The name of this organization shall be

ASSOCIATION OF GREAT LAKES OUTDOOR WRITERS (AGLOW).

The purpose of this organization shall be:

A) To perpetuate, conserve, improve and promote the great outdoors, our natural resources and the outdoor recreational experience by informing and educating the public through the judicious and responsible use of written, oral and graphic arts communications.
B) To promote the highest quality of craftsmanship in the art of communicating the outdoors.
C) To promote responsible ethics among both the communicators and the outdoor sportsmen.
D) To foster fellowship among members of the outdoor media.
E) To provide an interchange of information and techniques within this organization and with allied organizations.

Shall be open to any applicant who fulfills the criteria as established in the By-Laws.

1. Elected officers of this organization shall be a president, vice president, secretary, treasurer and members-at-large of a board of directors whose duties shall be established by the bylaws of this association.
2. An executive director shall be appointed by the board of directors.
3. There shall be a board of directors, consisting of the four officers, executive director, a representative of the supporting members, the directors elected at-large, and the immediate past-president.
4. There shall be an executive committee including the elected officers, the chairman of the board and the executive director.

1. All the net assets of this organization shall be used for the business of the corporation as authorized by the membership and/or board of directors.
2. In the event of this corporation's dissolution, all assets remaining after the obligations of the association have been satisfied shall be distributed by the board of directors to outdoor organizations they shall select which are formed for and pursue conservation purposes and are eligible for contribution under the provisions of Section 501 (c) of the Internal Revenue Code of 1954.

The constitution may be amended as proposed by the board of directors, such proposals to be adopted at a regular meeting of the board. The proposals shall become effective only upon a vote of two-thirds majority of all the active and active-retired members in a mail ballot election, and subject to the proposed changes and a summary of the reasons for the changes being published in a newsletter mailed to each active member at least 30 days prior to the mailing of the ballots to all voting members.

The association shall have five main classifications of membership:

1. Active
2. Associate
3. Corporate or sustaining
4. Active-retired
5. Students

The classifications of membership shall be determined by the person's amount, frequency and type of his writing or communicating in the outdoor field. Names of members-elect approved by the Sceening Committee shall be sent to the Execiltive Director for publication in the newsletter. Information indicating an objection to a member elect must be sent to the Executive Director within 30 days of publication. This shall be stated in the newsletter when the names are published. The prospective member shall be notified of their "member -elect" status subject to final Board approval at the next Board of Directors meeting.

Only active and active-retired members shall have voting and office-holding privileges.

ACTIVE REQUIREMENTS

To be eligible for active status, an applicant must be duly paid to produce, disseminate, or edit information on outdoor subJects regularly to the public by way of newspapers, radio or television broadcasting, magazines, books, journals, lectures, photography (still or movie), art and other suitable media. In determining eligibility for active membership, the membership screening committee and the board of directors shall be guided broadly but not inflexibly bound by the following criteria:

A) Newspapers: (daily, weekly or outdoor) Columnist, writer, editor, feature writer with 40 published pieces, paid by the publisher, during the previous 12 months. Syndicafed writer: A syndicated writer shall have more than one publication carrying the same article, with his work appearing at least every two weeks.

B) Cartoonist: illustrator or artist: A minimum of 12 paid publications of an outdoor nature during the previous 12 months; or a paid staff member of a paper or magazine of outdoor nature.

C) Radio and television: The applicant must be host, writer and/or producer of

• 1. 13 shows of the 30-minute format, or
• 2. 40 shows of the 2-5 minute format, or
• 3. Comparable exposure as determined by the membership screening committee on a case-by-case basis.
  

D) Photography:

• 1. Still 36 published outdoor pictures the past 12 months, with no more than eight from a single issue of any publication.
• 2. Motion pictures Production and sale of a feature movie of at least 30 minutes within every 24-month period. Shorter features may be combined to meet the total time.
  
• 3. A paid staff photographer of any outdoor magazine or newspaper.
  
• 4. Video-Tapes may be aired on television, at seminars or lectures or produced for sale as educational tapes for home use-. Proof of airing, showing or advertisement for sale of tapes shall be furnished when required. Writers, producers, artists, directors and others actually connected with the production of movies or video tapes may submit applications under this section. Final decision will be made by the membership screening committee and the board of directors. Video tapes required: One every 12 months of at least 50 minutes in length or a number of shorter tapes equalling 50 minutes total length. They must be produced in quantities of 500 or more for commercial sale.
  
• 5. Slide presentations Must prepare and present at least 12 slide presentations per 12-month period before a paying audience or on a scheduled-for-pay basis.

