BYLAWS of the DES MOINES WOMEN’S CLUB

(Internal Revenue Service E.I.N. No. 42-0698219)

(Amended 2009-2010, 2013-2014, 2014-2015, 2015-2016)

 

ARTICLE I

Name

The name of this organization shall be the Des Moines Women’s Club.

 

ARTICLE II

Mission

It shall be the mission of this Club to maintain an organized center of thought and action among its members which results in mutual improvement in their lives as well as an enhancement of the life of the community through benevolent and scholarship activities while supporting the mission of the Hoyt Sherman Place Foundation.

 

ARTICLE III

Members

Any adult interested in the mission of the Club shall be eligible for membership provided that such an adult fulfills the requirements and qualifications of these bylaws. An applicant for membership shall present an application on the Club’s form accompanied by the initiation fee of $25 and applicable dues.

Section 1. The classes of membership are: Berryhill (ages 18 to 35), paying annual dues of $40; Calista Halsey (ages 35 to 50), paying annual dues of $75; Margaret Cleaves (ages 50 and above), paying annual dues of $150; and Honorary Life Member – one who has paid annual dues for 50 years, dues cease. 

A Berryhill membership shall terminate May 31 of her 35th year. A Calista Halsey membership shall terminate May 31 of her 50th year.

Applicants admitted to membership in January and February shall pay, in addition to the $25 initiation fee, dues of $20 for Berryhill members, $37.50 for Calista Halsey members and $75 for Margaret Cleaves members, for the balance of the year. Those admitted beginning March 1 shall pay, in addition to the $25 initiation fee, full dues for the ensuing year and shall have the privilege of attending meetings in March, April and May.

Section 2. Dues become delinquent August 1. Members not paying dues by September 1 will be dropped from membership without further notice.

Section 3. All members shall have a vote at the annual business meeting for the election of officers and directors and on any other matter presented to the membership.

Section 4. If a member wishes to resign, she shall write a letter of resignation to the Board of Directors. Former members may be reinstated upon the payment of a fee of $12.50, plus payment of the current year’s dues.

ARTICLE IV
Meetings

Section 1. The meetings of the Club shall be held every Wednesday of the month beginning in October and ending on the second Wednesday in May with the annual May Day Party.

Section 2. The annual business meeting of the Des Moines Women’s Club shall be held the first Wednesday of April.

Section 3. Fifty-one (51) members of the Club shall constitute a quorum.

Section 4. The fiscal year shall begin on June 1 and end on May 31.

Section 5. All matters of business which members may desire to bring before the Club shall first be acted upon by the board, and, after board action, may be brought before the Club for final action by petition of forty (40) members.

 

ARTICLE V

Elected Officers

Section 1. The elected officers of the Club shall be President, President-elect, Communications Vice President, Fundraising Vice President, Membership Vice President, Recording Secretary, Corresponding Secretary, Treasurer, and nine directors. These officers shall perform the duties prescribed in these bylaws and by the parliamentary authority, Robert’s Rules of Order Newly Revised,  adopted by the Club.

Section 2. The officers and three directors shall be nominated by the Nominating Committee and elected by plurality ballot at the annual business meeting held the first week in April. Nominations may also be made from the floor. If there is but one nominee for an office, election shall be by voice vote. New officers will be installed at the first regular meeting in May and assume their duties on June 1. An officer shall serve from June 1 until the following May 31. The directors shall be elected for terms of three years.

Section 3. In the absence of the President, the President-elect shall preside and so on through the order of precedence through the Vice Presidents. The order shall be Communications Vice President, Fundraising Vice President, and Membership Vice President.  If any elected officer is absent on three board meeting days without an accepted excuse, she shall be replaced by the Executive Committee. In the event an elected officer resigns, her replacement shall be selected by the Executive Committee.

Section 4. The President shall preside at all meetings of the Club, Board of Directors, and Executive Committee, sign all documentary papers in the name of the Club, and appoint the chairs of special committees, a Parliamentarian, a Newsletter Editor, and a Yearbook Editor. In the event an appointee or chair resigns, the President shall appoint her successor.

The President shall be an ex-officio member of departments and committees except the Nominating Committee. The President shall be a member of the Hoyt Sherman Place Foundation Board. The President shall give a written report to her successor and a copy of the report to the Des Moines Women’s Club Administrative Assistant by June 1.

