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BY-LAWS

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CHILDREN’S FOUNDATION

 

 
 

ARTICLE I

MEMBERS
Section 1 Every person qualified as a member in good standing of the GFWC Billings Junior Woman’s Club of Billings, Montana, shall automatically be a member of this foundation.

ARTICLE II

BUSINESS OFFICE
Section 1  The business office of the Foundation (as distinguished from the statutory registered in the Article of Incorporation) shall be the Marjorie C. Thompson Memorial Center at 1403 Custer Avenue, Billings, Montana.

ARTICLE III

MEETINGS OF MEMBERS
Section 1 An annual meeting of the members of the Foundation shall be held each year at the business office, or at such other place as the Officers shall designate, on the 3rd Tuesday in March, immediately following the annual meeting of the GFWC Billings Junior Woman’s Club of Billings, Montana, at which time any report of the proceedings of the Foundation shall be presented, and the members shall transact such other business as shall properly come before them.  Notice of the annual meeting of the Foundation shall be given in the same manner, time and in addition to the annual meeting notice for the GFWC Billings Junior Woman’s Club of Billings, Montana.

Section 2 Special meetings of the members of the Foundation nay be called by the President, and shall be called on request in writing by two or more of the Officers, or on demand in writing of at least ten percent (10%) of the membership of the Foundations.  Special meetings shall be held at the Business Office, or at such other place as the Officers shall designate.  Written notice of each special meeting, stating the hour and place thereof, and in general terms the business to be transacted thereat, shall be mailed to each member at her last address as shown on the books of the Foundation, postage repaid, at least five (5) days prior to the meeting.  No business shall be transacted at a special meeting except as stated in the notice sent to all members, unless by the unanimous consent of all members present.

Section 3 At any meeting of the members, one-third (1/3) of such members of record, present in person, shall constitute a quorum for all purposes.  If a quorum be present, the meeting may adjourn from day to day as determined by majority of those present, and no notice of such adjournment need be given, and any business may be transacted at the meeting originally noticed.

ARTICLE IV

OFFICERS

Section 1 The officers of the Foundation shall be a president, a vice president, a secretary and a treasurer, all of whom are the current officers of the GFWC Billings Junior Woman’s Club. The officers so elected shall serve for a term of one (1) year or until their successors are elected and installed.

ARTICLE V

DUTIES OF THE PRESIDENT

Section 1  The President of the Foundation shall preside at all meetings of the members and shall see that all orders and resolutions of the Foundation are carried into effect and generally have such duties and powers as are usually vested in the office of president of a corporation.

ARTICLE VI

DUTIES OF THE VICE PRESIDENT
Section 1 The Vice President shall be vested with all the powers required to perform all the duties of the president in her or his absence or disability and shall perform such other duties as may be prescribed by the Foundation.

ARTICLE VII

DUTIES OF THE SECRETARY
Section 1 The Secretary shall have charge of the seal, corporate books and records of the Foundation, and shall issue notices of meetings to the members thereof, shall execute and sign such instruments as required her or his signature ore attestation and shall make reports and perform any other duties incident to such office or as required by the Foundation.

ARTICLE VIII

DUTIES OF THE TREASURER
Section 1 The Treasurer shall be the custodian of all monies an securities of the Foundation, shall keep regular account of the monies and securities of the Foundation, shall keep regular account of its funds and property and shall perform all duties incident to such office or which may be delegated by the Foundation.

ARTICLE IX

CONTRACTS, CHECKS, DEPOSITS, FUNDS AND CONTRIBUTIONS
Section 1 The members may authorize any officer of officers, agent or agents of the Foundation, in addition to the officers so authorized by these by-laws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Foundation, and such authority may be general or may be confined to specific instances.

Section 2 All checks, drafts, or orders for payment of money, notes, or other evidence of indebtedness issued in the name of the Foundation, shall be signed by such officer or officers, or agent or agents of the Foundation, and in such manner as shall from time to time be determined by resolution of the members of the Foundation.  In the absence of such determination by the members of the Foundation such instruments shall be signed by the treasurer and countersigned by the president or vice-president of the Foundation.

Section 3 All funds of the Foundation shall be deposited from time to time to the credit of the corporation in such banks, trust companies, or other depositories as the members of the Foundation may select.

Section 4 Contributions, gifts, bequests, or devises to the Foundation shall be accepted only upon approval of the members of the Foundation.