E) Public relations: Individual must devote at least 50 percent of his or her working time to servicing accounts engaged in outdoor activities of subjects, and whose activities involve outdoor information other than product publicity.

F) Magazine writers:

• 1. Editorial employee of recognized magazine with masthead credit must be a full-time employee. The publication must be primarily in the outdoor field or, if not primarily an outdoor publication, consistently must include outdoor coverage for which the appliance is responsible.
  
• 2. Produce and sell minimum of six articles during the past 12-month period.

G) Book author: Minimum of one outdoor book in each two years. In case of a major work requiring extensive and prolonged research, the membership screening committee may waive the two-year restriction

H) Book editor: Full-time or free lance may submit evidence of their work along with a letter from their immediate supervisor, subject to the complete discretion of the screening committee.

I) Information: Full-time employee of state, federal or nonprofit agency engaged in natural resource matters or outdoor recreational activities whose chief concern is communicating about the outdoors in press releases, videos, slide presentation, photos, tapes, media helps, or in other means of communications, or in supervising an information department, subject to the complete discretion of the screening committee.

J) Lecturing: 18 lectures per 1 2-month period before paying audiences or on a scheduled-for-pay basis.

K) Free Lance: May qualify under any one category heading e.g. newspaper, cartoonist, photography, magazine or oL--,c outdoor communications media or a combination of two or more. If qualifying under one heading, the criteria of that heading must be met. If qualifying under two or more headings, the minimum work requirements shall meet at least 50 percent of one category listed. The applicant must certify that his free lance outdoor writing accounts for at least 60 percent of his writing income.

A) Any person who satisfies at least 50 percent of the requirements for active status is eligible for an associate membership if he or she has a strong, direct professional or commercial interest in the outdoors communications and the potential for becoming an active member.

B) Any associate member who fails to achieve active status within three years shall no longer be eligible for membership unless the screening committee and board of directors deems there are mitigating circumstances.

C) Student associate memberships may be granted to persons who are full-time students enrolled in courses related to outdoor communication, such as forestry, biology, journalism or English.

D) Associate members shall not vote, hold of free or be eligible for excellence in Craft competition. Otherwise, associate members may participate in all association services and activities.

ACTIVE-RETIRED

Any person who has been a member for 12 consecutive years, or more, and has reached the age of 62, may seek activeretired status. As such, he need not meet the active criteria.

Corporate members are those engaged in major commercial efforts directly related to the outdoors such as manufacturers, their representatives, distributors, advertising agents, or others who wish to enhance and encourage the work of the association. One corporate member shall sit on the board of directors.

All applications shall be submitted on an of official form signed by a sponsor who is a member of this organization. The applications must be accompanied by a dues check and samples of the work which satisfy the eligibility requirements. The applications shall be screened by the membership screening committee. The committee shall confirm the credentials and approve the application before presenting the candidate to the board for final approval.

Any member determined to be guilty of any offense which affects the interest or good government of the association, or who is in violation of the Code of Ethics (which is incorporated herein by reference), or who shall be found to have committed an offense which is a violation of any federal, state or local law subject to imprisonment may be suspended or expelled by majority vote of the total membership of the board of directors. Violation procedures shall be handled according to the Code of Ethics.

All elected officials shall be active members during their entire term in office.

1) PRESIDENT

The president shall be the principle executive officer of the association and shall, in general, supervise the business and affairs of the organization at the direction of the board of directors. He shall preside over all meetings of the membership and executive committee and shall have such additional duties as assigned to him by the board of directors. In emergencies he is empowered to act with the approval of the executive committee. He shall appoint chairmen of all standing committees and serve as a member, ex-officio, of such committees, except for the nominating, membership and ballot-counting committees. He also shall be vice-chairman of the board of directors and as chairman of the Conference Committee.

In the absence of the president or his refusal to perform his duties, the vice-president shall preside at all meetings. He shall perform the duties of the president as prescribed by the board of directors and shall be an ex-officio member of all committees except nominating, membership and ballot-counting as a liaison to the president. The vice president also shall be chairman of the Awards in Crafts program and chairman of the Conference Site Committee.

The secretary shall record and compile minutes of official meetings of the board of directors and the general membership.

The treasurer shall be chairman of the finance committee and shall be responsible to the board for his duties. He/she shall be bonded along with the executive director. The treasurer shall be a signatory on all association bank accounts and investments or any other documents requiring a signature.

