ARTICLE I. NAME The name of this organization shall be the Woman's Club of McLean. (WCM)
ARTICLE II. ARTICLES OF ORGANIZATION The WCM “Articles of Organization” comprise the Articles of Incorporation filed with the Commonwealth of Virginia and these bylaws, as from time to time amended. The WCM is organized under section 501(c)(3) of the Internal Revenue Code exclusively for charitable purposes.
ARTICLE III. OBJECTIVES The object of the WCM is to promote, encourage, support and cultivate the civic, cultural, educational and environmental well-being of the community through our volunteer service, and financial contributions while, at the same time, providing friendship among women.
ARTICLE IV. MEMBERS
Section 1. The membership of this club shall be in three categories: Active, Non-Resident and Sustaining.
(a) An active member shall be one who, each Club year, participates in the work of the club and attends a minimum of three (3) meetings. (b) If an Active member is unable to fulfill the requirements of membership as listed in Article IV, Section 1(a), she is to submit a letter to the Executive Board excusing herself for that year. If she is a member in good standing, she may be reinstated in the future by the Executive Board with the payment of appropriate dues. (c) A Non-resident member shall be one who lives out of state or more than (50) fifty miles outside of McLean but desires to retain membership in the Club. (d) A Sustaining member shall be one unable to fulfill the requirements of Section 1(a) but who desires to retain membership in the Club. A Sustaining member shall have been an Active member for at least two years before applying to the Executive Board for the change of status. A Sustaining member may attend meetings and participate in Club projects, but cannot vote or hold any elected or appointed office.
Section 2. A prospective new member is required to attend one (1) general Club meeting and, submit a written application for membership together with an initiation fee of ten dollars ($10) to the Membership Chairman. A member will be accepted by a two-thirds (2/3) vote of the Board of Directors and will then be asked to pay dues.
Section 3. Transfer of membership by letter from another federated women's club may be granted by the Board of Directors upon the payment of current dues. A member of another federated club may also hold membership in this Club by complying with all stated requirements.
Section 4. Resignation from the Club shall be made in writing. A member shall be reinstated upon approval of a two-thirds (2/3) vote of the Board of Directors and upon payment of current dues.
ARTICLE V. OFFICERS AND ELECTION
Section 1. The officers of WCM shall be: President, Vice President Administration, Recording Secretary, Corresponding Secretary, Treasurer, and Assistant Treasurer.
Section 2 The duties of the President shall be:
(a) To preside at all Club meetings and Board of Directors' meetings.
Section 3. The duties of the Vice President Administration shall be:
To perform the duties of the President in her absence.
To manage monthly Club Activities as Club Administrator.
To prepare the agendas for general and board meetings.
To serve as Chairman for HOBY
To appoint special committee chairs as needed.
To assist with annual reports and maintain club calendar.
Section 4. The duties of the Recording Secretary shall be: (a) To record and maintain minutes of all meetings of the Club and of the Board of Directors. To work with the VP Administration to prepare agendas for general and Board meetings
Section 5. The duties of the Corresponding Secretary shall be:
To conduct such correspondence as directed by the President and /or VP Administration.
To maintain files of the correspondence.
To collect mail weekly from the Club Post Office Box
Section 6. The duties of the Treasurer shall be:
To receive all moneys collected in the name of the Club and deposit same in the appropriate Club account in a federally insured bank approved by the membership.
To pay all bills as allocated in the approved budget upon receipt of appropriate vouchers.
To file any required Internal Revenue Service forms for the year for which she was Treasurer.
To submit a monthly statement of all receipts and disbursements at the meeting of the Board of Directors.
To read the monthly statement at the business meetings of the Club.
To bill on June 1st of the new Club year all members whose dues have not been paid by that date.
To submit Treasurer's books for audit by April 30, the close of the Club year.
To keep the organization's official membership roll and to provide copies to the President, Membership Chairman, Yearbook Chairman, Newsletter Editor, Hospitality Chairman and Fundraising Chairman.
To collect and maintain the file of annual conflict of interest policy statements by each member of the Board of Directors.
Section 7. The duties of the Assistant Treasurer shall be:
To perform the duties of the Treasurer in the absence of the Treasurer.
To assist the Treasurer in the collection of dues.
To perform the duties as Treasurer of major fundraisers.
Section 8. Officers are elected for one (1) year terms. An officer cannot be elected to serve in the same office for more than two consecutive terms except the Treasurer and Assistant Treasurer who may serve with no term limits. A member may not hold more than one office at the same time.
Section 9. The Nominating Committee consists of seven (7) members elected from the floor at the March meeting with the first named to convene the meeting of the Nominating Committee. At the first meeting of the Nominating Committee the members elect the committee chairman. The Nominating Committee publicizes the names of the nominees in the April newsletter and also reports at the April regular meeting of the Club at which time nominations may be made from the floor with prior consent of the nominee.
Section10. Nominees will be active members.
Section 11. Elections will be held at the general meeting of the Club in May. Officers will assume their duties at the close of the May Meeting.
Section 12. In the event of a vacancy in office, the Board of directors shall elect, by a majority vote, a replacement for the unexpired term, except for the office of President. The Vice President automatically will become President for the unexpired term.
ARTICLE VI. MEETINGS AND QUORUMS
Section 1. General meetings will be held on the first Tuesday of each month except during the months of July and August. Exceptions may be made by majority vote of the membership. Club meetings will be automatically canceled without notice whenever Fairfax County public schools are closed due to inclement weather or when other emergency situations occur.
