↑ Return to About

ByLaws

Article I.
Name and Purpose

SECTION ONE:

Organization Name

This Society shall be known as the Southwestern Watercolor Society (“SWS” or “Society”) with Headquarters in Dallas, Texas.

SECTION TWO:
Mission Statement

The purpose of the Society shall be the elevation of the stature of watercolor as an art medium and the education of the public as to the significance of watercolor as an important, creative, permanent painting medium.  The Society shall be dedicated to the highest aesthetic standards.  The Society shall further the interests of painters in watercolor by its programs and competitive exhibits, and shall encourage study by art students and others engaged in watercolor painting.  The Society shall not sanction any bias among varying schools of art.

Article II.
Membership

SECTION ONE:

Active Membership Classifications

1. There shall be six classes of membership.

Dues for each class shall be:

  • Individual                          $40
  • Seniors (65 or older)         $30
  • Family                              $50
  • Senior Family                   $45
  • Life                             No Charge
  • Honorary (Nonactive)  No Charge

2. A Family Membership shall be defined as two Members living in the same household. They will receive only one copy of the Scene newsletter but both shall receive a prospectus for all competitions.

3. The Board of Directors of the Society shall have the authority to increase or reduce dues as sound management of the Society may require.

SECTION TWO:
Forfeiture for Non-Payment of Dues

Nonpayment of dues by any member after June 30 of any year shall automatically forfeit the membership of such member, and such member shall be removed from the rolls of the Society.  Reinstatement may be arranged with the Second Vice President (Membership Chairman).

SECTION THREE:
Active Members

1. All watercolor painters are eligible to become active Members in the Society.

2. Active Members shall have full voting privileges.  These Members are eligible to serve on the Board of Directors as Officers of the Society, as Chairmen and Members of any Committees of the Society.  (Article IV, Section One.)

SECTION FOUR:
SWS Signature Members

Those Active Members whose work has been accepted in any five Open, Western Federation (entered through SWS) or Membership Shows of the Society shall become SWS Signature Members and shall be entitled to display the SWS signature on their work.  No other Members of the Society shall display the SWS signature on their work.  A Membership Show, in order to be a qualifying show, must be open to all Members of the Society.  No painting may be entered in more than one SWS sponsored show in order to gain more than one (1) point toward signature status.  Any painting may earn only one point toward signature status.  (Article VI.)

SECTION FIVE:
Honorary and Life Members

1. The Board of Directors may grant Honorary Membership to any person who has made a significant contribution to the Society or to the art of watercolor.  These Members are not eligible to enter SWS sponsored juried exhibits.

2. The Board of Directors may grant Life Membership in the Society to any Active Member who has made a significant contribution to the Society.  Life Members are eligible to enter any SWS sponsored exhibit and are considered Active Members with voting privileges.

Article III.
Management of the Society

SECTION ONE:

Government of the Society

The Board of Directors shall be the governing body of the Society and shall manage and govern the affairs of the Society.  The President of the Society shall be the Chairman of the Board.  The Board shall, from time to time, make, adopt, amend or modify such standards, rules and regulations for governing of the Society as it deems necessary and appropriate, not inconsistent with these Bylaws.  (Article VIII.)

SECTION TWO:
Members – Board of Directors

1. Officers of the Society shall include the President, First Vice President (Program Chairman), Second Vice President (Membership Chairman), Third Vice President (Workshop Chairman), Fourth Vice President (Exhibits Chairman), Recording Secretary, Corresponding Secretary, Treasurer and Parliamentarian (the immediate past President).

2. Standing Committee Chairmen of the Society shall include Editor of the SWS Scene, Western Federation, Assistant Exhibition, Paint-Outs, Public Relations, and any other committees to be created in the future and not set out in these Bylaws.

3. Special Committees of the Society shall include Professional Standards, Bylaws, House & Properties, Scholarship, Telephone, Social, Archives, Signature Group, Painting of the Month, and Endowment & Annuities Chairmen, Film Librarian, Directory Editor, and Photographer.