• 1. The board of directors shall serve as the steering committee of the association and shall conduct the normal affairs of the association, subject to the membership. It shall maintain the financial integrity of the association, make impartial decisions in the best interest of the association and insure that officers, directors and members act within the limits of the bylaws.
• 2. Twelve (12) members at large shall be elected to the board of directors. Four shall be elected at each annual meeting for a term of three years. The four association officers and the executive director shall be members. A representative of the corporate membership also shall be appointed by the board and shall have a vote. Board members, elected to and completing a full term, may not succeed themselves but may be reelected after three years have elapsed.
• 3. The outgoing president shall be chairman of the board of directors and shall vote only to break a deadlock. The chairman shall be adviser to the president; the president, not the chairman, has the ultimate power to execute the policies of the board, committees and general membership.
• 4. Action may be taken by majority vote of those present by a mail vote. In the event of a mail vote, a two-thirds (2/3) majority of the total membership of the board must concur in the action to be taken. The procedure formal voting set forth in the following paragraph shall be used. Records of all actions must be reported to the membership in the next issue of the newsletter following the action.
• 5. The board shall meet at least twice annually. Written notice of semiannual meetings shall be provided to all board members at least thirty (30) days prior to the date of the proposed meeting. In addition, the chairman shall have the power to convene the board at his discretion. Further, the chairman shall be required to call a meeting whenever demand shall be made in writing by as many as one-third (1/3) of the board membership. Written notice of such special meeting shall be provided to all board members at least seven (7) days prior to the date of the proposed meeting. Written notice of special meetings shall contain an agenda and a summary of all matters to come before the board. No other matters shall be discussed at such special meeting. In addition, no action of the board taken at any such special meeting shall be effective until fourteen (14) days after any proposed motion acted upon at the special meeting is submitted to all board members who were absent. Such absent board members shall have the right to vote upon such motion within the fourteen (14) day period. Such vote must be made in writing, signed and dated by the board member, and mailed to the chairman prior to the expiration of the four-teen (14) day period. Voting may occur by facsimile transmission but must be followed by a signed and dated original sent by regular U.S. Mail, postage prepaid, and postmarked within the fourteen (14) day period.
• 6. Vacancies in of office shall be filled by appointment by the executive committee, subject to confirmation by the board of directors.
• 7. The board shall establish all policies and be responsible for the finances of the association. It shall set the dues subject to the approval of the membership. The decisions on finances do not require approval by the membership but ma- -t directed by the membership by a two-thirds vote of the members present at an annual meeting, except that they m% L change or countermand board decisions which are completed transactions.
• 8. A director shall accept the responsibility of chairing a committee and/or any other assignment made by the president or board chairman and shall see that the duties assigned are carried out in a timely and professional manner.
• 9. The board shall consider complaints lodged against members by the Ethics Committee and decide on necessary sanctions under the Code of Ethics guidelines after consulting with legal counsel.
• 10. The board shall be the final authority on membership applications and classification. It shall grant hearings when requested by any applicant who has been refused membership. A hearing may be conducted by any three members of the board, but no member may vote on any manner pursuant to the hearing unless he or she has reviewed the record of the hearing.
• 11. Board members also should be active recruiters, using every possible source of information to add qualified members.
• 12. It is the duty of every board member to attend all board meetings. Any board member who shall miss two of three consecutive meetings or cannot fulfill his assigned duties shall resign from the board or his position may be declared vacant by the remaining members of the board. When a member cannot attend a meeting, he/she shall send a written explanation to the executive director at least two weeks prior to the meeting.

ARTICLE IV

The Executive Committee shall have power to take action on emergency matters which may arise between meetings of the board of directors. Any action shall be reported to the next board meeting and be subject to review by the 3 board. The executive committee shall meet upon call by the president or whenever as many as three members of the committee shall have made demand in writing for a meeting. The executive committee shall be comprised of the president, vice president, secretary, treasurer, executive director and chairman of the board.

ARTICLE V

• 1. The executive director shall be engaged by the board of directors by contract, with monetary terms as negotiated between them.
• 2. The executive director shall serve under the supervision of the board of directors and membership, never assuming any duty of the officers nor incurring any indebtedness except as directed by them. He/she shall have authority to perform the day-to-day business of the association for the general welfare of the organization and shall perform all other duties prescribed by the board of directors or requested by the president.
• 3. The executive director shall be bonded in an account to cover the anticipated funds to be handled during the fiscal year.
• 4. The particulars of his duties are to be found in the "Policies of The Association," which is incorporated herein by reference.

