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Newsletters from 2023 and 2024

MTACconejovalley Newsletters: Sept.2019 to May 2020   Conejo Newsletter 9.19 v.3b   Oct. 2019 Conejo Newsletter 10.19 final pdf  Nov.19Conejo Newsletter 11.19 final copy  Conejo Newsletter 12.19 v.3 12-2-19 pdf  Conejo Newsletter 01.20 final v.1d 01-01-20 Conejo Newsletter 02.20 v.1f 02-02-20 copy 6    Conejo Newsletter 03.20 v.3 03-04-20 copy 2    Conejo Newsletter 04.20 v.4 04-04-20 copy 5 pdf  Conejo Newsletter 05.20 v1b copy 2

MTACconejovalley Newsletters: Sept.2020 to                 .  Conejo Newsletter 09.20 v.2d 09-02-20 .pdf   http://Conejo Newsletter 10.20 v.1d 10-02-20 copy 3.pdf  http://Conejo Newsletter 11.20 v.1e 10-28-20 copy.pdf

THE BYLAWS
OF THE MUSIC TEACHERS’ ASSOCIATION OF CALIFORNIA, CONEJO VALLEY BRANCH
Revised February 2020

ARTICLE I. NAME

The name of this associa.on shall be the Music Teachers’ Associa.on of California, Conejo Valley Branch.

ARTICLE II. OFFICE

The principal office of this associa.on shall be in such loca.on as determined by the Branch Board of Directors from .me to .me.

ARTICLE III. PURPOSES

The Branch is an unincorporated associa.on affiliated with the Music Teachers’ Associa.on of California (the “MTAC,” the “State,” or the “Associa.on”). The Branch derives its 501(c)(6) tax-exempt status through a group exemp.on under the Music Teachers’ Associa.on of California, and is subject to the Bylaws, rules, regula.ons, policies, and procedures of the State.

The common purposes of the Associa.on and the Branch shall be the promo.on of musical culture and the pursuit of excellence in the field of music educa.on in support and advancement of the profession of music teaching, and in furtherance of such purposes:

  1. (a)  Topromoteexcellenceinprofessionalstandardsandthecon.nuingeduca.onofmusicteachers;
  2. (b)  Todevelopandprovidepedagogicalandassessmentresourcestosupporthigh-qualitymusic instruc.on;
  3. (c)  To ensure a well-balanced, comprehensive approach to music instruc.on through a rich variety of programs that explore the mul.ple dimensions of music and music educa.on;
  4. (d)  Toencouragetheinvolvementandpar.cipa.onofpersonsofallagesandabili.esin apprecia.ng, understanding, engaging in, and learning music.

ARTICLE IV. MEMBERSHIP

SecFon 1. Membership Provisions. All provisions rela.ng to membership, including but not limited to membership applica.ons, qualifica.ons, classes, rights, and restric.ons, are contained in the State Bylaws, and are incorporated herein by reference.

ARTICLE V. BRANCH BOARD OF DIRECTORS

SecFon 1. Number and QualificaFons. There shall at least 3 but no more than 5 Directors on the Branch Board of Directors, elected by the Vo.ng Members. Upon elec.on, the Directors shall be simultaneously appointed and serve concurrently as the Officers of the Branch, in the offices designated in the elec.on, provided that the Board of Directors may appoint addi.onal non-Director Officers as provided in Ar.cle VI, Sec.on 1, below. Directors must be Ac.ve Teacher or Life members at the .me of nomina.on and

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throughout their service as Directors. Termina.on of a member by the State Board shall automa.cally result in the termina.on of that member’s posi.on as Director at the Branch, if applicable.

SecFon 2. NominaFons and ElecFon. A Nomina.ng Commi]ee of 3 Ac.ve Teacher or Life members, who are not currently on the Branch Board of Directors, shall be selected by the Branch Board of Directors. The selected members of the Nomina.ng Commi]ee shall be announced on before the March mee.ng. The Nomina.ng Commi]ee shall nominate one candidate per office for the Board of Directors and concurrent Officer posi.ons. Nomina.ons by any Vo.ng Member may also be taken from the floor of the Branch Annual Mee.ng, at which .me the elec.ons are held. Vo.ng Members shall elect Directors and Officers at the Branch Annual Mee.ng. When more than one candidate for a board posi.on is in place, vo.ng can be conducted in a variety of means. It is highly recommended that the vo.ng be conduct by secret ballot. If this is imprac.cal, vo.ng can be conducted at a mee.ng when more than 25% of the membership is present. An electronic vo.ng system may also be used, where votes are submi]ed by vo.ng members to all members of the nomina.ng commi]ee following a pre- published schedule. The candidate receiving the highest number of votes for such candidate’s designated office shall be elected.

