COPPELL WOMEN'S CLUB BYLAWS
Article One: Organization
1.1 Establishment: The Coppell Women’s Club (the Club) is an unincorporated non-profit, non-political group of women who share an interest in the city of Coppell, Texas.
1.2 Purpose: The purpose of the Club is to promote friendship and a strong community among all women who have an interest in Coppell, and to provide social, charitable, cultural, and educational opportunities.
1.3 Operations: The Club shall consist of the General Membership, the Officers, the Permanent Committee Chairpersons, and the Special Interest Groups. The management of the Club will be carried out by the Executive Board. The club’s fiscal year is July 1 through June 30 of each year. A change in the amount of Membership Dues shall be voted on at the April General Meeting by the General Membership for the upcoming year and/or as needed.
1.4 Membership: Membership shall be available without regard to race, creed, color, age, religion, or national origin. Two classifications of membership are available.
1. Individual Membership is open to any woman who subscribes to the purpose and operation of the Club, subject only to compliance with the provisions of the Bylaws.
2. Business Membership is open to any woman who subscribes to the purpose and operation of the Club, and who seeks professional visibility within the Club. Benefits of Business Membership will be determined by the Executive Board each year. These benefits may include an opportunity to host a business meeting and showcase your business; a listing in the business section of the CWC annual directory; placement of promotional literature/business cards in a specially designated business area at each General Meeting; Business Special Interest Group; option to purchase a web advertisement on the CWC website.
All members are expected to honor the stated Club purpose. The Bylaws prohibit the use of our membership list for direct business solicitation.
1.5 Dissolution: In the event of dissolution of the Club, its assets shall either be spent exclusively for purposes allowable for a 501c(7) organization as defined in the Internal Revenue Code of 1954, as amended, or distributed to the members in a pro-rata manner.
1.6 Earnings: No part of the Club’s net earnings may inure to the benefit of any person having a personal interest in the activities of the Club.
Article Two: Outline of Operation
2.1 Officers: Shall consist of President, Vice President, Secretary and Treasurer.
2.2 Permanent Committee Chairpersons: Shall consist of Programs, Membership, Business Membership, Hospitality, Communications, Website, Special Interest Groups, Luncheon, Publicity, Social Media, Ambassador, Community Service, and Sunshine Service. Each chairperson(s) is responsible for their respective function for each meeting, luncheon or event.
2.3 Executive Board: Shall consist of Officers and Permanent Chairpersons.
2.4 Special Committees: Shall consist of any committees that the Executive Board and/or General Membership may deem necessary.
2.5 Audit Committee: Shall consist of Vice President and two members appointed by the Executive Board. Specifics regarding the audit process and timing are provided in Article 5.4.
2.6 Image: In order to build a consistent image, the Club’s logo, ‘Humphries the Hummingbird’ and its signature colors, lavender and/or teal, will be used on all communication, including advertisements, signs, stationery, cards, website, newsletter and promotional materials such as t-shirts, etc. Exceptions to the branding requirement may be made by the Executive Board.
2.7 P.O. Box: The Club shall maintain a post office box at the Coppell Post Office. The current address is Coppell Women’s Club, PO Box 1692, Coppell, TX 75019.
2.8 Club Budget: The Executive Board will establish and approve an annual budget for the Club’s operating year prior to the September general meeting. Once the budget is approved, each board member will be responsible for managing her portion of the budget. If Actual Income is materially different than the approved budget, the Executive Board will revise the expense portion of the budget accordingly.
2.9 Club Expenses: Permanent Committee Chairpersons are authorized to spend up to the approved budgeted amount for their respective function. Anticipated expenditures exceeding 10% or more of the approved budgeted amount require Executive Board approval. Any member or chair exceeding 10% or more of the approved budgeted amount without prior approval of the Executive Board shall be personally liable for the payment. The Officers are authorized to spend up to $50.00 annually at their discretion. Checks over $100 require two signatures – the Treasurer’s and the President’s. In the absence of the President, the Vice-President will be the second signature.
