BYLAWS OF DIABLO ORDER OF ZYMIRACLE ENTHUSIAST (DRAFT)
The name of this association shall be Diablo Order of Zymiracle Enthusiasts (D.O.Z.E.)
The purpose of this Association is to engage in any lawful act or activity for which an association may be organized under such laws; including, but not limited to;
(a) To promote and enjoy the hobby of home brewing; including making cider and mead,
(b) To educate members about the making of beer, cider and mead,
(c) To learn about and promote the tasting and judging of beer, mead and cider,
(d) To promote the responsible use of alcoholic beverages, and
(e) To engage in enjoyable social activities focused on home brewing as a common foundation.
1.30 Principal Office:
The principal office of the Association for the transaction of its business will be located in Contra Costa County, California; unless and until the Directors designate another location.
1.40 Effective Date:
These By-Laws shall be considered in effect when approved by at least two thirds of the membership present at the membership meeting where this document is put to a vote
The association may be dissolved by;
(a) An affirmative vote of a majority of the voting power of the association.
(b) If the association’s operations have been discontinued for at least three years, by the board or, if the association has no incumbent board, by the members of its last preceding incumbent board.
(c) If the association’s operations have been discontinued, by court order.
1.60 Winding up Affairs:
Promptly after commencement of dissolution of the association, the Board or, if none, the members shall promptly wind up the affairs of the association, pay or provide for its known debts or liabilities, collect any amounts due to it, take any other action as is necessary or appropriate for winding up, settling, and liquidating its affairs, and distribute its assets for one or more exempt purposes within the meaning of section 501(c)(7) of the internal Revenue Code, or the corresponding section of any future federal tax code.
The membership of this Club shall be open to any person of legal drinking age who enjoys fine beers, ciders or meads. Membership is subject to any membership agreement established and maintained by the Board. The association shall not discriminate on the basis of race, color, religion, creed, gender expression, age, national origin, disability, marital status, sexual orientation, or military status.
Membership shall be based on a calendar year. Membership shall begin on the date the member pays their dues and shall terminate on the 31st of December of that year.
(a) Dues shall be determined by the Board and approved by the membership. Members shall receive proof of membership.
(b) The President after having completed a full active term in office, will be granted a one year membership for the following year.
2.40 Honorary Membership:
The Board may elect to designate any person an Honorary Member of the Club for a time period determined by the Board at the time of dispensing such Honorary Membership.
2.50 Membership Agreement:
The Board shall create and maintain a membership agreement. All members are required to agree to and abide by the membership agreement. The agreement shall outline acceptable behavior and risks assumed by members.
(a) Membership is terminated by any of the following events:
(1) Resignation of the member.
(2) Expiration of the fixed term of the membership, unless the membership is renewed before its expiration.
(3) Expulsion of the member.
(4) Death of the member.
(5) Termination of the legal existence of a member that is not a natural person.
(b) Termination of membership does not relieve a person from an obligation incurred as a member before termination.
(c) Termination of membership does not affect the rights of the association to enforce an obligation against a person incurred as a member before termination, or to obtain damages for its breach.
Board of Directors
All legislative and executive powers shall be given to and controlled by the Board of Directors (Board).
3.20 Board of Directors:
The Board of Directors shall consist of the Officers, Controller, Competition Coordinator and Event Coordinator. All positions on the board shall be elected offices. An elected office may be occupied by more than one person subject to Board approval.
The Officers shall consist of the President, Vice-President, Secretary and Treasurer.
3.40 Term of Office:
All offices shall be held for a period of one year. Elections will be held in November of each year. A term of office starts on the first of January following the election and ends on the 31st of December of that same year.
3.50 Removal from Office:
(a) Any board member missing three board meetings and/or six membership meetings during his/her term of office, without reasonable excuse, shall be removed from office and replaced as soon as possible.
(b) A reasonable excuse shall be determined by the Board.
(c) Any board member, as determined by a majority of the Board, found not performing his/her duties, may be removed from office, subject to the approval by a majority vote of the membership at the next membership meeting following a report from the Officers to the membership.
Any interim vacancy on the Board shall be filled by appointment by the Board, subject to the approval by a majority vote of the membership at the next membership meeting following the vacancy. In the event the membership votes down the appointment by the Board, there will be open nominations for the vacant office and an election held at said membership meeting to fill the vacancy. Any officer filling a vacancy shall be installed at the meeting at which the membership voted its approval.
3.70 Returning Association Property:
All elected officers and any members, upon completion of their term in office or assignment, shall return to Diablo Order of Zymiracle Enthusiasts any and all papers, documents, and property deemed to be important to the operation and history of, and belonging to, said Association. Failure to comply may result in expulsion from the Association and civil action if deemed necessary.
