Constitution and By-Laws

Constitution and By-Laws

of the

Authors Guild of Tennessee

Constitution

ARTICLE I.

Name.  The name of the organization shall be Authors Guild of Tennessee, hereinafter referred to as “AGT.”  AGT is a nonprofit 501(3)(c) corporation for the State of Tennessee and the United States Government.

ARTICLE II.

Mission.  We are an association of Tennessee authors working together to promote and market our books.

ARTICLE III. 

 Government.  The officers of AGT shall be President, Vice-President, Secretary, and Treasurer.  These officers plus an Assistant Secretary, an Assistant Treasurer, and two (2) Members-at-Large shall constitute the Executive Board which shall have control and general management of the affairs of the organization, its funds, and physical assets. Any vacancies occurring during the year shall be appointed by the Executive Board until a replacement election can be held.  If an Honorary Member is requested, she/he shall not constitute part of the quorum and will not be a voting member. To conduct business a quorum of the Executive Board shall consist of a minimum of four members.

ARTICLE IV. 

Elections.  The election of officers as well as Members-at-Large shall be every two years, beginning on January 1 of the first year and ending on December 31 of the second year.  A Nominating Committee of three members plus the Vice President shall be appointed by the Executive Board and chaired by the Vice President, and shall meet in November.  If an office shall be vacated by resignation or other cause, the Executive Board shall recommend a member to fill the vacated office.

  1. A candidate for election to the Board shall have been a member of the AGT for a minimum of six (6) months before serving on the Executive Board. Exceptions to this policy may be made at the discretion of current board members.
  2. The Nominating Committee shall submit a list of candidates to the general membership at the December meeting. Nominations may also be made from the floor.  Elections shall be by written ballot.  If there is only one candidate for each office, the election may be made by voice vote.
  3. The Board and the Nominating Committee members may be elected for two (2) consecutive two-year terms, or four (4) years maximum), for each individual office.

ARTICLE V.

Membership. All applications for AGT membership must be submitted in writing to the Membership/Vetting Committee and include a copy of one of their books.

  1. Membership criteria are stated on the pages following the Policies and Procedures sections.
  2. Membership in AGT is non-transferable.
  3. AGT may not exceed fifty (50) members.

ARTICLE VI.

Dues and Fees.  The annual dues and fees shall be adjusted by the Executive Board subject to approval by a quorum of the general membership.

ARTICLE VII. 

Meetings.  General membership meetings shall be scheduled once each calendar month.

 ARTICLE VIII.

Amendments.  The Constitution and By-Laws may be changed or amended by a two-thirds vote of the general membership present at a meeting called for that purpose.  At least a ten-day (10) notice in writing of such meeting is required, unless waived by the general membership.

ARTICLE IX.

Quorums: A quorum for voting shall be thirty-five percent (35%) of the general membership.

ARTICLE X.

Proxies:  An AGT member in good standing may designate any officer/board member, except the President, to cast a proxy vote on his or her behalf at a stated meeting.

By-Laws

ARTICLE I.

 The Executive Board duties shall make policies and set short- and long-term goals for AGT.

A majority vote of the Executive Board may recommend to the membership that AGT amend a provision of AGT By-Laws.  The By-Laws must then be ratified by membership to change a provision of the By-Laws.

General duties of the Officers of the Executive Board shall be as follows

  • The President shall preside at meetings, formulate a vision for AGT with the assistance of the Executive Board, and represent AGT in its relations with individuals and other organizations.
  • Vice-President. In the absence of the President, the Vice President shall serve in place of the President by presiding at meetings and carrying out other presidential responsibilities.
  • Secretary. The secretary shall record the minutes of regularly scheduled monthly meetings, Executive Board meetings, and at special meetings if requested by the chair.  On approval of the President, the minutes shall be sent to the Web Assistant to be posted on the AGT website.
  • Assistant Secretary. The Assistant Secretary shall assist the Secretary whenever the Secretary deems it necessary.
  • Treasurer. Shall maintain a checking account in the name of the Authors Guild of Tennessee.
  • Assistant Treasurer. Shall fulfill the duties of the Treasurer whenever he/she is not available and assist the Treasurer whenever necessary.
  • Members-At-Large. The purpose of the Members-at-large is to provide a broader representation of the membership.
  • Executive Board Honorary Member. The Honorary Member shall assist the Executive Board if requested by the President, but shall not be a voting member on the Executive Board.
  • Executive Board Elections. The Executive Board shall consist of the six (6) officers and two (2) Members-at-Large. The Executive Board Members shall be elected by a majority vote at December monthly meetings if a quorum has been established.

