This organization shall be known as the Georgia Garden Railway
Society (GGRS).
The primary purpose of the GGRS shall be to advance, improve,
encourage, and stimulate the quality of garden railways and to promote the
appreciation of railroads and their history in America.
Individuals interested in or engaged in activities concerned
with or related to garden railroading or large-scale model railroading are
eligible for membership.
Section 1: EXECUTIVE BOARD. The Executive Board shall be the
executive authority of GGRS, and shall have administrative powers only. The
Board shall be comprised of six members in good standing of the GGRS. The
Executive Board will elect a Chairperson, Vice-Chairperson, Secretary, and
Treasurer from among its members. The Executive Board shall appoint any other
Officers of the GGRS from among the Members of the GGRS. All meetings of the
Executive Board must be announced to all members of the Executive Board at
least two weeks prior to the meeting. Four members of the Board shall constitute
a quorum. All decisions of the Executive Board must be approved by four of
its members.
Section 2: TERMS OF OFFICE. The term of office for Executive Board members is two years. Terms will be staggered, and three members will be elected to the Executive Board each year.
Section 3: MEMBERSHIP. The Membership shall be the policy-making body of the
GGRS, and shall consist of members in good standing. A member in good standing
is defined as an Individual or Contributing Member who has paid his/her annual
dues.
Section l: ELECTON OF THE EXECUTIVE BOARD. Elections for the
Executive Board shall be held each year. Candidates for any elective position
in GGRS must be members in good standing at the time of their nomination.
A majority of the votes cast is required for election. In the event of a vacancy
on the Executive Board, an interim representative will be appointed by the
Executive Board to fill that vacancy until the next regular election.
Section 2: ELECTION COMMITTEE. Prior to an election, the Chair
of the Executive Board shall appoint an Election Committee.
The Election Committee shall consist of at least three (3) members, shall
select its own Chairperson, and shall actively seek suggestions from the membership
for names of possible candidates. The Committee shall prepare a slate of candidates
for positions to be filled. The Election Committee Chairperson shall report
this slate to the membership at least thirty (30) days prior to the scheduled
election (usually by August 1.) No member of the Election Committee shall
be nominated for the Executive Board.
Section 3: VOTING. All Members of GGRS shall vote for the Executive
Board. Each member in good standing can cast one vote. The election shall
be held at the first meeting of the GGRS held on or after September 1. A written
secret ballot shall be used to conduct the election. An oral vote may be taken
if there is only one candidate per position. Any member who is unable to attend
the meeting where the election is held may send his or her vote(s) to the
Chairperson of the Election Committee prior to the meeting. The Election Committee
shall count the votes and verify the outcome. All elected Executive Board
members shall assume office on January 1.
Meetings of GGRS shall be determined by the Executive Board.
At least one business meeting of the Membership shall be held annually. The
Executive Board shall meet regularly. Special meetings of the Board or of
the Membership may be called by the Chairperson of the Executive Board.
Section I: STANDING COMMITTEES. GGRS shall have the following
Standing Committees: Exhibits Committee, Publications Committee, Program Committee,
Special Events Committee, Web Site Committee, and National Convention Committee
(if activated). The Executive Board shall appoint the Chairpersons for each
Standing Committee.
Section 2: SPECIAL COMMITTEES. Special committees may be appointed
by the Executive Board or the Membership to under-take special assignments.
Such committees shall be appointed on an ad hoc basis and shall serve no longer
than the term for which they were appointed.
No part of the net earnings of GGRS shall inure to the direct
benefit of any members, sponsor, donor, creator, trustee, officer, employee,
or without limitation, any other private individual, or to the benefit of
any corporation, any private individual or any substantial part of the activities
of which is carrying on propaganda or otherwise attempting to influence legislation;
provided, this shall not prevent payment of reasonable compensation for service
actually rendered to or for GGRS in its purposes. GGRS shall be maintained
as a 501 (c) 7 and therefore donations are not tax deductible. Upon dissolution,
all of the assets of GGRS shall be turned over to such nonprofit, tax-exempt,
charitable, scientific, or educational organization exempt from federal income
taxation under Section 501 (c) (3) of the Internal Revenue Code of 1954 or
any successor provision thereto as the final membership of GGRS shall select.
