Constitution and Bylaws

ROXBURY-BRIDGEWATER GARDEN CLUB

Founded in 1916 as the Roxbury Garden Club with ten members

Reorganized as the Roxbury-Bridgewater Garden Club in 1921

Federated in 1928

ROXBURY-BRIDGEWATER GARDEN CLUB CONSTITUTION

ARTICLE I

The name of the Club shall be the Roxbury-Bridgewater Garden Club.

ARTICLE II

The objectives of the Club are to stimulate interest in gardens; to protect and improve our natural environment; to promote sustainable landscape and gardening practices; to educate and advocate for conservation in the community; to participate in the art of floral arrangement; and to enjoy the companionship of fellow members.

ARTICLE III

Membership and Dues

Section 1: There will be four categories of membership: Provisional, Active, Sustaining, and Honorary. Lifetime membership is granted by the Federated upon application.

Section 2: A member is considered Provisional during the twelve months following their first meeting after they have paid their dues. After this twelve month period the Board of Directors along with the Membership Chair will review the attendance and participation of the new member and vote to transfer that member to Active member status. A provisional member who fails to attend and participate during the twelve month period, baring unforeseen circumstances, will be dropped from the membership roster.

Section 3: Active and Provisional members shall pay dues each year and are expected to participate on a regular basis in all the varied activities of the Club and be willing to take on a job assigned to them.  Any Active member who is non-participating without cause may be placed in the Sustaining category on a recommendation of the Board.

Section 4: Members may become Sustaining at their own request after five years of Active membership unless they request an exception from the Board of Directors. A sustaining member shall pay dues each year. It is hoped they will participate as fully as their time and health allows.  A sustaining member does not have the right to vote.

Section 5: Honorary membership shall be unlimited.  It will be comprised of persons who have made outstanding contributions to the Club.  Honorary members will be proposed by the Board of Directors and will be voted on by the membership.

Section 6: A membership chairman, appointed by the President, accepts all applications, verbal and written, and refers this provisional member to the Board of Directors after twelve months*

*note-the Board of Directors previously voted to accept or decline new members at the onset (at the direction of the Constitution)

Section 7: All efforts will be made to keep the dues moderate.  The dues will be payable
September 1
st and anyone who is delinquent in paying dues by January 1st will be dropped from the Club membership.  One half year’s dues will be charged for those joining the Club after March 1st.

ARTICLE IV

Resignations

Written resignations are to be sent to the Membership Chairman or the Treasurer.

ARTICLE V

Directors

Section 1: The Board of Directors shall consist of the Officers of the Club plus three members elected from the active membership to serve for three years. One director shall be elected in June of each year to succeed the one whose term expires. The new director shall take office in September. The President automatically becomes the Chairman of the Board. Should a vacancy occur, the Board of Directors will fill such vacancy for the unexpired term.

Section 2: Each retiring President will serve as an ex-officio member of the Board without vote for one year from the conclusion of her term.

Section 3: If any director is absent from the Board meetings without just cause for three consecutive regular meetings, the director will be replaced by the Board of Directors from the active membership list.

Section 4: The Board of Directors will draft a budget including dues amounts for approval by the membership, all expenditures beyond budget allowances must be approved first by the Board of Directors. This budget is to be presented to the membership each January for input and a vote.

Section 5: Board of Directors makes the final decision on monies spent beyond budget. The chain of responsibility is as follows:

Committee members are to clear purchases with the chairs of their committee;

The committee chair submits all receipts to the treasurer in a timely manner.,

The treasurer informs the Chair of any pending overages .

The treasurer keeps the Board of Directors informed.

ARTICLE VI

Officers

The directors will vote in June on the slate presented by the nominating committee (which shall have been appointed in April) to elect a President, Vice President, Treasurer, Recording Secretary, and a Corresponding Secretary.

The directors will then recommend this slate for the approval of the membership at a general meeting in June, at which time nominations will be accepted from the floor and a slate voted on. These elected officials shall not take formal possession of the offices until January 1st.

