Bill Janoske

Attention WV Country Music Hall of Fame & Museum Inc members!!

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Hello WV Country Music Hall of Fame

 and Museum Inc. Members!

 

There will be a full Membership Meeting on

Sat. March 19, at 3:30pm at the

Sagebrush Music Hall.

 

Since our last meeting in Dec., where we

 voted to merge the CMA of WV Inc.

and the WV Country Hall of Fame

and Museum Inc. The Board of Directors

have been working on a new set of by-laws

for our corporation.

We now have it finished!!!

 

I have included what we have come up with below.

 Please take time to look this over. 

At the March meeting we would like to vote on the by-laws

so we can get all our records right with the Secretary of State

 in Charleston.

 

Thank you and hope to see you this Sat. at

 the Sagebrush Round-Up

 

Bill Janoske

Pres. WV Country Music Hall of Fame and Museum Inc.

West Virginia Country Music Hall of Fame and Museum Inc.

 

A CORPORATION

BY – LAWS

 

ARTICLE I      TITLE AND OBJECTIVES

 

Section 1 Organization – This organization shall be known as the WEST VIRGINIA COUNTRY MUSIC HALL OF FAME AND MUSEUM a corporation.  Its principal office shall be located in Marion County, West Virginia.

 

Section 2  Purpose – The purpose of the association is to:

a.  recognize and honor those who have used their talents to promote and encourage Country Music.

b.     provide a suitable environment for displaying memorabilia and other artifacts related to the musical heritage of this area,

c.    find, cultivate, educate and encourage new talent.

d.   provide a suitable environment for musicians and fans to meet and enjoy country music and fellowship.

              

Section 3  Non-Partisan – This Association shall be non-partisan, non-political, non-sectarian, Non-profit, and non-stock.

 

ARTICLE II     MEMBERSHIP

 

Section 1  Classification – Membership in the Association shall be of four classes:  Active, Junior, Honorary and Lifetime.

 

a.    AN ACTIVE MEMBER shall be any person, above the age of eighteen (18) years, who shall have paid the dues established by the Board of Directors from time to time.  Active Members joining the Association shall be considered probationary for a period of ninety (90) days, and must attend at least sixty percent (60%) of the Association’s meetings before voting privileges will be recognized. Each Active Member shall have one (1) vote. 

 

b.  A JUNIOR MEMBER shall be any person, under the age of eighteen (18) years, who wishes to support the purposes and activities of this Association, and who shall have paid the dues established by the Board of Directors from time to time.  A Junior Member shall not have voting privileges nor be eligible for election to office.

 

c.  AN HONORARY MEMBER shall be an individual who has rendered exceptional service to this Association.  An Honorary Member shall be exempt from payment of dues, but shall not have voting privileges nor be eligible for election to office.

 

d.    A Lifetime MEMBERSHIP may be presented to an individual who has rendered exceptional service to this Association.  A Lifetime Member shall be exempt from payment of dues, but shall have voting privileges. Lifetime memberships shall be determined by the Board of Directors.

 

Section 2 Dues – Active and Junior Members shall pay annual dues in an amount to be determined by the Board of Directors. Dues shall be payable throughout the year. Memberships shall run from January 1 to December 31 each year.


ARTICLE III MEMBERSHIP MEETINGS

 

Section 1   Annual Meeting – The Annual Meeting of the members of the Association shall be held on the second (2nd) Saturday of December of each year, the time and place to be determined by the Board of Directors.

 

Section 2  Regular and Special Meetings –

a.   Regular membership meetings shall be held in the months of  Feb., April, June, Aug., Oct., Nov., and Dec. as determined by the Board of Directors.

b. Special membership meetings shall be held as determined by the Board of Directors.

 

Section 3 Notice – The Board shall cause a written notice of all membership meetings to be mailed to each member at least ten (10) days prior to the time of the meeting.  The notice shall state the purpose of the meeting and contain a brief outline of the matters to be presented for consideration.

 

Section 4 Quorum – At all meetings of the general membership 25% of the Active Members attending shall constitute a quorum.

