WCD Bylaws
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WEST CENTRAL DISTRICT
OF THE
FEDERATED GARDEN CLUBS OF MISSOURI, INC.
ARTICLE I--Name
The name of this organization is the West Central District of the Federated Garden Clubs of Missouri, Inc., hereinafter referred to as the WCD.
ARTICLE II—Objectives
The objectives of the WCD are to:
1. Coordinate the interests and activities of the Garden Clubs in the WCD;
2. Bring the members into closer relationship and mutual helpfulness through association, conference, and correspondence;
3. Make it possible for the Garden Clubs in the WCD to assist the State Officers and Chairmen to more effectively achieve the objectives of the Federated Garden Clubs of Missouri, Inc.
ARTICLE III--Membership
The membership of the WCD shall consist of the Federated Garden Clubs of Missouri, Inc. in good standing within the boundaries specified as the WCD by the FGCM, Inc. Board of Directors. Members-at-Large are not eligible to hold District and State positions. They may subscribe to The Garden Forum and attend the District Annual Meeting (not the Spring or Board Meetings) and the State Convention; however, they will have no voting or debating rights.
ARTICLE IV--Dues
Section 1. Dues
a. The annual dues payable to the WCD shall be on a calendar year basis.
b. The annual dues of the WCD shall be $2.00 per member of each Club.
c. Dues are payable to the WCD Treasurer on or before the first day of November for the following calendar year.
d. Dues are delinquent after December 31. Clubs failing to remit dues by this date shall be dropped from the WCD membership. Such Clubs may be reinstated upon payment of dues in arrears.
Section 2. Contributions
Club or individual may remember or honor a person by placing the name in the Honor Book of the WCD and making a contribution of $5.00 or more to be used for the Tree Maintenance Fund at Powell Gardens.
ARTICLE V—Eligibility of Officers
Section 1. Elected Officers
The elected officers of the WCD shall be Director, Assistant Director,
Recording Secretary and Treasurer.
a. To be eligible for the office of the WCD Director, a nominee must be a member of a Garden Club in the WCD, have served on the WCD Board for at least one full term, and have attended two WCD Annual Meetings and at least one FGCM, Inc. State Convention.
b. To be eligible for the other elected offices of the WCD, a nominee must be a member of a Garden Club in the WCD.
c. All officers shall be elected or appointed to serve two years.
d. No officer shall succeed in the same office except the Treasurer who may succeed once.
Section 2. Appointed Officers
The appointed officers of the WCD shall be Corresponding Secretary and Parliamentarian.
ARTICLE VI--Duties of Officers
Each officer shall serve as a member of the Executive Committee and the Board of Directors; perform the duties prescribed by these Bylaws, the Standing Rules, and the adopted Parliamentary Authority, and report at WCD and FGCM, Inc. meetings as required.
Section 1. The Director shall:
a. Preside at all meetings of the WCD, the Executive Committee, and the Board of Directors;
b. Appoint a Corresponding Secretary, a Parliamentarian, and Chairmen of all necessary committees, except the Nominating Committee, and those serving by virtue of their office, to be ratified by the Executive Committee;
c. Call a meeting of the Executive Committee immediately after the close of the WCD Annual Board Meeting in the odd numbered year to ratify appointed officers and committee chairmen and to project the annual budget for her term;
d. Call special meetings when necessary or upon written request of three officers;
e. Issue the call letter for the WCD Annual Meeting to all Clubs in the District, members of the Board of Directors, and State Executive Committee members along with members of the State, Central Region, and NGC Board of Directors who reside in the WCD. This call letter shall be emailed at least six weeks prior to the date of the meeting;
f. Approve payment of all bills within the WCD annual budget;
g. Co-sign checks. The name of the Director shall be registered at the bank along with the Treasurer.
