Proposed Changes to CNW Bylaws

Below are the current bylaws of Cartoonists Northwest. Following them are proposed changes, which were first reviewed and discussed at the May 17, 2008 meeting. All CNW members are invited and encouraged to express their views on this topic, including proposing additional changes. Discussion will continue at future monthly meetings. Here we go...


CURRENT Cartoonists Northwest Bylaws
PO Box 31122, Seattle, WA 98103

Article 1
The name of this organization is Cartoonists Northwest. The organization seeks to promote the art of cartooning and humorous illustration in the Pacific Northwest and provide guidance and education for cartoonists, artists and others who support and assist the organization.

Article 2
Membership is open to anyone. Members are required to pay dues annually. The Executive
Board may from time-to-time establish additional types of membership and shall determine what the dues for each shall be.

Article 3
Funds from dues and donations will be used to pay the expenses of the organization. No officer of the organization will receive a salary.

Article 4
Meetings of Cartoonists Northwest will be scheduled at monthly intervals. The Executive Board will determine the time, the day and the locations and revise or add to them.

Article 5
Business matters and organization affairs will be initiated or reviewed by the Executive Board and presented to the membership for approval. Business matters may be voted upon by voice vote from members in good standing and in attendance. A secret ballot may be requested by
members.

Article 6
Dissolution of the organization or other items of business requested by bankers, lawyers or government agencies may be presented before the entire membership, with the vote to be conducted by mail. A quorum for this vote will consist of at least a 2 per cent return of mailed ballots and a passing vote will be 75 per cent of those votes received.

Article 7
The President is the single elected officer. The President will be elected by a majority or plurality of members in attendance at the regular January meeting. The Executive Board may select and offer a candidate. Nominations will also be accepted from the floor at the election meeting.

Article 8
The President will select a Vice President and Treasurer. These three officers will then select, by plurality, four Executive Board officers. The President will serve as leader and preside over regular Cartoonists Northwest membership meetings and Executive Board meetings.
• The President will set an agenda for each meeting and establish committees and appoint chairman for all committees.
• The Vice President will serve as leader and preside at membership meetings in the President's absence..
• The Treasurer will keep an accurate account of all money received and spent, sign all checks and pay all bills.

Article 9
The President may be removed from office for malfeasance or nonattendance, by unanimous vote of the six other officers. Other officers may be removed or replaced by other nominees at the initiative of the President and with a plurality approval by the other officers.

Article 10
Executive Board officers will participate in the management of the organization including, specifically, the dispersion of club funds, within the Executive Board structure. Members are welcome to attend and participate at Executive Board meetings, but should not expect to vote. If, however, certain members of the Executive Board are not in attendance, then any member in good standing who appears at the Executive Board meeting may be appointed to the Executive Board for the duration of that meeting and may then cast a vote at that meeting.

Article 11
In the event of dissolution of the organization, surviving officers shall seek to provide for payment of debts and liabilities of the organization, then donate the balance, if any, to the Cartoon Art Museum, in San Francisco, The International Museum of Cartoon Art, in Boca Raton, or the Museum of Words and Pictures, in Northampton, at their discretion.

Article 12
Recommendations to change or amend the Cartoonists Northwest bylaws may be proposed by any officer or member. Changes to the bylaws must be approved by 75 per cent vote of the participating eligible members.

—approved by a majority of voting members of Cartoonists Northwest on Dec. 19, 1997

Next, here are the bylaws with proposed changes as of May 17, 2008:

PROPOSED Cartoonists Northwest Bylaws (proposed changes are in red)
PO Box 31122, Seattle, WA 98103

Article 1
The name of this organization is Cartoonists Northwest. The organization seeks to promote the art of cartooning and humorous illustration in the Pacific Northwest and provide guidance and education for cartoonists, artists and others who support and assist the organization.

Article 2
Membership is open to anyone. All members, except for regular officers of the Executive Board and Guest Speakers, are required to pay dues annually. The Executive Board may from time-to-time establish additional types of membership and shall determine what the dues for each shall
be, subject to the approval of the membership by majority vote at the next regular meeting. A member shall be considered to be in good standing if any one of the following conditions is fulfilled:
• The member has paid annual dues at any time in the previous calendar year.
• The member is currently a regular officer on the Executive Board.
• The member has been a Guest Speaker at a regular meeting at any time in the
previous calendar year, or a Guest Speaker at the most recent Toonie Awards.
• The member has carried out a recognized contribution to the good and welfare of the organization (such as the donation of artwork to a fundraising event) in lieu of payment of dues at any time in the previous calendar year.
• The member is a Charter Member.

