Club Bylaws
Regina Newcomers Club
Bylaws
June 2020
ARTICLE I – ORGANIZATION NAME
This
club shall be known as the “Regina Newcomers Club”. Hereinafter also referred
to as the “Club”.
ARTICLE II – OBJECTIVES
The
objectives of the Club are:
·
To connect with newcomers to the Regina area, and those
with circumstances that could benefit from access to the Club’s social
opportunities
·
To engage in any lawful form of entertainment or
fundraising;
·
To provide networking and information opportunities
for the use of the members of the Club.
ARTICLE
III –BOARD OF DIRECTORS
1.
The Board of
Directors (hereinafter referred to as the “Board”) shall consist of a President,
Vice-President, Treasurer, Secretary, Publicity Director, Newsletter Editor,
Membership Coordinator who shall hold offices as herein provided or until their
successors are duly elected.
2.
The affairs
of the Club shall be governed by a Board of Directors comprised of a minimum of
four Directors elected by the members of the Club.
3.
Terms of all
Board members shall begin at the September change-over Board meeting. Directors
are elected and must be members in good standing.
Notwithstanding, the newly elected President must have been a member for
6 months in order to provide her with a modicum of experience before assuming
the position.
NOTE: The Past President and Board should make themselves available to
assist the New President and her Board during the transition period in order to
maintain a continuum of knowledge and operational procedures.
4.
The Club
year begins in September 1st and ends August 31st.
Elections shall be held at an Annual General Meeting (AGM) of the club
membership in June of each year and the elected Officials shall assume office
in September. 35 per cent of membership as of May 31 must be present to
constitute quorum at the AGM.
5.
In the case
of voting in Board members, the member may either:
a. Indicate a vote for a specific person;
b. Abstain; or
c. Assign their vote to a personally present attendee.
6.
The
Directors should give a copy of their duties to their replacements early enough
to allow them to prepare for and familiarize themselves with their new duties.
Replacements should attend the August meeting to observe and be sufficiently
prepared for the September Change-Over Meeting of the Board. At this September
Change-Over Meeting, the portfolios of the outgoing executive will officially be
transferred to the new Board.
7.
The
Directors may meet together for the dispatch of the business and otherwise
regulate their meetings as they determine necessary.
8.
Notice of
Board Meetings shall be given to the Directors at least one week prior to the
date of the meeting, provided however that the Directors may meet on a regular
date without notice or may, by unanimous consent, meet at any time and place
without notice.
9.
One half + 1
of Directors present shall consist of a quorum for the purpose of all meetings
of the Board.
10.
The
Directors are authorized to create committees and to appoint persons to act as
chairpersons for such committees.
11.
All members
of the Board shall be notified at least twenty-four hours in advance of a
special meeting of such committees. The Board may exercise all of its powers,
providing the President is presiding and that nothing is done contrary to the
policies of the Club.
12.
No Director,
appointed committee member or authorized representative of the Club shall
receive any compensation, or other tangible or financial benefit for service on
the Board.
However, the Board may authorize reimbursement by the Club of actual and
reasonable expenses incurred by a Director, committee member or authorized
representative acting on behalf of the club.
The Board may also elect to give a one-time, non-cash appreciation gift
valued at no more than $25.00 to outgoing Board members provided they actively
served on the Board for a minimum of 1 term.
13.
The
corporation shall, to the extent legally permissible, indemnify each person who
may serve or who has served at any time as a director of the corporation
against all expenses and liabilities, including, without limitation, counsel
fees, judgments, fines, excise taxes, penalties and settlement payments,
reasonably incurred by or imposed upon such person in connection with any
threatened, pending or completed action, suit or proceeding in which she may
become involved by reason of her service in such capacity; provided that no
indemnification shall be provided for any such person with respect to any
matter as to which she shall have been finally adjudicated in any proceeding
not to have acted in good faith in the reasonable belief that such action was
in the best interests of the corporation; and further provided that any
compromise or settlement payment shall be approved by a majority vote of a
quorum of directors who are not at that time parties to the proceeding.
The indemnification provided hereunder shall inure to the benefit of the
heirs, executors and administrators of persons entitled to indemnification
hereunder. The right of indemnification under this Article shall be in addition
to and not exclusive of all other rights to which any person may be entitled.
