Bylaws of Woman’s Club of Ramsey
Article I — Name
The name of this organization shall be “Woman’s Club of Ramsey.”
Article II — Objectives
This Club is organized exclusively for charitable purposes, including such purposes as to render services to the community and to bring together women interested in furthering the common welfare and well-being of the community.
Article III — Membership
A prospective member shall be required to attend one (1) general meeting and shall complete the application form at the request of the Membership Committee.
Section A — Active Members
Any woman who is in accord with the objectives of the Club is eligible to become a member. Each application for membership must be presented in writing to the Membership Chairman together with one (1) year’s dues. If an application is received after January 1, the applicant will pay one (1) year’s dues to be applied to next year’s dues. If an applicant applies for membership September through November, the dues would be half of the annual dues.
The Membership Chairman shall present all applications to the Board of Directors.
A majority vote of the Board shall constitute acceptance. Formal installation is conducted at May and September meetings. New members shall be entitled to all the privileges of the Club, including the right to vote. All members must attend at least three (3) meetings per Club year and fulfill their assigned requirements. Members are responsible for signing an attendance record at each meeting and activity. They must join at least one (1) Department or Committee, support at least one (1) Club fund-raising project and assist Special State Projects. They shall complete an annual time sheet and submit it to the President at the November meeting. It is the responsibility of the President to urge non-compliant members to participate more fully in Club activities.
Members who were active in the club and are no longer able to participate may be designated as Distinguished Former Members.
1. A member of another Federated Club wishing to join the Woman’s Club of Ramsey may become a member by presenting credentials from her Club showing her to be in good standing, by the acceptance of the application by the Secretary of the Board of Directors, and by payment of the annual dues.
2. Any member who has resigned in good standing may be reinstated upon acceptance of her application by the Membership Committee and payment of annual dues.
3. Request for reinstatement after three (3) years will follow procedure for new members.
Section B — Life Members
Life membership may be conferred upon members who have rendered outstanding service to the Federation for a period of not less than fifty (50) years. Life membership shall be conferred by recommendation from the Board of Directors to the Club and by unanimous vote of the Club members present and voting. These members shall pay no dues but shall retain all Club privileges. (Federation dues shall be paid by the Club).
Section C — Resignations
All resignations from the Club shall be made in writing or via email to the Corresponding Secretary, who shall present said resignation to the Board and at the next general meeting of the Club for acceptance. No resignation shall be considered unless the member is in good standing. Members whose dues remain unpaid by April 30 shall be declared in arrears and may be dropped from membership. Members wishing to resign from the Club after June 30 of any year must pay their dues for the current fiscal year before the member’s resignation can be accepted in good standing. See Article VI, Section 4 for information regarding yearly dues.
Article IV — Officials
Section A — Officers
Officers shall be selected at the general meeting in April as follows: • President
• Vice President
• Recording Secretary
• Corresponding Secretary • Treasurer
• Federation Secretary
The President, Vice President, Recording Secretary and Treasurer constitute the Executive Board. The President, Vice President, Recording Secretary, Corresponding Secretary and Treasurer are elected. The Federation Secretary is not elected; the position is held by the retiring President.
They may hold office for a two (2) year term, with the exception of the Treasurer, who may serve a three (3) year term. These Officers shall constitute the Executive Committee.
In the event of a vacancy in the Office of the President, the Vice President shall fill this vacancy. Vacancies in all other offices shall be filled by appointment of the President. All appointments shall be ratified by the Board of Directors. Members may be appointed to fill other unexpired terms of less than one (1) year.
Section B — Board of Directors and Duties of the Board of Directors
The Officers of the Club, the Chairmen of active Departments, and Chairmen of Standing Committees and Special Committees, together with the last retiring President, shall constitute the Board of Directors.
The Board of Directors shall transact all business of the Club, subject to the approval of the members. It shall have the power to fill all vacant offices except that of the President. This office shall be filled by the Vice President, who shall serve until the current term is completed.
Section C — Duties of Officials
1. President. The President shall be the official representative of the Club at all local, district, and state functions; shall preside at all meetings of the Club and Board of Directors; shall sign contracts; shall be empowered to sign checks; shall appoint Committee Chairmen as necessary; and shall be an ex-officio member of all departments and committees with the exception of the Nominating Committee. She shall enforce these Bylaws and perform such other duties as are incidental to the office.
The President shall file a written report by the April meeting. The President has the option to give her annual report orally along with her written report to be attached to the Secretary’s minutes.
A meeting of the Executive Board may be called by the President at any time. In an emergency, the officers shall be empowered to act on behalf of the Club. A full report of such action must be rendered at the next meeting of the Board of Directors and of the Club.
2. Vice President. The Vice President shall perform the duties of the President in her absence. In the event of the resignation or withdrawal of the President, the Vice-President shall perform the duties of the office of the President until the next election.