2.10 The Club’s fiscal year is July 1 thru June 30 of the following year. Financial responsibility transitions to the Incoming Board on July 1st. Any expenses incurred by the incoming board members prior to budget approval must be presented and approved by the Executive Board.
Article Three: Meetings
3.1 General Information: General Club meetings will be held the first Wednesday of each month that a meeting is scheduled, unless otherwise designated by the Executive Board. A short club business session may be included in each meeting. Any meeting expenses will be paid out of the Club treasury.
3.2 Annual Membership Enrollment Session (Get Acquainted Coffee): A special Membership session will be held on a date determined by the incoming Executive Board. The purpose of this session is to enroll members for the upcoming year, to encourage camaraderie, and to introduce the various Special Interest Groups.
3.3 General Meetings: General meetings will be held in September, October, November, February, March and April. A January meeting may be held at the discretion of the Executive Board.
3.4 Luncheons: Holiday and Spring luncheons will occur as planned by the Luncheon chairs and approved by the Executive Board. A third event is optional should the Executive Board deem appropriate.
3.5 Executive Board Meetings: Executive Board meetings may be held at such time and place as shall be designated by the President without the necessity of notice to the General Membership.
3.6 Advertising to Membership: At Club functions a special display space will be available for participating businesses that wish to offer their services to Club members. All brochures, flyers, service offers, coupons, or other methods of business communication may be placed in this area. Placement and removal of these materials shall be the responsibility of the business entity. Placing advertising messages on chairs is expressly prohibited.
3.7 Guests: Guests may attend up to two meetings/activities prior to joining the Club.
Article Four: Executive Board
4.1 Composition: Officers and one voting member of each Permanent Committee.
4.2 Duties: All Officers and Permanent Committee Chairpersons shall represent the interests of the entire Club membership and through this understanding are responsible for the general management of the Club. The Executive Board approves program speakers submitted by the Programs Chairperson(s). All Officers and Permanent Committee Chairpersons are obligated to uphold the purpose of the Club, and therefore should make a concerted effort to meet all visitors and new members, and to greet as many Club members as possible at each Club function. Each Board member is expected to attend board meetings or send a report. Reports shall be submitted to the President and/or Secretary at least 24 hours prior to the meeting as needed.
4.3 Installation: Incoming Board Members shall be presented and voted on by the General Membership at the April general meeting. The installation of Officers and Permanent Committee Chairpersons will be conducted at the May luncheon. Installation of Executive Board (acknowledgement will be voiced by the incoming Executive Board after reading):
· Do you promise to fulfill the duties of your office to the best of your ability according to the bylaws of the Coppell Women’s Club?
· Will you strive to promote friendship and a strong community among those that have an interest in Coppell Women’s Club?
· Will you work to provide social, charitable, cultural and educational opportunities for the members of Coppell Women’s Club?
Executive Board members who are not able to attend the May luncheon or who are named during the club year will be installed at next Executive Board meeting.
4.4 Assumption of Duties: Incoming Executive Board members shall assume their responsibilities following the June Executive Board meeting. The June board meeting will be a joint session with the newly installed, Incoming Executive Board, allowing for functional transitions.
4.5 First Meeting of Incoming Executive Board: Shall be held in the month of July at a date determined by the incoming President.
4.6 General Information: Executive Board meetings may be called by the President whenever she deems necessary. The Executive Board will approve all non-budgeted Club expenditures. The Executive Board will meet as needed during summer months to formulate plans for the coming year.
4.7 Officer Resignation: Any member of the Executive Board may resign by giving written notice to the President or Vice President. Such resignations shall take effect at the time specified therein or immediately, if no time is noted.