ARTICLE VI

The board of directors may appoint advisers as necessary from time to time. Standard advisers may include medical, legal, tax, craft. Their duties shall be as ascribed by the board of directors or as in the "Policies of The Association."0

ARTICLE VII

The purpose of association meetings and conferences shall be twofold:

• a)to provide a learning experience through seminars, relations with supporting members, personal conferences with peers and outdoor trips;
• b) social reunions, get-togethers and fun. The date and site of the annual meeting/conference of the association shall be fixed by resolution only at an annual meeting of the organization, unless circumstances make a selection at the meeting impossible or unwise. Whereupon, by majority vote, those present may indicate when and by whom such a selection shall be made. The president, with the approval of the board of directors, may call a meeting of the membership when necessary. At the annual association meeting a majority of the members present may elect to hold such special meetings as they desire. Each active and active-retired member in good standing shall have one vote in any matters coming before meetings of the membership.

The quorum at an annual or special meeting of the general membership shall be 25 active members. The quorum at a meeting of the board of directors shall be seven of the board membership. Any board member, in writing, may direct his vote be given by proxy to any other of officer or board member whom he may select. The executive committee may transact routine or emergency business of the association through agreement of any three of its members.

ARTICLE VIII

The nominating committee's slate of officers and board members shall be published in the newsletter, with picture, within no fewer than 120 days before the annual meeting. Area publication, further nominations may be made only within 30 days by petition of 20 active members in good standing. Voting shall be by written ballot to be sent by the executive director to all active and active-retired members in good standing no later than 60 days before the annual meeting. Ballots must be returned to the indicated address postmarked no later than 30 days before the annual meeting.

ARTICLE IX

The annual dues for all classifications of membership shall be determined by the board of directors with the approval of a majority of the membership voting at the annual meeting. Dues for active and associate members shall be the same.

ARTICLE X

The president shall appoint chairmen of all committees, but the chairmen may select their own members, as many as he or she may deem necessary except as prescribed otherwise herein or by the constitution. The standing committees of this corporation shall be established by the board of directors and should include:

• a) Nominating
• b) Teller
• c) Conference site
• d) Conference program
• e) Conference
• f) Excellence in Craft
• g) Ethics
• h) Public relations
• i) Awards in Crafts
• j) Scholarship
• k) Auction
• l) Raffle
• m) Membership recruiting
• n) Corporate membership recruiting
• o) Membership screening
• p) Finance
• q) Protocol
• r) Future planning
• s) Craft improvement
• t) Constitution & Bylaw

ARTICLE XI

A. NOMINATING COMMITTEE The committee shall be composed of two past presidents, one first-year board member and two active members from the general membership. The committee shall volunteer nominations on its own and also shall seek nominations from the membership through the newsletter. The nominations must be active members and must agree to fulfill the duties of the office. Those nominated also must agree to uphold all provisions of the constitution and bylaws. 3 o 1 The slate of officers and directors must be published in the newsletter no later than 120 days before the annual meeting. After publication, further nominations may be made within 30 days upon written petition by 20 active members in good standing. The results of the election shall be announced at the annual dinner or meeting, whichever comes first.

B.TELLER The teller committee of three, selected by the president, shall count the ballots in any election.

C.CONFERENCE SITE The conference site committee shall be chaired by the Vice President. It shall entertain bids for all conferences of the whole association and shall present all information on the sites to the board of directors, which shall make the final selection. It also shall invite representatives of the site to appear before the board to state their case.

D.CONFERENCE The conference committee shall include the President, Vice President, Executive Director, Supporting Member Liaison and one or two members at-large from the conference area. They shall set up the conference, negotiate conference site fees, arrange the program, and fulfill all other responsibilities as outlined in the "Policy of The Association."

E. AWARDS IN CRAFTS The vice president shall carry on a program of craft awards for the members. The committee also shall be responsible for a program of meritorious awards to deserving individuals, companies or organizations inside or outside the association.

F. ETHICS COMMITTEE The ethics committee shall have a chairman who is not a board member. At least two active members shall be on the committee, one of whom shall be a first or second-year member of the association. The ethics committee shall receive all notices of ethics violations and shall review and recommend, or in appropriate cases conduct the necessary action according to the provisions set forth in the Code of Ethics.

G. PUBLIC RELATIONS A board member shall be chairman of the public relations committee. It shall handle all public relations with the media and is expected to be most active at the time of the conference. All releases shall be edited by the chairman of this committee.

H. SCHOLARSHIP COMMITTEE The scholarship committee shall carry out the policy of the board of directors in selecting recipients for aid. It shall strive to develop funds for the scholarship program.

I. AUCTION AND RAFFLE COMMITTEES These committees will operate whenever there is potential for a raffle or auction at the conference. They shall set up the event, providing all necessary personnel to organize and conduct such raffle and auction.

