By-Laws Revised 5 -20-2014
Article I - Name
The name of this corporation shall be Huntsville Art League, hereinafter in these bylaws referred to as such.
Article II - Mission
The mission of this corporation shall be as set forth in its Articles of Incorporation, dated October 23, 1957, and all amendments thereto.
Our Mission Statement: Huntsville Art League’s mission is to promote understanding, appreciation, participation and general interest in the visual arts and artists throughout the Tennessee Valley.
Article III - Membership
Section 1. There are 7 paid categories of Membership: Senior (62 and older), Individual, Family, Supporting, Sponsor, Patron, and Benefactor. There are also Lifetime and Honorary memberships for those who have made a significant contribution to Huntsville Art League. Dues shall be set by the Executive Board. Changes to dues will be published by electronic media to the Membership prior to implementation.
Section 2. Members may join or renew at any time and their membership will be valid for one year from the date of entry. Any increase in membership dues will be published in the newsletter two months prior to implementation. The Membership Chair shall notify members two months in arrears, and those whose dues are not paid within one month thereafter shall be automatically dropped from membership.
Section 3. In addition, though rare, any Member whose actions negatively impact Huntsville Art League can be removed from the membership by a majority vote of the Executive Board.
Article IV - Monthly Meetings
Section 1. Monthly meetings of the Huntsville Art League shall be held approximately six times a year, (with no meetings in the summer, or December). These meetings will be scheduled by the Second Vice President and shall include an annual meeting in May, for elections. Monthly meetings are free and open to the public, and include a time for receiving reports from the President, or any other business that may arise. As a rule, the primary objective of the Monthly Meeting is “public outreach”. They should be informative and educational in nature, in keeping with our Mission.
Section 2. Fifteen members of Huntsville Art League at a Monthly or Special meeting shall constitute a quorum.
Article V - Officers
Section 1. The Officers of Huntsville Art League shall be President, First Vice-President, Second Vice-President, Immediate Past President, Secretary, and Treasurer. These officers shall perform the duties prescribed by these Bylaws and by the Huntsville Art League Job Manual.
Individuals may serve two consecutive terms in the same elected position. At the end of the second term, they may not serve in that same position again until a full term has passed.
Section 1. a. A full Term of Office is defined to coincide with the fiscal year of Huntsville Art League, currently from June 1 to May 31 of the following year.
Section 2. The term of all offices begins June 1, and ends the subsequent May 31.
Section 3. Though rare, any Officer whose actions negatively impact Huntsville Art League can be removed from office by a 2/3 vote of the Executive Board.
Article VI - Elections
March – At the Executive Board meeting in March the President shall appoint a Chair of the Nominating Committee. The Chair will select four more committee members from the Huntsville Art League Membership. It shall be the duty of this committee to nominate candidates for the offices.
All officers and board members must be members in good standing. To be eligible for the office of President, a candidate must have been a member for at least one year preceding the May Meeting and if possible, should have served a term on the Executive Board.
The permission of any candidate must be obtained prior to nomination.
April – The Nominating Committee shall report to the Executive Board, and the list of nominees shall be published in the upcoming Newsletter or via electronic media no later than April 30. Additional nominations from the general membership shall be permitted before the election.
May – At the Monthly meeting in May the Members will vote on officers. As in Article IV, fifteen members of Huntsville Art League are required for a quorum.
June – The term of new officers begins June 1, which coincides with the start of the Huntsville Art League fiscal year.
Vacated positions – If any Huntsville Art League officer cannot finish their term, the President will nominate a replacement, to be ratified by majority vote of the Executive Board. The new officer shall serve the remainder of the original term.
