About

Mission

Northern California Arts Inc. is a dynamic nonprofit art organization in the Sacramento Region. We were founded in 1939 by a group of fine artists whose mission it was to promote the appreciation of and participation in the visual arts and to spearhead art education in our community. These goals still hold true today. The number of members increases each year and comprises artists and friends of artists.

History

In the late 1930's a group of ten local artists calling themselves the Ten Arts Club, met intending to establish an art organization in Sacramento for local artists and laymen. We were founded in 1939 and became Northern California Arts. Meetings were held at a local restaurant called Ray's.

The Governor's Office in the State Capitol was made available to our organization for exhibit purposes. During World War II, the artist members of NCA joined the Volunteer Artists for Victory, assisting with their talents in the Sacramento Civilian Defense, the U.S.O., the bond drives and contributed hundreds of paintings, sketches, etchings and artworks to the local air bases and army installations.

Shows were held in the new building of the Sacramento Union Newspaper. Dr. Joan Born was on the festival committee, and after one of the NCA meetings, she proposed to start the Camellia Festival.

NCA joined with the McKinley Garden and Art Center and met there through 1985. A board member from four art clubs (WASH, NCA, CAL, LCA) met and started looking for a place to establish an art center. La Sierra High School was closing at that time and the Carmichael Park District had planned to purchase the site. The club's board members were able to acquire the back part of the school, the auto shop. Then the work began, removing all the items in the rooms, and remodeling the area. Every bit of the back-breaking work has been accomplished by volunteers and through donations.

Here are just a few members associated with NCA who became well-known, famous artists.

Harry Pratt, Director of Crocker Art Museum.
Jim Estes, a teacher and art judge, famous for his abstract and color design.
Harold Ward, an art professor at City College, well known for his historical paintings which hung in the Crocker Art Gallery.
Gertrude Mishfeldt, painted especially for the U.S.O., one huge mural which now hangs in the Bret Hart School in Sacramento.
Dr. Tarmo Pasto, Art Professor at Sacramento State College, wrote a book on prospectus and a number of other art books.
Wayne Thiebaud went on to become a world famous artist.

BY-LAWS OF NORTHERN CALIFORNIA ARTS, INCORPORATED

A California Nonprofit Public Benefit Corporation

ARTICLE I

NAME.

The legal name of this corporation is Northern California Arts, Incorporated, and must appear as such in any tax, contractual, or other official business documents. Acceptable abbreviations of the legal name, such as “Northern California Arts,” “NCA,” “NCA, Inc.,” “NorCal Arts,” or “Northern California Arts, Inc.” may be used outside of those requirements, as and when deemed appropriate.

MISSION STATEMENT.

Northern California Arts, Incorporated is a community-based organization and its sole purpose is to: 1.) encourage participation in and appreciation of the arts, 2.) provide art-oriented educational services to the community, and 3.) provide facilities that include a center for instruction and a gallery for exhibitions.

ARTICLE II

THE BOARD OF DIRECTORS.

(A) The Board of Directors shall consist of seven (7) directors and a defined number of President-appointed chairpersons each fiscal year who shall at all-times be members in “good standing,” which is defined in Article II., Section 1. The Board of Directors, Subsection (E) Removal. The Board of Directors and chairpersons shall serve for a term of one (1) year. Each director and chairperson (whether filled at the Annual Election Meeting or a vacancy filled during the current term), shall hold office until the expiration of the term for which they are elected. All directors and chairpersons have voting capacity (each with a single vote) at the scheduled Board Meetings. All shall serve without compensation or favors.

(B) A Nominating Committee of three board members shall be appointed by the President at the beginning of the new term of office in the January Board Meeting. The appointed Nominating Committee shall submit for approval a single slate of proposed Directors to the Board of Directors at the April Board Meeting. The annual election of Directors shall be held at the November General Meeting. Additional nominations may be made from the floor at the time of the annual election prior to the initial vote.

(C) The Board of Directors and chairpersons of Northern California Arts, Incorporated shall be elected by a majority vote of the members present at the Annual Election Meeting (November General Meeting) and shall continue in office one (1) year or until the next annual election. Cumulative voting shall not be permitted.

(D) Vacancies. When a vacancy occurs on the Board of Directors, other than at the end of the fiscal year, such vacancy shall be filled by a majority vote of those present at the next regular meeting of the Board of Directors. A director or chairperson elected to fill a vacancy shall hold office during the unexpired term of his or her predecessor in office and until their successor is elected.

