ARTICLE I. NAME
This organization shall be known as the Eureka Woman’s Club. The Eureka Woman’s Club is a member of the California Federation of Women’s Clubs and the General Federation of Women’s Clubs, and is a non-profit corporation with tax-exempt status under Sect. 501(c)(3) of the Internal Revenue Code.
ARTICLE II. PURPOSE
The purpose of this Club shall be working toward the betterment of the community through cultural, educational and social programs.
ARTICLE III. MEMBERSHIP
Section A. Classification. Membership in the Eureka Woman’s Club shall be classified as Active and Honorary.
1. An Active member is a person who is entitled to all the rights and privileges of membership and pays full dues.
2. An Honorary member is a person who has been granted membership on recommendation of the Executive Board, by a majority vote of Club members, subject to acceptance by the honoree, in recognition of a continuing service to the Club. This member shall not pay dues, shall not vote and shall not hold office. The Club pays the required state and federation fees for honorary members.
Section B. Applications for membership. An interested person may fill out an EWC membership application (from website or brochure) and submit it with membership fees by mail or in person to the Membership Chair, who will then notify the Executive Board. The Board shall then vote on the applicant submitted. A Board vote of two-thirds (2/3) assenting is required. Applicant will be considered a member upon receipt of application with fees and board approval.
Section C. Leave of Absence. A member in good standing, desiring a leave of absence from the Club for up to one year, may upon application to the Executive Board, be granted this leave and shall pay one-half (1/2) of the annual dues. After the first year of absence, this member shall notify the Board, in writing, of intentions for continuing membership. Membership choices are: 1) to return to full membership and pay full dues; 2) to request a one-time extension of the leave of absence with one-half (½) payment of annual dues; or, 3) to resign from EWC (see Section D).
Section D. Resignation. Any member in good standing desiring to resign from the Club shall present a written resignation to the Membership Chair who shall present it to the Executive Board for action. A member, having resigned in good standing, may be reinstated upon request and with payment of the current year’s dues.
Section E. Prohibitions. No member of the Club shall acquire any right, title or interest in the property of this corporation, nor incur any financial liability for this corporation, by reason of membership.
ARTICLE IV. EXECUTIVE BOARD
Section A. Officers. The elective officers of the Club shall consist of a President, First Vice President, Second Vice President, Recording Secretary, Corresponding Secretary, Treasurer, Financial Secretary, House Building Director, House Rental Director, Ways and Means Director and Strategic Planning Director. All officers shall be elected for a term of one year. They shall be known as the Board of Directors or the Executive Board. Any Officer position, except the President and the Treasurer position, may be combined with any other Officer position as deemed necessary by the nominating committee and approved by the Executive Board and the Membership.
Section B. Method of Nomination. A Nominating Committee, consisting of two or more members and preferably two alternates, shall be selected by the membership at the first meeting of the Club in February. The two persons receiving the highest number of votes shall constitute the Nominating Committee and the other two elected members shall be alternates. The Nominating Committee shall select a slate of nominees for Club officers, and shall report in March and on the day of the election.
1. Each nominee must consent to nomination for office.
2. No member of less than one year’s standing shall be eligible for office, unless all eligible members have refused the office.
3. The names of all nominees shall be posted on the Club bulletin board and on the Eureka Woman’s Club website (members only section), at the time of nomination, and remain thereon until after the election.
Section C. Elections. Elections shall be held in April at the business meeting of the Club. If more than one candidate is nominated for an office, election for that office shall be by written ballot. The nominee receiving a plurality of votes shall be considered elected. In the case of only one candidate being nominated for an office, the Recording Secretary, by vote of the Club, may cast the ballot.
Section D. Installation. The installation of the newly elected officers shall take place at the last Club meeting in May. The new officers take office June 1.
Section E. June Board Meeting. To ensure smooth transition and review duties as stated in the Bylaws, newly installed and immediate past board members shall meet together at the scheduled board meeting in June.
