WOMEN’S RECIPROCITY GROUP OF GREATER DES MOINES
BY-LAWS
ARTICLE I: (PURPOSE)
The purpose and business of The Women’s Reciprocity Group of Greater Des Moines is the voluntary exchange of business and information among its members; to generally assist one another in promoting business exchanges beyond the organization; and to do all as consistent with the stated purposes, to hold business and social gatherings and meetings of its members at designated times and places.
ARTICLE II: (OFFICERS AND DIRECTORS)
Section 1: The officer of said corporation shall consist of President, First Vice-President and Second Vice-President; and these officers shall constitute the Board of Directors. An executive secretary and treasurer shall be chosen by the Executive Board to provide such service as described by the current needs of the group. In lieu of such a volunteer not being available from the membership, a non-voting staff person may serve in such capacity. A nominating committee will be appointed by the President.
Section 2: The Past President becomes a Director and will serve as Membership Chair and as a non-voting ex-officio member of the Board for a period of one year.
ARTICLE III: (MEMBERSHIP)
Section 1: To be eligible in the said Reciprocity group, a person:
(i) Shall be in an ownership or decision-making position or in a professional occupation with a professional designation representing a firm, partnership, corporation, profession, or other valid business entity.
(ii) Shall not directly conflict with the primary business category of any current member and is agreed upon by said member
Section 2: After the potential membership review, set forth in the policies, is initiated by the proponent and confirmed by the board, the application for membership shall be completed by the proponent. The application shall set forth the name of the firm, partnership, practice, corporation or other entity represented by the applicant, the position held by the applicant, the type of business of the applicant, the number of years in business, the products or services sold, and to whom such products or services are sold. The application shall be signed by three (3) proponents of that proposed member who shall be members of said Reciprocity Group and who shall acknowledge that, to the best of their belief, the eligibility requirements set forth above in Section 1 have been met and that any known business conflicts with current members have been identified and discussed with those members involved. The application shall then be submitted to the Membership Committee.
Section 3: The Membership Committee shall consist of three (3) individuals, one being the immediate Past President, who shall be the chair of the committee, and two being members appointed by the President. The Membership Committee shall review the potential member review form to verify that the eligibility requirements of Section 1 have been met. If the committee agrees the application shall be completed as set forth in Section 2. Then the Membership Committee shall review, assign a category and forward the application to the Board of Directors with its recommendation.
Section 4: The Board of Directors shall then review the application. If the Board of Directors determines that the proposed member is not eligible for membership, the Board of Directors shall disapprove the application and shall advise the proponents of such applicant of the disapproval. If the Board of Directors determines that the proposed member is eligible for membership, the application shall be read to the membership at two (2) regular meetings prior to the membership vote on such application. In addition, the proposed member’s name, business, and proposed category shall be published twice in the Reciprocity Group’s newsletter prior to the membership vote on the application.
Section 5: If there is an objection from a member who believes that the proposed member will be in competition with such member, the member shall file a written objection with the President of the Reciprocity Group prior to the second reading of the membership application. The President shall then read the objection to the members along with the second reading of the application.
Section 6: The vote of the membership regarding the application shall be by secret ballot and shall require a 75% affirmative vote of all members present at a regular meeting of the Reciprocity Group for approval of the new member. When more than one application for a category is presented to the membership, a simple majority shall rule.
Section 7: Upon acceptance and approval of a new member, the new member shall be extended an invitation for membership by the primary proponent. The new member shall then sign the approved application, thereby acknowledging her understanding of the purpose of the Reciprocity Group, her primary category assigned for membership, and the attendance and registration requirements.
Section 8: The membership in Reciprocity is specific to each member as a representative of a specific firm, partnership, corporation or other business entity. In addition, each member shall be assigned a primary category; and no two members shall be in the same primary category.
