BYLAWS

Bylaws Were Last Updated on October 16, 2021

Article I – NAME OF ORGANIZATION
The Kentucky Bourbon Bears, Inc. (also referred to in this document as KBB, Inc.) is a social organization whose purpose is to provide fellowship, a place of acceptance and a network for those of any gender or gender expression through planned social gatherings and philanthropic activities to benefit the LGBTQ+ community.

Article II -PURPOSE
The Kentucky Bourbon Bears, Inc. have many purposes including, but not limited to, local involvement, creating social activities for the LGBTQ+ community, and offering uplifting support for club members. The goals of the organization include, but are not limited to, raising awareness of the local LGBTQ+ community through fellowship, leadership and service; giving back to the local community through fundraising and awareness campaigns and creating an enriched community in which others will be welcome and want to participate.

Article III – MEMBERSHIP

Section I – DEFINITION OF MEMBER
An active KBB, Inc. member is defined as an individual who has paid their annual membership dues and is 21 years or older. Any persons seeking membership *may* be subject to a check of the National Sex Offender Registry. A person listed on the Registry may be denied membership.

Section II – SELECTION OF MEMBERS
Any member of the community is eligible for membership in the KBB, Inc. All members and prospective members are required to be at least 21 years of age.

Section III – VOTING RIGHTS
Any members of KBB, Inc. in good financial standing with the club and not currently under grounds of expulsion have voting privileges.
● Members – All members in good club standing shall have one vote.
● Alternates- KBB, Inc. shall not allow for any alternate voting for any organization business decisions.
● Proxy Voting – KBB, Inc. shall only permit proxy voting in the event an active member in good standing is unable to attend the general meeting. No proxy ballots will be accepted for the purpose of election of club officers.

Section IV – TERMINATION OF MEMBERSHIP
● A KBB, Inc. membership can be terminated if (1) a member causes physical harm to another member and/or their property and/or (2) if an organization member resorts to slander or other negative activity to defame another KBB, Inc. member or (3) has engaged in potentially criminal activity that can cast KBB, Inc in a negative image. A vote to expel a member can be called by any KBB, Inc. member. Before termination, a club member has the right to defend his/her case to remain a KBB, Inc. member. In votes regarding membership expulsion, all KBB, Inc. members
will be asked to submit a vote in person or by proxy to the President. A three-fourths (3/4) majority of total club membership must be required to vote to expel a member. Terminated members forfeit all dues and payments made to the club.
● Membership in the Kentucky Bourbon Bears, Inc. is automatically revoked upon non-payment of membership dues or if a member misrepresented his identity or age on his original membership applications.
● A former member who has had his membership revoked for nonpayment of dues may rejoin by completing a membership application and paying all applicable dues for the current membership year.

Section V – TRANSFER OF MEMBERSHIP
KBB, Inc. membership is non-transferable. No membership refunds shall be given upon receipt of payment.

Section VI – RESIGNATION OF MEMBERS
Any member of the Kentucky Bourbon Bears, Inc. may resign their membership at any time; however, members forfeit all membership dues, fees and/ or donations made to the club.

Section VII – PRIVACY OF MEMBERSHIP
Membership records shall be kept by the organization for organizational use only. Kentucky Bourbon Bears, Inc. will not share the membership list and/or information about members with any other organization.

Article IV – OFFICERS
Section I – OFFICER DEFINITION
Kentucky Bourbon Bears, Inc. shall be governed by a Board of Directors, hereinafter referred to as the “Board”. Board members must be active members in good financial standing with the club. The general membership shall elect the officers of the Board.
The Board will consist of President, Vice President, Secretary, Treasurer, Immediate Past President, and Affiliate Members (for outlying areas). It is the duty of the Board to administer the organization, including but not limited to, planning events, managing the organization’s funds, club communications and providing agendas for any meeting of the organization.

Officers and staff shall have a duty of loyalty to the organization/corporation (henceforth referred to as KBB, Inc.) This duty generally requires the officer or member to prefer the interests of KBB, Inc. over their personal or financial interests and/or the interests of others. In addition, officers and staff shall avoid acts of self-benefit (financial or
otherwise) that may adversely affect the tax exempt status of KBB, Inc. or that may cause any sanctions or penalties by a governmental authority.

Section II – ELECTION & TERM OF OFFICE
Officers will be elected for a term of one fiscal year, (typically) beginning July 1st thru June 30th. Terms will be limited to a maximum of 3 consecutive years in any one position. Any member in good standing with KBB, Inc., shall be eligible for a position on the Board. To qualify for the office of President, Vice President, Treasurer, Secretary or Affiliate Members, a nominee must be a valid member for 12-months prior to the election. The election process will follow Robert’s Rules of Order. Elections will (typically) be held at the June general meeting. If there are not enough nominations to fill the slate, the organization will follow Robert’s Rules of Order. Each active member shall receive a ballot for the election of officers during the June general meeting. No proxy ballots will be accepted. Elections will be by secret ballot. All ballots for officers will be counted and reported at the meeting. In case of a tie, a run-off election will be held immediately by secret ballot.