SecFon 3. Term. Directors shall serve for a term of 2 years which shall run concurrently with their term as Officer, or un.l their successors are elected. Terms of office shall begin on August 1, in correspondence with the beginning of the fiscal year of the Associa.on and the Branches.

SecFon 4. Powers. The Branch Board of Directors shall have the right, responsibility, and authority to exercise all such powers and perform such acts as may be exercised or undertaken by the Branch, subject to the provisions of the California Corpora.ons Code, the State Ar.cles of Incorpora.on, the State Bylaws, and these Branch Bylaws. The Branch Board of Directors may delegate the management of its business affairs and other ac.vi.es provided that the Branch Board retains its ul.mate powers and responsibili.es.

SecFon 5. DuFes. The Branch Board of Directors shall pursue the purposes of the Branch and shall have discre.on in the disbursement of Branch funds. It may adopt any rules, regula.ons, policies and procedures for the conduct of Branch business and ac.vi.es that do not conflict with the State Bylaws or State program policies and procedures. The Branch Board of Directors may appoint and remove such agents, contractors, employees, or officers of the Branch, as deemed necessary to execute the du.es, powers, and responsibili.es of the Branch Board of Directors.

SecFon 6. ResignaFon. A Director may resign at any .me by giving wri]en no.ce to the Branch Board of Directors, President, or Secretary. The Branch Board must immediately no.fy the State Office of the Associa.on of such resigna.ons. The resigna.on of such a Director shall result in the automa.c and concurrent resigna.on of the Director’s posi.on as an Officer.

SecFon 7. Removal of Directors. Directors may be removed by a majority of the Vo.ng Members or by two-thirds of the remaining Directors. In addi.on, a Director may be removed by the State Associa.on as provided in Ar.cle IV, Sec.on 7 or Ar.cle V, Sec.on 1 of these Bylaws. The removal of such a Director shall result in the automa.c and concurrent resigna.on of the Director’s posi.on as an Officer. Resigna.on or expulsion of a member shall result in the automa.c termina.on of such member from any office.

SecFon 8. Vacancies. Vacancies on the Branch Board of Directors shall exist on the death, resigna.on, or removal of a Director, or whenever the number of authorized Directors is increased. A vacancy on the Board of Directors shall be filled by a vote of the remaining Directors within thirty (30) days afer such

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vacancy has occurred, with the person elected holding office un.l the next elec.on, or un.l his or her resigna.on, removal, or death. Notwithstanding the previous sentence, a vacancy shall be filled by a vote of the members if such vacancy was caused by removal of a Director by the members, or if the Board of Directors does not otherwise fill the vacancy, with the person elected holding office for the unexpired por.on of the term or un.l his or her resigna.on, removal, or death.

SecFon 9. Board of Directors’ MeeFngs. Unless otherwise established by the Branch Board of Directors, regular mee.ngs of the Board of Directors shall be held on the 3rd Thursday of each month prior to the mee.ng of the general membership. Special mee.ngs of the Board of Directors may be called by the President, or by wri]en request of 3 Board members. The Directors shall receive no.ce of the .me and place of a special mee.ng at least four (4) days in advance of the mee.ng if by U.S. mail, and at least forty-eight (48) hours in advance if in person, by telephone, or by facsimile/electronic transmission.

SecFon 10. Quorum. A majority of the Board of Directors shall cons.tute a quorum. Every decision made by a majority of Directors present at a duly-called mee.ng in which a quorum is present shall be regarded as an act of the Branch Board of Directors, unless otherwise provided by law or in these Bylaws.

SecFon 11. AcFon by Wri\en Consent without MeeFng. Any ac.on required or permi]ed to be taken by the Branch Board of Directors may be taken without mee.ng, provided that all the members of the Branch Board shall individually or collec.vely provide unanimous wri]en consent to that ac.on. “Wri]en consent” is defined to include consents submi]ed and received by electronic transmission, such as facsimile and email communica.on. All wri]en consents shall be filed with the minutes of the mee.ng, and shall have the same force and effect as a unanimous vote of the Directors.

