BY-LAWS Approved January 5, 2005
ARTICLE I – NAME
This organization shall be known as the Livermore Cultural Arts Council, Incorporated hereinafter referred to as the LCAC.
ARTICLE II – PURPOSE
Section 1: The LCAC is an association of educational and cultural organizations.
Section 2: The LCAC shall engage in its activities as a collective unit of member organizations and will not exercise regulatory control over the functions of member groups.
Section 3: The Livermore Cultural Arts Council promotes cultural and educational activities within the greater Tri-Valley, and strives to heighten community awareness of and appreciation for the arts.
ARTICLE III – MEMBERSHIP
Section 1: The membership shall consist of Voting Member Organizations, Invited Organizations, Associate Members, and the Executive Board.
Section 1A:Voting Member Organizations shall be compatible with Article II, Section 3, above, shall be non-profit 501 (c)(3), shall consist of not less than seven (7) members, shall have bylaws, and shall have elected officers. Each voting member organization is entitled to one delegated representative and an alternate.
Section 1B:Invited Organizations are The City of Livermore, Livermore Valley Joint Unified School District, Livermore Area Recreation and Park District, the Livermore Valley Performing Arts Center, and Las Positas College. They are entitled to participate and vote at council meetings and participate in LCAC events. Invited Organizations will be agreed to by the LCAC.
Section 1C:Associate Members shall be liaisons from other cultural organizations and the chairpersons of committees that are instituted by the LCAC. They are entitled to attend LCAC council meetings and in special circumstances MAY participate in LCAC events. Associate Members will be agreed to by the Voting Member Organizations.
Section 1D:The Executive Board members are the officers of the LCAC.
The Executive Board shall review and present the applicant organization qualifications to the LCAC at any official meeting of the LCAC. Admission of the applicant organization shall be by majority vote of the LCAC.
Each member organization shall designate a representative and an alternate to the LCAC and shall be entitled to one vote. An organization may appoint a temporary representative upon prior notification to the President of the LCAC. No individual may represent more than one voting member organization.
Each September, each voting member shall file with the Executive Board a list of its officers and a copy of its current bylaws.
After executive board review, membership in the LCAC shall be revoked automatically under either of the following conditions:
1) If the organization has not been represented at any of three (3) consecutive regularly scheduled meetings, or
2) If the organization no longer qualifies under Article III, Sections 1A and 4, above.
Membership may be reinstated by the Executive Board upon application in writing by the inactive organization. To maintain its reinstatement, the organization shall be represented at a majority of the following eleven (11) meetings of the LCAC.
ARTICLE IV – OFFICERS
Section 1: The officers of the LCAC shall be members of a Voting Member Organization (may be an interested member of the community at large) but not a delegate to the LCAC.
Section 2: The officers shall be the President, Vice-President, Secretary, Treasurer, and Delegate-at-Large. These officers shall constitute the Executive Board.
Section 3: The President shall preside at meetings of the LCAC and of the Executive Board and shall prepare the agenda. The President shall have general supervision of the affairs of the LCAC.
Section 4: The Vice-President shall be an exofficio member of all LCAC projects and committees except the nominating committee. In the absence of the President, the Vice-President shall perform the duties of the President.
Section 5: The Treasurer shall perform the duties normally associated with the office. The Treasurer shall chair a finance committee (at his/her discretion), which shall prepare a budget for the coming year, shall submit a monthly financial report, and shall submit an annual report at the September meeting of the LCAC.
Section 6: The Secretary shall take minutes of meetings, write correspondence, keep attendance records, and maintain the membership roster.
Section 7: The Delegate-at-Large shall be the immediate past president and the Parliamentarian of the LCAC.
ARTICLE V – EXECUTIVE BOARD
Section 1: The Executive Board shall consist of the officers of the LCAC, and they shall be Trustees of the Corporation.
Section 2: A quorum of the Executive Board shall consist of a simple majority.
Section 3: The Executive Board shall make recommendations to the LCAC on items that may arise between LCAC meetings, and shall report all Board actions to the LCAC at its next meeting.
Section 4: The Executive Board shall appoint chairpersons for LCAC committees. It shall appoint or employ other agents as authorized by the LCAC.
