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Improvement Club
Bylaws & Guidelines
revised October, 2013
ANNANDALE IMPROVEMENT CLUB BYLAWS 
October 3, 2013
 
ARTICLE I
NAME
This association shall be 
known as the ANNANDALE IMPROVEMENT CLUB.
ARTICLE II
PURPOSE
The purpose of this club 
shall be the improvement of the city and thereto for the benefit of the 
Annandale area in general.  Primary 
priority shall be given to beautification of the city and support of the library 
along with the welfare of and educational opportunities for our community.
ARTICLE III 
DESCRIPTION 
Section 1 - 
The Annandale Improvement Club is a not for profit corporation and is 
incorporated in the State of Minnesota.
Section 2 
– The mailing address is P.O. Box 207, 30 Cedar St. E., Annandale, MN  
55302.
              
ARTICLE IV  
MEMBERSHIP
Section 1 
– Anyone interested in the purpose of this club may become a member upon paying 
dues the amount of which is determined at the Annual Meeting.
Section 2 
- No officer, committee chair, or member of this organization shall publicly 
state any policy, enter into any agreement or otherwise obligate this 
organization except upon authority of the general membership [notwithstanding 
Article V, Section 5].
 
ARTICLE V  
EXECUTIVE BOARD 
Section 1 
– The Executive Board (also referred to as the Board) is made up of the Officers 
of this club.
Section 2 
– Board members are responsible to read and understand the Bylaws of this 
organization.
Section 3 
– The Board will present an annual budget to the club.
Section 4 
– The Board shall hold at least two meetings per year. 
Meetings shall be at such dates, times, and places the Board shall 
determine.
Section 5 
– Board members, with a majority vote, have the authority to approve 
expenditures up to $200 and such expenditures will be reported to the 
membership. 
  
ARTICLE VI  
OFFICERS
Section 1 
– The Officers of this club shall consist of the President, Vice President, 
Secretary, and Treasurer.  Officers 
shall be elected for a one-year term. 
They may be re-elected, but may not hold the same office for more than 
two successive years.  Two club 
members may share an office as Co-Officers.
Section 2 
– Duties of Officers
a.     
The President shall prepare 
and preside at all meetings of the organization, including Board meetings, shall 
perform all duties pertaining to this office, and shall serve as ex-officio 
member of all committees.  
b.     
The Vice President shall 
preside at all meetings of the organization, including Board meetings, in the 
absence of the President.
c.     
The Secretary shall record 
and maintain minutes of all meetings of the organization. 
She shall handle correspondence and submit written monthly minutes to the 
President.            
 
d.     
The Treasurer shall 
maintain the financial records of the organization. 
She shall annually prepare for and schedule an audit. 
    
Section 3 
– Officers shall be elected at the Annual Meeting. 
A Nominating Committee of three shall be appointed by the President at 
the previous meeting.  The Nominating 
Committee shall present at least one candidate for each office, having 
previously obtained the candidate’s consent. 
The President shall ask for additional nominations from the floor. 
If there are two candidates for an office and/or additional nominations, 
the President shall appoint three election judges and the candidate with 
majority vote by written ballot shall be declared elected.
Section 4 
– Newly elected Officers shall assume their respective duties at the close of 
the Annual Meeting.  
Section 5 
–Vacancies in an office shall be filled by appointment.
ARTICLE VII  
CONFLICT OF INTEREST
Each member of the Board 
shall disclose to other members of the Board any duality of interest or conflict 
of interest and make such a matter of record when the interest becomes a matter 
of Board action.  Any Board member 
having a possible duality or conflict of interest on any matter shall not vote 
or use her personal influence on the matter, and shall not be counted in 
determining the quorum of the meeting. 
The minutes of the meeting shall reflect that the disclosure was made. 
 
