WYOMING WRITERS, INC. CONSTITUTION
Be it known that the Wyoming Writers, Inc. (WW, Inc.) is a 501 (c)(3) nonprofit organization of persons who write for publication or as a hobby, banded together for mutual help and inspiration.
WW, Inc. seeks to encourage and promote interest in writing. The organization will not impose rules or regulations upon its members regarding literary style or content, nor will it impose restrictions on its members’ personal or private dealings with agents, editors, or publishers.
Aims and Purposes
In addition to the basic concepts set forth in the Preamble, the aims and purposes of the Organization shall be:
- to hold an annual conference at which members may meet for the enjoyment of each other’s society, for the exchange of ideas, and for the discussion of projects, programs, and other activities tending to promote the welfare of the Organization and its members; where lectures and workshops may be conferred, and officers for the ensuing year elected and installed;
- to prepare and distribute a publication, the WYO-Writer, designed to keep the members informed;
- to hold other writing workshops and activities that will educate, inform, or promote Wyoming writers.
In order for WW, Inc. to accomplish the purposes stated in this Constitution, Bylaws have been prepared. The Bylaws will be accepted by the general membership of WW, Inc. and will govern the activities of the Organization. At no time may the Bylaws conflict with this Constitution.
Policies and Procedures may be adopted by the Executive Board to supplement the Bylaws.
Policies cannot conflict with the Constitution or Bylaws.
Adopted by the members of Wyoming Writers, Inc. June 5, 2010
BYLAWS OF WYOMING WRITERS, INC.
Name and Designation
The name of the organization shall be Wyoming Writers, Inc. (WW, Inc.). WW, Inc. is a 501(c)(3) not-for-profit corporation, with fiscal year from July 1 to June 30.
The objective of this organization shall be to inspire and assist members who write for publication or as a hobby; and to encourage and promote interest in writing.
Section 1. Eligibility.
Any person who has not violated ethics of professional writing, such as plagiarism or copyright infringement, is eligible to join WW, Inc.
Section 2. Dues and fees.
Dues are payable upon joining and annually thereafter as prescribed by the Board of Directors. Persons who do not renew their annual dues by July 31 shall be automatically dropped from WW, Inc. membership. Fees shall be determined by the WW, Inc. Board of Directors and are payable upon notice.
Section 3. Privilege.
(a) WW, Inc. members in good standing are eligible to vote.
(b) Proxy voting is not permitted.
(c) WW, Inc. members are eligible to receive an electronic copy of WYO-Writer, the official publication of WW, Inc.
Section 4. Resignation from membership.
Any member desiring to resign from WW, Inc. shall submit his/her resignation in writing to the Secretary, who shall present it to the Board of Directors for action.
Board of Directors
Section 1. Composition.
(a) The Board of Directors of Wyoming Writers, Inc. shall be composed of seven members in good standing, including the immediate past president.
(b) The officers—President, Vice President, Secretary, and Treasurer—shall be elected by the Board of Directors. Board Presidents may not succeed themselves.
(c) In June 2010, three members for one-year terms and three members for two-year terms will be elected. At each succeeding annual conference, three members for two-year terms will be elected. Board members may run for reelection.
(d) A person in a paid position for Wyoming Writers, Inc. cannot serve on the Board of Directors.
Section 2. Election.
(a) The election of the WW, Inc. Board of Directors shall take place at the annual meeting of WW, Inc. members.
(b) The WW, Inc. Board of Directors shall be elected by plurality vote of the members present and voting.
(c) Proxy voting is not permitted.
Section 3. Officers.
(a) The officers of WW, Inc. are the President, Vice President, Secretary, Treasurer, and Immediate Past President.
(b) Officers shall be elected by the Board of Directors.
Section 4. Duties and Powers.
(a) The Board of Directors shall be the governing body of WW, Inc.