 

ARTICLE IV   BOARD OF DIRECTORS

 

Section 1 Authority – The government of the Association, the direction of its work, the control of its property, and the control, collection, and expenditure of its funds shall be vested in a Board of Directors.

 

Section 2  Composition – The Board of Directors shall be composed of nine (9) Active Members, three (3) of which shall be elected each year for a term of three (3) consecutive years.

The current 2011 Board of Directors will continue their terms. Further elections will continue as according to these by-laws.

 

Section 3 Nomination – Any Active Member, that has voting rights, shall be eligible for nomination and election to the Board of Directors. Nominations will take place at the November membership meeting.

 

Section 4  Election of Board of Directors – The Board of Directors shall be elected by the membership at the annual meeting.  Their terms of office shall begin on the 1st day of January following their election and shall run as set forth in ARTICLE IV, Section 2.

 

Section 5   Vacancies – Vacancies in the Board of Directors may be filled by majority vote of the Directors present at any meeting of the Board of Directors. Any director who submits his resignation at anytime will be ineligible to run for any position on the Board of Directors for a period of three (3) years.

 

Section 6  Meetings – The Board of Directors shall meet regularly, once a month, at such time and place as shall be determined by resolution as adopted by the Board.  Special meetings may be held at such times as determined by the Board of Directors or the same may be called by the President or Vice President, then acting.

 

Section 7  Quorum – A minimum of five (5) members of the Board of Directors shall constitute a quorum for the transaction of business.

 

Section 8  Attendance – Any member of the Board of Directors who fails to attend at least seventy-five percent (75%) of the meetings of the membership or the Board of Directors, or who is absent from more than two (2) regular meetings in succession, shall, at the discretion of the remainder of the Board of Directors, be deemed to have resigned his membership on the Board of Directors.

 

ARTICLE V     OFFICERS

 

Section 1  Officers – The officers of this Association shall consist of a President, a Vice President, a Secretary, and a Treasurer.  All officers shall be elected by the Board of Directors from its membership.  Such election shall take place at a December meeting of the Board of Directors immediately following the annual meeting and such officers shall hold office during the calendar year immediately following their election.

 

Section 2  President – The President shall, at the annual meeting of the members and such other times as he shall deem proper, communicate to the members or Board of Directors such matters and make such suggestions as may, in his opinion, tend to promote the welfare and increase the usefulness of the Association, and shall perform such other duties as are necessarily instant to the office of President or as may be prescribed by the Board of Directors.  The President shall exercise the general supervision over the affairs of this Association.  He shall be the chief administrative and operating officer of the Association with responsibility for the management and direction of all operations, programs, activities, and affairs of the Association, functioning within the framework of policy aims and programs as generally determined by the Board of Directors.  The President shall preside at all meetings of the Board of Directors and the membership and cast the deciding vote in case of a tie.

 

Section 3  Vice President – The Vice President of this Association shall have such powers and duties as shall be assigned from time to time by the President with the consent of the Board of Directors.  He shall act as President in the absence of the President, and, when so acting, shall have all the power and authority of the President.

 

Section 4 Secretary – The Secretary, or his designee, shall keep a record of the proceedings of this organization and of the Board of Directors and shall issue notices for meetings of this organization and of the Board of Directors.  He, or his designee, shall keep an accurate list of the members.

 

Section 5 Treasurer – The Treasurer shall have charge of all funds of this organization.  He, or his designee, shall send out all notices requiring the payment of fees or other charges, shall collect the same, shall deposit all moneys received by him from any source in such bank or trust company as may be designated by the Board of Directors, and shall keep full and accurate accounts thereof and of all other financial matters of this organization.  He shall render a full report whenever required by the Board of Directors.  His books and accounts shall, at all times, be open to the Board of Directors and to such persons as the Board may designate to inspect the same.  The funds of this organization shall be in the hands of the Treasurer and/or of such other officer or agent as the Board of Directors may from time to time designate. 

 

Section 6 Vacancy  - Whenever any vacancy shall occur in any office of this Association, by reason of death, resignation, incapacity, or otherwise, the vacancy may be filled by the Board of Directors.