Section 9: If a member’s position changes so that she is no longer a representative of the entity or category of membership on which she obtained membership in the Reciprocity Group, she may retain membership in the Reciprocity group through the balance of the current quarter plus the quarter following such a change in status. No later than seven (7) days prior to the membership expiration, as extended, the Membership Committee shall determine whether the changed status of the member requires a change in the category status. If so, the Membership Committee shall recommend to the Board of Directors that a new membership application is necessary. If the Membership Committee determines that the member’s employment status is fundamentally unchanged, recommendation shall be made for continued and uninterrupted membership. If a new membership application is recommended, the member shall be permitted to apply immediately and the new category for which she is applying would not be open to another person until a decision has been made by the membership regarding her application. If the general employment category is already occupied by an existing member, permission to apply must be granted in writing by that member. The job distinction within the category (e.g. insurance groups) shall be clarified before the application is made. If the present member reapplying for membership is accepted, the original initiation fee shall be waived.
Section 10: Attendance shall be by each member. In the event a member cannot attend, she may designate a substitute from her firm for such meetings only.
Section 11: Should a leave of absence be necessary for reasons of health, travel, career transition, or any other reasonable purpose, a letter of request addressed to the Board of Directors will be considered for approval. This leave shall be limited to the current quarter plus the quarter following such request. During the leave of absence, dues must be paid on time and the member’s category remains blocked.
Section 12: The approved member shall, at her first breakfast meeting, submit a $50.00 membership initiation fee and the prorated balance of the quarterly dues for the current quarter.
Section 13: Each member shall pay dues payable after receipt in January, April, July and October of each year. This said sum shall include payment for the breakfasts served to the members. If payment is not received after forty-five (45) days, said member shall personally be reminded of the delinquent dues by the Executive Secretary. If any member becomes delinquent in payment of her dues for more than sixty (60) days, the membership shall be forfeited.
Section 14: Attendance shall be recorded at each meeting, and members are to notify the Executive Secretary, prior to EACH meeting, if they cannot attend, Six (6) unexcused absences or a total of twenty-six (26) absences for any reason during a fiscal year (July 1 – June 30) shall result in review by the board. Results of the board meeting shall be reported to the membership.
Section 15: Any member may apply for a Senior Active Status if she meets the following qualifications: 1) member is in good standing; 2) age 55 or older; 3) has withdrawn from active participation in business management; and 4) has completed a minimum of two (2) years of membership in the group. A Senior Active member pays one half of the amount of the current membership dues. Craft talks will be welcome but not obligatory, however they are encouraged to share their wisdom with the active membership. When the Senior Active Status is approved by the Board, the member’s previous category becomes available for another membership applicant. Senior Active members shall attend a minimum of 12 meetings per year.
ARTICLE IV: (MEETINGS & REGISTRATION)
Section 1: Weekly meetings of the Women’s Reciprocity Group shall be held at a designated location beginning promptly at 7:30 a.m. and adjourning promptly at 8:30 a.m. Once annually, the members may submit to the Secretary a written request to host the meeting at their place of business or other suitable venue. The second Wednesday of each month will be reserved for such off-site meetings and the Secretary will schedule these meetings on a first-come, first-served basis. Members will sign up in June to host an off-site visit. A member may not host an off-site meeting the same month of the year for more than two (2) consecutive years during November and December, unless there are no other requests for those dates. The Board has the discretion to allow more than one off-site visit if the month has (five) 5 Wednesdays. A registration sheet will be available for attendance at every off-site meeting, and members not attending may register before the next Group meeting.
The host of an off-site meeting is responsible for providing breakfast, at her expense.
Section 2: Each member is encouraged to register at the office or designated location of the craft speaker between the member’s program and the next meeting of the Group particularly with new members. Alternative registration, such as web site visits, may be offered by the craft speaker if they wish. Requirements for web site registration: When signing web site, mention a fact from the web site you didn’t know about the business, along with your name.
Section 3: The purpose of registration is to enable members to become familiar with the goods or services offered by the host member. Member must sign the registration sheet that is available at the site of the business. It is permissible to send an associate from the member’s business to sign the Registration Form if the member cannot make time to visit that week. Registration may be waived by the craft talk speaker, or use the alternative mentioned in Section 2.
Section 4: Members who cannot fulfill their obligations as craft talk speakers must find their own replacements through rescheduling with other members. The WRG secretary should be consulted for help in rescheduling and notified of any changes. The member providing a craft talk or a guest speaker will, during the following week, retain the Registration List at said member’s place of business and pass it on to the Executive Secretary. The craft speaker will be introduced by the member scheduled to present the craft talk the following week. The introducer is responsible for finding another member to replace herself if she cannot be present to introduce the craft talk speaker.