(b) Board members shall perform the duties prescribed by these Bylaws, the policies and procedures, and by the parliamentary authority adopted by WW, Inc. Each member of the board shall have one vote when determining the business of WW, Inc. with the exception of the president, who shall vote only to break a tie.
(c) They shall meet annually: immediately prior to the annual conference, immediately following the annual conference to include incoming and outgoing Board members, and at other times and places determined by the Board of Directors. Meetings of the Board of Directors may be called by the president or two board members.
(d) Except in case of emergency, three days’ notice shall be given and an agenda provided.
(e) A Director may conduct or participate in a regular or special meeting through the use of any means of communication by which all participating directors may simultaneously communicate with each other during the meeting.
(f) A Director participating in a meeting by this means is deemed to be present in person at the meeting.
(g) The Board of Directors shall make recommendations and reports to the members of WW, Inc. following Board meetings.
(h) No member of the BOD will seek to benefit, directly or indirectly, in money or in kind, by virtue of a position on the Board.
Section 5. Quorum.
(a) A quorum of the Board of Directors shall be at least four members in attendance at a meeting.
(b) Proxy voting is not permitted.
Section 6. Term of Office.
(a) The members of the WW, Inc. Board of Directors term of office shall begin at the close of the annual meeting at which they are elected.
(b) Terms shall be staggered.
Section 7. Vacancies.
A vacancy in any elected office shall be filled by appointment by the WW, Inc. Board of Directors.
Meetings of Members
Section 1. Meetings of Members.
(a) There shall be an annual business meeting and conference for WW, Inc. members; it shall include the election of Board members, the receiving of reports of officers and committees, and for any other lawful business.
(b) The meeting date shall be determined by the Board of Directors.
Section 2. Special Meetings.
(a) Special meetings may be called by the President or be called upon the written request of ten members of WW, Inc.
(b) The purpose of the meeting shall be stated in the call.
(c) Except in case of emergency, three days’ notice shall be given.
Section 3. Quorum.
A majority of members in attendance shall constitute a quorum.
Section 1. Ex-officio members.
The President shall be an ex-officio member of all committees except the Nominating Committee.
Section 2. Appointment.
With the exception of the Nominating Committee, Committee Chairpersons shall be appointed by the President, with approval of the Board of Directors.
Section 3. Nominating Committee.
(a) Five WW, Inc. members in good standing shall be elected by the Board of Directors to serve on the nominating committee.
(b) A slate of nominees shall be presented to the Board of Directors at the meeting immediately preceding the annual meeting and conference.
(c) The slate shall be announced to the members by the Nominating Committee Chairperson during the annual business meeting of members.
The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern WW, Inc. in all cases to which they are applicable, and in which they are not inconsistent with these bylaws and any special rules of order WW, Inc. may adopt.
Amendment of Bylaws
Section 1. Amendments.
(a) The Board of Directors may amend Bylaws. Ratification of such amendment(s) by WW, Inc. members would take place at the next annual meeting of the members.
(b) These Bylaws may be amended at the annual meeting of members by a two-thirds vote of members present and become effective immediately.
(c) Proxy voting is not permitted.
Section 2. Proposed amendments.
(a) Proposed amendments must be presented to the President in writing at least 30 days prior to the annual meeting of members.
(b) The President shall present proposed amendments to the Board of Directors for determination whether said amendments will be presented to members for action.
(c) Proposed amendments shall be posted at the annual meeting of members or published in WYO-Writer if adequate time allows.
Section 3. Amendment proposal by members.
Should the Board of Directors decline to introduce a proposed amendment as provided for in Section 2, members may introduce the proposal before the annual meeting of members, provided five members sign a written request for consideration of the proposal.
In the event that WW, Inc. should be dissolved, the treasurer shall, after paying all legitimate expenses, disburse remaining funds to the University of Wyoming to be used specifically for creative writing scholarships.
Adopted June 3, 1995
Amended June 1996
Amended June 2002
Adopted June 5, 2010
Amended June 2, 2012
Amended June 6, 2015