ARTICLE X

AMENDMENT OF BY-LAWS
Section 1 These by-laws may be altered, amended or repealed and new by-laws may be adopted by a majority of the members of the Foundation present at any regular meeting or at any special meeting, if at least five (5) days written notice is given of such intention.

 

 
   
GFWC BILLINGS JUNIOR WOMAN’S CLUB
ORGANIZATION AND FEDERATION
 
 


The GFWC Billings Junior Woman’s Club was organized February 11, 1933. In 1934 Juniors joined the Montana Federation of Women’s Clubs, and then in 1935, the General Federation of Women’s Clubs (GFWC).  The Montana Federation is divided into six districts and Juniors is a member of District VI.  GFWC Billings Junior Woman’s Club is one of two Federated clubs in Billings.

PREAMBLE
The GFWC Billings Junior Woman’s Club of Billings, Montana, incorporated under the laws of the State of Montana on the 23rd day of September 1958, exclusively charitable as defined by section 501(c)(4) of I.R.S. Code. Juniors shall strive through the organization and its individual members to promote: an active interest in good government, civic affairs, support education, philanthropy, moral values, cultural development. Juniors shall encourage members to serve their community while promoting good fellowship within Juniors.

BYLAWS OF THE
GFWC BILLINGS JUNIOR WOMAN’S CLUB
OF BILLINGS, MONTANA

ARTICLE I
NAME
The name of the organization shall be GFWC Billings Junior Woman’s Club, Incorporated, hereafter referred to as Juniors.

ARTICLE II
PURPOSE AND POLICIES
The policies of  Juniors shall be in accord with General Federation of Women’s Clubs.

ARTICLE III
MEMBERSHIP

Section 1. Classes of Membership

Any person over the age of 18 shall be eligible to apply for membership.

  1. Active- active members are those who have completed the requirements for membership
  2. Billings Junior Woman’s Club Children’s Foundation- All members Juniors, in good standing shall be members of Billings Junior Woman’s Club Children’s Foundation.
  3. TOMS- the initials represent Tired Old Members Set.  TOMS is an inactive member in good standing. TOMS are required to pay dues, but are not required to attend meetings.  They are not able to accept chairmanships or an office in Juniors.  They are not allowed to vote or receive any benefits with the exception of the GFWC Club woman magazine as a member of Juniors.  Upon written request, a TOMS member shall be reinstated as an active member.

Section 2. Admission to Membership

  1. Eligibility- application may be made after attending one of the following: general meeting, committee meeting, or fund raiser. The application for membership shall be in writing. 
  2. Sponsors of Members- members of Juniors, in good standing, may sponsor an applicant. The sponsoring member shall be required to acquaint the applicant with the bylaws and aims of Juniors.
  3. Acceptance to Membership- the application for membership shall be acted upon by the Board of Directors (Executive Board).  Two negative votes shall defeat the acceptance of the applicant.  Upon acceptance, the applicant shall have written notice of acceptance and the amount of dues.

 

Section 3. Dues

  1. Annual dues- as stated in the standing rules
  2. Payment-  dues shall be payable on the first day of June each year.  The treasurer shall notify members by October 31 of delinquent dues.  Members whose dues are not paid by November 30 shall be removed from membership.
  3. New Members – upon acceptance of membership a new member shall be required to pay their dues within 1 month.

Section 4. Resignations 

            Any member whose dues are not in arrears may resign in good standing.  Resignations shall be made in writing to the Executive Board at least one month before dues become delinquent. Intent to resign must be signified before October 31 or the Executive Board will initiate removal procedures.

Section 5. Removal

            A member may be removed from membership by a two-thirds vote of the Executive Board.  Removal would occur due to non-payment of dues or excessive unexcused absences from meetings.  An attempt should be made to contact the member before removal action occurs.  If the member continues to indicate non-interest, the Executive Board would thus notify the member by mail stating the cause for such action.

Section 6. Reinstatement

            Any member who has resigned in good standing may apply in writing to the Executive Board for reinstatement.  Such a letter would be accompanied with payment of current dues.

Section 7. Transfers

            Transfer from another GFWC organization to Juniors may be granted upon presenting a letter of transfer, filing an application, and payment of dues.

 

ARTICLE IV
OFFICERS
Section 1. Executive Officers
The Executive Officers shall be President, Vice-President, Secretary, Treasurer and Member-at-Large.

Section 2. Nominations

            The Nomination Committee shall present a slate of candidates for the offices of President, Vice-President, Secretary and Treasurer, at the annual meeting in March of even numbered years.  Additional nominations may be made at the April general meeting.