Section 5. The President-elect shall be an ex-officio member without vote, unless serving as chair, of all departments and committees except the Nominating Committee. The President-elect shall be a voting member on the Des Moines Women’s Club’s Finance Committee and shall be a member of the Hoyt Sherman Place Foundation Board. The President-elect is authorized to appoint committee and department chairs for the ensuing year. The President-elect shall give a written report to her successor and a copy of the report to the Des Moines Women’s Club Administrative Assistant by June 1.

Section 6.  The Communications Vice President shall oversee all publications including the Newsletter, Yearbook, website, and social media.  The Communications Vice President shall coordinate the promotion of Club events to ensure consistency in the message and uniformity in printed and posted materials.  The Communications Vice President shall coordinate the work of the Newsletter editor and Yearbook editor.  She shall also coordinate the work of the website administrator, social media administrator, and promotion of Club events. She shall appoint chairs of subcommittees as needed.

Section 7. The Fundraising Vice President shall chair the Fundraising Projects Committee and will supervise the committees responsible for the individual fundraising efforts of the Club.

Section 8. The Membership Vice President shall chair the Membership Committee. The Membership Vice President shall coordinate the prospective member events, the meet the new members programs, and the Memorial Hour.

Section 9.  The three Vice Presidents may serve up to three consecutive one year terms and then shall be ineligible for reelection to the same position for one year. Each Vice President shall write a report each year and give a copy to her successor and to the Des Moines Women’s Club Administrative Assistant by June 1.

Section 10. The Recording Secretary shall record the minutes of the Board of Directors and Executive Committee meetings and submit the minutes to the President and President-elect for review.  Following review, the Recording Secretary will give the minutes to the Administrative Assistant for distribution.  The Recording Secretary shall give a written report and the official minutes book to her successor and a copy of the report to the Des Moines Women’s Club Administrative Assistant by June 1. 

Section 11. The Corresponding Secretary shall conduct the social correspondence of the Club and report monthly to the Board of Directors and the Editor of the Newsletter the names of those to whom cards have been sent. The Corresponding Secretary shall give a written report to her successor and a copy of the report to the Des Moines Women’s Club Administrative Assistant by June 1.

Section 12. The Treasurer shall monthly reconcile bank statements for the checking account of the Club, compare bills paid with check register, process payroll, and submit an activities statement to the Board of Directors to be incorporated in the board minutes. Twice a year a report indicating the status of the Des Moines Women’s Club investments shall be submitted to the Finance Committee and to the Board of Directors. One report shall cover June through November, and one report shall cover December through May. The Treasurer, in collaboration with the Finance Committee, shall invest any moneys on hand, including those designated as Special Funds. The Treasurer shall be a member of the Finance Committee. The Treasurer shall give a written report and transfer the financial records to her successor and give a copy of the report to the Des Moines Women’s Club Administrative Assistant by June 1. 

Section 13. The immediate Past President shall serve as a member of the Executive Committee and Board of Directors. The immediate Past President shall be a member on the Hoyt Sherman Place Foundation Board.

ARTICLE VI

Executive Committee

Section 1. The members of the Executive Committee shall consist of the elected officers and the immediate Past President. The Parliamentarian shall attend as a non-voting member.

Section 2. The Executive Committee shall conduct the business of the Club that requires immediate attention and perform such duties as the board shall authorize. The Executive Committee shall hire an Administrative Assistant who shall perform such duties for the Club as identified in the position description.

Section 3. The Executive Committee shall appoint when appropriate an at-large member to represent the Des Moines Women’s Club for a three-year term on the Hoyt Sherman Place Foundation Board.  This action taken by the Executive Committee shall be reported to the President of the Hoyt Sherman Place Board of Directors.

Section 4.  Regular meetings of the Executive Committee shall be held on the second Wednesday of each month with the exceptions of the months of May, July, August, and December. Special meetings of the Committee may be called by the President or by written request of three members of the Executive Committee.

ARTICLE VII
Board of Directors

Section 1. The Board of Directors shall be composed of the elected officers, the immediate Past President, and the elected members of the Board of Directors.  The Parliamentarian shall attend as a non-voting member.

Section 2. The board shall establish policies and have general supervision over the affairs of the Club. The board may recommend that a matter of business be brought before the membership as a whole for final action.

Section 3. Regular meetings of the board shall be held on the second Wednesday of each month, with the exceptions of the months of May, July, August, and December.  Special meetings of the board may be called by the President or by a written request of three members of the board.

