General Federation of Women's Clubs New Hampshire

Bylaws

CONSTITUTION AND BYLAWS OF THE GENERAL FEDERATION OF WOMEN’S CLUBS – NEW HAMPSHIRE

ARTICLE I – Name

The name of this organization shall be GENERAL FEDERATION OF WOMEN’S CLUBS – NEW HAMPSHIRE.

ARTICLE II – Object/Mission

The purpose of this organization shall be to bring together all General, Junior, and Juniorette Clubs in New Hampshire for cooperation and mutual helpfulness, and to promote the highest interest of the community and of the State.;  it shall be charitable as defined by Section 501(c)(3) of the Internal Revenue Code.

ARTICLE III – Membership

Any organization of New Hampshire women whose objects are in accord with the purpose of the Federation  is eligible for membership.

ARTICLE IV – Officers

Section 1.  The officers of this organization shall be a President, a President-elect, a Vice President a Recording Secretary, a Corresponding Secretary, and a Treasurer.

Section 2.  The Executive Committee shall consist of the six officers named above.

Section 3.  There shall be a Board of Directors comprising the Executive Committee, Past State Presidents, District Directors, Chairmen and members of Community Service Programs, and Chairmen and members of Standing and Special Committees.

Section 4.  District Directors shall be elected from each of the various sections of the State, the Clubs having been divided into three Districts by the Board of Directors.

ARTICLE V – Annual Meeting

The Annual Meeting shall be held, preferably in May of each year, the place and date to be determined by a vote of the Board of Directors.

ARTICLE VI – Amendments

This Constitution may be amended at any business meeting or adjourned session thereof by a two-thirds vote of qualified delegates, a quorum being present.  Notice of the proposed amendments shall be given, in writing, with the Official Call of the meeting.

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BYLAWS

ARTICLE I – Membership

Section 1. Any club desiring to join the Federation shall make application to the Chairman of the Membership Committee. (a)  The application must be accompanied by a set of bylaws and objectives of the club that must be approved by the Executive Committee. (b) These objectives must show that: (1) the club requires no sectarian or political test for membership; (2) it is not a secret society; (3) it does not tolerate whether by teaching or practice any violation of State and National law;  (4) it agrees to the Constitution and Bylaws of the General Federation of Women’s Clubs – New Hampshire.  (c) Per Capita dues must accompany the application.  (d) Clubs shall be admitted to membership by vote of the Board of Directors.  (e) The cost of the GFWC-NH liability insurance for a new club will be waived for the year in which the club is established and the following year.

Section 2.  Any club desiring to withdraw from the Federation (a) must announce that a vote will take place at a designated meeting;  this announcement must be made at the preceding meeting and in a mailing to every member at least one month prior; this announcement must also be made to the State President and to the State Membership Chairman;  (b) must have a 2/3 affirmative vote to do so from all club members;  the  vote shall be taken by paper ballot and each member shall sign her ballot; a vote by mail shall be allowed for those members physically unable to attend the meeting at which the vote will take place;  (c) shall submit a written resignation to the State President;  (d) shall submit a copy of the minutes of the meeting at which the vote to withdraw took place showing that a 2/3 vote was taken and include the numbers listed in the minutes both for and against.  If at least 5 or more members choose to remain a federated club, and they are willing to be the basic responsible officers of the club, they shall retain all the rights and privileges to the name and property of the club including funds, and they shall remain the federated club.

Section 3.  A club which has lost membership in Federation through non-payment of dues, or for reasons other than resignation, may be readmitted to membership only by application and election as a new club.

Section 4.  (a) Clubs whose membership is composed of women who belong to the General organization shall be classified General Clubs.  (b) Clubs who membership is composed of women who belong to the Junior organization shall be classified as Junior Clubs.  (c) Clubs whose membership is composed of young women in grades 7 through 12 sponsored by a General Federation of Women’s Clubs – New Hampshire club shall be classified as Juniorette Clubs.  All clubs shall hold active membership and may participate in the regular program of the State and General Federation.

Section 5.  Members-at-Large shall be for persons interested in retaining membership in GFWC and in GFWC-NH after their club has disbanded or has withdrawn membership from GFWC-NH, or becoming a GFWC and GFWC-NH member where no Federated club exists in their community.  Women shall submit application to the GFWC-NH Membership Chairman with accompanying dues.  Action on application will be taken at the next GFWC-NH Executive Committee Meeting upon recommendation of the GFWC-NH Membership Chairman.  A Member-at-Large may serve as a member or chairman of a service program or committee.