Section 3. Elections

            Officers shall be elected at the April general meeting.  Officers shall be elected by a majority of the members present and voting.  All officers assume a two-year term.  The term of office begins June 1st of even numbered years. Special elections may be held in order to fill a vacant position.

Section 4. Duties

a.   President. The president shall be the executive officer of Juniors, shall preside at general meetings and the annual meetings of Juniors, shall be ex-officio of all committees except Nominations, a member of Budget and Finance Committee and Chairman of Executive Board. The President shall appoint a Member-at-Large and Parliamentarian for her term of office.

  1. Vice-President. The vice-president shall assist the president and shall assume the duties of the president in her absence or upon her resignation.  She shall preside at one of the general meetings, serve as secretary of the Executive Board, be a member of the Budget and Finance Committee and a member of the Membership Committee.
  2. Secretary. The secretary shall record all minutes and shall keep essential records.  She shall in a timely fashion provide copies of the minutes for the president’s file.  She shall conduct general correspondence and keep an accurate file.
  3. Treasurer. The treasurer shall be custodian of the funds; she shall present the budget to the Executive Board for approval, shall collect all dues and assessments and receive all monies.  She shall make payments in accordance with the budget.  Expenses not provided for in the budget shall be paid only upon order of the Executive Board.  She shall keep full and accurate accounts and shall prepare financial statements for the general meetings.  She shall turn over to her successor all books and financial records.  She shall be chairman of the Budget and Finance Committee and prepare the records for review by the Executive Board and a Certified Public Accountant. This shall be done at the end of each fiscal year.
  4. Member-at-Large. The member-at-large shall serve on the Budget and Finance Committee and be co-chairman of the Membership Committee.  In the event of an absent officer, other than President, the Member-at-Large shall assume the duties of that office for that meeting. In the event of a vacancy in officers except President, she shall fill that office until such times as an election is held.
  5. Appointed Officers. Appointed officers shall be made by the president and shall be concurrent with executive officers.

ARTICLE VII
MEETINGS

Section 1. Regular Meetings

            Regular meetings of the general membership shall be on the third Tuesday of each month, September through May.  There will be no December meeting.

Section 2. Annual Meeting
The Annual meeting of Juniors shall be the third Tuesday of March.

Section 3. Special Meeting
Special meetings may be called by the President or Executive Board or shall be called upon written request of ten active members of Juniors.

Section 4. Notice of Meetings

  1. Notice of the annual and general meetings shall be given by a Calling Committee selected by the President.
  2. Written notice of special meetings shall be given at least 3 days in advance.

ARTICLE VIII
BOARD OF DIRECTORS
Section 1. Members
The Board of Directors also referred to as the Executive Board will consist of the President, Vice-President, Secretary, Treasurer, Member-at-Large, and the Parliamentarian. The Officers of Juniors shall also be the Officers of Billings Junior Woman’s Club Children’s Foundation.

Section 2. Duties
The Executive Board shall be responsible for the business and funds of Juniors.  It shall present all proposed major business transactions to the membership for ratification.

 

Section 3. Meetings
The Executive Board shall hold meetings in December and June and any other month deemed necessary by the President.

Section 4. Quorum
A majority of the members of the Executive Board shall constitute a quorum (half plus one).

ARTICLE IX
COMMITTEES
Section 1.
Each committee shall appoint a secretary who shall record minutes of meetings, keep accurate files and provide copies to the committee chairman and Junior President.

Section 2. Standing Committees

  1. The Budget and Finance Committee shall be composed of the Treasurer, President, Vice-President, Past President and Member-at-Large.  It shall present a budget for approval to the Executive Board in June.
  2. Membership and Nominations Committee shall be composed of a Chairman, the Club Vice-President, Member-at-Large as Co-Chairman, and other members appointed by the President, to be concurrent with her term of office.  It shall be the duty of this committee to consider qualifications of all prospective members and to recruit and maintain membership.  It shall prepare slates of candidates for election to the elective offices of Juniors, with the exception of Member-at-Large.  It shall promote good fellowship within the club by providing social functions.  It shall perform other duties as assigned.
  3. Calling Committee shall be appointed by the President to notify all members of general and annual meetings.
  4. Building and Grounds Committee shall function as a committee of the Billings Junior Woman’s Club.  It shall be composed of Junior members appointed by the President.  It shall be responsible for maintenance, repairs, and furnishings of the property and perform other duties as assigned.