ARTICLE II.

Liability.  The financial liability of AGT is limited to the funds approved by the Executive Board.  Any sum greater than the approved amount of fifty dollars ($50.00) may be the personal obligation of the individual responsible for incurring or authorizing that liability.

Committees \ Chairs.  The Committee Chairs shall periodically meet with their members outside the general membership meeting and then report their progress to the membership, and if necessary, with copies of their progress to the Executive Board.

  1. Constitution, ByLaws, and Directory Committee. The Constitution, By-Laws, and Directory Committee shall communicate annually in December and January to bring the Constitution, By-Laws, and Directory current. The CBD Committee shall be represented by the Executive Board along with any AGT members who would like to assist.
  2. Library Committee. The Library Committee shall establish a library of books donated by members.  These books shall be brought to each monthly meeting and loaned to members with check-outs and check-ins being recorded.  Books may be borrowed for one (1) month.
  3. Marketing Committee. The Marketing Committee shall propose events that AGT may participate in as a group or as individuals.  Shall indicate the pros and cons of each event along with the following details:  dates, location, price, coordinator’s name, telephone, and email address.  A follow-up of the event shall be summarized after any participation.  Individual members are free to participate in any event on their own.
  4. Membership/Vetting Committee. The Co-Chairs shall be appointed by the Executive Board to serve a one-year term. The Vice President shall present suggestions for the Co-Chairs, whose responsibilities shall be to examine books of prospective members to see if they are compatible with AGT guidelines. Prospective members shall receive AGT’s Membership Criteria letter and an application form.  The form must be returned before their book is reviewed.
  5. Nominating Committee. The Vice-President shall serve as Chair of the Nominating Committee which shall meet annually in
  6. Program Committee. The Program Committee shall arrange monthly programs that shall inform members about trends in publishing and marketing.
  7. Publicity Committee. The Publicity Committee shall reach out to media groups (radio and television stations, newspapers, magazines, etc.) that might be interested in promoting AGT’s members and their books.
  8. Retail Committee. Their goal shall be to place AGT books in retail outlets that will result in maximum amount of sales.   
  9. Training Committee. The Training Committee shall conduct training sessions either individually or as a group for Skype, AGT website, blogging, and social media, etc.
  10. Website Committee. Their goal shall oversee the AGT website, shall be the liaison between the website master and AGT, and shall compute and chart website invoices.

POLICIES AND PROCEDURES

of the

Authors Guild of Tennessee

 

The following manual lists the responsibilities for each board and committee member:

OFFICERS

President:

  1. Shall assist with the Constitution, By-Laws, and Directory
  2. Shall work with the Treasurer regarding tax issues.
  3. Shall be the ex officio member of all AGT committees except the Nominating Committee.

Vice President:

  1. Shall chair the Nominating Committee.
  2. Shall have new officers and committee chairs oriented on their responsibilities.
  3. Shall welcome new members and introduce them at AGT meetings.
  4. Shall assign a current member to serve as a contact person for a new member.
  5. Shall designate, with the assistance of appropriate committee members, the chair of that specific committee.
  6. May be a liaison to all AGT Committees.

Secretary:

  1. Shall maintain a membership directory with contact information for each member.
  2. Shall keep a Policies and Procedures notebook of job descriptions and copies of AGT forms, tax documents, reimbursement forms, etc.
  3. Shall send letters of condolences, appreciations, encouragements, congratulations, etc., to AGT members as is appropriate, and in a timely manner.

Assistant Secretary:

  1. Shall take minutes at the monthly, special, and/or board meetings in the absence of the Secretary.
  2. Shall maintain a membership badge chart regarding orders and payments.

Treasurer:

  1. Shall have all AGT checks signed by the Treasurer, the President, and/or the Vice President.
  2. Shall have prior approval by a majority vote of the membership for amounts of two hundred dollars ($200.00) or more. A quorum must be achieved and a vote taken by email or at a monthly meeting. It may also be approved in writing by two members of the Executive Board.  The above-mentioned check must be signed by two members of the Executive Board.
  3. Shall receive all payments including dues from members.
  4. Shall propose and maintain an annual budget for all AGT expenses, including, but not limited to: office supplies, printing, signs, website, legal fees, licenses, bank fees, and general operating expenses. The budget must be approved by the AGT Board and be available for inspection upon request.
  5. Shall submit a Treasurer’s Report at the regular monthly meeting. This report may be submitted by email to the membership in advance.  Any member may bring an item to the floor for discussion of the budget at that meeting.
  6. Shall maintain a dues chart, indicating all members and the amounts they have paid.
  7. Shall work with the Board regarding tax issues.