Section III – RECALL ELECTION
A majority of two-thirds (2/3) of members in attendance at any general meeting may call for re-election of any or all officers of the board. The motion shall be immediately tabled until the next general meeting. The motion for a recall vote shall be e-mailed to all active members in good standing with notification that a vote will be taken at the next general meeting. The motion for recall shall be placed as the first item on the agenda for the next general meeting and shall be passed by a simple majority of active members present at the meeting. In such a case where the entire Board might be removed, the general membership shall vote to install an interim Board until the next regular election
in June.

Section IV – OFFICER VACANCY
If any office shall become vacant for any reason, including resignation or removal, the President shall appoint a member to assume the office for the balance of the term of office. The appointee will be confirmed at the next general meeting. If the office of President becomes vacant, the Vice President will become the acting President for the
balance of the term. In case of the vacancy of the President and Vice President simultaneously, duties shall fall to the Secretary. If the Secretary cannot fulfill these duties, the Treasurer will become the acting President. In a scenario where the VP, Secretary or Treasurer become acting President due to vacancy, a new officer will be elected to fill the subsequent opening at the next general meeting. If there is a vacancy in the Affiliate Member roles, the President will appoint someone to fill those positions until the next election.

Section V – DUTIES OF PRESIDENT
The President’s duties will include:
● Preside over all general meetings and Board meetings. The President will delegate such authority to another officer if unable to be present.
● Represent the organization as necessary.
● Appoint any necessary standing and ad hoc committees and the chairpersons of such committees.
● The President will file an annual report with the Kentucky Secretary of State ($10.00 charge if change of Registered Agent).
● Appoint a Webmaster who will be responsible for the preparation and publication of the Web site to include updates as needed. This person will also provide technology support in many different areas, email, web forms and computers
associated with the group.

Section VI – DUTIES OF VICE PRESIDENT
The Vice President’s duties will include:
● Assisting the President, and in the absence of the President, to act in that capacity.
● Serving as Parliamentarian
● Perform other duties as assigned by the board.
● The Vice President shall also serve as Social Coordinator. The Vice President shall work to enhance the image of the Kentucky Bourbon Bears, Inc. Duties will include: send out e-cards and/or actual cards for birthdays, weddings, deaths, etc. for club members or their immediate family.
● Assist in planning club extra-curricular activities, i.e. movies, art exhibits, winery/distillery trips, outings to events like the KY Wood Expo, etc.
● Assist in recruiting committee members to decorate for various KBB events. Assist the committee in actually decorating.
● Assist in club functions, i.e. collecting money, counting money, counting ballots, recruiting participants in club contests, assisting in contestant preparedness, recruiting club members for various club activities.
● Generate good will towards the Kentucky Bourbon Bears, Inc. in the broader community. This will include seeking donations for various club functions and spreading the word to others about the activities of the Kentucky Bourbon Bears, Inc.

Section VII – TREASURER
The Treasurer’s duties will include:
● Responsibility for all financial aspects of the organization.
● Authorization to disburse funds for all organization expenses, including but not limited to, supplies, events, fund-raising, etc.
● Together with the Secretary, process and record member dues and any registration fees for special events.
● Present a regular financial report at each general meeting and other financial reports required by the Board or general membership.
● Assist the audit committee during the KBB, Inc. annual audit.
● Responsibility for filing form 990-EZ with the Kentucky Secretary of State and form 990-EZ with the IRS.

Section VIII – SECRETARY
The Secretary’s duties will include:
● Record the minutes of all meetings, or designate another officer/ member to do so in his absence.
● Responsibility for keeping all written records and all correspondences of the organization.
● Together with the Treasurer, will process and record member dues and any registration fees for special events.
● Together with the President, will be responsible for the content of the e-newsletter / email and provide information to the webmaster for web updates.

Section IX – IMMEDIATE PAST PRESIDENT
The Immediate Past President is a full voting member of the KBB, Inc. Board. The Immediate Past President shall be responsible for providing guidance to the Board based on historical experience.

Section X – AFFILIATE MEMBER

The Affiliate Member(s) is a full voting member of the KBB, Inc. Board. Affiliate Member(s) shall represent the city/geographical region that has affiliated with The Kentucky Bourbon Bears, Inc. The original Affiliate Member(s) shall be appointed by the President with concurrence of the Board. Future Affiliate Member(s) shall be elected by members from within their respective city/geographical region. Member(s)-At-Large position shall be limited to one (1) position representing their respective city/geographical region. The five (5) Board officers shall have the right to dissolve a Affiliate Member(s) position at any time. The duties of the Affiliate Member(s) shall be to promote the purposes and goals of The Kentucky Bourbon Bears, Inc. within their respective community(ies).

Article V – MEETINGS
Section I – GENERAL MEETINGS
The general meetings of the organization shall (typically) be held on the third Saturday of each month unless otherwise scheduled by the Board. Notice of all meeting dates, times, locations and changes are the responsibility of the Board. Meetings are open to all members and all prospective members. Voting is reserved for all members in good standing.