3. Recording Secretary. The Recording Secretary shall record accurately all minutes of the Club and of the Board of Directors. She shall provide copies of the minutes to the President. She shall maintain all attendance records. She shall be the custodian of all current Club records except those assigned to the charge of another.
4. Corresponding Secretary. The Corresponding Secretary shall send out special notices, if needed, to the Club and Board of Directors. Notices of special meetings shall clearly express the purpose of the meeting to be held. She shall maintain a file of all correspondence of the Club. She shall notify members of the acceptance of their resignations. She shall be responsible for all correspondence of the Club except department and committee correspondence.
5. Treasurer. The Treasurer shall collect the annual dues and have the custody of all funds of the Club, keeping a record of all monies received and expended. She shall sign all checks for all authorized expenditures. She shall keep a dated list of all members dropped, whether for non-payment of dues or otherwise. She shall present a report of the finances of the Club at each meeting. The Treasurer shall be a member of the Budget Committee. Any amount above one hundred dollars ($100) not included in the Budget shall be acted upon by the Board of Directors.
She shall notify by mail, email or phone all members whose dues are in arrears. If dues are not paid, she shall obtain approval of forfeiture of membership from the Board of Directors.
She shall file a complete financial report at the April meeting. The budget and audit shall be completed within three (3) months of the end of the fiscal year. The auditor shall be responsible along with the Treasurer for filing the annual charitable registration fee and form and the federal income tax form, if required. The Treasurer will provide the appropriate records. The fiscal year shall be July 1 through June 30, and the May meeting is the annual meeting.
6. Federation Secretary. The Federation Secretary shall handle all the Federation correspondence and keep the Club informed of District, State and Federation activities, projects and publications. She shall promote Special State Projects.
She shall be responsible for notifying the Treasurer to purchase the Past President’s pin for the retiring President.
7. Parliamentarian. The Parliamentarian shall maintain order at all general Club and Board meetings according to Robert’s Rules Of Order, Newly Revised and the bylaws of the Club. She shall maintain the decorum of meetings, ascertain the will of the majority, preserve the rights of the minority, and facilitate the orderly and harmonious transaction of the business of the Club.
8. Historian. The Historian is responsible for recording the history of the Club. She may also maintain the Club scrapbook and other historic documents or artifacts.
Article V — Meetings
1. Meetings of the Club shall be held eight (8) times a year, September through May with the exception of December. All business may be suspended by the majority vote of the active members. A quorum at a general meeting shall consist of one-third (1/3) of the active members. Meetings shall be held on the fourth (4th) Tuesday of the month, except when otherwise ordered by the Board; meeting days may be changed if necessary or appropriate. In the case of a national emergency, state emergency, or any type of event (man-made or natural) that could potentially put members in danger, the President, with the consent of the Executive Committee or the majority of the Board of Directors, may order that an electronic meeting be held as a substitute for a regular, executive committee, board of directors or special meeting.
Members shall be responsible for signing an attendance record. Members shall have the privilege of inviting guests to the general meetings of the Club. Each visitor can be introduced only twice in each Club year.
2. The Board of Directors shall meet at least once a month during the Club year. There shall be a re-organization meeting in June including some or all of the outgoing Board. Special meetings may be called by the President at any time. Upon written request of three (3) members of the Board, the President shall call a special meeting. Notice of such meetings shall be given at least two (2) days in advance to all Board members.
The Board shall meet within two (2) weeks before the general meetings, September through May. Meeting days may be changed if necessary or appropriate. A quorum at a Board meeting shall consist of two-thirds (2/3) of the Board members.
3. The annual meeting shall be held in May of each year. Special meetings may be called by the President. Notice of special meetings shall be given to all members of the Club.
Article VI — Finance
1. The revenue of the Club shall be derived from annual dues and other sources. The fiscal year shall close June 30.
2. Ways and Means to be determined by Board of Directors.
3. The annual dues of thirty-five ($35) per member shall be paid by April 1 for the following Club year. The amount of dues may be reviewed annually by the Executive Committee.
4. Budget Committee shall consist of three (3) members, including the Treasurer. It shall be appointed in February and shall present a proposed budget. The proposed budget will be voted on at the September meeting.
5. No member, committee or department of the Club may in any way involve the Club in debt or liability without permission of the Board of Directors.
Article VII — NJSFWC Departments
The Departments of NJSFWC include:
• Arts and Culture
• Arts Performing
• Civic Engagement and Outreach
• Communications and Public Relations
• Domestic and Sexual Violence Awareness and Prevention • Education and Libraries
• Environment
• Health and Wellness
• Membership
• Special State Project
Article VIII – Standing Committees
The number and nature of the Ramsey Woman’s Club Committees shall conform as closely as advisable to, but are not limited to, the Departments of the New Jersey State Federation of Women’s Clubs. The Chairman of each Committee shall give a report at each general meeting, and she shall file a written report at the April general meeting. At the Board meeting in June the President shall appoint the Standing Committees.