ARTICLE VIII  
MEETINGS
Section 1 
– The Annual Meeting of this club shall be held on the first Thursday of May.
Section 2 
– The regular meeting[s] of this club shall be held on the first Thursday of the 
month.  Exceptions can be addressed 
by the Board.  
Section 3 
– A special meeting may be called by the President with the approval of the 
Board or by petition of one fourth of the membership, notice having been given 
to all members.
ARTICLE IX  
COMMITTEES
Section 1 
– The Standing Committees shall be:  
Beautification, Fundraising, Library, Program, Honorary Membership, and 
Membership Directory.  
a.     
 The Beautification Committee shall 
enhance green space in Annandale.
b.     
 The Fundraising Committee shall raise 
funds to promote the purpose of the club.
c.     
 The Library Committee shall facilitate 
the club’s support of the Annandale Library.
d.     
 The Program Committee shall organize the 
speakers, programs, and special events for the monthly meetings.
e.     
 The Honorary Membership Committee shall 
determine eligibility of potential Honorary Members.
f.      
 The Membership Directory Committee shall 
be responsible for distributing and editing the Membership Directory. 
Section 2 
–Standing Committee Chairs shall present project plans to the Board for 
inclusion in the Annual Budget
Section 3 
– A short term committee may be appointed by the Board for a specific purpose.
 
ARTICLE X    
FISCAL YEAR
The fiscal year shall be 
from April 1st through March 31st
 
ARTICLE XI  
FINANCES
Section 1 
– An Annual Budget shall be prepared by the newly elected Board after the Annual 
Meeting and presented for
approval on or before the August meeting. 
Standing Committee Chairs shall be contacted for submissions to the 
Budget. 
Section 2 
– Dues are collected annually.  
Members shall be deemed in arrears if not paid by September 30th. 
Section 3 
– At the Annual Meeting the President shall appoint 
two members to audit the books of the Treasurer and give a report at the June 
meeting.
Section 4 –
Emergency funds of $500 shall be kept in reserve by 
the Treasurer.
Section 5 
– Financial donations shall be limited to the scope of our purpose and exclude 
monetary support of unrelated non-profit organizations. 
ARTICLE XII  
QUORUM
At any meeting, one fourth 
of the dues paying membership shall constitute a quorum.
 
ARTICLE XIII  
PARLIAMENTARY AUTHORITY 
The rules contained in the 
current edition of Roberts Rules of Order shall govern the Club.
 
ARTICLE XIV 
AMENDMENTS TO BYLAWS
Section 1 –
The whole of these Bylaws, or any portion thereof, 
may be amended by two-thirds vote of the quorum with due notice of intended 
change having been given at the previous regular meeting.
Section 2 –
The Bylaws shall be reviewed annually by a 
committee appointed by the President at the Annual Meeting.
 
ARTICLE XV    
AMENDMENTS TO THE ARTICLES OF INCORPORATION
The Articles of 
Incorporation may be amended with the authorization of two-thirds vote of th 
quorum with due notice of intended change having been given at the previous 
regular meeting.
################################################## 
Annandale Improvement Club 
Guidelines
approved January, 2014
These guidelines are in 
place to ease the transition of officers and to help members understand and be 
aware of procedures practiced.  The 
guidelines may be changed with a majority vote. 
 
MEMBERSHIP
Ø  
The annual dues for members 
of this club shall be $25.00 with the exception of Honorary Members who are 
exempt from dues.  A member will be 
deemed in arrears if not paid by September 30th.  
A member found in arrears the second year will be notified by the 
Secretary and, if no response is received, will be removed from the membership 
roll.  
Ø  
Members are responsible to 
inform the Secretary of meeting or event attendance and once a commitment is 
made, payment of all associated fees is required.
 
OFFICER DUTIES
President
Ø  
Become acquainted with 
proper parliamentary procedures and conduct the business meeting accordingly.
Ø  
Update any 
corrections/additions to the Bylaws and Guidelines from the past year and 
maintain past versions of these documents. 
Ø  
Submit Form 990-N yearly in 
April to the IRS to renew non-profit status.
Ø  
Communicate with monthly 
hostesses regarding meeting responsibilities. 
 
Vice President 
Ø  
Chair the Program 
Committee.
Ø  
Chair the Honorary 
Membership Committee, maintain a list of Honorary Members, and submit the 
current list to the program committee after the Annual Meeting.
 
