Proposed amendments to bylaws to be voted on May 17, 2025
| As amended and approved at Annual Meeting – April 26, 2014 | Red and | |
| Article I – Name | This organization (the Association) shall be known as The Icelandic Association of Washington, D.C., Inc. (Íslendingafélagið í Washington, D.C.). The Association is a nonprofit social welfare organization within the meaning of section 501(c)(4) of the Internal Revenue Code of 1986, as subsequently amended. | This organization (the Association) shall be known as The Icelandic Association of Washington, D.C., Inc. (Íslendingafélagið í Washington, D.C.). |
| Article II – Purpose | The purpose of this Association shall be a) To facilitate social relations for Icelanders and friends of Iceland living in the District of Columbia and vicinity; b) To celebrate Icelandic traditions and help preserve the ties between members of the Association and Iceland; and c) To promote knowledge of Iceland in the District of Columbia and nearby states. | Unchanged |
| Article III – Membership | Membership in the Association shall be open to those who are of Icelandic descent and their families and to those who have an interest in Iceland. | Unchanged |
| Article IV – Dues | Membership in the Association is on a rolling year basis. The Board shall establish the dues for membership, which may be paid by members before or during each year. | Membership in the Association is on a rolling yearly basis. The Board shall establish dues for membership, which may be paid by members before or during each year. |
| Article V – Board of Directors | The Association’s Board of Directors shall have general supervision over the affairs of the Association during the interim between Annual Meetings and shall generally work to further the objectives of the Association. The Board may have up to seven directors. The Board shall consist of four officers and up to three directors at large. The officers of the Association shall be a president, a vice-president, a secretary, and a treasurer. At the Annual Meeting, members present shall elect each of the officers of the Association and any directors at large, all of whom must be members of the Association. If an officer or director at large does not complete his or her term, the remaining Board members may appoint a replacement for the term from anyone on the Board or from the membership. In between Annual meetings, the Board shall meet, at least quarterly, at business meetings scheduled by the President with reasonable advance notice. Any notice or other communication required to be given under these By-Laws may be given through electronic means. Meetings may be held in person or via telephone. Members of the Association who are not on the Board may attend business meetings after giving prior notice to the President. The Board should keep members periodically advised of its goals, activities, and decisions. | The Association’s Board of Directors (the Board) is elected at Annual meetings to supervise the affairs and further the objectives of the Association during the interim. The Board may have up to seven directors. The Board shall consist of four officers and up to three directors at large. The officers of the Association shall be a president, a vice-president, a secretary, and a treasurer. Each member shall be elected for a term of one year with a limit of five consecutive terms. At the Annual Meeting, members present shall elect each of the officers of the Association and any directors at large, all of whom must be members of the Association. If an officer or director at large does not complete his or her term, the remaining Board members may appoint a replacement for the term from anyone on the Board or from the membership. In between Annual meetings, the Board shall meet, at least quarterly, at business meetings scheduled by the President with reasonable advance notice. Any notice or other communication required to be given under these By-Laws may be given through electronic means. Meetings may be held in person, via telephone, or online. Members of the Association who are not on the Board may attend business meetings after giving prior notice to the President. The Board should keep members periodically advised of its goals, activities, and decisions. |
| Article VI – Annual Meeting | The Association shall hold its Annual meeting in April, after giving reasonable advance notice to members. The business of the Annual Meeting shall include the following and other issues as appropriate: The President shall give a report providing an overview of the Association’s activities during the past year. The Treasurer shall submit a financial statement of the Association covering the fiscal year April 1 to March 31. | Unchanged |
| Election of officers. | ||
| Article VII – Events and Committees | The Board may plan activities and events suitable to the interests of the Association, such as Thorrablót dinner and dance, 17 June Independence Day celebration, and Christmas bazaar, and others as it may decide. The Board may form ad hoc committees and appoint members to such committees to help manage the events and activities. | The Board may plan activities and events suitable to the interests of the Association, such as a Thorrablót dinner and dance, a 17 June Independence Day celebration, |
| Article VIII – Amendment of By-Laws | These By-Laws can be amended only at the annual meeting, and all proposed amendments must be communicated to each member at least one week before the meeting. Amendments to the By-Laws must be approved by two-thirds of the members present and voting. | Unchanged |
| Article IX – Duties of Officers and Board | The officers and directors at large shall have the following duties and responsibilities: President – the president shall preside at all meetings of the Association and the Board, shall appoint committees with the assistance of the Board whenever necessary, shall make payments on behalf of the Association when the treasurer is indisposed, shall give advance notice of business meetings to other members of the Board, shall notify the officers, committees and delegates of their election or appointment if they were absent from the meeting in question, shall keep (or delegate to the secretary to keep) a copy of the Articles of Incorporation and the By-Laws of the Association in a manner that facilitates inspection by the members, and shall perform such other functions and duties as are normally performed by a president of a non-profit organization such as this Association, including such duties as may be delegated by the Board. | The officers and directors at large shall have the following duties and responsibilities: President – The President shall preside at all meetings of the Association and the Board, shall appoint committees with the assistance of the Board whenever necessary, shall make payments on behalf of the Association when the treasurer is indisposed, shall give advance notice of business meetings to other members of the Board, shall notify the officers, committees and delegates of their election or appointment if they were absent from the meeting in question, |
| Vice President – He or she shall assume the duties of the president in the president’s absence, and shall perform such other duties and responsibilities as may be delegated to him or her by the president and the Board. | Vice President – The Vice President shall assume the duties of the president in the president’s absence and shall perform such other duties and responsibilities as | |
| Secretary – He or she shall take minutes of all meetings, shall keep the current membership roster as well as contact information for interested persons, and shall perform such other duties and responsibilities as delegated by the president and the Board. | Secretary – The Secretary shall schedule meetings as directed by the president, record the minutes of all meetings, maintain current membership and prospective member contact information, and fulfill other duties and responsibilities as delegated by the president and the Board. The Secretary shall keep a copy of the Articles of Incorporation and the By-Laws of the Association in a manner that facilitates inspection by the members. | |
| Treasurer – He or she shall collect the dues and be responsible for the safe-keeping of all funds of the Association, shall deposit in the Association’s bank account the funds of the Association, shall make payments on behalf of the Association for expenditures authorized by the Board, shall keep an accurate record of receipts and payments, shall submit a financial report at each meeting of the Board and at the Annual Meeting, and shall perform such other duties as may be delegated by the president and the Board, including the closing of the books to reflect the April 1-March 31 fiscal year. | Treasurer – The Treasurer shall | |
| Directors at large – They shall, in addition to participating in other activities undertaken by the Board, perform such other duties and responsibilities as delegated by the president and the Board. | Unchanged | |
| Legal Status and Governing Laws | ||
| Article X | The Association is a nonprofit social welfare organization within the meaning of section 501(c)(4) of the Internal Revenue Code of 1986, as subsequently amended. These By-Laws are subject to the Virginia Nonstock Corporation Act, Title 13.1, Chapter 10 of the Code of Virginia. | |