Gps Bylaws Inaugural3

7/28/2019 Gps Bylaws Inaugural3

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First Draft

March 2013

NCNW, Inc.-Greater

Pocono Section BylawsInaugural Edition


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NCNW, Inc.-Greater Pocono Section Bylaws

Page | 1 DRAFT: 1 March 7, 2013

Table of Contents

The National Council of Negro Women, Inc. Mission Statement ..................... 11

The National Council of Negro Women, Inc. Pledge ........................................ 11

The Greater Pocono Section Inspirational Quote ............................................ 11

ARTICLE I NAME ........................................................................................... 12

Section 1.01 Section .................................................................................. 12

Section 1.02 Articles of Incorporation ....................................................... 12

Section 1.03 Bylaws ................................................................................... 12

Section 1.04 Policies and Procedures Manual ........................................... 13

Section 1.05 Job Description Handbook .................................................... 13

Section 1.06 Record of Updates ................................................................ 13

ARTICLE II - PURPOSES .................................................................................... 14

ARTICLE III AUTHORITY ................................................................................. 15

Section 3.01 Parliamentary Authority ........................................................ 15

Section 3.02 Matters Not Covered ............................................................ 15

Section 3.03 Limitations ............................................................................ 15

ARTICLE IV MEMBERS .................................................................................. 17

Section 4.01 Membership Categories ........................................................ 17

Section 4.02 Notices to Members ............................................................. 18

Section 4.03 Dues and Fees ....................................................................... 18

Section 4.04 Expiration of Membership .................................................... 19

Section 4.05 Termination of Membership ................................................. 19

Section 4.06 Unused Membership Dues .................................................... 19

Section 4.07 Rights of Members/Associates .............................................. 20

Section 4.08 General Member/Associate Inspection Rights ...................... 20

Section 4.09 Designated Representatives .................................................. 21

Section 4.10 Member/Associate Responsibilities ...................................... 22

Section 4.11 Member/AssociatePublic Statements .................................. 22


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Section 4.12 Attendance Criteria of Members/Associates ......................... 23

Section 4.13 Leave of Absence for Members/Associates ........................... 23

Section 4.14 Non-Voting Membership ...................................................... 23

Section 4.15 Notice of Membership Status ............................................... 23

Section 4.16 Conversion of Membership ................................................... 23

Section 4.17 Transfer of Membership Location ......................................... 24

Section 4.18 Resignation of Members/Associates ..................................... 24

Section 4.19 Reinstatement of Members .................................................. 24

Section 4.20 Readmission of Members/Associates ................................... 24

Section 4.21 Reapplication of Members/Associates .................................. 25

Section 4.22 Disability Relief from Payment .............................................. 25

Section 4.23 Unemployment Relief from Payment .................................... 25

Section 4.24 Benevolence Outreach .......................................................... 25

Section 4.25 Grievance Process ................................................................. 25

Section 4.26 Distribution of Bylaws ........................................................... 25

Section 4.27................................................................................................. 25

APPENDIX B: NCNW, INC. NATIONAL AFFILIATES ......................................... 26

APPENDIX C: FREEDOM OF INFORMATION ACT (FOIA) FEE SCHEDULE ........ 27

ARTICLE V OFFICERS ..................................................................................... 29

Section 5.01 Transfer of Power ................................................................ 29

Section 5.02 Elected Officers of the Section ............................................ 29

Section 5.03 Appointed Officers of the Section ...................................... 29

Section 5.04 Duties of Officers ................................................................. 30

Section 5.05 Dereliction of Duty ............................................................... 30

ARTICLE VI MEETINGS .................................................................................. 31

Section 6.01 Meeting Days ........................................................................ 31

Section 6.02 Notice of Meetings ................................................................ 31

Section 6.03 Quorum ................................................................................ 32

Section 6.04 Calling A Meeting To Order ................................................... 33


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Section 6.05 Meetings by Telecommunication .......................................... 33

Section 6.06 Meeting Standards ................................................................ 34

Section 6.07 Meeting Agendas .................................................................. 34

Section 6.08 Meeting Minutes .................................................................. 35

Section 6.09 Recording of Minutes ............................................................ 36

Section 6.10 Method of Voting .................................................................. 36

Section 6.11 Approved Visitor Participation .............................................. 37

Section 6.12 Regular Membership Meetings ............................................. 37

