Section 1:  The name of this organization shall be the DeKalb Master Gardener Association, Inc., hereafter referred to as “DMGA”.  DMGA is a not for profit organization and operations will not result in financial gain to members.

Section 2:  The DeKalb Master Gardener Association, Inc. will use a separate mailing address from the Extension Office for its mail.  The current mailing address is P. O. Box 133048, Atlanta, GA 30333.   The address shall only be changed upon the approval of the Executive Board.  All inner-association communications shall be directed to the Corresponding Secretary.

Section 3:  Elected officers of the DMGA shall serve two-year terms from January 1 of the calendar year through December 31 of the following year.

Section 4:  The election of officers, herein known as the Annual Meeting, of the DMGA shall be the regular scheduled meeting during the month of November.

Section 1:  The mission of the DeKalb Master Gardener Association is to provide volunteer assistance to DeKalb County citizens by utilizing master gardeners who have been trained and educated to supplement and enhance the work of the DeKalb County Cooperative Extension Service, its agents and staff.   Mission will be accomplished through newsletters, meetings, programs, activities and projects.

Section 2:  DMGA is a not for profit educational organization whose primary purposes are:

1.  Provide an organized forum for the Master Gardeners of DeKalb County to promote interaction and support among Master Gardeners for educational, social and service activities

2.  Provide a structure which will allow Master Gardeners to select, implement, fund and maintain programs and projects in DeKalb County in compliance with the Extension Service horticulture staff

3.  Maximize volunteer interaction with DeKalb County Extension office agents and staff

4.  Expand the Master Gardeners’ knowledge of and interest in gardening and related activities

5.  Disseminate to our community information about best management horticultural practices and techniques, using the research and recommendations of the Georgia Cooperative Extension Service as a reference base

6.  Serve as a volunteer resource organization for the DeKalb Cooperative Extension Service

Section 3:  To hold meetings and exhibitions in the furtherance of these purposes.

Section 4:  To encourage the participation of Master Gardeners in the Georgia Master Gardener Association to further the enjoyment of gardening and other horticultural endeavors.

Section 5:  To engage, as incident to any of the purposes named herein, in any lawful activity consistent with the public interest which will further and advance Master Gardener volunteer efforts.

Section 6:  To have and exercise the powers conferred upon not for profit, tax-exempt corporations by the laws of the State of Georgia.

Section 7:  No part of the net earnings of the DMGA shall inure to the benefit of or be distributed to its members, trustees, officers or other private persons, except that the DMGA shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Sections 1 through 7 of this Article.  No part of the activities of the DMGA shall attempt to influence legislators or legislation, and the DMGA shall not participate in or intervene in (including the publishing or distribution of statements) political campaigns on behalf of or in opposition to any candidate for public office.  Notwithstanding any other provision of this Article and its Sections, DMGA shall not engage in any activities or exercise any powers that are not in furtherance of the purposes of this organization.

Section 1:  Any person who has completed the Master Gardener training program is eligible for membership.  This includes all Master Gardener interns and certified Master Gardeners. Friends of Master Gardeners are eligible to join as non-voting members.

Section 2:  A certified Master Gardener is one who has completed the classroom training sessions and satisfactorily fulfilled his/her volunteer service as required by the Georgia Master Gardener Program and certified by the DeKalb Horticultural Manager.  It is necessary to meet annual certification requirements.

Section 3:  A Master Gardener intern (i.e. one who is in the process of becoming certified by serving the required hours of volunteer time) is eligible for membership during the first year after completion of the training program.  This is a non-voting membership and is offered only for one year until the intern is certified as a Master Gardener or has served the required hours of volunteer time.  A grace period may be allowed as a result of special circumstances.  After certification as a Master Gardener, the intern is eligible for full membership as stated in Section 2 of this Article.

Section 4:  Membership in the DMGA shall be on a calendar year basis.  Annual membership dues will be recommended by the Executive Board and approved by a majority of members present at the Annual Meeting.  Dues for active members are due by January 1st. Any member whose dues are not paid by the March membership meeting of that calendar year shall be dropped from the membership list.  Members so dropped may be reinstated during the calendar year by payment of dues.  Dues are non-refundable.

