By Laws
Constitution and Bylaws of
The Charlotte Modern Quilt Guild
Date Adopted July 2026
ARTICLE 1 – NAME, LOCATION, AND PURPOSES
1.1 Name
The name of this guild is The Charlotte Modern Quilt Guild also referred to as “the CLT MQG” and “the Guild.”
1.2 Location
The Guild serves Charlotte, NC, Mecklenburg County and surrounding areas.
1.3 Purposes
The Guild is organized and will be operated exclusively for charitable, religious, educational, or scientific purposes, including, for such purposes, the making of distributions to organizations that qualify under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
This Guild is additionally organized to do any and all lawful acts that may be necessary, useful, suitable, or proper for the furtherance of accomplishment of the purposes of this Guild.
Notwithstanding any other provision of these articles, the organization shall not carry on any other activities not permitted to be carried on (a) by an organization exempt from federal income tax under section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or (b) by an organization, contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code, or the corresponding section of any future federal tax code.
No substantial part of the activities of the organization shall be the 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 or in opposition to any candidate for public office.
The Guild is an affiliate member of the Modern Quilt Guild Inc. Through a group exemption with the Modern Quilt Guild Inc., the Guild is a 501(c)(3) tax-exempt organization.
Within the scope of these purposes, the Guild is organized and operated to
Develop and encourage the art of modern quilting.
Work with other guilds and groups with a similar purpose.
Encourage new quilters and other fiber artists interested in non-traditional and non-art fiber projects.
Offer educational opportunities through classes, workshops, and sharing of information.
Support and provide the opportunity for “charity” or other works that provide back to the community through the use of modern quilting skills.
The assets and property of the Guild are hereby pledged for use in performing its exempt
purpose.
1.4 Mission
Our mission is to support and encourage the growth and development of modern quilting through art, education, and community.
1.5 No Private Inurement
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 this document.
1.6 Privacy
The membership directory is made available to all members, with the understanding that the list will not be used for commercial gain or fraudulent purposes. The list may be used for CLT MQG business only and every effort will be made to protect the privacy of each member’s information.
ARTICLE 2 – MEMBERSHIP
2.1 Membership
Membership shall be open to any person interested in modern quilts and modern quilt making, and who agrees to the purpose of the Guild, submits the Guild membership form, pays dues, and agrees to uphold the Guild’s values.
Members in good standing are eligible to participate in all meeting activities. These include swaps, bees, show and tell, sew-ins, etc.
Members are entitled to the privilege of voting, holding office, or serving on committees. Each member receives one vote on each matter.
2.2 Revoking of Membership
Membership may be revoked in cases of actions that threaten the charitable status of the Guild, or as determined by the Board of Directors.
Membership may be revoked for violating policies set by the hosting meeting space
In instances of verbal harassment or disruptive conduct during meetings, the Board of Directors may attempt conflict resolution but reserves the right to immediately revoke the membership of the disruptive member.
Membership may be revoked by participating in activities that are criminal in any activity related to the Guild or its functions.
2.3 Dues
Payment of dues is required for membership.
The amount of dues shall be set annually by a majority decision of the Board of Directors.
Dues must be received by the due date set by the Board of Directors in order to remain a member of the Guild. Dues shall be collected annually and become due on Jan. 1st. After March 1st any member who has not renewed may be removed from the Directory. Membership runs from January 1 to December 31st.
Dues are not refundable.
Guests are welcomed and encouraged. A guest may visit two times before they are expected to pay membership dues.
Board members in good standing may choose to receive free dues for the year they serve on the Board.
Guild members who give a monthly presentation shall be offered an honorarium of $50.
Guild members will also receive a membership in the national Modern Quilt Guild.
2.4 Optional Fees
a. Fees may be charged for special classes or lectures. Fees are set by the Board and announced in advance to the Membership.
b. Treasurer shall collect these Fees and they shall be held and identified in the Guild accounts.
c. Fees may be refundable in the event of the cancellation of the class.
2.5 General Monthly Meetings
The Guild will hold a general meeting either virtually over Zoom, or in person, each month. The timing and location of the meeting will be determined by the Board. At such meetings, each member in good standing receives one vote in appropriate matters.
ARTICLE 3 – BOARD OF DIRECTORS
3.1 Members
The Board of Directors shall consist of the Officers of The Guild:
3.2 Number and Qualifications
The Board of Directors shall consist of at least three elected non-related officers. Officers must be members in good standing in the Guild.
3.3 Duties of Officers
Officers must attend a majority of the regular monthly membership meetings.
Officers will perform their duties in good faith, with ordinary care, and in a manner they reasonably believe to be in the best interest of the Guild. Ordinary care is care that ordinarily prudent persons in similar positions would exercise under similar circumstances.
3.4 General Powers
The Board of Directors will be responsible for managing the activities, property, and affairs of the Guild as directed by these Bylaws.
3.5 Nomination of Officers
Any member in good standing who has been active in the Guild for six months may be nominated. Members are allowed to self-nominate or nominate other members in good standing.
3.6 Election of Officers
Officers shall be elected by a majority vote of active members present at the October Guild meeting. Votes will be tallied by two members in good standing who are not in consideration for any board position. If a nominee is unopposed, they shall be elected without a vote.
3.7 Term of Office
Guild officers shall serve for a minimum term of one year beginning in January after their election.
Officers may serve two consecutive terms in the same position, after which they may not hold that position for one year. They may, however, hold a different elected position, and there are no cumulative term limits across positions.
3.8 Removal and Resignation
An Officer may resign at any time. Any officer may be removed, with or without cause, at a meeting called for that purpose, by a vote of a majority of the members.