4. The Chairman of each Standing Committee and Special Committee is appointed by the President.  (Article V.)  Chairmen then may select additional Members of their committee as needed.  These committee Members will not be voting Members of the Board of Directors.  Each Special Committee Chairman will work directly with an Officer or Standing Committee Chairman.

SECTION THREE:
Power and Function – President

The President shall preside at meetings of the Board, the Officers, and the Society membership, and shall determine the agenda of such meetings.  The President shall be responsible for the administration of the day-to-day business of the Society through its Officers and Committees.  The President may create and dissolve Committees, whether standing or otherwise, for such purpose and tenure as he/she deems necessary, except those created by the Bylaws.  The President may call Special Meetings of the membership for such purpose as he/she deems necessary.  He/She shall appoint the Chairman of each Standing Committee.

SECTION FOUR:
Meetings – Board of Directors

The Board of Directors shall meet when called by the President and at such place as the President shall determine.  The President shall call a meeting of the Board when requested to do so by two or more Members of the Board, but at the time and under the conditions prescribed by the President.

SECTION FIVE:
Quorum – Board of Directors

The Quorum for the meetings of the Board of Directors to transact business shall be nine (9) persons.

SECTION SIX:
Voting – Board of Directors

A majority vote of the Officers and Chairmen present at any meeting of the Board, shall be sufficient to conduct the business of the Board.

SECTION SEVEN:
Vacancy – Board of Directors

1. In the event of the vacancy, resignation, death, or disability of the President, the First Vice President shall become the President of the Society for the remainder of that term (or until the President is able to resume official duties.)

2. A vacancy of any other Office shall be filled by the unanimous action of the remaining Officers and by ratification of the Board of Directors.

3. The vacancy of a Standing or Special Committee Chairman will be filled by an appointee selected by the President.

SECTION EIGHT:
Tenure – Board of Directors

The tenure for the Board of Directors shall be one year to begin on June 1, and end on May 31 of the next year.  All members may succeed themselves.  However, no Officer or Chairman of a Standing Committee shall hold the same office or chairmanship for more than  two consecutive years with the exception of the Editor of the Scene, the Treasurer and the Western Federation Chairman.  The Western Federation Chairman may serve a term of up to four consecutive years.  There will be no time limit for the position of Treasurer or Editor of the Scene Newsletter.

SECTION NINE:
Records – Board of Directors

1. All of the Officers and Chairmen shall each year prepare and maintain a file on all activities and endeavors performed during his tenure of office.  The file shall be designated year by year with the appropriate year.  Such file shall be delivered to the next immediate successor at his induction to office or chairmanship, and shall be used by  the successor as an aid and guide for the conduct of his official function.  Such successor in office shall prepare a like file with like designation.  The file received from his Predecessor in office shall be delivered to the keeper of the Archives.

2. All official correspondence by an Officer or Chairman shall include a copy mailed to the President and Corresponding Secretary.  Such correspondence shall be preserved in the annual permanent file of each Officer and Chairman.

SECTION TEN:
Policies of the Society

Policy is defined as a definite course or method of action to guide and determine present and future action.  Effective Policies may become proposed Amended Bylaws by a majority vote of the Board of Directors.  Amended Policies and Additional Policies may be approved and adopted by a majority vote of a the Board of Directors.  (Article VIII.)

SECTION ELEVEN:
Limitations of Expenditures

No disbursement of funds shall be made in excess of $200 except by order of the Board of Directors.  No debts incurred or contracts made by any member of the Board of Directors or by any member of the Society in excess of $200 shall be binding on the Society.  Disbursements shall be made by check and signed by the President and/or the First Vice President and the

Article IV.
Officers

SECTION ONE:

Qualification – Officers of the Society

All Active Members of two or more years who have demonstrated an active interest in the Society by regular attendance at the meetings and affairs of the Society as determined at the discretion of the President shall be qualified to serve as Officers.

SECTION TWO:
General Function – Officers

The officers of the Society shall administer the day-to-day functions and business of the Society under the management of the Board of Directors and pursuant to the duties delegated to them by the Board and under the description in the Bylaws of their function, powers and duties.