Section 6.  There shall be one statewide Member-at-Large Club.  All those with member-at-large status shall be members of the Member-at-Large Club.  Coordination for dues for this club shall be the responsibility of the State Membership Chairman and the State Treasurer.  This club shall not be assigned to a specific district but shall have the same rights and responsibilities as other GFWC-NH clubs with a focus of encouraging its members to form new clubs in their local communities where possible.

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Section 7.  (a) There shall be a support group to GFWC-NH known as Boosters.  This group may include spouses of active members and/or any individual interested in providing volunteer or financial support to this organization.  (b) A donation of $10.00 per year shall be paid to the GFWC-NH Treasurer by November 15th of a given year.  Boosters may join at any time during the year.  (c) Boosters are intended to be supporters of GFWC-NH.  They have no required responsibilities or membership benefits.

ARTICLE II – Duties of Officers, Directors, and Executive Committee

Section 1.  It shall be the duty of the President to: (a) preside at all meetings of the Federation, the Board of Directors, and the Executive Committee; (b) arrange for the place and date of Federation business meetings with  the approval of the Board of Directors;  (c) issue, with the Corresponding  Secretary, the Call to business meetings and to regular and special meetings of the Board of Directors; (d) establish dates of the District meetings; (e) approve all programs of work; (f) be a signer on any and all GFWC-NH financial accounts, sign all vouchers and documents, and have general oversight of Federation work;  (g) serve as ex-officio member of all committees except the Nominating Committee; (h) appoint a parliamentarian;  (i) prepare and deliver an annual report; (j) call special meetings of committees when necessary;  (k) take a vote of the Executive Committee by telephone in an emergency;  (l) represent the State Federation in the General Federation of Women’s Clubs;  (m) serve a two-year term of office from the adjournment of the Annual Meeting in May at which she is elected until the close of the Annual Meeting in which her successor is elected;  (n) appoint an Internal Financial Review Committee of three members;  (o)  perform such other duties as are applicable to the office.

Section 2.  It shall be the duty of the President-elect to:  (a) perform the duties of the President in her absence or inability to serve, and in the case of a vacancy in the office of president, the President-elect shall fill the vacancy;  (b) serve as the Dean of District Directors;  (c) complete the work of the Administration in which she serves as President-elect.  After the Fall Meeting in the odd-numbered year, she is authorized to plan and prepare the program for her administration, including the selection of club members necessary to carry out the program; (d) prepare a written report for the Annual Meeting;  (e) perform such other duties as are applicable to the office.

Section 3.  It shall be the duty of the Vice President to: (a) perform the duties of the President-elect in her absence or inability to serve; (b) serve as Dean of Community Service Programs; (c) prepare a written report for the Annual Meeting; (d) perform such other duties as applicable to the office.

Section 4.  It shall be the duty of the Recording Secretary to: (a) keep a correct record of all meetings; (b) prepare a written report for the Annual Meeting; (c) have the minutes accessible at all reasonable times and places as they are the property of the Federation; (d) perform such other duties as are applicable to the office.

Section 5.  It shall be the duty of the Corresponding Secretary to: (a) keep a correct list of clubs comprising the Federation; (b) have charge of general correspondence of the Federation; (c) have charge of printing and official stationery; (d) compile the Yearbook with the guidance of the President; (e) prepare a written report for the Annual Meeting; f) provide the tellers with a list of accredited voters before any election; (g) perform such other duties as are applicable to the office.