Section 3.Department Committees
Department Committees corresponding to those of the GFWC shall be composed of a chairman appointed by the president and other members as needed.

ARTICLE X
FINANCE
Section1. Fiscal Year
The fiscal year shall be from June 1 thru May 31.

Section 2. Expenditures and Reviews
The Executive Board shall be required to approve any expenditures in excess of budget allowance.  The books and accounts of Juniors shall be kept in accordance with sound accounting practices and shall be reviewed annually by a Certified Public Accountant. The Executive Board may decide at their discretion to further have a compiltion of the books.

Section 3. Bonding
The President, Vice-President and Treasurer shall be bonded in the amount determined by Executive Board.

 

Section 4. Accounts
Any two of the following executive officers may endorse, deposit, withdraw, borrow money, or enter into a contract: President, Vice-President, Treasurer. Any indebtedness incurred by the Executive Board as authorized in these bylaws shall be binding on the corporation.

Section 5. Dissolution
In the event of the dissolution of the GFWC Billings Junior Woman’s Club, its assets remaining after payment of debts and liabilities shall be dispersed to a non-profit organization of the membership’s choice.

 

ARTICLE XI
DELEGATES
Delegates and alternates to GFWC conventions and workshops shall consist of the President and Vice-President.  Other delegates shall be selected with approval of the Executive Board.

 

ARTICLE XII
STANDING RULES
In order to comply with the specific Juniors Bylaws, the Executive Board may establish Standing Rules which shall have the same force and effects as the bylaws.

 

ARTICLE XIII
AMENDMENTS
Section 1.
The bylaws may be amended by a two-thirds vote of members present and voting at any meeting of Juniors, provided the proposed amendment has been submitted to the membership prior to the vote.

Section 2.
Standing Rules may be adopted, amended, or rescinded by a two-thirds vote without previous notice or by a majority vote with such notice.

 

ARTICLE XIV
PARLIAMENTARY AUTHORITY
The proceedings of the Club shall be governed by and conducted according to Robert’s Rules of Order, Newly Revised.

STANDING RULES

 

    1. Voting at Executive Board and general meetings shall be by secret vote when the question is of such a nature that any member should hesitate to vote publicly.
    2. The Executive Board shall have authority to appropriate funds of Juniors in amounts not to exceed $500.00 over amount budgeted.
    3. Juniors shall not make financial contributions in excess of $100.00 which are not included in the budget, without a majority vote of members present at said meeting.
    4. Adjustment of expense not in the budget shall be referred to the Executive Board.
    5. The yearly membership dues are $25.00 and shall be allocated as follows: Per capita assessment for membership in General Federation of Women’s Clubs, GFWC of Montana, District VI dues, Club Woman subscription and the remaining monies will be used for the operating budget of the Club.
    6. Each active member shall be a member of one standing committee or department.
    7. Fund raising projects are to be supported by each member of Juniors and are a membership requirement.
    8. There shall be no smoking during meetings or programs.
    9. It shall be the responsibility of the general membership to read the bylaws and standing rules.
    10. The President and Vice-President shall be sent bi-annually (even years) to the GFWC International Convention. Travel (as approved by Juniors), hotel, registration, scheduled meals, and a maximum of $25.00 per diem will be paid by Juniors.
    11. Any member of Juniors is invited to attend the Western States Regional Meeting.  Their hotel, registration, scheduled meals and a maximum of $25.00 per diem will be paid by Juniors for active members.
    12. When time is of the essence, members may be polled for vote by telephone or email. All actions will be include in the committee reports at the next general meeting.
    13. Funds may not be invested in any new accounts unless approved by two-thirds of the members present and voting.
    14. The Parliamentarian shall have all rights and privileges of any other member.
    15. Any member of Juniors may attend the GFWC of Montana Board Meetings and Spring Convention.  Their registration, hotel, scheduled meals, and actual gas expense will be paid by Juniors for active members.
    16. Any member of Juniors may attend the District VI meetings.  Their registration, scheduled meals, and actual gas expense will be paid by Juniors for active members.
    17. In the interest of conserving funds, lowest airfares, car-pooling and maximum number of members in a hotel room is expected by members. Any expenses incurred by a member due to special requests or arrangements are the member’s responsibility. Members requesting special arrangements may ask the Executive Board for an exemption prior to the incurred expenses.

 

Revised 4/18/03

 
 

GFWC-Billings Junior Woman's Club
P.O. Box 20234
Billings, MT 59104-0234

 
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