Constitution and By-Laws
Los Jardineros Garden Club of Taos Constitution and By-Laws
Amended 2011, 2015, 2016 and September 20, 2018
Article I. Name
The name of the club shall be Los Jardineros – Garden Club of Taos
Article ll. Purpose
Los Jardineros is organized exclusively for charitable and educational purposes, including the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the lnternal Revenue Code, or the corresponding section of any future federal tax code. The objectives of the organization, within the requirements of section 501(c)(3) of the lnternal Revenue Code, are to provide education which will stimulate the knowledge and love of horticulture, to encourage the keeping of the laws of conservation of our native plants, and to support and participate in civic projects of beautification.
Article III. Directors
The Directors of the organization shall be President, Treasurer, Recording Secrtary, Membership Director, Communications Director, Programs Director, Tour Director, and the Grants Director and three (3) At-Large Directors.
Article IV. Membership
Section 1. The membership of the club shall consist of any person interested in the objectives as stated in Article II and who pays the required dues or is permitted honorary membership (Lifetime, Tour Host, etc.) by the Board of Directors.
Section 2. There are three categories of membership: Active, Sustaining, and Honorary. Each Active Member is given a ticket in exchange for four hours of work in support of the annual Garden & Home Tour. Active or Sustaining members become Lifetime Honorary Members upon attaining the age of 80. Honorary memberships are given to those whose homes were on the Garden & Home Tour in the previous year. Sustaining, Lifetime Honorary and Honorary members will receive a Garden Tour ticket.
Section 3. Dues are expected to be paid by March 15 of each year. Members whose dues are delinquent will be suspended from the member roster and not eligible for field trips, member discounts, receipt of the newsletter and not included in the Club Directory.
Article V. Meeting Quorum
Section 2. A quorum for any Board of Directors meeting consists of at least 50% of the filled Board of Directors positions. A majority of those members present and voting is required to pass a motion.
Article Vl. Use of Club Resources
No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article ll hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from federal income tax under section 501(c)(3) of the lnternal Revenue Code, or the corresponding section of any future federal tax code, or (b) by a corporation, contributions to which are deductible under section 170(c)(2) of the lnternal Revenue Code, or the corresponding section of any future federal tax code.
Article Vll. Distribution of Assets at Dissolution
Upon the dissolution of the corporation, assets shall be distributed for one or more exempt purposes within the meaning of section 501(c)(3) of the lnternal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
Article VIII. Board of Directors
Section 1. The CONFIRMATION OF DIRECTORS shall be at the Annual meeting in October. The Nominating Committee will present the slate of Directors at the Annual Meeting and the slate shall be approved by the members with a majority vote. All Directors will serve one year, subject to re-confirmation, with the exception of the Communications Director and the Treasurer, who will serve an initial two-year term
s when an individual is first elected to the position.
Section 2. The Board of Directors shall consist of the following positions:
Membership Services Director
Three (3) At-Large Directors.
Article IX. The DUTIES OF Directors:
Each member of the Board of Directors will keep records for their area of club operations and any Standing Committee minutes for the year in office.
Section 1. The PRESIDENT is the primary spokesperson for Los Jardineros Garden Club of Taos. The President is not the chief officer of Los Jardineros and is therefore not responsible for ensuring that the policies and programs enacted by the Board of Directors are implemented. Collectively the Board of Directors are the chief operating officers of Los Jardineros. The President shall chair the Board of Directors’ meetings. The President shall preside over the business portion of the monthly meetings. The President will also be the spokessperson with entities outside the organization.
Section 2. The RECORDING SECRETARY shall keep the minutes of the Board Meetings on file and prepare the agenda for the Board of Directors meetings, after consulting each member of the Board of Directors for agenda items.
Section 3. The Communications Director, with the assistance of the Communications Committee, will be responsible for the website and Facebook page, meeting and event announcements and reminders, and any other external as directed by the Board of Directors. The committee will assist other Directors on publicity of events and the Tour. The Communications Director will be responsible for preparing the monthly newsletter with input from the Board of Directors, and transmitting it to the membership.
Section 4. The TREASURER shall pay all bills, collect dues, handle monies for fundraising, and give itemized reports at the request of the Board of Directors. The Treasurer will maintain the Square and PayPal accounts. All financial records should be kept for a period of 7 years. The Treasurer, or in their absence the President, shall sign all checks.
Section 5. The Grants Director will oversee the solicitation of proposals, grant award recommendations and administration of the Community Grant program, with the assistance of the Grants Committee.
Section 6. The Tour Director, with the assistance of the Tour Committee, will plan and manage the annual Taos Garden and Home Tour. This is the major fundraiser for the Club.
Section 7. The Programs Director, with the assistance of the Programs Committee, will plan and manage the engagement of monthly Program speakers, field trips, Members Only Garden Tour and workshops.
Section 8. The Membership Services Director, with the assistance of the Membership Services Committee will be responsible for membership renewals, new member receptions, meeting hositality, the Membership Directory, the local discount program and the upkeep of the membership database in the Wild Apricot membership management application.
Section 9. The At-Large Directors, shall assist other Directors with their responsibilities as needed and other ad hoc duties, as determined by the Board of Directors.
Article X. Standing Committees
The STANDING COMMITTEES shall be: Taos Garden & Home Tour, Grants, Membership Services, Programs and Communications.
Section 1. These Standing Committees exist to organize additional members to assist the particular Director with their functions. Each committee can determine how functions and work is organized. Each committee should have as many members as needed to keep the workload commitment manageable and appropriate to the members skills and abilities.
Article XI. The MEMBERSHIP AT LARGE may present recommendations for civic projects. The Board of Directors will make final decisions about projects.
Article XII. MEETINGS of the club shall be held on the third Thursday of each month. There will be one meeting per month February through July and the months of September and October. The monthly meeting in July will be a Members Only Garden Tour.
Article XIII. A NOMINATING COMMITTEE shall be appointed in August by the Board of Directors. The Committee shall nominate candidates willing to serve as Board of Directors for the upcoming year, with the exception of those Directors fulfilling the second year of their two-year term.
Article XIV. AMENDMENTS to the by-laws and constitution are made by a two-thirds vote of those members present and voting at a regular meeting, provided that the proposed amendment has been distributed prior to the meeting.
Article XV. The RULES contained in the current edition of Robert’s Rules of Order shall govern the club in all cases to which they are applicable and in which they are not inconsistent with these by-laws and any special rules of order the club may adopt.
Article XVI. NO INFORMATION ABOUT MEMBERS in the online or club directory may be disseminated, shared, or used for any purpose other than club business.