4.8 Vacancies: The Executive Board is responsible for selecting a candidate for any vacant board position after general Club elections. Any Board member missing two (2) consecutive board meetings without notification to the President will be reviewed by the Executive Board. If the Board determines that a change is needed, the Board will fill the open role with a member elected by a majority vote of the remaining Executive Board
Article Five: Duties of Officers
5.1 President: Shall preside over all General Club meetings. Her responsibilities include calling Executive Board meetings, reserving the facility for the Board and General meetings, setting the agenda, contacting appropriate Executive Board members prior to each meeting to coordinate their participation, and presiding over Executive Board meetings. The President shall coordinate the work of the officers and committees and is expected to be a strong advocate of the stated Club purpose. The President shall work with the Executive Board on the budget and be knowledgeable of the Club’s financial condition. Membership dues will be waived the year of the President’s term. The President shall have the ability to sign the checks under $100 and signs all checks with the Treasurer for amounts over $100. In the absence of the President, the Vice President shall be the second signature. Any member may serve as President after one year of service on the Executive Board. The President will abide by the Club Budget and Expense sections as specified in Article 2.8 and 2.9. . If the President is unable to fulfill their duties, the Vice-President will assume the office of President for the remainder of the fiscal year,
5.2 Vice-President: Shall preside over General and Executive Board meetings when the President is absent. In the absence of the President, the Vice-President will be the second signature on checks along with the Treasurer when needed. She is responsible for an annual review of the Club's Bylaws and, if necessary will work with ad hoc committees to craft needed amendments. She shall serve on the Audit committee and co-chair the New Member Orientation event/meeting. The Vice-President is expected to embrace and support the club's purpose and to be a team builder within the Executive Board. In addition, the Vice-President is responsible for obtaining name tags for the Board Members. At the Executive Board’s direction, she will ensure an annual review is conducted via Survey as deemed necessary by a majority vote of the Executive Board. She shall review membership surveys, compile data, and distribute results to appropriate Executive Board members. She is responsible for the President’s gift at the Spring Luncheon. Any member may serve as Vice President after one year of membership in the Club. She will assist and follow-up on pending issues with President according to last Board Meeting minutes. The Vice-President will abide by the Club Budget and Expense sections as specified in Article 2.8 and 2.9.
5.3 Secretary: Shall take attendance and record minutes of each Executive Board meeting and provide the minutes via e-mail to Executive Board members for their review prior to the next board meeting. Minutes will be presented to the Executive Board and approved at the next month’s board meeting. Minutes will be posted to the club website for archival as a PDF file. She will also maintain the current copy of the Bylaws. The Secretary will abide by the Club Budget and Expense sections as specified in Article 2.8 and 2.9.
5.4 Treasurer: Shall provide a Treasurer's report at each Executive Board meeting, keep all financial records, balance checkbook and bank statements, and pay all bills approved by the Executive Board. She shall prepare a monthly financial statement for review at Executive Board meetings.. She shall close out financial ledgers one (1) month after the last joint meeting of the outgoing and the incoming Executive Boards. She shall submit books for the final audit by July 15. Petty cash reimbursement requests shall be reconciled monthly at Executive Board meetings. At the monthly Executive Board meetings, she will provide the current checking balance. If online banking is used, President must also have access to the account. The Treasurer’s responsibilities include preparation and filing of 990-N to maintain our tax-exempt status as well as any tax or accounting issues dating from that fiscal year. The Treasurer will abide by the Club Budget and Expense sections as specified in Article 2.8 and 2.9.
Article Six: Permanent Committee Chairperson(s)
6.1 Composition and General Responsibilities: As delineated in Article 2.2. Each Permanent Committee Chairperson will abide by the Club Budget and Expense sections as specified in Article 2.8 and 2.9.