SecFon 12. MeeFng by Electronic Conference. Members of the Branch Board of Directors may par.cipate in a mee.ng through the use of conference telephone or similar electronic means so long as all members par.cipa.ng in such mee.ng can simultaneously hear one another and par.cipate at will.

SecFon 13. No RemuneraFon; Expenses. The Branch Board of Directors shall receive no remunera.on for the performance of their du.es. Nothing herein contained, however, shall be construed to preclude any Director from serving the Branch or Associa.on in some other capacity demanded by the needs of the Branch or Associa.on for which he or she may receive compensa.on. Nothing herein contained shall be construed to preclude any Director or Officer from receiving reimbursement for expenses incurred on behalf of Branch business, provided such expenses incurred were approved by the Branch Board of Directors.

SecFon 14. Audit. The Board of Directors shall annually appoint an auditor, or audit commi]ee, to audit the books of the Treasurer. The State Associa.on may require the Branch to submit the audit report annually.

SecFon 15. Non-liability. The Directors shall not be personally liable for the debts, liabili.es, or other obliga.ons of the Branch or the State Associa.on.

SecFon 16. Branch IndemnificaFon. To the fullest extent permi]ed by law, the Branch shall defend and indemnify its Directors, Officers, Commi]ee members, employees, and agents, including persons formerly occupying any such posi.on, against all expenses, judgments, fines, se]lements and other amounts actually and reasonably incurred by them in connec.on with any threatened, pending, ongoing, or completed proceeding or ac.on, to which they may have been a party by reason of such du.es they have performed for the Branch. However, such person shall have no right to reimbursement

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for ma]ers in which he or she has been adjudged liable to the Branch for negligence or misconduct in the performance of his or her du.es.

SecFon 17. Insurance. The Branch Board of Directors shall have the right to purchase and maintain insurance to the fullest extent permi]ed by law on behalf of the Branch Directors, Officers, Chairs, Commi]ee members, employees, and agents, against any liability asserted against or incurred by any Branch Director, Officer, Chair, Commi]ee member, employee, or agent, in such capacity or arising out of such person’s status. The State’s insurance does not cover the Branches, nor their Directors, Officers, chairs, commi]ee members, employees, agents, or any members individually, unless otherwise no.fied in wri.ng by the State.

ARTICLE VI. BRANCH OFFICERS

SecFon 1. Officers. The Officers of the Branch shall be President, Vice President, Recording Secretary, Corresponding Secretary, Treasurer, Membership Secretary, and 3 Directors. They shall be elected and installed to office as provided in Ar.cle V. In addi.on, the Branch Board of Directors may elect other non-Director Officers to other Officer posi.ons, as determined by the Board (the “Non-Director Officers”).

SecFon 2. Terms of Office. Officers shall serve for a term of 2 years, which, if the Officer holds a concurrent posi.on as Director, shall run in exact concurrence with such Officer’s term as a Director in accordance with Ar.cle V, Sec.on 3.

SecFon 3. ResignaFon; Removal of Officer. An Officer may resign at any .me by giving wri]en no.ce to the Branch Board of Directors, President, or Secretary. Resigning Officers shall, within thirty (30) days of leaving office, transfer all records, books, funds and other per.nent material of said office to their successor. If the Officer holds a concurrent posi.on as Director, the resigna.on of such an Officer shall result in the automa.c termina.on of the Officer’s posi.on as a Director. The Branch Board must immediately no.fy the State Office of the Associa.on of such resigna.ons. An Officer may be removed at any .me with or without cause by the Branch Board of Directors, unless an Officer also holds a concurrent posi.on as a Director, for which the provisions for removal of a Director provided in Ar.cle V, Sec.on 7 must apply. In addi.on, the State Board has the power to remove Officers as provided in Ar.cle IV, Sec.on 7, and Ar.cle V, Sec.on 1 of these Bylaws. Resigna.on or expulsion of a member shall result in the automa.c termina.on of such member from any office.