Section 4. The majority of the board shall constitute a quorum, provided one member of the majority is an officer exclusive of the directors.

Section 5. If any director is absent on three board meeting days without an accepted excuse, she shall be replaced through action of the Board of Directors. In the event a director resigns, her replacement shall be selected by the Board of Directors.

Section 6. Members of the Board of Directors shall assist any committee chair as needed.

 

 

ARTICLE VIII

Appointed Positions

Section 1. The Parliamentarian shall be appointed by the President to assist her in rulings on points of order and answering parliamentary questions. The Parliamentarian shall conduct the installation of officers at the first regular meeting in May. The Parliamentarian shall serve as a member without vote on the Executive Committee and the Board of Directors.

Section 2. A Historian shall be appointed by the President to compile a history of the current and past activities including, but not limited to, photographs. The Historian shall serve as a member of the Archives Committee.

Section 3. A Newsletter Editor shall be appointed by the President. Each Newsletter shall be reviewed by the President before being submitted for publishing.

Section 4. A Yearbook Editor shall be appointed by the President to compile the annual Yearbook. The Yearbook shall be distributed to members in October of each year.

Section 5. A Website Administrator shall be appointed by the President to maintain the Club’s website.

Section 6. A Facebook Administrator shall be appointed by the President to maintain the Club’s Facebook page.

ARTICLE IX

Departments

Section 1. There shall be the following departments: Antiques and Treasures, Art, Drama, History and Travel, Life/Style, Literature, Music, and Public Affairs. Such other departments may be created by the board as it may deem necessary.

Section 2. The chair of a department shall have been a member of the Club for one year.

Section 3. Each department shall plan programs for its designated dates before the start of the Club year according to the yearly calendar prepared by the President and Administrative Assistant in collaboration with the Executive Director or Executive Assistant of the Hoyt Sherman Place Foundation.  A budget amount shall be provided for expenses of each department.

Section 4. Each department chair shall be responsible for furnishing an article concerning each planned program of the department to the Newsletter Editor to be printed in the Newsletter.

 

 

ARTICLE X

Standing Committees

The President and committee chairs shall follow the member preference sheets in making assignments to committees, adding additional members as needed. The President shall appoint all Standing Committees not otherwise prescribed and all special committees. A member appointed to a Standing Committee for a term of more than one year shall be considered to be on a rotating scale toward service as chair of that committee the last year of the term. Such other committees, standing or special, shall be appointed by the President as the board shall from time to time deem expedient to carry on the work of the Club. Each committee chair shall give a written report and transfer the committee records to her successor and give a copy of the written report to the Des Moines Women’s Club Administrative Assistant by June 1.

Section 1. An Archive Committee shall be responsible for organizing, cataloging, and preserving the records and documents of the Des Moines Women’s Club.

Section 2. An Art Exhibition Committee shall have supervision of the annual Art Exhibition. One member, who shall serve as chair her third year, shall be appointed each year for a term of three years.

Section 3. A Bylaws Committee with a minimum of four members, one of whom shall be a Director and one shall be the Parliamentarian, shall consider, edit, and correlate such amendments as it may originate and as are referred to it by the board, committees, officers, or members. The committee shall then report the proposed amendments to the bylaws and/or standing rules to the Board of Directors for action.

Section 4. A Christmas Decorating Committee shall decorate Hoyt Sherman Place for the holiday season.

Section 5. A Club Program Committee of three members shall complete arrangements for agreements for paid programs in the coming year. One member, who shall serve as chair her third year, shall be appointed each year for a term of three years. No member of this committee shall be eligible for reappointment for a period of two years following her service.

Section 6. A Finance Committee shall consist of the elected Treasurer, the President-elect and three additional members.  One member, who shall serve as chair her third year, shall be appointed each year for a term of three years.  This committee, in collaboration with the Treasurer, shall invest any moneys on hand, including those designated as Special Capital Funds.  It shall be the duty of this committee to prepare a budget for the fiscal year and report it to the board for approval at its regular meeting in June.  Information regarding the current status of the budget should be reported throughout the year.

Section 7. A Financial Review Committee composed of three members shall annually review the financial records of the Club for accuracy. They shall report their findings to the Board of Directors at their September meeting. One member, who shall serve as chairman her third year, shall be appointed each year for a term of three years.

