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The Village Quilters, Inc.
Resolutions, Policies and Procedures

Section 1 . Name Definition. For clarity, “Guild” may be used in this document, or in subsequent document(s), other than the Bylaws, in place of Corporation/Guild or The Village Quilters, Inc.

Section 2. Resolutions.

a) These resolutions are made by, and may be amended by, the Board of Directors in accordance with The Village Quilters Inc. Bylaws.

b) The Village Quilters Inc. Bylaws Resolutions are:

• Section 3.2(a) , Resolution regarding the number and composition of directors: It is resolved that the Board of Directors designates the total number of Board Directors shall be equal to and include all the duly elected Officers, the Past President and all current fiscal year Committee Chairpersons.
• Section 3.3(c) , Resolution regarding the fixed times for regular meetings of the Board of Directors: It is resolved that there shall be a minimum of ten (10) regular meetings of the Board of Directors and the designated annual meeting of Directors shall be November. All the meetings shall be held on the Monday, or any other designated day, immediately prior to a general or annual meeting of the membership.
• Section 5.2 , Resolution regarding Loans: It is resolved that The Village Quilters, Inc. shall have no outstanding loans.
• Section 5.3 , Resolution regarding officer(s) or agent(s) authorized to sign checks: It is resolved that checks, drafts, etc. may be signed by either of two officers, the President or the Treasurer.
• Section 5.4 , Resolution regarding deposits: It is resolved that all funds of The Village Quilters Inc. are on deposit in a checking account at a duly authorized local bank with no other accounts being held at this time; however, the Board of Directors may deposit any excess, non-operating cash into an interest bearing instrument as approved from time to time.

Section 3 . Policies and Procedures.

a) These Policies and Procedures are made by, and may be amended by, the Board of Directors at any time in accordance with voting procedure in Section 3.4 of the Bylaws. At the discretion of the Board of Directors, changes in Policies and Procedures may be brought to the Guild membership for a vote. However, any policy that impacts member dues must be voted on by the membership of the Guild at a regular meeting.

b) The Policies and Procedures shall be:

I. Administrative:

• The Workshop Committee shall be appointed by the Vice-President by October to allow the committee preparation time for the following year.
• The Program Committee shall consist of a chair and co-chair. The co-chair will serve as chair of this committee the following year.
• The email or roster database shall not be used or distributed for any commercial use. Further, communications to the active members in good standing shall be for Guild business and information only; no other announcements, reminders or other non-quilt related items will be forwarded whether from Guild members or non-members.
• Advertisement on the Guild website or in the E-Bulletin shall be restricted to members of the Guild and shall be restricted in content to the subject of Quilting. If a member wishes to place an announcement or item which may or may not be quilting related, it may only be placed on the bulletin board, meeting entry table or free table for others to view.
• The Guild has officially deemed members of the Neighborhood Hand Quilters from The Neighborhood as honorary members.
• A retention policy shall be observed as set forth on the Record Retention Policy Schedule attached and incorporated herein.
• All Officers, Past President, Committee Chairpersons and Committee members’ duties and responsibilities are subject to the written Job Description as held by the Secretary and/or posted on the Guild website.
• The Vice-President has the option of either nominating Officers or forming a nominating committee. The nominating committee shall consist of the Vice-President and two other members from the Guild membership. Nominees must be announced to the membership 30 days prior to the membership annual meeting in November.
• The Board of Directors encourages and welcomes members to attend any Board Meeting; welcome any Guild member suggestions for any Guild activity and/or charitable contribution. Guild members shall not, however, act on behalf of the Board of Directors without prior approval. The Board shall always use best efforts to remain responsive to the wishes of the general membership.

