BY-LAWS FOR THE ASSOCIATION OF PHILADELPHIA TOUR GUIDES
As amended march 1, 2013
Well-informed local residents have welcomed visitors to the Delaware Valley ever since the Lenape natives greeted William Penn when he arrived in 1682. The members of this Guides Association appreciate the unparalleled historic and architectural riches of Philadelphia and have formed this association to continue this four-century tradition.
ARTICLE I: NAME
The name of this organization is the
Association of Philadelphia Tour Guides (APT).
ARTICLE II: PURPOSE
This association is established to further the mutual interests and development of professional and volunteer guides in Philadelphia by:
1. Establishing high standards for interpreting this city to its public,
2. Developing an effective training and continuing education program,
3. Acting as a voice for the membership in matters which affect city guiding.
4. Enabling independent guides to obtain liability insurance.
5. Supporting measures to enhance the visitor experience in Philadelphia.
ARTICLE III a: MEMBERSHIP
Membership is open to professional and volunteer tour guides, docents, public historians and re-enactors, as well as others with an interest in the history, architecture and culture of the city.
ARTICLE III b: DUES
Members must have paid the agreed-upon dues to be in good standing and qualify to vote in the association. The members will set the dues policy to meet the association’s needs.
ARTICLE IV: MEETINGS
Association meetings shall take place normally on the 2nd Wednesday evening of each month at a site to be designated by the President. Members may, by voice vote, change the time and site of meetings.
The annual organization meeting, for approval of by-laws, amendments and the election of Officers and Directors-at-Large will normally take place in January, weather permitting.
The presence of not less than 1/3 of the membership qualified to vote shall be necessary to conduct association business. A vote by 2/3 of the membership qualified to vote is required to change the by-laws. The Secretary shall solicit mail and email ballots from the membership for any votes on the by-laws. If, however, within 1 month the Secretary has not received ballots representing 2/3 of the membership qualified to vote, the votes necessary to change the by-laws shall be 2/3 of those who have returned the ballots within the 1 month period.
Special meetings may be called by the President or a majority of the Board of Directors. Members must be notified of such a meeting in writing, phone and/or e-mail at least ten (10) days before a special meeting is to take place. The specific reason(s) for such a meeting must be included in the notice; and no other business will be transacted at such a special meeting without the unanimous consent of all members present.
ARTICLE V: VOTING
Votes shall normally be taken by voice vote. The annual election of Officers and Directors-at-Large shall be by written ballot at the organizational meeting. An election for the officers shall be held first. Once those results are announced, the election of Directors-at-Large shall take place. These Directors-at-Large shall be elected by the plurality vote of association members qualified to vote. Results shall be tabulated in the presence of the members during the organizational meeting; and the newly elected officers will take over at the January meeting.
ARTICLE VI: BOARD OF DIRECTORS
The business of this Association shall be managed by a Board of Directors between the monthly meetings. This Board shall consist of the Officers (President, Vice-President, Secretary, Treasurer) and three Directors-at-Large – all to be elected at the December organizational meeting. All efforts should be made to ensure that the Board Members represent a diversity of constituencies, including, but not limited to, step-on guides, walking tour guides, carriage drivers and house docents.
The Board of Directors shall not receive compensation for serving on the Board, but may be reimbursed for and authorized to incur reasonable expenses as a result of serving on the Board.
All Officers and Directors-at-Large shall serve for one calendar year. Each Officer and Director-at-Large will have one vote. Vacancies which occur during the calendar year will be filled by vote of the remaining members of the Board of Directors. All Directors-at-Large shall serve as a committee chair as appointed by the President.
The President must consult the Board of Directors, time permitting, on any policy issues or matters of public interest between membership meetings.
ARTICLE VII: OFFICERS
The officers shall be:
Shall preside at all meetings of the members and the executive committee;
Shall present an annual report to the members on the work of APT;
Shall appoint all committees;
Shall ensure that all reports, records and official business of the Association are maintained in good order;
Shall be one of two signatories on any checks;
Shall act as spokesperson of the Association to the public and press, reflecting the official decisions and viewpoints of the membership.
Shall assist the President as requested by the President;
Shall serve as an ex-officio member of all committees;
Shall serve as President in the absence of the President at a meeting or other event;
Shall assume the office of President upon the resignation of the President or if the President is unable to fulfill the duties of the office as determined by the Board of Directors.
Shall maintain and update the membership list;
Shall give and serve all notices to the members of the Association;
Shall maintain the minutes of membership meetings and a record of all official actions and decisions of the Association and Board of Directors and submit them monthly to the members;
Shall submit to the Board any communications addressed to APT.
Shall have the care and custody of all the Association’s funds, depositing them in timely fashion in the designated account;
Shall, with the President, be one of the two signatories on all checks;
Shall provide a quarterly written account of the Association’s finances – at membership meetings in January, April, July and October;
Shall update the Board of Directors on the Association’s finances as requested.
ARTICLE VIII: COMMITTEES
The President may establish and charge, or disband, committees at will.
ARTICLE IX: FISCAL YEAR
The fiscal year of APT shall be from January 1 to December 31 of any year.
ARTICLE X: CORPORATE SEAL
The Board of Directors shall provide a suitable seal containing the name of the organization and the year in which it was first incorporated. The seal shall be in the custody of the Secretary.
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