h. Present to the Board Members for approval an itemized financial report listing the expenditures pertaining to her office. These include mileage, telephone calls, postage, room and convention expenses, and other extra expenses incurred as a result of her office;
i. Be a voting member of the FGCM, Inc. Board of Directors;
j. Attend or request her Assistant Director to serve as her representative at all FGCM, Inc. Board meetings and Conventions reporting the business transacted to the Clubs in the district;
k. Report the activities of the WCD at the FGCM, Inc. State Convention;
l. Send a report of 100 words or less of the WCD Annual Meeting to the Editor of The Garden Forum and the FGCM Webmaster before November 1 for publication (in the odd-numbered year, this shall be the duty of the outgoing Director);
m. Accept and approve applications for new clubs
1. Assist in the selection of a club name if necessary;
2. Refer to the State Club Presidents Roster to avoid duplication of club name;
3. Ensure the application is sent to the State President for approval;
4. Install the new club’s first officers.
n. Be responsible for the WCD display at the Missouri State Fair;
o. Keep in communication with all the Clubs in the WCD and visit them whenever possible;
p. Be ex-officio, a member of all committees except the Nominating Committee;
q. Perform such other duties as usually pertains to the office.
Section 2. The Assistant Director shall:
a. Perform the duties of the Director in her absence or at her request;
b. Assist the Director when requested;
c. Be a voting member of the FGCM, Inc. Board of Directors and attend all State Board Meetings and Conventions;
d. Serve as the WCD Long-Term Planning Chairman. She shall keep a schedule of Regional and National Conventions, District Annual Meetings, and other meetings and advise the WCD members about them. She shall keep a list of the clubs preparing the Annual Meetings and ensure that each Club has the opportunity to take a turn;
e. With the advice of the Executive Committee, she shall recommend goals and projects for the WCD;
f. Serve as Chairman of the Bylaw Committee composed of five members representing five different Clubs to review and update the WCD Bylaws as needed;
g. Serve as Chair of the Personnel Committee;
h. Serve as the WCD Membership Chairman by becoming familiar with the FGCM, Inc. requirements and procedures in organizing new clubs;
i. Assist the Director in accepting and approving the applications for membership and in the installation of a Club’s first officers.
Section 3. The Recording Secretary shall:
a. Record the minutes of all meetings of the WCD, the Executive Committee, and the Board of Directors;
b. Within 30 days, send a copy of the minutes to the Director and the Chairman of the Committee to Review the Minutes if the first subsequent Board of Directors Meeting is more than three months later;
c. Be custodian of records and official papers of the organization. She shall keep a current copy of the WCD Bylaws and Standing Rules in the Recording Secretary’s book.
Section 4. The Treasurer shall:
a. Establish a checking account with the new Director and Treasurer as signatories. The bank will require a copy of the meeting minutes recording the election of the new Officers. If the prior bank is not convenient for the Treasurer, an advance of $250.00 can be issued to open a new account to pay bills until the predecessor’s books are audited and the WCD funds are transferred to the new Treasurer;
b. Collect and deposit all monies of the WCD in a timely manner;
c. By November 30, notify Clubs that are in arrears;
d. Email a list of Clubs in good standing to the State Club Ratings Chairman;
e. Email a list of Clubs delinquent in their dues, which forfeit their voting rights, to the WCD Director and the State Club Ratings Chairman;
f. Pay all bills with checks signed by the Treasurer or the Director;
g. Prepare and present a financial report at each WCD Annual Meeting;
h. Send an annual report by December 1 to the District Officers and the Webmaster. The report shall include the name of the Garden Club, the number of members, the President’s name, email address and phone number;
i. Serve as Chairman of the Budget Committee.
Section 5. The Corresponding Secretary shall:
a. Be an appointed officer;
b. At the direction of the Director, conduct the correspondence which includes the call letters;
c. Secure from the WCD Treasurer, a list of the Federated Clubs together with the names and addresses of the officers of each Club;
d. Maintain a current list of the names and addresses of the WCD Officers and Standing Committee Chairmen;
e. Send the names and addresses of all Club Presidents, District Officers, and District Chairmen to each Club President, WCD Officers, and WCD Chairmen;
f. Under the supervision of the Director, issue the call letter for the WCD Annual Meeting to all Clubs in the District, members of the WCD Board of Directors, State and Executive Committee members, and members of the State, Central Region, and NGC Board of Directors who reside in WCD. This call letter shall be emailed at least six weeks prior to the date of the meeting and include the name and address of the Credentials Chairman;
g. In the even numbered year, she shall include in the call letter a reminder of the coming election of a WCD Nominating Committee, in the odd numbered year, she shall include the slate of officers to be placed in nomination by the WCD Nominating Committee.
