Independent Garden Centers of Maine 

Constitution and By-Laws

 

Article 1: Name

 

The name of the organization shall be the “Independent Garden Centers of Maine” and its acronym shall be: IGCME.

 

Article 2: Mission Statement and Objectives

 

The purpose of this organization is to combine the efforts and assets of Independent Garden Centers in Maine for the purpose of promoting and emphasizing the advantages of the quality, selection, knowledge and experience of each individual business and the independent garden centers as a whole. All members are committed to working together in support of increasing sales in and out of the state of Maine are in good standing within the horticulture industry as well as their community.

 

 The programs of the Independent Garden Centers of Maine shall be based upon a “pay to play” experience, as each member may select what level of participation they wish; with a graduation of fees, as determined by costs associated with them. These fees, and marketing plan, shall be determined by the “board”. The board will provide a marketing plan to all members prior to approval.

 

Article 3: Members

 

Active Voting Members are those companies in active Retail trade

who:

A. Are members in good standing of the Maine Landscape and Nursery Association (MELNA).

B. Receive the majority of their receipts from the Retail selling of horticulture products.

C. Operate their business for more than 3 months per year.

 

Each Active Voting Member has a single vote during any general membership meeting (See Article 8 below).

 

Affiliate Members are those firms that are:

A. Members in good standing of MELNA.

B. Are associated with the horticulture industry but do not receive the majority of their receipts from retail sales.

C. Choose to support the IGCME either financially, technically or both.

 

Affiliate members are not eligible to vote in general membership meetings; but may be elected to the IGCME Board as well as hold office if so elected by the general membership.

 

Article 4: Dues, Participating Programs, and Benefits

 

Membership Marketing Dues are to be determined annually by the Board of Directors. Dues are required thirty days prior to any monetary marketing agreement. Failure to meet these billing requirements may lead to non-participation. An invoice will be sent via email for payment prior to thirty days.

 

Each Active Voting Member may select the level of participation in IGCME programs with associated costs which are also determined annually by the IGCME Board. These selections must be made by existing members by predetermined dates by the board. Benefits to active voting members will be determined by their individual allocation of financial commitment.

 

Article 5: By-Laws Amendments

 

Section A: By-Laws of this organization may be adopted or amended by a 2/3 vote of the voting members present at any scheduled meeting, or by a unanimous vote of ALL member companies if the voting is requested by email. The intended change must be provided to each voting member at least 15 days before said vote.

 

Section B: Ex-officio Members:

As determined by the board, there may be non-voting ex-officio board members of the organization, who are available to provide technical assistance to the organization. Although non-voting members, these members have much to offer the organization and may hold an office.

 

Article 6: Board and Officers

 

Section A: The Board of Directors of this organization shall consist of up to 9 individuals representing member companies, and shall be elected by majority vote by the general membership. Each Board member is elected for a 3-year term and may be re- elected for successive terms if wished by the membership. If a Board member is unable to fulfill the entire term, the vacancy for the remaining term will be filled by a majority vote at the next membership meeting.

 

Section B: In addition to the Board, officers of the organization, who will also participate in Board discussion, and elected by the Board, shall be:

 

President: whose duties are to prepare agendas, schedule and run any open or closed general or board meeting held for the purpose of the organization and present contracts for marketing and technical assistance to be approved by the board.

 

Vice President: who will perform the President’s duties whenever the President is unable.

 

Executive Secretary (internal or external): whose duty is to provide minutes of meetings, perform mailings, provide letters, etc., as necessary for the business of the organization, or any other tasks as requested by the board.

 

Treasurer: is the entire board which has the responsibility of reviewing financial reports from MELNA as it sees fit, and setting financial budgets.

 

Article 7: Term of Service

 

Each term of service shall be for a single calendar year. If an individual is unable to complete their term of service, a replacement is to be selected by a majority vote of the board.

 

Article 8: Meetings

 

The four types of meetings that may be called by the President are:

 

Open Board Meetings: during which any member may attend and participate in discussion, but only voting board members may vote.

 

Closed Board Meetings: during which only board members may participate.

 

General Membership: Meetings: during which all members may attend and all voting members shall be allowed a single vote for the purpose of this By-Law.

 

Email Voting: If the President determines it is advantageous to the organization, in lieu of a meeting, they may request a vote by email from each member. General topics of discussion shall be considered policy if voted in the affirmative by a majority of all members.

 

A. A non-response to an email vote is considered an affirmative vote if the voting member does not respond to the email within three business days.