Bylaws of The International Wizard of Oz Club
Adopted by the Board of Directors, June 19, 1998.
Revised August 4, 2022
Article 1. Name and Purpose
1.1 The name of the organization is The International Wizard of Oz Club, Incorporated.
1.2 The purpose of The International Wizard of Oz Club is to (a) educate and encourage the interest of its members and the general public in the writings of L. Frank Baum and other authors about the Land of Oz; (b) facilitate the collecting of works related to Oz and its creators; (c) promote research about authors, illustrators, critics, and other matters related to Oz; (d) encourage original writing and other forms of expression about Oz; and (e) provide forums for people to meet and share their interest in the phenomenon of Oz.
1.3 Membership is open to any interested person or institution. Membership, which includes a subscription to the Club’s official journal, The Baum Bugle, is granted upon receipt of annual dues.
Article 2. Board of Directors
2.1 Government of the Club shall lie in a Board of Directors consisting of a President; a Vice-President; and twelve Directors at large, each of whom is elected for a three-year term, or until succeeded; and five or six ex officio members as named in section 2.1(d), appointed by the Board annually. Members of the Board of Directors must be members of the Club. The Board shall have the following functions: (a) establish categories of membership and set annual dues; (b) adopt the annual budget; (c) receive annual reports from Club officers and committee chairs; (d) appoint the Secretary, Treasurer, Editor-in-Chief of The Baum Bugle, Chair of the Budget and Finance Committee, and one or two Membership Co-ordinator(s), to serve for one-year terms; (e) receive the Nominating Committee’s report on candidate recommendations for the offices that fall vacant each year prior to the expiration of the incumbents’ terms; (f) appoint Board members to fill unexpired terms; (g) provide opportunities for members to interact. Ex officio members of the board appointed under this section are eligible to vote; provided, that when two Membership Co-ordinators are appointed, they may cast only one vote collectively.
2.2 An election shall be held annually to fill all elected positions whose terms expire in the following year, with ballots distributed to all members before the end of the calendar year. All candidates must be members of the Club at the time of their nomination. Any member’s name shall appear on the ballot submitted to the membership if, within 90 days after the annual meeting of the Board, that member submits a petition signed by 30 members. No elected official shall be eligible to serve more than two consecutive terms in the same office. All elected Directors shall serve for three-year terms or until they are succeeded. Terms of office shall commence at the conclusion of the designated annual meeting of the Board following each annual election.
2.3 The Board shall meet at least once a year as determined by the Executive Committee. Notice in writing of any such meetings shall be provided to the members of the Board at least 30 days in advance, and the purpose of the meeting shall be stated in the notice. Nine members of the Board shall constitute a quorum; except that in the case of a vacancy on the Board, a majority of the appointed and elected officials of the Board shall constitute a quorum.
2.4 Robert’s Rules of Order in its latest revision shall be the recognized authority for the Board’s proceedings.
Article 3. Officers and Support Staff
3.1 The President, or in their absence the Vice-President, shall preside at all meetings of the Board. In the event the President and Vice-President should both be absent, the President shall designate a Director to preside. If the President fails to designate a Director to preside, the members of the Board present shall appoint a President pro tem. The President shall be the Club’s administrative officer, shall sign all contracts on behalf of the Club, shall conduct correspondence and other customary duties of the office, and may appoint assistants as needed and may delegate membership related activities. The President shall serve as a consultant to the Treasurer in the preparation of the annual budget for submission to the Board.
3.2 The Vice-President shall assume the duties of the President in their absence and when so acting shall have all the power and authority vested in that office. The Vice-President shall perform such other duties as from time to time may be assigned by the President or by the Board of Directors.
3.3 The Secretary shall attend all meetings of the Board of Directors and Executive Committee and preserve, in the books of the Club, minutes of the proceedings of all such meetings. The Secretary shall give all notices required by statute, bylaw, or resolution, and shall perform such duties as may be delegated to the Secretary by the Board of Directors.
