpose of this organization shall be to:

(a) Promote the enlightenment of the public in regard to the application and skill in the decoration of china.

(b) Seek ways to interest the public in the art of china painting by displaying the art in public places, making it available at art exhibits, and making available classes, seminars and workshops for the express purpose of education.

(c) Establish a friendly, free intercourse and mutual understanding between professional and amateur groups.

(d) Any other purpose not prohibited by the General Non-Profit Corporation Code.

 

ARTICLE III- Membership

 

SECTION 1.  Membership shall be extended to all persons whose applications have been approved by the Executive Board or at the General Membership meeting, upon payment of the annual dues.  There shall be only one (1) class of membership, with each member entitled to one (1) vote.

SECTION 2.    The annual dues shall be due and payable January 1, each year, delinquent thirty (30) days thereafter. Member’s name will not be included in the roster if dues are not paid by January 31st.

SECTION 3.  Members joining in September or later, will have their dues credited through the following year.


SECTION 4. Members terminated by non-payment of dues may be reinstated upon approval of the Executive Board and upon payment of current year’s dues.  Terminated members shall lose all property interest in, and all privileges of the organization.


SECTION 5. Visitors may attend the General meetings of the organization, but such visitors may not attend more than two (2) meetings without requesting application for membership.


SECTION 6.  Any person who has rendered outstanding and distinguished service to the organization, or to the cause for which it was founded, may, by written ballot, at the discretion of the Executive Board, and the approval of the organization, become the recipient of an   “HONORARY LIFE MEMBERSHIP” card.  The words “Honorary Life Membership” shall appear upon such card along with the date of issuance, the name of the organization and the signature of the President and Membership Chairman.


SECTION 7. Honorary Life Membership shall be issued to each President at the completion of her term or terms of office.

 

ARTICLE IV- Officers and their duties

 

SECTION 1. 

(a) The elective officers shall be President, First Vice-President, Second Vice-President, Recording Secretary, Corresponding Secretary, Treasurer, Membership Chairman, Amenities Chairman and Historian-Publicity.

(b) The appointive Chairmen shall be: Parliamentarian, Auditor, Show Chairman, Ways & Means Chairman, Roster Chairman, Newsletter Editor and any Chairman of a Standing Committee deemed advisable by the Executive Board.

(c) No elected officer shall hold the same office for more than two (2) consecutive terms of one (1) year.  Past officer may remain if the office cannot be filled (amended 11/20/06)

(d) Any vacancy occurring in any of the above offices, other than President, shall be filled by the Executive Board for the remaining unexpired term.

(e) All officers shall assume their duties immediately upon installation in January. (see SR #11 – 2nd paragraph)

SECTION 2.

(a) PRESIDENT.  Shall preside at all meetings of the organization; shall be a member ex-officio of all committees (EXCEPT THE NOMINATING COMMITTEE), shall appoint a Parliamentarian, an Auditor, Show Chairman, Ways & Means Chairman, Roster Chairman, Newsletter Editor, Chairman for Orange County Fair, Chairman for Los Angeles County Fair, Anaheim Art Council Chairman, Librarian, and any Chairman of a Committee deemed advisable by the Executive Board; shall sign all authorized warrants, checks and contracts as needed. President is responsible for securing artists for the In-State and Out-of-State 3 or more days Workshops. From 2012 presidents will receive membership privileges corresponding to the number of years they served in office as president.

(b) FIRST VICE-PRESIDENT.  Shall preside in the absence of the President at all meetings and shall automatically fill an unexpired term of the Presidency; shall be Chairman of the Guest Artist Committee and Serendipity.(shall be responsible for placing sign at Meetings (amended 11/20/06)

(c) SECOND VICE-PRESIDENT.  Shall be Chairman of the Programs(aka Demo’s-SR#16) and 1 or 2 days Workshops  Committee, which shall arrange programs from February through February and submit them to the Executive Board for approval.

(d) RECORDING SECRETARY.  Shall keep an accurate record of the meetings of the Organization and the Executive Board, which shall be read at the following meeting of the Organization, unless the Minutes are published; shall keep one (1) book in which the Articles of Incorporation, By-Laws, Rules of Order and Standing Rules shall be written, leaving every other page blank, and whenever an amendment is made, in addition to being in the Minutes, it shall be immediately entered on the page opposite to the Article amended, with a reference in red ink, to the date and page number in the Minutes where it is recorded; shall keep the Parliamentarian informed regarding all amendments and change in rules.

