Bucksport Area Cultural Arts Society

By-Laws

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Bucksport Area Cultural Arts Society By Laws

Article I:  NAME
Bucksport Area Cultural Arts Society, hereinafter referred to as The Society.

Article II:  MISSION
The mission of The Bucksport Area Cultural Arts Society is to stimulate the arts within the community and schools, provide a suitable space for the performing arts which is also audience friendly, provide work and display areas that enable a strong community and academic arts program, and promote life-long learning experiences for the citizens of Bucksport.

Article III: OBJECTIVES
The objectives of The Society is threefold.  The first objective is to explore and obtain funding to construct a Cultural Arts Center.  The second objective is to oversee the design and construction of the Cultural Arts Center.

Article IV:  MEMBERS
Any person may become a member of The Society on payment of annual dues, the amount of which shall be determined from time to time by the Board of Directors.  No person may be excluded because of gender, race or color.  Honorary Members may be chosen by the Board of Directors when and as the occasion demands.

Article V: OFFICERS
(1)  The Officers of the Society shall be President, Vice President, Treasurer, and Secretary.
(2) Election, term of office and qualifications:  The officers shall be elected annually by the Board of Directors from among Board Members.  A nominating committee of three Directors shall submit the names of candidates for each office.
(3)  Vacancies:  In the event any office of The Society becomes vacant, the majority of Directors then in office may elect an officer to fill such vacancy.
(4)  President:  The President shall preside at all meetings of the Board of Directors.  The President shall have and exercise general charge and supervision of policies and may sign any contracts authorized by the Board of Directors.
(5)  The Vice President shall perform the duties of the President in the President's absence and shall have other powers as the Board of Directors may determine.
(6)  The Secretary Shall have charge of such books, documents and papers as the Board of Directors may determine.
(7)  The Treasurer shall have custody of all funds, property and securities of The Society, subject to such regulations as may be imposed by the Board of Directors.

ARTICLE VI:  BOARD OF DIRECTORS
(1) Election:  The business, property and budget of The Society shall be supervised by a Board of Directors, who shall be elected for two year terms.
(2) Number:  The number of Directors of the Corporation shall be not less than five nor more than twelve, but such number may be increased or decreased by amendment to these by-laws, with new board seats filled by nomination and majority vote of the board then in place.
(3) Resignation:  Any Director may resign at any time by giving written notice of such resignation to the Board of Directors.
(4) Vacancies:  Any vacancy of the Board of Directors occurring during the year may be filled for the unexpired portion of the term by the Directors then serving.

ARTICLE VII:  MEETINGS
(1) Regular:  Regular meetings shall be held the last Tuesday of every month at a place and time to be determined by the Directors.
(2) Annual:  The annual meeting of The Society shall be held at a date and time to be determined each year for the purpose of electing Directors and for the transaction of such other business as may properly come before the meeting.
(3) Notice:  Notice of the time, place and purpose of the annual meeting shall be served by mail, not less than ten days before the meeting..
(4) Quorum:  At any meeting, the presence of a majority of the Directors shall constitute a quorum -- a majority vote at any meeting will prevail.

ARTICLE VIII:  EXECUTIVE COMMITTEE
The Executive Committee shall consist of the President, Vice President, Secretary, Treasurer and any other Director(s) the President may designate.  This committee shall be empowered to carry on the business of the Board between regular meetings provided that its actions are not in conflict with the policies laid down by the full Board of Directors and they shall be required to report back to the full Board for final approval of their acts.

ARTICLE IX:  OTHER COMMITTEES
Other committees, standing or special, as deemed necessary to carry on the work of The Society, Directors or Executive Committee, shall be appointed by the President.  The President shall be ex-officio member of all committees.

ARTICLE X:  PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of Order, Newly Revised, shall govern The Society in all cases to which they are applicable and in which they are not inconsistent with these by-laws and any special rules of order The Society may adopt.


ARTICLE XI:  DISSOLUTION
(1)  Procedure:  The Corporation may be dissolved and its affairs settled in accordance with the applicable laws of the State of Maine provided, however, that (a) members be given sixty (60) days written notice of the meeting of the Board of Directors to consider the dissolution of the Association and that (b) a resolution of dissolution only be adopted upon receiving the affirmative vote of three fifths of the Board of Directors.
(2)  Distribution of Surplus:  The Corporation is not organized for profit, and no part of the net earnings or assets of the Corporation shall inure to the benefit of any private individual.  In the event of liquidation or dissolution of the Corporation, the balance of all money and other property received by the Corporation from any source, after payment of all debts and obligations of the Corporation, shall be used or distributed exclusively for the purposes within those set forth in Article II to institutions in the State of Maine exempt from taxation under Section 501(c)3 of the Internal Revenue Code of 1954, as amended.

ARTICLE XII:  INDEMNIFICATION
The Corporation shall, to the extent legally permissible, indemnify any person serving or who has served as a Director against all liabilities and expenses, including amounts paid in satisfaction of judgements, in compromise or as in fines and penalties, and counsel fees, reasonably incurred by the individual in connection with the defense or disposition of any action, suit or other proceeding, whether civil or criminal.

ARTICLE XIII:  AMENDMENT OF BY-LAWS
The by-laws can be amended at any business meeting of the Board of Directors by a majority vote, provided that previous notice has been given.

ARTICLE XIV:  PURPOSE CLAUSE
This organization is organized and operated exclusively for charitable purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code.

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Last Updated: 7/17/07