GGRS shall not divert any part of its income or corpus to any member, sponsor,
donor, creator, trustee, officers, or employees; by lending any part of its
income or corpus without the receipt of adequate security and a reasonable
rate of interest; by paying any compensation in excess of reasonable allowance
for salaries, or other compensation for personal services actually rendered;
by making any purchase or security of other property for more than adequate
consideration for money or money's worth; or by engaging in any other transaction
which either directly of indirectly results in such diversion or its income
or corpus. GGRS shall not make any accumulation of its income unreasonable
in amount or duration or use any income for purpose other than objects hereinbefore
set forth or invest income in any manner as to jeopardize the fulfillment
or carrying out of its objectives In General, GGRS shall not act in any way
or engage in any activity which might affect its right to full tax exemption
or the right of donors to GGRS to full tax deduction of their contributions
to GGRS, and GGRS shall be so operated as to be entitled to and receive all
tax exemptions, federal or local, which may, from time to time, be granted
to charitable, scientific or educational associations or foundations.
Amendments to the Constitution shall be submitted in writing to the Executive Board. Within 30 days of receiving the proposed Amendment, the Board shall present the proposal, together with the Board's recommendation, to the Membership for a vote to be conducted by mail/E-Mail. Members will be allowed at least 30 days to cast their votes. Two-thirds of the votes cast is required for passage of an amendment.
Section 1: CHAIRPERSON OF THE EXECUTIVE BOARD. It shall be the
duty of the Chairperson of the Executive Board to preside at all meetings
of the Board and the Membership. He or she shall be responsible for the preparation
of the agenda for all GGRS business meetings. In addition, he or she shall
perform such other duties as usually pertain to the office of Chief Executive
Officer. The Chairperson or his or her designee will act as the official spokes-person
for the club.
Section 2: VICE-CHAIRPERSON. The Vice-Chairperson shall assist
the Chairperson by coordinating Membership meetings and activities. The Vice-Chairperson
shall chair meetings of the Executive Board and perform other duties of the
Chairperson when the Chairperson is unavailable.
Section 3: SECRETARY. The Secretary shall notify the Membership
of all meetings. He or she shall record the minutes of the Board and Membership
meetings, and prepare such summaries or copies of minutes for dissemination,
as the Chairperson shall direct. He or she shall conduct correspondence and
carry out other such duties at the direction of the Board or Membership.
Section 4: TREASURER. The Treasurer shall receive all dues and
monies of the GGRS, shall maintain the official Membership list of the GGRS,
and shall maintain written records thereof. Under the direction of the Board,
the Treasurer shall prepare financial reports for presentation to the Board
and Membership.
Section 5: PROGRAM COORDINATOR. The Program Coordinator shall
schedule a calendar of regular meetings to be hosted by members of the GGRS.
The Program Coordinator shall arrange workshops or demonstrations for these
meetings. The Program Coordinator may appoint and chair a Program Committee
to assist him/her to fulfill his/her duties.
Section 6: EXHIBITS COORDINATOR. The Exhibits Coordinator shall
coordinate the building, maintaining, storing, and displaying all exhibits
of the GGRS including any club layouts. The Exhibits Coordinator may appoint
and chair an Exhibits Committee to assist him/her to fulfill his/her duties.
Section 7. SPECIAL EVENTS COORDINATOR. The Special Events Coordinator
shall schedule and make arrangements for all special events for the GGRS.
Special events include excursions on tourist railroads or any other events
except business meetings, regular club meetings hosted by club members, or
participation in trade shows, conventions, or other events where the layout
or other exhibits of the GGRS are displayed. The Special Events Coordinator
may appoint and chair a Special Events Committee to assist him/her to fulfill
his/her duties.
Section 8: PUBLICATIONS EDITOR. The Publications Editor shall
solicit material for the Newsletter and other publications of the GGRS including
the Website. The Publications Editor shall have responsibility for printing
and distributing publications to Members who do not have Internet access,
and for emailing publications to Members who do have Internet access. The
Publications Editor shall coordinate with the Webmaster to publish versions
of GGRS publications on the GGRS Website. The Publications Editor may appoint
and chair a Publications Committee to assist him/her to fulfill his/her duties.
