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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
 
 


2009 – 2010 REVISION/ UPDATE OF BY-LAWS OF THE
GFWC BILLINGS JUNIOR WOMAN’S CLUB
ORGANIZATION AND FEDERATION
OF BILLINGS, MONTANA

HISTORY


The GFWC Billings Junior Woman’s Club was organized February 11, 1933.  In 1934, the Billings Junior Woman’s Club (BJWC) joined the Montana Federation of Woman’s Clubs; then in 1935, the General Federation of Women’s Clubs.  The General Federation of Women’s Clubs is an international organization of community-based volunteer women’s clubs.  It is also the largest and oldest non-denominational women’s organization in the world, having over 100,000 members.  GFWC Billings Junior Woman’s Club was incorporated under the laws of the State of Montana on October 1, 1958, exclusively charitable as defined by Section 501 (c) 4 of the IRS code.

PREAMBLE


The GFWC Billings Junior Woman’s Club of Billings shall strive through the organization and its individual members to promote:  an active interest in good government, civic affairs, educational support, philanthropy, moral values, and cultural development.  BJWC shall encourage members to serve their community while promoting good fellowship within BJWC.

ARTICLE I – NAME


The name of the organization shall be GFWC Billings Junior Woman’s Club, hereafter referred to as BJWC.

ARTICLE II – PURPOSES AND POLICIES


The policies of BJWC shall be in accord with the General Federation of Women’s Club.  The primary purpose of the GFWC Billings Junior Woman’s Club is to make a positive impact within our community, our state, our country, and our world.  The club is organized to foster an environment for women to work cohesively with others for the betterment of the aforementioned.  We are committed to volunteer service, personal growth, and development of lasting friendships.

ARTICLE III - MEMBERSHIP

Section 3.1 Eligibility
Any person, age 18 or older, and in agreement with the policies and purposes as stated above, shall be eligible for membership.

Section 3.2 – Types of Members
Active membership shall be the only type of membership and members shall participate in programs of GFWC.  All members of BJWC shall be members of GFWC Billings Junior Woman’s Club Children’s Foundation.

Section 3.3 Membership Procedures
1. To become a member of GFWC/BJWC requires:
    a.  A written membership form
    b.  Payment of dues as stated in the standing rules
    c.  New members to attend an orientation conducted by the membership chairman
    d.  New members to be initiated by the membership chairman

Section 3.4 - Confidentiality
 Member information should be kept confidential.  Member information may not be used for chain type letters and/or political movements that are not related to GFWC/BJWC.

Section 3.5  - Transfers 
 Transfer from another GFWC organization to BJWC may be granted upon presenting a letter of transfer, filing a membership form, payment of dues, and acceptance of BJWC’s purposes and policies.

Section 3.6 – Resignations
Any member may resign by submitting in writing her intent to the Executive Committee.

Section 3.7 – Removal
1. A member shall be removed by following Robert’s Rules of Order, Newly Revised.
2. A member is removed from membership if dues are not paid by November 1.

Section 3.8 - Reinstatement
Any member who has resigned in good standing may apply in writing to the Executive Committee for reinstatement.  Such a letter would be accompanied with payment of current dues.

ARTICLE IV – DUES AND FINANCE


Section 4.1- Fiscal Year
 The fiscal year shall be from June 1 thru May 31.  The accounts of BJWC shall be kept in accordance with sound accounting practices and shall have a compilation annually by a Certified Public Accountant. The Board of Directors may decide, at their discretion, to an audit of the books.

Section 4.2 – Dues Section
1. Dues shall be paid annually, in the specified amounts as stated in the standing rules, at the first regular meeting of each fiscal year.
2. The membership chairman shall notify members by October 15 of delinquent dues.
3. Members whose dues are not paid by November 1 shall be removed from membership.

Section 4.3 - Contributions Financial contributions from members to projects approved by the Board of Directors shall be sent to the treasurer by check.

Section 4.4 - Investments All monies held by BJWC shall be placed in accredited financial institutions selected by the Board of Directors. The entire membership shall be appraised of the selection and shall be charged with the responsibility of directing the treasurer on investing funds in accordance with BJWC objectives.  The financial institutions will report directly to the Treasurer and President.

Section 4.5 - Disbursements Disbursement of funds of BJWC shall be made by an order of reimbursement form signed by the committee chairman.

Section 4.6 - Expenditures   All purchases in excess of committee budgets shall be approved by a majority vote of the general membership.

Section 4.7 - Monies Any monies given to the treasurer must be by check.

Section 4.8 - Investments Funds may not be invested in any new accounts unless approved by two-thirds of the members present and voting.

Section 4.9 - Accounts Any two of the following executive officers may endorse, deposit, withdraw, borrow money or enter into a contract:  President, President-elect, or Treasurer.  Any indebtedness incurred by the Executive Committee as authorized in these by-laws shall be binding on the corporation in accordance with the by-laws.

Section 4.10 - Bonding The offices of President, President–elect, and Treasurer shall be bonded in the amount determined by the Executive Committee.

