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 the 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 is composed of approximately one hundred ninety artists and friends of artists.
In the late 1930's a group of ten local artists calling themselves the Ten Arts Club, met with an intention of establishing 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 the Sacramento Civilian Defense, the U.S.O., the bond drives and contributed hundreds of paintings, sketches, etchings and art works 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 went on to become well known, famous artists.
- Harry Pratt, Director of Crocker Art Museum.
- Jim Estes, 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 Tiebaud went on to become a world famous artist.
BY-LAWS OF NORTHERN CALIFORNIA ARTS, INCORPORATED
A California Nonprofit Public Benefit Corporation
1 NAME. The name of this corporation is the NORTHERN CALIFORNIA ARTS, INCORPORATED, herein to refer to NCA, Inc.
2 OFFICES OF THE CORPORATION.
(A) Principal office. The principal office for the transaction of the activities, affairs, and business of the corporation (principal office) is located at 5330-B Gibbons Drive, Carmichael, California 95608.
(B) The board of directors (board) may change the principal office from one location to another.
PURPOSE: Non-partisan and non-sectaire.
(A) To promote the appreciation of and participation in the visual arts
(B) To promote and encourage the expression of creativity through the creative arts
(C) To improve, promote, and provide art orientated educational services to the community
(D) To provide facilities for an art center and gallery for instruction, creation and display of paintings, statuary and other objects of the creative arts
(E) To promote the creative growth of our members within the community
1 MEMBERSHIP. NCA, Inc. membership shall be open to anyone interested and engaging in the arts. Yearly applications membership shall be made to the membership chair with dues.
(A) Honorary membership may be given to selected individuals in or out of the organization when approved by unanimous vote of the board of directors.
(B) Free Student membership may be given to full time students up to 24 years of age.
(C) Family membership may be given to members when more than one family member applies for membership.
(D) Eighty plus membership may be given to members who are eighty or more years old.
(1) Patron, an individual, couple, or firm, who donates $100 or more annually, will receive recognition on show catalogs and NCA, Inc. publications which carries a patron membership list
(2) Sponsor, is the same as patron except the donation is $75 or more annually, but less than $100, will receive recognition on show catalogs.
2. ARTIST STANDINGS. Any member may apply for artist standings. Applications may be obtained at meetings or be downloaded from NCA Website and returned to artist standing chair. Chair previews information for acceptability and presents completed package to the board of directors for approval.
(A) ARTIST (First Degree) standing requirements: You must have attended four or more regular NCA membership meetings after becoming a member. Second you must present proof of having five different works accepted and physically displayed in five separate juried shows. All shows must be approved by the NCA board and none can be dated prior to your NCA membership.
(B) SIGNATURE ARTIST (Second Degree) standing requirements: You must obtain Artist 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 different works accepted and physically displayed in five separate juried shows. A minimum of three of the five shows must be held outside the Sacramento county area. Third, you must complete eighteen (18) hours service to NCA. Only members achieving Signature Artist standing are entitled to use the initials “NCA” after their signature.
(C) SENIOR SIGNATURE ARTIST (Third Degree) standing requirements: You must obtain Signature Artist 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 of the five shows must be held outside the Sacramento county area, and one or more must be a national or international competition. All shows must have work physically displayed. Third, you must complete twenty-four hours (24) of service.
(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 different works accepted and physically displayed in five separate juried shows. A minimum of three of the five shows must be held outside the Sacramento county area and two or more must be national or international competitions. Third, you must have received one or more awards from one or more of the juried shows you are submitting with this application. Fourth, you must complete thirty (30) hours service.
(E) The board 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, Inc. board positions. Only members achieving Master Artist standing are entitled to use the initials, “NCAMA” after their signature.
(F) 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”.
(A) The amount of annual dues may be determined by the board of directors
(B) A member whose dues are not paid within 60 days following the due date is delinquent and shall be deleted from the membership if he or she fails to pay the entire delinquent amount within ten (10) days following written notification by the membership chairperson.
(C) The fiscal year shall run from January 1st to December 31st.
1 THE BOARD OF DIRECTORS.
(A) The board shall consist of seven (7) directors and six (6) president appointed chairpersons who shall at all times be members in good standing. The directors and chairpersons shall serve for a term of one (1) year. Each director, including a director elected to fill a vacancy or elected at a special membership meeting, shall hold office until the expiration of the term for which elected and until a successor has been elected and qualified. All directors shall serve without compensation.
(B) A nominating committee shall be appointed by the president at the beginning of the new term of office. The appointed nominating committee shall submit for approval a single slate of proposed directors to the board at the October 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 before the initial vote.
