NEW ZONE ARTIST COLLECTIVE
Eugene's Premier Gallery for Experimental Visual Arts
Contact NZ | Member Zone
By-Laws
Revised by-laws written by Jeff Pixley and Judith Mason-Macomber March 07
Article I: New Zone Gallery, Inc. Officers shall include: President, Vice-President, Secretary, Treasurer, and Gallery Coordinator. Officers shall constitute the Executive Committee of the Corporation.Article II: This is a non-profit Corporation, incorporated under Oregon Statute as a charitable organization and registered with the Oregon Department of Justice.
Article III: Meetings are the last Sunday of each month. Place and time to be decided at previous business meeting. The President shall preside. In his/her absence, the Vice-president shall preside or any other officer in the case when both President and Vice-President are not available. Decision making by simple majority. Voting by show of hands. Quorum shall be at least 50% of the membership. Officers can be removed by a vote of the membership.
Article IV:
Officers Duties:President - Can serve a maximum of 5 one-year terms. Presides over meetings and sets the agenda and has general supervision over the organization and its officers.
Vice-President - acts in the absence of the President. The VP supervises all the subcommittees of the corporation and reports on subcommittee progress. Can serve a maximum of 5 one-year terms.
Secretary - Issues all notices of meetings and keeps the minutes. Attests all written contracts of the corporation. Files income tax statements and annual report to State Department of Justice. Can serve a maximum of 5 one-year terms.
Treasurer - has custody of all money, signs all checks and keeps all books of account. Collects dues and reports on arrears of dues for each member. No maximum of 5 one-year term.
Article V: Mission and Purpose: New Zone exists to exhibit and promote the experimental contemporary art of its members. This is achieved, when possible, through a storefront, artist-run gallery. When such a facility is not feasible, NZ shall run a "virtual gallery" on the Internet and will seek venues in the community for exhibits. New Zone exhibits experimental contemporary art of non-members through special theme and invitational shows.
Article VI: Membership Responsibilities and Dues: There shall be five categories of members:
1) Regular Membership gives artists the right to display work both at the gallery and various outside shows. Regular Member artists have a “virtual gallery” on New Zone’s website. Regular members are required to attend meetings and serve as gallery hosts on a rotating basis. Regular Member dues are $100 per year.
2) Non-Local Artists have the same privileges as regular members but are not obligated to attend meetings or act as gallery hosts. Non-local artists have a “virtual gallery” on New Zone’s website. They may participate in exhibits by sending in artwork and paying a $15 hanging fee. Non-local dues are $100 per year.
3) Associate Members are non-artist supporting members only. They are eligible to vote and hold office but do not exhibit work. They may optionally serve as gallery hosts or volunteers. Associate Member dues are $75 per year or exchange of work for dues.
4) Contributing Members. For other sponsorship opportunities, contact the sponsorship committee. New Zone is a 501c(3) non-profit corporation.
5) Youth members: 18 years and under. No dues are required.
Article VII: Expulsion: Members are expected not to miss more than three consecutive meetings. In addition, repeated drunkenness at meetings will not be tolerated. Other reasons for expulsion to be considered are disruption of meetings and expressed hostility and/or verbal abuse towards existing members. Those in violation can be expelled from New Zone by action on the part of the Executive Committee. Prior to expulsion, the member will be notified and given an opportunity to correct their behavior.Original By-Laws
I. PURPOSE:
The New Zone Gallery Inc., hereinafter referred to as "gallery," which is a non-profit corporation organized under the laws of the State of Oregon, has been and in incorporated to seve the following purpose:
a. To develop and encourage greater interest in Contemporary Fine Arts. To advance education of the fine arts in the community.
b. To engage in any lawful activity for which corporations may be organized under Chapter 61 O.R.S.
c. To own and/or operate facilities for the display and presentation of objects and activities of artists or cultural interest and value, and to do all lawful acts, necessary or convenient, for the accomplishment of such purposes; provided that none of the purposes of this corporation shall be for profit.
d. In carrying out its purposes it is specifically provided that all assets of the New Zone Gallery Inc., upon dissolution, will be irrevocably dedicated to a tax exempt purpose as specified in Section 1-5-1(C)(C)-1b (4) of the 1954 Regulations of the Internal Revenue Code and to those restrictions placed upon distribution of assets upon dissolution by Article 3 of the Articles of Incorporation.
II. MEMBERS:
Membership shall be open to anyone interested in the arts and will actively participate in the furtherance of the organizations aims and goals, and who have paid the required dues for the classes of membership hereinafter set forth:
ACTIVE MEMBERS:
Will have the right to vote and hold office. Dues shall be per calendar year as established by the Board of Directors. New active memberships are accepted on the fourth Wednesday of January, April, July and October of each year.
a. An annual meeting of the members shall be held on the third Wednesday in September of each year. Written or printed notice stating the place, day, hour of the meeting, and in the case of special meetings, the purpose or purposes for which the meeting is called, shall be delivered not less than seven nor more than fifty days before the date of the meeting either personally or by mail and/or by email.
b. Members may vote in person or, unless the Articles of Incorporation or the By-Laws otherwise provides, may vote by proxy executed in writing by the member or by his or her duly authorized agent or by email to one of the officers in fact.
c. The majority of the votes entitled to be cast by the members present or represented by proxy at a meeting at which a quorum is present, shall be necessary for the adoption of any matter voted upon by the membership.
d. The members present at any annual or special meeting of the members constitute a quorum at the meeting.