Section II – SPECIAL MEETINGS
Special Meetings may be called by the Board for circumstances needing to be resolved before the next general meeting. Best effort must be made by the Board to notify all members of the date, location, time and agenda three (3) days prior to the meeting. The meeting is open to all members and prospective members. Voting is reserved for all members in good financial standing.

Section III – MEETING OF OFFICERS
Board members are advised to meet/chat on a monthly basis to review all administrative duties and set the strategic vision of the organization. No actions requiring club vote shall be implemented from these meetings without general membership approval.

Article VI – FINANCIALS
Section I – FISCAL YEAR
The Kentucky Bourbon Bears, Inc. fiscal year shall be set as July 1st through June 30th of each year.

Section II – POLICY
Funds, including dues, registration fees, etc., are collected to cover the costs of operating the organization. Any funds remaining at the end of the year are subject to donation to a charity that is designated by the club. If the organization disbands for any reason, all funds, after expenses, will be donated to a local gay charity.

Section III – MEMBERSHIP DUES
Dues shall be set by the Board of Directors and shall (typically) be collected annually during the month prior to membership expiring. Membership is based upon the organization’s fiscal year. Notice of renewal will be given one month prior to renewal via e-mail and at the organization’s monthly meeting. Dues are considered delinquent two months after the date of renewal and said member will automatically be removed from the membership roster. Dues, or any portion thereof, are not refundable. (NOTE: the timing of membership renewals may be adjusted during the pandemic)

Section IV – SPECIAL CONDITIONS FOR DUES OR GUESTS
Funds may be collected from members and guests for special events to cover premiums and other costs associated with sponsored events.

Section V – FUNDS
All funds collected by the Kentucky Bourbon Bears, Inc., its subsidiary North American Bear Weekend or other fund raising effort(s) will be deposited into a checking account(s) maintained by the organization. The Board of Directors shall be charged with authorizing checks for payment of expenses. Three Board members shall have signature authority (designated by the group upon election of the board). The Kentucky Bourbon Bears, Inc., Board of Directors must approve withdrawal amounts of $50.00 –$150.00. Any withdrawal exceeding $150.00 must be approved by the general
membership of the Kentucky Bourbon Bears, Inc.

Section VI – SALARIES
No salaries shall be paid to any member regardless of reason.

Section VII – LOANS
No loans shall be incurred by the Kentucky Bourbon Bears, Inc. regardless of reason.

Section VIII – BOOKS
The Kentucky Bourbon Bears, Inc. shall keep current and complete books and records of accounts in accordance with accepted and established accounting principles. All books and financial records of the Kentucky Bourbon Bears, Inc., are available for members to view upon request. The organization will not run a deficit balance regardless of reason.

Section IX – CHARITABLE DONATIONS
The Board of Directors will recommend which organizations, groups or individuals shall receive charitable funding and in what amount. The selection shall be put to the membership at a general meeting for majority vote.

Section X – FINANCIAL AUDIT
A thorough audit of all Kentucky Bourbon Bears, Inc., financials will be conducted at the end of the fiscal year on an annual basis. The audit shall include club general finances as well as our North American Bear Weekend finances and any other events designed to raise funds. The audit committee shall be composed of three members of the organization in good standing who volunteer to serve in this function. The audit committee shall not include officers of the organization. The Board of Directors shall appoint committee members if three members do not volunteer to participate. The audit shall be reported to the general membership at the general meeting following audit completion.

Section XI – TAX EXEMPTION
KBB, Inc. is organized and shall be operated exclusively for charitable purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or corresponding section of any future federal tax code.

Section XII – DISSOLUTION
Upon the dissolution of the KBB, Inc. organization, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any
such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.

Article VII – AMENDMENTS
The procedure for amending these bylaws shall be as follows:
● A proposed amendment must be submitted to the Board in writing prior to any general meeting.
● The proposed amendment shall be read during the new business portion of the general meeting.
● The proposed amendment shall be immediately tabled until the next general meeting.
● The proposed amendment(s) shall be e-mailed to all active members in good standing with notification that a vote will be taken at the next general meeting.
● The proposed amendment shall be discussed at the next general meeting and shall be passed by a two-thirds (2/3) majority active member vote present at the meeting.

Article VIII – SYMBOLS & TRADEMARKS
The Kentucky Bourbon Bears, Inc. reserves the right to use the name, signs, marks and symbols developed for the organization. Kentucky Bourbon Bears, Inc. will pursue legal protection for these items. The power to license, distribute and sell these items shall remain with the Board of Directors.

Article IX – SPONSORED EVENTS
Events such as North American Bear Weekend, the Kentucky Bourbon Bear contest, etc. shall be under the control of the Board and any chairperson appointed by the Board to oversee the event. Rules may be promulgated to assure that any activity or persons participating in the activity do not adversely impact Kentucky Bourbon Bears, Inc. Persons with questionable moral turpitude may be excluded from participation in events if their participation/selection could negatively impact the purpose and representation of the Kentucky Bourbon Bears, Inc., members of the Kentucky Bourbon Bears, Inc., or any charity benefiting from such events. Any person seeking to participate in an event
shall have their name checked for listing on the National Sex Offender Registry.