WGGB Bylaws
WGGB Bylaws
Article I – Name
The name of the organization shall be the Weavers Guild of Greater Baltimore.
Article II- Object
The purpose of this organization shall be to increase the general knowledge of weaving and to encourage
weaving as a hobby and a creative activity.
Article III – Membership
Section 1. Classes of membership
Anyone interested in weaving is eligible to become a regular member of the Guild.
Honorary life membership, a membership of distinction, may be conferred by the Board on any person who has been a member for a minimum of 20 years and has performed outstanding service for the Guild. These members shall not pay dues, but may make motions, vote, hold office and enjoy all the benefits of membership. Nominations for the classification may be made by any member and must be approved by a two-thirds (2/3) vote of the Board.
Section 2. Eligibility for membership
Membership shall be open to all persons who are interested in weaving and who have paid the membership dues.
Section 3. Dues
The Board shall set the dues amount yearly and the schedule for payment. An annual increase shall not be greater than 15% of the previous year. The Board may set discounts for early payments or special categories of members, such as regular members living in the same household (family) or students. All changes to the dues, including the amount, payment schedules, and discounts, must be approved by a two-thirds (2/3) vote of the Board.
Section 4. Membership requirements
Membership is contingent upon payment of the annual dues. A member who has outstanding payments, including dues or program fees, or has not returned overdue equipment or library materials shall be dropped from membership by August 31. Membership may be reinstated upon payment of outstanding dues and fees, and return or reimbursement of equipment and library materials.
Article IV – Officers
Section 1. Officers and Duties
The officers of the Guild shall be a president, a vice-president, a recording secretary, a membership secretary, a treasurer, vice-treasurer, and six directors. These officers shall perform the duties prescribed by these bylaws, the parliamentary authority adopted by the Guild and the Policies and Procedures Manual.
Section 2. Nomination Procedure
A nominating committee of at least three members shall be elected at the annual business meeting to serve for a period of two years. This committee shall report to the Guild at least one month before the annual business meeting, providing a slate of candidates for the offices and for the nominating committee to be elected at the annual business meeting. Additional nominations from the floor shall be permitted before the vote.
Section 3. Term of Office
The president, vice-president, recording secretary, and membership secretary shall serve for one year.
The treasurer shall serve for two years. The vice-treasure shall serve for one year during the treasurer’s second year.
Three directors shall be elected each year and shall serve for two years.
If necessary to ensure continuity in extenuating circumstances, officers shall continue in office until their successors are elected. Officers may be removed from office at the pleasure of the membership as provided in the adopted parliamentary authority.
Section 4. Office-Holding Limitations
No officer shall hold more than one office at a time. An officer serving a one-year term may serve in office for one additional year beyond the elected term. An officer must remain a member of the Guild in good standing.
Article V – Guild Meetings
Section 1. Meeting times
There shall be at least six (6) Guild meetings a year. The dates shall be designated by the Board. The annual business meeting shall be held in June and shall be for the purpose of electing officers and for any other business that may arise.
Section 2. Quorum
The quorum at any regular or properly called meeting consists of those who attend.
Section 3. Meeting Formats
Guild meetings, including the annual business meeting, may be in-person, virtual or hybrid (i.e., some members in-person and some virtual).
Section 4. Voting
Ballot votes may be taken electronically.
Article VI – Board of Directors
Section 1. Board Composition
The officers of the Guild shall constitute the Board of Directors.
Section 2. Board’s Duties and Powers
The Board of Directors shall have full power and authority over the affairs of the Guild.
Section 3. Board Meetings
The Board of Directors shall have at least six (6) regular meetings a year.
Special meetings of the Board may be called by the President and shall be called upon the written request of three members of the Board. The majority of the Board shall constitute a quorum for its meetings.
Meetings of the Board shall normally be conducted through use of Internet meeting services designated by the President that support anonymous voting and support visible displays identifying those participating, identifying those seeking recognition to speak, showing (or permitting the retrieval of) the text of pending motions, and showing the results of votes. These electronic meetings of the Board shall be subject to all rules adopted by the Board, or by the Guild, to govern them, which may include any reasonable limitations on, and requirements for, Board members’ participation. Any such rules adopted by the Board shall supersede any conflicting rules in the parliamentary authority, but may not otherwise conflict with or alter any rule or decision of the Guild. An anonymous vote conducted through the designated Internet meeting service shall be deemed a ballot vote, fulfilling any requirement in the bylaws or rules that a vote be conducted by ballot.
Some particular meetings of the Board shall be conducted by telephone either (a) when the President or Vice-President has obtained written consent for this from every Board member, or (b) when ordered by the Board, by a two-thirds vote with previous notice of a motion to do so having been given.
Article VII – Committees
Section 1. Standing Committees
Standing Committees shall consist of one or more members of the Guild. The president, with the approval of the Board, appoints all members of the committees and they serve for two years. There is no limit to the number of terms an individual may serve. A list of the standing committees and a full description of their responsibilities is included in the Policies and Procedures.
Section 2. Special committees
Special committees may be appointed by the president, with approval of the Board, to address a particular need of the Guild. In general, these committees shall exist for no more than two years.
Article VIII – Parliamentary Authority
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern this organization.
Article IX – Amendments
These bylaws may be amended at any regular Guild meeting by a two thirds (2/3) vote, provided that the amendment has been submitted in writing before the previous Guild meeting.
Article X – Dissolution of Organization
Section 1. Said organization is organized for educational purposes, including for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Revenue Law).
Section 2. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, directors, officers or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Item 1, hereof. No substantial part of the activities of the organization shall be the carrying on of propaganda, or otherwise attempting to influence, participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of activities are permitted to be carried on (a) by an organization exempt from Federal Income Tax under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law) or (b) by an organization contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
Section 3. Upon dissolution of the organization, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the organization, dispose of all of the assets of the organization in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law), as the Board of Directors shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall deem, which are organized exclusively for such purposes.
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