Secretary 
Ø  
Prepare a report for the 
Annual Meeting which includes the activities of the club for the past year and 
list the monthly voluntary donations made by members.
Ø  
Maintain the Yahoo email 
account, send out meeting notices, and communicate with the hostesses concerning 
meal reservations, caterer and venue.
Ø  
Purchase a book for the 
Annandale Area Library in memory of a deceased member.   
Ø  
Provide nametag materials 
for the monthly meetings.
Ø  
Send a reminder notice to 
members with financial obligations.
 
Treasurer
Ø  
Collect all monies 
including dues, meal costs, fundraising, and other projects; deposit the funds 
in the club bank account.
Ø  
Disburse club funds upon 
authorization.
Ø  
Report on the financial 
condition of the club at regular meetings and provide the Secretary with a 
written report.
Ø  
Prepare and present the 
annual financial report at the Annual Meeting.
Ø  
Update and maintain the 
membership roster.
Ø  
Report new members to the 
Membership Directory Committee and Board monthly.
Ø  
Inform the Secretary of 
member’s financial obligations that are in arrears.
 
STANDING COMMITTEES 
Ø  
Submit a motion to the club 
to cover any additional funds or other support the Committee may need beyond the 
budgeted amount.
Ø  
Plan the design of the 
round concrete planters and other garden spots in the city.
Ø  
Invite interested community 
members to be on the committee and volunteer their time. 
Ø  
Order seasonal decorations 
for the beautification of downtown.
 
Fundraising Committee
Ø  
Solicit ideas for 
fundraising projects from the membership and present fundraising opportunities 
and projects to the membership. 
Ø  
Inform members of 
fundraising progress.
Ø  
Prepare a report to the 
President upon completion of a fundraiser project. 
 
Library Committee 
Ø  
Communicate with the 
Annandale Area Public Library, the Annandale Friends of the Library, and the 
Annandale Library Board; report on their needs and events.
Ø  
Submit a motion to the club 
for any funds beyond the budgeted amount, or for other support the Library and 
Friends of the Library may need. 
Program Committee  
Ø  
Chaired by the Vice 
President.
Ø  
Meet after the Annual 
Meeting to plan programs and venues for monthly meetings for the upcoming year, 
assign the monthly hostesses, and determine the charitable organization for a 
voluntary donation from members.  
Ø  
Submit the program list to 
the Board for approval and report to the membership. 
Ø  
Prepare and distribute the 
program brochure to members.
Ø  
Place a notice in the 
Annandale Advocate stating the time and location of the monthly meeting and 
describing the program highlights.
Ø  
Confirm the program with 
the presenter a month before the meeting or event.
Ø  
Send thank you note to the 
speaker.
 
Membership Directory 
Committee 
Ø  
Provide each member with a 
Membership Directory containing member information and photo, and a copy of the 
Annandale Improvement Club Bylaws and Guidelines.
Ø  
Provide pages to update 
each member’s directory in the fall.
 
Honorary Membership 
Committee
Committee is chaired by the 
Vice President.  
Criteria for Honorary 
Membership in the Annandale Improvement Club
Ø  
40 years of membership, 
upon request of a member.
Ø  
80 years of age or older, 
with 15 years of membership, upon request of a member.
Ø  
20 years of membership with 
health issues, upon request of member or suggestion of another member
Selection Process
Ø  
Committee will review the 
roster and contact eligible members.
Ø  
Honorary Members will be 
recognized at the Annual Meeting.
Ø  
The Vice President shall 
keep a running list of members and submit the entire list to the Program 
Committee at the Annual Meeting.
 
MONTHLY HOSTESSES RESPONSIBILITIES
Ø  
Call members not notified 
by email with meeting details and record meal reservations.
Ø  
Communicate with the 
Secretary concerning meal reservations, caterer and venue. 
Ø  
Check members in at the 
membership meeting.
Ø  
Submit the confirmed 
attendance and check-in lists to the Treasurer.
 
COMMITTEES, SPECIAL EVENTS, ETC 
Ø  
Whenever possible all purchases needed for projects or special events should be 
purchased within the Annandale area.
Ø  
Upon completion of a project, the project chair shall submit a written report to 
the President and submit a detailed financial report to the Treasurer. 
Ø  
The expense of fieldtrips and special events shall be the responsibility of 
those attending.