SCWA Bylaws

South Carolina Writers Association Bylaws

These Bylaws supersede all other previous Bylaws.

Approved on the following date:

May 15, 2010

Amended October 1, 2016

Bylaws

South Carolina Writers Association, Inc.

Amended October 1 2016

Article I

Name

This Organization, formerly known as South Carolina Writers Workshop, shall henceforth be known as South Carolina Writers Association.

 

Article II

Purpose

The purpose of the South Carolina Writers Association shall be as follows:

(a) To develop, administer, and operate programs designed to foster and improve the writing talents of its Members and the literary arts communities of South Carolina.

(b) To provide a creative environment in which the Members can present on a regular basis manuscripts for critique by the Organization.

 

Article III

Members of the Organization

Section 1. Composition: The Membership shall consist of all Board Members, Honorary Members, and all other active Members as approved by the Board.

Section 2. Term of Membership: Members will remain on the roster of the Organization so long as they remain in good standing unless the Organization’s Board of Directors deems that a person’s Membership is no longer in the best interest of the Organization.

Section 3. Honorary Membership: Honorary Membership may be conferred by the Board of Directors as a mark of respect on persons who have rendered outstanding service in the literary field.

 

Article IV

Eligibility for Membership

Section 1. Application for Membership: Applicants must be eighteen (18) years of age and pay an annual Membership fee as set forth annually by the Board.

Section 2. Membership Fee: Membership is paid annually. One hundred (100%) percent of the fee must be paid at the time of joining or renewal. When a Member renews, 365 days shall be added to the term of the Member’s Membership. Annual fees are non-refundable.

Section 3. Membership Renewal: Dues for Membership renewal are set by the Board of Directors and are payable yearly, within a thirty (30) day grace period. A Member failing to pay dues shall be denied attendance at local Chapter Meetings, eligibility to serve as a local President or on the Board of Directors, eligibility for submission to or publication in SCWA’s newsletter or literary journal, eligibility for the Members’ discount on annual Conference registration, and any other privileges associated with Membership.

Section 4. Failure to Pay Dues: A Member failing to pay dues within thirty (30) days of expiration will be dropped from the Organization’s Membership roster.

Section 5. Transfer of Membership: Memberships in the Organization may not be transferred to any other individual for any reason.

Section 6. Non-Discrimination: No individual shall be denied Membership to the Organization for reasons of race, color, national or ethnic origin, religion, disability, sex, sexual orientation, gender identity and expression, veteran status or any other characteristic protected under applicable federal or state law. Members must be at least 18 to join SCWA.

Section 7. Unaffiliated Members: Individuals may join the statewide Organization without affiliating with a Chapter. Members are not required to reside within South Carolina.

 

Article V

Meetings of the Membership

Section 1. Chapter Meetings: The Organization’s Chapters shall meet at regularly scheduled locations and at regularly scheduled times and dates as deemed appropriate.

Section 2: Annual Conference: An Annual Conference may be held for the entire Membership of the Organization.

Section 3. Special Meetings: Special Meetings of the General Membership may be called at the discretion of the Board. A general Business Meeting shall be held annually.

Section 4. Notice of Special Meetings: Notices of Special Meetings of the General Membership shall be sent not less than fourteen (14) days before the meeting.

Section 5. Quorum: No quorum of Members shall be required to conduct meetings of the General Membership.

 

Article VI

Chapters

Section 1. Definition of a Chapter: A Chapter of the Organization is any group of members of the statewide Organization who:

(a) Meet regularly for purposes of critique, education, and/or networking.

(b) Declare their meetings to be official meetings of the Organization.

(c) Abide by the Bylaws of the Organization.

Section 2. Creation of Chapters: A Chapter may be created by the Board or the Chapter Liaison at any time. A Chapter may also be created upon written request of one or more Members of the Organization, so long as the criteria outlined in Article VI Section 1 are met.

Section 3. Dissolution of Chapters: A Chapter may be dissolved by the Board if, at any time, the Chapter does not meet the criteria outlined in Article VI, Section 1.

