It is my great pleasure to announce that our PAPNM Bylaws Committee has completed the task of re-writing the Bylaws for PAPNM. Our current acting Bylaws date from 2011 and this re-write is a project that previous PAPNM Boards have had on their to-do list for several years. I would like to thank the committee for their perseverance in getting this task completed and reviewed by an attorney this year! (See a list of the Bylaws Committee members and the significant additions/changes to our current Bylaws below.)
The next step is for our membership to vote on them. To do that, the PAPNM Board must call a special meeting for this vote, 30 days prior to the meeting. This meeting should be very short, just a tally of the live and proxy votes – no other business. It will be followed by a fun social gathering…
PAPNM All-member Meeting and Social Gathering
Rio Bravo Brewing Co.
1912 2nd Street NW, Albuquerque, NM
Saturday, Oct. 6, 2018
Short meeting at 3:00 PM upstairs, then a social gathering with live music (beginning at 4:00 PM), Corn Hole and other games, in the Rio Bravo Bier Garten! Rio Bravo has a kitchen that serves salads, burgers, nachos, and other pub foods. They also serve beer, wine, soft drinks, etc. and are kid friendly. (Visit www.riobravobrewing.com)
PAPNM is a non-profit organization - 501c(6) and this is an important process for us, as these new Bylaws will keep PAPNM in good compliance with the IRS and NM State Laws, and guide the PAPNM leadership for the next several years. Our organization is only as strong as its member participation. Our committee has worked hard on this and we would like to have strong participation by each of you for this approval vote.
The proposed Bylaws are attached to this notification, along with a Proxy Form for those of you who cannot attend this special called meeting for the vote. Per our current acting Bylaws, a quorum must consist of at least one tenth of our members in good standing (in person or by proxy) for this meeting. If you cannot attend the meeting, or are in doubt, please go ahead and fill out and submit the Proxy Form (you must use the Proxy Form) to Chuck Stup at either of the following addresses, by Oct. 3, 2018: (You can send in your Proxy Form now if you'd like.)
Send by email to: firstname.lastname@example.org
Or print and mail to:
Chuck Stup - 59 West Chili Line Rd., Santa Fe, NM 87508
We will work on getting an event set up on the PAPNM web page, with the details of this gathering, and we hope that this event will be a lot of fun for our members and we hope that you will all be able to attend and will encourage other members to do so as well, or to at least vote by proxy!
If you have any questions about this process, please feel free to contact me at email@example.com by phone at (505) 235-3213.
Notes on the proposed Bylaws:
The proposed Bylaws were written with transparency and clarification in mind. They were then reviewed by hired independent legal counsel and tweaked again after this consultation. Other than cleaning up and clarifying some language, the primary areas with additions/changes to our current Bylaws are:
(1) Membership Section 2 – Categories of Membership - Removed the list of specific requirements for Signature Membership level, from the Bylaws. Under the current Bylaws, the Board already has the ability to change these requirements per regular parliamentary procedure, but since they are also imbedded in the current Bylaws, they require a formal Bylaws re-write each time any change is made to them, even if it’s minor. These requirements will be moved to a Procedures Document and made available to the membership. The process for applying to Signature and Master Signature levels is temporarily on "hold" to new applicants to give our Membership Committee time to work on the new requirements for those levels. These will be made available to the membership as soon as they are completed and approved by the Board.
(2) Membership Section 1- Eligibility – Changed wording to better comply with NM and IRS guidelines for 501c(6) (non-profit) organizations, which are considered organizations of like-minded business individuals. This should not affect our current membership since the majority fit well within this definition, or close enough to it. See below…
…PAPNM is a membership organization open to those who are interested in pursuing the business of, preserving, and promoting the tradition of painting en plein air…
(3) Officers and Directors Section 2 - Directors – Added the four new “Advocate” positions to the list of our Board of Directors. Under our current Bylaws, our Board had the ability to expand but our new positions are not listed under the old Bylaws. This expansion was formally approved by a vote of a quorum of our membership at our annual meeting in 2017.
These Director “Advocate” positions are: Governance Director, Membership Director, Events Director, Communications Director.
(4) Board of Directors Section 4.1 - The addition of a Conflict of Interest clause that will not allow a Board member to participate in a vote on any matter in which he/she has a relationship with an individual or organization with interest in the vote.
PAPNM Bylaws Committee: Carla Forrest, Sarbat Ramos, Tom Blazier, Barbara Coleman, John Meister