Club Bylaws

Regina Newcomers Club

Bylaws

 June 2018
ARTICLE I – ORGANIZATION NAME 

This club shall be known as the “Regina Newcomers Club”. Herein after also referred to as the  “Club”. 
 
ARTICLE II – OBJECTIVES 
 
The objectives of the Club are: 
a)      To welcome newcomers to the Regina area and to help them make friends; 
 
b)      To engage in any lawful form of entertainment or fundraising; 
 
c)       To provide networking and information opportunities for the use of the members of the Club. 

ARTICLE III – MEMBERSHIP AND DUES 

  1. 1. Those eligible for active membership shall be any women who are newcomers to the Regina area within a period of 36 months prior to application for membership (or as approved by the Directors); who pays the prescribed fee and whose application for membership is approved. 

  1. 2. She shall remain a Newcomer for a maximum of three years except as herein otherwise provided. She shall become an Alumni after that if she so chooses. 

  1. 3. Dues shall be $30.00 for the first year; $20.00 for each of the second and third years. Starting in the fourth year and beyond, dues will be $10.00 per year. Dues are NOT refundable. A prospective applicant to the Newcomers Club may attend one dinner meeting as a paying guest and one new member’s night prior to joining as a MemberMembership to the Newcomers Club shall be dated from the date of application. 

  1. 4. A member may resign or withdraw from membership in the Club at any time. If a member is indebted to the Club at the time of withdrawal, resignation or termination, all indebtedness must be paid. Dues and related fees shall not be refunded. 

  1. 5. 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. 

6. 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. 

  1. 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.   

  1. 8. The Board may, at its discretion, reinstate the membership of any person at their request upon payment of the agreed upon installment rate. 

ARTICLE IV –BOARD OF DIRECTORS 

  1. 1. The Board of Directors (herein after also 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.  

  1. 2. Any member of the Board may call a special meeting of that Committee. All members of the Board shall be notified at least twenty-four hours in advance of the special meeting. The Board may exercise all powers of that body, providing the President is presiding and that nothing is done contrary to the policies of the Club. One half +1 of the members of the Board shall constitute a quorum. 

  1. 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 difficult period at the commencement of their duties in order to maintain a continuum of knowledge and operational procedures. 

  1. 4. The Club year begins in September 1st and ends August 31st. 

  1. 5. The President shall decide upon the make-up of a Nominating Committee which shall include at least three officers. The Nominating Committee shall prepare a slate containing one or more potential nominees for each Director position for the April Board meeting and shall determine the eligibility and willingness of each nominee to stand for election. Nominations from members shall be accepted up to 15 days prior to the elections. 

Ballots will be counted by at least 3 members of the Nominating Committee. 

Elections shall be held at the June meeting of each year and the elected Officials shall assume office in September. 

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 by the time of the September Change-Over Meeting of the Board. At this September Change-Over Meeting, the portfolios of the outgoing executive will be transferred to the new Board. 

  1. 6. The Directors may meet together for the dispatch of the business and otherwise regulate their meetings as they determine necessary. 

  1. 7. 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. 

  1. 8. One half + 1 of Directors present shall consist of a quorum for the purpose of a meeting of the Board. 

  1. 9. The Directors are authorized to create committees and to appoint persons to act as chairpersons for such committees. 

  1. 10. An active member who has been elected to a Board position will be allowed club membership for the entirety of the term.  In the case where her 3 year membership comes to an end before the Board term is concluded, the member is allowed to stay in the club as an active member without additional fee payment to complete the board term.  

  1. 11. 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. 

  2. 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. 

  3. 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. 

  1. 12. 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. 

  1. 13. 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. 

ARTICLE V – DUTIES OF OFFICERS 

Unless otherwise specified by the board which may modify, restrict or supplement such duties and powers, the officers of the Club, if designated and if officers are appointed, 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 choosing the menu and assisting the President in carrying out her duties. The Vice President shall be responsible for organizing diverse activities groups to accommodate the interests of the members and coordinating. She shall be the liaison between the activity conveners and the Board by overseeing existing activities and initiating new activities where interest is expressed. The Vice President shall recruit conveners and consult with conveners 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, 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 shall provide the President and the Secretary with a copy. 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 conveners, 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 elected officials’ positions shall be filled for the remainder of the term by appointment of the Officers.