<

NYSWA CONSTITUTION

REVISED FINAL DRAFT 12-20-20 by Anne Stanner Note: Incorporates all prior revisions discussed at the Board Meeting on 10/23/19, the Zoom teleconference call on 11/6/19, and all subsequent comments from Natalie, Barbara, Benice, and Diana. Formatting changed slightly with more space between sub-sections, so that the document is clearer. This heading will be removed once the Constitution is ratified the Membership.

The New York Society of Women Artists, Inc.

CONSTITUTION / MISSION

The purpose of the organization is to promote the art careers of its women artist members, primarily by organizing exhibitions, supplying publicity, encouraging networking and camaraderie among members, and providing relevant cultural and art world information.

ARTICLE I / Name

The name of the Association shall be THE NEW YORK SOCIETY OF WOMEN ARTISTS. The acronym shall be NYSWA, which may be used whenever suitable.

ARTICLE II / Exhibitions

Section 1 Types of Exhibitions and Rules Pertaining to Them.

(a) NYSWA recognizes three categories of exhibitions:

(1) Open salon, which shall be held not less than once per year.

(2) Tightly themed, with members given time to prepare works in accordance with that theme. Themed shows may be held from time to time.

(3) Exhibition of NYSWA members organized by an outside curator: If an outside curator/juror organizes a selective exhibit of NYSWA members, it cannot be called a NYSWA show unless it is approved by decision of the Board as stipulated in (b) below. Individual members in an outside show may advertise (on social and other media) that they are NYSWA members, but they may do so only if they are showing in the medium in which they were juried into NYSWA.

(b) Only a show organized by NYSWA may bear the name NYSWA show. However, exceptions can be made by decision of the Board on a case-by-case basis when, for example, there is an opportunity for an exhibition at a major institution or by a well-known, respected curator. That curator may select the works and award prizes, if available, as they see fit.

(d) There shall be no further exhibition jury or prizes awarded, with the exception noted in Article II, Section 1(b).

Section 2 Selection of Artwork and Space Allotment for Non-juried Exhibitions.

(a) For the open salon and themed shows, each member is to submit to the exhibition just the work that she shall select, according to the space allotted.

(b) Each member is to be allotted the same amount of space unless there is special provision made for a member’s extra-large work, providing that space is available, as determined by the Vice President for Prospectus.

(c) Nothing may be moved after a show has been set up unless the Exhibitions/Hanging Committee member(s) or an officer is present.

ARTICLE III / Membership

Section 1 Rules of Membership. The membership, present and future, shall comprise only active and professional artists. Any member who has neither exhibited at least once within two years, nor attended at least one meeting in a period of two years shall receive a letter of warning and if they don’t conform within a year, they shall be offered non-exhibiting membership status. If this offer is declined or if no response is received, they shall be dismissed unless there is a good and sufficient reason.

Section 2 Number of Members. The membership shall consist of no more than sixty. Non-exhibiting members should not be included as part of this count. The mix of 2D and 3D members has historically been thirty-six 2D and twenty-four 3D, but this ratio may be altered by the Executive Board in consultation with the Jury Committee Chairwomen as circumstances warrant..

Section 3 Jurying of New Members and Payment of Dues.

(a) New members may be admitted to the Society upon passing a jury, whereupon they shall then exhibit according to the rule in Article II.

(b) To be juried, prospective members must bring three pieces in-person to the Jury Meeting, provide their website address or show additional images, and submit a resume or CV of professional activities. Upon acceptance, they must pay the initiation fee and annual dues.

(c) Date of the dues shall be January 15. A reminder shall be sent out March 1. Any member whose dues are not paid by April 1 shall be dismissed from the Society unless there are extenuating circumstances acceptable to the President and Advisory Board.

(d) Members dismissed or resigned from the Society may be reinstated if they pay the non-exhibiting fee for the years they have been gone, and if there is a slot available.

Section 4 Non-exhibiting Status and Leaves of Absence.

(a) A non-exhibiting membership shall be offered to members who have neither attended a meeting nor shown in 2 years. Dues will be half of the full membership charge. A non-exhibiting member will receive all news of the Society and will be invited to the general membership meeting, openings of exhibits, and unique events.

(b) Non-Exhibiting members who wish to remain part of the group may return to full status only if there is an open slot in the allotted number of 2D or 3D artists.

(c) Members who wish to take a leave of absence must have 1) extenuating circumstances which have been explained to the NYSWA Executive Board, and 2) a slot saved for that member for one year to return to full status. Membership dues are not required during that year, but if the member wishes to return during that same year to exhibit, full dues will be required.

ARTICLE IV / Government

Section 1 The Officers of the Society Shall Be:

a. President

b. Executive Vice President

c. Vice President - Search

d. Vice President - Prospectus

e. Treasurer

f. Assistant Treasurer

g. Secretary

h. Assistant Secretary

Section 2 Executive Board. The Executive Board shall consist of the regular officers of the Society. The outgoing President automatically remains a member of the Executive Board for two years after her term has expired. Honorary Directors may be designated by the President and invited to Executive Board meetings.