Section 4. Fiscal Authority: No Chapter or Member shall be authorized to take in monies or use the nonprofit status of the South Carolina Writers Association without the expressed, written consent of the Board. No Chapter or member is authorized to commit funds of the Organization for any purpose without the expressed written consent of the Board.

 

Article VII

Board of Directors

Section 1. General Powers: The Organization shall be governed by a Board of Directors, which shall have final authority in all matters affecting the Organization. The Board may, by majority vote, delegate such of its powers as deemed expedient.

Section 2. Composition: The Board shall consist of no less than nine (9) and no more than thirteen (13) Directors including a President, First Vice President, Vice President-Conference Chair, Treasurer, Secretary and the immediate Past President, Ex-Officio.

Section 3. Qualifications: Members of the Board of Directors shall be a minimum age of twenty-one (21), an active Member of the Organization, and expected to contribute their time and abilities to the purposes of the Organization as stated in the Bylaws.

Section 4. Duties: Each Board member shall:

(a) provide guidance and support necessary for the successful achievement of the Organization’s purpose as stated in the Bylaws

(b) assist with planning the Organization’s programs of service

(c) provide appropriate authority for professional Organization administration

(d) develop an annual budget

(e) assure that there is adequate funding for the Organization’s activities

(f) maintain fiscal and Organizational accountability.

Section 5. Election of Directors:

(a) Election of Directors may be held during the month of November in the event that the number of approved nominees exceeds the number of open Board vacancies. Term of office begins January 1. All Organization Members shall be eligible to vote.

(b) Nominations for Directors shall be accepted by the President from the General Membership until October 30. Nominees for Directors shall submit written biographies and a completed Board Questionnaire by October 30 to the President. All nominees shall be reviewed and approved by the Executive Board. Nominees will be notified of their candidacy status prior to election or appointment.

(c) Interim vacancies on the Board or among Officers shall be filled by the Board at regular Board Meetings or at any Special Meeting called for that purpose.

Section 6. Term of Office:

(a) Unless otherwise specified at time of election, the term of each Director shall be two years. Terms begin on January 1.

(b) Elected Directors shall be eligible to serve three successive terms. Following a hiatus of a minimum of one year, a former Director may be nominated and re-elected.

(c) Directors shall serve out their terms unless they resign or are removed.

(d) All interim terms of less than one year shall count as one full year. All interim appointments shall serve the balance of the vacated Board position.

Section 7. Meetings of the Board:

(a) The Board shall meet quarterly.

(b) Special Meetings of the Board may be called by the President as desired or upon request of the majority of the Board.

(c) To expedite the business of the Organization, Special Meetings may be held via the most practical method at the discretion of the Executive Board.

Section 8. Notice of Meetings:

(a) Notice of regular Board Meetings shall be given at least one (1) week prior to the meeting.

(b) Notices of Special Board Meetings shall state the purposes for which the meeting is called.

Section 9. Quorum: The majority of the Directors in office at the time of any regular or Special Meeting of the Board shall constitute a quorum for the transaction of business.

Section 10. Compensation: No Director shall receive remuneration or compensation for services as a Director. Expenses incurred by Board Members in approved conduct of SCWA business shall be reimbursed upon presentation of proper receipts to the Treasurer.

Section 11. Absence of Directors: If any Director misses two (2) Board Meetings within a twelve (12) month period without excuse or explanation, confirmed in writing to the President and approved by a vote of the Board, that Director’s position on the Board shall be declared vacant and shall be replaced in accordance to Article VII, Section 5 of these Bylaws.

Section 12: Resignations: A Director may resign at any time by giving written notice to the President. Such resignation shall take effect at the time therein specified and, unless otherwise specified, the acceptance of such resignation shall not be necessary to be effective.

