A4ART
Advocates for Visual Arts Education 
Articles of Incorporation and Bylaws          

Article I: Organization and Mission

Section I.1 Name

A4ART:  Advocates for Visual Arts Education
The name of this non-profit organization shall be  A4ART: Advocates for Visual Arts Education.  

Section I.2  Incorporation

The A4ART: Advocates for Visual Arts Education is incorporated under the laws of the State of Montana.  Mailing address: 2400 Durston Road #21, Bozeman Montana 59718.                E-Mail: informationa4art@gmail.com

Required IRS language for 501(c)(3) status:

The purpose or purposes for which the corporation is organized are as follows:

Said organization is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501 (c)(3) of the International Revenue Code, or corresponding section of any future federal tax code.

No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the purpose clause hereof.  No substantial part of the activities of the organization shall be carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on (a) by any organization exempt from federal income tax under section 501 (c)(3) of the Internal Revenue Code, corresponding section of any future federal tax code, or (b) by any organization, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code, or corresponding section of any future federal tax code.

Upon dissolution of the organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for the pubic purpose.  Any such assets not disposed of by the Court of Common Pleas of the county in which the principle office of the organization is then located, exclusively for the purposes of to such organization or organizations, as said court shall determine, which are organized and operated exclusively for such purposes.

Section I.3  Mission and Vision Statements

Mission Statement

To support and promote K-12 Visual Arts education in Gallatin Valley Schools.

Vision Statement

All students in Gallatin Valley Schools will have access to regularly scheduled Visual Art classes based on the national, state and local standards, and taught by certified art specialists.

Rationale

A sustained visual arts education teaches children focus, perspective, self-directed and engaged learning, innovation, imagination and critical thinking. It builds a student’s confidence and resilience by encouraging creative problem solving. Visual arts literacy serves a vital role in the development of lifelong learning skills, necessary to live a full and productive life. Learning through the visual arts offers a vital opportunity for students to connect to community, history and world cultures. 

Assumptions 

The human impulse to create visual art is universal. The Visual Arts have been a way to communicate beliefs and express ideas about the human experience throughout all stages of civilization and in every region of the world. 

Article II: Membership and Dues

Section II.1.Eligible Members.  

Any person interested in supporting the Visual Arts in the Gallatin Valley is eligible for membership. 

Section II.2. Membership Dues

Section II.3. Annual Memberships 

The amount of annual dues, if assessed, shall be determined by the Board.  

Article III: Board of Directors and Governance Structure

Annual dues, if assessed, shall be due for payment before the October meeting. New members may join at any time, or membership renewals accepted anytime, by paying dues in full for the school year September – May.  

Section III.1. Board of Directors

The Board of Directors shall be comprised of up to twelve members. The Board shall be responsible for governing the organization including planning, budgeting, financial management, communication and establishing working committees.

Section III.2. Officers and Executive Committee

The Officers of the organization shall be Chair, Co-Chair, Communications Officer/Secretary, and Financial Officer/Treasurer.  The Executive Committee shall be comprised of the Officers and one at-large member of the Board. 

Chair- The Chair shall:
1. preside at the regular monthly meeting;
2. appoint chairpersons for committees;
3. call special meetings when required;
4. prepare agendas for all meetings;
5. form special committees as needed;
6. ensure that the Articles of Incorporation and Bylaws are followed;                                                                   7. and  perform any other duties pertaining to this office. 

Co-Chair- The Co-Chair shall:
1. help the Chair as desired with any of the Chair’s duties;                                                       2.assume the duties of the Chair at meetings in the absence of the Chair.

Communications Officer/Secretary– The Communications Officer/Secretary shall:
1. keep and post electronic minutes of the organization meetings;
2. be responsible for all membership-wide notices and correspondence;
3. maintain non-financial records for the organization;
4. give notice of Board meetings and distribute minutes;                                                                  5. give notice of special events to the press. 

Financial Officer/Treasurer- The Financial Officer/Treasurer shall:
1. have charge of all organization funds, including ensuring that all bank statements are mailed each month to permanent mailing and/or email address(es);
2. give a monthly financial report at the organization meetings;
3. give an annual financial report at the May meeting;                                                                        4. collect all dues (if assessed) by October of each year;
5. pay all bills authorized by the currently approved budget;
6. pay any non-budgeted bills approved by the Board or Executive Committee;
7. act as chairman of the budget committee, and select members to serve;
8. prepare a yearly budget to be presented at the May meeting;
9. be responsible for filing whatever tax forms are required;
10. maintain an up-to-date membership list.  

Section III.3. Officer and Board Member Nominations

Candidates for Board members and Officers shall be noticed at the April Board meeting and advertised to the organization membership. Nominations from the floor will be accepted at this Board meeting. 

Section III.4. Election of Officers and Board Members

Officers and new Board members shall be elected at the May meeting and take office at the end of that meeting. 

Section III.5.  Terms of Office 

The term of all Officers and Board members shall be two school-years with staggered terms. When an unexpired term occurs, a successor to fill the term shall be elected by the Board.  There is no limit on the number of terms that can be served.  