(e) CORRESPONDING SECRETARY. Shall conduct the general correspondence of the Organization; shall read all correspondence at the Executive Board and regular meetings.(see SR #14)amended 4/13/08

(f) TREASURER.  Shall receive all moneys from the Membership Chairman, the Ways & Means Chairman, Show Chairman, or any other Committee Chairman, and all other sources, and shall issue a receipt for same; shall deposit all funds to the account of the California China Painters Art Association; shall sign checks when paying bills authorized by the Organization.  Shall keep itemized accounts of receipts and disbursements and render accounts at the Executive Board and General business meetings of the Organization; shall compile all tax and/or information returns on or before due date and shall submit all books to the Audit Committee quarterly; shall prepare and deliver all required records and accounts to an accountant chosen by the Executive Board for the preparation of Federal and State Tax Returns.

(g) MEMBERSHIP CHAIRMAN.  Shall read all applications for membership at the General Meeting or Executive Board Meeting for approval; shall receive the dues from membership; shall issue membership cards and mail them to those not present to receive them; notify members when their dues are delinquent; shall keep a list of members and furnish the Recording Secretary, Corresponding Secretary, Roster Chairman and Newsletter Editor with a copy of the list of new members; shall turn all moneys collected for membership dues to the Treasurer and receive a receipt for same; shall introduce new members and guests at each business meeting and shall endeavor to encourage members to constantly increase the membership.

(h) AMENITIES CHAIRMAN.  Shall be responsible for coordinating meals and refreshments for organization activities and events as set by the Executive Board.

(i) HISTORIAN-PUBLICITY.  Shall keep an accurate record of the activities of the organization, which shall be preserved for the future use of the membership; shall display the History Book at meetings and shows.  Shall also attend to keeping the activities and projects of the organization before the public.

(j) PARLIAMENTARIAN.  Shall advise the President and members on Parliamentary Procedure; shall be Chairman of the By-Laws Committee and present a copy of any amendment to the By-Laws to the Executive Board and membership.

(k) AUDITOR.  The Audit Committee shall examine the records of the Treasurer quarterly; shall report each audit in writing to the Executive Board and the members of the organization, if required by the Executive Board.

(l) WAYS & MEANS CHAIRMAN.  Shall make plans for raising funds for organizational purposes, subject to the approval of the Executive Board.

(m) SHOW CHAIRMAN.  Shall appoint a committee to execute all duties required to present a yearly exhibition as designated by members of the Board, and issue a report of the income and expenses of the show to the membership.

SECTION 3.

(a) A NOMINATING COMMITTEE of three (3) shall be elected at the May meeting to select a group of consenting candidates for all offices and present them to the membership, in writing, at least thirty (30) days prior to the election in November.  The Nominating Committee shall meet and elect its own Chairman.

(b) Nominations shall also be accepted from the floor at the September and November meetings.

(c) Absentee ballots may be requested. All absentee ballots must be returned to the Nominating Committee Chairman five (5) days prior to the election in November.  The names of those requesting absentee ballots shall be read before the election of officers begins.  Ballots to be counted and reported by voice vote.

(d) The election shall be by ballot, EXCEPT when there is but one (1) candidate for an office, then the election for that office shall be by voice vote.  A MAJORITY vote shall elect.

 

ARTICLE V- General Meetings

 

SECTION 1.  General business meeting shall be held every other month, beginning in January, as set out in Standing Rule 1.

SECTION 2.  The time of the General business meeting may be changed by a two-thirds (2/3) vote, and notice given members in sufficient time to permit attendance.

SECTION 3.  The place of the General business meeting shall be recommended by the Executive Board and voted on by the members.

SECTION 4.  Special meetings may be called by the Executive Board, provided ten (10) days written notice is given the members.

SECTION 5.  At any meeting of the organization a majority of the members present shall constitute a quorum, provided four (4) elected officers are in attendance.  (retroactive to 3/21/05)  7/18/05 

 

ARTICLE VI- Corporate Board of Directors

 

SECTION 1.  There shall be a Corporate Board of Directors of four (4) members, which shall include the President.


SECTION 2.  Each Director shall hold office until his successor shall have been elected.


SECTION 3.  Any vacancy occurring in the office of Directors shall be filled by a majority vote of the remaining directors.  The appointee shall hold office until his successor is elected at a meeting of the members.