J. RECRUITMENT COMMITTEES There shall be separate committees to recruit regular and supporting members. A chairman shall be selected for 0committee. It shall be the duty of the chairman and his committee to encourage membership on the part of all qual. candidates. The committee shall make recommendations to the board of directors for any changes necessary in membership requirements, and shall entertain any changes suggested by others.

K. MEMBERSHIP SCREENING COMMITTEE The chairman of the board of directors, subject to board ratification, shali appoint a membership screening committee chairmen who shall select a committee of at least three. The committee chairman shall be an active member who must be a member of or has been a member of the board of directors or has been a former elected officer. The committee chairman shall screen all applications for membership and report the candidate to the board of directors for approval. The board shall have final authority on all applications. The chairman also shall be the operative of all membership audits which must be authorized by the board of directors.

L. CRAFT IMPROVEMENT COMMITTEE This committee is charged with exploring methods for improving the professionalism of all members in whatever way appropriate, and for communication or making such information available to all members of the association.

M. PROTOCOL The protocol committee shall take all necessary actions to maintain decorum at all meetings and the annual conferences.

N. FINANCE COMMITTEE The finance committee shall function as an advisory body to the board of directors regarding all financial operations. Its responsibilities include the current fiscal year operations and subsequent years'financial planning. The finance committee chairman will advise the executive committee between board meetings. The committee shall assure the proper maintenance of corporate financial records, seeing that the treasurer makes the reports required of his office and that all records are accurate and comply with the budget. Any noncompliance shall be reported to the executive committee. The finance committee shall audit the financial records prior to the annual business meeting. It shall explore ways to improve the corporation's financial status. The committee shall finalize the budget and present it to the board of directors.

0. LONG-RANGE PLANNING COMMITTEE This committee shall establish long-term goals and plans for the association, make recommendations for their achievement and submit such goals and plans to the board of directors for its consideration. Implementation of the goals shall be the duty of the board or its designates.

P. CONSTITUTION AND BYLAWS COMMITTEE This committee shall recommend changes to the constitution and bylaws it deems necessary, and comment to the board on recommendations submitted by the general membership.

ARTICLE XII

If an officer or board member fails to perform his or her duties to the satisfaction of the board of directors, he or she shall be so informed by the board. If he or she fails to improve to a level of performance satisfactory to the board, that person shall be given the option of resigning. In such case he or she shall not be eligible to hold an office in the future. If a board member has not performed his or her duties to the satisfaction of the board of directors during any year, he or she shall be asked to resign the next year. If the officer or board member refuses to resign or to perform his or her duties to the satisfaction of the board of directors, the president may write the concerned person, advising that his or her replacement is being considered and shall inform such person of the ways in which he or she is not performing satisfactorily. The officer or board member then shall be allowed to present his or her case to the board. If, after such presentation, the board still believes the person should be replaced, he or she shall be informed in writing of the reasons for replacement, and he or she shall either resign or be discharged.

ARTICLE XIII

The notation "Active Member" or "Associate Member" must be affixed to the association logo when used by any member in correspondence or byline. Official association stationery may be used only for association business. If the executive director, any officer, board member or general member is found using association letterheads for personal business, or any other business not related to the association, he or she shall be dismissed from the organization if the board determines, after such person has been given a chance to present his or her case to the board, that the person has engaged in such unauthorized use. Further policies in relation to the insigne and stationery shall be established by the Code of Ethics.

ARTICLE XIV

The association shall not engage in propaganda, or otherwise attempt to influence legislation, nor will this organization participate in, or intervene in any political campaign on behalf of any candidate or party, including the publication and distribution of political statements. The executive director, officers or board shall not speak as a representative of the association on issues that have not been approved by the association. However, any association member shall be free to speak or otherwise communicate as an individual on any issue, and the association shall not prevent any member from speaking or communicating. The association shall not take any position whi~h would place the organization in a positic IF compromise with its fundamental and historic purpose.

ARTICLE XV

The business of the annual meeting of the association shall include at least the: Reading of minutes of the last meeting, Report of the treasurer, Reports of committees, Unfinished business, installation of officers, New business, Adjournment. Robert's Rules or Order shall govern all meetings.

ARTICLE XVI

These bylaws may be amended as proposed by the board of directors, such proposal to be adopted at a regular meeting of the board. The proposals shall become effective only upon a majority vote of all the active and active-retired members in a mail-ballot election, and subject to the changes and a summary of the reasons for the changes being published in a newsletter mailed to each voting member at least thirty (30) days prior to the mailing of the ballots.