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Section 6.  The Treasurer shall be the custodian of all monies of the Federation, from whatever sources received.  She shall:  (a) deposit these funds in the name of the General Federation of Women’s Clubs -New Hampshire in such banking institutions as the Board of Directors shall approve; (b) be required to furnish bond, the expense of which shall be paid by the Federation;  (c) keep the funds of the Federation in separate and itemized accounts; (d) render statements at all meetings called by the President to all members of the Executive Committee;  (e) render a quarterly statement to the Budget Committee as to the status of all securities and the amount of interest earned;  (f) send notices of delinquency in payment of club dues;  (g) prepare and deliver an annual report;  (h) pay out monies upon vouchers signed by the President;  (i) keep the Treasurer’s books, the property of the Federation, open to inspection of authorized officials at all reasonable times and places;  (j) transfer to her successor all records, money, and other property in her possession which belong to the Federation;  (k) pay the expenses of the District meetings and all State meetings;  (l) pay the New England Region dues and deposit $500 per year in the New England  Conference Account;  (m) have an annual compilation report prepared by the Internal Financial Review Committee prior to the Fall Field Meeting; (n) close the financial year on June 30 and have the Treasurer’s books in the hands of the Internal Financial Review Committee at least 30 days thereafter;  (o) receive the approval of the Board of Directors for changes in the accounting system;  (p) file a 990 Federal tax return and the NH Charitable Trust form no later than October 15th of each year;  (q) perform such other duties as are applicable to the office.  To qualify for the office of Treasurer of GFWC-NH, the candidate(s) shall sign an agreement for the Executive Committee to institute a background check, the cost to be paid by GFWC-NH.  The Nominating Committee shall have notified the current Executive Committee by March 1st of the name(s) of the proposed candidate(s) for Treasurer.

Section 7.  A qualified Parliamentarian, appointed by the President, shall serve in an advisory capacity at all business meetings.  (a) She may sit with committees as a consultant upon invitation of the President; (b) she gives advice and renders opinions only.

Section 8.  There shall be three geographical divisions, known as Districts.  There shall be a District Director representing each District, to be elected by ballot at the Annual Meeting in the even numbered years.  Each District Director shall:  (a) appoint a Publicity Chairman who shall assist in planning publicity for the District Conference;  (b) appoint a Membership Chairman;  (c) hold a meeting with the District Club Presidents two months in advance of the  District meeting to distribute pertinent data and to plan the program for the District Conference;  (d) preside at the District Conference;  (e) prepare a written report for the Annual Meeting.

Section 9.  The Board of Directors shall have management of detail work of the organization.  (a) The Board of Directors shall approve the budget at the Summer Board Meeting each year.  (b) Questions of policy and expenditure of money, other than that voted in the budget, shall be left to the vote of the Federation.  (c) It shall be the further duty of the Board of Directors to consider and vote upon each business matter before such matter may be brought before the Federation at any business meeting. (d) No business shall be presented to the Federation until such action has been taken by the Board of Directors.  (e) A minority report on a decision of the Directors may be brought before the Federation for a full discussion.

Section 10.  Federation officers shall be elected in the even numbered years.  (a) None of the officers shall be eligible to hold the same office for more than one term (two consecutive years) with the exception of the Treasurer, who may hold office for two consecutive terms.  (b) No District Director may serve more than two consecutive terms.  (c) All officers and District Directors of the Federation shall transfer to their successors all Federation records and papers in their possession.

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Section 11.  Immediate Past President.  The outgoing President, at the end of her term of office, may attend the General Federation Convention in that year to give the report of the State Federation and accept any courtesies and awards.  She shall then be allowed the one- way travel allotment provided by the General Federation.  She shall pass on to her successor any and all materials relating to the Federation within thirty days of leaving office.  She may request the return of material providing that the Executive Committee has had sufficient time to review same.  The Immediate Past President shall forward all correspondence to the newly installed President without delay.

Section 12. 

  1. Any GFWC-NH Past President may serve as an Officer on the New England Region Board of Directors.  She shall be named by the Executive Committee and this appointment shall be ratified by members at the annual meeting held in the odd numbered year.  This officer or committee member shall: (1) be an active member of her local club;  (2) be an active member in good standing of the GFWC-NH;  (3) be willing and able to assume all responsibilities pertinent to her position as a NER Board member;  (4) be able to attend all Regional Board Meetings, all Conferences and all International Conventions, if incumbent upon her as part of her responsibilities.
  2. Anh GFWC-NH Past President or any member of the GFWC-NH Board of Directors may serve on the New England Region Board of Directors as a Committee member.  The names of prospective committee members shall be recommended to the NER President by the GFWC-NH State

President after consultation with the Executive Committee.  This committee member shall:

  1. be an active member of her local club; (2) be an active member, in good standing, of GFWC -NH; (3) be willing and able to assume all responsibilities pertinent to her position as a NER  Board member; (4) be able to attend all Regional Board Meetings, all Conferences, if incumbent upon her as part of her responsibilities.

ARTICLE III – Committees

Section 1.  The Executive Committee shall transact such business as may require immediate attention between meetings of the Board of Directors, and all such business so transacted shall be submitted to the Board of Directors for ratification at its following meeting.

