GRAND TRAVERSE AUDUBON CLUB BY – LAWS
ADOPTED October 28, 1995 – Amended December 21, 2000 – Amended October 21, 2006 – Amended March 26, 2009 – Amended December 18, 2014 – Amended October 20, 2018 – Amended September 26, 2024
1. Name of Club
The name of this club shall be Grand Traverse Audubon Club (Club)
2. Objectives/Values
Our mission is to provide inclusive opportunities for residents of the Grand Traverse Region
to enjoy and learn about birds and the ecosystems that they depend on and to protect these
ecosystems in our region.
To support this mission, we also embrace the following values:
– Wild and near-wild spaces
– Those who share our interest, from the merely bird-curious to life-long birders.
– Opportunities for birding and protecting and enhancing bird habitat.
– Sustainable financial practices to ensure the long-term viability of the Club.
3. Affiliation
The Club is a chapter of the Michigan Audubon Society.
4. Membership
Membership of the Club shall be open to any individual or family that has paid the Club
dues as established by these by-laws. While all members are encouraged to join and
support the Michigan and National Audubon Societies, membership in these organizations
is not a prerequisite for membership in Club. Each individual member is entitled to a vote at
general membership meetings if present. (i.e., If three members of a family with family
membership are present, each one shall have a vote on matters brought up at the meeting.)
5. Organization
A. Executive Board Activities and operations of the Club shall be administered by an
Executive Board composed of the following officers: President, Vice-President,
Treasurer, Secretary, Publicist, immediate Past President, and Member at Large shall be
voting members of the Executive Board.
B. Terms of Office Officers shall be elected for one-year terms beginning January 1.
There shall be no limitation on the number of terms any individual may serve in any one
office.
C. Vacancies Any vacancy that arises in the Executive Board during the year shall be filled
for the remainder of the calendar year by decision of the Executive Board upon
recommendation of the Nominating Committee. Such an appointment shall be subject
to the approval of the general membership at the next Regular Program Meeting.
D. Duties of Officers Duties of each office shall be assigned by the Executive Board. The
general duties of each office are described in the Position Descriptions appended to
these by-laws.
E. Quorum for Executive Board Meetings A majority of the currently filled positions of
the Executive Board shall constitute a quorum at meetings of the Executive Board. The
meetings of the Executive Board shall be open to any member in good standing. The
Board may participate in electronic or telephonic discussion and meetings and may use
such devices for voting on issues and/or to achieve a quorum at Board meetings. Board
meetings shall be open to all Club members and notice of upcoming Board meetings
shall be provided in the newsletter.
F. Committees The president shall appoint such additional committees as may be
necessary on an ad hoc basis.
G. Removal from Office An officer of the Executive Board may be removed from office by
a three-fourths vote of the existing members of the Board.
6. Meetings
A. Annual Election Meeting An annual meeting of the Club shall be held each October at
which meeting officers for the next year shall be elected.
B. Annual Business Meeting An Annual Business Meeting of the Club shall be held in
January at the call of the Executive Board. Annual reports for the preceding year shall be
presented at this meeting. The Treasurer of the preceding year shall submit a written
financial report and a membership statement for the preceding year. The proposed
budget for the coming year shall be presented to the general membership and, if
approved by a majority of members present, be adopted.
C. Regular Program Meetings There shall be regular program meetings during the year
with such additional meetings and field trips as may be scheduled by the Executive
Board.
D. Quorum for General Membership Meetings For the purpose of transacting business
at a regular or special meeting, fifteen (15) members in good standing shall constitute a
quorum if present physically or by electronic means.
7. Board Meetings
The Board shall hold such meetings as it deems necessary, at times and
places determined by the Board Nominating Committee and Elections
A. Election of Officers Club officers shall be elected at the Annual Election Meeting
(regular general membership meeting) in October. If the October meeting is not held,
the Board election shall be conducted via email, or U.S. mail in October, with a deadline
for votes to be submitted within two weeks of distribution of the slate.
B. Nominating Committee The Executive Board shall appoint an on-going Nominating
Committee (the Committee) of three (3) members at its first meeting after taking office
in January, one of whom shall be a member of the Executive Board.
C. Nominations The Committee shall nominate one Candidate for each office and shall
report such nominations to the Executive Board and members at the Annual Election
Meeting. In selecting candidates, the Committee shall have as an objective a
reasonable degree of change among the Club’s officers. To that end, the Committee
shall encourage the candidacy of qualified individuals who have not previously served
as Club officers.
D. Nominations from the Floor After the report of the Committee, additional
nominations may be made from the floor.
E. Requirement for Election A majority vote of members present shall be necessary for
election of any officer.
8. Dues, Property, and Funds
A. Establishment of Dues Club dues shall be recommended by the Executive Board and
approved by a simple majority vote of members present when there is a proposed
change in the level of annual dues. Any such proposed change shall be voted on at the
regular October meeting and shall require a simple majority vote of those present to be
approved. Annual membership dues are due on January 1st for the upcoming year.