Article VII - The Executive Board
Section 1. The Huntsville Art League Officers, the immediate past President and the Chair of the following eleven committees, Facilities, Newsletter, Outside Gallery, Collector’s Draw, Unique Views, Standards, Gallery, Publicity, Education, Membership and Changeout shall constitute the Executive Board. Each committee chairperson should present a report at each Executive Board Meeting. Each member of the Executive Board may vote on the business at hand. Members may attend any Executive Board meeting at any time, but do not have a vote. Executive Board meetings are not open to non-members, except by invitation.
Section 2. The Executive Board shall provide supervision of the affairs of Huntsville Art League, make recommendations to the membership, and shall perform other duties as specified in the Bylaws and Job Manual. The prime purpose of the Executive Board is to set policy and establish goals for all aspects of the Art League’s functions. The Executive Board is not bound by decisions made in committees or by the Huntsville Art League Advisory Board.
Section 3. When time permits, before initiating new contracts in excess of $1000 or time duration greater than 9 months, the Executive Board shall determine the consensus of the membership.
Section 4. Regular meetings of the Executive Board shall be held once a month, at a mutually agreeable day and time to be set by the President. The time of upcoming meetings will be published in the Huntsville Art League newsletter or broadcast electronically.
Section 5. Five members of the Executive Board (at least 3 of which are Officers) shall constitute a quorum.
Section 6. Paid employees do not vote on the Executive Board.
Article VIII - Duties of Officers
The duties of all Huntsville Art League Officers shall include, but not be limited to, those listed under their specific title in the current edition of the Huntsville Art League Job Manual.
ARTICLE IX - Job Manual (Duties of Officers/Staff/Committees)
Section 1. All additions and modifications to the Job Manual, (especially Staff positions) must be brought up with a motion, discussed, and approved by the Board with a majority vote.
Section 2. Each Executive Board member shall prepare recommendations for updating his/her portion of the Job Manual annually and submit it at the Executive Board meeting in April for approval. When approved by the Board by majority vote, the procedure and/or revision shall be incorporated into the appropriate manual and distributed to the new officers elected at the May meeting.
Article X - Duties of Exhibitors
Exhibitors will be expected to be members of Huntsville Art League in good standing, to pay Gallery fees and contribute in a substantial way to the functioning of the Art League by serving on a minimum of 2 committees and working at the Sales Desk as determined by the Executive Board. Exhibitors will also be required to contribute at least one piece of artwork as specified in the “Call to Art” to Collector’s Draw each year.
Article XI - Conflict of Interest
Executive Board members, employees and independent contractors shall be informed of and required to sign the Huntsville Art League Conflict of Interest Policy.
ARTICLE XII - Advisory Board
The President shall have power to form an Advisory Board of learned persons who may give advice and counsel to the President and officers. The members of the Advisory Board will be required to be members of Huntsville Art League. Two representatives from Huntsville Art League Executive Board, one being the First Vice-president, shall sit on the Advisory Board and act as liaison between the two Boards. A file shall be maintained by the Secretary of the Advisory Board, listing each member of the Advisory Board, their area of expertise, current home and/or business address, and current phone numbers. A statement of purpose of the Advisory Board, along with monthly minutes, shall be kept on file in the Huntsville Art League office.
ARTICLE XIII - Paid Employees
Section 1. The Executive Board of Huntsville Art League shall have the authority to employ individuals to carry out the daily operations of Huntsville Art League.
Section 2. The Executive Board shall have the responsibility for these paid employees and independent contractors; paid employees including independent contractors are accountable to the Executive Board.
Section 3. Job descriptions for all paid employees shall be kept in the Job Manual.
ARTICLE XIV - Committees
Section 1. The Chair of each Huntsville Art League committee shall have the power to appoint, with the Members’ consent, individuals from the general Huntsville Art League membership to serve on their committee. The Education Director should be the Chair of the Education Committee.
Section 2. The President shall be an ex-officio member of all committees except the Nominating Committee.
Section 3. At the June Executive Board meeting, the President shall appoint members to a Special Auditing Committee to secure an independent audit of accounts of the previous fiscal year. The fiscal year is from June 1 to May 31 of the following year.