II. Financial:

• All fees related to Guild dues and activities shall be by check only. No cash will be accepted unless noted otherwise.
• Fees for any class, workshop, lunch or trip will NOT be refunded unless the participant cancels prior to the announced deadline. It is the responsibility of the participant to call the coordinator of the event to let her know she won’t be attending, even if past the cancellation date, so that others on the waiting list can be contacted.
• Workshop instructor appreciation gifts shall be in the amount of $5.00 per participant registered for the workshop at the time of the cancellation date. Any excess funds will be deposited in the Guild's general fund.
• The program chair has the authority to commit money as designated in the approved budget, absent a signed formal contract.
• A guest fee of $5.00 shall be collected at the entrance for meetings designated by the Program Chair as being professional speaker programs. Further, if a guest pays the $5.00 fee and then joins the Guild that day, then the guest fee will be applied towards the full membership dues.
• The Guild may underwrite speaker class fees up to OR equal to the dollar amount it would cost to cancel the class if already past the speaker's designated cancellation date.
• The Guild may underwrite the cost of tickets up to 5 honorary members for the luncheons as a thank you for charity work on the Guild’s behalf. Further, the Guild may underwrite luncheon tickets for special invited guests as approved by the Board from time to time.
• Annual dues shall not be prorated. However, any new person joining on or after October 1 of any year shall be deemed to have paid in full for the following calendar year and will have member privileges for October through December of the current year.
• All Officers and Committee Chairs, if appropriate, shall provide annual budget input as requested by the treasurer; they shall also adhere to the approved budget for each respective position. If additional funds are required, prior approval by the Board must be requested before incurring the additional expense.
• Mileage and/or other maintenance expenses for the use of personal vehicles for Guild business or activities shall not be a reimbursable expense.

III. Workshops & Programs:

• Workshops are sponsored by the Guild and paid for by the participants of the workshop. The fee for a workshop taught by a member shall be the cost of provided materials or a minimum of $5.00. The fee for a workshop or class provided by a non-member shall be set by the instructor.
• Any member in good standing may teach a Workshop and receive an appreciation gift as stated in the Financial section of this document.
• Additional classes may be presented by Guild members. The instructor shall be responsible for scheduling the class, reserving class space, and setting and collecting the fees. The Guild will allow the announcement of the class at the meeting and/or in the E-Bulletin.
• Non-guild members may not participate in any classes or workshops offered by the guild.

IV. Miscellaneous

• A member may win no more than once in any given block exchange, regardless of the number of blocks submitted for that specific block exchange. A member may win in more than one block exchange in the course of a year.
• G enerally, Guild equipment and/or property shall not be lent out or made available for member's personal use.

Retention Policy

Section 1. The Board of Directors reviewed, agreed and adopted a retention schedule and it shall be observed as policy with respect to retaining books, records and files effective with the adoption date of August 9, 2010. The board understands that not all of these records are available for the full seven (7) year lookback period as of the adoption date just stated.

Section 2. Any and all documents no longer needed for this retention policy should be destroyed, unless they are deemed to have historic value by the Board of Directors.

Section 3. Retention Schedule

A. Records shall be retained by the Secretary and include:

• Bylaws & any revisions for The Village Quilters Inc. – retain for the life of the corporation
• Resolutions, Policies & Procedures – retain seven (7) years (Exception: Retention Policy – see item 12 below)
• Signed contracts from programs, quilt show & others – retain seven (7) years and thereafter the life of the document
• Insurance policies – retain current and one previous policy
• Job descriptions – retain current and one previous version of each
• Correspondence (letter form & email) – retain for three (3) years. Permanent file retention is unnecessary for any external, unsolicited correspondence in any form, electronic or hard copy.
• List of Officers and Committee Chairs by year which shall also include a final membership number as of September 30 th of each respective year – retain seven (7) years
• Minutes of Board of Directors meetings and general Guild meetings – retain seven (7) years
• Records of Notices of annual and special Meetings of the Directors and the general membership – retain three (3) years
• Articles of Incorporation and Charter – retain for the life of the corporation
• All forms in regard to federal non-profit filing (i.e. Form 1023, Determination letters or future forms that may be required) – retain for the life of nonprofit corporation
• Records of a historical nature such as this Record Retention Policy Schedule and any future revisions shall be kept indefinitely. As of this date, the other historical records are “Picture History Books” and those shall be kept indefinitely or at the discretion of the Board of Directors.

B. Financial records shall be retained by the Treasurer and include:

• Check book registers, canceled checks & deposit slips – retain seven (7) years
• Revenue & Expense Receipts & requests with appropriate backup – retain seven (7) years
• Bank statements and corresponding check book reconciliation reports – retain seven (7) years
• Monthly reports of budget to actual – retain seven (7) years
• Monthly treasurers summary reports – retain seven (7) years
• Annual Budget and projections with backup data when used – retain seven (7) years
• Annual Statements of Revenues and Expenses – retain seven (7) years
• All compliance filings with respect to non-profit 501c3, Corporation or Tennessee state tax and/or exempt status – retain seven (7) years and thereafter the life of the document
• All Federal and/or state tax filings (i.e. Form 990, 990N or 990EZ) and any future filings the government may require – retain seven (7) years

Adopted: May 9, 2011

Revisions: Feb 06, 2012; August 2010