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Preamble
Wine, as a gift from God, has been used for a food and symbolic beverage for centuries while Mankind has been privileged to enjoy and appreciate its value. Wine, as a gift of nature, has experienced a growth in consumption and appreciation as a result of Mankind’s gift of knowledge. Therefore, we bind together, through this Wine Society, to enjoy and appreciate the use of wine by telling of these gifts to the world and by the teaching of restraint and reason.
Article I
Name & Purpose
Section 1 — The name of this organization shall be the CMAA International Wine Society; hereinafter referred to as the Society.
Section 2 — The
purpose of this Society shall be to maintain, within the
national organization of CMAA, a program which will provide
additional emphasis to wine appreciation through the quest
for professionalism throughout the private club industry.
The Society shall strive to present to the membership an
education program, with advancement and promotion, without
limitation, that properly represents the art and science
of enology. Furthermore, the Society shall bring honor
and distinction to individuals who support the vines and
wines of the world.
Section 3 — All
actions of the Society shall be subject to approval by
the Board of Directors of CMAA.
Article II
Membership
Section 1 — Regular Members - Shall
be individuals not less than twenty-one (21) years of age
who are Active or Provisional
members of CMAA and desire to actively participate in the affairs of this
Society. They shall be admitted to membership following
the receipt of a completed application and payment of dues.
The Society’s Board shall, from time-to-time, establish
and amend procedures for nomination and election of individuals
for all classes of membership in this Society. The number
of Regular members shall be limited to a maximum that is
determined by the Society’s Board. Regular members
shall have and exercise all rights of membership including
voting and holding office.
Section 2 — Distinguished Regular Members -
The Board shall select, for this special class of membership,
Regular members of the Society who have distinguished themselves
in the world of wine and have contributed to the growth
and success of the Society. In order for a member to be
bestowed with this honor, a two-thirds vote of the Society’s
Board will be necessary. The title of Distinguished Regular
Member, once bestowed, shall remain with that individual
as long as that member remains in good standing with the
Society.
A special medallion, signifying distinguished membership, may be worn at
all official events only by members of this class. All rights and privileges
of Regular membership apply to this class of membership.
Section 3 — Honorary Members - Shall
consist of individuals, whether members of CMAA or not,
who have distinguished themselves in activities and who
are deemed worthy of Honorary membership in this Society.
Such Honorary members may include notable present members
or past living members of the Society,
distinguished wine authorities and honored deceased members of this Society.
Election to Honorary
membership shall require a two-thirds vote of both the Society’s Board and the Regular members present, and voting at any regular or special business of the Society. Honorary members shall have and exercise all rights and responsibilities of membership except those of voting and holding office.
Article III
Finances
Section 1 — The calendar and fiscal year of the Society shall both coincide with CMAA’s.
Section 2 — There shall be an initiation fee as determined for all members inducted into the Society. Such initiation fee shall be a one-time assessment and shall be in addition to the annual dues of the Society.
Section 3 — Dues
for each Regular and Distinguished Regular member of
the Society shall be determined by the Board of Managers
at its regular meeting following the Annual Meeting
of the Society. Dues are payable within 60 days from
the anniversary date of joining. If dues are not paid
by 60 days, the
member shall be considered delinquent and shall be suspended from all
rights of membership and shall be automatically dropped
from the membership roles of the Society. All funds paid
and collected by the Society shall be safeguarded by
the Staff of the National Offices of CMAA.
Section 4 — Income from dues shall be used primarily to conduct the day-to-day administrative operations of the Society as well as to defray the cost of Conference education. The Society's activities and workshops shall be mainly self-supporting from admission fees charged to members and guests attending such meetings. Notwithstanding, the foregoing portion from each member’s annual dues shall be used for the education of the Society’s members; provided however, that any expenditure in excess of such amount for the educational event shall be made only after approval by the Board upon certification from the Treasurer that the funds are available for such purpose.