Failure to renew dues by the last day in February of the renewal year will result in
cancellation of membership in the Club.
B. Walter Hastings Memorial Environmental Education Fund Donations and gifts to the
Club will be placed in the Walter Hastings Memorial Environmental Education Fund.
Disbursement of these funds will be at the discretion of the Executive Board.
C. Assessments Assessments, other than dues, shall not be made against members
unless specifically voted upon by the general membership after they have received prior
written notice of any proposed assessment.
D. Financial Account Balances At the end of each fiscal year, if the Treasurer’s report
shows a total balance of more than $5,000 in all accounts not including the Walter
Hastings Memorial Fund, the Board shall allocate sufficient funds for donation to bring
the total balance back down to a maximum of $5,000. If, however, the Board has
identified a major project that will require a significant expenditure that is likely to
require a multiple year buildup of funds, this limitation shall be waived by a majority
vote of the Board for the just ended fiscal year.
E. Misuse of Club Funds Club funds shall not be used for the personal profit of any of its
members. Neither the Club nor any of its officers shall enter into any commitments
binding on the Michigan Audubon Society. In like manner, the Club or any of its officers
shall not accept any binding financial commitment from the MAS without its written
consent after a unanimous vote in favor by the Club’s Executive Board.
F. Dissolution of Club Should the Club fail; be dissolved; or fail to elect a quorum of
officers for three (3) consecutive years, its cash on hand and any other assets of the
Club shall become the property of the Michigan Audubon Society.
G. Exculpation No officer of the Club shall be liable for the acts or defaults of any other
officer for any loss sustained by the Club or any members thereof unless such loss was
the result of his or her own willful misconduct or gross negligence.
9. Amendments
A. Amending Procedure These By-Laws may be changed in whole or in part at any
regular membership meeting provided that the entire membership is notified of the
proposed changes in writing at least ten (10) days in advance of such meeting.
Amendments may be proposed by a majority vote of the Executive Board or by written
petition of at least 25% of the general membership. To be adopted, amendments must
be favored by at least two-thirds of those voting.
10. Resolutions and Statements of Position
A. The Club may, from time to time, issue statements of position or pass resolutions
regarding environmental or conservation concerns. These may be sent to
governmental authorities or other interested entities. At a general membership
meeting, a resolution will be considered adopted if voted favorably by a majority of
members in attendance.
B. When time is of the essence, and no general membership meeting is scheduled before
action is deemed necessary, a majority of the Executive Board members may approve a
resolution or issue a statement of position on behalf of the Club. Such statements of
position or resolutions shall be issued in the name of the Executive Board of the Club.
Appendix 1
Position Duties
President
1. Preside over meetings of the Executive Board and monthly general membership meetings.
2. Create committees and appoint committee chairs as necessary.
3. Sign documents as necessary on behalf of the club.
4. Act as spokesperson for the club at public meetings and hearings when the Executive Board
deems it appropriate.
5. Serve as primary contact with the Michigan Audubon Society
Vice President
1. Fills in for President as needed.
2. Leads the annual planning of programs and field trips.
3. Set up audiovisual equip. as needed by presenters at the General Membership Meetings.
Treasurer
1. Manages all financial matters for the Club including membership dues, membership list
and directory, paying bills, both general and Hastings Fund banking, disbursements of funds
in accordance with Board decisions, provide financial and membership reports to both the
Board and general membership meetings.
2. In conjunction with the Secretary, handle membership renewals, Bird Alert administration,
thank you letters and public relations (Christmas Cards).
3. Administer bank accounts, IRS issues, State of Michigan sales tax, Facebook, PayPal,
domain name and Web Hosting fees.
Secretary
1. Take minutes at Board meetings. The minutes should be sent out to board members, once
completed, and again several days prior to the next board meeting, for review. The minutes
from the previous board meeting should be read at each board meeting for approval.
2. Take minutes at the monthly membership meeting, with an emphasis on capturing Board
business. The minutes should be read at the next membership meeting for approval by the
membership.
3. Check the public board email account (gtac.board@grandtraverseaudubon.com) and the
Club website Contact Us email account periodically and follow up or redirect as necessary.
4. Maintain the membership of the Bird Alert mailing list.
5. Generate and send thank you letters to Walter Hastings donors.
6. Print rack cards as needed.
Member at Large
1. Participate in Board meetings and discussions.
2. Represent the general membership.
Publicist
1. Compose and distribute Bird Notes newsletter 6x per year (Jan., Mar., May, July, Sept., Nov.)
2. Report on Executive Board action in the newsletter.
3. Notify members of upcoming meetings and field trips via BirdAlert.
4. Post info for meetings and field trips with local media outlets (IPR Almanac, Record-Eagle,
Northern Express, TC Ticker).
5. Oversee postings on Club’s Facebook and Instagram accounts; make sure these are done
regularly.
6. Administer Webmaster Duties.
Past President
1. Provide continuity for new President.
2. Participate in Board meetings and discussion