SecFon 4. President; QualificaFons. The President shall be the principal officer of the Branch and shall have general supervision, direc.on, and control of the business, ac.vi.es, officers, and personnel of the Branch. The President shall preside at all mee.ngs of Branch Board and members’ mee.ngs. The President, in consulta.on with the Branch Board, shall appoint commi]ees as necessary, and shall be an ex-officio member of any commi]ees except the Nomina.ng Commi]ee. The President is authorized to co-sign with the Treasurer checks issued by the Branch, and shall sign (or co-sign with Secretary) contracts and wri]en instruments that have been approved by the Board of Directors.

SecFon 5. Vice President. If the President is absent or unable to act, the Vice President shall perform all the du.es of the President and, when so ac.ng, shall have all the powers of, and be subject to all the restric.ons upon, the President. The Vice President shall have such other powers and perform such du.es as from .me to .me may be prescribed by the Branch Board of Directors, or these Bylaws.

Section 6. Treasurer. The Treasurer shall be responsible for keeping and maintaining adequate and cor- rect accounts of the properties and business transactions of the Branch, including accounts of its assets,

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liabilities, receipts, disbursements, gains and losses. The Treasurer shall be responsible for depositing all monies and other valuables in the name and to the credit of the Branch with such depositories as may be designated by the Branch Board of Directors. The Treasurer shall render an annual financial report and other financial reports, periodically or on request of the Branch Board, regarding all transactions and the financial condition of the Association. The Treasurer shall have such other powers and perform such oth- er duties as may be prescribed by the Branch Board of Directors, or these Bylaws.

SecFon 7. Recording Secretary. The Recording Secretary shall be responsible for keeping a book of minutes of all mee.ngs of Directors and members. The Recording Secretary shall be responsible for providing no.ce of all mee.ngs of the members and the Branch Board of Directors required by the Bylaws or by law, and shall have such other powers and perform such other du.es as may be prescribed by the Branch Board of Directors, or these Bylaws.

SecFon 8. Membership Secretary. The Membership Secretary shall be responsible for the supervision of membership applica.ons in conjunc.on with the State Office and related membership ma]ers of the Associa.on, and shall have such other powers and perform such other du.es as may be prescribed by the Branch Board of Directors, or these Bylaws.

SecFon 9. Corresponding Secretary. The Corresponding Secretary shall a]end to any necessary business correspondence, at the direc.on of the President or presiding officers; shall send out all no.ces, email the monthly newsle]ers; and shall be the custodian of all records and papers not otherwise provided for.

SecFon 10. Directors The Directors shall assist the President, serve as members of the Execu.ve Board of Directors, and act in an advisory capacity.

ARTICLE VII. BRANCH MEMBER MEETINGS AND OTHER ACTIONS

SecFon 1. State AssociaFon Membership MeeFngs. The provisions related to the Annual Business Mee.ng and other member mee.ngs of the Associa.on are contained in the State Bylaws, including provisions pursuant to which Vo.ng Members elect delegates to represent them at the Annual Business Mee.ng.

SecFon 2. Branch Annual MeeFng. The Biennial Branch Business Mee.ng will be held in May which will coincide with the nomina.on and elec.on of Board of Directors and Officers. Such mee.ng must be duly called at such .me and place as set forth in Ar.cle VII, Sec.on 4, and pursuant to the no.ce provisions set forth in Ar.cle VII, Sec.on 5.

SecFon 3. Regular MeeFngs. The regular mee.ngs of the Branch shall be held on the on the 3rd Thursday of each month from September through May, unless otherwise established by the members or Branch Board of Directors.

SecFon 4. Special MeeFngs. Special mee.ngs of the members may be called by the President, Branch Board of Directors, or upon the wri]en request of 20 members of the Branch.

SecFon 5. NoFce of Branch MeeFngs. The Branch shall provide wri]en no.ce of the annual mee.ng and any special members’ mee.ngs to each Vo.ng Member. The no.ce shall be delivered to the last address provided by the member to the Branch, not less than ten (10) nor more than ninety (90) days before the date of such mee.ng. The no.ce shall state the place, date, and .me of the mee.ng and the general nature of the business to be transacted, and no other business may be transacted. In the case of

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a mee.ng at which Directors will be elected, the no.ce shall include the names of all those who are nominees as of the date of the no.ce.

SecFon 6. Quorum. 12 Vo.ng Members shall cons.tute a quorum at any member mee.ngs.