Section 5:  The following categories of membership shall not be eligible to hold any office:

A.   County Extension Agents
May join DMGA and serve as educational advisors.

B.  Friends of DMGA
May join DMGA by paying the annual membership fee.

C.  Honorary members are selected by the Board of Directors based on exemplary contributions to horticulture.

Section 6:  The Corresponding Secretary shall maintain the membership list of DMGA.  The membership list shall be distributed to members of DMGA.

Section 7:  Certified Master Gardeners in good standing shall be entitled to vote on matters brought before DMGA.

Section 8:  Master Gardeners who are certified in other states may be members of DMGA and may vote with proof of DeKalb Master Gardener certification.

Section 1:  The elected officers, also known as the Executive Board of the DMGA, are Certified Master Gardeners and shall consist of:  President, Vice-President, Recording Secretary, Corresponding Secretary, Treasurer and Member-at-Large.

Section 2:  The Board of Directors shall consist of the elected Officers, immediate Past President and Committee Chairpersons.  If any officer resigns or is unable to fulfill his/her term of office, the officers shall appoint a member of the DMGA to fulfill said term of office.

Section 3:  All business of the DMGA will be conducted by the Board of Directors at a scheduled meeting of said Board.  The Board of Directors shall meet at least once during each calendar quarter.  The President shall schedule the meeting and notify the Corresponding Secretary or each member of the Board, as to the time and location of the meeting, at least five days prior to the date of the meeting.  Past Presidents are Honorary Directors with no official duties but may be called upon for their expertise.

Section 4:  The Board of Directors will appoint a person to audit the Treasurer’s records and the audit review will be presented to the Board at the last board meeting prior to the annual November meeting. The President will report the audit at the November general membership meeting. A copy of the audit shall be available during the meeting for inspection by the members.

Section 5:  DMGA officers will serve two-year terms and be eligible for re-election.

Section 6:  The Board of Directors shall have the power to recommend expulsion of any member of DMGA for just cause.  Written notice of the meeting to consider expulsion shall be given to said member at least two weeks prior to the meeting.  The notice of pending expulsion shall specifically state the nature of the charges and shall advise said member of his/her right to appear in person to defend himself/herself.  Notice of the meeting at which the expulsion is to be considered shall be provided to all active members at least two weeks prior to the meeting and shall contain the name(s) of the member(s) under consideration for expulsion and a statement of charges.  A two-thirds vote in favor of expulsion by active members present is required for expulsion.

Section 1:  The President shall preside at all membership meetings of the DMGA, at all DMGA Executive Board meetings and at DMGA Board of Directors meetings.  The President shall coordinate with the officers and committee chairs all activities of DMGA.  The President will be responsible for notifying the members of the Executive Board and the Board of Directors of meeting times and places.

Section 2:  The Vice-President shall assist the President in the operation of DMGA and shall preside at all meetings in the absence of the President.  The Vice-President will also serve as the Programs Committee Chairman.

Section 3: The Recording Secretary shall record minutes of all DMGA general membership, Executive Board and Board of Directors meetings and communicate said minutes to membership.
 
Section 4:  The Corresponding Secretary shall be responsible for Board correspondence, meeting announcements, and maintain the current membership list.

Section 5:  The Treasurer shall collect all monies and pay all bills, maintain a detailed record of the source and disbursement of said funds and file any and all financial reports as required by law.  The disbursement of funds exceeding $250.00 will require two signatures, the Treasurer plus an officer of the Executive Board.

Section 6:  The Member-at-Large will assist the Board and may be assigned specific responsibilities by the Board.

Section 7:  Past Presidents shall be considered Honorary Directors.

Section 1:  It shall be the policy of the DMGA to conduct regular membership meetings once a month, except during the month of December and those months when other special activities are scheduled. The Vice-President (Programs Chair) and the Programs Committee will plan educational programs (for example: speakers, presentations or field trips). Meeting announcements will be made by the Corresponding Secretary. Meeting place will be determined by the Board of Directors.

Section 2:  The November Annual Meeting will include presentation of and voting on the coming year’s slate of officers, presentation of the budget and financial report and voting on any other business as required.

Section 3:  The Board of Directors shall meet at least quarterly.  A quorum must be present before a vote can be taken.  A quorum shall be more than half of the members of the Board of Directors.