Section 6.13 Adding an Item to the Agenda of a Regular Membership Meeting . 38

Section 6.14 Cancellation of a Regular Membership Meeting ................... 38

Section 6.15 Special Membership Meetings .............................................. 38

Section 6.16 Cancellation of a Special Membership Meeting .................... 39

Section 6.17 Annual Meeting .................................................................... 39

Section 6.18 Cancellation of Annual Meeting ............................................ 40

Section 6.19 Strategic Plan Meeting .......................................................... 40

Section 6.20 Cancellation of Strategic Plan Meeting ................................. 40

Section 6.21 Executive Committee Meetings ............................................ 41

Section 6.22 Adding an Item to the Agenda of an Executive Committee Meeting 41

Section 6.23 Cancellation of Executive Committee Meetings .................... 41

Section 6.24 Special Executive Committee Meeting .................................. 41

Section 6.25 Cancellation of Special Executive Committee Meeting ......... 42

Section 6.26 Committee Meetings ............................................................ 42

Section 6.27................................................................................................. 42

APPENDIX D: REGULAR MEMBERSHIP MEETING AGENDA TEMPLATE ............ 43

ARTICLE VII EXECUTIVE COMMITTEE ............................................................ 44

Section 7.01 Executive Committee Composition ....................................... 44

Section 7.02 Executive Committee Ineligibility .......................................... 44

Section 7.03 Executive Committee Meetings ............................................ 44

Section 7.04 Executive Committee Telephone and Electronic Meetings ... 45


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Section 7.05 Executive Committee Standard of Care ................................. 45

Section 7.06 Executive Committee Advocacy for Members ....................... 46

Section 7.07 Executive Committee Voting ................................................. 46

Section 7.08 Protection and Indemnity of Executive Committee Members46

Section 7.09 Executive Committee Public Statements ............................... 47

Section 7.10 Powers .................................................................................. 47

Section 7.11 Benevolence Outreach .......................................................... 48

Section 7.12 Preservation of Safety and Order .......................................... 48

Section 7.13 Executive Committee Member Rights ................................... 48

Section 7.14 Executive Committee Inspection Rights ................................ 49

Section 7.15 Executive Committee Ancillary Duties ................................... 50

Section 7.16 Officers Fees and Compensation.......................................... 50

Section 7.17 Election, Designation and Term of Office .............................. 50

Section 7.18 At-Large Executive Committee Members .............................. 51

Section 7.19 Executive Committee Appointed Officers ............................. 52

Section 7.20 Performance Criteria for Officers .......................................... 52

Section 7.21 Attendance Criteria for Officers ............................................ 52

Section 7.22 Executive Committee Recordkeeping .................................... 53

Section 7.23 Executive Committee Quorum .............................................. 53

Section 7.24 Executive Committee Meeting Standards ............................. 54

Section 7.25 Executive Committee Action With a Meeting ....................... 54

Section 7.26 Executive Committee Action Without a Meeting .................. 54

Section 7.27 Adjourned Meeting and Notice ............................................. 55

Section 7.28 Master Calendar ................................................................... 55

Section 7.29 Resignation of Officers .......................................................... 56

Section 7.30 Leave of Absence for Officers ................................................ 56

Section 7.31 Suspension of Officers ......................................................... 57

Section 7.32 Removal of Officers ............................................................... 57

Section 7.33 Appeals Process for Removal of Officers ............................... 57


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Section 7.34 Organizational Succession ..................................................... 58

Section 7.35 Vacancies .............................................................................. 58

Section 7.36 Replacement Vacancies for Officers ...................................... 58

Section 7.37 National Convention Section Delegates ................................ 58

Section 7.38 National Convention Stipend............................................... 58

ARTICLE VIII COMMITTEES ........................................................................... 60

Section 8.01 Committee Development ...................................................... 60

Section 8.02 Committee Composition ..................................................... 60

Section 8.03 Youth Participation ............................................................... 60

Section 8.04 Term of Office ....................................................................... 61

Section 8.05 Committee Member Selection Criteria ................................. 61

Section 8.06 Training ................................................................................. 61

Section 8.07 Types of Committees ............................................................ 61

Section 8.08 Committee Electronic Mail .................................................... 62

Section 8.09 Resignation from Committees............................................... 62

Section 8.10 Committee Recordkeeping.................................................... 62

Section 8.11 Committee Expectations ....................................................... 62

Section 8.12 Meetings by Telecommunication .......................................... 62

Section 8.13 Meeting Schedules ................................................................ 63