3.4 The Treasurer shall be responsible for all Club monies and maintain a Club bank account and other financial accounts as needed in which Club monies shall be deposited. The Treasurer shall pay Club bills, maintain records, and arrange for access to the Club bank and other financial accounts if unable to carry out their duties. The Treasurer, in consultation with the President and Bugle Editor-in-Chief, shall draft the annual budget, and shall file financial reports and forms required by federal and state laws. In consultation with the Chair of the Budget and Finance Committee, the Treasurer will be responsible for supervision of any bookkeeping staff and will select and assist accountants in the preparation of annual tax reporting.
3.5 The Editor-in-Chief of The Baum Bugle shall edit and publish it three or more times a year, choose and supervise the Bugle staff, help prepare the annual Bugle budget, and give a report at the annual meeting of the Board. The Baum Bugle shall be the official publication of record of the Club.
3.6 The Editor-in-Chief of Oziana shall edit and publish it once a year, help prepare the annual Oziana budget, and give a report at the annual meeting of the Board. Oziana, shall be an annual anthology of original stories, drawings, verse, and other Ozian material.
3.7 The Editor-in-Chief of Special Publications shall handle or delegate all details concerning Special Publications except the signing of contracts. The Editor shall consult with the Board of Directors at least annually to apprise it of proposed projects, all of which are subject to approval of the Board. When action must be taken by the Editor-in-Chief of Special Publications and consultation with the Board of Directors is not feasible, the Executive Committee may authorize the Editor-in-Chief of Special Publications to make changes in production details related to the previously approved Special Publications Program. The Editor-in-Chief of Special Publications shall help prepare the annual Special Publications budget.
3.8 The Membership Co-ordinator(s) shall receive membership applications and dues. The Membership Co-ordinator(s) shall forward the dues and other Club income to the Treasurer. The Membership Co-ordinator(s) shall have the responsibility of providing members a membership packet after receipt of their membership dues.
Article 4. Committees
4.1 The Executive Committee comprises the President, Vice-President, Treasurer, Secretary, Chair of the Budget and Finance Committee, Bugle Editor-in-Chief, and the Membership Co-ordinator(s). The Executive Committee shall have general supervision of the affairs of the Club between business meetings of the Board and shall meet upon the call of the President. It shall have the authority to act on behalf of the Club except that none of its actions may conflict with actions taken by the Board. The Executive Committee can vote in person, by telephone, by mail, and/or through electronic communication.
4.2 The Board of Directors shall appoint at the annual meeting of the Board a Nominating Committee made up of three Club members, at least one of whom shall not be a member of the Board. The Nominating Committee shall be charged with nominating at least one candidate for each of the regular occurring vacancies among the Directors-at-large, the President, and the Vice-President for presentation at the next annual meeting. The Nominating Committee may accept applications in writing.
4.3 A Membership Committee of at least three Club members, whose duty shall be to recruit and retain membership, shall be appointed by the President at the annual meeting of the Board.
4.4 A Budget and Finance Committee, comprising the Chair, the President, and the Treasurer, whose duties shall be to supervise the Club’s financial investments and assist the Treasurer in preparation of the annual budget and financial statements.
4.5 The L. Frank Baum Memorial Award Committee comprises the past recipients of the L. Frank Baum Memorial Award. It shall annually choose a person (or persons in rare instances) to receive this award for having made an outstanding contribution to the work and purposes of the Club.
4.6 Such other committees shall be appointed by the President as the Board shall deem necessary to carry on the work of the Club. The President shall be an ex officio member of all committees except the Nominating Committee.
Article 5. Amendments
5.1 The Board may amend these bylaws, including the bylaw regarding the number of Directors, provided that written notice specifying the proposed amendment(s) is sent to all Board members at least 30 days prior to a vote to approve the change(s). A two-thirds vote of the entire Board is required for amendment of the bylaws.
5.2 An amendment takes effect after approval of the Board of Directors and upon publication of the amendment, which may include publication on the Club’s website.