Section 4. A member may serve on a total of four committees, but may hold no more than two chair positions.
ARTICLE XV - Special Meetings
Special meetings may be called by the President, three members of the Executive Board, or by ten members in writing given to any Officer. The purpose of the meeting shall be stated in the call, and distributed electronically by the Secretary. Except in cases of emergency, at least three days’ notice shall be given.
ARTICLE XVI - Auxiliary
The Executive Board shall have the power to establish and/or approve the missions and goals of any auxiliary group that may exist or that may be formed to support the aims and purposes of Huntsville Art League, and to accept or reject support offered. The relationship between Huntsville Art League and such auxiliary shall be confirmed by a letter of agreement signed by the President and Secretary of Huntsville Art League and by the President and Secretary of such auxiliary.
ARTICLE XVII - Parliamentary Authority
The rules contained in the current edition of Robert’s Rules Of Order Newly Revised shall govern Huntsville Art League in all cases except for those specifically covered by these Bylaws; in which case the Bylaws take precedence.
ARTICLE XVIII - Amendment of the Bylaws
Section 1. These bylaws shall be reviewed for amendment a minimum of every two years (on the odd-numbered year).
Section 2. Bylaw changes may be approved at any Monthly or Special meeting of Huntsville Art League by two-thirds vote (with a quorum of 15 members), provided that the amendment has been submitted in writing at the previous Monthly meeting or published in the Huntsville Art League newsletter or distributed electronically at least 2 weeks before the Monthly meeting.
ARTICLE XIX - Monetary Issues
Section 1. The Huntsville Art League will carry a Fidelity Bond (insurance) which covers all employees and workers.
Section 2. Any motion which will require more than $100 in expenses must be accompanied by a financial projection estimating the Income and Expense involved.
Section 3. Therefore, no committee is authorized to spend more than $100 within any given month without the consent and budget approval of the Executive Board, with the exception of recurring expenses. Committee members are required to have the approval of the Committee Chair.
Section 4. The Bookkeeper is not authorized to sign checks. Only the elected Officers with signatory authority and the bookkeeper are allowed to prepare checks.
Checks written must be signed by an authorized signer other than the writer of said check.
Section 5. The Treasurer shall present a Profit and Loss Statement, a Treasurers Report and bank transactions for the previous month at each Executive Board Meeting.
Huntsville Art League Desk Policy
Thank you for being a part of our cooperative gallery. We all must work together to keep our gallery open regular hours and welcoming in order to share our artwork with the city of Huntsville. As an exhibiting or studio artist (referred to as artist for the remainder of this policy) for the Huntsville Art League, the artist agrees to work as an “Artist of the Day” at least one shift a month. Artists may have to work a second shift in any given month when the number of artists is fewer than the number of shifts needing to be filled. Those needed to work a second shift will be determined alphabetically by the calendar manager and rotated through the list of artists. Artists must sign up for their monthly shift by the 15th of the preceding month. An artist may sign up several months in advance if they desire.
Shift artists are expected to:
- Arrive 15 minutes prior to their scheduled shift to familiarize themselves with changes in the gallery and prepare for their shift
- Dress professionally
- Great customers and provide friendly/ excellent customer service
- Review and perform duties as outlined in the Desk Procedure notebook kept at the front desk
- Facilitate sales and record them appropriately in the inventory log book and receipt method
The artist takes full responsibility for the front desk during their shift. When the artist working the desk does an excellent job we all look good. If you aren’t sure how to help a customer or answer their question, please take down all their information and contact someone for help. Please note any issues or problems so that they can be addressed promptly. It may also be necessary to attend mandatory training when significant changes to operating procedures occur in order to maintain proficiency and professionalism.