No amendment or repeal of the provisions of this Article which adversely
affects the right of an indemnified person under this Article shall apply to
such person with respect to those acts or omissions which occurred at any time
prior to such amendment or repeal, unless such amendment or repeal was voted by
or was made with the written consent of such indemnified person.
This Article constitutes a contract between the corporation and the
indemnified directors. No amendment or repeal of the provisions of this Article
which adversely affects the right of an indemnified director under this Article
shall apply to such director with respect to those acts or omissions which
occurred at any time prior to such amendment or repeal.
ARTICLE IV
– DUTIES OF DIRECTORS
Unless
otherwise specified by the Board which may modify, restrict or supplement such
duties and powers, the Directors of the Club, shall have the following duties
and powers associated with their positions:
1. The President shall preside at all General Meetings of
the Club and at all Board meetings and shall be ex-officio a member of all
committees.
2. The Vice-President shall perform the duties of the
President in her absence and inability to act and shall be responsible for the
program, obtaining a meeting place and assisting the President in carrying out
her duties. The Vice President shall be responsible for organizing the monthly
dinner social. She shall also be the liaison between the activity coordinators
and the Board by overseeing existing activities and initiating new activities
where interest is expressed. The Vice President shall recruit coordinators and
consult with coordinators at least twice yearly to address any issues or
concerns.
3. The Secretary shall record the minutes of the meetings
of the Board of Directors. The Secretary shall count votes when voting is done,
and record minutes of any meeting when a vote is taken. Further, the Secretary
shall be responsible for maintaining Club records to include names and
addresses of the Board and a current copy of By-Laws and Club policies.
4. The Treasurer shall keep a record of all monies
received and disbursed and all necessary monies for each meeting and pay all
authorized bills. The Treasurer shall present a financial status of the Club at
the monthly Board meetings, and complete the annual filing of information
requirements with Information Services Corporation (ISC). The financial records
shall be open for inspection or review at any time the Board of Directors deems
necessary.
5. The Membership Coordinator shall organize and host new
member’s nights for the prospective members, welcome the guests and members at
dinners and to contact prospective members by frequently checking the Club’s
email account. She shall also maintain and distribute the membership list
to all activity coordinators, accept new members and inform members of any
upcoming dues payments and remove any members as required.
6. The Publicity Chairperson shall be responsible for all
publicity as well as the maintenance of the Club website.
7. The Newsletter Editor shall be responsible for the
preparation and publication of the newsletter.
8. Vacancies in Board positions shall be filled through
Board appointment or the remainder of the term.
ARTICLE V – MEMBERSHIP AND
DUES
1. Those eligible for active membership shall be women
who meet any of the following:
a. newcomers to the Regina area within a period of 36
months prior to application for membership (or as approved by the Directors);
b. Have circumstances that would benefit from the Club’s
offerings (as approved by the Directors).
Acceptance is also contingent upon payment of the prescribed fee.
2. Dues shall be $35.00 for the first year; $25.00 for
each of the second and third years. Starting in the fourth year and beyond,
dues will be $15.00 per year. Dues are NOT refundable. A prospective applicant
to the Newcomers Club may attend one event and one new member’s night prior to
joining as a Member. Membership to the Newcomers Club shall commence from the
date of application.
3. A member may terminate membership in the Club at any
time. If a member is indebted to the Club at the time of termination, all
indebtedness must be paid. Dues and related fees shall not be refunded.
4. A Club member ‘in good standing’ is a member who is
up-to-date on membership fees and has not violated any of the club’s bylaws.
5. No Club member may use the Club or information
provided by the Club for the purposes of solicitation. The membership list is
provided for social interaction between Club members and it cannot be copied or
sold to outside organizations or individuals. A member found doing so will no
longer be considered in good standing. It is at the Directors’ discretion to
determine the appropriate measures to return the member to be considered in
good standing, which could include termination.
6. If a member chooses to let their membership lapse, and
chooses to renew at a subsequent time, reinstatement terms will be at the
Directors’ discretion.
7. Members with businesses wishing to advertise in the
monthly club newsletter may do so at an annual rate of $25 or in-kind
equivalent. Non-members may advertise in
the club newsletter at an annual rate of $50 or in-kind equivalent.
8. The Board may, at its discretion, reinstate the
membership of any person at their request upon payment of the agreed upon
installment rate.
