What follows are our proposed by-laws that will be presented to the membership for vote on Tuesday, March 29, 2005 at our second (but first business) meeting. We will have copies for everyone at the meeting. We will cover it orally, but not word for word, and then if everyone is comfortable with it we will vote on them.

West Kentucky
Winegrower’s Association’s

PROPOSED BYLAWS

ARTICLE I. Name

The name of the organization will be “The West Kentucky Winegrower’s Association,” referred to as “The Association.”

ARTICLE II. Mission statement

The purpose of The Association is to:

1. Perpetuate and cultivate the art and science of growing grapes (viticulture) and/or to perpetuate and cultivate the art and science of winemaking (oenology)

2. Draw people together who want to:

a) Improve their skills in growing grapes and/or winemaking b) Learn how to (or explore the possibilities of) grow grapes or make wine c) Gain appreciation for the winemaking process in their tasting of wine through education, contests, sharing of information, and social interaction.

ARTICLE III. Membership

Section 1.

Membership will be open to anyone, regardless of race, creed, or previous origin, who is interested in growing grapes and winemaking in the capacities stated in our mission statement -- who is of legal Kentucky drinking age.

Section 2.

The active membership of The Association shall consist of persons and adult members of their nuclear families who have paid their dues.

Section 3.

Members of The Association acknowledge that consumption of alcoholic beverages is an individual responsibility. Accepting membership status automatically means that the member agrees to abide by the Kentucky Alcoholic Beverage Commission rules and regulations as well as local and state applicable laws; the member acknowledges and takes responsibility for his/her own actions, and the member will never hold another member, meeting host, The Association or its officers or executive board, or any member, responsible for his/her own actions.

ARTICLE IV. Dues

Section 1.

Dues are payable on July 1st of each year. Dues may be prorated for new members at a six month rate for those who join after January 1st.

Section 2.

The amount of dues are set by the recommendation of the Executive Committee subject to the approval of the membership by majority vote. Dues may be changed only at the end of The Association year in June.

Section 3.

There is one category of dues, which will cover an individual and any nuclear family member that is of legal Kentucky drinking age.

ARTICLE V. Officers

Section 1.

The following elected offices are established:

- President
- Administrative Vice President
- Public Relations Vice President
- Secretary
- Treasurer

Section 2.

The term of office for all officers will be one year.

Section 3.

The normal succession of offices will prevail for the offices of Administrative Vice President to President. All other offices will be filled by nomination and election. The Nominating Committee (defined below) will attempt to fill all vacant positions. Being nominated to an office does not guarantee election to that office. Nominations can be made from the floor provided that the nominee has agreed to accept the position if elected.

Section 4.

Nothing in these By-laws will be construed to prevent one person from being elected to fill two offices if it is the will of the active membership, with the exception of the office of The President.

Section 5.

Officers are subject to removal from office by 2/3rd vote of the membership for failure to abide by the By-laws.

ARTICLE VI. Duties of Officers

President: Conducts meetings, appoints committees other than the Nominating Committee, calls meetings of the Executive Committee (defined below), and represents The Association in relation to other related entities.

Administrative Vice President: Conducts meetings in the absence of the President, follows through on committees if necessary, arranges for guest speakers (with the assistance of all active members), and acts as Competition Development Chairperson.

Public Relations Vice President: Conducts meetings in the absence of the President and Administrative Vice President, arranges publicity of The Association, and acts as assistant competition chairperson.

Secretary: Takes notes, publishes the minutes, handles correspondence along with the President, maintains historical records, and serves as Newsletter Editor. The purpose of the newsletter is to share information about meeting agendas and locations, information from and about other wine clubs and wine related community activities, and to provide an avenue for information or articles from Association members. Newsletter distribution will be decided by the Executive Committee.

Treasurer: Collects dues, makes disbursements, maintains financial records and maintains a list of active members. Transmits new member addresses and corrections to addresses to the Newsletter Editor and President.

ARTICLE VII. Non-elected Officers

Webmaster: The webmaster is a non-elected office. The webmaster is appointed by the President. He/she develops and maintains the WKWA web site and serves as content editor, subject to guidance from the Executive Committee.

ARTICLE VIII. Elections

The annual election of officers will be held by the members present at the June meeting. The Election Official will be the Chairman of the Nominating Committee (defined below). The election may be written ballot, show of hands or voice vote, at the discretion of the Election Official. Proxy mail-in votes and electronic votes will be valid if received by the Election Official no later than Friday prior to the June meeting. Newly elected officers will begin their term with the July meeting.

ARTICLE IX. Meetings.

Section 1.

Meetings or club activities will be held once each month, with formal meetings generally taking place on the first Thursday evening of each month. Other activities, such as workshops or winery visitations, etc., would occur on a non-holiday Saturday or Sunday either before or after the first Thursday of the month and would replace that month’s evening meeting. The intent is for one contact per month, with the idea that we won’t necessarily meet every month. For example, we may want to omit a winter month, etc. Meeting locations will vary, and will be announced well in advance of each meeting.

Section 2.

The annual meeting is the June meeting. The Association year begins in July.

Section 3.

The active members attending a regular meeting will constitute a quorum. In the event that any member feels there are an insufficient number of attendees to assure a fair opinion, he/she may move to table the business until the next meeting.

ARTICLE X. Executive Committee

The Executive Committee will consist of all of the present officers, the immediate past President, and for the first three years the founding members of the Executive Committee.

ARTICLE XI. Other committees

Section 1. Nominating Committee

The Nominating Committee chairman will be the current president or his appointee. The chairman will appoint two members to serve with him/her until the next election. This committee will canvas the membership in any appropriate way and will supply at least one name to the membership of a candidate who will be willing to fill any vacant elected office. It is the responsibility of the committee to submit only qualified candidates who have agreed to accept the office if elected.

Section 2. All other committees

All other committees are appointed by the President, to serve for a limited time and for a specific purpose.

ARTICLE XII. Parliamentary Authority

Parliamentary authority for The Association will be Rober’s Rules of Order.

ARTICLE XIII. Amendments

Proposed amendments to the by-laws will be presented to the membership at one meeting, published in the next newsletter, and voted on at the next meeting. Enactment of any changes will require an affirmative vote of a majority of the active members present at that meeting. Revised versions of the by-laws will be distributed to the active membership by the Newsletter Editor (secretary). Tie votes will be considered an affirmative vote.

ARTICLE XIV. Competitions

It is the intent of Association to eventually begin the process of exploring the possibility of hosting wine competitions. There are many details that would need to be worked out, and these will be looked into at a more appropriate time - and only if the majority of our membership is in favor of pursuing this particular aspect of winemaking.

ARTICLE XV. Conclusion

By-laws are generally boring to read and often become a neglected instrument. However, by-laws are important for two reasons. They establish the rules of the game. And second, once things are written and read, miss-understandings can come to the surface and be dealt with.

Clearly, the most important aspect of The Association is that we keep first and foremost in our minds the purpose of our coming together, as stated in our mission statement. I believe our long term success will fall on our level of organization and the quality of the programs we are able to present to the membership.

If you have any questions regarding these by-laws, please ask any member of the Executive Committee and he or she would be more than happy to assist you.

END of Bylaws.

Internet Page Last Updated: February 27, 2005