 

ARTICLE VI     FUNDS

 

Section 1  Disbursements – All funds of the organization shall be under the direction and control of the Board of Directors.  A bank account for this Association’s funds shall be established at a bank or banks directed by the Board of Directors.  Checks drawn on said account or accounts shall require the signatures of two (2) officers, one of which shall be the President or Vice President and the other of which shall be the Secretary or the Treasurer but not from the same family or the same household.

 

Section 2  Fiscal Year – The fiscal year of the Association shall be from the 1st day of January to the 31st day of December of each calendar year.

 

 Section 3 Annual Review of Financial Records – An annual review of the financial records shall  be done yearly according to the following procedure:

a.     A review committee shall be appointed by the Board of Directors.

b.     The review shall be completed by March 31 of each year for the previous year’s records.

c.    Financial records shall be provided by the treasurer and received by the review committee by February 15, prior to the completion deadline of    March 31.

d.   The review shall consist of :

1.     Proof of monies received (envelopes with signatures, etc.)

2.       Proof of monies deposited.

3.       Monies received must equal monies deposited.

4.       Ledger or computer printout of all bookkeeping of income and expenditures shall be kept.

5.    Monthly bank statements shall be reconciled to the check book.

6.   A review of invoices to the check book shall be done. This review will check for bookkeeping accuracy, inappropriate, unauthorized or questionable expenditures of any other discrepancies.

e.     A written report by the review committee shall address any errors or weaknesses found. All financial records and reports should follow generally accepted accounting procedures.

f.      Record of the annual review shall be maintained in the office of the association and be available during regular business hours.

ARTICLE VII  PROGRAM COMMITTEE

 

Section 1 Program Committee – A Program Committee shall be appointed by the Board of Directors.

 

Section 2  The Program Committee shall be responsible for setting up the program schedule of each performance and selecting the master of ceremonies for the performances.  The Program Committee shall select its own chairperson.

 

Section 3  The Program Committee shall be responsible for arbitrating and resolving any disputes which arise as a result of the programming and the performances at the programs.

 

Section 4 If the Program Committee is unable to resolve disputes arising from programming, then the disputes shall be resolved by the Board of Directors after scheduling a meeting specifically for the reason of resolving the dispute.  The decision of the Board of Directors shall be final.

 

ARTICLE VIII  HALL OF FAME INDUCTEE COMMITTEE

 

Section 1  A Chairperson shall be appointing by the Board of Directors to select a committee to present the names of qualified persons to be considered as candidates for induction into the West Virginia Country Music Hall of Fame. This committee shall consist of 5 (Five) active members.

 

Section 2 The Hall of Fame inductee committee shall be responsible for the selection of a slate of candidates to be considered. The committee shall present these candidates at the annual December meeting and determine how many candidates to install. The membership will vote on these candidates.

 

Section 3  The Board of Directors shall be responsible for the selection and display of memorabilia and artifacts pertaining to our Country Music heritage.

 

Section 4 Nominees to the West Virginia Country Music Hall of Fame shall be selected from the following Three (3) categories Performing, Non-Performing and Recording Stars.

 

ARTICLE IX  DISSOLUTION

 

Section 1  This Association shall use its funds only to accomplish the objectives and purposes specified in these By-Laws, and no part of said funds shall inure, or be distributed, to the members of this Association.  Upon dissolution of this Association, any funds remaining shall be distributed to one (1) or more regularly organized and qualified charitable, educational, scientific, or philanthropic organizations to be selected by the Board of Directors as defined in Section 501 (c) (3) or other applicable sections of the Internal Revenue Code.

 

ARTICLE X  AMENDMENTS

 

Section 1 These By-Laws may be amended by a majority of the Active Members present at any regular or special meeting called for that purpose.  A copy of the proposed amendment or amendments shall be mailed to each member of the Association at least ten (10) days prior to such regular or special meeting or by advance announcement at the previous regular meeting.

 

Section 2  Where gender is denoted in the foregoing By-Laws it should be construed to mean either male or female.

 

Section 3  Anything not covered by these By-Laws shall be governed by Roberts Rules of Order.

                       

Section 4  Amendments – The following amendments have been added to the By-Laws by vote of the membership on the dates shown: