Amended April 9, 2016
organization shall be known as the OKLAHOMA WORLD ORGANIZATION OF CHINA
PAINTERS INC, a nonprofit corporation, organized in the State of Oklahoma, on
September 17, 2013 (Hereinafter known as Oklahoma W.O.C.P.
shall be to educate and encourage artists, connoisseurs and patrons of the fine
art of porcelain painting. The Oklahoma
W.O.C.P. shall vote at each annual meeting to be a member of the World
Organization of China Painters, an Oklahoma nonprofit organization (hereinafter
known as “WOCP”).
SECTION 1: Membership shall consist of members of clubs
in good standing, which shall be affiliated on application to the Membership
Committee and on approval of the Board.
SECTION 2: Clubs shall be composed of at least six (6) members
who are united with the purpose of the Oklahoma W.O.C.P.
SECTION 3: Members in clubs shall be:
Active. Any member in good standing who is a
participating member is referred to as an Active member.
all component local clubs shall be all inclusive for membership in the local
club, the Oklahoma W.O.C.P., and the WOCP.
4: Reinstatement. Application for reinstatement may be made
within one (1) year shall be made in the original manner, as in Article III.,
Section I above.
Annual dues of
the State organization shall be payable to the State Treasurer on or before May
15 as follows: Annual dues, payable to
the local club for each active member shall be local club dues, State
Organization dues, and WOCP dues. Annual
dues shall include the WOCP magazine.
The year of the incorporation shall be September
17 to September 16 of the following year.
The calendar year shall be January 1 through December 31 of each year.
1: The elective officers shall be
President, 1 Vice-President, President-Elect, 2
Vice-President, Corporate Secretary, Treasurer, Historian, and Webmaster.
Parliamentarian shall be appointed by the President.
The certified Auditor
shall be selected by the President with approval of the Board.
3: The Nominating Committee of three (3)
members shall be elected by nomination from the floor at each annual meeting
with the first nominee being the chairperson.
They shall present candidates for Board offices at next Annual meeting
for approval by the Board.
4: The officers shall be elected and
installed during the annual meeting. Each
officer shall serve for one (1) year.
5: Club elections shall:
Be held in
February followed by installation of officers at the May club meeting.
Be reported by
forwarding four (4) copies (the original and three copies) of a typewritten
list of elected officers with an up-to-date membership list to the State
Treasurer by May 15. The original shall be sent to the Treasurer of
the Oklahoma W.O.C.P., along with the State and WOCP dues. One copy to the State President, one copy to
the State Yearbook Committee chairperson, one copy to the State Webmaster, and
one copy to be retained by the State Treasurer.
The club Treasurer will retain one copy for the club records.
1: The President shall:
Preside at the
meetings of the State Organization Board; shall be signatory on the Oklahoma
State Operating Fund; shall be ex-officio member of all committees except the
Nominating Committee; shall with the approval of the Board appoint Chairmen of
Standing Committees, and shall perform any other duties incident to the office.
condensed report of the term of office in duplicate compiled from the reports
of the officers and chairmen, one copy to be filed with the Historian and one
copy kept in the President’s file for the successor.
shall be the General Chairman of the State and as such shall:
Be in charge of the physical arrangements for
the Annual meeting and annual event.
following list of responsibilities printed on all contract forms used for the
State organization. The “Oklahoma WOCP ember
affiliated with WOCP, any property owner whose space organization may be using
will assume no responsibility or liability for china displayed, or merchandise,
or personal injury.”
convention fees with the approval of the Oklahoma W.O.C.P. Board.
4. Submit articles to The China Painter magazine
every three months to apprise the members of the State’s functions.
Vice-President shall assist the President and perform the duties of the
President in the absence of the President.
Vice-President shall be the chairman of the Standing Committees designated by
Vice-President shall be a signatory on the Oklahoma W.O.C.P. Operating Fund.
The President-Elect shall assist the President and perform the duties of
the President in the absence of the President and Vice-President. President-Elect shall automatically become
the President at the close of the annual meeting following the year of
election. Other duties shall be
designated by the Board.
SECTION 4: The
2 Vice-President shall assist the President and perform the duties
of the President in the absence of the President, the 1 Vice-President
and the President-Elect. Other duties
shall be designated by the Board.
SECTION 5: The Corporate
permanent record of the proceedings of the State Organization and the Board, in
a book provided for that purpose. Corporate
Secretary shall have custody of all books and papers belonging to the State
Organization for the past 10 years as required by State and Federal law, which
include current and past Corporate Minute Books, and Treasurer’s Financial
Records from previous years and the Corporate Seal. These records are to be transferred to the
incoming Corporate Secretary within 30 days following the Annual meeting.
Mail via email
or U.S. Mail a copy of the minutes with all handouts of all meetings to each
Member of the Board.
correspondence of the State Organization as authorized by the President or the
d. Send notice of all meetings and other
notices where previous notice is
SECTION 6: The Treasurer shall:
Collect all dues, keep an accurate account of
all money received and disbursed using approved accounting system, and shall
disburse no money except that, which is authorized by the Board. The Treasurer’s accounts shall be forwarded
to the Auditor within 60 days of close of annual meeting. A report on the annual meeting and activities
shall be presented to the Board at the September Board Meeting.
Furnish to the
Yearbook Committee and Webmaster the names and addresses of all paid active and
checks, approved by the Board, unless otherwise stated in these By-Laws. The Treasurer will continue to use the same
bank account in the approved bank by the Board, which is a FDIC or FSLIC bank
or banking institution. Obtain a
signature card with the Treasurer’s name and that of the President and/or
nearest elected official designated by the Board and sign all checks. All checks written must have a corresponding
receipt, which shall be retained by Treasurer for auditor.
SECTION 7: The Historian shall prepare a history of
activities of the State Organization and present it at the annual meeting to
the President in the form of a history book.
SECTION 8: The certified Auditor is hired by Oklahoma
W.O.C.P. and shall audit the books at the close of annual meeting and shall
forward within 30 days after receipt, a report to the Trustees in Charge of the
Oklahoma Educational Funds. A copy of
this report shall be sent to the past Treasurer. The Auditor’s Report shall be presented to
the Board at the first Board Meeting following this audit.
SECTION 9: The Parliamentarian shall attend all meetings
of the State Organization and Board, and shall interpret parliamentary
procedures when called upon.
SECTION 10: The
Webmaster shall maintain the official website of the Oklahoma W.O.C.P. and keep up to date all permanent documents
(i.e. Bylaws, Minutes), activities, announcements and events of the state
organization and clubs.
An annual meeting of the voting members of the State Organization shall
be held in the spring of each year prior to April 30 at a time and place
selected by the President and the Board and approved by the Board at large. At the annual meeting the members shall elect
officers to the Board, it shall elect the Nominating Committee and shall
receive an annual report of the President and Treasurer and conduct such other
business as shall usually be held in conjunction with the annual meeting of the
State Organization. The Biennial World
Convention Delegates shall be elected at the annual meeting. Each delegate shall have an alternate. Neither the WOCP Board members, Area Council
members nor the State President shall be elected.
Special meetings of the State Organization may be called by the
President or 20% of the voting members of the State Organization and convened
only to consider one or more items of business specified in the call of the
meeting. Notice of time, place and exact
purpose of the meeting must be via email or via U.S. mail to all Board members
a five (5) days in advance. The Minutes
from that special meeting shall be presented at the following Board meeting for
approval of any decisions made during the special meeting.
The voting members of the State Organization shall be:
The members of
delegate for a club of six (6) through twelve (12) registered members,
(2) delegates from each club having thirteen (13) to twenty-four (24) registered
iii. one (1) additional delegate for each
additional twelve (12) registered members or major fraction (i.e. 7 members)
thereof. Each delegate should have an
The final date
for determining club membership count for voting at annual meeting is January
A quorum at the annual and special meeting shall be a majority of the
registered voting members.
Membership. The Board shall
Presidents or in the absence of the President, the 1
Vice-President or a designate alternate.
Presidents whose membership is active.
Duties. The Board shall have
general supervision over the affairs of the State Organization between sessions
and perform such other duties as are specified in these By-Laws.
Meetings. The Board shall meet at
least (4) times a year. Each new year
shall begin with the first Board meeting following the election of officers at
the Annual Meeting. Two (2) additional
meetings are to be arranged by the President and the fourth meeting to be held
in conjunction with the Annual Meeting. This meeting shall be designated as the joint
Board and Annual Meeting.
Notice of each meeting shall be sent to every Board member at least
thirty (30) days before the date of the meeting.
The Board Shall.
vacancies in the Board occurring between elections.
spending of the monies of the State Organization.
One-third of Board Members shall constitute a quorum, three (3) of whom
shall be officers.
There shall be the following Standing Committees: By-Laws, Yearbook, Membership, Fine Arts,
Nominating, vents, Grants & Scholarship Committee, Museum Balloting,
Pauline A. Salyer Founders Award Committee and Oklahoma World Organization of
China Painters Inc Educational Fund Trustees.
The By-Laws Committee shall:
amendments to the By-Laws and with the approval of the Board put them in proper
form to be presented to the membership for action at least sixty (60) days
prior to the Annual meeting.
consideration amendments submitted by clubs in writing and signed by two
By-Laws of each new club and report to the Membership Committee.
The President shall prepare a budget to be presented and approved at the
first meeting of the newly installed Board.
4: The Yearbook Committee shall publish
annually a yearbook financed by State Organization and containing:
roster of all affiliated clubs, member’s names, address, telephone and email
A copy of the current
State Organizations By-Laws.
roster of all officers.
list of all Committee members and their Chairperson.
list of all Past Presidents and year of service.
list of recipients of the Pauline A. Salyer Founders Award along with criteria.
information necessary to the welfare and growth of the State Organization.
The Membership Committee shall:
membership in the State Organization for new clubs and members at large.
qualifications to the Board for approval.
The Fine Arts Committee shall:
Porcelain Art in State Art Exhibits and other venues.
information from clubs as to their success in promoting the Fine Art of
information to all clubs of the successful efforts reported.
all new efforts or new ideas to the State Organization to promote the fine art
of porcelain painting.
Provide to the
Webmaster all pertinent information to promote events displaying or promoting
SECTION 7: The Nominating Committee of three (3) members
shall be elected at the Annual Meeting and present the names of candidates for
each office to be filled. Two (2)
alternates shall also be elected.
SECTION 8: TheOklahoma World Organization of
China Painters Inc Educational Fund Trustees:
All other monies of the Oklahoma W.O.C.P. are to be deposited in an interest bearing
account in a FDIC or FSLIC bank or banking institution approved by the Oklahoma
W.O.C.P. Board. Three (3) elected members of the Oklahoma
W.O.C.P. are hereinafter called “Trustees-in-charge” of the State Educational
Funds. All three elected members must be
Active Past Presidents of Oklahoma W.O.C.P.
The Trustees-in-charge shall serve for a three (3) year consecutive
period and when necessary will be replaced by a vote of the Board Members. After Board approval, a majority vote of all
active Past Presidents must be taken to dispense any money from this account
with accompanying invoices. Signatures
of two of the three Trustees-in-charge will be required on each
9: The Grants and Scholarship Committee
shall be comprised of three (3) members to serve for a period of three (3)
years. A new member for the committee
shall be chosen by the Oklahoma W.O.C.P.
President each year to replace the outgoing member. This rule was established by a vote at the
Board meeting on March 11, 2006.
All Committees shall:
a. Transact business by U.S. mail, e-mail,
or electronic means, when necessary.
at each Board meeting and general meeting as requested by the President.
a written report of the year’s work to the President thirty (30) days before
the Annual meeting to be kept in the President’s file, and have a duplicate
placed in the Committee File to be passed on to the successor.
1: The Annual Meeting City shall be
selected by the President and Event Committee and report to the Board for
Any member of a State Club is invited to come to the Board Meetings or
Annual Meeting as a non-voting representative of her club.
SECTION 3: At the first Board meeting of the Annual Year
the delegates shall be named by each Club and shall serve for one (1) year as a
voting member at each Board meeting.
of Order, newly revised, shall govern the proceedings of this Organization in
all cases to which they are applicable and in which they are not inconsistent
with the By-Laws.
SECTION 1: The By-Laws may be amended at any Board meeting
of this organization by a two-thirds (2/3) majority of the registered voting
members, provided notice of the proposed amendment has been appended to the
call for the meeting and notice given at least sixty (60) days prior to the
All State Organization By-Laws and all club By-Laws must conform to the
World Organization of China Painters so long as Oklahoma W.O.C.P. votes
annually to retain membership in WOCP.
SECTION 3: The provisions of these By-Laws which are
governed by the Articles of Incorporation of this Corporation or applicable law
may not be amended except as provided in the Articles of Incorporation, or
applicable law. Any conflict between
these By-Laws and the Articles of Incorporation shall be governed by the Articles
of the Incorporation.