Section 1:  Election of officers, as provided in Article IX, shall be by a show of hands or ballot vote during an open meeting.  The President will request that only members (certified Master Gardeners) in good standing vote and will certify the results of the election.  In the event of more than one nomination for a position, it will be necessary for the Corresponding Secretary to verify that only members vote and the Corresponding  Secretary will certify the results of the election.

Section 2:  Officers shall be elected by majority, as provided in Article IX.

Section 3:  Voting on amendments to the Constitution and By-Laws shall require two-thirds of the votes cast by Master Gardeners in good standing.  Proposed amendments will be posted on the website or published in the newsletter prior to being presented to the membership at a regular meeting.  Voting on the changes will be held the following month at a regular meeting.  Results of the vote will be certified by the Executive Board and published in the newsletter.

ARTICLE VIII
Funds

Section 1.  The funds of the DMGA shall be expended only by order of the Executive Board. No members may incur any indebtedness, in the name of the organization, without the approval and authorization of the Executive Board.

ARTICLE IX
Committees

Section 1:  Committees shall be appointed in November, and as necessary, by the newly elected Executive Board. Committees, whose functions extend beyond the DMGA year, shall be reinstated by the newly elected President and the Executive Board if deemed necessary.

Section 2:  The following standing committees, but not limited to those mentioned, may be considered and appointed by the President and Executive Board as deemed necessary in carrying out the objectives of the DMGA

Nominating Committee:

1.    A Nominating Committee shall consist of two or more members, two of whom will be appointed by the Executive Board at their scheduled meeting during the first quarter of the calendar year.  One of the appointed by the Board will be designated as Chairperson. 

2.  The Chairperson of the Nominating Committee will call a meeting of the committee after the September DMGA meeting in order to present its slate of candidates at the October meeting.  The Nominating Committee will receive nominations from DMGA members.

3.  Nominees of the Nominating Committee must agree to their nomination before being presented to the general membership.

4.  As the final order of business at the annual DMGA meeting in November, the slate of nominees of the Nominating Committee shall be presented to the membership by the Chairperson of the Nominating Committee.

5.  Further nominations will be accepted from the floor at the November meeting, with the nominee’s permission, before being voted on by the membership.

6.  The President shall conduct the election.  If there are no nominations from the floor, the slate presented by the Nominating Committee shall be accepted.  If there is more than one nominee for the same office, the candidate with the largest number of votes cast for said office shall be elected to that office.

B.  Program Committee:  This committee, to be chaired by the Vice-President, shall arrange, prepare and announce programs two months in advance of scheduled meetings.

C.  Hospitality Committee:  The committee chair will be appointed by the Executive Board.  Committee members should be chosen from the general membership.  The Chairperson of this committee will be responsible for general public relations duties.  For general membership meetings, the committee will arrange/coordinate hospitality activities, introduce new members and greet visitors. This committee will establish and maintain contact with each new Master Gardener class.

D.  Newsletter/Web Committee:  The committee chair will be appointed by the Executive Board. This committee chair is responsible for gathering DMGA information from DMGA general membership, DMGA Board of Directors and other reliable sources for publication in the newsletter.  The committee is responsible for its composition, publication and timely release.

E  Project Committee:   

a.    The Project Committee Chairperson will be appointed by the Executive Board.  Other members of the Project Committee may be volunteers or selected from the general membership.

b.    It will be the responsibility of the Project Committee to research new projects. The Project Committee shall consider the merits and the feasibility of proposed new projects and any on-going projects in accordance with established criteria and any other criteria which the committee deems pertinent to a successful project.

c.    In the event that a proposed project requires immediate attention, the Project Committee can consider the project by way of a telephone conference rather than a physical meeting.  A quorum (at least three members of the committee) must be contacted by telephone or present at a meeting for a legal vote.

d.    The Project Committee Chairperson will call and conduct meetings of this committee as necessary to consider and review projects.  Project status review and recommendations will be presented to the Executive Board for review and then to general membership at the next monthly meeting.

All DMGA meetings, exhibitions and field trips are attended by members or guests at their sole election and the DMGA assumes no responsibility of personal injury or the loss or damage to any property or plant material.

The original Constitution and By-Laws were adopted at the meeting of  DeKalb Master Gardener Association on July 17, 2003.  The revised Consitution and By-Laws were adopted at the meeting of the DeKalb Master Gardener Association, Inc. on  November 27, 2006.


________________________                    ________________________
President                                                     Secretary