Section 8.14 Risk Management ............................................................... 63

Section 8.15 Committee Expenditures ...................................................... 63

Section 8.16 Committee Budget ................................................................ 63

Section 8.17 Committee Finances ............................................................. 63

Section 8.18 Executive Committee ............................................................ 64

Section 8.19 Standing Committee - Audit/Budget ..................................... 64

Section 8.20 Standing Committee Bylaws ............................................... 66

Section 8.21 Standing Committee Finance ............................................. 66

Section 8.22 Standing Committee Membership ..................................... 68

Section 8.23 Standing Committee Program ............................................ 69


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Section 8.24 NCNW Initiative Committees ................................................ 70

Section 8.25 Election Committees ............................................................. 70

Section 8.26 Ad Hoc Committees .............................................................. 70

Section 8.27 Committee Reports ............................................................... 71

ARTICLE IX ELECTIONS .................................................................................. 72

Section 9.01 Annual Election ..................................................................... 72

Section 9.02 Convention Delegate Selection ............................................. 72

Section 9.03 Special Election ..................................................................... 73

Section 9.04 Election Budget ..................................................................... 73

Section 9.05 Election Quorum ................................................................... 73

Section 9.06 Candidate Eligibility ............................................................... 74

Section 9.07 Voting Eligibility .................................................................... 74

Section 9.08 Notification of Election ......................................................... 74

Section 9.09 Pre-Election Process .............................................................. 75

Section 9.10 Nominating Committee......................................................... 75

Section 9.11 Nominating Committee Schedule ......................................... 76

Section 9.12 Additional Nominations ........................................................ 77

Section 9.13 Elections Process ................................................................... 77

Section 9.14 Election Ballots...................................................................... 78

Section 9.15 Revocation of Ballots ............................................................ 78

Section 9.16 Voting Period ........................................................................ 78

Section 9.17 Certification of Election ......................................................... 78

Section 9.18 Tellers Committee................................................................ 78

Section 9.19 Election by Other Types of Voting ......................................... 79

Section 9.20 Rescinding an Election .......................................................... 79

APPENDIX D: ANNUAL MEETING AGENDA TEMPLATE .................................... 80

ARTICLE X FISCAL MANAGEMENT ................................................................ 81

Section 10.01 Preamble ............................................................................. 81

Section 10.02 Seal of the Section .............................................................. 81


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Section 10.03 Financial Obligation ............................................................ 81

Section 10.04 Office Space Agreement ...................................................... 81

Section 10.05 Website/Electronic Mail Address Agreement ..................... 81

Section 10.06 Mail Box Agreement ........................................................... 82

Section 10.07 State Sales Tax Exemption .................................................. 82

Section 10.08 Audit ................................................................................... 82

Section 10.09 Real Property ...................................................................... 82

Section 10.10 Contributions ...................................................................... 83

Section 10.11 Fundraising ......................................................................... 83

Section 10.12 Gifts, Gratuities and Bequests ............................................. 83

Section 10.13 Checks and Deposits ........................................................... 84

Section 10.14 Vendor Bids ......................................................................... 84

Section 10.15 Loans and Contracts ............................................................ 84

Section 10.16 Recoupment of Funds ......................................................... 86

Section 10.17 Borrowing Powers ............................................................... 86

Section 10.18 Permanent Funds ................................................................ 86

Section 10.19 Operating Funds.................................................................. 87

Section 10.20 Banking Practices ................................................................ 87

Section 10.21 Information Systems......................................................... 87

Section 10.22 Fiscal Year ........................................................................... 87

Section 10.23 Annual Budget .................................................................... 87

Section 10.24 Budget Calendar ................................................................. 88

Section 10.25 Budget Requests ................................................................. 88

Section 10.26 Contingency Funding ........................................................ 89

Section 10.27 Draft Budget ..................................................................... 89

Section 10.28 Contributions from Individuals ............................................ 89

Section 10.29 Contributions from Organizations ....................................... 89

Section 10.30 Authority to Disburse Funds................................................ 90

Section 10.31 Prioritization of Expenditures.............................................. 90


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Section 10.32 Expenditures ....................................................................... 90

Section 10.33 Requests for Payment and Reimbursement ........................ 91

Section 10.34 Disbursal of Funds ............................................................... 92

Section 10.35 Reporting Expenditures....................................................... 92

Section 10.36 Emergency Funding ............................................................. 93

Section 10.37 Investments ........................................................................ 93