Section 4.11 - Disbursements/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 according to the Rules of Incorporation.

ARTICLE V – OFFICERS


Section 5.1
The Officers of BJWC shall be President, President-elect, Secretary, and Treasurer.

Section 5.2 The Officers of BJWC shall also be the Officers of Billings Junior Woman’s Club Children’s Foundation.  No person may hold more than one office.

Section 5.3 The Executive Committee of BJWC shall be President, President-elect, Secretary, Treasurer, Member-at-Large, Parliamentary Advisor, and Immediate past president. It shall be responsible for the general meetings and shall hold meetings as deemed necessary.

Section 5.4 Nominations. The Nomination Committee shall present a slate of candidates for the offices of President-elect, Secretary and Treasurer, at the annual meeting in January of even numbered years.  Additional nominations may be made at the February general meeting.

Section 5.5 Elections.  Offices of President-elect, Treasurer, and Secretary shall be elected by a majority of the members present and voting at the February general meeting of even numbered years.  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 5.6 Duties of Officers

PRESIDENT

The President shall:
1. Be the official representative of BJWC
2. Preside at all meetings of BJWC and the Children’s Foundation
3. Be an ex-officio member of all committees except Nominations
4. Serve as a member of the Budget and Finance Committee
5. Serve as Chairman of the Executive Committee, Board of Directors, and Children’s Foundation Board
6. Appoint a Member-at-Large and Parliamentary Advisor for her term of office
7. Serve on the Board of Directors of GFWC of Montana and attend all GFWC of MT meetings  
8. Report for her administration

PRESIDENT-ELECT

The President-elect shall:
1. In the absence of the President perform the duties of the President
2. Perform such other duties as may be assigned to her
3. Preside at one of the general meetings
4. Serve as a member of the Budget and Finance Committee
5. Serve as co-chairman of the Membership Committee

SECRETARY

The Secretary shall:
1. Record all minutes and shall keep essential records
2. In a timely fashion, provide copies of the minutes for the president’s file 
3. Conduct general correspondence and keep an accurate file

TREASURER
The Treasurer shall:
1. Be the custodian of all funds
2. Present the budget to the Executive Committee for approval
3. Deposit all dues and assessments and receive all monies 
4. Make payments in accordance with the budget 
5. Make payments of expenses not provided for in the budget only upon order of at least two-thirds (2/3) of the members present at a general meeting
6. Keep full and accurate accounts and shall prepare financial statements for the general meetings
7. Turn over to her successor all books and financial records 
8. Be chairman of the Budget and Finance Committee
9. Prepare the records for the Executive Committee and for compilation by a Certified Public Accountant at the end of each fiscal year




ARTICLE VI - APPOINTED POSITIONS

Section 6.1 MEMBER-AT-LARGE
The Member-at-large shall:
1. Serve on the Budget and Finance Committee
2. Be co-chairman of the Membership Committee 
3. In the event of an absent officer, other than President, assume the duties of that office for that meeting
4. In the event of a vacancy in officers except President, fill that office until such times as an election is held

Section 6.2 PARLIAMENTARY ADVISOR – Appointed Officer
The Parliamentary Advisor shall have all rights and privileges of any other member.

ARTICLE VII – MEETINGS


Section 7.1 Regular Meeting - 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 7.2 Annual Meeting - The Annual meeting of BJWC shall be the third Tuesday of January. 

Section 7.3 Special Meeting - Special meetings shall be called by the President, Board of Directors, Executive Committee, or upon written request of ten members of BJWC.

Section 7.4 Cell Phones - Cell phones shall be turned off or set on vibrates during the meeting.  Members should excuse themselves for any cell phone use. 

Section 7.5 Notice of Meetings
1. Notice of the annual and general meetings shall be given by the Calling/Communication Committee selected by the President
2. Notice of special meetings shall be given at least three (3) days in advance

ARTICLE VIII - BOARD OF DIRECTORS

Section 8.1 The Board of Directors consists of fourteen (14) members including the elected officers of GFWC Billings Junior Woman’s Club (president, president-elect, secretary, and treasurer), Department Chairmen (including but not limited to Arts, Conservation, Education, Home Life, International Affairs, Public Affairs), Immediate Past President, Member at Large, Parliamentary Advisor, and two or more appointed members.
The President of the GFWC Billings Junior Woman’s Club by virtue of the office shall be Chairman of the Board of Directors.
Officers shall by virtue of their office be members of the Board of Directors.
Officers of BJWC shall also be the Officers of the BJWC Children’s Foundation.

Section 8.2 Duties The Board of Directors shall be responsible for the business and funds of BJWC.  It shall present all proposed major business transactions to the membership for ratification.

Section 8. 3 Meetings The Board of Directors shall hold two (2) meetings per year and others as deemed necessary by the President.

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

ARTICLE IX - COMMITTEES

Section 9.1 Each committee shall submit a written report prior to, or at each regular meeting to the President and Secretary, and shall keep accurate files of their budget and volunteer hours. Committee chairmen shall submit an end-of-the-year report to the Executive Committee.

