Bylaws: Ed’s proposed edits of EPIC Group of Edmonds
Established September 2012
Edmonds, WA 98020
NOTE: If you go on Google there are many groups known as EPIC
The legal name of this body shall be EPIC Group of Edmonds, herein knows as
EPIC or the Organization.
The purpose of EPIC shall be to support those who create, communicate, and connect through cultural and artistic endeavors, especially the literary arts.
The organization shall seek to develop and maintain a cooperative affiliation with local, national, and international community and civic businesses and organizations as deemed appropriate by the
Executive Board and Officers
Section 1 - Executive Board
Responsibilities: The Executive Board, herein known as the Board, may determine
the organization objectives and community events calendar of EPIC, major
projects including but not limited to publishing books or securing venues, and
shall manage the month-to-month operations of the Organization. The Board is
responsible for setting the agenda for the general membership meetings, leading
the Organization throughout the year, and establishing
Section 2 - Officers: The Board shall be comprised of at least three Officers (President, Secretary, and Treasurer), and may include up to five (Vice President and Second Vice President).
Section 3 - Nominations and Elections:
Individuals shall be nominated by the Nominating Committee (chaired by the Vice
President) and presented to the Executive Board for approval. The Board shall
then present the nominations to the general membership at the November Annual
Meeting for voting. All Members in Good Standing are encouraged to submit their
nominations to the Nomination Committee. A roll call, voice, written and/or
secret ballot election system may be used for any Organization elections.
Section 4 - Terms: The terms for each Board position shall be one year, January to December. Within two weeks after an election, incoming and outgoing Officers will meet to transfer knowledge and
ensure a smooth transition. Former Officers must provide complete and accurate
information, records, and finances.
Section 5 - Term Limits: Officers may be elected to the Executive Board for three consecutive terms, at which point s/he must sit out for one term before being nominated again for an Officer
Section 6 - Removal and Vacancies: An Officer may be removed if s/he is not a Member if Good Standing (see Article VI), and the same process for removal shall be applied (see specifically Article
VI, Section 5). An Officer leaving the Board for any reason must immediately
provide all relevant EPIC records, passwords, bank account access, and documents
to another Officer. A vacancy in any office is to be filled by a person
nominated by the Executive Board and presented to the general membership for
approval. An Officer elected mid-year shall hold office until December 31 of
that same year.
Section 1 - President: The President shall preside over the general membership and Executive Board meetings. The President will break voting ties and will help steer the Organization to further
the Purpose during his or her time of service. The“vision” of the President
shall be inward to the administrative management of EPIC, and outward to the
engagement of the community.
Section 2 - Vice President: The Vice President shall run meetings when the President is not available. The Vice President shall be Chair of the Nominating Committee.
Section 3 - Second Vice President: The Second Vice President shall step in for the Secretary and/or Treasurer when they are not available.
Section 4 - Secretary: The Secretary shall oversee recording and maintaining the minutes of the Organization’s meetings, and will send out the minutes within a week after a meeting for
corrections and additions. The Secretary is responsible for maintaining a copy
of the most up-to-date Bylaws and any other corporate documents. The Secretary
shall maintain copies of all newsletters, committee minutes (submitted by
committee Chairs), and historical documents that pertain to the ongoing business
of the Organization.
Section 5 - Treasurer: The Treasurer is responsible for managing all funds of the Organization, and must
keep good records, including receipts, to back up every transaction. S/he shall
receive and issue receipts, and shall deposit all monies in the name of the
Organization in the financial institution selected by the Executive Board. The
Treasurer shall have the duty of maintaining accurate financial records of the
Organization, and shall prepare accurate and timely financial reports to be
presented at all general membership and Executive Board meetings. The Treasurer
shall sent (changeto send) notices to all members
regarding the payment of annual dues.
Section 6 - Possible NonBoard Positions: The Organization may choose to have the following NonBoard Positions, or any others as deemed useful to the Organization:
(a) Membership and Auditing Director: If the Organization has a Membership and Auditing Director, then s/he may oversee voting, membership recruitment, and auditing of all books and
records. The Membership and Auditing Director may hold a position on the
(b) Events and Activities Director: If the Organization has an Events and Activities Director, then s/he
may assist in establishing and holding events and activities. The Events and
Activities Director may lead some or all of the events and activities, and may
hold a position on the Executive Board.
(c) Grants and Fundraising Director: If the Organization has a Grants and Fundraising Director,
then s/he may assist in determining which grants and fundraising projects to
take on. The Grants and Fundraising Director may apply for grants and take the
lead on fundraising, and may hold a position on the Executive Board
as consultants to the board and hold a non-voting position on the Executive Board.
NOTE: If (a), (b) & (c) Director positions are to be Board members, they shall also be voted
on by the membership
Section 1 - Calendar: The Organization’s fiscal and events calendar shall run from January 1 to December 31. Executive Board Officers shall be elected at the November general membership meeting. EPIC membership dues are due January 1 and shall be paid by January 31.
Section 2 - Members: Membership is open to any and all dues-paying individuals who support the Purpose of this Organization. Individuals who have paid their dues are considered Members in
Good Standing and may vote at general membership meetings.