Section F. Business. The Executive Board shall transact all business of the Club but shall not authorize expenditures of more than $150.00 without the sanction of the Club, except for ordinary maintenance and emergency expenditures. The Board shall operate under a budget compiled by the Budget Committee.
Section G. Recommendations. All recommendations by the Executive Board, including non-emergency expenditures, shall be brought to the membership at the next business meeting for a vote.
Section H. Vacancies. The Executive Board shall fill vacancies for officers unable to complete their term of office, except where specified in the Bylaws.
Section I. Meetings. Regular monthly meetings of the Executive Board shall be held on the first Monday of each month unless otherwise specified. Half of the board members shall constitute a quorum. In the case of a national, state or local emergency, or any type of event (man-made or natural) that could potentially put members in danger or violate a state or local directive the President, with the consent of the Executive Board, may order that the business of the Executive Board or other committees be conducted via USPS mail, email or digital conferencing.
Section J. Absence. If a member of the Executive Board is absent for two (2) consecutive meetings, without notifying the board, the office may be declared vacant by a majority vote of the Club members present at the next regular business meeting. This vacancy shall be filled by the Executive Board.
Section K. Conflict of Interest. No one can vote on a question in which she or he has a direct personal or pecuniary interest (for exceptions, see Robert’s Rules of Order Revised, current edition, Art. VIII. Vote. 46.).
ARTICLE V. DUTIES OF OFFICERS
Section A. President. The President shall preside at business meetings of the Club and of the Executive Board; vote only to break a tie vote; countersign all checks presented and signed by the Treasurer; have access to all financial accounts and safe- deposit boxes; appoint a Parliamentarian and the chairs of all committees, except those already provided for; be an ex-officio member of all Club committees except the Nominating Committee; and shall be bonded.
Section B. First Vice President. The First Vice President shall perform duties of the office of the President, in the absence of that officer; shall chair the Program Committee; and shall be bonded.
Section C. Second Vice President. The Second Vice President shall perform duties of the office of President, in the absence of both President and First Vice President and shall chair the Membership Committee. This officer shall keep official lists of Club members and addresses; send acceptance letters to new members; receive and credit dues; notify members who are delinquent in dues; and shall be bonded.
Section D. Recording Secretary. The Recording Secretary shall keep minutes of all meetings of the Club and Executive Board; be the custodian of all minute books, reports and other papers, except the correspondence of the Club and the Executive Board; preserve, in the Recording Secretary’s files, a copy of the Club Bylaws; and chair the EWC yearbook committee. She shall attest to the signature of the President or Vice President, be authorized to sign checks in the absence of either the Treasurer or the President, have access to all financial accounts and safe- deposit boxes, and shall be bonded.
Section E. Corresponding Secretary. The Corresponding Secretary shall conduct the correspondence of the Club and Executive Board; send out notices as directed by the Board; perform the duties of the Recording Secretary in her or his absence; and shall be bonded.
Section F. Treasurer. The Treasurer shall record all deposit slips received from the financial secretary; pay bills approved and presented by the President and Recording Secretary; have access to all financial accounts and safe- deposit boxes; prepare reports of financial status for Board and Member meetings; and reconcile bank statements and community service accounts. The Treasurer shall prepare required government reports in a timely manner, cross-reference receipts for financial review, and shall be bonded.
Section G. Financial Secretary. The Financial Secretary shall receive, record and receipt all monies from the chairs, departments and committees and shall perform the duties of the Treasurer in the absence of that officer. The Financial Secretary shall promptly forward all monies, received for deposit, to the bank and submit the deposit slips to the Treasurer; shall prepare a detailed monthly report, for the Board, of the sources of the deposits and accounts to which they shall be credited; and shall be bonded.
Section H. The House Building Director shall have general supervision over the Club House; contract for expenditures for ordinary maintenance and emergencies as may arise; hire licensed contractors with the approval of the Executive Board; and have each contractor sign agreements as to job responsibilities; and shall be bonded.