Section 3 Board of Directors. The Board of Directors shall consist of the regular officers (i.e., the Executive Board) and chairs of committees.

Section 4 Advisory Board. There shall be an Advisory Board consisting of three former Presidents of the Society who have served a minimum of two years. Selection of the Advisory Board shall be made by the President. They may be consulted in emergency situations, and their decisions shall be final.

Section 5 Duties of Officers.

(a) President. It shall be the duty of the President to preside at all authorized meetings; to have general supervision over the business affairs of the Society; and to be a member of all committees excepting the Nominating Committee. For special purposes and presentations, she may invite any member to Board meetings and invite outside persons to Board and General meetings.

(b) Executive Vice President. It shall be the duty of the Executive Vice President to assume the duties of the President in her absence. She shall also assume the President’s role when called upon by the President to do so.

(c) Vice President for Search. It shall be the duty of the Vice President for Search to seek and obtain exhibition space. She may appoint a committee to assist her. She will serve as Exhibition Chair unless a separate member is appointed for this function by the President. In this capacity, she will coordinate the sub-committees and/or individual volunteers in the tasks of: preparing a sitting chart; receiving, installing, and taking-down the artworks; reception hospitality; and maintaining the Exhibition Gallery Book.

(d) Vice President for Prospectus. It shall be the duty of the Vice President for Prospectus to prepare the prospectus for upcoming exhibitions, receive the resulting members’ applications for exhibitions, and to prepare price lists and wall labels. She may directly prepare or appoint a member to assist with the price lists and wall labels.

(e) Treasurer. It shall be the duty of the Treasurer to have charge of the funds for the Society, including the special Member Support Fund*; to provide a financial report at least once per year and when called upon to do so; to send out notices of dues payable; to receive and record dues and exhibition and other fees; and to disburse funds. She shall record meeting attendance and exhibiting activity of each member and highlight to the President the members who have not shown nor attended a meeting in over two years.

[*The Member Support Fund was set up to collect donations provided voluntarily by members to assist members in need of money to pay dues and exhibition fees. The member must write to the President to request such assistance and the President and Advisory Board must approve it.]

(f) Assistant Treasurer. It shall be the duty of the Assistant Treasurer to help the Treasurer in designated areas of her responsibilities, as needed, and to assume the Treasurer’s role in her absence.

(g) Secretary. It shall be the duty of the Secretary to have charge of and take and keep full record and minutes of the proceedings of all meetings, including Board and General, and to distribute them to the members. Board meeting minutes are to be distributed only to Board Members; General Meeting minutes go to all, including non-exhibiting members. She must maintain other important papers and records as needed. At the end of her tenure, all papers pertaining to the Society’s affairs must be turned over to the incoming Secretary.

(h) It shall be the duty of the Assistant Secretary to assume the Secretary’s role in her absence.

Section 5 In the Board of Directors is vested the management of their Society except as otherwise delegated in this constitution.

Section 6 Manner of Choosing Officers and Governing Board, Terms of Office, Vacancies.

(a) The President, Executive Vice President, Vice Presidents for Search and Prospectus, Treasurer, Assistant Treasurer, Secretary and Assistant Secretary shall be elected at the annual Board of Directors meeting. Nominations for Board and Committee appointments will be given to the Nominating Chair before the Annual Board Meeting. The slate will be presented by the Nominating Chair at the Annual Board Meeting to be voted on and ratified by a quorum of Board Members present in-person or electronically present.

(b) The term of office for elected officers and appointed or elected committee chairs is two years. Officers and committee chairs may serve more than one term in the same office; however, turnover is encouraged after two successive terms in the same office.

(c) Committee Chairs shall be chosen by the President except for the Nominating Committee and the Juries of Acceptance. See Article V, Section 2 (c) for the rules for choosing the Nominating and Jury Chairs.

(d) The Nominating Chair shall be elected by ballot from motions made and seconded from the floor at the Annual General Meeting. She shall serve a minimum of two years.

(e) The retiring President shall automatically remain a member of the Board of Directors for a period of two years and will become the Executive Vice President and remain until such time as there is a subsequent retiring President.

ARTICLE V / Committees

Section 1 Standing Committees.

The standing committees shall consist of: Nominating; Membership Acceptance Juries for 2D and 3D artists; Exhibition (may be the VP for Search); Publicity & Marketing; and Social Media. The standing Sub-committees under the Exhibition Committee are: Receiving; Set-Up/Installation; De-installation; Hospitality; and Maintenance of the Exhibition Loose-leaf Book. The President may establish additional committees as needed. The main duties of the standing committees are as follows but may be added to or revised by the Board, as needed. See Section 2 of this Article for special rules regarding the Nominating and Jury Committees.

(a) Exhibition Committee: The VP for Search may be this Committee Chair, or another Chair may be appointed by the President. The Chair is responsible for exhibitions and coordinates these sub-committees:

(1) Receiving Committee: Responsible for the intake and recording of artwork and may assist primary art hanger(s) with installation.