CONTRIBUTING MEMBERS:
(by solicitation) shall be those who have paid $1,000 or more but in the absence of applying for and becoming active members they shall not have the right to vote, hold office or participate in business meetings.
III. BOARD OF DIRECTORS
The Board of Directors shall be the governing body of the corporation and shall determine its policies and coordinate its various programs.
FUNCTIONS AND POWERS:
a. To establish a continuous development program for advancement of the contemporary fine arts.
b. To encourage contributions to the gallery from members, contributing members and organizations.
c. To determine the method of and solicitation and publicity to be used in the development program.
d. To elect and appoint committees for the accomplishment of its programs.
e. To solicit, receive, own, lease and otherwise hold or use, invest and freely to dispose of , transfer, convey, sell, pledge, deliver, purchase and encumber real and personal property of all kinds for the purpose herein set forth.
f. To conduct campaigns for gifts of money and real and personal property and for the purpose of defraying the expenses thereof to take from the corpus or income from the corpus of income from such gifts or money, real and personal property, sufficient sums as may be necessary to defray the expenses of the campaign and the other expenses of the corporation; provided, however, that if the donor, grantor or trust of specifically directs that said money, real or personal property be used only for a specific purpose or purposes, then such direction shall be observed.
g, To exercise all rights and powers granted to non-profit corporations under the laws of the State of Oregon as now existing or as may hereinafter be amended.
DIRECTORS: The Board of Directors shall consist of 15 members who will serve for two years: Signer, Vice-signer, Secretary, Treasurer, and 11 Directors.
ELECTION:
Members of the Board of Directors will be elected by the membership at the annual meeting of the corporation to be held on a the third Wednesday in September of each year, and will serve for a term of two years.
VACANCY ON BOARD:
Vacancies of the Board shall be filled by a majority vote of voting Board of Directors.
ATTENDANCE AT BOARD MEETINGS:
Any director failing to attend two consecutive meetings, unexcused, shall receive one warning and if absent the following meeting, shall forfeit his membership on the Board.
MEETINGS AND QUORUM:
Regular meetings of the Board of Directors shall be held each Wednesday of each calendar month. Meeting of the membership shall be held the third Wednesday of September each calendar year at a Eugene location so designated by the Board of Directors.
IV. OFFICERS:
The officers of the corporation shall consist of a Signer, Vice-Signer, Secretary and Treasurer; each of whom shall be elected by the Board of Directors. Any two or more offices may be held by the same person, except the offices of Signer and Secretary.
ELECTION, TENURE AND VACANCY:
The officers of the corporation shall be elected annually by the Board at the annual meeting of the Board. If the Election of officers is not held at such meeting, such election shall be held as soon thereafter as a Board meeting conveniently may be held. Any officer or agent elected or appointed by the Board may be removed by the Board whenever it is judged in the best interests of the corporation. A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by the Board for the un-expired portion of the term.
SIGNER:
The signer, along with such other officers as the Board may designate, shall sign deeds, leases, mortgages, contracts, or any other instrument that the Board authorizes to be signed unless the Board designates some other officer or agent of the corporation to so execute.
VICE-SIGNER:
The Vice-Signer, in the event of a death, disability of absence of the Signer shall perform all necessary duties which would otherwise be performed by the Signer, and such duties as may be prescribed by the Board of Director.
SECRETARY:
It shall be the duty of the Secretary to keep a record of all the meetings of the Board of Directors and perform such other duties as directed to do so by the Board.
TREASURER:
It shall be the duty of the Treasurer to supervise the financial affairs of the corporation and perform such other duties as the Board of Directors may prescribe.
EXHIBITS:
All active members of the gallery are eligible to exhibit in shows arranged by the gallery. New members can be immediately exhibit in group shows and after nine months of membership are eligible to have a one-person exhibit. The gallery has the right to retain thirty-five percent of all sales made through these exhibits. There will be at least two juried shows of community artists works during each calendar year. The gallery will support at least one invitational exhibition of regional or national art during each calendar year. The Board of Directors will select a committee to jury these exhibitions.
OTHER COMMITTEES:
There may be such other committees as the Board of Directors may from time to time create.
FINANCES:
The Board of Directors shall review and approve plans of solicitation proposed by its various Director. The Board of Directors shall act to present a budget to the membership at the annual meeting. It shall establish the procedure for payment of all bills and expenses.
AMENDMENTS:
These Bylaws may be altered or amended by a two-thirds vote of the Board of Directors at a regular meeting where notice of the proposed change has been given as an item of business for said meeting.
DATE OF ADOPTION:
These bylaws were duly adopted by the Board of Directors of this corporation pursuant to the Articles of Incorporation.
ACCOUNTING YEAR:
The corporation shall operate on an accounting year from January 1 to December 31.
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