Lexington 
Field & Garden Club
Education, Friendship, Service

Lexington Field & Garden Club Bylaws
Article I NAME and SEAL
Section 1. The name of this organization is Lexington Field & Garden Club.
Section 2. The corporate seal consists of a circular disk with the name "Lexington Field & Garden Club, Massachusetts, Founded 1876, Incorporated 1891," engraved thereon.

Article II PURPOSE
The purpose of the Lexington Field & Garden Club is:1) to stimulate an interest in the knowledge and love of all phases of gardening; 2) to aid in the protection and conservation of natural resources; 3) to promote civic beauty.  The Club cooperates with other organizations in furthering these aims and is organized exclusively for charitable and educational purposes.

Article III MEMBERSHIP
Section 1. There are two classifications of members: Regular members and Honorary members, all of whom have the right to vote on the election of officers, dues, changes in the bylaws, and any matter properly called through the Executive Board.  Honorary members are exempt from dues.
Section 2. Dues are set by a vote of the general membership at a regularly scheduled meeting of the club after the  recommendation of the Executive Board Proposed dues must be approved by a two-thirds vote of the members present and voting at the regularly scheduled club meeting.  Members shall be advised of the proposed dues change in writing at least two months prior to the vote.
Section 3. The membership year is May 1 through April 30. Dues are payable not later than April 30; members not paying by this date will be notified without delay by the Membership Chair. Failure to pay by May 15th is equivalent to a resignation.
Section 4. Within the club there are specific interest groups with limited membership.  Specific interest groups may be formed at the discretion of the Executive Board,  Separate application is required for each.

Article IV OFFICERS
Section 1. The elected officers of the Club are: president, vice-president, recording secretary, treasurer, corresponding secretary, and membership chairs(s). These positions may be held by one or more persons as a joint responsibility. In case of resignation, the president appoints a successor.
Section 2. The appointed officers are six directors, four of whom are appointed by the President to serve a term of two years each.  One of the six is chair of the Communications Committee, one is the chair of the Civic Improvement Committee, one serves on the Nominating Committee, and one serves on the Financial Advisory Council.  Their responsibilities are to attend the Board meeting, advise the Board, and participate in carrying out Board duties and activities.
Section3. The election of officers takes place at the April meeting, and installation at the Annual Meeting in May.  Officers assume their duties at the end of the Annual Meeting.
Section 4: Duties of Officers
President: is responsible for ensuring the on-going business of the Club; presides at all meetings of the Club and Executive Board; appoints chairs of standing committees as needed; is a member of the Financial Advisory Council and Program Committee and ex-officio member of other committees except the Nominating Committee; presents an annual report at the Annual Meeting; serves a term of two years.
Vice President: is expected to become President; assumes all duties of the President in the absence of the President; is Chair of the Program Committee which plans and arranges monthly meetings and coordinates other activities of the Club year; is a member of the Financial Advisory Council; attends Club and Executive Board meetings; serves a term of two years.
Recording Secretary: records and keeps the typed minutes of all meetings; keeps updated copies of the bylaws, Policies and Procedures, Job Descriptions, and Club inventory; attends Club and Executive Board meetings; serves a term of two years.
Treasurer: receives and disburses all funds becoming the property of the Club; keeps regular and accurate accounts of all receipts and disbursements; attends meeting of the Club and Executive Board and presents a written report at each; submits an annual report; is a member of the Financial Advisory Council; serves a term of two years.
Corresponding Secretary: handles the correspondence of the Club; notifies members, in writing, of the date of the Annual Meeting; attends meetings of the club and Executive Board; serves a term of two years.
Membership Chairs: keep the membership records of the Club; collect dues; plans and arranges a welcoming function for new members; reports on membership at each Executive Board meeting; submit an annual report; attend meetings of the Club and Executive Board; serve a term of two years.

Article V EXECUTIVE BOARD
Section 1. The Executive Board consists of the seven (7) elected Officers, the six (6) appointed Directors, and the Chairs of the specific interest groups.
Section 2. The Executive Board administers the business and financial affairs of the Club.
Section 3. Meetings are held regularly. None (9) members present at any meeting of the Executive Board constitute a quorum.

Article VI COMMITTEES
Section 1. The Executive Board approves the formation of all committees.
Section 2. Each committee submits a written report containing a summary of the committee's yearly activities and an inventory of any club property held by that committee.

Article VII MEETINGS
Section 1. Regular meetings, unless otherwise specified, are held on the second Wednesday of each month, September through May, and are listed din the club yearbook.  Meetings are at such place and time as the Executive Board determines.
Section 2. The Annual Meeting of the Club, for the purpose of presenting annual reports, installation of officers, and the transaction of any other business that may properly come before the meeting, is held in May of each year; the date, place, and agenda to be determined by the Executive Board.
Section 3. Quorum: Twenty-five (25) members present at any meeting of the Club constitute a quorum for the transaction of business.
Section 4. The Corresponding Secretary gives written notice of the Annual Meeting and any special meetings called by the Executive Board.

Article VIII FINANCES

Section 1. The Fiscal year is May 1 through April30
Section 2. Funds
a.) The General Fund, derived from dues and fund-raising, interest and other sources of income, is used for the administration of Club business.
b.) Restricted Funds, e.g., the Emery and Smith Trust Funds which are used for the beautification of the Town of Lexington.
c.) Special Funds, e.g., The Program Fund which is used as the Executive Board determines.
Section 3. Gifts and Bequests.  All proposed gifts and bequests must be approved by the Executive Board prior to acceptance.
Section 4. All funds must be collected, held and expended through the regular financial channels of the Lexington Field & Garden Club.
Section 5. There shall be an annual audit before the Annual Meeting.
Section 6. In the event of dissolution, all remaining assets and property of the organization shall, after payment of necessary expense, be distributed to such organizations as shall qualify under section 501(c)(3) of the Internal Revenue Code of 1986 or corresponding provision of subsequent federal tax laws, or to the Federal Government, a state or local government for public purpose, subject to the approval of a court of competent jurisdiction within the Commonwealth of Massachusetts.

Article IX NONDISCRIMINATION
The Club shall not permit in the conduct of Club affairs any restriction or limitation whatsoever based upon race, creed, gender, sexual orientation, national origin, or employment status.

Article X  PARLIAMENTARY AUTHORITY

The rules contained in Robert's Rules of Order, Newly Revised, shall govern all proceedings of the Club to which they are applicable and in which they are not inconsistent with these bylaws.

Article XI  AMENDMENTS
These bylaws may be amended at any regular meeting of this Club by a two-thirds vote of members present and voting provided the proposed amendment shall have been presented at a previous meeting, or submitted in writing to the membership to be received two weeks before voting.

Amended April 2013