ARTICLE VI – ELECTIONS
Section 1: The President, Vice-President, Treasurer, and Secretary shall be elected by the LCAC. The Delegate-at-Large shall be the immediate past President; if declined, the office shall be filled by regular election procedure.
Section 2: The nominating committee shall have three (3) members: a chairperson, who shall be appointed by the President, and two (2) others, who shall be elected in June by the LCAC from among its voting members.
Section 3: Nominations by the nominating committee will be presented in the agenda of the August meeting. Additional nominations, with the written consent of the nominee, will be accepted at that meeting.
Section 4: Elections will be held at the August meeting. Voting shall be by secret ballot.
Section 5: Officers shall take office at the September meeting. Terms of office are one year.
Section 6: Officers may hold the same position on the Board for up to five consecutive years.
Section 7: Vacancies in any office shall be filled upon the recommendation of the Executive Board and the approval of the LCAC at its next regularly scheduled meeting.
ARTICLE VII – VOTING
Section 1: Voting members of the LCAC are the Voting Member Organizations (Article III, Section 1.A) and the Invited Oganizations (Article III, Section 1.B.). Each organization is entitled to one vote to be cast by the delegated representative or the alternate if the delegated representative is not present.
Section 2: Executive Board members, other than the President, shall be entitled to one vote each. The President of the LCAC shall be notified of changes in the normal LCAC roster prior to Council meetings.
Section 3: The President shall vote at LCAC meetings only to break a tie.
Section 4: A quorum shall consist of a simple majority of the voting members – see above.
Section 5: Each member of the Executive Board is entitled to one vote at Executive Board meetings. Guests may not vote at the Executive Board meetings,
ARTICLE VIII – PROCEDURES
Section 1: Regular meetings shall be held on the first Wednesday of eleven (11) months of the calendar year. Regular meeting dates may be changed by the Executive Board with advance notice of 7 days to the membership.
Section 2: A special meeting may be called when deemed necessary by the Executive Board. Three (3) days notice by telephone shall be given to all voting members for a special meeting.
Section 3: Minutes of the previous meeting and agenda for the coming meeting shall be sent to the membership by the Secretary five (5) days before the next regular meeting.
Section 4: When it is not inconsistent with these Bylaws, the current edition of Roberts Rules of Order shall govern the LCAC and the Executive Board.
ARTICLE IX – FINANCES
Section 1: The LCAC shall be non-profit according to regulations regarding 501 (c)(3) organizations.
Section 2: The LCAC may acquire, hold, and dispose of funds and properties to further its purposes.
Section 3: The fiscal year will begin September 1.
Section 4: The LCAC controls three (3) categories of funds: 1) a checking fund, 2) a savings fund, and 3) a general savings fund.
Section 4A: The checking fund is used for day-to-day payment of bills, and for depositing monies that come to LCAC. The treasurer submits a monthly checking account report to the LCAC Executive Board and the Council.
Section 4B: The savings fund is used for supplementing the checking account when extra monies are needed for LCAC events. This fund is in an interest bearing account and allows for quick withdrawals when needed.
Section 4C: The general savings fund is a larger savings account that can be used for loans, large expenditures, and/or for providing working capital. This is also an interest bearing account.
Section 4D: Although the monies in these funds are accounted for separately, the LCAC may, upon Board recommendation and majority vote of the council, move monies into or out of these funds to further LCAC purposes.
Section 5: Upon recommendation of the Executive Board, the LCAC may establish other funds whose purpose and disposition shall be delineated.
Section 6: Requests for loans and grants shall be made to the Executive Board. The Board will recommend action to the LCAC at its next meeting. A majority vote shall be required for the appropriation of LCAC monies.
Section 7: At its September meeting, the LCAC Board shall recommend a yearly budget and submit it to the Council for approval by majority vote.
Section 8: The budget, expenditures and income may be reviewed at any time by the Executive Board.
ARTICLE X – AMENDMENTS
Section 1: Proposed amendments of these Bylaws shall have been presented in writing at a meeting prior to the one at which the vote is taken.
Section 2: Amendments of these Bylaws shall be enacted and become effective immediately upon an affirmative vote of three-fourths (3/4) of the voting members present at any meeting of the LCAC.
ARTICLE XI – ENACTMENT
Section 1: These Bylaws amend and replace the previous Bylaws upon approval by the council.