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BOZEMAN BUSINESS AND PROFESSIONAL WOMEN’S ORGANIZATION, INC.
BYLAWS
ARTICLE I NAME
Section l The name of this organization
shall be the Bozeman Business and Professional Women’s Organization,
Inc.
Section 2 It is licensed with the Business
and Professional Women’s Foundation (BPWF).
ARTICLE II MISSION
The mission of this organization shall be to
support business and professional women in our community through
advocacy, education and information.
Business and Professional Women’s Foundation
(BPW Foundation) empowers working women to achieve their full
potential and
partners with
employers to build successful workplaces through
education, research, knowledge and policy.
ARTICLE III EMBLEM
The emblem is in the form of a circle in which
the symbols of the Nike, Scroll, Torch, Wand, and Ship of Commerce
are imposed above the initials NFBPWC.
ARTICLE IV POLICIES
Section l This organization shall be
nonsectarian, nonpartisan, and nonprofit.
Section 2 The mission of BPWF as applicable
shall also be the mission, of this organization.
ARTICLE V MEMBERSHIP
Section l Membership shall be held by
individuals who support the mission of this organization and BPWF.
Membership categories shall be:
(a) Member -
Membership shall be open to all individuals;
(b) Student -
Individuals enrolled in college or a university, or any other
accredited educational institution above the high school level;
Section 2 The only criteria for membership
shall be per Article V, Section l and the payment of appropriate
dues.
ARTICLE VI ORGANIZATION REQUIREMENTS
Section l This organization, to remain in
existence:
(a) Shall maintain a
membership of at least five (5) members and/or student members;
(b)
Shall not be an integral part of any other national
organization; and
(c) Shall insure that
the organization bylaws are current and not in conflict with the
BPWF license agreement.
Section 2 Should membership fall below five
(5) members and/or student members, this organization shall disband
in accordance with Article XVIII Dissolution.
ARTICLE VII DUES
Section 1 Member Dues are payable upon
application for membership and renewable annually on the first day
of January. New member dues shall be pro-rated from the date of
joining through December 31 of the same year. Dues amounts are set
by the Board of Directors in accordance with the annual budget.
Section 2 Student Member
Annual dues for each student member are a percentage of the Member
Dues as determined by the Board of Directors. Student dues are
payable upon application for membership and renewable on the first
day of January. New student dues shall be pro-rated from the date of
joining through December 31 of the same year.
Section 3 A continuing member is one whose
dues are paid by January 31 each year.
Section 4 A member is in good standing only
when organization dues are paid.
Section 5 A member who does not pay dues
within sixty (60) days of January 1 shall be removed from the
organization roster.
Section 6 A person who has been removed from
the organization roster for nonpayment of current dues may be
reinstated upon payment of dues.
ARTICLE VIII FISCAL RESPONSIBILITY
Section l The fiscal year shall commence on
the first day of January and shall end of the 31st day of
December.
Section 2 An auditing committee of three (3)
members shall be appointed by the executive committee. The
committee shall perform a special review procedure engagement of the
treasurer’s records within sixty (60) days after the close of the
Treasurer’s term of office and shall report to the executive
committee at the next meeting.
ARTICLE IX OFFICERS
Section l The officers shall be: president,
program vice president, membership vice president, recording
secretary, and treasurer.
Section 2 A term of office shall be one year.
Section 3 Officers shall assume their duties
immediately following their installation and shall serve until their
successors are duly elected.
ARTICLE X NOMINATIONS AND ELECTIONS
Section l Officers shall be elected annually
at an organization meeting set by the board of directors.
Section 2 To be eligible to serve as an
officer, a member must be in good standing.
Section 3 The executive committee will call
for nominations of officers from the membership 60 days in advance
of the elections meeting.
Section 4 Officers may be censured or removed
from office for improper conduct or dereliction of duties in
office. This action requires written notification specifying the
reasons, to all members ten days (10) before a vote is scheduled,
and will require a 2/3 vote of all members present.
