BY-LAWS OF THE IDAHO WATERCOLOR SOCIETY

(Revised 2018)

ARTICLE I – NAME AND PURPOSE

The name of this organization shall be the Idaho Watercolor Society, Inc. (hereinafter referred to as the IWS or the Society).  The purpose of the Society shall be to promote and support the use of watercolor media and to educate the public as to the significance of watercolor painting.  The Society shall further the interests of painters in watercolor through its programs, workshops, and exhibits.  The Society shall be dedicated to the highest standards of artistic excellence and shall demonstrate no bias toward any style of art.  Watercolor shall be defined as any aqueous medium on water media support or as otherwise stipulated in the show prospectus / guidelines.

ARTICLE II – MEMBERSHIP

There are two categories of membership:

Active – Associate

Dues (for active and associate members) shall be payable annually on January first.  The Board of Directors of the Society shall have the authority to increase or reduce dues as sound management of the Society may require.  Dues paid September –December will be applied to the next year’s membership requirement.

All members shall refrain from any conduct that would disrupt or impede the meetings, activities or goals of IWS.  The Board of Directors reserves the right to revoke the membership of any person violating this rule.

ACTIVE MEMBERS

All watercolor painters maintaining primary residence in the State of Idaho are eligible to become active members of the Society.  In order to retain active status, a member must be current on dues and enter work in a Society sponsored show at least once every three years (includes open shows).  Active members shall have full voting privileges and shall be eligible to serve on the Board of Directors.

Any active IWS member who moves out of the state may continue to be a member of IWS so long as such member otherwise maintains their active member status.  However, as a non-resident member they shall not have voting rights.

ASSOCIATE MEMBERS

Associate membership is open to Idaho residents and non-residents.   Only Associate members who maintain a primary residence in Idaho shall have voting rights and shall be eligible for election to a Board position other than President and Vice President.  There are no exhibition requirements for this membership.  Associate members may enter only Regional Open Shows and WFWS shows.

There are six membership designations

Merit – Distinguished Merit – Affiliate – Honorary – Donors – Full Time Student

MERIT MEMBERS

IWS Signature status can be obtained by members in good standing, whose work has been accepted, while a member of IWS, into three (3) IWS juried shows in the last ten (10) years.  Members may also earn credit towards merit status by having work accepted, while a member of IWS, into the juried Western Federation of Watercolor Societies (WFWS) exhibit and/or the juried shows of the American Watercolor Society (AWS), the National Watercolor Society (NWS), the Transparent Watercolor Society of America (TWSA), Watercolor West or any other juried show co-sponsored by IWS.  At least one of the three (3) qualifying credits must be in an IWS annual juried show.  Once merit status is obtained, this shall entitle the member to include the letters “IWS” after signing a painting.  Membership must be active to maintain Merit Member status.  Renewal of active membership at any later date will reactivate status.

The new Signature status requirements will be retroactive five (5) full years as of January 2007.  Thus, the beginning time frame will be 2007 to Jan 1, 2017.

A member will be appointed by the IWS Board to maintain a file of accepted juried exhibition participants for potential merit membership eligibility.

DISTINGUISHED MERIT MEMBERS

Members who have won three (3) awards in qualified exhibitions will be noted as Distinguished Merit Members.

AFFILIATE MEMBERS

Any non-painter interested in helping with the administration of the IWS on a volunteer basis may become an affiliate member and shall not have to pay dues.  Affiliate members do not have voting privileges

HONORARY MEMBERS

The Board of Directors may grant honorary membership in the Society to any person who has made a significant contribution to the Society.  Such members shall not have voting rights and shall not be eligible for election to any office of the Society.  Honorary members need not pay Society dues.

DONORS

This special designation is open to any person interested in financially supporting the promotion of aqua media.

FULL TIME STUDENT

This membership designation is open to any student wishing to belong to the Idaho Watercolor Society.   Cost of this membership is $15 and entitles the member to participate in all privileges of active membership as long as full time student status is maintained.

ARTICLE III – MANAGEMENT OF THE SOCIETY

GOVERNMENT OF THE SOCIETY

The Board of Directors (Board) shall govern the affairs of the Society in a way consistent with these Bylaws.  Such standards and policies that affect the membership shall be distributed to the members of the Society.