Section 8. A Food/Caterer Committee composed of three members, with one being replaced yearly, shall with the guidance of the President select menus for all Club luncheons, excluding Special Events, and shall, if necessary, secure the services of a caterer. The President shall act as the liaison between this committee and the Administrative Assistant who shall communicate all food-related issues to the caterer.

Section 9. A Fundraising Projects Committee including Fundraising Vice President as chair, the President-elect, the chair of the Finance Committee, and the chairs of the Fundraising Project Committees shall meet throughout the year to arrange fundraising projects for the ensuing Club year and report these events to the Finance Committee by February 1. In addition, all interested Club members shall be invited to attend.

Section 10. A Hospitality Committee shall provide table decorations for the weekly lunches, promote friendship, and assist at the luncheons and other functions. The committee shall arrange for weekly invocations and seating at the President's Table.

Section 11. An Interior Decorating/Art Possessions Committee shall assist the Art & Artifacts Committee of the Board of Directors of the Hoyt Sherman Place Foundation in preserving the collection owned by Hoyt Sherman Place Foundation.  The committee shall coordinate the collections displayed in the Black Cabinet.

Section 12. A Luncheon Cashiers Committee composed of six monthly committees shall sell tickets for the weekly luncheons.

Section 13. A May Day Committee shall have the responsibility of planning the May Day Party and shall decorate Hoyt Sherman Place for the May Day event.

Section 14. A Membership Committee, including the Membership Vice President as chair, shall promote memberships, introduce new members, and orient them to the Club. This committee shall also be in charge of prospective member events to be held each year in the fall and spring.

Section 15. A Scholarship Committee shall be responsible each year for awarding Des Moines Women’s Club scholarships in the areas of Art, Drama, Literature, and Music and the special memorial scholarships to recipients selected by the scholarship subcommittees. One member, who shall serve as general chair her third year, shall be appointed each year for a term of three years. The chair of the General Scholarship Committee shall appoint chairs of the subcommittees of Art, Drama, Literature, Memorials, Music and others as needed.

 

 

 

ARTICLE XI

Nominating Committee

Section 1. A Nominating Committee shall consist of a former Director as chair and a current Director as vice-chair, appointed by the President, and seven (7) additional members, nominated by the Directors and elected by ballot with plurality vote at the June board meeting. Present officers are ineligible to serve on this committee. Members of this committee shall be ineligible for reelection for two years.

Section 2. The Nominating Committee shall nominate a candidate for each office to be filled by election in April and report this ticket to the President and President-elect by March 10, and submit the ticket for publication in the subsequent Newsletter. All candidates shall have consented to serve if elected. A nominee for any office may be suggested to the Nominating Committee by Club members not later than February 10. A member of the Nominating Committee shall not be eligible to be nominated for an office during the year she serves on the Nominating Committee.

Section 3. The minimum requirements for nominees for office are as follows: the President- elect, the Vice Presidents, the Secretaries, and the Treasurer shall have served one year on the board.  A Director shall have been a member of the Club for one year. A Director is eligible for reelection one year after expiration of a term. No member shall hold more than one elected office at any one time. An officer who has served more than half a term is considered to have served a full term in that office.

Section 4. It shall be the duty of the Nominating Committee to serve on election day in the event there are nominations from the floor. The Nominating Committee chair shall read the names of all candidates for office. The President shall conduct the election.

Section 5. The Nominating Committee chair shall give a written report to her successor and a copy of the report to the Des Moines Women’s Club Administrative Assistant by June 1.

 

 

ARTICLE XII

Special Funds

Section 1. A General Scholarship Fund shall consist of memorial and remembrance contributions and general gifts donated to the fund, plus the accumulated net income. The purpose of this fund is to provide for the four club scholarships: Art, Drama, Instrumental Music, and Literature.

Section 2. Liselotte Gurau Memorial Scholarship Fund. The fund was bequeathed in the amount of Twenty Thousand Dollars ($20,000). By direction of the donor, only net income earned by said fund shall be used for scholarships.

Section 3. Olive C. Riddell Memorial Scholarship Fund. The fund was bequeathed in the amount of Twenty-two Thousand, Five Hundred Eighty-two Dollars and Thirty-seven Cents ($22,582.37). By direction of the donor, only net income earned by said fund shall be used for scholarships.