ARTICLE V: (ELECTION OF OFFICERS)
Section 1: The officers consisting of President, First Vice-President and Second Vice-President shall be nominated by a committee or from the floor. Officers will serve for a term of one (1) year or until their successors are elected. Voting shall be by paper ballots.
Section 2: A nominating committee, appointed by the President and approved by the Board of Directors, shall prepare a ticket of at least one (1) nominee for each office to be filled and shall direct the election.
Section 3: Candidates shall have consented to serve if elected.
Section 4: The election date and names of the candidates shall be announced to the membership at least two (2) weeks prior to the election.
Section 5: Nominations from the floor will be invited at the regular meeting scheduled two (2) weeks prior to the election.
Section 6: The presiding officer shall appoint three (3) tellers who are not officers, directors or members of the Nominating Committee, or nominees for election. The duties of the tellers shall be to distribute, collect, count the ballots, and announce the results of the election.
Section 7: Absentee ballots may be obtained from the President by applying in writing one week before the elections. The ballot must be returned to the president in a sealed envelope on or before the election with the name of the voter written on the outside of the envelope. The envelope will be given to the election tellers at the time of balloting. The tellers will record the name written on the outside of the envelope for verification of non-duplication voting and place the absentee ballot with the ballots of the active voting members to be counted.
Section 8: The officers shall be elected on the second (2) Wednesday in June and the newly elected President shall arrange a joint meeting with the outgoing officers and newly-elected officers at the next regularly scheduled board meeting. The by-laws and policies shall be reviewed at this meeting.
ARTICLE VI: (FISCAL YEAR)
The fiscal year shall begin on July 1st and continue through June 30.
ARTICLE VII: (AMENDMENT OF BY-LAWS)
Section 1: The By-laws shall be amended as follows: The proposed language shall be presented by the Board of Directors to the membership and passed upon a three-fourths (3/4) vote of the members present. Absentee ballots may be obtained from the President. The ballot must be returned in a sealed envelope with the name of the voter written on the outside of the envelope on or before the date of voting.
Section 2: Proposed amendments and challenges to Board decisions shall be proposed in writing and signed by five (5) members in good standing and picked by the Board and mailed or emailed by the Executive Secretary to the membership at least two (2) weeks prior to the discussion and voting.
ARTICLE VIII: (EMPLOYMENT OF EXECUTIVE SECRETARY)
The Board of Directors is empowered and authorized to employ such person or persons as deemed necessary in their judgment to assist in carrying out the purpose of this Association.
ARTICLE IX: (INDEMNIFICATION)
The Corporation shall indemnify every director or officer, her heirs, executors and administrators, against expenses reasonably incurred by her in connection with any action, suit, or proceeding to which she may be made a party by reason of her being and having been a director or officer of the Corporation, except in relation to matters as to which she shall be finally adjudged in such action, suit, or proceeding to be liable for negligence or misconduct; in the event of a settlement, indemnification shall be provided only in connection with such matters covered by the settlement as to which the Corporation is advised by counsel that the person to be indemnified did not commit such a breach of duty. The foregoing right of indemnification shall not be exclusive of other rights to which she may be entitled.
ARTICLE X: (FINANCIAL AUTHORIZATION AND REGULATIONS)
Section 1: The Board of Directors is authorized to make disbursements for the ordinary operating expenses incurred for the normal operation of the Women’s Reciprocity Group of Greater Des Moines, These shall include meals, printings, postage, bereavement gifts, base salary for the executive secretary, and other approved expenses.
Section 2: Any proposals for expenditures beyond those normal operating expenses must be approved by the membership. Such proposals shall be presented to the membership which asks for a majority vote of those present at a regularly scheduled meeting.
Section 3: A financial report shall be made available to the membership during the month following the end of each quarter.
Section 4: Annual review of financial records shall be done at the end of each financial year. This review will be done by a committee from membership.
These By-laws were adopted by the membership of the Women’s Reciprocity Group of Greater Des Moines in June, 1983.
Revised 1987
Revised 1992
Revised 1993
Revised 2000
Revised 2002
Revised 2008
Revised 2009
Revised 2015