SECTION THREE:
Nomination and Election – Officers

In November of each year the Board of Directors shall appoint a committee to nominate Officers for the ensuing year.  The Nominating Committee shall include three Members from the Board and two Active Members from the general membership.  The Nominating Committee shall file its report of appointments in January to the Board, which shall accept or reject all or part of such nominees.  Election of Officers shall be held at the business meeting of the membership in February in Dallas, Texas.  The Officers shall be elected from those nominated by the Committee or nominated from the floor.  Each candidate, having a majority vote of the attending Members shall be elected to Office.  The elected Officers shall be installed at the May meeting of the Society in Dallas, Texas.

SECTION FOUR:
Quorum – Officers

A quorum at meetings of the Officers shall be (5).  A majority vote shall determine the question of any motion or action at the Officer’s meetings.

SECTION FIVE:
Meeting – Officers

The Officers shall meet at such time and place called by the President.

SECTION SIX:
Duties and Responsibility – Officers

1. President: The President shall execute the day-to-day administration of the business and functions of the Society.  The President shall be the Chief Executive Officer of the Society, shall direct the affairs of the Society and provide leadership direction of the Officers and its Members.  He/She shall preside at all monthly membership meetings, lectures, and demonstrations.  The President shall obtain meeting places for the Society, its Workshops, Lectures and demonstrations.  He/She shall preside at meetings of the Officers and appoint the agenda of such meetings.  He/She may create committees for such purpose as he/she deems necessary.  He/She shall be an ex-officio member of each committee, with the exception of the Nominating Committee, and shall appoint the Chairman of each Standing Committee and Special Committee.

2. First Vice President: This Vice President shall be the Chief Executive Assistant to the President and will assume the duties of the President in his/her absence or inability to serve.  He/She shall be the Chairman of the Program Committee, and is the ex-officio member of each committee.  The First Vice President, as Chairman of the Program Committee, shall arrange all Programs for the Society, its Workshops, Lectures and Demonstrations.  Agreements shall be made by the First Vice President with non-Member, or qualified-Member Artists to conduct Workshops. (Article IX, Section Two.)  The chairman of the House and Properties Committee will report to the First Vice President.

3. Second Vice President: This Vice President will be the Membership Chairman and shall accept all membership applications.

This Officer shall keep an accurate updated membership roll in cooperation with the Treasurer.  All dues will be first sent to the Membership Chairman.  This Officer is responsible for all checks received for the dues and membership.  These checks are then turned over to the Treasurer.  The Membership Chairman is responsible for checking the eligibility of all Members submitting entries in any SWS sponsored exhibit.  The Membership Chairman is also responsible for supplying additions and deletions to the Directory Editor and the mailing service and for supplying a list of all new Members to the Editor of the Scene.  The following Committee Chairmen will report to this officer: Telephone, Directory Editor, Hospitality, and Christmas Party Chairman.

4. Third Vice President: This Vice President will be the Workshop Chairman and shall coordinate with the workshop teacher, plan location of paint-outs, if any, and furnish all the clerical work, i.e., rosters, schedules, directions, etc. for the enrollees, and collect the fees.  Fees for the workshops are set by the Board of Directors.  The following Committee Chairman will report to this officer: Scholarship.

5. Fourth Vice President: This Vice President will be the Exhibition Chairman and shall select and recruit all Members of his committee with the exception of the Assistant Exhibition Chairman.  The Assistant Exhibition Chairman shall be a member of the Board of Directors, and will automatically succeed to the chairmanship upon installation of the next administration.  This selection will be made by the Nominating Committee.  It shall be the duty of the Exhibition Chairman and Assistant Exhibition Chairman to make recommendations to the Board of Directors covering the plans, budgets, details, and other arrangements for the Annual Membership Exhibition, or other shows if any, during the year for which they are responsible  The selection of any Juror will be approved by the Board of Directors.  The following Special Committee Chairmen will report to this Officer: Professional Standards, Painting of the Month, Signature Group.