Section 9.2  Standing Committees
a.  The Budget and Finance Committee shall be composed of the Treasurer, President, President-elect, Past President, and Member-at-Large. It shall present a budget for approval to the Board of Directors at a special meeting in June. This is one of the two yearly meetings.

b. The Nominations Committee shall be composed of the President-elect, and other members appointed by the President, to be concurrent with her term of office.
1. It shall prepare a slate of qualified candidates for election to the elected offices of BJWC.
2. The slate of candidates will be presented at the January meeting in even numbered years.

c.  The Membership Committee shall be composed of the President-elect (Co-Chairman), the Member-at-Large (Co-Chairman), and other members appointed by the President, to be concurrent with her term of office.
The Membership Committee shall:
1. As their duty, recruit prospective members
2. Promote good fellowship within the club by providing social functions
3. Maintain membership
4. Provide orientation and initiation to each new member
5. Perform other duties as assigned

d. The Communications/Public Relations Committee shall be appointed by the President to notify all members of general and annual meetings. When appropriate, they will notify publications of GFWC/BJWC meetings and events.

e. The Building and Grounds Committee shall:
1. Function as a committee of BJWC
2. Be composed of a chairman and other members appointed by the President
3. Be responsible for maintenance, repairs and furnishings of the property, and perform other duties as assigned

Section 9.3 Department Committees Department Committees corresponding to those of the GFWC shall be composed of a chairman appointed by the President and no fewer than three members.

ARTICLE X - DELEGATES

Delegates and alternates to GFWC conventions shall consist of the President and President-elect.  Other delegates shall be selected with approval of the Executive Committee.

ARTICLE XI - STANDING RULES

 In order to comply with the specific BJWC By-Laws, Standing Rules may be established, which shall have the same force and effects as the bylaws.

ARTICLE XII - AMENDMENTS

Section 1. The By-laws may be amended by a two-thirds vote of members present and voting at any meeting of BJWC, provided the meeting date and proposed amendment(s) have been submitted in writing to the membership prior to the vote.
Section 2. Standing Rules may be adopted, amended, or rescinded by a two-thirds vote of those present at a regular meeting, without previous notice or by a majority vote with such notice.

ARTICLE XIII 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. It shall be the responsibility of the general membership to read the by-laws and standing rules.

 2. Voting at Board of Directors, Executive Committee, and general meetings shall be by secret vote when the question is of such a nature that any member would hesitate to vote publicly. 

3. The Executive Committee shall have authority to appropriate funds of BJWC in amounts not to exceed $500.

4. BJWC shall not make financial contributions in excess of  $250, which are not included in a committee’s budget, without a majority vote of members present at said meeting.

5. Funds used within a committee shall be agreed upon by a majority of the committee members. Individual committees may raise their own funds above and beyond those budgeted as deemed necessary.

6. No committee can move their funds to another committee’s project without the approval of the general membership.

7. Specific committee proposals or projects not initially outlined in the budget that request the support of the entire membership, will be presented in writing to the general membership for approval.

8. The yearly membership dues are $35 and shall be allocated as follows: Per capita assessment for membership in General Federation of Women’s Clubs, GFWC of Montana, GFWC of Montana Eastern District dues, GFWC Clubwoman Magazine subscription, and the remaining monies will be used for the operating budget of BJWC.

9. Each member is encouraged to be a member of one standing committee or department.

10. The newly installed President shall be sent bi-annually (even years) to the GFWC International Convention. BJWC will pay registration and official meals during meeting days. Travel as approved by BJWC will be paid by BJWC. The hotel room will be paid at one-fourth (1/4) the convention room rate by BJWC.
10a. In the event the President is unavailable; the President-elect shall be considered the 1st alternate.  If neither is available, a delegate representative will be chosen by the general membership.

11. Members of BJWC may attend the GFWC International Convention, Western States Region Conference, GFWC of Montana Board of Director’s Meeting, GFWC of Montana Spring Convention, and GFWC Eastern District Convention.
11a.  BJWC will pay registration and official meals for these conventions, conferences, and meetings.  All other costs are at member’s own expense.  
11b. Members will be reimbursed after attendance at the conventions, conferences, or meetings.

12. All reimbursement requests must be submitted to the treasurer on the correct form with receipts attached within 90 days.  No reimbursements will be paid without correct documentation.

13. When time is of the essence, members may be polled for vote by telephone or email. All actions will be included in the committee reports at the next general meeting.

14. 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.


Dated:   February 16, 2010_

GFWC Billings Junior Woman’s Club Officers:

President___________Gayle Carter_________________________________________
President-elect______Florence Diede________________________________________

Treasurer__________Linda Hertoghe____________________________________

Secretary-------------__________Linda Altwine______________________________________
GFWC Billings Junior Woman’s Club By-Laws Committee:

Janet Cole                        Anne Henson________________________

Florence Diede                                  Susan Macartney_____________________

Linda Hertoghe                    Gayle Carter_________________________

Karen Durfey                        Linda Altwine_______________________





Revised 2/16/2010

 
 

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

 
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