Section 7. Act of the Members. Vo.ng may be conducted either at a member mee.ng at which a quo- rum is present, or by a wri]en ballot in which the number of votes cast equals or exceeds the number required for a quorum. Approval of a ma]er voted on requires an affirma.ve majority of the votes cast, unless otherwise provided in these Bylaws.

SecFon 8. VoFng at MeeFngs. Vo.ng at mee.ngs may be conducted by voice or secret ballot. Proxy vot- ing and cumula.ve vo.ng shall not be permi]ed on any ma]er voted upon by the members.

SecFon 9. AcFon by Wri\en Consent without MeeFng. Any ac.on required or permi]ed to be taken by the Vo.ng Members may be taken without mee.ng, provided that all the Vo.ng Members shall individ- ually or collec.vely provide unanimous wri]en consent to that ac.on. “Wri]en consent” is defined to include consents submi]ed and received by electronic transmission, such as facsimile and email com- munica.on. All wri]en consents shall be filed with the minutes of the mee.ng, and shall have the same force and effect as a unanimous vote of the Directors.

ARTICLE VIII. BRANCH COMMITTEES.
SecFon 1. Commi\ees. 
The Branch Board of Directors may establish commi]ees to oversee and be

responsible for programs and projects, from .me to .me, as needed.

SecFon 2. Commi\ee Chairs. The Branch Board of Directors has the power to appoint Commi]ee Chairs and Commi]ee members, who shall serve un.l their successors are appointed. All Chairs must be Ac.ve Teacher Members of the Associa.on.

SecFon 3. DuFes of the Commi\ees. The du.es of the Commi]ees shall be prescribed by the Branch Board of Directors, in addi.on to those du.es prescribed under Ar.cle VIII, Sec.on 4 for State Programs. Any expenditure necessary in the performance of du.es by the Branch Commi]ees shall be approved by the Branch Board of Directors. Any contracts and agreements nego.ated or entered into by the Branch Commi]ee must be signed by the duly authorized representa.ves of the Branch Board of Directors and the duly authorized representa.ves of the other party or par.es to the contract or agreement.

SecFon 4. State Programs. Any Branch Commi]ees that are established to oversee and assist in the administra.on of State Programs are subject to any applicable State policies, procedures, rules, and regula.ons established by the State Board of Directors regarding such programs.

SecFon 5. ResignaFon; Removal. Commi]ee Chairs and members may resign at any .me by providing wri]en no.ce to the Board of Directors, President, or Recording Secretary of the Branch. Any such resigna.on shall take effect at the date of the receipt, or at a later date specified in the no.ce and approved by the Board of Directors. Any Commi]ee Chair or member may be asked to voluntarily resign, or be removed by, the Board of Directors, at any .me, with or without cause.

ARTICLE IX. RELATIONSHIP BETWEEN STATE AND BRANCH

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SecFon 1. General. The Branches are unincorporated associa.ons who have fulfilled the Associa.on’s Charter requirements, and by so doing, consent to become affiliates of the Associa.on. The Branches agree to maintain the terms and condi.ons of its Charter and affilia.on with the Associa.on, as set forth in the State Bylaws and as established and determined by the State Board of Directors from .me to .me. Among other benefits of affilia.on, Branches are listed as subordinate organiza.ons under a group exemp.on ruling from the Internal Revenue Service for tax-exempt status under Sec.on 501(c)(6) as a business league, provided the Branches annually submit the requested documenta.on and informa.on required for the group exemp.on.

SecFon 2. Charter. Upon fulfilling the forma.on and opera.ng requirements necessary to organize and establish a new Branch, and approval by the State Board of Directors, a Charter shall be granted to each new Branch. The new Branch shall maintain the terms and condi.ons of its Charter and affilia.on with the Associa.on as provided in Ar.cle IX, Sec.on 1. The State Board of Directors has the power to revoke or terminate the Charter and affilia.on of a Branch for cause, including but not limited to, the number of members in the Branch falling below the minimum set forth in the current State Bylaws, or failure of the Branch to maintain the forma.on or opera.ng requirements of a Branch. The State Board of Directors also has the power to revoke or terminate the Charter of a Branch in the event a Branch has taken ac.ons, or con.nues to take ac.ons, that wrongfully interfere with membership rights, or are deemed harmful to the Associa.on and/or its members, in the determina.on of the State Board, provided the State Board has: (i) conducted a full and impar.al inves.ga.on of the facts and circumstances, (ii) given reasonable opportunity for the Branch to present informa.on on its behalf, and (iii) exhausted all other remedies, disciplinary, or correc.ve ac.ons. Revoca.on or termina.on of a Charter shall result in the dissolu.on of the Branch and concurrent termina.on of affilia.on with the Associa.on. The Branch’s net assets remaining afer the discharge of all obliga.ons shall revert to the State Associa.on.