Section 2.  There shall be a Budget Committee of three members appointed by the President, one of whom shall be designated as the Chairman.  (a) The President and Treasurer shall automatically be additional members of this committee.  (b) The Budget Committee shall prepare a budget which shall be submitted to the Board of Directors for approval at the Summer Board Meeting.  (c) This committee shall have supervision of the budget and all finances of the organization.

Section 3.  There shall be a Constitution and Bylaws Committee consisting of three appointed one of whom shall be a Past State President.  The Parliamentarian shall serve as an advisor to this committee of three members.  This committee shall review any amendments submitted to it and each committee member shall initial said amendments before they are incorporated in the call to the meeting at which they will be voted on.

Section 4.  There shall be an Internal Financial Review Committee comprised of three members appointed by the President, one of whom shall serve a term of three years, one of whom shall serve a term of two years, and one of whom shall serve a term on one year.  Annually hereafter the expired term shall be filled by appointment for a term of three years.  The committee shall report its findings, conclusions and recommendations annually at the Fall Field Meeting.

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Section 5.  There shall be an Investment Committee consisting of the President, Treasurer, Chairman of the Budget Committee and two other members appointed by the Executive Committee.  The appointed members shall not be members of the Budget Committee.  One of the appointed members shall be designated as Chairman.  This Committee shall: (a) be responsible for any investment funds in the possession of the Federation; (b) report annually to the membership.

Section 6.  There shall be a Membership Committee composed of a Chairman and the Membership Chairman from each District.

Section 7.  The Community Service Programs shall be:  Arts, Conservation, Education, Home LIfe, International Outreach, and Public Issues.

Section 8.  Community Service Programs may be created, united, or discontinued at the discretion of the Board of Directors.  Such Programs shall correspond to those of the General Federation as nearly as seems advisable.

ARTICLE IV – Dues

Section 1.  Dues of each Federated Club shall be based on the total membership of the club.  The dues amount, per capita, shall be determined by the GFWC-NH Standing Rules.  The dues shall be payable to GFWC-NH.

(a ) These dues are based on the number of members listed in the Federation Yearbook, plus new members received from May 1 to December 1.

(b)  New clubs joining the Federation must pay dues upon application for membership.

(c)  Dues for clubs joining the Federation after July 1 of any year, shall cover a period of one year from   

       the following January 15.

Section 2.  Members-at-Large shall pay thirty dollars ($30.00) annual dues to the Treasurer of the GFWC-NH by December 15 of each year.  Members-at-Large shall be listed as same in the GFWC-NH Directory under a separate heading.  Dues will not be prorated for members joining after December 15 of a given year.  Dues delinquent for a period of two years shall necessitate forfeiture of Member-at-Large status.

ARTICLE V – Representation

Section 1.  Every General, Junior, and Juniorette club shall be represented by the President or her alternate and one delegate for every twenty-five members or portion thereof.

Section 2.  The voting body of the Board of Directors shall be: (a) the Executive Committee; (b) Past State Presidents;  (c) the District Directors; (d) Chairmen of Community Service Programs;  (e) Chairmen and members of Standing and Special Committees.

Section 3.  The voting body of the Federation shall be: (a) all members of the  Executive  Committee;  (b) all Past State Presidents;  (c) all other members of the Board of Directors;  (d)  Club presidents or their alternates;  (e) accredited delegates or alternates from clubs in active membership, the number based on one delegate for every twenty -five (25) members or portion thereof;  (f) one additional delegate for each ten Members-at-Large selected from the Members-at-Large.

Section 4.  Members of State Federation clubs and Members-at-Large attending as non-delegates may take part in discussion, but shall not make motions nor vote.

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ARTICLE VI – Meetings

Section 1.  There shall be three business meetings of the Federation each year; one in the Fall, one in January of February and the Annual Meeting, preferably in May.  All business of the Federation involving expenditure of monies other than voted in the budget, may be voted upon at each of these meetings.

Section 2.  The District Director of each District shall arrange one meeting each year during her term.

Section 3.  Meetings of the Board of Directors shall be held at least three times each year, the time and place to be determined by the President.

Section 4.  Special meetings of the Board of Directors may be called by the President, or upon written request of at least eleven members.

Section 5.  Twenty-five (25) delegates shall constitute a quorum of the Federation.

Section 6.  Eleven members shall constitute a quorum of the Board of Directors for transaction of any business.

Section 7.  A majority of members of the Executive Committee shall constitute a quorum for the transaction of any business.

