Bylaws

BYLAWS OF THE MAYBROOK WIND ENSEMBLE

I.       NAME

The name of the group is The Maybrook Wind Ensemble Ltd., hereafter called MWE

II.       TYPE OF ORGANIZATION

The Maybrook Wind Ensemble (MWE) is a non-profit tax-exempt educational organization as defined in Section 501(c)(3) of the Internal Revenue Code, and operating in the State of New York. The MWE ensures the permanent dedication of any and all assets for one or more exempt purposes. If dissolution occurs, the assets will 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, state or local government for a public purpose. Concerts and events sponsored by MWE will solicit free-will offerings; when hosted by other organizations, MWE will comply with their regulations.

No portion of the net earnings of or donations to the MWE shall inure to the benefit of or be distributable to its members, trustees, officers, or other private persons, except that the MWE shall be authorized to pay reasonable compensation for services rendered and to make payments to further the purposes set forth below. No substantial part of the activities of MWE shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and MWE shall not participate in  or intervene in any political campaign.

III.       PURPOSES

The educational purposes of the ensemble are:

To provide a venue for active community musicians who play woodwind, brass or percussion instruments to improve and develop their capabilities;

To perform an extensive and diverse repertoire of works composed for concert band and wind ensemble;

To nurture an appreciation of music written for wind band;

To encourage the fulfillment of the arts through music, in addition to courting and encouraging partnerships with other organizations in promoting joint endeavors and culturally relevant programs for the benefit of the greater community in the lower Hudson Valley region.

IV.       MEMBERSHIP

Any resident in the area who has the potential to competently sight-read and possibly master wind band compositions from Levels 3 (Intermediate) through 6 (Advanced), who agrees to adhere to the ensemble’s policies, and regularly attends rehearsals and performances with the group, is eligible for permanent membership.

A new member will be added to the MWE’s permanent roster after attending three (3) rehearsals. Members are accepted based on the band’s personnel needs and logistical requirements.  Playing in the MWE is considered a privilege that entails responsibility, dedication, maturity, and enthusiasm for making music with other musicians of similar spirit and interest.

Every permanent member is encouraged to participate in one of MWE’s committees. If necessary to maintain the fiscal viability of the MWE, members may be required to participate in fund raising efforts (i.e., candy sales, advertisement solicitation, et al.) within the guidelines of the Charities Bureau of the New York State Department of Law. The Board President or the Ensemble Director can make exemptions without necessitating a vote. Even though the MWE will participate in a variety of civic functions, it will not align itself with any political, religious or ethnic causes.

MWE membership is extended to all members of the community without regard to race, color, religion, gender, gender identity or expression, sexual orientation, national origin, genetics, disability, age, or veteran status.

V.       REHEARSALS AND CONCERTS

Rehearsals are held weekly on Thursday evenings from 7:00 to 9:00 p.m. at the Senior Center in the Village of Maybrook Government Center and Park. Additional or, in the event of weather conditions, make-up rehearsals may be added at times and locations to be announced. The Ensemble Director will determine the dates and locations for concerts, and all members will be duly notified by email or by phone if there is no internet access. Any additional concerts and/or rehearsals will be considered by a majority agreement of band members.

VI.       ATTENDANCE AND MEMBER RESPONSIBILITIES

All MWE members are expected to attend rehearsals and to regularly practice outside of rehearsals. To be eligible to play in a concert, members must attend the dress rehearsal (the rehearsal immediately preceding the concert), and at least one of the two rehearsals preceding the dress rehearsal. Only the Ensemble Director, whose decision shall be final, may make exceptions.

Respectful conduct during all rehearsals and concerts is expected in order to advance MWE’s purposes and to create a supportive wind ensemble culture.

Any members found engaging in unethical activities, such as violating the tenets defined in Paragraph 3 of Section IV, or found having conducted themselves inappropriately, are subject to having their memberships terminated at the recommendation of the Ensemble Director.  Any members who have been dismissed from the MWE have the right to request a review by the Board to be reinstated. The Board will make a final decision to this review, which is to be approved by a majority vote at a closed meeting of the Board;

The Secretary should be informed of anticipated absences; this includes absences over an extended period of time, in order to avoid loss of membership. All members should notify their section leaders about any planned absences as soon as possible, so arrangements can be made to ensure those parts are adequately covered.