Section 6. The Parliamentarian shall:
a. Be an appointed officer;
b. Attend all meetings of the WCD, the Executive Committee, and the Board of Directors;
c. Advise the presiding officer and the assembly of delegates on points of parliamentary law;
d. Advise the Board when requested;
e. The Parliamentarian shall serve as a member of the bylaws committee.
ARTICLE VII--Nominating Committee
Section 1. Structure
The Nominating Committee shall be composed of five members from different areas of the District. These members shall be elected by the Board of Directors at the Spring Board Meeting in the even numbered years to serve a two-year term. No member may be reelected the following term. No elected officer shall serve on the Nominating Committee.
a. To be eligible for election to the Nominating Committee, the member must have served at least one full term as a member of the WCD Board of Directors.
b. Nominees shall be nominated from the floor.
c. The voting membership of the Board shall vote by ballot, and the five receiving the largest number of votes shall be the Nominating Committee.
d. If no more than five are nominated, they shall be elected by voice. The Nominating Committee members shall elect their own Chairman.
Section 2. Duties
a. The Nominating Committee shall prepare a list of nominees, one name for each elective office, it having been ascertained that the nominees are eligible and willing to serve if elected, to be presented to the voting body at the WCD Annual Meeting in the odd numbered years.
1. Nominees may be selected from the body of eligible candidates, or,
2. Clubs may, prior to or at the Fall Board Meeting of the even numbered year, present to the Nominating Committee proposed candidates for office together with their qualifications.
b. The Chairman of the Nominating Committee shall:
1. Send the proposed slate of nominees with one name for each office to the Director in ample time to be included in her call letter to the WCD Annual Meeting;
2. Present the report of the Nominating Committee at the WCD Annual Meeting of the odd year.
ARTICLE VIII--Elections and Terms of Office
Section 1. Election
a. Election of officers shall be held at the WCD Annual Meeting in the odd numbered year.
b. Nominees for officers will be at the recommendation of the Nominating Committee, or,
c. Nominations may also be made from the floor, or by letter, accompanied by information concerning qualification of the nominee, and her willingness to serve if elected.
d. Election shall be by ballot. When there is but one nominee for an office, the election may be by voice.
Section 2. Terms of Office
a. Officers shall be elected for a term of two years, or until their successors are elected.
b. No elected officer, having served more than half of one term, may succeed in office, except the treasurer, who may succeed one term.
c. Officers shall assume their duties at the close of the WCD Annual Meeting in which they were elected with the following exceptions:
1. The Treasurer will present the WCD records to the Chairman of the Auditing Committee at the Fall Board Meeting following the election.
2. The immediate Past Director will send a report of 100 words or less of the WCD Annual Meeting to the Editor of The Garden Forum before November 10 for publication.
d. In the event of the resignation, death, or inability of the District Director, the Assistant Director shall assume the duties of the Director.
e. In the case of vacancy in any other elective office, the Executive Committee shall vote by ballot on a person to fill the remainder of the term.
ARTICLE IX--Nomination and Election of
FGCM Nominating Committee Member
One member from the WCD shall be elected at the Annual Meeting in the odd numbered year to serve a two-year term as a member of the FGCM Nominating Committee.
a. To be eligible for election to the FGCM Nominating Committee, the member must have served at least one full term as a member of the FGCM Board of Directors and have attended one Annual State Convention within the previous two years.
b. From the list of eligible members, a ballot vote shall be taken; the person receiving the most votes becomes the WCD Member to the FGCM Nominating Committee.
c. If the Member of the FGCM Nominating Committee is unable to attend a committee meeting, the WCD Director shall appoint an eligible replacement who shall serve until the work of the Committee is completed.
ARTICLE X--Annual Meeting
Section 1. There shall be a WCD Annual Meeting at the time agreed upon by the State President, District Director, and the Hostess Club(s).