Section 5 — Assessments
from each Regular member to defray unusual and unexpected
financial obligations of the Society may be authorized
by a two-thirds vote of the members present and voting
at any regular or special business meeting of the Regular
membership of this Society. If any assessment levied on
the Regular membership is not paid within ninety (90) days,
the delinquent member shall be dropped automatically from
the membership roles of the Society.
Section 6 — Honorary members shall pay no dues or assessments to the Society; however, they shall pay the same admission fees charged to Regular members, Distinguished Regular members and guests at any educational meeting or activity they should elect to attend.
Article IV
Officers and Their Duties
There shall be nine (9) officers of this Society, which, in order of rank and seniority are as follows:
Section 1 — Host — Shall act as President of this Society and as Chairman of its Board of Managers. The Host shall preside at all educational and business meetings of the Society, coordinate the functions of all committees, and, in general, direct the activities of the Society for the year.
Section 2 — Cellarmaster — Shall
act as Vice President of the Society and as Vice Chairman
of the Board of Managers. The Cellarmaster shall be responsible
for the selection of wines at all wine and food functions
of the Society. In liaison with the Kitchenmaster, shall
be responsible for service at Society dinners. The Cellarmaster
is intended to succeed as Host.
Section 3 — Kitchenmaster — Shall
be responsible for the selection of all foods served at
Society dinners. The Kitchenmaster shall maintain close
liaison with the Cellarmaster in the planning of all Society
dinners. The Kitchenmaster is intended to succeed the Cellarmaster.
Section 4 — Cellarer — Shall be responsible, with the Cellarmaster, for the selection of all wines for use by the Society.
Section 5 — Kitchener — Shall be responsible, with the Kitchenmaster, for the selection of all foods served at Society dinners.
Section 6 — Secretary — Shall act as Secretary of the Society and as Secretary for the Society’s Board. The Secretary shall work with the National Staff when necessary, to conduct a membership survey among Society members.
Section 7 — Treasurer — Shall be responsible for oversight and preparation, with National Staff, of the Society’s
annual budget.
Section 8 — Barrister — Shall
be responsible for order at all meetings of the Society
and shall act accordingly as parliamentarian of this Society.
The Barrister shall be responsible for the continuing review
of bylaws and rules of order of this Society. Additionally,
shall be responsible for advising the Board of Managers
and
membership of any legal problems that may arise as a result of the Society’s activities.
Section 9 — Toastmaster — Shall
be the official greeter of this Society and shall be responsible
for the opening and closing ceremonies at all Society functions
and Board meetings.
Section 10 — Tenure of Office — Each
year, any open Board positions will be filled for four-year
terms (or such terms as determined by the Board of Managers
to ensure continuity from year to year) at the Annual Business
Meeting of the Wine Society. Officers of the Wine Society,
as described above, shall be elected for one-year terms
and, during such terms, shall also be members of the Board
of Managers. Any member of the Board may be re-elected
to one additional four-year term. The
Host shall serve for one (1) year or until his successor
is elected. The Host shall not succeed the
position; however, at the sufferance of the Society, may be re-elected
to this position for one additional term. The
Cellarmaster and Kitchenmaster shall serve for one (1) year or until their
successors are elected. Each shall not succeed their respective positions.
The Cellarmaster is intended to succeed as Host.
The Kitchenmaster is intended to succeed the Cellarmaster. The
Cellarer, Kitchener, Secretary, Treasurer, Barrister and Toastmaster shall
serve for one (1) year, or until their successors are elected. Each shall
not succeed their respective positions. Each
Officer’s year in office shall coincide with the Society’s
fiscal year.
Section 11 — Vacancies — A vacancy
in the office of Host shall be filled for the unexpired
term by the Cellarmaster. All other vacancies in office
shall be filled by Regular members receiving a majority
vote of the remaining directors of the Society.