Section I. The House Rental Director shall be responsible for overseeing building rentals. She shall collect monies and required insurance contracts from renters, shall be responsible for overseeing and keeping financial records of building rentals, shall be responsible for all keys, and shall be bonded.
Section J. The Ways and Means Director shall plan fundraising activities to meet budgeted goals and shall chair the Ways and Means Committee.
Section K. The Strategic Planning Director shall plan and implement the Club’s long term goals for financial, strategic and building needs.
Section L. Annual Reports. All Officers, Directors and Department chairs shall submit written annual reports at the Executive Board Meeting in June. These reports shall be presented to the general membership at the September business meeting and shall be retained in perpetuity at the clubhouse.
ARTICLE VI. MEMBERS
Section A. Club meetings shall be held on the first and third Wednesdays of every month, from September through May. The fiscal year shall be from June 1 to May 31. In the case of a national, state or local emergency, or any type of event (man-made or natural) that could potentially put members in danger or violate a state or local directive, the President, with the consent of the majority of the Executive Board, may order that the business of the club be conducted via USPS mail, email or digital conferencing. This includes elections, addressing motions or other activities requiring the members’ participation.
Section B. The first meeting of each month shall be the regular business meeting of the Club. The second meeting shall be a social or educational meeting; however, the Club may be opened for business on the President’s initiative.
Section C. A special meeting of the Club may be called at any time, at the discretion of the President, or upon request of twelve (12) members, by issuance of a Call mailed to the membership. No business shall be transacted at such a meeting except that specified in the Call.
Section D. Club members shall not be charged an admission fee at any regular Club meeting.
Section E. Active members, present at the business meeting, shall constitute a quorum for transaction of business.
Section F. Conflict of Interest. No one can vote on a question in which she or he has a direct personal or pecuniary interest (for exceptions, see Robert’s Rules of Order Revised, current edition, Art. VIII. Vote. 46.).
Section G. Conflict Resolution. In the event of a conflict between members, resolution between the members is preferred. For unresolved conflict refer to Robert’s Rules Revised, current edition, Chapter 15 for guidance.
ARTICLE VII. DUES
Section A. The annual dues shall be forty-five dollars ($45.00) payable to the Membership Chair, in advance, by the last meeting in April and shall be delinquent as of June 30. The Membership Chair shall contact each member in arrears, before removal from the membership list.
Section B. Applicants for membership shall pay a processing fee of ten dollars ($10.00), in addition to the annual dues. Members of a Federated Woman’s Club moving to the Eureka area whose membership is in good standing, shall be allowed to transfer their membership and thereby be exempt from the processing fee.
Section C. Applicants joining after December 31 shall pay the ten dollar ($10.00) processing fee and one half (1/2) the annual dues ($23.00).
ARTICLE VIII. DEPARTMENTS
Section A. This Club may create, by vote of the Club membership, Departments that meet the interests and needs of its group members.
Section B. Each Department shall have two or more members and will elect a chair, in May (unless needed sooner), for the coming year. If a Department fails to elect a chair, the President may appoint one.
Section C. Departments may elect other officers and make pertinent rules that do not conflict with the Club Bylaws.
Section D. Net earnings of the Departments shall be turned over to the Financial Secretary at least twice a year.
ARTICLE IX. COMMITTEES
Section A. The Standing Committees shall be Membership, Program, House, Budget, Hospitality, Visiting, Ways and Means, Public Relations, Community Service and the EWC Yearbook. The chairs shall be appointed by the President unless otherwise specified in the Bylaws. Committee members shall be chosen by the chair with the approval of the President.
1. The Membership Committee shall consist of the Second Vice President as Chair and two other members. This committee shall review all membership applications and present their findings to the Executive Board.