VII.     DUES

The Treasurer will collect annual dues of $25.00 per person during September for the fiscal year beginning October 1 and ending September 30. New members joining after April 1 of the fiscal year will pay half of the annual dues, $12.50. A family package, comprised of either parent(s) and child(ren) or spouses, will be a reduced fee of $15.00 per person. Dues for new members are payable on election to permanent membership. The Administrative Board will consider exceptions to annual dues. Annual dues can be raised or lowered based upon the needs of the organization if recommended by the Treasurer and accepted by a majority vote of the Board of Directors. In cases of financial hardship, the president or treasurer may reduce or waive an individual’s dues.  The band president or treasurer will consider requests for dues reduction on a case-by-case basis.

VIII.    BOARD OF DIRECTORS

A Board of Directors comprised of a President, Vice President, Treasurer, Secretary, three members-at-large, and the Ensemble Director, ex-officio will manage the MWE. The board will also, at the discretion and agreement by and between the MWE board and the Village of Maybrook, extend an invitation to not less than one and not more than three (3) representatives from the Village’s Council to attend meetings to observe and participate in an advisory, non-voting capacity.

Meetings
The MWE shall hold an annual meeting in May of each year. The President shall call the meeting and shall designate the time and place of such meeting. All meetings requiring membership vote will be announced two (2) weeks prior to voting. A vote will be held if at least fifty percent (50%) plus one member is present. Those members present shall constitute a quorum. The President as needed may call special meetings. Each member of The Band in attendance shall have one vote.

Board meetings will be conducted following Robert’s Rules of Order.

Membership on the Board of Directors

Terms for membership on the Board of Directors will be two (2) years for the President, Vice-President, Treasurer and Secretary; and one (1) year for the three members-at-large, beginning October 1st, which will be determined by a majority vote of the MWE’s permanent membership. The President, on or before July 1st, will appoint a nominating committee consisting of one member of the current Board of Directors and two other band members. This committee will nominate one candidate for President-Elect, Vice President, Treasurer and Secretary, and will contact the potential nominee(s) to ascertain his/her willingness to serve if elected. An election will be held during the last rehearsal in September, at which time the nominating committee will make its report and nominations will be accepted from the floor. It is the responsibility of the outgoing officers to schedule orientation meetings with the incoming officers of the respective positions and transfer any files or other materials. The nominating committee shall nominate a President-­Elect as soon as practical after the adoption of this revision of the bylaws, and the ensemble shall elect a President-Elect at a rehearsal as soon as practical after the nomination.

The membership will also nominate, discuss and vote on a committee of not less than one and not more than three (3) members to attend council meetings of the Village of Maybrook to observe and/or participate in an advisory, non-voting capacity, pending discussion and approval by and between the MWE Board and the Town Council of the Village of Maybrook.

Duties of the Board of Directors

The Board of Directors as a group shall meet at least once per calendar quarter to conduct the affairs of the MWE. Unless otherwise indicated, all meetings will be open to all MWE members in good standing except for meetings dealing with sensitive personnel matters. The duties of the Full Board will include, but not be limited to the following:

Approve capital expenditures over $1,000.00;

Designate all operating committees;

Serve as a nominating committee for the purpose of filling vacancies of the Board;

Vote on issues presented when a quorum is available either in person or electronically; it is understood that all four Board Members constitute a quorum and that the Ensemble Director will cast the deciding vote if the Board vote is tied;

The Board of Directors shall be responsible for creating and maintaining a set of Policies and Procedures for the operation and performance of the wind ensemble as well as the conduct of Ensemble Members. These Policies and Procedures will define how the ensemble operates, and they shall be printed and available for any Band member to review as well as to be delivered to all new Ensemble members.  This set of policies and procedures shall be known as The Policies and Procedures of the Maybrook Wind Ensemble;

The Board Members will be responsible for the duties listed below and may delegate specific tasks to other members as appropriate.