(E) Removal. The Board of Directors shall have the power and authority to remove a Director and declare his or her office vacant if they: (i) have been declared of unsound mind by a final order of the court; (ii) have been convicted of a felony; (iii) have been found by a final order of any court to have breached any duty under Corporations Code Sections 5230 through 5239, inclusive; (iv) fail to attend three (3) consecutive regular Board Meetings which have been duly noticed in accordance with California Law; or (v) is not a member in good standing at any time. Except as otherwise provided in the preceding sentence, a director or chairperson may be removed from office prior to expiration of their term by the affirmative vote of a simple majority at a Board Meeting by written ballot where a quorum has been established.

(F) Resignation. Any director or chairperson may resign at any time by giving written notice to the corporation. Any resignation shall take effect at the date of the receipt of the notice or any later time specified in the notice; and, unless otherwise specified in the notice, the acceptance of the resignation shall not be necessary to make it effective. Any resignation is without prejudice to the rights, if any, of the corporation under any contract to which it is a party.

DIRECTORS.

Directors (or Officers) of Northern California Arts, Incorporated shall be a President, a First Vice President, a Second Vice President, a Secretary, a Treasurer; Liaison, Past President. Officers shall have powers and duties as specified herein and as may be additionally prescribed by the Board of Directors as a whole. One person may hold two or more offices, except those of President and Secretary, but no Officer shall execute, acknowledge, or verify any instrument in more than one capacity, if such instrument is required to be executed, acknowledged, or verified by two (2) or more officers. Each officer shall be appointed by the Board of Directors and voted/affirmed into their position by the general membership.

(A) President. The President shall attend and preside over all meetings (Board Meetings and General Meetings) of Northern California Arts, Incorporated. They shall have general supervision, direction, and control of the business of the corporation. In Board Meetings, the President may act as arbiter in Board Meetings in a deadlocked vote (only when a supermajority vote is not required).

(B) First Vice President. This officer shall be responsible for arranging the program calendar for the year. The First Vice President shall assume the duties and responsibilities of the President in their absence, as an interim measure.

(C) Second Vice President. This officer shall assume the duties and responsibilities of the President and First Vice President in their absence, as an interim measure. This officer shall be responsible for marketing and public relations for Northern California Arts, Incorporated and its activities.

(D) Secretary. The Secretary shall take minutes, keep records of the business of meetings (specifically, all Board Meetings and the Annual Election Meeting in November), keep the Northern California Arts, Incorporated By-Laws and all other papers and documents belonging to the organization, create and maintain a “Calendar of Events” that will include dates for Board Meetings and General Meetings, as well as key-dates for its exhibitions and other events deemed necessary for the calendar, correspond as directed and preside in the absence of both President, First Vice President and Second Vice President.

(E) Treasurer. The Treasurer shall be responsible for the corporation's funds and financial records. The Treasurer shall collect and report or supervise collection and reporting for all income and expenditures, shall establish proper accounting procedures for the handling of the corporation's funds, and shall be responsible for the keeping of the funds in such banks as approved by the Board of Directors. The Treasurer shall report on the financial condition of the corporation at Board Meetings, and at other times when called upon by the President. At the end of each fiscal year, the Treasurer shall prepare or cause to be prepared a proposed budget for the coming fiscal year, and annual report which shall, if required by the Board of Directors, be reviewed by a certified public accountant. At the expiration of the Treasurer's term of office, or upon removal, the Treasurer shall immediately deliver over to the person designated by the President all books, money and other property in their charge.

(F) Liaison for Northern California Arts, Incorporated. This position represents the interests of Northern California Arts, Incorporated and its Board of Directors to the landlords and common tenants of the Principal Office and on all matters at their monthly Board Meetings (and other meetings) where Northern California Arts, Incorporated’s presence is requested in making decisions on all matters that impact its business, membership, and occupancy in its relations with the landlords and common tenants. This position collects and dispenses pertinent information relevant to the Northern California Arts, Incorporated Board of Directors so that it may make informed decisions when conducting the business on behalf of Northern California Arts, Incorporated.

(G) Past President. This is a position who previously served the Board of Directors in the capacity of President. The purpose of this position is to be an adviser to the Board of Directors in order to maintain continuity by providing a valuable historical perspective during Board Meetings.

STANDING COMMITTEES.

The President may appoint chairpersons for the standing committees as follows: Annual Membership Show; Aspiring Artist Debut; Artist Standing Chair; or any as determined necessary.

(A) Chairpersons report directly to the Board of Directors.

(B) Chairpersons attend Board Meetings and report activities of their committees to the Board of Directors - if a decision is required that has a major impact on their committee activities and how it may affect the Northern California Arts, Incorporated membership, a vote may be taken by the Board of Directors to clarify direction.

OFFICE OF THE CORPORATION.

Principal Office. The Principal Office for the transaction of activities, affairs, and business of Northern California Arts, Incorporated is located at 5330-B Gibbons Drive, Carmichael, California 95608, and may change from one location to another by the Board of Directors, as required.

