General Federation of Woman’s Clubs (GFWC)

GFWC Kentucky Federation of Woman’s Clubs, Inc. (GFWC-KY)

GFWC Florence Woman’s Club, Inc. (FWC)

BY-LAWS – Last Revision July 2023

Article I. Membership

1. Any woman who is 18 years of age or older may apply to be a member of the GFWC Florence Woman’s Club.

2. Upon acceptance of membership application by the Membership Committee, and payment of dues, a member shall accept all rights and responsibilities of membership in the GFWC Florence Woman’s Club, Inc. and therefore also of the General Federation of Woman’s Clubs and also the GFWC-Kentucky Federation of Woman’s Clubs, Inc.

3. A current member of another GFWC Club may become a member of the FWC upon payment of dues. Dual membership in GFWC Clubs is permissible with payment of dues to each club.

4. There are three types of memberships available:

a.  Active: A member who complies with all requirements of membership as stated in the Articles of Incorporation, By-Laws, Standing Rules, and Policies. Dues must be paid annually. This is a voting membership

b. Sustaining: If a member wishes to remain a member of the club but is unable to fulfill the requirements of an active member, she may apply to the Membership Committee to become a Sustaining Member. Dues must be paid annually. This is a non-voting membership.

c. Honorary: An honorary membership may be presented by the Membership Committee to a member in good standing who is unable to fulfill the requirements of sustaining membership. She shall not be included in the membership count for reporting purposes. She shall not pay dues. This is a non-voting membership.

 5. Each member is expected to attend scheduled meetings and to participate in Club and Committee activities as approved by the Executive Council and/or Board of Directors. Each member is encouraged to participate in multiple projects.

6. An active member must attend at least four meetings during the Club year, except as excused by the Membership Committee for reasonable cause.

7. Any member, having once resigned, may, with the approval of the Membership Committee, be reinstated. A member who as resigned temporarily may request renewal of membership, which may be approved by the Membership Committee.

8. A member who wishes to renew a membership that has been lost through non-paymentof dues shall have her request reviewed by the Membership Committee. If approved,the member shall pay one year’s dues for reinstatement, in addition to annual duespayable.

9. A guest may not attend more than three regular meetings during a Club year, unless she becomes a member as approved by the Membership Committee.

10.Failure to abide by the rules, or to pay dues, or to participate as Hostess shall result in membership being canceled by the Membership Committee.

Article II. Officers and Executive Council, and Board of Directors

1. The officers of the FWC shall consist of President, First Vice President, Second Vice President, Treasurer, and Secretary. These Officers shall constitute the Executive Council. They shall be elected to serve a two-year term to begin January 1 of even- numbered years.

2. The President shall preside at the meetings of the Club, and the Executive Council, and shall perform all duties pertaining to the office. She shall be an ex officio member of all Standing Committees (Budget, By-Laws, etc.) with the exception of the Nominating Committee. In addition, she shall serve as the Coordinator for the Advancement Areas (Membership, Leadership, Fund-Raising, PR/Communications, and Signature Projects). She shall ensure that Area Chairs are supported in their designated areas, and that activities and reports occur as planned.

3. The Vice-President shall serve as the Coordinator for the Community Service Programs (CSPs) (Arts, Education and Libraries, Health and Wellness, and Civic Engineering). She shall ensure that Committee Chairs are supported in their designated areas, and that activities and reports occur as planned.

4. The Treasurer, together with the President, shall prepare and submit to the Board of Directors a proposed budget.

a. The budget cycle is as follows: Preparation of the draft budget and presentation to membership by November 30. Submission of the budget to membership for approval, by November 30 (at the same or at a subsequent meeting).

b. The Treasurer will, at the March meeting, advise the membership Chairman of any members who had not yet paid their dues. For those members, the Membership Chair shall call to remind them that dues not paid by March 31 will result in cancellation of membership.

c. The Treasurer shall collect and receive all dues and moneys, and shall pay all bills approved by the President or Executive Council, or by a vote of the Membership.

d. The Treasurer shall be prepared to give a financial report at the monthly meetings.

e. The books shall be audited every November or at the request of the Board of Directors. The Audit Committee shall be appointed by the President at the December meeting and shall consist of either (1) a person who is external to the Club, who has experience with financial auditing; or (2) two members of the Club in good standing.

5. The Secretary shall keep an accurate record of the attendance and minutes of all meetings of the Club, including meetings of the Executive Council. She shall notify the Membership Committee if any member attends fewer than four meetings in a Club year. She shall prepare and distribute copies of the minutes of meetings to members present at the following regular meeting. The Secretary shall also be responsible for all correspondence of the Club with external organizations.

6. Each Officer shall compile and deliver to her successor all permanent records of her office by the end of her last month in office.

Article III. Board of Directors

1. The Board of Directors is made up of the Officers along with Chairs of the CSPs and the Chairs of the Standing Committees. The Board of Directors will provide guidance and support for the Club’s activities.

2. Chairs of the CSPs and Advancement Areas shall be selected each November by the Nominating Committee.

3. Joint meetings of the Executive Council and the Board of Directors will be called at the discretion of the President, as needed to successfully meet Club goals.

Article IV. Elections

1. The Nominating Committee shall be elected at the September or October meetings in odd-numbered years and report its slate at the October or November meeting. The election shall be held at the November meeting.

2. An Officer may succeed herself one additional 2-year term in the same office. In special circumstances, the Executive Council may approve an additional two-year term. In no circumstances may an Officer serve more than three consecutive terms.

3. The new Officers shall be sworn in at the December meeting of odd-numbered years and shall take office the following January 1 of the new Club year.

4. Should a vacancy in an office develop between elections, the Executive Council shall select a replacement to serve the remainder of the term. A partial term does not count as a full term served for purposes of eligibility to be considered for the same office in the subsequent regular election.