Duties of Board Members
Responsible for the overall direction of the club. Leads meetings and works with officers to schedule/execute all club related goals and activities.
Assists president in scheduling/executing all club related goals and activities. Leads meetings in absence of president. Responsible for talking with the previous club member of the year and selecting the upcoming club member of the year.
Responsible for keeping a list of members and handing out membership cards. Also taking minutes at officer and association meetings. Updating website, social media, calendars, etc. with pertinent club information (e.g. meeting agendas and upcoming events).
Responsible for all club finance. Works with other officers to budget and account for all incoming and outgoing financial transactions.
Assists Treasurer in all club finance. Reviews all incoming and outgoing financial transactions
4.60 Competition Coordinator:
Responsible for notifying club members of all upcoming competitions. Records/reports all current club competitions; including the Style of the Month and Beer of the Month competitions.
4.70 Event Coordinator:
Responsible for scheduling, promoting and overseeing all club related events and activities.
4.80 Member at Large:
Members at large shall assist the board as necessary.
Election of Board
Any person who has been a member in good standing for at least six (6) months may run for an elected office.
Nominations will open at the October meeting and will close with nominations from the floor at the November meeting. The method of collecting nominees’ names shall be done at the discretion of the Board.
A secret ballot election shall be held at the November meeting. Only paid members may vote. The Board may require proof of membership. The Board shall determine how the secret balloting will take place; including, but not limited to absentee and electronic ballots.
The President shall designate three members not running for office to tally the ballots. After tabulating the results, the members shall submit a report to the President as soon as the ballots are counted. The new board member for each office shall be that person with a plurality of the votes for that office.
A voting quorum to elect board members shall be no less than fifty percent (50%) of the paid membership.
5.60 Installation of Board Members:
After the November meeting, board members will begin a transition of duties. Installation of the new board members shall occur at the Christmas party.
Committes may be created or terminated by the Board at any time to suit the needs of the association. The Board shall seek and appoint committee members from members of the club in good standing. Committee members will not have any specific term of service and may join or leave a committee at any time.
6.20 Standing Committees:
The association shall have two standing committies; the competition committee and the event committee.
Meetings and Voting
7.10 Membership Meetings:
Membership meetings shall be held on the dates and times determined by the Board. All members are encouraged to attend these meetings.
7.20 Board Meetings:
Board meetings shall be at a time and place called by the President. At least four board meetings shall be called per year. All members shall be notified of the date and time of the board meeting by a method determined by the Board. All board members are required to attend and submit a report pertinent to their office. Any board member who is not able to attend shall submit a report in writing. Any member of the association may attend a board meeting.
7.30 Membership Meeting Quorum:
Unless otherwise provided for in these bylaws, a voting quorum at a membership meeting shall be no less than fifty percent (50%) of the paid membership.
7.40 Vote of the Membership:
A vote may be conducted either at a membership meeting at which a quorum is present or by a written ballot in which the number of votes cast equals or exceeds the number required for a quorum. Approval of a matter voted on requires an affirmative majority of the votes cast.
(a) Notice of the vote shall be delivered to all members entitled to vote on the date of delivery. The notice shall be delivered, mailed or sent electronically to the member’s addresses shown in the association’s records a reasonable amount of time before the vote is to be conducted. The notice shall not be delivered electronically, unless the recipient has consented to electronic delivery of the notice. The notice shall state the matter to be decided and describe how and when the vote is to be conducted.
(b) If the vote is to be conducted by written ballot, the notice of the vote shall serve as the ballot. It shall set forth the proposed action, provide an opportunity to specify approval or disapproval of any proposal, and provide a reasonable time within which to return the ballot to the unincorporated association.
7.60 Board Meeting Quorum and Voting:
Unless otherwise provided for in these bylaws, quorum at a board meeting shall consist of one half of the board members plus one. Approval of a matter voted on requires an affirmative majority of the votes cast.
The association shall maintain and pay for Homebrew Club Liability and Liquor insurance and Directors and Officers Insurance. The insurance may be through the West’s Insurance Agency program offered through the National Homebrewers Association or an equivalent insurance.
The Board may register in the office of the Secretary of State a facsimile or description of the association’s name or insignia and may by reregistration alter or cancel it.
From time to time it may be necessary to modify the bylaws. The procedure shall be as follows:
(a) Any member in good standing may write a resolution to amend the bylaws. It shall include the reason for the change, the article, the section, the paragraph, etc., where the change will occur, and what the change will be.
(b) The amendment shall be presented to the Board who shall present it to the membership.
(c) After being presented to the membership, the resolution shall be posted on the club website and/or delivered to the membership by other means decided upon by the board.
(d) At the next meeting, the resolution will be voted on by the membership. A 2/3 majority is required for the resolution to be adopted.