Section 8. The GFWC-NH Executive Committee, GFWC-NH Board of Directors, and all committees and subcommittees shall be authorized to meet and conduct official business by telephone conference or through other electronic communication media so long as all the members in attendance can simultaneously hear each other and participate during the meeting.

Section 9.  Unless members indicate otherwise to the GFWC-NH Executive Committee, all communication required in these bylaws, including meeting notices, may be sent electronically.

ARTICLE VII – Nominations and Elections

Section 1.  A Nominating Committee of five, one of whom shall be a Past State President, shall be elected by ballot at the Mid-Winter Meeting in the even-numbered years.  Members of this committee shall be chosen, in so far as possible, from various geographical areas of the State, and only members of a General Club shall be eligible to serve.  (a) The Nominating Committee shall prepare a list of nominees for all State Officers, District Directors, and for a Nominating Committee of five, designating the chairman.  (b)  The incoming President shall recommend the nominee for Corresponding Secretary to the committee.  (c) The Nominating Committee shall have notified the current Executive Committee by November 1st of the name(s) of the proposed candidate(s) for Treasurer.  (d) The list of nominees must be sent to every club with the Call at least four weeks prior to the Mid-Winter Meeting.  (e) The committee shall prepare a printed ballot with blank spaces for write-in-candidates.  (f) All business conducted by the committee shall be held in strict confidence.

Section 2.  To hold the office of State President, one shall be an active member of a GFWC-NH Club;shall have served as club president; shall have served on the State Federation Board in a leadership for several years, namely as an elected officer, standing or special committee chairman; and/or past State Director of Junior Clubs.

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Section 3.  To hold the office of President-elect, one shall be an active member of a GFWC-NH Club; shall have served as a club president; shall have served on the State Federation Board in a leadership role for several years, namely as an elected officer, standing or special committee chairman; and/or past State Director of Junior Clubs.

Section 4.  A candidate for office of Vice President, Recording Secretary, or Treasurer shall be an active member of a GFWC-NH club, shall have served as a club president, and shall have recent service on the State Federation Board in a leadership role.

Section 5.  A candidate for the office of District Director shall be an active member as a GFWC-NH club and shall have served as a club president.

Section 6.  The President shall appoint a clerk, three tellers and name one as chairman, to report the result of the balloting.  (a) She shall provide them with the State Ballot Box; (b) the President shall determine the place and time for the voting and announce the schedule in the Convention Program;

 (c) The Corresponding Secretary shall provide the tellers with a list of club presidents and other accredited voters;  (d) A majority vote shall elect.

Section 7.  In case of a vacancy in the office of President, the President-elect shall fill the vacancy.  In case of a vacancy in any other elective office, the Nominating Committee shall choose a member to serve until the next Annual Meeting at which time an election shall be held to fill the vacancy to the end of the term.

Section 8.  A Past State President of the Federation shall install the elected officers, the District Directors, and the members of the Nominating Committee.

ARTICLE VIII – Conflict of Interest

Officers, the Board of Directors, and members shall act in the best interest of GFWC-NH.  The officers and members of the organization should neither solicit nor accept gratuities, favors, or anything of monetary value from contractors/vendors.  A conflict of interest shall be presumed when:  an officer, a member of the Board of Directors, or a member could expect financial gain from a matter being considered by GFWC-NH.

ARTICLE IX – Amendments

Section 1.  These Bylaws may be amended at any business meeting of the organization or adjourned session thereof by a two-thirds vote of qualified delegates, a quorum being present.  Notice of the proposed amendment shall be given, in writing, with the official Call to the meeting.

Section 2.  Any member of a federated club may propose an amendment.  (a) It must be typewritten, with three copies of each, and signed by the member;  (b) it must be submitted to the Chairman of the  Constitution and  Bylaws Committee three months prior to a business meeting;  (c) It shall be reviewed b the committee and initialed by each member before being incorporated in the  Call.

ARTICLE X – Parliamentary Authority

The current edition of “Robert’s Rules of Order Newly Revised” shall be the parliamentary authority in all matters not specified in the Constitution, Bylaws, or Standing Rules of the organization.

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ARTICLE XI -Dissolution

If this organization should be dissolved, its assets shall be distributed to another organization qualified under Section 502(c)(3) of the Internal Revenue Code.  No assets may be distributed to individual members.

 

Amended 2014

Amended  2016

Amended 2017

Amended 2019

 

 

 

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