6. Recording Secretary: This Officer shall prepare and keep records of each meeting of the Board of Directors, of the Officers and of the Members.  This secretary shall prepare copies of the Minutes for each Board member and shall maintain and preserve all records of the business of the Society and its membership and shall maintain a file of the records and business of the Society, including new policies approved by the Board of Directors.

7. Corresponding Secretary: This secretary will prepare all correspondence for the President, other Officers and Standing and Special Committee Chairman as they need assistance and will keep an accurate file of all correspondence of the Society, supplying additional copies to the appropriate chairmen.

8. Treasurer: The Treasurer shall have charge of the funds and of the financial records of the Society.  He/She shall make necessary disbursements for the business of the Society.  Disbursements shall be made by checks signed by both the Treasurer and the President or First Vice President.  He/She shall maintain books and records and have them available for the Board and make reports of the financial status at Board and Social meetings.  At the end of each fiscal year, the Treasurer shall prepare and present a written annual financial report.

9. Parliamentarian: The immediate past President shall act as Parliamentarian and inform the President on correct proceedings according to the Bylaws and Policies.  The Robert’s Rules of Order shall be the guide for procedure for all business and Board meetings.

10. Chairman Pro-Tempore: In the absence of the President and First Vice President, the President shall appoint an Officer to preside at that meeting.

Article V.
Chairmen – Standing and Special Committee

SECTION ONE:

Standing Committee Chairmen – Duties and Responsibilities

1. Editor SWS Scene Newsletter shall gather information, edit news, and publish the Scene at least eight times yearly.  The Editor may appoint a staff to assist in publishing the newsletter.

2. Western Federation Chairman will perform the functions of liaison between SWS and the Western Federation Group and is responsible for the Society’s participation in the annual Western Federation juried competition.  This Chairman will be the Show Chairman when it is time for SWS to host the annual Western Federation show.

3. Assistant Exhibits Chairman will assist the Exhibits Chairman and will become Exhibits Chairman the following year.

4. Public Relations Chairman shall recommend to the Board means of promoting the purpose of the Society.  He/She shall prepare releases for the news media.

5. Paint-Outs Chairman shall arrange local and out-of-town painting excursions.  These paint-outs shall be conducted for the benefit of all to bring all Members into a closer relationship.  This Chairman is responsible for fees, publicity and articles in the Scene Newsletter pertaining to the paint-outs.

SECTION TWO:
Special Committee Chairmen – Duties and Responsibilities

1. Professional Standards Chairman shall hold before the Society actions that keep our standards high in the realm of professionalism.  He/She shall keep the records of SWS Signature Members.  This Chairman will report directly to the Fourth Vice President (Exhibits Chairman).

2. Bylaws Chairman shall make recommendations to the President of changes which need to be made in the Bylaws and inform the President on correct proceedings according to the Bylaws.  This Chairman will report directly to the President.

3. House and Properties Chairman shall list all physical properties of the Society and maintain a current record of their location. He/She shall oversee the physical arrangement of the room for the membership meetings and for the workshops.  This Chairman will report directly to the First Vice President (Program Chairman).

4. Scholarships Chairman shall select Active Members as Membership Scholarship recipients.  This Chairman will report directly to the Third Vice President (Workshop Chairman).

5. Telephone Chairman shall serve as a communication medium for activities recommended by the President and shall assist the other Officers and Standing and Special Committee Chairman.  This Chairman will report directly to the Second Vice President (Membership Chairman).

6. Social Chairman shall arrange and assist in all social activities of the membership (except paint-outs); attend meetings, welcome and greet new Members and guest.  This Chairman will report directly to the Second Vice President (Membership Chairman).

7. Archives Chairman shall keep the permanent records of all the Officers and committee Chairmen for the preservation of all historical records of the Society.  All adopted policies should be placed in the records of this chairman.  This Chairman will report directly to the President.

8. Signature Group Chairman is responsible for a yearly activity for all “SWS” Signature Members.  This Chairman reports directly to the Fourth Vice President (Exhibitions Chairman).

9. Film Librarian maintains the file library, lending and receiving film belonging to the Society.  This Chairman reports directly to the First Vice President.