Article V
Board of Managers
Section 1 — The
Board of Managers of this Society shall consist of twelve
(12) voting members including the current nine (9) officers
enumerated in Article IV of these bylaws.
Section 2 — A non-voting board of manager position called International Ambassador may be appointed annually by the Host and may be designated ad hoc.
Section 3 — The management of the affairs of the Society shall be vested in the Board of Managers.
Section 4 — The
quorum for all meetings of the Board of Managers of this
Society shall be six (6) members of the Society’s
Board.
Article VI
Bylaw Amendments
Section 1 — How Made: Any bylaws of the Society may be amended or repealed at any Annual or Special Meeting of the Association called for such purpose, by a plurality of those present and voting at the meeting. Such amendments or repeals, except those that are legally inappropriate shall be first submitted to the Barrister and Board of Managers and then to the general membership at the Annual or Special Meeting. A notice of the proposed amendment or repeal shall be mailed to each member of the Society at least 14 days before the Annual or Special Meeting at which time the proposal will be voted on.
Article VII
Meetings
Section 1 — This
Society shall hold a regular Annual Business Meeting during
the National Conference each year. At this meeting, the
officers for the ensuing year shall be elected, and any
reports of officers and members of the Society’s Board shall be acted upon by the Society.
Section 2 — Special
business meetings of this Society may be held as necessary
to conduct its affairs. A special business meeting may
be called by a majority of the Society’s Board or by written petition of any ten (10) Regular Members of the Society.
Section 3 — Notice of all regular and special business meetings of the Society shall be mailed to all members at their last known address, postmarked not less than fourteen (14) days prior to such a meeting.
Section 4 — The
quorum for any regular or special meeting of this Society
shall be a plurality of those present and voting at the
meeting.
Section 5 — This Society shall hold as many educational meetings and activities as deemed appropriate by its Board. Notice of all educational meetings shall be mailed to all members not less than ten (10) days prior to such a meeting, and the quorum for all educational meetings shall consist of the number of Regular Members present at such meetings.
Article VIII
Nominations and Elections
Section 1 — The Nominating Committee shall consist of five (5) members of the Society, the Chairman of which shall be the Immediate Past Host. Three (3) active Regular Members who are not members of the incoming or outgoing Boards and who did not serve on the past Nominating Committee, shall be appointed as members of the Committee, by the Chairman of the Nominating Committee. The fifth member of such a committee shall be an active Regular Member, who served on the last Nominating Committee and who shall be appointed by the Immediate Past Host.
Section 2 — The Nominating Committee shall nominate a slate of officers for the ensuing year, and the report of this committee shall be mailed to all members of the Society postmarked not less than fourteen (14) days prior to the elections.
Section 3 — Additional nominations may be made for any office from the floor at the Annual Business Meeting by any Regular Member of the Society.
Section 4 — Election to office shall require a plurality of those present and voting at the Annual Business Meeting.
Article IX
Committees
Section 1 — The Host, with the approval of the Society’s Board, may appoint any committees necessary to implement the purpose of this Society.
Section 2 — Each committee shall consist of not less than five (5) members of this Society; and a quorum of each committee shall be a majority of the committee.
Article X
Parliamentary Authority
The rules contained in the current edition of Roberts’ Rule of Order, newly revised, shall govern all Business Meetings of this Society, its Board of Managers and its committees in all cases to which they are applicable, and in which they are not inconsistent with these bylaws or any special rules of order adopted by this Society.
Standing Rules for Business Meetings
Order of Business
| 1. |
Call to Order |
| 2. |
Reading and Approval of Minutes
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| 3. |
President’s Report |
| 4. |
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| 5. |
Committee Reports |
| 6. |
Correspondence |
| 7. |
Unfinished Business |
| 8. |
New Business |
| 9. |
Election of Officers and Members of the Society’s Board Nominating Committee |
| 10. |
Announcements |
| 11. |
Adjournment |
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