1) OFFICERS OF THE BOARD

The Officers of the Board shall consist of the President, Vice-president, Secretaries, Treasurer, the immediate Past-President, and the Regional Representatives.

2) MEMBERSHIP OF THE BOARD

Elected officers together with the appointed chairpersons and Board approved  designated positions shall constitute the Board.

3) Any active member may also attend board meetings.

QUORUM OF THE BOARD

The quorum of the meetings of the Board to transact business shall be five members, three of whom must be officers of the Society.

VOTING AT MEETING OF THE BOARD

A majority vote of the board members present at any meeting of the Board shall be sufficient to conduct the business of the Board.

Board members unable to attend may vote on issues by telephone, mail, e-mail, or by proxy received prior to the scheduled meeting date.

MEETING OF THE BOARD

The Board shall meet when called by the President and at such place, as the President shall determine, or when requested to do so by two or more members of the Board.

VACANCIES AND ABSENCES ON THE BOARD

A vacancy of an office, except the office of the President shall be filled by presidential appointment with approval of the Board.

In the absence of the President, his / her duties shall be assumed by the Vice-President.

In the absence of the President and the Vice-President, the President shall appoint a member of the Board to act as President.  This person shall be called the Chairperson Pro Tempore.

TERM OF THE OFFICERS OF THE BOARD

Officers of the Board shall serve a two-year term.  A term of office shall begin  September 1 and end August 31 of the second year.  Officers may run for re-election for up to three consecutive two-year terms.

Exception:  The treasurer position and term of office can be extended by a vote of the membership at the end of three consecutive two-year terms.  A third party will work with the treasurer to ensure all proper financial practices are being followed.

NOMINATON AND ELECTION OF OFFICERS

The President shall appoint a Nominating Committee to nominate officers for the Board.  The Committee shall submit its report of nominations to the Board, which shall accept or reject all or part of such nominees.

Officers shall be elected by ballot from those nominated by the Committee.

The slate of nominations and ballot shall be emailed or mailed to all active members at least two weeks prior to the voting deadline.

Each candidate having a majority of the votes cast shall be elected to office.

ARTICLE IV – DUTIES AND RESPONSIBILITIES

PRESIDENT

The President shall be the Chief Executive Officer of the Society and shall provide leadership to its officers and members.  The President shall preside at meetings of the Board and prepare the agenda and give proper notice of all such meetings.

The President may create committees as deemed necessary.

The President shall be an ex-officio member of each committee and shall appoint the Chairperson of each Standing Committee.

The President shall also be responsible for the daily administration of the Society.

VICE-PRESIDENT

The Vice-president shall act as the chief executive assistant to the President and assumes the duties of the President in his / her absence or inability to serve.

The Vice-president shall be responsible for coordinating the Ruth Clark Scholarships given to university / college students annually as approved by the board.  This responsibility includes contacting the IWS representative in the regions and/or the universities & colleges to ensure students are selected.

The Vice-president shall research possible jurors / instructors for the Annual Membership Exhibition / Workshop and bring recommendations to the Board for approval.

The Vice-president shall oversee the Volunteer Program.

RECORDING SECRETARY

The Recording Secretary shall prepare and keep records of each meeting of the Board of Directors and of the annual membership meetings.

The Recording Secretary shall be responsible for maintaining and updating the Policy Manual as the Board changes policy.  Such changes shall be provided to all members.

The Recording Secretary shall be responsible for maintaining and updating the Bylaws as changes made by the Board are approved by the membership.  Such changes shall be sent to all members.

CORRESPONDING SECRETARY

The Corresponding Secretary maintains correspondence as necessary and / or as requested by the Board.

TREASURER

The Treasurer shall have charge of the funds, assets and financial records of the Society.

The Treasurer shall make necessary disbursements on a timely basis for the business of the Society as approved by the Board.

The Treasurer shall maintain financial records, prepare monthly financial reports for the Board, and a report for the annual membership meeting.

The Treasurer shall present a proposed annual budget at the fall annual membership meeting.  This budget is prepared by the President and Treasurer.

With Board approval, a person can be appointed as assistant Treasurer for major special events.

IMMEDIATE PAST-PRESIDENT

The Past-president, or a qualified representative appointed by the Past-president, may attend board meetings to provide continuity in leadership, and may provide information on prior actions taken by the Board.