President

The President shall:

Preside at all meetings of the Board and of the entire band membership;

Represent the band, or appoint a representative, to appear before other groups such as the city council, parks administration, etc.;

See that the band maintains and develops its sources of income to support operations;

Appoint special committees, including a three-member nominating committee for new officers.

Vice-President

The Vice-President shall:

Conduct the affairs of the band in the absence of the President;

Assist the Ensemble Director with recruiting new members and publicity activities.

Secretary

The Secretary shall:

Record all minutes from all meetings of the Board of Directors;

Maintain a membership roster and contact list, and inform members of any information pertinent to the band;

Record new member data, introduce new members to the group, send a follow-up letter to new members within one week after they have joined the band, and provide new members with copies of the roster and bylaws.

Treasurer

The Treasurer shall:

Collect annual dues;

Maintain financial records;

Make disbursements less than $1,000.00 with appropriate documentation and greater than, or equal to, $1,000.00 with approval of the full Board;

Individually sign checks for less than $1,000.00 and solicit the Board President’s co-signature for checks of $1,000.00 or greater;

File required financial reports and/or forms with the State of New York and the Internal Revenue Service. This also includes filing all pertinent schedules to obtain a license from the New York State Department of Law to conduct fund-raising activities if the MWE raises more than $500.00 per concert season;

Prepare an annual budget to present at first quarterly meeting of a calendar year.

Ensemble Director

The Ensemble Director will serve as an ex-officio member of the Board of Directors, who may be financially compensated in an amount that is to be discussed, voted and approved by the Board of Directors, and shall:

Conduct the MWE at all rehearsals and concerts, or arrange for a qualified substitute in his/her absence. This also applies to any guest-conductor nominated and invited by the Ensemble Director to lead the MWE in either a portion of the ensemble, or an entire, concert. The substitute and guest-conductor(s) are to be approved by the Board;

Select the repertoire for all concerts with an awareness of what will be both challenging and rewarding for musicians and the community;

Recommend music and equipment purchases to the Board of Directors within budgetary requirements. Works that exceed the requirements, such as works offered for hire, or music that can only be purchased overseas, must be brought up at a board meeting at least one year in advance of the proposed performance;

Recruit and evaluate new and potential members;

Arrange suitable locations for rehearsals and concerts;

Arrange to have equipment and music transported, set up and/or borrowed for all rehearsals and concerts;

Represent the ensemble before other groups such as the city council, parks administration, etc.

Librarian

The librarian will be a non-voting, appointed member of the Board of Directors. The Librarian shall:

Be responsible for distributing and collecting all music assigned for performance for the band members;

Provide a venue for the orderly maintenance and storage of all music;

Maintain an accurate catalog of all band-owned music;

Place an identifying symbol on all band-owned music.

IX.       COMMITTEES

All committees are subordinate to the Board of Directors and all committee work must be approved by that Board.

Committees may have any number of members, and any member of the band is free to volunteer.

The following Committees shall be established and maintained:

Fundraising Committee – Writes grant proposals; secures funding from various sources, including, but not limited to private donors, corporate and civic organizations, and the Community and County Arts Councils.

Publicity CommitteeDevelops and coordinates publicity for the band and its events. This includes, but is not limited to creating and sending press releases, maintaining contact with news media (i.e., newspapers, radio, television, et al.), promotional posters and advertising (e.g., working with ad departments);

WebMaster – To create and maintain the webpage for MWE, in addition to creating and maintaining pages on social media networks.

X.     AMENDMENTS

Amendments to the Bylaws, in whole or in part, must be submitted in writing and accepted for consideration by a simple majority of the Board of Directors present at any regular or special meeting.

Once submitted and accepted for consideration, amendments to the Bylaws will be published on the ensemble’s webpage for three weeks and/or distributed at three consecutive ensemble meetings.  At the fourth ensemble meeting, all members who are present and in good standing will vote to accept or reject the amendment(s). If a member in good standing cannot attend the meeting, he or she can manually or electronically submit his/her vote to the Secretary on the day of or prior to the fourth ensemble meeting where the vote will take place.  Amendments to the Bylaws require a two-thirds majority vote of MWE’s permanent membership.

 

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