Section 5 Vacancies in office shall be
handled as follows:
(a) In the event of
death, resignation, removal or incapacity of the president, the
program vice president shall become the president for the unexpired
term of the term;
(b) Vacancies in
offices other than president shall be filled for the unexpired term
by the executive committee.
Section 6 No member shall hold the same
office for more than two consecutive terms.
Section 7 Six months or more shall be
considered a term of office in determining eligibility for
re-election.
ARTICLE XI DUTIES OF OFFICERS
Section 1 The president shall be the
principal officer of the organization and shall:
(a) Preside at all
meetings of the organization, the board of directors, and the
executive committee;
(b) Appoint the
committee chairs with the approval of the executive committee;
(c) Have
the authority with the approval of the executive committee to remove
any appointee who fails to perform the duties of the assigned
position.
(d) Serve
as ex-officio member of all committees;
(e) Bring
to the attention of the organization all pertinent information from
BPWF and other organizations we have an interest in;
(f) Authorize
all expenditures according to financial policies of the
organization.
(g) Communicate with
the members on a regular basis about the current status of the
organization;
(h) Deliver to the
successor all books, records and documents after expiration of term
of office.
Section 2 The program vice president shall:
(a) Perform
the duties of the president in the absence of the president and act
in an advisory capacity at all times;
(b) Become president
for the unexpired term in case of the death or resignation, removal,
or incapacity of the president;
(c) Be
chair of the program committee;
(d) Deliver to the
successor all books, records and documents after expiration of term
of office.
Section 3 The membership vice president
shall:
(a) Perform the
duties of the president and program vice president in their absence
and shall act in an advisory capacity at all times;
(b) Become president
for the unexpired term in case of the death or resignation, removal,
or incapacity of both the president and program vice president;
(c) Be
chair of the membership committee;
(d) Serve
in such other capacities as assigned by the president;
(e) Deliver to the
successor all books, records and documents after expiration of term
of office.
Section 4 The recording secretary shall:
(a) Take and record
accurate minutes of the proceedings of all meetings of the
organization, the board of directors and the executive committee and
see that they are posted on the Bozeman BPW website;
(b) Have preserved
on the organization website all records and letters of value to the
organization and its officers, including official corporation
documents, such as the Articles of Incorporation and the Bylaws.
Section 5 The treasurer shall:
(a) Have charge of all monies of the organization and shall
report thereon periodically to the board of directors;
(b)
Collect all dues from members;
(c) See that a Treasurers bond is acquired, covering an
amount at least equal to budgeted annual revenues;
(d) Pay non-budgeted
bills upon the written or email authorization of the president and
finance chair; and obtain 2 signatures on all withdrawals;
(e) Keep an itemized record, in a permanent file, of all
receipts and expenditures and give a written report of the same at
frequent intervals;
(f) Form an ad-hoc committee to assist the Treasurer in
budget development and reconciliations;
(g) Deliver to the
successor all books, records and documents after expiration of term
of office.
ARTICLE XII MEETINGS
Section 1 The time and dates of the meetings
of the organization will be determined by the board of directors.
Section 2
Participation in any meeting may be held by means of conference
telephone or by any other means of communication by which all
persons participating in the meeting are able to hear one another,
and such participation shall constitute presence in person at the
meeting.
Section 3 Any
action required to be taken by the organization may be taken by
electronic voting without a meeting so long as each member is given
the opportunity, instructions, and adequate notice. Actions taken
shall be noted in the minutes of the organization.
Section 4 Special meetings may be called by
the president or any five members, provided all members are notified
of time, place, and purpose of such meeting.
Section 5 One-fourth of the members attending
any meeting shall constitute a quorum.
Section 6 No member shall have more than one
vote, and no voting by proxy shall be allowed.
ARTICLE XIII BOARD OF DIRECTORS
Section l The elected officers and committee
chairs shall constitute a board of directors.
Section 2 The board of directors shall:
(a) Supervise the
affairs of the local organization;
(b) Implement programs for the organization’s growth and
prosperity;
(c) Make recommendations to the organization regarding
proposed amendments to the bylaws;
(d) Transact any
business between meetings of the organization and report thereon to
the membership.
