ARTICLE I NAME

This organization shall be named the WASHINGTON POETS ASSOCIATION, hereinafter referred to as WPA. The Washington Poets Association was founded and incorporated in 1971.

ARTICLE II PURPOSE

The purpose of this organization is to encourage the creation and appreciation of poetry.

ARTICLE III MEMBERSHIP

Membership shall be open to all poets and friends of poetry.

1. A student member is any student in grade 12 or under.
2. An adult member is any person whose dues are in good standing.
3. A Complimentary Member is any person designated by the Board because of special contributions to poetry or the WPA.
4. An Honorary Life Member is someone selected by the Board because of significant and long-lasting contributions to poetry or the WPA.

ARTICLE IV ADMINISTRATION

1. The WPA shall consist of members of four regions in the State of Washington, as well as members from other states and countries.
2. Distribution of the Washington regions are as follows or as designated by Board action:
1. Southwest region: the counties of Clark, Cowlitz, Skamania, Lewis, Wahkiakum, and Pacific
2. Central west region: King, Pierce, Kitsap, Mason, Grays Harbor, and Thurston
3. Northwest region: Whatcom, Skagit, Snohomish, Island, San Juan, Jefferson and Clallam
4. Eastern region: all remaining counties
3. The fiscal year shall be from August 1 through July 31.
4. An annual audit of the books shall be held.
5. It shall be the responsibility of the Board to conduct the business of WPA.

ARTICLE V BOARD OF DIRECTORS

1. The Board shall consist of 15 Directors: the President, Executive Vice President, four Regional Vice Presidents, Secretary, Treasurer, and seven Board Members-At-Large. Members in good standing may serve as Newsletter Editor, Website Manager or Membership Chair as ex officio members who attend board meetings but do not vote. Board members Emeritus may be appointed to the Board as non-voting members.
2. The Board shall meet in regular/special sessions determined by the President or any six/eight Board members, per Article VII, Sections 1.2.
3. All Board members must receive notification of meetings at least two weeks in advance of the meeting.
4. Each Board member shall serve a term of three years. Terms of Directors and Officers begin and end in August.
5. After serving one term (3 years), a Director who is re-elected may choose an optional 2-year term provided the option is declared before the election.
6. If a Board member resigns or leaves before the end of her/his term, the President may appoint a member to complete the term.
7. A Board position may be declared vacant by the President if the Board member is absent or does not ask to be excused from three consecutive meetings.
8. The Board in the conduct of the regular business may appoint any ad hoc committees it deems necessary to achieve the purposes of WPA.
9. Director expectations. It is expected that each Director of the Board will perform as an active volunteer, supporting the fiscal and structural well-being of the Association, including its events and programs, members and other Directors.
10. No member of the Board of Directors will receive personal payment from the Association for any services performed for the Association during his /her tenure on the Board.

ARTICLE VI OFFICERS

The officers of WPA shall be the President, Executive Vice President, Regional Vice Presidents, Secretary and Treasurer.

1. These officers shall be elected annually at the summer meeting by the Board from their own number, as provided in Article VIII, Section 4.
2. The Executive Officers shall be the President, Executive Vice President, Secretary and Treasurer.
3. No Executive Officer shall serve more than three consecutive one-year terms in one position.
4. Duties of the officers shall be as follows:
1. The President shall preside at all meetings, appoint committees, appoint members to fill vacancies on the Board, and may serve as an ex-officio member of all committees except the nominating committee.
2. The Executive Vice President shall assume the duties of the President in the event of the latter's illness or absence. In the event of the President's resignation or death, the Executive Vice President shall assume those duties.
3. The Regional Vice Presidents shall serve as representatives of WPA in their areas, scheduling activities to assist in the development of poets, appeal to the general public, and increase the membership of the WPA.
4. The Secretary shall keep the records of the WPA, record and keep all minutes of the Board, and send a copy of the minutes and meeting notification to all Board members.
5. The Treasurer shall prepare an annual budget for the WPA, receive and deposit all monies, disburse funds in payment of budgeted amounts and/or non-budgeted amounts approved by the Board, keep an accurate record of all receipts and disbursements, give summary reports at Board meetings, and make an annual report to the membership at the close of the fiscal year. In the event of incapacity of the Treasurer for any reason, either the Executive Vice President or the Secretary may assume these functions.

ARTICLE VII QUORUM

1. The quorum for any regular meeting of the Board shall consist of three executive officers and any three additional members of the Board.
2. For any special meeting of the Board, a quorum shall consist of three executive officers and any five additional members of the Board.
3. Those members in attendance at the annual meeting of the WPA shall constitute a quorum.

ARTICLE VIII ELECTIONS

1. A nominating committee shall be appointed yearly by the President and will be chaired by an officer of the Board. The President shall not serve on the nominating committee.
2. It shall be the duty of the nominating committee to nominate candidates for the offices of President, Executive Vice President, Regional Vice Presidents, Secretary, Treasurer and any vacant Director, Newsletter Editor, Website Manager or Membership Chair positions, as provided in Article V, Section 1.
3. The vote required for election of Board members will be a simple majority vote of all those members in attendance at the annual meeting in the spring.
4. The vote required for election of officers will be a simple majority vote of the Board at the summer meeting.

ARTICLE IX PARLIAMENTARY AUTHORITY

The rules contained in the current edition of "Robert's Rules of Order, Newly Revised" shall govern the WPA in all cases to which they are applicable, and in which they are not inconsistent with these bylaws.

ARTICLE X AMENDMENT OF BYLAWS

These bylaws may be amended at any annual business meeting.

1. By a vote of two-thirds of the WPA membership present and voting, provided a written notice of any proposed changes in the bylaws has been sent to all members at least 60 days prior to the meeting; or
2. By unanimous vote of those present and voting, provided no advance written notice was sent to the membership prior to the meeting.

WPA Bylaws April, 2005