6.2 Programs Chairperson(s): Up to two co-chairs in this position. She shall meet with the Executive Board at summer meetings to discuss ideas for upcoming year's speakers and programs. She shall be responsible for gathering information about prospective speakers and/or programs and presenting this data to the Executive Board for consideration. Final program decisions for the upcoming year must be voted on by the Executive Board no later than the August Board meeting. Upon board approval, the Programs Chairperson will make arrangements with speakers, coordinate the desired room setup with the Hospitality Chair, create program schedule to be distributed to members, facilitate payment of fees, act as speaker's host, and send follow-up thank you notes. If the club owns a microphone system, the Programs Chair will also be responsible for making sure it is brought to the events, setup and is functioning properly.
6.3 Membership Chairperson(s): Up to three co-chairs in this position. The Chair solicits potential members through telephone, website and/or personal contact. She is responsible for check-in of members at General Meetings. She shall be responsible for purchasing and storing meeting name tags and other check-in supplies and making them available at the General Meetings. She Co-chairs the New Member Orientation event/meeting. She shall maintain an accurate database of the membership in coordination with the Website Chairperson. She will report membership numbers at Executive Board meetings. She shall be responsible for the design, compiling and printing of membership directories and make them available to the general membership on a date determined by the Executive Board.
6.4 Hospitality Chairperson(s): Up to two co-chairs shall buy and store paper goods, coffee, drinks and related items necessary for general meetings. She shall coordinate New Member Orientation event/meeting and/or Get-Acquainted coffee. She shall make all needed items available prior to each meeting, and shall be responsible for maintenance of the Club’s coffee pot. She shall plan and acquire the agreed refreshments for each meeting via the approach and budget that is approved by the board at the beginning of the club year.
6.5 Community Service Chairperson(s): Up to two co-chairs in this position. She shall communicate with local entities that provide opportunities for volunteer/community service for the Club and/or members. She shall share information with the Club and solicit volunteers.
6.6 Communications Chairperson(s): Up to two co-chairs in this position. She shall gather information, write and distribute publications to all members. Also, she shall distribute recent publications to prospects as requested by Membership or President. Publications will be distributed electronically and/or via US Postal Service and posted on the website. Distribution will occur as frequently as determined by the Executive Board. She shall send out email blasts to members.
6.7 Website Chairperson: She shall maintain the Club website integrity working with host/server providers to insure stability of site. She will periodically make changes to the website’s content, design and function as needed so that it is easy to read, easy to navigate, and that the colors and layout are pleasing to the eye. In addition, the Website Chair will maintain all links, control text specifics and images to keep the website consistent, current and relevant to ongoing and potential traffic of new and existing members. She will maintain the calendar, update activities and events on the SIG member’s only sections of the website and manage photo folders and upload photos to club website. She shall work closely with Communications and Social Media Chairpeople.
6.8 Special Interest Groups Chairperson: She shall coordinate the Special Interest Groups, establish that each group has a coordinator, and distribute to the coordinator the names of all members wishing to join a group after the member has paid her annual dues. All participants of the Special Interest Groups shall be members of the Club.
6.9 Luncheon Chairperson: Up to two co-chairs in this position. She shall organize the Holiday and Spring Luncheons with the assistance of committee members. She will also plan and coordinate a third event during the Fall if the Executive Board votes to proceed with same. She shall ensure that venue negotiations are in accordance with approved budget and shall secure Executive Board approval of events.
6.10 Publicity Chairperson: Up to two co-chairs in this position. She shall be responsible for media promotion, including use of newspaper, radio, television and internet. She shall determine opportunities to promote the Club through local events and community activities and coordinate the club’s participation as agreed. She shall take pictures of various Club and Special Interest Groups and email them to the various newspapers for publication and upload photos as needed. She shall be responsible for signage of monthly General Meeting which entails ordering signs, filing monthly permits with the City, distributing and collecting signs to committee of sign installers.
6.11 Social Media Chairperson: Shall maintain the Club’s Facebook page and group (non-profit organization) by updating the wall with current activities and events, increasing fans, posting photos, etc. She shall increase use of other social media areas as the Executive Board sees fit.