Section 2. Special meetings may be called at any xtime by the President and /or VP Administration. No business may be transacted at such special meetings except that for which the meeting was called.
Section 3. One-third (1/3) of Active members shall constitute a quorum for general meetings.
ARTICLE VII. BOARD OF DIRECTORS AND EXECUTIVE COMMITTEE
Section 1. The Board of Directors will be composed of Club officers and chairmen of Standing and Special Committees as established.
Section 2. The Board of Directors shall meet monthly except during June, July and December.
Section 3. The Board of Directors shall have general supervision of the affairs of the Club, shall make recommendations to the Club and shall perform such other duties as specified in these by-laws. Board proposals that impact the entire membership shall be approved by the membership.
Section 4. Fifty percent (50%) of the members of the Board of Directors shall constitute a quorum.
Section 5. The elected officers shall constitute the Executive Committee and shall be empowered to act in emergency situations which might arise prior to the next meeting of the Board of Directors. Any action taken by the Executive Committee shall be ratified at the next meeting of the Board of Directors.
Section 6. The Executive Board shall obtain and maintain liability insurance for the Club, and shall review the adequacy of such liability insurance no less that once a year before renewal of the insurance policy.
ARTICLE VIII. FINANCE
Section 1. Expenditures up to $50.00 that are not in the Budget may be authorized by a two-thirds (2/3) vote of the Board of Directors. Any requests for funds greater than $50.00 that are not in the Budget will be referred to the Budget and Finance Committee for recommendation to the Board of Directors for discussion at the next general meeting.
Section 2. Financial obligations at no time shall exceed funds available.
Section 3. Any member responsible for collection or dispersing funds shall be bonded with the fee paid by the Club.
Section 4. The fiscal year shall be May 1-April 30.
Section 5. Upon dissolution of the Club, the assets of the Club shall be distributed as the membership may determine to one or more entities organized under 501(c)(3) of the Internal Revenue Code or corresponding section of any future federal tax code.
ARTICLE IX. COMMITTEES
Section 1. Standing Committees of the Club may be those which correspond to the departments or programs of the General Federation of Women’s Clubs of Virginia (GFWC Virginia) or those established by the Board of Directors.
Section 2. Chairmen of Special Committees shall upon invitation of the President and /or the VP of Administration, attend the meetings of the Board of Directors.
ARTICLE X. PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert’s Rules of Order Newly Revised will govern the Club in all cases to which they are applicable and in which they are consistent with these by-laws and any special rules of order the Club may adopt.
ARTICLE XI. AMENDMENT OF BY-LAWS
Section 1. These By-laws may be amended at any general meeting of the Club by a two-thirds (2/3) vote of those present who are eligible to vote, provided that the proposed amendment(s) have been presented to the membership prior to the general meeting.
Section 2. Amended By-laws and Applications of scholarship winners,( if any are chosen that year) shall be sent to the IRS when the Club files its IRS 990 Form.
Annual dues shall be sixty dollars ($60) for Active members, thirty five dollars ($35) for Non-resident members, eighty-five dollars ($85) for Sustaining members. Dues shall be payable May 1, and shall become delinquent on June 15. Members joining after January 1 shall be assessed thirty dollars ($30) for the remainder of the Club year.
Committee chairmen shall serve as chairman of the same committee not more than two consecutive terms unless a project of longer duration is involved.
Membership of the Nominating Committee shall be limited to members who have not served in the past year. The current president shall not serve on the Nominating Committee.
Minute books and other basic documents, treasurer's records, tax status records and related correspondence shall be kept permanently. Bank statements, canceled checks and related documents shall be kept for seven (7) years. Fidelity bonds, surety bonds, and insurance policies shall be retained five (5) years after expiration. Financial statements and budgets prepared internally shall be retained for seven (7) years. Correspondence including letters of resignation from the Club shall be retained for two years.
The Chairman of each committee shall be responsible for the preservation of committee records and transmittal to her successor at the joint Board meeting of outgoing and incoming officers and chairmen.
Expenses (registration, one double occupancy accommodation, registration fee, and meals listed in the CALLS from GFWC VA Northern District, GFWC VA Conventions, and GFWC VA Summer Conference) will be budgeted for annually. If a delegate prefers single occupancy, she will pay the cost.
The Board of Directors shall nominate the prescribed number of delegates to Northern District meetings and the GFWC Virginia Conventions and conference. Alternates shall be nominated at a regular meeting. The President may be a delegate to all Federation meetings.
Sunshine Committee Guidelines:
Cards sent to members who are ill.
A $50 (fifty) contribution shall be made by the Club to the memorial of the family's choice in cases of death of a member, a member’s spouse, or a member’s child. Other remembrances or contributions shall be at the discretion of the Club President and Board depending on the circumstances.
A card sent to a member whose parent or family member passes away.
General communication to the membership shall be activated by the Club President and/or VP of Administration.
The Club Roster is for members only and is not to be made available to any individual or organization outside the Club Membership. Nor should the Roster be used for a member’s own business purposes.
A Post Office Box shall be maintained as the official address of the Woman's Club of McLean. One key shall be used by the President and one by the Corresponding Secretary.
When contracting with an outside company for services, the contract should be in the name of the Woman’s Club of McLean. Committees shall collect the money for events in advance to secure their own reservations.
A Safety Deposit Box may be rented yearly to store and protect insurance policies, tax documents required to be maintained in the Club’s permanent records, and other valuable papers. One key will be kept by the President and the other by the Treasurer.
An annual audit shall be performed. A review of adherence to the conflict of interest policy shall be performed at the August Board Meeting.