10. Photographer takes photos of activities of the club.  All photos will be received by the Editor.  This chairman reports directly to the Public Relations Chairman but will assist other Chairmen.

11. Painting of the Month Chairman is responsible for the exhibit of paintings at the general meeting.  He/she is responsible for an article and photograph of the Winners to be placed in the Scene newsletter the following month.  This Chairman reports directly to the Fourth Vice President (Exhibits Chairman).

12. Directory Editor shall be responsible for the annual publication and distribution of the SWS Directory.  This Chairman will report directly to the Second Vice President (Membership Chairman).

Article VI.
Meeting of Membership

SECTION ONE:

Meetings – Membership

Membership meetings shall be held monthly in Dallas, Texas.  Meetings are in recess during the months of June, July, and August.  In these Bylaws the term “Members” or “membership meetings” refers to these meetings.

SECTION TWO:
Quorum – Membership

The Quorum for membership meeting shall be (50) voting Members in attendance.

SECTION THREE:
Voting – Membership

A majority vote shall determine any action, motion or business at a membership meeting.  Each Member shall have one vote.

Article VII.
Exhibits

SECTION ONE:

Membership Show

1. A juried Membership Show shall be held annually.

2. At each Annual Southwestern Watercolor Society Membership Show there shall be given an award designated “Edgar A.

Whitney Award.”  Such award shall only be granted to a transparent watercolor painting according to the Edgar A. Whitney Trust

SECTION TWO:
Open Show

At the discretion of the Board of Directors, the Society may have Open Shows in addition to the Annual Membership Show.  The Open Show shall be juried.

SECTION THREE:
Western Federation Show

SWS is a member of this federation of art societies and all SWS Active Members are eligible to enter their annual juried art exhibition.  Only when entry is made through SWS, and an entered work is accepted, will status points be earned toward SWS Signature Membership.

SECTION FOUR:
Other Shows

Other shows may be held at the discretion of the Board of Directors.

SECTION FIVE:
Fees – Exhibits

The Society may charge entry fees for all shows to defray the exhibition expenses, such fees are to be set by the Board of Directors of the Society.

SECTION SIX:
Policies – Exhibits

All SWS exhibitions must be juried.  The Board of Directors shall select the Juror.  Members do not serve as jurors of SWS shows.

Members in the Metroplex who have been accepted in any SWS sponsored exhibition will be expected to serve as hosts and sitters during any SWS exhibit.  Only Active Members shall receive Signature Points.

Article VIII.
Amendments

SECTION ONE:

Notice – Proposed Bylaws and Changes

Proposed Bylaw changes must be mailed to each member not less than two weeks before the time to vote on such amendments.

Changes may be published in the Scene or sent by regular mail.  The Scene, if publishing such amendments, shall do so in the issue just prior to the meeting at which the vote on the amendments is to take place.  Amendment proposals may be made only through a majority vote by the Board of Directors.

SECTION TWO:
Voting – Proposed Bylaws Changes

The Bylaws may be amended and changed by 2/3 majority vote of all Active and SWS Signature Members present at the next immediate regular business meeting of the membership after the publication of the proposed amendments; nonresidents of Dallas County, Texas, may vote by regular mail received on or before the next regular membership meeting after such publication.  No vote may be made by proxy.

Article IX.
Charter and Policies

SECTION ONE:

Charter

Under Charter granted by the State of Texas May 8, 1964, the Society is a nonprofit Texas Corporation and shall operate under the management of not less than four directors.

SECTION TWO:
Policies of the Society

1. It is the policy of SWS not to sponsor any dues paying Member of the Society to conduct workshops.  However, any SWS Signature Members who have earned signature status in organizations such as American Watercolor, National Watercolor Society, Rocky Mountain National Watermedia Society or Allied Artist of America (Watercolor division) will qualify as a paid lecturer/demonstrator/workshop instructor for SWS.

2. It is the policy of SWS not to hire Members for any services with the exception defined in Policy 1, above.

3. Additional committee members and SWS Members may attend any Board Meeting but shall not be voting Members of the Board of Directors.