SECTION 4.  All meetings of the Board of Directors shall be held as directed from time to time by the Corporate Board except that there shall be a least ONE (1) ANNUAL meeting.


SECTION 5.  A majority of the whole number of Corporate Directors shall constitute a quorum for the transaction.


SECTION 6.  The Directors of the Corporation shall serve without compensation.


SECTION 7.  The Powers of the Corporate Board of Directors shall be as defined in the General Non-Profit Corporation Code.

 

ARTICLE VII- Executive Board

 

SECTION 1.  The Executive Board shall be composed of the members of the Corporate Board of Directors, duly elected officers, appointed officers, and chairmen of the committees set forth in Article IV.


SECTION 2.  The Executive Board shall meet on a day that they shall designate, to authorize payment of bills, consider applications for membership and letters of resignation; to act upon communications and otherwise supervise the business of the organization.


SECTION 3.  All major expenditures, those exceeding three hundred ($300.00), with the exception of any emergency show expenditure, shall be submitted to the membership for approval.


SECTION 4.  Special or emergency meetings of the Executive Board may be called by the President.  Notice of time and place of such meeting shall be given to all members of the Board five (5) days in advance of the special meeting.

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SECTION 5.  A majority of the Executive  Board members present at any meeting shall constitute a quorum for the transaction of business.


SECTION 6.  The Executive Board shall have the power by vote of the majority of its members to terminate the membership of any member for conduct which in its opinion disturbs the order, dignity, harmony, or impairs the good name, popularity or prosperity of the organization or which is likely, in its opinion, to endanger the welfare, interest or character of the organization, or for any conduct in violation of these by-laws or of the rules and regulations of the Corporation which may be made from time to time.  Such action by the Executive Board may be taken at any meeting of the Board.  The proceedings of the Executive Board in such matters shall be final and conclusive.

 

ARTICLE VIII- Standing Commitee

 

SECTION 1.    Amenities                                          Art. IV, Sec. 2(h)
Standing Rule 15  

SECTION 2.   Auditor                 Art. IV, Sec. 2 (k)
Standing Rule #21
Corresponding Secretary                     Standing Rule #14
Art. IV (e) 

      
SECTION 3.    By-Laws                                             Art. IV, Sec. 2 (j)
Art.  X, Sec. 1
Standing Rule #22

SECTION 4.    First Vice-President.                          Art. IV, Sec. 2 (b)

SECTION 5.    Historian                                           Art. IV, Sec. 2 (I)
Standing Rule #9

SECTION 6.    Librarian                                            Art. IV, Sec. 2 (a)
Standing Rule #9
Standing Rule #25

SECTION 7.    Membership                                      Art. IV, Sec. 2 (g)
Standing Rule #8

SECTION 8.    Newsletter Editor                               Art. IV, Sec. 1 (b)
Sec.  2 (a)
Standing Rule #6

SECTION 9.    Program                                              Art. IV, Sec. 2 (c)
Standing Rule #15

SECTION 10.  Roster                                                Art. IV, Sec. 1 (b)
Sec. 2 (a)
Standing Rule #12

SECTION 11. Show Chairman                                 Art. IV, Sec. 1 (b)
Sec. 2 m)

SECTION 12.  Ways & Means            Sec.2(1)        Art. IV, Sec. 1 (b)

 

ARTICLE IX- Seal

 

SECTION 1. The Corporate Board of Directors shall provide a suitable seal for the Corporation, which shall be circular in form, and which will contain the following inscription:

California China Painters Art Association
Incorporated August 12, 1967.

ARTICLE X- Amendments

 

SECTION 1.  These By-Laws may be amended at a General meeting by a two-thirds (2/3) vote, provided the proposed changes have been read at  THE PREVIOUS REGULAR MEETING and a written notice given.  The By-Laws shall be reviewed every two (2) years.

ARTICLE XI- Parliamentary Authority

 

SECTION 1.  Robert’s Rules of Parliamentary Procedure shall govern the conduct of the organization, EXCEPT where they are in conflict with the Articles of Incorporation or By-Laws of this Corporation.

ARTICLE XII- Dissolution

 

SECTION 1.  In the event of the dissolution of this Corporation, and after all the Corporation’s obligations have been paid, any funds remaining shall be donated to the Orange County Chapter of the Alzheimer's Association.