Section 9: WEBMASTER. The Webmaster shall maintain the GGRS
Website and solicit material for the Website according to the policies adopted
by the Executive Board and the Members. The Webmaster may appoint and chair
a Website Committee to assist him/her to fulfill his/her duties.
Section 10: NATIONAL CONVENTION COORDINATOR. The National Convention
Coordinator shall coordinate the preparation of any proposal for a National
Convention and present it to the Executive Board and to the Members. If the
Members approve a proposal for a National Convention, the National Convention
Coordinator shall coordinate presentation of the proposal at a National Convention
and all necessary steps to confirm that the GGRS will host a National Convention
as set forth in the proposal. Once it has been determined that the GGRS will
host a National Convention, the National Convention Coordinator shall coordinate
all planning prior to the convention, all activities during the convention,
and all post-convention activities such closing the financial books for the
convention and preparing a post-convention report. A National Convention Coordinator
will only be appointed when the Executive Board determines that there is sufficient
interest in hosting a National Convention to warrant preparation of a proposal.
The National Convention Coordinator may appoint and chair a National Convention
Committee to assist him/her to fulfill his/her duties.
Section 11: RESIGNATIONS. Any officer may resign by providing written notice to the Executive Board.
Section 1: DUTIES. The Membership shall approve legislative
and policy matters of GGRS. It shall attend to matters relating to the strengthening
of the organization, shall consider proposals for changes in the Constitution
and Bylaws, shall determine all policy and procedural matters not otherwise
delegated, and authorize all program content of GGRS. The Membership shall
act on reports of committees and approve resolutions and other policy statements.
It shall be the final judge of the qualifications and election of Executive
Board members and Officers. Powers not delegated to the Executive Board or
the Officers shall be vested in the membership.
Section 2: Procedures. The membership of the GGRS present at
a scheduled meeting shall constitute a quorum. A member in good standing shall
have one vote.
Section 1: The Board shall provide such supervision as may be
necessary to promote the best interest of GGRS goals and programs.
Section 2: Any officer missing three or more consecutive meetings
of the Board and/or membership meetings shall constitute a vacancy in that
position. Board meetings may be attended by telephone.
Section 3: The Board shall be responsible for the management
of GGRS and may approve expenditures and carry out policies established by
the Membership. It shall report its transactions to the Membership and may
suggest polices and programs for consideration by the Membership.
Section 4: The Board shall establish an annual budget. The budget
shall be presented to the Membership at the first business meeting of the
year.
Section 1: DUES. The dues for all types of membership in the
GGRS shall be voted upon by the Membership each year. Dues shall be due in
December for the following year. Dues are NOT prorated for part of a year;
however, the dues of a new member joining after August 31 shall cover his
or her membership through the following year. Members who are two months delinquent
in dues will be notified by mail of such delinquency and will have two weeks
to pay all back dues, or delinquent members will be dropped from the roster.
Section 2: Types of membership. There shall be four (4) types
of memberships.
A. Individual - one individual with one vote per membership.
B. Family - two or more persons at the same address with up to two votes per
membership.
C. Donor - open to businesses and private individuals who wish to provide
additional support to GGRS; up to two persons at the same address with up
to two votes per membership.
D. Honorary - given to Individuals that significantly contribute to the club
by a majority vote of the Executive Board.
Guests are welcome at Club Meetings. They are allowed to attend
only two meetings before becoming Members.
The fiscal and administrative year shall extend from January
1 to December 31.
Parliamentary procedures as set forth in Robert's Rules of Order,
Current Revised Edition, shall govern all business meetings of GGRS.
Amendments to the Constitution shall be submitted in writing
to the Executive Board. Within 30 days of receiving the proposed Amendment,
the Board shall present the proposal, together with the Board's recommendation,
to the Membership for a vote to be conducted by mail/E-Mail. Members will
be allowed at least 30 days to cast their votes. Two-thirds of the votes cast
is required for passage of an amendment.
After presentation of this Constitution and Bylaws to the Membership and upon the majority approval by the votes cast from the current Membership, this Constitution and Bylaws shall become operative immediately.
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