SecFon 3. AffiliaFon; Branch Use of AssociaFon Name. In referring to its affilia.on with the Music Teachers’ Associa.on of California, Branches may use the name of the Music Teachers’ Associa.on of California on their sta.onery, publica.ons, or promo.onal literature, as so long as they designate the Branch name also and include the phrase “Affiliated with the Music Teachers’ Associa.on of California.” This statement must be included in the Bylaws and must appear in other publica.ons of the Branches.

SecFon 4. Branch Bylaws. Branch Bylaws and any amendments, revisions, or restatements thereto, must be in conformity with the State Bylaws and any Model Branch Bylaws provided by the Associa.on, and may include any other bylaws the Branch wishes to adopt, so long as they are approved by the State Board as provided below. In the event of a conflict, the State Bylaws and any Model Branch Bylaws shall govern. When a State Bylaw amendment, revision, or restatement affects Branch Bylaws, the State shall amend, revise, or restate the Model Branch Bylaws accordingly, so that a Branch may ensure conformity with the State Bylaws. Branch Bylaws, including any amendments, revisions, or restatements thereto, must be submi]ed to and approved by the State Board of Directors before they become effec.ve.

SecFon 5. Branch Code of Professional Conduct. Any Branch codes of professional conduct or ethics shall be in conformity with any codes, policies, procedures, rules or guidelines established and provided by the Associa.on pertaining to such ma]ers, including any amendments, revisions, or restatements thereto. Branch Codes of Ethics or Professional Conduct must be approved by the State Board before they become effec.ve. Branch Codes of Ethics or Professional Conduct shall not be contained in any Branch Bylaws, but shall exist as an independent document.

SecFon 6. Branch Officers and Directors. Branch Officers and Directors shall be elected by the members of that Branch, in accordance with the provisions of Branch Bylaws. Branch Officers and Directors may be removed according to the provisions of the Branch Bylaws. The State Board also has the authority

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and power to remove Branch Officers and Directors, in accordance with the disciplinary ac.on provisions of Ar.cle IV of the State Bylaws. Branches, and Branch Bylaws, may not grant honorary or life.me Office or Director .tles or posi.ons. Branch Officers and Directors have responsibili.es to the Associa.on, the Branch, and the members, and by accep.ng such posi.on, agree to be bound to the du.es and responsibili.es governed by the provisions of the California Corpora.ons Code, the Ar.cles of Incorpora.on, the State Bylaws, the Branch Bylaws, and any other policies and procedures established by the State and Branch Boards, from .me to .me.

SecFon 7. InterpretaFon; Final DeterminaFon. The Associa.on has the sole authority as to the interpreta.on, applica.on, and final determina.on of the State Bylaws, the Ar.cles of Incorpora.on, Associa.on policies and procedures, codes of conduct or ethics, and any other rules and regula.ons. The Associa.on has the final authority regarding the interpreta.on, applica.on, and determina.on of Branch Bylaws, Branch codes of conduct or ethics, policies and procedures, and any other rules and regula.ons that affect State-Level Rights of members or the interests of the larger Associa.on, as determined in the sole discre.on of the State Board. This statement shall appear in all Branch Bylaws.

SecFon 8. Liability. Branches have no authority to, and may not, incur or contract any indebtedness, obliga.ons, or any other liabili.es, which might be construed or considered a liability of the State Associa.on. These Bylaws shall not be deemed to create any rela.onship of agency, partnership, or joint venture between the Associa.on and Branches, and the Branches shall not make such representa.on to anyone. The Branches are not, and may not represent that they are, an arm, agent, legal representa.ve, or integral part of the Associa.on, and the Associa.on shall not be involved in the day-to-day affairs of the Branches, except as related to membership and State programs or materials. Branches shall take all reasonable measures to ensure that third par.es with which it has dealings understand that it is a separate legal en.ty from the Associa.on. The Associa.on is not responsible or liable for the debts of the Branches or ac.ons taken by the Branches that may create liability for the Associa.on, by virtue of affilia.on.