Section 3 - Dues: All individuals who wish to participate in meetings and have voting privileges
shall pay annual dues to the Organization. The Executive Board shall determine
the the(remove the) price of dues. Dues are collected for the sole purpose of carrying out the Purpose of the Organization and are payable January 1. To remain a Member in Good Standing, dues must be paid in full by January 31. New members joining mid-year shall pay full price. Dues are payable to
the Treasurer and are not refundable should a member choose to leave the
NOTE: Membership dues are explained in Section 1. Any reference or explanation of the dues may be more
appropriately located in Section 1.
NOTE: Requiring new members joining in mid-year tp pay full yearly dues does not encourage new
members to join. To really encourage new members joiningafter June the dues must
be reduced to one-half of the yearly dues, whatever they may be.
Section 4 - Donations and Other Contributions: Periodically, members may be asked to donate to various projects approved by EPIC members. These are voluntary payments and are not considered
dues. Members are also encouraged to volunteer their time on fundraising and
other activities, and to serve on committees.
Section 5 - Removal of Membership: A member may be removed for failing to support the Purpose of the Organization. Such failure may include, but is not limited to, illegal, cruel, harassing or
unethical acts, including plagiarism. A motion to remove a member may be placed
before the general membership, whose vote shall go to the Executive Board for
final approval. The decision by the Executive Board to remove a member shall be
Section 1 - Executive Board: The Board shall meet monthly on the second Monday at noon at a location
agreed upon by the Officers. Other meetings may be called as required. There will be no regularly-scheduled meetings in July, August, or December. There must (shall is stronger) be at least three Officers present
(add) or participating) to make (add) a quorum and all votes shall be (delete) any vote
binding. An Officer may be considered present if s/he is there in person, by speaker phone, or through live video. Submitting a proxy vote in writing or by email is allowed.
Section 2 - General Membership:
(a) The members of EPIC shall meet monthly on the third Monday at 11:30 at the Edmonds Library (location is open to change, (add: with notice given). There will be no regularly-scheduled meetings in July, August, or December.
(b) Each year, the November meeting shall be considered the Annual Meeting, during which Officer elections shall take place.
(c) Agenda items for all general membership meetings may include, but is not limited to, budget review,
Bylaw amendments, Board and other committee reports, and a review of the event
(d) Only Members in Good Standing shall be allowed to vote on EPIC business; however, guests, speakers,
(delete and) presenters (add: and interested parties) may also be in attendance.
NOTE: You want to allow non-members or interested parties to be present, to encourage them to
become members or future members.
(e) A quorum of at leave five Members in Good Standing must be present in order for voting to take place or business to transact. Decisions will be made by majority vote, with the
President’s vote settling any tie.
NOTE: For future consideration, when membership really grows in EPIC, the number of members
present may be revised to something like 10 per cent of the membership shall
constitute a quorum.
Section 1 - Committee Chairs: The President shall assign Committee Chairs as needed. The Chair of each Committee shall file notes or minutes with the Secretary within one week of each committee meeting, including the members present at the meeting.
Section 2 - Committee Members: Chairs are responsible for assigning members to their respective committees from among Members in Good Standing.
Section 3 - List of Committees:
(a) Audit Committee: This committee will be Chaired by the Vice President, who shall appoint two members
to assist in the annual review of all financial records and reports. The Vice President shall make a report of findings at the general membership Annual Meeting in November.
(b) Contest Committee: This committee shall set the policies and criteria for contests to be held by EPIC
Group. Each year, a proposal including budget) shall be submitted to and approved by the Board prior to the contest being announced. Progress reports may be provided at any general membership meeting and, in addition, the Chair shall make a report at the Annual Meeting in November.
(c) Events Committee: This committee shall establish community and cultural events sponsored by EPIC Group. For each event, the committee shall submit a proposal (including budget) to the
Board for approval. Progress reports may be provided at any general membership
meeting and, in addition, the Chair shall make a report at the Annual Meeting in
(d) More committees may be created as necessary.
Article IX Indemnification
EPIC is an organization intended to promote cooperation and collaboration between creative people. Provided there are funds available, EPIC will seek to obtain and maintain insurance that offers
indemnity to Officers acting on behalf of the Organization, provided those Officers have followed the Standard of Conduct rules in the Washington State Nonprofit Laws.
Article X Conflict of Interest
The Organization shall have a Conflict of Interest policy kept on file with other corporate
Article XI Bylaw Amendments and Rules of Assembly
These Bylaws may be altered or amended by an affirmative vote of the majority of Executive Board
members. (add: following a vote of the proposed bylaw changes by the membership.)
Outside of these Bylaws, Robert’s Rules of Order Newly Revised is the standard by which this Organization
NOTE: Don’t we really want the dues paying members of EPIC to feel more of a part of the organization
by encouraging them to vote on any bylaw changes. The board can still revise any membership bylaw change recommendations.
Janette Turner, President
Judith Works, Vice
Edward (Ed) F. Davis, Second
NOTE: There are 8 or 9 Ed Davis’s in the Puget Sound region, I prefer this label.
Kim Votry, Secretary
Dianne O’Connell, Treasurer