Flagstaff Friends of Traditional Music Bylaws Article 1 - Offices 1.1 The principal offices of the organization shall be located in the state of Arizona. Article 2 - Membership 2.1 Members. Members shall be those who pay annual dues. There are two categories of membership: individual and family. Individual members have one (1) vote, family memberships have two (2) votes. Members are entitled to one regularly published newsletter and discount admission to certain FFOTM sponsored events. 2.2 Acceptance of members. Membership commences with the submission of a membership form, payment of annual dues and the organization's acceptance. 2.3 Voting. Each member shall be entitled to one (1) vote for individuals or two (2) votes for family memberships on each matter submitted to a vote of the general membership. 2.4 Termination. Any member may be terminated for cause by a majority of the Board of Directors at any regular or special meeting. 2.5 List of Members. A complete list of membership including names, addresses and date of renewal shall be kept at the home or office of the designated secretary of the organization. Article 3 - Meetings of Members 3.1 Annual Meeting. The Board of Directors shall hold the annual meeting of members in the state of Arizona starting in 2000 and annually thereafter on any date designated. Subsequent annual meetings shall be held within 13 months of the previous annual meeting. Written notice of the meeting shall be given to all the members between 30 and 60 days prior to the meeting. 3.2 Special Meetings. 10% of the members or a majority of the Board of Directors may call special meetings. Notice shall be given to all members between 10 and 60 days prior to the meeting. 3.3 Voting by Mail. Where directors are to be elected by members, such elections may be conducted by mail, in such a manner as may be determined by the Board of Directors. Article 4 - Board of Directors 4.1 Number and Powers. A Board of Directors consisting of not less than five (5) nor more than nine (9) persons shall manage the organization. The number of Directors may be altered by a majority vote of members at a properly noticed meeting. Directors must be FFOTM members and at least 18 years old. 4.2 Election and Term of Office. Directors shall be elected by a majority of the membership voting in the election. The Directors shall be elected at the annual meeting of the membership and each Director shall hold office for a term of two (2) years or until a successor is elected except in the event of his/her earlier resignation, removal or death. No Director shall serve more than three (3) consecutive terms. 4.3 Removal. Directors shall be subject to removal for cause by a majority of the membership, or by a majority of Directors ratified by a majority of the membership. 4.4 Vacancies. Vacancies and newly created Directorships may be filled by a majority of present voting members. Vacancies may be filled at an annual or special meeting of the membership, or by mail ballot. 4.5 Meetings. Regular meetings of the Board of Directors shall be held as determined by the Board. 4.6 Quorum. A majority of the Board of Directors shall constitute a quorum at any meeting of the Board. When a quorum is present at any meeting, a majority vote of all Directors present in person shall decide any questions brought before such meetings. Article 5 - Officers 5.1 Officers, Powers, and Duties. Officers shall consist of a President, a Vice President, a Secretary, a Treasurer and such officers as may be appointed by the Board of Directors. The Officers shall have the following duties: 5.1.1 President: The president shall preside at all meetings and conduct business subject to the direction of the Board and coordinate all activities. 5.1.2 Vice President: The Vice President shall assist the President and act in his behalf as directed by the Board. 5.1.3 Secretary: The Secretary shall keep the membership list, keep record of meetings, and make and maintain reports and records as required. 5.1.4 Treasurer: The Treasurer shall conduct banking and keep records of all funds of the Organization. 5.2 Appointment and Term of Office. The Offices of the organization shall be appointed annually by the Board of Directors at the regular annual meeting or as soon afterwards as convenient. 5.3 Removal. Any officer appointed by the Board of Directors may be removed by a majority vote of the entire Board when in the best interests of the organization. 5.4 Vacancies. The Board will fill vacancy in any office because of resignation or other reason for the rest of the original term. Article 6 - Contracts, Loans, Checks, Deposits and Gifts 6.1 Contracts. The Board of Directors may authorize any officer or other agent to enter into any contract or execute documents on behalf of the organization. Such authority may be general or restricted to specific instances. 6.2 Loans. No loan shall be contracted on behalf of the organization unless approved by a majority of the Board of Directors at a meeting noticed to the entire membership specifically disclosing the proposed loan. 6.3 Checks, etc. All checks or other orders for the payment of money by the organization shall be signed by the Treasurer or other officer or agent as specifically authorized by the Board of Directors. 6.4 Deposits. All funds of the organization not otherwise employed shall be deposited in organization accounts as determined by the Board of Directors. 6.5 Gifts. The Board of Directors or officers may accept on behalf of the organization any contribution or gift for any purpose of the organization. Article 7 - Fiscal Year 7.1 Fiscal Year. The fiscal year of the organization shall be a calendar year. Article 8 - General Provision 8.1 Inspections of Records. The organization shall keep accurate records and membership lists. All records may be inspected by any member with notice at a reasonable time, ten (10) days. Article 9 - Amendments 9.1 Amendments. The Board of Directors shall have the power to add, delete or amend any part of these bylaws by a majority vote of the Board at any regular or special meeting of the Board provided that a statement of the proposed action shall have been included in the notice of such meeting.