(2) Set-up/Installation Committee: Responsible for the exhibition design and installation. This function may be performed by an outside hired installer, in which case the committee members will assist this person, as needed.

(3) Hospitality Committee: Provide refreshments for exhibitions and events along with set-up and clean-up and organize a crew to assist with this.

(4) De-installation Committee: Take down artworks & pack them, and restore gallery (hardware removal and light spackling and/or painting).

(5) Exhibition Gallery Book (Committee of one): Maintain and update the Gallery Book.

Collect and insert updated member pages into the loose-leaf book; ensure the availability of the book at exhibitions.

(6) Sitting Chart: (Committee of one): When sitting by members is required, ensure all time periods are covered by the exhibitors or arrange for paid sitters as needed. Prepare chart displaying the names of each person covering each time slot..

(b) Publicity & Marketing Committee: Prepare press releases for exhibits; maintain a list of art publications, newspapers, reporters, critics, etc. to be contacted; create or arrange for the graphics and text for printed invitations and/or evites for shows; and write copy for other purposes, such as website text, brochures, catalogues, and history projects. The Publicity & Marketing Committee will coordinate its efforts with the Social Media & Video Committee, as needed.

(c) Social Media & Video Committee: This committee addresses electronically connected outlets and platforms, including the Website, Facebook, Instagram, Twitter, YouTube, and others. The committee members may directly or by arrangement with paid technicians, graphic designers, photo editors, photographers, and videographers create and update accounts on these platforms, and produce videos. The Social Media & Video Committee will coordinate its efforts with the Publicity & Marketing Committee, as needed.

Section 2 Rules for Appointing or Electing Committee Chairs

(a) The President shall appoint all committees, excepting those specified, to wit: The Nominating Committee and the Juries of Acceptance which shall be formed in the manner described in Section 2(a) and 2(b) of this Article.

(b) There shall be a Nominating Committee consisting of one Chair, proposed by the President plus any names called from the floor and elected at the annual general meeting. If a Nominating Chairwoman cannot function, the President may appoint a Substitute Nominating Chair.

(c) The Chairs of the Membership Juries of Acceptance will be selected by the Nominating Chair and included in the slate presented at the Annual Meeting. There are to be two Membership Juries, to wit a 2D jury and a 3D jury. The 2D category includes artists who draw, paint, make collage, and make prints; the 3D category includes sculptors, fiber artists, quilt makers, and other 3D media creators. Each jury is to consist of, respectively, three 2D members and one alternate, three 3D members and one alternate, and when required, three graphic art members as part of the 2D jury, to act upon paintings, sculpture, and graphics submitted. The members of each jury committee may be appointed by the Jury Chair. The jurors may invite recognized professional artists to become members, providing all jurors in that section agree. One of their duties is to seek out potential new members, aim to diversify the membership, and invite the potential members to apply.

(d) Members may volunteer to chair or serve on a committee or serve as an officer.

ARTICLE VI / Meetings

Section 1 Meetings Frequency.

(a) The Annual Meeting shall be held in the spring, after new members are juried in, unless there are extenuating circumstances that prevent the jurying from taking place.

(b) Regular General Membership meetings shall be held at least twice a year, spring and fall.

(d) Special meetings may be called by the President, the Board of Directors, the Executive Board, or by the request of at least six members.

Section 2 Meetings Format. Meetings may be held in person or via tele or video conference.

Section 5 Quorum.

(a) A quorum at General Meetings shall consist of twelve members. If they decide on an issue, it should be brought up and discussed at a Board of Directors Meeting.

(b) A majority of the members of the Executive Board, the Board of Directors, and any Committee and Sub-Committee shall constitute a quorum.

Section 6 The will of the majority legally and democratically obtained at an authorized Board and General Meeting, within the limitations of this Constitution, shall prevail.

ARTICLE VII / Dues and Assessments

Section 1 The annual dues for all regular members and initiation fee for new members, and other fees as needed, shall be fixed by the Board. The amounts must be agreed upon by a majority at a Board meeting. The initiation fee is usually one-half of the annual fee.

Section 2 Dues of new members must be paid within one month after they have been juried into the Society. The first-year dues will cover the period up to the end of that calendar year.

ARTICLE VIII / Amendments to the Constitution

Section 1 The Board of Directors must approve the proposed amendments to or major revision of the Constitution by majority vote of those present and voting.

Section 2 Ratification of amendments and major revisions to the Constitution shall require a majority vote of the members present and voting at a General Membership meeting. The Board of Directors must have approved the proposed amendment(s) and revision(s) at least two weeks before the General Meeting. The text of the revised Constitution and amendments also must be provided electronically or by regular mailed copy to all members at least two weeks in advance of the General Meeting where voting will take place.

Constitution Committee:

Barbara Arum, Benice Horowitz, Anne Stanner (original committee) + Natalie Giugni

December 20, 2020