1. Bylaws. This committee shall consist of a Chairman and at least two (2) other members, appointed by the President. It shall handle all revisions and/or amendments to the Bylaws and to the Constitution. Bylaws shall be reviewed at least once during each administration.
2. Communications and Public Relations. The Chairman shall coordinate the Club Yearbook. The committee shall consist of the Chairman and one (1) or two (2) others, as needed. She and her committee shall arrange for printing and distribution prior to the October Board meeting.
3. Education and Libraries. This committee shall consist of a Chairman and at least two (2) other members. It shall work in conjunction with the school authorities regarding educational needs and the selection of a student or students attending the Ramsey high school to receive annual awards, scholarships and the HOBY Program donation. It shall expedite Federation, College and Education projects.
4. Hospitality. This committee shall consist of the Chairman and at least two (2) other members. It shall be responsible for setting up the hall, cleaning up and locking up the facility and shall have custody of all house properties. The Chairman shall contact members on a rotating basis to provide refreshments. Money shall be provided by the Board of Directors for hospitality costs.
5. Membership. This committee shall consist of the Chairman. It shall receive all applications for membership and shall be responsible for acquainting prospective members with the duties and obligations of membership. New members will be installed at the September or May meeting.
6. Nominating. This committee shall consist of three (3) members on a rotation basis. They shall be appointed by the President at the January Executive Board Meeting. The Committee shall present a slate of nominees at the March Board of Directors meeting, March general meeting, April Board of Directors meeting and April general meeting before voting.
7. Program. The appointed Chairman shall arrange programs of general interest for the general meetings. She shall keep a dated record and description of all programs.
8. Audit. An Auditor or Committee shall be appointed by the President to examine the financial records and file a report with the Board of Directors. See Article IV, Section C, #5, Duties of Treasurer.
9. Internal Communications. This committee shall consist of the Chairman and others as needed. It shall be the duty of the committee to mail, email or telephone every member to advise of general meetings and Board meetings, and to dispense any information requested by the Board of Directors. In the event that the member does not have email, a telephone call will be made.
Article IX — Election of Officers
1. Election of Officers shall occur every two (2) years at the April meeting. In the case of a national emergency, state emergency, or any type of event (man-made or natural) that could potentially put members in danger, the President, with the consent of the majority of the Executive Committee or the majority of the Board of Directors, may order that elections be held by mail or electronically.
2. Nominations from the floor may be made at this meeting with the consent of the nominee.
3. If only one name is presented for each office, the vote shall be by voice.
4. When there is more than one nominee, the President shall appoint three (3) members to act as counters at the election. The Recording Secretary shall keep all the ballots cast in her possession for thirty (30) days and then shall destroy same unless a recount has been ordered. The results of the election shall be announced by the President prior to the adjournment of the April meeting.
5. A majority vote of those present and voting shall elect.
Article X — Installations
1. Installation to Office shall be at the May meeting.
2. All duties and privileges of office shall commence upon Installation to Office.
3. The President’s yearly appointments of Committee Chairmen shall be announced at the June Board meeting.
Article XI — Representation
The President holding office shall be the first delegate to the Annual Convention of the New Jersey State Federation of Women’s Clubs. Her registration shall be paid from the Club treasury as stipulated in the budget. This delegate shall represent the Club in the procession of presidents.
Article XII — Dissolution Clause
Upon the dissolution of this organization the Treasurer shall, after paying or making provision for the payment of all the liabilities of this organization, dispose of all the assets of the organization exclusively for the purpose of the organization in such a manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes that shall at the time qualify as an exempt organization or organizations under Section 501 (c) 3 of the Internal Revenue Code of 1954 (or corresponding provision of any future United States Revenue Law) as the members shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county, in which the principal office of the organization is then located, exclusively for such purposes or to such organizations, as said Court shall determine.
In the State of New Jersey, the Court of Common Pleas has been assumed by the Chancery Division, Superior Court of New Jersey.
Our Club’s Tax Identification Number is 86-1083874.
Article XIII — Amendments
These Bylaws may be amended at any general meeting of the Club by a two-thirds (2/3) vote of the active members present, provided notice of the proposed amendments has been given to all active members at least one week prior to the next meeting.
Article XIV — Rules of Parliamentary Procedure
The Rules contained in the current edition of Roberts Rules of Order, Newly Revised shall govern the Club in all cases in which they are applicable and not inconsistent with the Articles of Incorporation, Constitution and Bylaws.
Revised August 2021
Committee: Dolores De Vinck,, Chairman
Marjorie Detweiler
Linda Korsen
Tina Pellicciari