Approved Feb, 26, 1995 by Board of Directors
Adopted June 15, 1995 by a vote of RWS members
Amendments approved Nov. 12, 2017 by Board of Directors
Amendments approved Dec. 8, 2017 by a vote of RWS members
Amendment approved Nov. 12, 2022 by Board of Directors
Amendment approved Dec. 2, 2022 by a vote of RWS members
CONSTITUTION AND BY-LAWS
RICHMOND WINE SOCIETY
Article I-- Name and Purpose:
Section 1. This organization shall be a non-profit organization and shall be called the “Richmond Wine Society”.
Section 2. The purpose of this Society shall be to promote the knowledge and appreciation of wine through lectures, tastings, trips and other appropriate means.
Article II-- Membership:
Members shall pay annual dues and be at least 21 years of age.
Article III-- Directors and Officers:
Section 1. The board will have up to but not more than six directors, who will plan, publicize and direct the activities of the Society and inform Members of future events.
Section 2. Directors shall serve a term of two years, except in cases when 1-year extensions are deemed necessary. Three new Directors shall be elected each year at a duly called meeting of the Members.
Section 3. The Officers shall include a President and Vice President, who shall be Directors and elected by a majority of the Board of Directors; a Secretary, who is a member of RWS and appointed by the Board; and a Treasurer, who is a member of RWS and appointed by the Board. The President and Vice President shall normally be elected at a January meeting of the Board of Directors and shall serve a term of one year, or more if re-elected. If either resigns, the Board will select a new Officer to complete the vacated term.
Section 4. The President shall call and conduct meetings of the members and of the Board, assign wine seminar responsibilities, and conduct general business of the Society. The Vice President shall perform the duties of the President in his/her absence.
Section 5. The Secretary shall take minutes at meetings of the Board of Directors and meetings of the Members and prepare correspondence as necessary and keep membership records. The Treasurer shall keep the Society’s financial records and make reports of the Society’s financial condition at meetings of the Board, plus assist the Secretary and Board members in any manner necessary. The Secretary and Treasurer shall each have a vote on the Board.
​
Article IV-- Meetings:
​
Section 1. The Members shall meet at least once a year to elect Directors and conduct other business. Meetings may be called by the President, a majority of Directors, or a majority of Members. The President shall give Members notice at least two weeks in
advance of the meeting.
Section 2. Member meetings will normally be called in conjunction with tastings.
Section 3. The Directors shall meet bimonthly or at the call or the President.
Article V-- Amendments:
This Constitution may be amended by the Board, with the approval of 51 percent of the Members present at a Member’s meeting, provided the amendment has been presented to the Members two weeks prior to the meeting.
Article VI-- Dissolution:
Section 1. The Society shall be dissolved upon the vote of three-fourths of the Members present at the meeting, provided the Members have been notified in writing at least two weeks in advance of the meeting that the question of dissolution will be voted upon at the meeting.
​
Section 2. If the Society is dissolved, all funds held in the treasury shall be donated to one or more charitable organizations designated by a majority vote of the Members present at the final meeting.
Article VII-- Ratification:
This Constitution shall become effective when approved by three-fourths of the Members present at a meeting called for that purpose.
BY-LAWS
​
1. Election of Directors
​
a. Directors shall be elected by a voice vote of a majority of the Members present at a meeting called for that purpose. This meeting will normally coincide with the December tasting, and the newly elected Directors shall take office in January.
b. Prior to the election, the Board shall seek and approve a list of candidates. The Members will be notified of the names of the candidates furnished at least two weeks in advance of the meeting called for that election. Members may nominate additional
candidates at the meeting.
c. In the event of a vacancy on the Board of Directors, the Board may appoint a Director to serve during the remainder of the term.
2. Committees
The Board of Directors may appoint ad hoc committees for specific and limited purposes as it deems necessary and may terminate those appointments at will.
3. Charges for wine tastings
The sponsoring Director will set the price to be charged both Members and guests for attending wine tastings. Ordinarily, tastings will be priced on a break-even basis.
4. Dues
The Board of Directors shall from time to time, set the amount of annual dues to be charged to Members. Payment of dues shall be necessary to continue membership.
5. Control and disbursement of funds
The Treasurer shall deposit all funds of the Society in a checking account in a Federally insured bank and shall make all disbursements from this account. Checks drawn on the account shall require only the signature of the Treasurer.
​
6. Rules
Meetings of the Directors and Members shall be conducted according to Roberts Rules of Order.
7. Meetings
​
The Board of Directors shall meet at the discretion of the President, usually bimonthly. The major agenda items shall include financial reports of the recent tastings and the assignment and planning of future tastings. Notice of the meetings of the Board of Directors may be oral or written.
8. Events
Each Director has total responsibility for planning and executing tastings, one or two per year.
9. Amendments
These by-laws may be amended by a vote of the majority of the Members at a meeting, provided the Members have been given notice of the proposed amendment two weeks prior.
10. Effective date
These by-laws shall be effective upon the approval of 51 percent of the Members present at the meeting called for the approval of the Constitution.
Approved by unanimous vote of the membership on Dec. 2, 2022, during the Richmond Wine Society’s annual meeting at The Place at Innsbrook.
Jack Berninger
RWS president
____________________________________________
Julie Brantley
RWS Secretary
_____________________________________________