3.9 Filling of Vacancies
Vacancies on the Board of Directors will be filled by a majority vote of the Directors then on the Board. In the event that the President does not fulfill their entire term, a Vice President will fill in as President until the next elections are held.
3.10 Meetings of The Board of Directors
Meeting Frequency
The Board of Directors will meet at least 4 times a year (quarterly) on a schedule that is agreed upon by the members of the Board of Directors.
Place of Meeting
Board of Directors meetings will be held electronically over Zoom (or a similar platform) unless the Board agrees to meet in person.
ARTICLE 4 – ELECTED OFFICER POSITIONS
In the event one of these Board Officer positions remains unfilled, another Officer may take over those duties, until a placement is made for that position.
4.1 President or Co-Presidents
The President shall:
Preside over all board meetings.
Serve as an “ex officio” member of all standing committees.
Set the agenda for each board meeting of the Guild.
Along with the other officers, actively participate in leadership and decisions about annual planning, programs, events, challenges, budgeting, and membership.
In the case of a tie vote on matters before the Board, the President will have the tie breaking vote.
4.2 Vice President/Program Coordinator
Each Vice President shall:
Perform the duties of the President if needed, including running the monthly meeting.
Plan and prepare recommendations for Board approval for regular meeting programs and demos.
Develop and maintain a resource file of potential programs and speakers.
Along with the other officers, actively participate in leadership and decisions about annual planning, programs, events, challenges, budgeting, and membership.
4.3 Secretary/Social Media Coordinator
The Secretary shall:
Take notes and photos (can be taken from the Zoom PowerPoint) at monthly meetings.
Assist in maintaining the Guild’s social media accounts.
Assist in producing PowerPoint slides for monthly meetings on Zoom.
Along with the other officers, actively participate in leadership and decisions about annual planning, programs, events, challenges, budgeting, and membership.
4.4 Treasurer/Membership Coordinator
The Treasurer shall:
Maintain the Guild’s bank account, including preparing reports for monthly meetings and board meetings.
Prepares budget for the board’s approval.
Pay any bills that may incur, e.g. annual membership dues to National MQG, website, PayPal, monthly invoices from Speakers, etc.
Handles membership dues collection throughout the year.
Files all required official paperwork and tax returns in a timely manner.
Along with the other officers, actively participates in leadership and decisions about annual planning, programs, events, challenges, budgeting, and membership.
Membership Coordinator duties
Respond to all Membership requests online or in-person
Ensure that members’ dues are current
Maintain a current membership directory
Enter members’ names and email addresses in the National MQG registry
Remove entries of members whose dues have expired by March 1 of the following year
ARTICLE 5 – COMMITTEES
5.1 Committee Creation and Dissolution
Committees are created to assist the Board of Directors in carrying out activities and responsibilities of the Guild. Committees can be suggested by any member and are created or dissolved by a majority vote of the Board of Directors.
5.2 Committee Members
All Guild members in good standing may join one or more committees, so long as they maintain their membership in the Guild and can fulfill all required tasks.
5.3 Committee Chairpersons
Committee Chairs are appointed by, responsible to, and accountable to the Board of Directors.
5.4 Committee Meetings
Each committee may meet as needed and set its own rules for quorums and voting.
5.5 Financial Affairs
Committees must submit proposed financial expenditures to the Treasurer, and those expenditures must be approved by the Board of Directors.
ARTICLE 6 – OPERATIONS
6.1 Contracts
The Board of Directors may authorize any agent or agents of the Guild to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Guild, and such authority may be general or confined to specific instances.
6.2 Records
The Guild will keep correct and complete records of accounts. The Guild will keep the original or a copy of its Bylaws, including amendments to date certified by the Secretary of the Guild.
ARTICLE 7 – GUILD FINANCES
7.1 Fiscal Year
The fiscal year is January 1st through December 31st.
7.2 Budget
The Board of Directors will approve the budget on a yearly basis.
7.3 Authorized Signers
The President and Treasurer shall be authorized to sign checks for the Guild and may be issued debit cards.
7.4 Audit
Financial records may be audited each year by a committee consisting of two or more members appointed by the Board of Directors, if it is deemed necessary by the Board.
7.5 Treasurer's Report
The Treasurer shall prepare monthly reports for each meeting and an annual report for the Board of Directors.
ARTICLE 8 – POWERS TO AMEND
The Board may propose an amendment to these Bylaws at any time. The proposed amendment must be presented at the meeting prior to the meeting when voting on the proposed amendment will occur. The affirmative vote of a majority of the members attending will constitute an affirmative response. The Board may also send the proposed Bylaws via Email to all members and have a vote via Email within the following month. These Bylaws shall take effect immediately upon their adoption and supersede any and all previously adopted Bylaws.
ARTICLE 9 – DISSOLUTION
Upon the 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 the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the organization is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
In the event the Guild is dissolved, all funds and goods owned by the Guild shall be donated to one or more non-profit organizations as designated by a majority vote of the membership in attendance at the meeting wherein the matter is discussed. The organizations considered may be those to which the Guild has previously donated or a Quilting Guild 501(c)(3) organization.
CERTIFICATION
The undersigned, being the duly elected and qualified Secretary of the Guild, hereby certify that the foregoing initial Bylaws of the Guild were duly adopted by the Board of Directors of the Guild effective:
Date.
(Must be signed by the Secretary and two other elected non-related officers)
Secretary: __________________________________________________________________________________
Board Member: ______________________________________________________________________________
Board Member: ______________________________________________________________________________