ARTICLE I – NAME

The organization shall be called GFWC Woodbridge Woman’s Club, Inc.  It is affiliated with the General Federation of Women’s Woodbridge Clubs.

ARTICLE II – OBJECTIVE

The Woodbridge Woman’s Club organization is organized exclusively for charitable, religious, educational and scientific purposes, including for such purposes, the making of distributions to organizations under Section 501 © (3) of the Internal Revenue Code (or the corresponding section of any future Federal tax code)

ARTICLE III – PURPOSE/MEMBERSHIP

Section 1    The purpose of this non-profit organization shall be that through volunteering, members provide service to the community, have an opportunity to develop skills, exchange ideas and form lifelong friendships.  Any woman interested in the purpose for which the club is organized shall be eligible for membership.

Section 2   An applicant for membership must be sponsored by one member of the club.  After she has attended two meetings or a meeting and an approved function her application will be presented by the Membership Chairwoman to the Executive Board.  A ballot vote of the Executive Board will be taken; three negative votes by the Board shall constitute ineligibility.  Following approval or disapproval by the Executive Board, the Membership Chairwoman shall notify the applicant and have the new member added to the official Club roster.

Section 3   Any member in good standing of another GFWC Club wishing to transfer her membership to the GFWC Woodbridge Woman’s Club, Inc., may apply to become a member.  Dues cannot be transferred.

Section 4   It is the duty of each member to:

· Attend as many meetings as possible.Take an active part in the work of the club.

· Serve actively in Club Departments and projects.

· Accept Chairwoman positions, if possible, when asked.

· Pay annual dues.

· Support fund-raisers, and other Club projects.

Section 5   Any member desiring to withdraw her membership shall notify the Secretary.  No part of the dues is refunded.

ARTICLE IV – OFFICERS

Section 1   The Elective Officers shall be:  President, Vice President, Secretary, Treasurer (the registered agent for the corporation); who shall be elected in March.

Section 2   The President and Vice President shall have experience as an Executive Board member or Chairwoman of a project, or Chair responsibilities of a similar Club.

Section 3   The Nominating Committee shall be composed of three members.  One member shall be elected by the Executive Board and two members shall be elected from the floor at the January General meeting.  The committee shall present at the February meeting the slate of nominees.  Additional nominations may be made from the floor at the March meeting providing the nominee has given consent.

Section 4   Election of officers shall be by ballot and a majority of present votes shall constitute election, providing a quorum is present.  If there is but one candidate for any office the election for that office or offices may be by a voice vote.  Officers shall be elected at the March meeting and installed at the April meeting.

Section 5   Duties of the Officers: The President shall appoint the Parliamentarian, Chaplain, and all Departments and projects Chairwomen at her discretion except the Nominating Committee; presides at all General Membership and Executive Board meetings and have supervision over the affairs of the Club.  She shall be ex officio of all departments, projects and committees, except the Nominating Committee.

The Vice President, in the absence of the President, shall perform the duties of the President and shall be the Chairwoman of the Programs Special Projects.  She shall also be Chairwoman of the Membership Special Project and keep a correct roll of the Club’s members, present new members with membership book, flower and GFWC Pin.  She shall conduct the new member induction ceremonies.

The Secretary shall keep a true record of all minutes and records of all General Membership, Executive Board and special meetings of the club, including attendance, in books provided for that purpose.  A copy of the minutes shall be provided to the Club Officers ten days following the General Membership and Executive Board meetings.

The Treasurer, as registered agent for the Club, shall collect all dues and funds belonging to the Club, conduct its banking business and pay approved bills.  She shall keep an itemized account of receipts and expenditures.  She shall present a financial statement at the monthly General Membership and the Executive Board meetings, a copy of which goes to the Secretary at the meeting.  She shall notify, by letter, members of delinquent dues by November 1^st.  She shall prepare and maintain an annual budget and assist in the annual audit of Club financial records.  In the absence of the President and Vice President, the Treasurer shall perform the duties of the President.

ARTICLE V – EXECUTIVE BOARD

Section 1   Members shall be officers of the club, chairwomen of departments or projects, and the appointed parliamentarian and chaplain.

Section 2   The Executive Board shall have supervision over all affairs of the club.  It shall meet the last Monday in August and the first Monday in October through May.  It shall be vested with the power to conduct the general affairs of the club between regular meetings.  Five members, in good standing shall constitute a quorum for the transaction of business.

Section 3   The Executive Board may make contracts not in excess of $75.00 without prior approval of the general membership, but such action must be reported at the next general meeting.

Section 4   In the event that any elective office becomes vacant the Executive Board shall appoint a successor to such office to serve for the unexpired term.

Section 5   Special meetings of the Executive Board may be so called by the President or by three members of the Executive Board at any time.  No business may be transacted at such special meetings except that for which the meeting was called.  Executive Board members may be removed for sufficient cause.

ARTICLE VI – DEPARTMENTS/PROJECTS

Selected Departments and Projects shall be determined by their correlation with the existing Northern Virginia District Handbook.  The President shall appoint chairwomen of all departments and projects except the Nominating Committee. Projects may be established or dissolved at the discretion of the President or the Executive Board.