Section 2. At the WCD Annual Meeting, reports of Officers, Standing Committee Chairmen, and Club Presidents shall be read and filed.
Section 3. The voting body at the WCD Annual Meeting shall consist of the Officers, Standing Committee Chairmen, and registered delegates from Clubs in good standing with the District.
Section 4. Clubs shall be entitled to elect delegates in the following ratio:
Club membership of 8-100: one delegate for every ten members and the same number of alternates.
Section 5. If an officer or a committee chairman is acting as a delegate for her Club, she shall be entitled to only one vote.
Section 6. Credentials Committee
a. The names of delegates and alternates shall be sent by the President of their respective clubs to the Chairman of the Credentials Committee no later than three days prior to the WCD Annual Meeting;
b. Delegates must report to the Credentials Committee in person and sign for their credentials prior to being seated at the business meeting;
c. When a delegate is absent, the first alternate listed should inform the Credentials Chairman of the substitution and sign to receive the appropriate credentials.
Section 7. The minutes of each WCD Annual Meeting shall be read and approved at the first subsequent Board of Directors Meeting. If the first subsequent Board of Directors Meeting is more than three months later, a committee of three may be appointed by the Director to approve the minutes.
Section 8. A quorum at the WCD Annual Meeting shall be a majority of the registered voting body.
ARTICLE XI--Board of Directors
Section 1. The Board of Directors shall consist of the elected and appointed Officers of the WCD, the most recent past District Director, the Chairmen of Standing Committees and Club Presidents or their appointed representatives; all belonging to Federated Garden Clubs in good standing in the District. The Board of Directors is empowered to transact business of the WCD during the interim between Annual Meetings. The recommendations of the Board shall be read at the Annual Meetings.
Section 2. The Board of Directors shall meet at the call of the Director or upon written request of three officers; in any case at least twice a year.
Section 3. The Board of Directors shall adopt a yearly budget covering expenditures for carrying on the District’s work. All expenditures must be ratified by the Board of Directors.
Section 4. Any project or activity to be recommended for acceptance by the WCD must be first submitted to the Board of Directors for approval.
Section 5. Fifty percent of the members shall constitute a quorum at any meeting of the Board of Directors, three of whom shall be officers. (09/2023)
ARTICLE XII--Executive Committee
Section 1. The Executive Committee shall consist of the elected and appointed officers of the WCD
Section 2. The duty of the Executive Committee shall be to approve the recommendations for the Standing Committee Chairmen.
Section 3. The Executive Committee shall render decisions on all matters demanding immediate attention between meetings of the Board of Directors, such action to be exercised only in case of necessity and to be ratified at the next meeting of the Board of Directors.
Section 4. A quorum of the Executive Committee shall be two.
Section 5. When a meeting is not possible, a poll of the Executive Committee may be taken by written, vocal, or email with prior approval of the District Director. The results are to be reported in the next Executive Committee meeting minutes. A two-thirds vote in such action shall be necessary for adoption.
ARTICLE XIII--Committees
Section 1. The Board of Directors shall create or delete Standing Committees as necessary using the State Committee listing in The Garden Forum as a guide. Special committees may be created with the Chairman to be appointed by the Director with approval of the Executive Board.
Section 2a. The Standing Committee Chairmen shall serve two-year terms. Their duties largely parallel those of similar designation on the State level and shall include securing for local Clubs the available information and instructional material prepared by the State Board.
Section 2b. WCD Chairmen of Standing and Special Committees (except the Nominating Committee) are appointed by the District Director, must be ratified by the Executive Committee, and shall serve as members of the WCD Board of Directors.
Section 3. Each Standing Committee Chairman shall, within one month of the expiration of her term, deliver to her successor all books, records, and papers belonging to her line of District work and shall receive a receipt for same.
Section 4. The Meetings Chairman shall coordinate the dates for the WCD Board Meetings. She shall help arrange the place for these meetings with advice from the Director.
Section 5. The Budget Committee shall prepare an annual budget for the WCD funds to be presented to the Board of Directors for its approval at the first Board Meeting following the WCD Annual Meeting. The Treasurer shall be Chairman, assisted by the Executive Committee and the Ways and Means Chairman.