ARTICLE III

MEMBERSHIP.

Membership to Northern California Arts, Incorporated shall be open to anyone interested in the arts and established by an annual application with dues paid in advance to the Membership Chair on behalf of Northern California Arts, Incorporated.

(A) Honorary Membership or Lifetime Membership may be given to selected individuals in or out of the organization when approved by unanimous vote of the Board of Directors, which includes a waiver of an annual application and dues.

(B) Free Student Membership may be given to full-time students up to twenty-four (24) years of age, which includes a waiver of dues.

Patron is an individual, group, or firm, who donates $500 or more annually who will receive recognition in show catalogs and Northern California Arts, Inc. publications.
Sponsor is an individual, group, or firm, who donates $100 or more annually, but less than $500, who will receive recognition in show catalogs.

ARTIST STANDING.

Any Member may apply for Artist Standing by meeting the established criteria for each designation through an application process administered by the Artist Standing Chair on behalf of Northern California Arts, Incorporated. Applications for Artist Standing (Application) may be obtained at membership meetings, acquired at the Office of the Corporation, or downloaded from the official Northern California Arts, Incorporated website. All completed applications must be turned in to the Artist Standing Chair. The Artist Standing Chair reviews applications for completion of the established criteria. Once deemed complete, the Artist Standing Chair presents the completed Application and supporting documentation to the Board of Directors for approval of the Artist Standing designation. Exceptions to the criteria may be made by a petition from the Artist Standing Chair to the Board of Directors. The exception must pass by a unanimous vote from the Board of Directors at a scheduled Board Meeting.

(A) ARTIST (First Degree). Standing requirements: First, you have attended four (4) or more regular Northern California Arts, Incorporated membership meetings after becoming a member. Second, you must present proof of having five (5) different works accepted and physically displayed in five (5) separate juried shows. All shows must be approved by the Board of Directors, and none can be dated prior to the establishment of your Membership. Note: The achievements for the criteria in this level may not be reused for the criteria in the next level. Each level’s criteria are sole and separate from each other.

(B) SIGNATURE ARTIST (Second Degree). Standing requirements: You must obtain Artist (First Degree) standing prior to Application. All accompanying proof must have a later date than the last juried show supporting your Application for Artist. Second, you must have five (5) different works accepted and physically displayed in five (5) separate juried shows. A minimum of three (3) of the five (5) shows must be held outside of Sacramento County. Third, you must complete eighteen (18) hours service to Northern California Arts, Incorporated. Only members achieving Signature Artist standing are entitled to use the initials “NCA” after their signature. Note: The achievements for the criteria in this level may not be reused for the criteria in the next level. Each level’s criteria are sole and separate from each other.

(C) SENIOR SIGNATURE ARTIST (Third Degree). Standing requirements: You must obtain Signature Artist (Second Degree) standing prior to Application. All accompanying proof must have a later date than the last juried show supporting your Application for Signature Artist. A minimum of three (3) of the five (5) shows must be held outside of Sacramento County, and one (1) or more must be designated a national or international competition. All shows must have work physically displayed, and you must be able to provide evidence of display. Third, you must complete twenty-four hours (24) of service to Northern California Arts, Incorporated. Note: The achievements for the criteria in this level may not be reused for the criteria in the next level. Each level’s criteria are sole and separate from each other.

(D) MASTER ARTIST (Fourth Degree). Standing requirements: You must obtain Senior Signature Artist standing prior to Application. All accompanying proof must have a later date than the last juried show supporting your Application for Senior Signature Artist. Second, you must have five (5) different works accepted and physically displayed in five (5) separate juried shows. A minimum of three (3) of the five (5) shows must be held outside of Sacramento County and two (2) or more must be national or international competitions. Third, you must have received one (1) or more awards from one (1) or more of the juried shows you are submitting with this Application. Fourth, you must complete thirty (30) hours service. Only members achieving Master Artist standing are entitled to use the initials, “NCAMA” after their signature.

Artists who achieved Master Painter standing prior to the change of title in these By-Laws to Master Artist, shall have the option to use either title and to use either “NCAMP” or “NCAMA”.

(E) The Board of Directors shall adopt rules identifying the types of service that qualify as service hours for purposes of this section. Hours may include those worked for the Sacramento Fine Art Center activities and Northern California Arts, Incorporated. Board of Directors positions.

ARTICLE IV

DUES.

(A) The fiscal year for Northern California Arts, Incorporated begins on January 1^st and ends on December 31^st in the same calendar year.

(B) The amount of annual dues should be reviewed and voted on by the Board of Directors once annually. An amendment to the annual dues requires a majority vote of the Board of Directors and will apply the following fiscal year, starting January 1^st.