2. The House Committee shall consist of a House Building Chair and at least two other members of the Executive Board.
3. The Budget Committee shall consist of the Treasurer as Chair, House Building and Rental Chair(s) and Ways and Means Director. The budget shall be presented at the regular business meeting in September, after approval by the Executive Board.
4. The EWC Yearbook Committee shall consist of the Recording Secretary and 2-3 other members, who shall be responsible for production and distribution of the annual EWC Yearbook. Distribution shall take place at the first business meeting in September.
5. The Public Relations Committee shall arrange for all publicity regarding Club activities.
6. The Community Service Committee shall record the hours of volunteer community service and inform Club members of ways in which they may serve the community.
Section B. Other committees shall be formed, as needed.
ARTICLE X. GUESTS
Members shall be privileged to bring guests to business and program meetings, not to exceed three meetings per guest, during the Club year (September 1 through May 31).
ARTICLE XI. FINANCIAL REVIEW
The club financial records shall be reviewed each year by the Board of Directors or their qualified appointees. The results of the review shall be submitted to the Board within 3 months from the date of the closing of the financial year.
ARTICLE XII. PARLIAMENTARY AUTHORITY
Robert’s Rules of Order, Revised, current edition, shall be the parliamentary authority of the Club.
ARTICLE XIII. BYLAWS
The Bylaws may be repealed or amended, or new Bylaws adopted, at any regular or special business meeting of the Club by a two-thirds (2/3) vote. Proposed changes shall have been submitted in writing and read at the previous business meeting, and a copy provided to each member at least ten days prior to the final vote.
ARTICLE XIV. ENDORSEMENTS
The Eureka Woman’s Club shall not endorse nor sponsor any organization and/or group not under the direct financial control of the Eureka Woman’s Club Board of Directors. Because of the legal liabilities involved and the nonprofit tax status of the Club, there shall be no exceptions to this rule.
ARTICLE XV. DISSOLUTION OF THE CLUB
As mandated by the Internal Revenue Service, the property of this organization is irrevocably dedicated to charitable purposes, and no part of net income or assets shall ever inure to the benefit of any Director, Officer or Member thereof, or to the benefit of any private person. Upon the dissolution of the Eureka Woman’s Club, its assets remaining after payment of all debts and liabilities of the Corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes and which has established its tax-exempt status under Section 501(c)(3) of the Internal Revenue Service.
Standing Rules
1. A newcomer orientation shall be held annually, if possible, to acquaint new members with the traditions of the club. The Second Vice President shall chair this orientation.
2. The Club seeks information on legislative measures but does not endorse partisan political measures or persons.
3. No appeals for financial aid on the club’s behalf shall be made without permission of the Executive Board.
4. All notices to be placed on the Agenda shall be given to the President, at least one business day before time of reading.
5. Members:
Please notify the Second Vice President and Financial Secretary of all changes in address, telephone number(s) and e-mail address.
Please report Club member illness, injury, hardship or death to the Corresponding Secretary and the President.
RESERVATIONS MADE, RESERVATIONS PAID. A member making a reservation for a paid event shall be required to pay whether attended or not.
6. Building and Equipment: This building and all furnishings are the property of the Eureka Woman’s Club and SHALL NOT be loaned or removed from the premises, without permission of House Chair(s).
The silver service may only be used for Club activities.
The piano shall be kept locked for protection until used.
The piano shall not be moved without the permission of House Chair(s).
No nails are to be driven in the walls, nor sticky tape used, without the permission of House Chair(s).
7. The amount of twenty dollars ($20.00) shall be donated to the Building Fund in memory of a deceased member, and the family shall be notified by the Corresponding Secretary.
8. Standing Rules are not part of the Bylaws and contain only such rules as may be adopted without previous notice by a majority vote at any business meeting. (See Robert’s Rules of Order, current edition, Art. 11. 67). At any meeting they may be suspended by a majority vote, or they may be amended or rescinded by a two-thirds vote.
Bylaws last revised: May,2020