Section III.6.  Committees 

The Board may establish working committees comprised of members and cooperators in furtherance of the A4ART: Advocates for Visual Art Education’s mission.

Section III.7. Standing Committees

There are three standing committees of A4ART: Advocates for Visual Arts Education, described as follows.  The number and purpose of the standing committees may be changed by the Board through amendment of the Bylaws.  

  1. Organizational Committee- This standing committee shall be responsible for all activities for finalization and maintenance of the organizational functions including but not limited to facilitation for the 501(c)(3) status, and maintaining all duties and functions on an on-going basis. 
  2. Community Awareness and Visual Arts Promotion Committee-This standing committee shall make inquiries about educational support opportunities for the future, present possibilities to the organization and be responsible for all arrangements of approved community awareness and promotion events. 
  3. Fundraising Committee-This standing committee shall be responsible for leadership and organization of all grants programs, fundraising events, and membership drives.

Article IV: Meetings and Board Decision-Making

Section IV.1. Monthly Board Meetings 

The Board of A4ART: Advocates for Visual Arts Education shall meet monthly September through May inclusive.   Any interested member or supporter of A4ART: Advocates for Visual Arts Education may attend any regularly-scheduled Board meeting.  

Section IV.2. Special Meetings

Special meetings of the organization and/or committees may be called by the Chair and/or Co-Chair.  The notice of the special meeting will include the announcement of whether it is a full membership meeting, a special Board meeting, or a meeting for another purpose.   

Section IV.3 Quorum and Votes of the Board

The presence of two-thirds of the Board members shall represent a quorum for the transaction of business at any meeting of the Board. A vote of the majority of the Board members in attendance at a meeting, or participating in the vote by email, at which a quorum is present shall be an act of the Board. If a quorum is not present, a special meeting may be called by the Chairperson or votes may be made via email. In the event of a tie vote, the Chairperson may elect to request an additional vote on the subject after further discussion or may elect to postpone the vote until the next Board meeting.

Section IV.4 Votes of Executive Committee

Votes by the Executive Committee require the participation of three out of five Executive Committee members for a quorum. A vote of the majority of the Executive Committee members in attendance, or participating in the vote by email, when a quorum is present shall be an act of the Executive Committee.  The Executive Committee may transact the necessary business of A4ART: Advocates for Visual Arts Education between regular meetings of the Board.  

Section IV.5 Written Consent

Any action required or permitted to be taken at a meeting of the Board or any committee thereof may be taken without a meeting if consent in writing (including by e-mail) is provided by a majority of the Board.  Such written consent shall have the same force and effect as a vote of the Board occurring at a meeting.  The action taken by written consent shall be entered into the next regular Board or committee meeting’s notes. 

Section IV.6.  Amendments to the Articles of Incorporation and Bylaws

The Articles of Incorporation and Bylaws may be amended at any regular meeting of the Board at which a quorum is present by a majority vote,  provided that the amendment has been noticed and read at the previous regular Board meeting. 

Section IV.7. Removal of Board Member

A Board member may be removed for cause by a two-thirds vote of the Board when a quorum is present.  The Board member subject to removal shall have an opportunity to be present and heard at meetings where removal is considered. 

Article V:  No Personal Liability of Members, Board, or Staff 

The organizational membership, Board, or staff shall not be personally liable for any debt, liability or obligation of A4ART: Advocates for Visual Arts Education. All persons, corporations or other entities extending credit to, contracting with, or making any claim against A4ART: Advocates for Visual Arts Education may look only to the funds and property of the organization for the payment of any such contract or claim, or for the payment of any debt, damages, judgment or decree, or of any money that may otherwise become due or payable to them from A4Art: Advocates for Visual Arts Education.  

Article VI: Dissolution

Dissolution of the A4ART: Advocates for Visual Arts Education shall occur upon a vote by the membership.  At least 50% of the membership must cast a vote for a valid dissolution. The dissolution vote must be carried by 2/3 majority of votes cast.  Dissolution can only occur after all outstanding bills have been paid, grant moneys returned to the grantor(s), and all remaining assets are sold. Any remaining moneys in the organization accounts shall be contributed to like organizations at the discretion of the membership. 

Article VII: Parliamentary Authority

The rules contained in the current edition of Robert’s Rule of Order (Newly Revised), shall govern the organization in all cases in which they apply, but only if they are not inconsistent with this Articles of Incorporation and its Bylaws, nor with any special rules of order the organization may adopt. 

Article VIII: Distribution of Articles of Incorporation and Bylaws

A permanent copy of the Articles of Incorporation and Bylaws shall be kept on electronic file for any member’s perusal. Copies shall be distributed upon request of the members.  

Article IX:  Saving Clause

Any portion of these Bylaws found to be contrary to law shall not invalidate the other portions.

IN WITNESS WHEREOF, these Bylaws of the A4ART: Advocates for Visual Arts Education have been officially adopted or amended by a two-thirds or greater majority of the Board members of A4ART this 5th day of August, 2019. 

___________________________________________________________

Priscilla Lund, Chair

Barbara Good, Co-Chair