ARTICLE VII – DUES

The dues shall be according to the amount stated in the Standing Rules, and will be collected by the Treasurer.  The dues are payable each year at the May General Meeting.  A member failing to pay such dues by November 1^st shall be notified by the Treasurer that she is delinquent.  Failure to make payment within sixty days from date of notification shall constitute forfeiting one’s membership. May is considered the first month of the Club year.

ARTICLE VIII – MEETINGS

The General Membership meeting of the Club shall be held monthly except June, July and August on the third Monday of each month unless otherwise designated by the Executive Board.  The annual meeting of the Club year shall be the April meeting.

ARTICLE IX – VOTING

Section 1   Twelve members, in good standing shall constitute a quorum for General Membership meetings.

Section 2   Members, in good standing may vote by proxy only on business requiring thirty days notice.

ARTICLE X – PARLIAMENTARY AUTHORITY

Robert’s Rules of Order. Newly Revised, shall be the authority in all questions not covered in the Bylaws.

ARTICLE XI – AMENDMENTS

These Bylaws may be amended, adopted or repealed at any General Membership meeting by a two-third vote of the members present, except for the vote by proxy, notice of such having been given thirty days prior.

ARTICLE X11 - DISSOLUTION CLAUSE

Upon the dissolution of this organization, or in the event the organization no longer qualifies as a 501 © (3) organization, the assets shall be distributed for one or more exempt purposes within the meaning of section 501 © (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.

ARTICLE XIII – 501 © 3 REQUIREMENTS

As stated in Club Articles of incorporation Amended 5 July 2010:

a. Said organization is organized exclusively for charitable, religious, educational, and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501 (c) 3 of the Internal Revenue Code, or corresponding section of any future federal tax code.

b. No part of the net earnings of the organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purpose set forth in the purpose clause hereof.  No substantial part of the activity of the organization shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the organization shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.  Notwithstanding any other provision of this document, the organization shall not carry on any other activities not permitted to be carried on:

i. By organization exempt from federal income tax under section 501 (c) 3 of the Internal Revenue code, or corresponding section of any future federal tax code, or

ii. By any organization, contributions to which are deductible under section 170 (c) 2 of the Internal Revenue Code, or corresponding section of any future federal tax code.

Adopted p 1965

Amended – November 1982

Amended – March 1987

Amended – April 1991

Amended – September 1995

Amended – October 2004

Amended – October 2007

Amended - May 2009

Amended - September 2010

STANDING RULES

1. General Membership meetings shall begin 1:00 p.m., except for those designated to begin earlier by the Executive Board. Dress is business casual.

2. Each active member shall have the privilege of sponsoring potential members.

3. Flowers or charitable donations shall be sent in the event of death of a Club member.  Cards will be sent on other occasions.

4. When a Club member is very ill she will receive a card and a visit from a Club representative.

5. The GFWC Woodbridge Woman’s Club Inc. will not participate in any door-to-door campaign as an organization.

6. Membership dues will be $35.00 for the Club fiscal year.  For any member joining after the start of the current club year dues will be prorated over the club year.

7. Attendance at special Club functions shall be considered toward membership requirements.

8. These Standing Rules may be revised at a General Membership meeting by a majority vote.

THINGS TO KNOW

1. Members may attend Northern District Meetings.

2. Members volunteer for community service.

3. Annual dues are collected in May of each Club year.

4. GFWC WWC Club song is America the Beautiful, Club flower is the red rose, Club colors are blue and gold, Club motto is “Service and Friendship”.

5. GFWC WWC Club members save the following items to contribute charities and organizations: pennies, stamps from white envelopes, toiletries, Campbell soup labels, Box tops for Education labels, yarn for the Senior Center and used or unopened medicine for overseas missions.

6. GFWC WWC Charter members are June Randolph, Francis Tyrrell and Virginia Hetrick.

7. GFWC WWC newsletter is distributed five (5) times per year, prior to General Membership meetings, Sept., Nov., Jan., March, and May.  Special newsletters may be published as required.

8. Club members share hostess duties at one General Membership Meeting during the Club year.

RESPONSIBILITIES OF MEMBERSHIP

Membership in an organization carries with it obligations and responsibilities.  Each member should read and understand the bylaws which serve as a contract between the member and the organization.  The following rules and responsibilities are common to members of organizations and also apply to members of a GFWC Club.

1. To pay dues and other financial obligations promptly.

2. To attend the meetings with reasonable regularity and to be prompt.

3. To contribute one’s talents to the organization through service in Club Departments and projects and with active participation in the work of the Club.

4. To accept and uphold the will of the majority and to respect the rights of the majority.

5. To promote the object and purpose of the club.

6. To perform faithfully all assigned duties and when that is impractical, ask to be excused.

7. To weigh carefully the pros and cons of controversial subjects and to express an opinion during the meeting and not after the decision is made. Support Club decisions.

8. To exercise the privilege of voting.

9. To refrain from whispering and causing other disturbances during the meeting.

10. To refrain from discussing the club business outside the meeting.

11. Remain until meeting is declared adjourned by the chair.

12. Refrain from criticism of speakers and members who have accepted responsibilities.

13. To refrain from all but constructive criticism.

14. Enjoy your membership with enthusiasm.

Updated 2010