SecFon 9. State IndemnificaFon. The Branch shall defend and indemnify the Music Teachers’ Associa.on of California and its Directors, Officers, Staff, employees, and agents, and save them harmless from and against any and all liabili.es, losses, damages, costs, claims, liens, judgments, penal.es, fines, a]orneys’ fees, court costs and other legal expenses, insurance policy deduc.bles, and all other expenses arising out of or related to any act, omission or negligence by the Branch, or its Directors, Officers, employees or agents, arising from any claim of any nature whatsoever.

SecFon 10. Financial Reports. All Branches shall have the same fiscal year as the State Associa.on, from August 1 through July 31, and shall send financial reports to the State Office on a form prescribed by the State Board of Directors on or before August 15 of each year. The State Board of Directors may, at any .me, perform a financial review or audit of any Branch.

SecFon 11. Branch Names. A Branch shall be designated by the name of the county in which it is located. Where there are two (2) or more Branches in the same county, the Associa.on shall designate the newer Branch with a name corresponding to the specific local area in which the Branch is located.

SecFon 12. Membership Directory. The State Membership Directory is a benefit of membership for facilita.ng communica.on among members and shall be used by members only, and may not be used by members or non-members for commercial or solicita.on purposes. Mailing lists for such purposes may be purchased directly from the State Office.

ARTICLE X. CONVENTIONS

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All provisions rela.ng to the Annual State Conven.on of the Associa.on are set forth in the State Bylaws.

ARTICLE XI. ARBITRATION

In the event of any dispute, claim, ques.on, or disagreement arising from or rela.ng to the Associa.on’s Ar.cles of Incorpora.on, these Bylaws, Branch Bylaws, and any State or Branch rules, regula.ons, policies, or procedures, or the breach thereof, the Associa.on and its members shall use their best efforts to se]le the dispute, claim, ques.on, or disagreement. To this effect, they shall consult and nego.ate with each other in good faith, and recognizing their mutual interests, a]empt to reach a just and equitable solu.on sa.sfactory to both par.es. If they do not reach such solu.on within a period of sixty (60) days, then upon no.ce by either party to the other, all disputes, claims, ques.ons, or differences shall be finally se]led by arbitra.on administered by the American Arbitra.on Associa.on in accordance with the provisions of its Commercial Arbitra.on Rules, and judgment on the award rendered by the arbitrator(s) may be entered in a court in any jurisdic.on thereof.

ARTICLE XII. PARLIAMENTARY AUTHORITY

The rules contained in the current edi.on of Roberts Rules of Order, Newly Revised shall govern the Associa.on and the Branches in all cases where they apply and where they are not inconsistent with the California Corpora.ons Code, the Ar.cles of Incorpora.on, these Bylaws, and any special rules of order the Associa.on may adopt.

ARTICLE XIII. DISSOLUTION

In the event of dissolu.on of the Branch, the net assets remaining afer the discharge of all obliga.ons shall be transferred to the State Associa.on, or according to the requirements provided by state or federal law.

ARTICLE XIV. AMENDMENT OF BRANCH BYLAWS

SecFon 1. Amendment Proposals. Amendments may be proposed by the Branch Board of Directors, or by wri]en pe..on signed by five-percent (5%) of the Vo.ng Members in the Branch, submi]ed in wri.ng to the Branch Board of Directors at least 14 days before the vote on the amendment is expected to be taken.

SecFon 2. Methods of Amendment. These Branch Bylaws may be amended in conformance with Ar.cle IX, Sec.on 4, by a vote of two-thirds of those Vo.ng Members at a mee.ng where quorum is present, or by two-thirds of Vo.ng Members cas.ng a wri]en ballot in which the number of votes cast equals or exceeds the number required for a quorum. In each case, wri]en no.ce of the proposed amendments, including the text of the proposed amendments, shall be submi]ed to the Vo.ng Members at 14 days prior to the date of the ac.on. Such amendments that are approved by the Vo.ng Members shall not become effec.ve un.l final approval by the State Board pursuant to Ar.cle IX, Sec.on 4, above.

SecFon 3. Amendments to State Bylaws. Provisions for proposing and amending the State Bylaws are set forth in the State Bylaws.

MTAC Model Branch Bylaws 2011-12

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