Assistant Treasurer:

In the Treasurer’s absence, the duties of the Treasurer shall be accomplished by the Assistant Treasurer.

Member(s) at Large:

  1. Shall offer advice regarding any items on AGT’s Board agenda.
  2. Shall assist the Vice President in welcoming new members and in designating the new member’s contact person.
  3. Shall assist the Vice President in orienting new officers and Committee Chairs regarding their responsibilities.

COMMITTEES & CHAIRS

Chairs:

  1. Shall provide the Executive Board with a copy of their job descriptions.
  2. Shall be responsible for acquiring members to their committee.
  3. Shall inform their committee members about committee activities at each monthly meeting and/or by email.
  4. The expiring Chair shall meet the new, incoming chair at the earliest possible date following the new appointment to give an overview of responsibilities and requirements.

Library: 

Committee Members shall research local libraries to assess whether they will carry any AGT books.

Marketing:

  1. If a member signs up to take part in an event, payment for that event should be made within the time period allotted by the coordinator of that event.
  2. If payment is not made by that allotted time period, that member will not be permitted be a participant.
  3. Members who do not pay their portion of the event fee within the allotted time period will not be allowed to show up at the scheduled event, planning to pay the specified fee on that day.
  4. Payment for any AGT-sponsored event should be submitted to the AGT Treasurer.
  5. Members who have their books displayed for sale at an AGT event, but are unable to attend that event, are expected to pay the same amount of money as those actually attending.
  6. Members who pre-pay to attend an event, then are unable to attend said event, will not be allowed to receive a refund for monies paid unless they find a paying substitute.
  7. Event Coordinators shall have their portion of the event fee paid by AGT as compensation for organizing the AGT participation, serving as event liaison, and overseeing the setup and book collections.

Membership/Vetting:

Once a Membership Application Form and a book copy are received by a Co-Chair, two members of the committee will review the book and notify the Co-Chairs if the book is acceptable.

  1. The submitted work must achieve a level of quality that matches professional editing and art standards.
  2. The decisions of the Membership/Vetting Committee shall be final.
  3. A Welcome Package will be given to each new member with a letter of acceptance.
  4. Appropriate dues and the badge fees, as well as committee choices, must be made before the prospective member is officially approved.
  5. The President shall announce AGT membership particulars to the Webmaster and the general membership once the member is officially approved.
  6. The Co-Chairs shall send letters of rejection, notifying the applicant to pick up their book(s) or pay return postage. Any books not claimed shall be donated or discarded.

Nominating:

  1. The Committee shall consist of three (3) members appointed by the Executive Board plus the Vice President.
  2.             The Committee shall meet once a year in November  to nominate officers.
  3. The nomination of officers shall be as follows:  the  Vice President, Secretary, and Member-at-Large shall be elected for a two-year term beginning in 2014; the President, Treasurer, and second Member-at-Large shall be elected for a two-year term beginning in 2015.
  4. Every year elections shall be held for officers at the December monthly meeting if a quorum is reached:  President, Treasurer and Member-at-Large; or Vice-President, Secretary, and Member-at-Large; each one at the completion of their two-year terms.

Program:

The committee members will report their findings to the Chair who will arrange a date for the speaker to present at a monthly AGT meeting.

Publicity:

The Chair shall assign a specific East Tennessee district to each committee member.

  1. The Committee shall write press releases on new members, new book releases, member awards, and events in which AGT is participating and send them to the appropriate media along with any photos.
  2. The Chair shall maintain a listing compiled by committee members of newspaper, radio, TV, magazines, and other media outlets along with contact information.  These outlets shall cover counties where we have author representation.

Retail: The Chair:

  1. Shall be familiar with owner/manager at each AGT retailer, providing the specific store with contact information (brochures, business cards).
  2. Shall continually re-evaluate success levels at each location as well as sales of individual titles.
  3. Shall search new retail opportunities and be prepared to successfully convince retailer to provide space for AGT books, working towards acquiring the most space, best exposure, and lowest commission that can be agreed upon.
  4. Shall assign committee members specific territories to serve as a representative of AGT.
  5. Shall maintain a relationship with frequent contacts with the retailer.
  6. Shall assist the committee member in acquiring signs or display materials for AGT set-ups at retail locations.
  7. Shall coordinate book signings and other events at the retail outlets.
  8. Shall submit a quarterly bill to AGT for gas no more than Fifty Dollars ($50.00) as a quarterly total without Executive Board approval.