Section 3 The board of directors shall hold a
minimum of four meetings during the year, the dates to be determined
by the board at its first meeting.
Section 4 Special meetings of the board of
directors may be called by the president or by one-third of the
board members provided two are elected officers.
Section 5 A majority of the voting members
shall constitute a quorum.
Section 6 No member shall have more than one
vote and no voting by proxy shall be allowed.
ARTICLE XIV EXECUTIVE COMMITTEE
Section l The elected officers of the
organization shall constitute the executive committee.
Section 2 The executive committee shall have
authority to act for the board of directors between meetings of the
board, and shall report thereon at the next meeting of the board.
Section 3 The executive committee shall meet
on call by the president, or by any two members of the committee,
for the consideration of special matters between regular meetings of
the local organization and the board of directors.
Section 4 Committee appointments made by the
president shall be subject to the approval of the executive
committee.
Section 5 A majority of the voting members
shall constitute a quorum for a meeting of the executive committee.
Section 6 No member shall have more than one
vote, and no voting by proxy shall be allowed.
ARTICLE XV COMMITTEES
Section l The committees of the local
organization shall include program, legislation, membership, honors,
communications, and others set up by the executive committee as
needed.
Section 2 Committee chairs and members shall
be appointed for a term of one year and may be reappointed. No
committee chair shall serve as chair more than three consecutive
years on the same committee.
Section 3 The program committee shall be
composed of a chair and at least two other members. The chair shall
be the program vice president(s). It shall be the duty of the
program committee to plan and implement regular programs for the
membership.
Section 4 The legislation committee shall be
composed of a chair and at least two other members. It shall be the
duty of the legislation committee to carry out the legislative
programs adopted by the organization.
Section 5 The membership committee shall be
composed of a chair and at least two other members. The chair shall
be the membership vice president(s). It shall be the duty of the
membership committee to promote, expand, orient the membership, and
maintain membership records (in coordination with the Treasurer).
Section 6 The honors committee will be
composed of a chair and at least two members. It shall be the duty
of the honors committee to develop and coordinate programs to honor
members of the community such as:
(a) organize
and coordinate a Woman of Achievement program;
(b)
organize and coordinate a Young Careerist program;
(c)
organize and coordinate an Employer of the Year program.
Section 7 The communications committee shall
be composed of a chair and at least two other members. It shall be
the duty of the communications committee to communicate information
about the organization to the membership and maintain the website
content; Communications may be by electronic newsletter, e-mail,
newspaper articles, social media on the Internet, or other ways.
Section 8 Additional committees may be
developed to meet the current needs of the organization in
promoting special interests of the membership.
Section 9 Special committees are appointed by
the President when needed.
ARTICLE XVI PARLIAMENTARY PROCEDURE
The rules of parliamentary procedure comprised
in the current edition of Robert’s Rules of Order Newly Revised
shall govern proceedings of the organization, the board of
directors, and the executive committee; subject to such special
rules as have been or may be adopted.
ARTICLE XVII AMENDMENTS
Section 1 Amendments to these bylaws may be
proposed by the board of directors, the executive committee, or
members.
Section 2 All proposed amendments shall be
sent to every member at least ten (10) days before they are to be
voted upon.
Section 3 All proposed amendments shall be
presented to the executive committee and the board of directors
prior to presentation to the organization.
Section 4 These bylaws may be amended by a
two-thirds vote of the members present and voting at any meeting.
ARTICLE XVIII DISSOLUTION
Upon dissolution of this organization all of
its assets remaining after payment of all costs and expenses of such
dissolution shall be distributed to a BPW state federation, a BPW
local organization, the BPW Foundation (BPWF), Montana BPW
Foundation or another nonprofit charity voted upon by the remaining
members. None of the assets will be distributed to any member,
officer, or trustee of this organization.
Bylaws were amended on March 12, 2008.
Bylaws were amended on April 8, 2009.
Bylaws were amended on May 5, 2010.
Articles of Incorporation, May, 1985,
Click Here
IRS Tax Exempt 501(c)(6), December,
1984, Click Here
Bozeman BPW
P.O. Box 644
Bozeman, MT 59771
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