If an artist is unable to work a shift that month or would prefer not to, he/she is welcome to either coordinate with another artist to switch shifts or hire one the of the Gallery hostesses/hosts (specially trained, board-approved substitutes) to take their shift for them. The artist must compensate the hostess/host appropriately-currently $30/shift. The money/check should be in the drawer the day of the shift, or both parties may make a prior arrangement concerning payment. In order for an artist to be totally released of shift duty responsibility for any particular month or longer requires board approval, except in very special cases as outlined below. Any artist who fails to sign up for a shift or fails to work/arrange for a substitute for an assigned shift is subject to a $30 “missed shift” fee, and will be billed.
Acceptable Reasons for Missing a Shift:
- Sudden Illness/Medical Emergency
- Death in the family
- Car trouble/accident DAY OF THE SHIFT
Unacceptable Reasons for Missing a Shift (will result in fee of $30):
- forgot/desk worker from the day before did not remember to call you
- social engagements
What to Do if you have to miss a shift (non-emergency):
You can ask your fellow artists to trade shifts with you. If a substitute cannot be found, you can also call or email Casey email@example.com Toni Bridges firstname.lastname@example.org, or S. Renee Prasil 256-783-2052 to see if they are able to work the shift for you, but you will pay the $30 fee.
An artist may not sign up for two shifts in one month in order to be excused for a shift due to absence in another month, but may coordinate to swap that duty with someone assigned a shift that occurs at any time.
What to Do if You Have to Miss a Shift (day-of/emergency):
If you find yourself in one of the situations listed above, please (if possible) call the gallery and ask the current worker if he/she can cover your shift or try to find a substitute for you. If it is a minor emergency (car trouble, etc.) or you have the first shift and there is no answer, please try to call the substitutes listed above or an artist who lives near the gallery-such as Joe Carter (256-979-1670) or Teresia Reid (256-881-2638) -and ask if they can cover for you. Put these numbers in your phone. We will try to add to these last minute numbers as we have people who volunteer to be put on the list.
What to Do if Your Replacement Does Not Show Up:
Call him or her. Stay as long as you can. Alert the desk manager, Casey, (256-503-0671) so that she may get in touch with the errant Artist of the Day and sort out the situation/assess a fee. Please put her number in your phone as well.
What to Do if You Feel You Should Be Exempted from Desk Work:
Artists who believe they should be exempt from desk work must petition the Board for exempt status. He/she should prepare a written explanation for why he/she is requesting exemption and send it to a board member. Artists are not exempt until there is confirmation from the Board.
Who is Exempt from Desk Work:
- Board Members
- Those who have received permission from the Board (before this policy) to be exempt Artists facing long term health issues who are unable to work have the options of:
- Paying for substitutes
- Getting fellow artists to take your shifts
- Notifying the Board to request an exemption
August 8 2005
“Annette said that she felt we needed a policy on nudity (in artwork) at the gallery. Teresia moved that there should be “no frontal nudity in any form or media exhibited in the gallery or off site locations.” Peter seconded and it was unanimously approved.” (see immediately below)
Revision, NOVEMBER 4, 2013
MOTION – Nudity allowed upstairs in Lowe Mill (not 103), and must be “tasteful” If there are any questionable pieces being hung, Patti or Heike will contact the Board for a judgment. PASSED
Boutique and Visions categories dropped
NOVEMBER 4, 2013
MOTION – to drop the Boutique and Visions categories. PASSED
Library use policy
NOVEMBER 4, 2013
Motion – Must be a HAL Member to check out Library books PASSED
May 12, 2014
Teresia called for a motion after a meeting with the Gallery Committee. This was a refinement in fees and space allocation.
- All artists pay a minimum $20 fee
- Any mix of painting media counts in the $20, adding a non-painting medium is an extra $10
- Cards and/or prints in bins, are an extra $5
Motion PASSED, effective June 1, 2014
No Motions in Reports, for clarity
5 minute time limit on Reports, for expediency (10 for Treasurer)
Debate comments limited to one minute per person, twice, in the order seated.