Section 6. The Personnel Chairman shall secure names of capable persons willing to serve on the District level and shall maintain a current file of such names and addresses for the use of the Director and the State Personnel Chairman.
Section 7. The Auditing Committee shall audit all books of WCD within 30 days of their closing and present a written and oral report at the next regular WCD Board Meeting. The Director shall select three members to serve on this committee, and they shall select their own chairman.
Section 8. The Ways and Means Chairman shall provide supplies for the sales table to supply funds for the WCD. Any money making project initiated by the Ways and Means Committee shall be approved in advance by the Executive Committee; and it shall be brought before the next Board of Directors Meeting for a vote of the membership. The Chairman shall present an itemized financial statement of monies spent and monies earned at each WCD annual Meeting and supplementary report given at each Board Meeting.
Section 9. The Birds, Butterflies and Hummingbird Chairman shall keep the District Clubs advised of any current information regarding birds, butterflies and hummingbirds. In working closely with the State Chairmen, the Chairman shall also ensure applications and certificates are processed correctly and timely. (09/2023)
ARTICLE XIV--Dissolution
Although the period of duration of the WCD is perpetual, if, for any reason, the District is to be dissolved or otherwise terminated, no part of the property of the District or any of the proceeds shall be distributed to or ensure to the benefit of any of the officers or members of the District; assets shall be distributed by the Board of Directors and/or the Executive Committee to Powell Gardens. Any such assets not so disposed of shall be disposed of by the local United States District Court exclusively to such organization or organizations as said Court shall determine which are organized and operated within the meaning of Section 501 (c)(3) with purposes and objectives consistent with those of the District.
ARTICLE XV--Parliamentary Authority
The Rules contained in “Robert’s Rules of Order-Newly Revised” shall govern the West Central District of the Federated Garden Clubs of Missouri Inc., in all cases where they are applicable and are not inconsistent with our Bylaws. (09/2023)
ARTICLE XVI—Amendments (09/2023)
Section 1. Procedure
a. These Bylaws may be amended at any WCD Annual Meeting by a two- thirds vote of the voting body present, provided a copy of the proposed amendment shall have been sent in writing to each Club by the Board of Directors at least thirty days before the Annual Meeting.
b. Without such notice, these Bylaws may be amended at the Annual Meeting by unanimous vote.
Section 2. Amendments may be proposed by the Board of Directors, the Executive Committee, a Club, or the Bylaws Committee. Proposed amendments shall be channeled through the Board of Directors.
Section 3. Standing Rules may be changed at any meeting of the Board of Directors with a quorum present.
Revised on September 16, 2023
STANDING RULES
1. The Director and Assistant Director shall have a combined budget of $1200.00 per term to cover expenses including registration, lodging and travel to meetings and conventions. These expenses shall be reimbursed upon receipt of the itemized bills.
2. The Ways and Means Chairman shall be allowed to deduct her registration fee and lunch at all meetings she attends in official capacity.
3. The Budget Committee shall annually allocate a working fund for the District Treasurer and Corresponding Secretary for expenses pertinent to their respective offices. They shall present itemized accounts of monies spent to the Board of Directors.
4. A State Life Membership or Central Region Life Membership shall be presented to the WCD Director at the Annual Meeting culminating her term of office. This shall be the duty of the WCD Treasurer.
If the WCD Director has a State Life Membership and/or Central Region Life Membership, she may choose to either have the $50.00 donated to the State Scholarship Fund in her name, or she may add matching funds to it to send for a National Life Membership.
5. If there is a loss or excess of funds after all bills have been paid for the WCD Annual Meeting, the loss or excess will be split in half by WCD and the Hostess Club or Clubs.
6. Chairpersons must obtain prior approval from the Director for expenses exceeding $10.00.
7. The District Director’s pin is to be worn by the Director during her term of office and passed on to the incoming director.
8. Any Educational Exhibit award monies received from the State Convention or the State Fair shall be given to the club that prepared the exhibit. (09/2023)
Revised on September 16, 2023