No officer shall be elected for more than two consecutive terms except for the position of treasurer. A term consists of 2 years.

ARTICLE VII

Meetings

Section 1: The Club will meet on the second Thursday of each month unless otherwise specified. The Board of Directors will meet each month on a day preceding the general membership meeting, the date to be selected by the president.

Section 2: Any last minute pre-meeting changes to the planned agenda of the monthly meeting shall be brought to the attention of the President or Vice President prior to the commencement of the meeting. Committees are responsible to report to the President or Vice President monthly, at least one week prior to the meeting date.

ARTICLE VIII

Amendments

This Constitution may be amended at any regular meeting by a two-thirds vote of the members present, provided that members are notified one week prior to the meeting. The Constitution and Bylaws are to be reviewed every five years to determine if they are still relevant and applicable.

ARTICLE IX

Activities

The activities of the Club shall be so restricted that they shall not be used or operated for private profit and no profit of the Club shall inure to the private profit of any member or special group.

No part of the activities of the Club shall consist of carrying on propaganda, lobbying, or otherwise attempting to influence legislation except as incidental to the Club’s stated purpose.

ARTICLE X

Dissolution

Upon the dissolution of the Club, the Board of Directors shall, after paying or making provisions for the payment of all liabilities of the Club, dispose of the assets of the Club to such organization or organizations that are organized and operated exclusively for charitable, educational or scientific purposes, provided they qualify as an exempt organization under the Internal Revenue Code, as the Board of Directors shall determine.

Any such assets not disposed of by the Board of Directors shall be disposed of by the Court having jurisdiction of dissolution in the county in which the Club is located, such disposition being to organizations qualifying as exempt charitable, educational, or scientific organizations under the Internal Revenue Code. (Revised September 2000)

ROXBURY-BRIDGEWATER GARDEN CLUB BYLAWS

ARTICLE I

Duties of Officers

Section 1: The President will preside at all meetings of the Club and of the Board of Directors and will be an ex-officio member of all committees. The President shall have authority to appoint committee chairmen and shall receive notice of all committee meetings.

Section 2: The Vice President will assist with the duties of the President. The Vice President will assume the duties of the President in the absence of the President.

Section 3: The Recording Secretary will keep minutes if all meetings of the Club and of the Board of Directors, and keep a continuing list of resolutions. The Recording Secretary will send minutes to club members prior to the next meeting.

Section 4: The Corresponding Secretary will conduct all correspondence of the Club, including internet contacts. The Corresponding Secretary will have charge of the books and papers of the Club other than the Treasurer’s books. This person is the contact email address for Federated notices and emails.

Section 5: The Treasurer will collect, hold and pay out the funds of the club as directed by the Board of Directors, and will keep accurate books of accounts, which will at all times be open for inspection by the Board of Directors. The Treasurer will give prompt notification of new officers to the bank, Federation, and other necessary agencies.

Section 6: A financial review shall be requested annually after January 1st by the Board of Directors. The financial review will be available for inspection by anyone desiring to see it. The Treasurer will present the report to the Board at the earliest opportunity.

ARTICLE II

Nominations and Elections

Section 1: A Nominating Committee will be named in April consisting of three members, one of whom will be appointed by the President and who becomes Committee Chairman, one elected by the Board of Directors, and one by the Club.

Section 2: The Nominating Committee will recommend a slate of two to five directors to the Board of Directors for approval. The slate will then be voted on at the regular membership meeting in June.

Section 3: The Nominating Committee will also present a slate of officers to the Board for approval. This slate will be voted on by written ballot at the regular membership meeting in June and will be installed in December.

ARTICLE III

Reports

All officers and chairmen of committees will present written reports to the President and members of the Board in September. The reports will be available for inspection by the membership.

ARTICLE IV

Quorum

Five members will constitute a quorum at the meeting of the Board of Directors. Eleven members will constitute a quorum at the regular monthly meeting, and fifteen members will constitute a quorum at the annual meeting.

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