(C) A member whose dues are not paid within sixty (60) days following the due date is delinquent and shall have their membership revoked, if they fail to satisfy the entire delinquent amount within ten (10) days following a written notification by the Membership Chair. Exceptions to revocation or forgiveness of dues based on member hardship can be made by the member to the Board of Directors; an approval for the exception requires a majority vote at a scheduled Board Meeting.

ARTICLE V

MEETINGS.

(A) Regular Board of Directors meetings shall be held, at any place designated from time-to-time by the resolution of the Board of Directors. The Board of Directors shall meet regularly each month prior to the regular membership meeting. Seven (7) total combined Board Members and chairperson members vote shall constitute a quorum, with a minimum of four (4) Directors

(B) General Meetings. Regular meetings of the membership of Northern California Arts, Incorporated shall be held on the second Wednesday of each month except July, August, and December.

(C) Special meetings of the Board of Directors may be called at any time by request of the President or by joint request of four (4) members of the Board. Special Board Meetings shall be held upon four days’ notice by e-mail, first-class mail, or forty-eight (48) hours’ notice delivered personally or by telephone or in accordance with Corporations Code Section 5211.

ARTICLE VI

AMENDMENT OF BY-LAWS.

Any member may propose amendments to the Northern California Arts, Incorporated By-Laws to the Board of Directors. The Board of Directors should once annually review the Northern California Arts, Incorporated By-Laws to ensure that it remains compliant with state and federal regulations, and that it is serving the organization and its Mission Statement in an optimal manner.

Northern California Arts, Incorporated’s By-Laws may be amended by the Board of Directors with an affirmative supermajority vote of not less than sixty (60) percent of a quorum at any scheduled Board Meeting The amended Northern California Incorporated By-Laws should be made immediately available to all members by posting it to the official website and/or providing copies to members at the subsequent General Meeting.

ARTICLE VII

RULES OF ORDER.

Northern California Arts, Incorporated is a community-based organization comprised of artists from different backgrounds and experiences. The President’s responsibilities in presiding over a Board Meeting are to: 1.) ensure that Northern California Arts, Inc.’s official business is addressed, and 2.) ensure that the “tone and tenor” of all communication is civil, productive, and orderly, and 3.) ensure all directors and chairpersons engage and share a responsibility in conduct that is beneficial to Northern California Arts, Incorporated and its membership. This is not intended to eliminate spirited debate, which is vital to any good organization. It is expected that any disagreements be respectful above all and not result in verbal or physical abuse of any kind.

The President may rely on guides such as Robert’s Rules of Order, or not, but all Board Meetings must be orderly with the expectations and decisions clear to all in attendance.

ARTICLE VIII

GIFTS.

The Board of Directors may accept on behalf of Northern California Arts, Incorporated any contribution, gift, bequest, or devise, for the charitable or public purposes of Northern California Arts, Incorporated. The Board of Directors shall use such funds to accomplish the objectives specified in these By-Laws.

ARTICLE IX

INDEMNIFICATION.

(A) To the fullest extent permitted by law, Northern California Arts, Inc. shall indemnify its agents, including persons formerly occupying any such positions, against all “expenses,” judgments, fines, settlements and other amounts actually and reasonably incurred by them in connection with any “proceeding” (including an action by or in the right of the corporation, by reason of the fact that such person is or was a director or officer). The terms “agent,” “proceeding,” and “expenses,” as used in this section, shall have the same meanings as in California Corporations Code Section 5238(a).

(B) To the fullest extent permitted by law and except as is otherwise determined by the Board of Directors in a specific instance, expenses incurred by an agent seeking indemnification under this section in defending any proceeding covered by this section shall be advanced by Northern California Arts, Inc. before final disposition of the proceeding, on receipt by Northern California Arts, Incorporated of an undertaking by or on behalf of that person that the advance will be repaid unless it is ultimately determined that the person is entitled to be indemnified by Northern California Arts, Incorporated for those expenses.

(C) Northern California Arts, Incorporated shall have the power to purchase and maintain insurance on behalf of its agents against other liability asserted against or incurred by the agent in such capacity or arising out of the agent’s status as such.

ARTICLE X

DISSOLUTION OF NORTHERN CALIFORNIA ARTS, INCORPORATED.

(A) Northern California Arts, Incorporated shall use its funds only to accomplish the objectives and purposes specified in its By-Laws, and no part of said funds shall inure, or be distributed to the members of the corporation. On dissolution of Northern California Arts, Incorporated, any funds remaining shall be distributed to one or more charitable, educational or philanthropic organizations to be selected by the Board of Directors.

Approved by the membership on November 13, 2024