In the event of a withdrawal, or expulsion of the State Organization
from the WOCP of the dissolution of this State Organization or any of its local
clubs, all remaining assets including the Charter and the chartered names shall
be paid over to the WOCP organization, the funds to be held in a special
account for a period of one year.
Charter must be returned and the name can no longer be used. As few as six (6) members can keep the club
no reorganization can be made by the end of one year, the funds held in the
special account shall be permanently contributed for advancing the educational
purposes of WOCP.
At no time, in any event, may the funds or assets of the State
Organization or any of its member clubs insure incidentally or otherwise to the
benefit of any private individual or any individual member or members.
3: Rights of a Minority. The rights to continue this organization for
the purposes stated belong to each and every single club in the State
Organization and to as few as six members in each local club. So long as few as one club continues in
existence the State Organization continues with the use of the assets of the
State Organization so long as there are as few as six (6) active members of a
local club in united with the stated purpose, the club may continue with the
full right to use the club’s assets.
Annual dues of
the State Organization shall be $45.00 per capita ($5.00 for the Oklahoma State
Organization and $40.00 for the WOCP organization). The club shall collect dues by May 1 of each
year and $45.00 per capita shall be forwarded to the State Treasurer by May 1. The State Organization shall send $40.00 per
capita to WOCP by May 31 of each year.
pay full dues in one club of which they are a member. If Member joins an additional club in the
state, they pay Associate club dues excluding State and World dues and become
an Associate Member of State organization in that club. Associate members have full rights, duties to
support club where they are an associate and privileges of club membership.
voting delegate must be filed with the State President not later than thirty
(30) days prior to the Annual meeting of each year and remain a voting delegate
for a period of one year.
holders are required to be WOCP members.
This change would be in effect in 1994.
At the Oklahoma
W.O.C.P. Annual meeting, after the new officers are installed, after an audit
of the state treasurer books, $1,000 will remain in the FDIC/FSLIC bank of the
State organization for President-Elect to begin year. Excess in the Operating Fund shall be
transferred to the Oklahoma WOCP State Educational Fund. If not $1,000 remaining in Operating Funds,
then the difference will be transferred from the State Educational Funds to the
Operating Fund with a vote of the Board.
audit shall be performed on the Operating Funds and State Educational Funds by
a certified auditor hired and approved by the Board. The certified Auditor shall be paid from the
State Educational Fund. Treasurer of
Oklahoma W.O.C.P. shall be responsible for filing nonprofit tax returns and
state sales tax reports on the Operating Funds if required. Trustees in charge of the State Educational
Funds shall be required to file nonprofit tax returns on State Educational Funds,
The amount of
$500.00 is to be set aside for the new State President to help reimburse President
for expenses during year as State President.
This is to be dispersed as expenses are incurred and invoices presented
and approved for payment by the Board
Bank shall be the permanent checking bank account for the Oklahoma W.O.C.P.
Operating Fund effective April 2014 Board Minutes.
shall submit articles to The China Painter magazine every three months to
apprise the members of the State’s functions.
OKLAHOMA WORLD ORGANIZATION OF CHINA PAINTERS INC
PROPOSED BYLAW CHANGE AT ANNUAL MEETING, APRIL 2017
The below proposed BYLAW change reflects STANDING RULE, f. passed on September 24, 2016, which
reflects an administrative clean up to Bylaw, Article VI, Section 2, b. The Standing Rule f eliminated
the words “certified auditor” to now read “independent accountant.” This change was made because
of the expensive cost of hiring a certified auditor for the organization and the Board felt an
independent accountant could perform the audit at a much lower cost.
PROPOSED BYLAW CHANGE, ARTICLE VI, SECTION 2, b.
BYLAW NOW READS:
b. The certified Auditor shall be selected by the President with approval of the Board.
PROPOSED BYLAW to ARTICLE VI, SECTION 2, b. SHALL BE AMENDED TO READ AS FOLLOWS:
b. The independent accountant shall be selected by the President with approval of the Board.
NOTE: The above motion will be voted on at the OKLAHOMA WORLD ORGANIZATION OF CHINA
PAINTERS INC’s April 2017 Annual Meeting at the Tri-State Convention in Springfield, MO.
OKLAHOMA WOCP INC