REGIONAL REPRESENTATIVES

The Regional Representatives shall arrange activities in their regions at least four times a year.  Activities may include programs, paint-outs, workshops, and / or business meetings.

The Representative is responsible for scheduling an open exhibit of work by members of the region at least once a year.

The Representative is responsible for scheduling and coordinating the traveling show in their region.

The Representative shall send regular reports to the Newsletter, describing regional activities and members receiving special recognition.

The Representative is responsible for notifying members of events in their region.

The Representative is responsible for preparing and submitting a proposed budget and final financial data for the regional events.

MEMBERSHIP CHAIRPERSON

The Membership Chairperson shall keep an accurate updated membership roll and shall publish a membership directory in the spring of each year.

The Chairperson shall maintain records of active members who have exhibited at Society shows and notify those in default of active membership requirements.

The Chairperson shall prepare quarterly membership lists, both statewide and by region, for the Board.

NEWSLETTER CHAIRPERSON.

The Newsletter Chairperson shall act as editor of the IWS newsletter and shall be responsible for the printing and distribution of the newsletter.

PUBLICITY

The Publicity Chairperson shall recommend to the Board means of promoting the purpose of the Society.  This person shall assist in publicizing Society sponsored activities through press releases, public service announcements, and whatever other means are appropriate.

WESTERN FEDERATION DELEGATE/S

While IWS is a member of the Western Federation of Watercolor Societies (WFWS), there shall be a Delegate and an Alternate Delegate who will represent IWS.  The Alternate Delegate will learn all the responsibilities of the Delegate and assist as needed.

The Delegate and Alternate Delegate shall be responsible for planning and coordinating all IWS aspects of the annual WFWS exhibition.  This will include preparing and sending out the WFWS prospectus to the IWS membership, receiving the entry forms and digital entries, communicating the results to IWS and WFWS, packing and shipping of WFWS accepted entries, attending the Juried WFWS Exhibition and delegate meetings, and planning budgets and schedules in preparation of the IWS host year.

HISTORIAN

The Historian will maintain contact with the Board and bring continuity of past Society history.

ARTICLE V – MEETINGS OF THE MEMBERSHIP

ANNUAL MEMBERSHIP MEETING

There shall be at least one statewide general membership meeting normally each year in the fall.

A majority vote of those attending and any proxy votes shall determine any action, motion, or business at the annual membership meeting for which prior notice has been provided.

Each member shall have one vote.  Proxy voting shall be regulated by such rules and conditions, as the Board shall make.

Regional meetings are to be called at the discretion of the regional representative, or on the request of the Board.

ARTICLE VI – EXHIBITIONS

ANNUAL JURIED MEMBERSHIP EXHIBITION AND WORKSHOP

A juried membership exhibition can be held annually.  It shall be open to all active members.  The Board shall select a qualified recognized juror to judge the Exhibition.  No juror may be a dues-paying member of the Society.  The juror shall designate award winners.

The Exhibition Chairperson and the Workshop Chairperson shall recommend to the Board the exhibit plans, workshop plans and other arrangement for this event.

They will work with the Treasurer to ensure that financial requirements are met.

The Chairperson(s) along with the Treasurer shall present a proposed budget to the Board for approval and prepare a final detailed exhibition / workshop report.

REGIONAL EXHIBITIONS

Each region shall sponsor one open exhibition annually for members of that region.

FEES

The Society may charge participants entry fees for exhibitions to defray expenses.  Such fees are to be set by the Board or applicable Society region.  Any monies collected after costs, including commission from sales, shall be added to the general fund.                                                                                                                                    

ARTICLE VII – AMENDMENTS

These Bylaws may be amended by a two-thirds majority vote of the active members voting.  The proposed amendments and ballot shall be emailed or mailed to all such members of the Society.  Votes shall be counted 30 days after the proposed amendments and ballots are mailed

ARTICLE VIII – CHARTER

Under charter by the State of Idaho, the Society is a non-profit corporation and shall operate under the management of not less than four (4) Officers of the Board.

ARTICLE IX – ASSETS

In the event the Idaho Watercolor Society dissolves, the assets will be given to state galleries, libraries, colleges, universities, and / or other institutions as the Board of Directors sees fit, with acknowledgment to the Idaho Watercolor Society.

ARTICLE X

This organization prohibits discrimination on the basis of race, color, creed, national origin, gender, handicap or age