Article V. Meetings and Quorums

1. General meetings of the FWC shall be held on the third Tuesday of the following months:

a. February, March, May, June, July, August, September, November.

b. A Board Meeting will be held in January for the purpose of planning.

c. In April and October there will be fund-raising events in lieu of a general meeting.

d. In December there will be a Christmas Luncheon for club members and guests.

2. At general meetings, refreshments will be served at 12:30 pm, and the meeting will be called to order at 1:00 pm.

3. A quorum shall be constituted when at least fifty percent (50%) of active members are present.

Article VI. Parliamentary Authority

1. The conduct of this organization shall be in accordance with the latest edition of Robert’s Rules of Order.

 Article VII. Amendments to By-Laws

1. These By-Laws shall be amended by the following process:

a. The By-Laws Committee shall meet at least once in odd-numbered years to review and discuss the existing By-Laws. More frequent revisions may be considered as proposed by Club members.

b. The By-Laws Committee shall present any proposed revisions for discussion at a regular meeting of the Club.

c. At the next regular meeting, if further discussion is not needed, the active Club members present shall vote to amend or retain the current By-Laws. If further discussion is needed, the vote will be postponed until revisions can be presented in their entirety at a regular meeting.

2. The foregoing By-Laws were approved by vote of the membership at the regular meeting held on ____________ (enter date).

General Federation of Woman’s Clubs (GFWC)

GFWC Kentucky Federation of Woman’s Clubs, Inc. (GFWC-KY)

GFWC Florence Woman’s Club, Inc. (FWC)

POLICIES – Last Revision August 2023

Policy I. Conflict of Interest Policy

1. The purpose of this Conflict of Interest Policy is to protect the FWC’s tax-exempt status and interest when it is contemplating entering a transaction or arrangement that might benefit the private interest of a member with authority to make expenditures (“interested person”) of the organization or might result in a possible excess benefit transaction.

2. Each member of the FWC shall annually sign a statement that affirms that she has received and read a copy of the Conflict of Interest Policy, and that she understands that the FWC is a tax-exempt charitable organization that must engage primarily in activities that accomplish one or more of its tax-exempt purposes.

3. Any “interested person” who also has ownership or investment interest in any entity with which the FWC has, or may have, a financial transaction has the duty to disclose such interest to the Executive Council.

4. Upon such disclosure, the Executive Council will exercise due diligence and evaluate the proposed financial transaction as follows:

a. Is the proposed transaction involving the “interested person” the most advantageous alternative of the proposals being considered, with regard to the FWC’s mission, By-Laws, and Policies?

b. Is the proposed transaction fair and reasonable for all parties concerned?

c. In the opinion of the majority of the Executive Council, would the transaction produce a conflict of interest for the FWC?

5. The “interested person” shall leave the meeting during the discussion of, and vote on, the proposed transaction.

6. The record of the Executive Council’s evaluation shall contain:

 a. The names of the “interested person” who has disclosed the possible interest;

b. The nature of such interest and the alternative transactions that were considered in light of the disclosure;

c. The decision and final actions taken by the Executive Council regarding the disclosure.

 7. To ensure the organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted as part of the annual audit to consider (1) whether financial transactions are fair and reasonable, and (2) whether they further the charitable purposes, without resulting in inurement, impermissible private benefit, or and without constituting an excess benefit transaction.

Policy II. Scholarship Selection Policy

1. On an annual basis, the FWC shall offer a $1000 scholarship for high school seniors wishing to pursue post-graduation education.

2. Selection of individuals to receive scholarships for educational purposes shall be based on need and/or merit as determined by appropriate school officials, who will consider all graduating seniors of accredited high schools in the County of Boone in the Commonwealth of Kentucky. Participating high schools will include all public, independent, private, and colloquial institutions. On a rotating basis, one school shall be selected by the FWC Educational and Libraries Committee each year by March 1.

3. The Resource Officer at the selected school shall name one student to receive the scholarship, and will notify the FWC by April 1.

4. The records of the Education Committee’s annual evaluation and decision shall contain: The names and address of all the selected students submitted, his / her school of choice for college or vocational training, their school of record, and the name of the school official who submitted the name.

5. A check in the amount of $1000 will be sent to the student’s school of choice, to be added to his/her student account.

6. In the event that there are insufficient funds to award the scholarship, available unds will be carried over to the next year until the scholarship can be awarded. 

Policy III. Donation Acceptance Policy

 1. The GFWC Florence Woman’s Club, Inc., will accept donations of money, goods or services, and/or gift items for fundraising purposes. Gift items may include, but are not limited to, works of music or art, collectibles, temporary use of a resort facility, gift certificates for goods or services, and the like.

2. All donations consisting of checks or money orders shall be made payable to GFWC Florence Woman’s Club, Inc., not to the soliciting Club member. All donations of checks, money orders or cash shall be forwarded to the Club Treasurer as soon as is practicable.

3. The donor may impose certain restrictions on their donation, for example: temporary use of a resort facility may be restricted to certain dates.

4. A Donor Acknowledgement Form shall be completed for every donation received. The form includes the donor’s name, address and phone, the date the donation was received and the approximate value of the donated item. One copy shall be given to the donor, a duplicate copy shall be provided to the event Chair so that the donor’s names can be displayed, and thereafter maintained in the official records of the GFWC Florence Woman’s Club, Inc.

Policy IV. Political Activities Policy

1. The GFWC Florence Woman’s Club, Inc. shall not promote or oppose the candidate of any individual for any public office.

2. The legislative activities of the GFWC Florence Woman’s Club, inc., shall be limited to an insubstantial amount of the Club’s activities, in accordance with the requirements of its tax-exempt status.