Section 13: Removal of Directors: Any Director or Officer may be removed with cause, other than as outlined in Article VII, Section 11 of these Bylaws, by a vote of the majority of all Board Members at a regular Board Meeting or a Special Meeting called for that purpose; provided however, that no Director shall be removed without at least two (2) weeks’ notice prior to the meeting at which removal is to be considered. Notice shall be sent either by U. S. Mail or by electronic mail to the last addresses provided.   Reasonable efforts shall be made to contact the Director.

 

Article VIII

Officers

Section 1. Officers: The Board of Directors shall elect annually the office of President, First Vice President, Vice President-Conference Chair, Treasurer and Secretary. Officers shall be required to pass along complete documentation of the duties of their offices, including all deadlines, to their successors.

Section 2. Term of Office: Elected officers shall serve for one (1) year. Officers may be re-elected providing their term remains active.

Section 3. Duties of the Officers:

(a) President: The President shall be the chief executive officer and shall preside at all meetings of the Organization as well as meetings of the Board of Directors. To qualify for the position of President, a Director shall have been on the Board for a year, unless no qualified candidate shall be available.

(b) First Vice President: The First Vice President shall perform the duties of the President in President’s absence and shall assume the position of President in the event of the President’s resignation or removal.    

(c) Vice President-Conference Chair: In September of each year, the Board shall elect a Vice President-Conference Chair to lead the Organization of the following year’s Annual Conference. The Vice President-Conference Chair shall not perform the duties of the President in the President’s absence and shall not assume the position of President in the event of the President’s resignation or removal.  

(d) Treasurer: The Board will contract with a qualified unaffiliated accounting firm to perform bookkeeping, financial reporting and/or audit or review duties as needed annually. The Treasurer shall review and present the financial reports at each Board Meeting and Executive Committee meeting; work directly with the Board in preparation of budgets; monitor and approve bills payment. The Treasure is also responsible for annually reviewing the Organization’s bookkeeping/accounting firm.

(e) Secretary: The Secretary shall record and report on the minutes of regularly scheduled Board Meetings, as well as any Special Meetings of the Board, and meetings of the Executive Board.

 

Article IX

Executive Board

Section 1. Composition: There shall be an Executive Board consisting of the elected officers of the Board and to include the immediate Past President, Ex-Officio.

Section 2. Duties: In the intervals between Board Meetings, the Executive Board shall meet when deemed appropriate and exercise all the powers of the Board except for the removal of Directors and Officers.

Section 3. Meetings:   Meetings of the Executive Board may be called at any time by the President of the Board or upon request by not less than three (3) members of the Executive Board. Any such requested Meeting shall be held within five (5) days of the receipt of such request at a time and place as designated by the President.

Section 4. Quorum:   A simple majority of the Membership of the Executive Board shall constitute a quorum.

 

Article X

Special Appointments

The following appointed positions may be filled by Board Members, or by any other person over age twenty-one (21), who is an active Member of the Organization, and expected to contribute their time and abilities to the purposes of the Organization.

(a) Newsletter Editor

(b) Chapter Liaison

(c) Membership Coordinator

(d) Literary Journal Editor

(e) Webmaster/Webmaster Liaison

(f) Contest Chairperson

(g) Publicity Chairperson

(h) Grants Chairperson

 

Article XI

Finances

Section 1. Fiscal Year: The fiscal year of the Organization shall begin January 1 and end December 31

Section 2. Annual Budget: By the second Board Meeting of each fiscal year, the Board shall adopt an annual budget for that year. The annual budget shall be based upon projected expenditures and anticipated revenue related to Organizational activities that include its Annual Conference, Literary Journal, Membership Newsletter, local workshops, Website, literary contests, and other projects as determined by the Board.

Section 4. Dissolution of Organization: Should the Organization be dissolved all remaining assets shall be donated to a 501(c)(3) organization such as the South Carolina Endowment for the Arts.

 

Article XII

Amendments

These Bylaws may be amended by two-thirds (2/3) vote of a quorum of the Directors present at a regular Board Meeting or at a Special Meeting called for that purpose. The proposed amendments shall be delivered to each member of the Board at least two (2) weeks prior to any meeting at which the amendments may be voted on.