Section 4. Lois E. Dell Memorial Scholarship Fund. The fund was bequeathed in the amount of Twenty-two Thousand, One Hundred Twenty-nine Dollars and Ninety-five Cents ($22,129.95). By direction of the donor, the funds shall be used for scholarships for deserving women.

Section 5. Rose Lorenz Schwartz Fund. The fund was bequeathed in the amount of One Hundred Thousand Dollars ($100,000).  By direction of the donor, net income only is to be used for music, dance, or performing arts scholarships.

Section 6. Helen McEwan Scholarship Fund. The fund was bequeathed in the amount of Forty Thousand, Five Hundred Ninety-five Dollars and Seventy-seven Cents ($40,595.77). By direction of the donor, only net income earned by said fund shall be used for scholarships pertaining to education.

Section 7. Thelma French Kappelman Scholarship Fund. The fund was bequeathed in the amount of Twenty-five Thousand, Seven Hundred and Eighty-five Dollars ($25,785.00). By direction of the donor, one-half of the net income shall be used annually to provide a scholarship for a graduating high school senior in the pursuit of a college degree.

Section 8. Marjorie O’Braza Memorial Scholarship Fund. The fund was bequeathed in the amount of Two Hundred Thousand Dollars ($200,000). A scholarship shall be awarded annually to a graduating high school senior pursuing further education.

Section 9. Ann McColey Family Scholarship for Veterinary Medicine Fund. The fund was bequeathed in the amount of Fifty-five Thousand Seventy-one Dollars ($55,071).  By the direction of the donor, a scholarship shall be awarded annually to a woman who is entering or enrolled in the Veterinary Medicine program at Iowa State University.

Section 10. Studebaker Fund. This fund is used to subsidize the expense of Opening Day and May Day programs for the benefit of Club members and/or the community.

 

 

 

ARTICLE XIII

Dissolution

In the event it becomes necessary to dissolve the corporation known as the Des Moines Women’s Club, all assets and acquisitions received or acquired after April 5, 1995, except moneys held in perpetuity for designated scholarships, shall automatically be transferred to the Hoyt Sherman Place Foundation.

 

ARTICLE XIV

Parliamentary Authority

The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Club may adopt.

 

ARTICLE XV

Amendments

These bylaws may be amended at any regular meeting of the Board of Directors by a two-thirds vote, provided the amendment has been submitted in writing at the previous regular meeting of the board. The board may take final action on or recommend the proposed amendments to the membership. A two-thirds vote of those present shall be considered approval. When major revisions are made to the bylaws, the board must recommend the proposed amendments to the membership for final approval. A two-thirds vote of those present shall be considered approval.

 

 

 

 

STANDING RULES OF THE DES MOINES WOMEN’S CLUB

 

These Standing Rules may be amended or suspended by majority vote of the Board of Directors.

 

1. Reservations, either regular or permanent, shall be made for all luncheons. All members shall pay for their luncheons. The deadline for reservations or cancellations shall be 4 p.m. on Monday. Members not using or canceling their reservations by this deadline will be billed for payment.

 

2. Each member may bring guests to attend meetings or programs of the Club with the stipulation that a guest will be limited to two visits per year. Members must call the office for registration of each guest by 3 p.m. on Monday. Luncheon tickets for guests shall be purchased from the luncheon cashiers.

 

3. New members will be luncheon guests of the Club at the New Members’ Party(s) held in October and/or February.

 

4. Soliciting, advertising, or the sale of merchandise, other than for the benefit of the Club, for the benefit of Hoyt Sherman Place, or as a part of a speaker’s presentation shall be prohibited at a  Des Moines Women’s Club event.

 

5. Any department, project or committee chair desiring publicity for an event shall coordinate it with the Communications Vice President. All uses of the Club name, logo and tagline on products will be approved in advance by the Executive Committee.

 

6. Individual and memorial contributions will be added to the General Scholarship Fund unless otherwise designated.

 

7. Distribution of the Yearbook outside the membership shall be permitted only upon the authorization of the Executive Committee.

 

8. Solicitation of contributions and/or submission of grant applications in the name of the Des Moines Women’s Club must be approved by the Executive Committee prior to any contacts or submissions being made.

 

9. The approved Executive Committee’s minutes, the Board of Directors’ minutes and the Treasurer’s report shall be available by request from the Administrative Assistant.

 

10. Each member newly chosen to lead a department or committee of the Club shall have a clear, written understanding of the duties of that position.