Article 3
Funds from dues and donations will be used to pay the expenses of the organization. No officer of the organization will receive a salary.

Article 4
Meetings of Cartoonists Northwest will be scheduled at monthly intervals. The Executive Board will determine the time, day, and the location. In addition, the Executive Board may propose special meetings as needed. However, any change in the regular meeting time, day, or location must be preceded by an announcement at the previous regular meeting, except in the case of obvious emergency.

Article 5
Business matters and organization affairs will be initiated or reviewed by the Executive Board and presented to the membership for approval. Business matters may be voted upon by voice vote from members in good standing and in attendance. A vote will be conducted by secret ballot at the request of any member present, except for votes on matters of procedure, which shall be by voice vote only.

Article 6
The President is the single elected officer. The President will be elected by a majority of
members in attendance and in good standing at the regular January meeting.
• Any member in good standing may make a nomination.
• Any member in good standing may be nominated.
The election is by secret ballot. The ballots will be counted by two members present who were not nominated themselves. In the event no candidate receives a majority of votes cast, runoff elections will be held until one candidate receives a majority of votes cast.

Article 7
The President will select a Vice President, Secretary, and Treasurer. These four officers will then select, by majority (the President having a tie-breaking vote), three other Executive Board officers. The President will serve as public spokesperson and will preside over regular Cartoonists Northwest membership meetings and Executive Board meetings.
• The President will set an agenda for each meeting and establish committees and
appoint chairman for all committees.
• The Vice President will preside at membership meetings in the President’s absence.
• The Secretary will handle all public correspondence of the organization under the direction of the President, and will also be responsible for recording decisions of meetings of both the organization and the Executive Board.
• The Treasurer will keep an accurate account of all money received and spent, sign checks, be responsible for paying bills, and keep both a record of payment of membership fees by all members and also the mailing address, e-mail, and phone number (where available) for each member. The Treasurer must have a list of all members in good standing at every meeting. Any Executive Board officer has the right to inspect the records kept by the Treasurer at any
reasonable time.

Article 8
The President may be removed from office for malfeasance or nonattendance, by unanimous vote of the six other officers. Such removal must be confirmed by a majority vote of the members in good standing at the next regular meeting of the organization. If the removal is confirmed, then a new election must be held immediately. The newly elected President will serve the remainder of the term of the former President. Other officers may be removed or replaced by other nominees at the initiative of the President and with a majority approval by the other officers.

Article 9
Members of the organization may be suspended by the unanimous vote of the Executive Board if they engage in abusive behavior or if their public actions discredit the organization. Such suspension must be confirmed by a two-thirds majority vote of the members in good standing at the next regular meeting of the organization.

Article 10
Executive Board officers will participate in the management of the organization including, specifically, the dispersion of club funds, within the Executive Board structure. Members are welcome to attend and participate at Executive Board meetings, but do not have the right to vote at these meetings. If, however, there are members of the Executive Board who are not in attendance, then any member in good standing who appears at an Executive Board meeting may be appointed to the Executive Board for the duration of that meeting and may then cast a vote at that meeting. The Executive Board shall decide by majority vote which members may serve as appointees for that meeting. In any event, the number of members who serve as appointees may not exceed the number of absent Executive Board members.

Article 11
Dissolution of the organization must be presented before the entire membership, with the vote to be conducted by mail. A quorum for this vote will consist of at least a 20 per cent return of mailed ballots. Dissolution must be approved by at least 75 per cent of the votes received.

Article 12
In the event of dissolution of the organization, the Executive Board shall seek to provide for payment of debts and liabilities of the organization. The balance, if any, shall be donated to the Cartoon Art Museum, in San Francisco, The International Museum of Cartoon Art, in Boca Raton, or the Museum of Words and Pictures, in Northampton, at the discretion of the Executive Board.

Article 13
Recommendations to change or amend the Cartoonists Northwest bylaws may be proposed by any officer or member in good standing. Changes to the bylaws must be approved by a two-thirds majority of the members in good standing and in attendance in votes taken at two separate, consecutive regular meetings of the organization.