By-Laws and Article of Organization of the Geauga County Wind Ensemble
October 1, 2004
Article I: Organization
Section 1.
The name of this organization shall be the Geauga County Wind Ensemble.Section 2. References in this document to "GCWE", or the “Association” shall refer to the organization as set forth in Section 1 above.
Section 3. The GCWE is based in the Village of Middlefield, County of Geauga, State of Ohio.
Section 4. The GCWE is organized exclusively for the purpose stated in Article II as a non-profit organization.
Article II: Objectives
Section 1. The objectives of the GCWE are To Provide a unique opportunity for area musicians to play and enjoy great literature, and camaraderie. To Provide our communities with quality entertainment, and aesthetics only felt through the power and enjoyment of music. To Educate and further the musicianship of area musicians, and community members. To Perform to the best ability of the group, with emphasis on music education, and continuous work and growth through music performance. To Rehearse and Perform in a professional manner. To Represent the GCWE, and Geauga County Ohio in a true professional manner
and to stimulate interest in the study and teaching of music and the arts.Article III: Membership
Section 1.
Members are those persons over 16 years of age who are interested in developing their musical skills, and either has, or can obtain, the skills needed to perform demanding music literature.Section 2. All members in good standing are eligible to vote on any issue in this Article. Members are considered in “good standing” if they are able to attend the majority of regular rehearsals, performances and other functions, or are otherwise approved by the board of directors.
Section 3. Members may be asked to leave the group by the Board of Directors, or at the discretion of the conductor based on attendance, musical ability, or other conduct not becoming of a professional manner.
Article IV: Organization Meetings
Section 1.
There shall be a minimum of one general business meeting per year of the members of the GCWE. This will be designated as the "annual meeting" and shall be held in January of each year. The agenda shall include the GCWE direction for the year, fiscal report, and any topics brought up by any member.Section 2. Notice of the annual business meeting will be made no less than 10, nor more than 50, days prior to the scheduled meeting via the organization's website, or at weekly rehearsals.
Article V: Board of Directors
Section 1.
The government of the association shall be vested by the board of directors. The board of directors shall be comprised of the GCWE Director, Conductor, Secretary, and Treasurer. The board of directors can grow as needed, and members of the board will be voted on by the GCWE members, with a majority vote of at least 51% needed to gain this status.Article VI: Officers
Section 1.
The Board of Directors will at this time act as primary officers of the GCWE. The Director will also act as the GCWE President. The GCWE Conductor will also act as the GCWE Vice-President. Other officers include the GCWE Secretary, and Treasurer.Section 2. Officers will be voted on yearly at the start of each calendar year, and must earn the majority vote of at least 51% by the members of the GCWE. Nominations will be open to all members of the GCWE.
Article VII: Mandatory Standing Committees
Section 1.
The Executive Committee shall consist of the President, Vice-President, Treasurer, and Secretary. The Committee's actions are subject to approval or modification by a vote of the members of the GCWE.Section 2. Special committees as required may be created by the president subject to Board approval.
Section 3. Appointments to all committees shall be made by the President, or Vice-President, subject to Board approval.
Article IX: Additional Administrative Matters
Section 1.
The fiscal year for the Association will be January 1st through December 31.Section 2. Members are not covered by any insurances of the GCWE, and have joined this association on their own free will. No member shall put claim towards any other member, or the Board of Directors of the GCWE in regards to property damage, theft, loss, bodily harm, death or dismemberment, or any like situation. Members assume that any and all risk associated with the GCWE is of their own accord, and any and all risk will not have suit brought up against any member of the GCWE, or the Board of Directors.
Section 3. Amendments to, or repeal of, the bylaws may be adopted either by the voting membership of the GCWE or the Board of Directors. Any bylaw adopted by the Board shall be subject to amendment or repeal by the voting membership of the GCWE as well as by the Board. A two-thirds vote by either body is required. Notice of a meeting to consider changes or amendments to the bylaws and the intended articles and sections to be changed (not including necessarily contingent articles and sections) shall be published on the GCWE website no fewer than 10, nor more than 50, days prior to the meeting. Any changes in the bylaws shall become effective 60 days after publication on the GCWE website.
Section 4. All members are expected to display and ensure responsible and appropriate behavior. GCWE members, board members and officers may be removed for cause by two-thirds vote of the Board.
Section 5. Regular members shall join on a volunteer basis, and are not paid for their services.
Section 6. Any professional players that may be needed to fill in parts for concerts may be compensated for their performances. Likewise, other professionals such as clinicians, may be compensated if their services are needed.
Section 7. The Association shall use all of its efforts and funds to accomplish the objectives and purposes specified in these bylaws. The Board of Directors may be compensated for their time and efforts. The causes for dissolution must be documented completely along with all alternative solutions to dissolution. Dissolution requires a three-fourths vote of the Board and ratification by a two-thirds vote of a special Association meeting. On dissolution, the Board shall determine the distribution of any remaining assets (net of its obligations) to a qualified not-for-profit organization. This not-for-profit organization must be in the educational or music field, and will be determined at the time of dissolution.