BYLAWS OF
COMMUNITY BAND OF THE PALOUSE
ARTICLE I. ORGANIZATION MISSION
Community Band of the Palouse performs live music for the enjoyment and education of local community members while providing opportunities for lifelong musicians to share and grow their musical talents, as well as helping to preserve the community band tradition.
ARTICLE II. MEMBERSHIP AND MEETINGS
A. Membership
1. Members are those who play in Community Band of the Palouse. All members are voting members.
2. Resignation from Membership. A member who is absent from rehearsals for three months and has not indicated an intention to return shall be considered to have resigned.
B. Meetings
1. Annual Meeting. The annual meeting of members of the Band for the transaction of such business as may properly come before the meeting shall be held each year at a day and time in September or October as determined by the Board. (For “the Board” see Article III.)
2. Special Meetings. Special meetings of the members for any purpose may be called at any time by the President or the Board to be held at such time and place as the Board may prescribe. Reasonable notice of such meetings shall be given the membership.
At any time, upon the request of any three (3) members of the Board, or of members comprising at least one-third (1/3) of the membership, it shall be the duty of the Secretary to call a special meeting of the members to be held at such time as said Secretary may fix, not less than ten (10) nor more than thirty-five (35) days from the receipt of said request, and if said Secretary shall neglect or refuse to issue such call, the Board or Band members making the request may do so.
3. Notice of Meetings. Verbal or email notice of each meeting shall normally be given one week prior to the meeting. Notice of any meeting shall specify the place, day, and hour of such meeting, and the general nature of the business to be transacted.
4. Quorum. The members present shall constitute a quorum for the transaction of business.
ARTICLE III. THE BOARD
A. Number and Qualifications. The business affairs of the Band shall be managed by a Board of 7 members of the Band. The Officers of CPOB shall be a President, a Vice President, a Secretary, a Treasurer, a Scheduler, and 2 at large directors
B. Election-Term of Office. Designated Board positions shall be elected at the annual meeting of members. They shall hold office for a two year term. See Elections in Article IV.
C. Vacancies. Vacancies in the Board may be filled by a majority of the remaining Board members attending any meeting of the Board if notice shall have been given to all of the remaining members of the Board that such vacancy would be filled at the meeting. A member elected to fill any vacancy shall hold office for the unexpired term.
D. Regular Meetings. Regular meetings of the Board shall be held at such place and on such day and hour as shall from time to time be fixed by resolution of the Board.
E. Special Meetings. Special meetings of the Board may be held at any place at any time whenever called by the President, Vice President, Secretary, Scheduler, or Treasurer, or any two or more members of the Board.
F. Notice of Meetings. Notice of the time and place of all special meetings of the Board shall be given by the Secretary, or by the person calling the meeting, by personal communication over the telephone or otherwise, at least one (1) day prior to the day upon which the meeting is to be held. No notice of any regular meeting need be given, if the time and place thereof shall have been fixed by resolution of the Board.
G. Quorum. A majority of the Board members shall constitute a quorum for the transaction of business.
H. Fees and Compensation. Board members shall not receive any compensation for their services.
ARTICLE IV. OFFICERS
A. Officers of the Board
1. Officers. The officers of the Board shall be a President, a Vice President, a Secretary, a Scheduler, and a Treasurer.
2. Elections..The term of each Officer shall begin the first day of the calendar year, which coincides with the fiscal year, following the election. The President, Secretary, and 1 at-large director shall be elected for two year terms in odd-numbered years. The Vice President, Scheduler, Treasurer and 1 at large director will be elected for two-year terms in even-numbered years.
Each outgoing Officer shall promptly and as soon as practical turn over all books and records to the succeeding Officer following an election.
3. Vacancies. Vacancies in any office may be filled by the Board at any regular or special meeting.
4. Removal from office. Any officer may be removed from office by a majority of the members of the Board at any regular or special meeting of the Board.
B. Duties of the Officers
1. President. The President shall, subject to the consent of the Board, have general supervision of the affairs of the Band. He/she shall preside at all meetings of the members and at all meetings of the Board.
2. The Vice President. In the absence or disability of the President, the Vice President may act as President and shall perform such other duties as the members of the Board may from time to time designate. Duties include coordination of public relations.
3. The Secretary. The Secretary shall keep, or cause to be kept, a book of minutes of all meetings of the Board and members. The Secretary shall keep, or cause to be kept, a membership list with the names of the members and their contact information.
4. The Scheduler. The Scheduler shall arrange performances for the band. The Scheduler shall create a calendar of scheduled events and communicate this information to band members, as well as keep the band email list up-to date.
5. The Treasurer. The Treasurer shall have the care and custody of all funds of the Band and shall keep regular books of account. He/she shall regularly report the financial status of the Band to the Board.
ARTICLE V. MISCELLANEOUS
A. Conductor. A conductor, either volunteer or compensated, shall be secured by the Board. The Conductor is responsible for the artistic vision and focus, musical development and performance quality of the Band. Compensation, if any, shall be set forth in a written agreement.
B. Member Donations. The suggested voluntary donations for membership shall be as specified by resolution of the Board.
C. Checks, Drafts, Etc. All checks, drafts or other orders for payment of money shall be signed or endorsed by such person or persons as determined by the Board.
D. Annual Report. The Board may cause reports to be presented to the membership in such form and at such times as may be deemed appropriate by the Board.
E. Fiscal Year. The fiscal year of the Band shall end on December 31 of each year.
ARTICLE VI. AMENDMENT OF BYLAWS
These Bylaws may be amended, altered, or repealed at any meeting of the members, if notice of the proposed alteration or amendment is contained in the notice of the meeting.
Current version adopted: the 10th day of October, 2023.
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President
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Secretary
Revision Dates:
August 30, 2016
September 27, 2022
October 10, 2023