6.12 Business Membership Chairperson: Up to two co-chairs in this position. The Chair solicits potential members through telephone, website and/or personal contact. She is responsible for organizing the Business Member SIG meetings as its members desire. She maintains Business Member display area at the General Meetings. She is responsible for working with Business Members or other community businesses to help provide door prizes for the luncheons.
6.13 Ambassador Chairperson: She shall recruit Board Members and Club Ambassadors to welcome visitors and new members at Club functions and events. She will work with the Membership Chair to ensure the visitors and new members are identified appropriately.
6.14 Sunshine Service Chairperson: She shall seek out Club members who need special attention, send cards to those who are ill or who have an illness or death in the family. She shall organize member support to provide food, companionship, transportation, or other needed services. She will also send birthday cards to each member to recognize their special day.
Article Seven: Special Committees
7.1 Composition: From time to time, the Executive Board or the General Membership may recognize the need for special committees. These are temporary committees appointed by the Executive Board for particular jobs or functions. Since these committees are for a limited time and purpose, the Chairperson shall not be a member of the Executive Board.
7.2 Audit Committee: Shall review financial documents prior to the August Executive Board Meeting (refer to Article 2.5).
Article Eight: Nominating Committee for Executive Board
8.1 Nominating Committee: Shall consist of three (3) to five (5) members. A slate of nominees for this committee shall be presented to the general membership at the February meeting, with further nominations accepted from the floor. Each eligible voter shall cast her ballot for five (5) names only. The President shall select eligible members of the Executive Board to count the ballots during the meeting. The three (3) to five (5) nominees receiving the most votes shall constitute the Nominating Committee. In the event of a tie, the President will provide a resolution to the situation approved by the Executive Board. The President will privately contact members receiving the most votes and obtain their consent to serve. If any member is not available to serve, the member with the next highest number of votes will be contacted until the members of the Committee are finalized. The Chairperson of the Nominating Committee shall be the person receiving the most votes. No member shall serve on the Nominating Committee more than two (2) consecutive years. Members of the Nominating Committee shall not serve on the incoming Executive Board. The current President shall serve in an advisory position to the Nominating Committee. The Nominating Committee may ascertain members' interest in serving on the Executive Board by making announcements at the February and March meetings, and by posting referral requests on the Club's website and in the Club's Electronic Update. Personal contacts and referrals from the other members are encouraged. All operations of the Nominating Committee are confidential. This Committee shall nominate a minimum of one (1) candidate for each elective office and secure the consent of the nominee to serve. These candidates shall be presented at the April general meeting at which time further nominations may be made from the floor.
Article Nine: Dues and Surplus Funds
9.1 Amount: Annual membership dues shall be set by the Executive Board and approved by the General Membership. See Article 1.3 for changes to Dues.
9.2 Collection: Membership dues shall be collected throughout the year. Pro-rated dues for new members joining the club after January 1 will be 50% of the amount of the annual dues. In order for a member's name to be included in the Club's membership directory, her dues must be received prior to September 30 or the date as determined by the Executive Board. but no later than the second Wednesday in October.
9.3 Surplus Funds: End of year surplus funds may be donated in the name of the Club to local nonprofit organizations. The Executive Board shall be responsible for determining recipient organizations and the amount to be donated to each organization.
9.4 End of Year Balance: Any fund balance at the end of the year may be carried over to subsidize the next year's budget.
Article Ten: Voting of the General Membership
10.1 Voting: Voting shall be by voice except in special cases where the Executive Board deems it necessary to have a written vote. The President shall announce these exceptions prior to the vote. All matters voted upon shall be decided by a simple majority of those members in attendance.
10.2 Bylaws Amendments: Amendments to the Bylaws shall require a simple majority of those members voting, but may be voted upon either in person or by written proxy filed with the Secretary prior to the vote.
Revised July 2015 and approved October 2015
Revised August 2013 and February 2014
Revised September 2012
Revised July 2012
Revised March 2012
Revised April 2011
Revised April 2010
Revised April 2008