Retail:  Committee Members: 

  1. Shall be responsible for a specific geographic district assigned by the Chair.
  2. Shall serve as the contact person for their assigned retailers and maintain an ongoing relationship with owner/manager.
  3. Shall be responsible for book delivery and display set-up with Chair’s assistance.
  4. Shall be responsible for restocking AGT inventory as well as maintaining a neat appearance of the AGT display.
  5. Shall insure that all books are priced with removable sticker or that prices are provided to the retail store.
  6. Shall visit retail store once a month, or as agreed upon with retailer, to collect net payment for sales if payment is not mailed directly to AGT Treasurer.
  7. Shall deliver any monies to the AGT Treasurer at the next monthly meeting or mail to the Treasurer.
  8. Shall report individual sales at their assigned retail locations to the Committee Chair.

Training:

Shall conduct training sessions (either individually or as a group) for Skype, AGT website, blogging, and social media, etc.

Website:

  1. Shall oversee the AGT website.
  2. Shall be the liaison between the website master and the Authors Guild.
  3. Shall compute and chart website invoices.

Criteria for AGT Membership

Member.

  1. Applicant must have at least one recently published book that is compatible with AGT guidelines and is edited with a serious literary effort.
  2. Applicant must be motivated to market all AGT books.
  3. Applicant must be willing to contribute to AGT by participating in at least one committee and attend periodic monthly meetings.
  4. The Membership/Vetting Committee will review the application and evaluate the submitted work. If the Committee recommends the applicant, the applicant shall be invited to join the Authors Guild of Tennessee.
  5. Once the applicant joins AGT, dues and badge fees must be paid within thirty (30) days of acceptance. Dues shall be adjusted on a monthly basis as to when the member joins (or rejoins) AGT.
  6. The applicant shall have thirty (30) days to join a committee.
  7. When the applicant’s dues, badge fees, and committee choices are made, the President shall announce the member’s information to the AGT membership and to our website coordinator.
  8. To stay in good standing with AGT, a member must follow the above criteria, conform to AGT’s Constitution and By-Laws, and pay their dues on time.

Associate Member.

  1. Shall help AGT as a volunteer once the position and the person have been approved by the Executive Board.
  2. Shall not pay any dues, or have voting rights, or be allowed to sell at AGT functions.

Executive Board Honorary Member.

  1. Shall assist the Executive Board and AGT members as a volunteer once the position has been approved by the Executive Board.
  2. Shall not have voting rights on the Executive Committee.
  3. Shall pay dues, have voting rights in general elections, and be able to sell at AGT functions.

Member’s Leave of Absence.

  1. The Member shall give written notice to the AGT Board of Directors about their desire to become a Leave-of-Absence Member.
  2. Once this written request has been approved, a Leave-of-Absence member shall be excused from attending meetings, serving on committees, and participating in AGT events.
  3. The Leave-of-Absence member shall continue paying annual dues for up to twelve (12) months.
  4. The LOA member shall remain on the AGT website, be allowed to attend monthly meetings, receive AGT emails, and be considered a member in good standing for up to twelve months from the date the Leave of Absence is approved by the Board of Directors.
  5. The Leave of Absence period may be extended past twelve (12) months for health reasons.
  6. While on an approved Leave-of-Absence status, the member’s books will not be displayed with other AGT authors in AGT’s retail locations or at AGT’s book-selling events. These books shall be returned in a timely manner by a member of the Retail Committee.
  7. The Leave of Absence member shall notify the Board of Directors within the twelve (12) month period to return to full membership. If a member chooses not to return to full membership status, his/her AGT membership shall be terminated.

Departing Authors Guild Procedure.

  1. Any member wishing to depart the Authors Guild shall notify an Executive Board member of his or her wishes.
  2. The Board member shall notify the President who, in turn, shall notify the general membership and the Web Master of the situation.
  3. The departing member shall have their name and books removed from the website and shall no longer be notified of any AGT emails.
  4. The departing member is responsible for collecting their books from AGT’s Retail Chair and AGT’s Lending Library or paying return postage for said books. Any books not claimed shall be donated or discarded.