(C) The directors of NCA, Inc. shall be elected by a vote of a quorum present at the annual election meeting and shall continue in office one 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 elected to fill a vacancy shall hold office during the unexpired term of his or her predecessor in office and until his or her successor is elected.
(E) Removal. The board shall have the power and authority to remove a director and declare his or her office vacant if he or she: (I) has been declared of unsound mind by a final order of the court; (ii) has been convicted of a felony; (iii) has been found by a final order of any court to have breached any duty under Corporations Code Sections 5230 through 5239, inclusive; (iv) fails to attend three 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 may be removed from office prior to expiration of his or her term only by the affirmative vote of a majority of the members voting at a meeting or by written ballot where a quorum has been established.
(F) Resignation. Any director may resign at any time by giving written notice to the corporation. Any resignation shall take effect at the date of the receipt of that notice or any later time specified in that notice; and, unless otherwise specified in that 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.
Officers of the corporation shall be a president, a first vice president, a second vice president, a secretary, a chief financial officer (also referred to as "treasurer"); liaison, past president and such other officers as may be created by the board. Officers shall have powers and duties as specified herein and as may be additionally prescribed by the board. 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 or more officers. Each officer shall be appointed by the board and serves at the pleasure of the board.
(A) President. The president shall attend and preside over all meetings of the corporation. He/she shall have general supervision, direction and control the business of the corporation.
(B) 1st Vice President shall assume the duties and responsibilities of the president in his/her absence as an interim measure. This officer shall be responsible for arranging the program calendar for the year.
(C) 2nd Vice President shall assume the duties and responsibilities of the president and 1st vice president in his/her absence as an interim measure. This officer shall be responsible for marketing and public relations for NCA and NCA activities.
(D) Secretary shall take minutes, keep records of the business of all meetings, keep the constitution and by-laws and all other papers and documents belonging to the organization, correspond as directed and preside in the absence of both president and vice presidents.
(E) Treasurer shall be responsible for the corporation's funds and financial records. The treasurer shall collect and report, or supervise collection and reporting 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. The treasurer shall report on the financial condition of the corporation at meetings of the board 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 year, and annual report which shall, if required by the board, 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 his or her charge.
(F) Liaison to Sacramento Fine Arts Center, (SFAC) and other clubs that meet at SFAC as required. The NCA Liaison represents the NCA President on all matters at the SFAC monthly board meeting and other meetings when NCA presence is requested in making decisions that will affect NCA. Liaison collects and dispenses pertinent information relevant to NCA and other boards as necessary.
(G) Past President of NCA is an honorary position on the board to maintain continuity of the corporation and provide historical perspective during meetings.
3 STANDING COMMITTEES: The president may appoint chairpersons for the standing committees as follows: Annual Open Show, Annual Membership Show, Aspiring Artist Debut; Artist Standing Chair; Nominations Chair, Awards Chair, or as determined necessary.
(A) The chairpersons report directly to the board.
(B) Chairpersons attend board meetings and report activities of their committees to the board when a decision is required that has a major impact on their committee activities or how it may affect the general NCA membership.
(C) The chairpersons have board voting capacity.
(A) Regular board of directors meetings shall be held, at any place designated from time to time by the resolution of the board. 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.
(B) Membership meetings. Regular meeting of the membership of NCA, Inc. shall be held on the second Wednesday of each month except July, August and December. Majority present shall constitute a quorum.
(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 members of the board. Special board meetings shall be held upon four days’ notice by email, first-class mail or 48 hours’ notice delivered personally or by telephone or in accordance with Corporations Code Section 5211.
AMENDMENT OF BY-LAWS
These by-laws may be amended by the affirmative vote of a majority of a quorum at any general meeting of NCA, Inc., provided that the changes have been approved by the board of directors and that members will have been notified in advance.
RULES OF ORDER. The rules contained in Robert's Rules of Order Newly Revised or as may be amended from time to time, shall govern the corporation in all cases in which they are applicable, and in which they are not inconsistent with these by-laws, the articles of incorporation, or then existing law.
GIFTS. The board of directors may accept on behalf of the corporation any contribution, gift, bequest, or devise, for the charitable or public purposes of this corporation. The board shall use such funds to accomplish the objectives specified in these by-laws.
(A) To the fullest extent permitted by law, NCA 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 extend permitted by law and except as is otherwise determined by the board 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 the corporation before final disposition of the proceeding, on receipt by the corporation 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 the corporation for those expenses.
(C) The corporation 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.
DISSOLUTION OF NCA, INC.
(A) NCA, Inc. shall use its funds only to accomplish the objectives and purposes specified in its Constitution and By-Laws, and no part of said funds shall inure, or be distributed to the members of the corporation. On dissolution of NCA, Inc. any funds remaining shall be distributed to one or more charitable, educational or philanthropic organizations to be selected by the board of directors.