Section 10.38 Bank Accounts..................................................................... 93

Section 10.39 Financial Reporting ............................................................. 94

Section 10.40 National Convention Stipend .............................................. 95

Section 10.41 Travel .................................................................................. 95

Section 10.42 Lodging ............................................................................... 96

Section 10.43 Transportation .................................................................... 96

Section 10.44 Meals .................................................................................. 96

Section 10.45 NCNW, Inc. National Indebtedness/Financial Obligations. 96

Section 10.46 Check Policies...................................................................... 98

Section 10.47 Credit Cards ........................................................................ 98

Section 10.48 Purchasing/Gift Cards ......................................................... 98

Section 10.49 Grants ................................................................................. 99

Section 10.50 Online Transactions ............................................................ 99

Section 10.51 Budget Transfers............................................................. 100

Section 10.52 Budget Codes .................................................................... 100

Section 10.53 Fundraising ....................................................................... 100

Section 10.54 Small Games of Chance ..................................................... 100

APPENDIX F: SAMPLE BUDGET CALENDAR TEMPLATE ............................... 102

ARTICLE XI ANNUAL REPORT ...................................................................... 104

Section 11.01 Financial Report ................................................................ 104

Section 11.02 Report of Certain Transactions.......................................... 105

Section 11.03 Accountability Provision .................................................... 105

ARTICLE XII-AMENDMENTS ........................................................................... 106


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Section 12.01 Bylaws ............................................................................... 106

Section 12.02 Standing Rules .................................................................. 106

Section 12.03 Standing Committee: Bylaws Committee .......................... 106

Section 12.04 Exceptions ......................................................................... 107

Section 12.05 Revision of Bylaws ............................................................. 107

Section 12.06 Considerations for Amending the Bylaws .......................... 107

Section 12.07 Amending the Bylaws ........................................................ 108

Section 12.08............................................................................................. 108

ARTICLE XIII CODE OF ETHICS ..................................................................... 109

Section 13.01 Basic Provision .................................................................. 109

ARTICLE XIV CONFLICT OF INTEREST POLICY .............................................. 109


ARTICLE XV - DOCUMENT RETENTION AND DESTRUCTION POLICY ............... 109


ARTICLE XVI WHISTLEBLOWER POLICY ....................................................... 109


ARTICLE XVII PUBLIC DISCLOSURE POLICY .................................................. 110


ARTICLE XVIII INTERNAL REVENUE SERVICE POLICIES ................................. 110


ARTICLE XIX DISSOLUTION ......................................................................... 111

Section 19.01 Definition .......................................................................... 111

Section 19.02 Official Statement ............................................................. 111

Section 19.03 Compulsory Dissolution .................................................... 111

Section 19.04 Voluntary Dissolution ........................................................ 111

Section 19.05 Finalization of Indebtedness ............................................. 112

Section 19.06 Disbursement of Funds ..................................................... 112

Section 19.07 Finalization of Projects ...................................................... 113

Section 19.08 Notification to National Organization ............................... 113


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Section 19.09 Loss of National Charter .................................................... 114

Section 19.10 Dissolution Steps ............................................................... 114


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The National Council of Negro Women, Inc. Mission Statement

NCNW is a voluntary nonprofit [501(c) (3)] membership organization with the

mission to advance the opportunities and the quality of life for African Americanwomen, their families and communities. NCNW fulfills this mission through

research, advocacy, national and community based services and programs in the

United States and Africa. With its 38 national affiliate organizations and its more

than 200 community based sections, NCNW has an outreach to nearly four million

women, all contributing to the peaceful solutions to the problems of human

welfare and rights.

The National Council of Negro Women, Inc. Pledge

It is our pledge to make a lasting contribution to all that is finest and best in

America, so that her heritage of Freedom and Progress will be infinitely enriched

by the by integration of all the people (regardless of race, creed, or national

origin) in the economic, social, cultural, civic and political life of their country and

thus achieve the glorious destiny of a true and unfettered democracy.

Founder Mary McLeod Bethunes Pledge for NCNW

The Greater Pocono Section Inspirational Quote

Now and in the future, we work to create a lasting contribution to all that is

the finest in the Greater Pocono Community and Nation. The Greater Pocono

Section of the National Council of Negro Women Inc. will cherish and extend our

heritage of freedom and progress so that people of all races, creeds and colorswill share and be enriched.
http://www.tcnj.edu/~ncnw/National%20Information.htmhttp://www.tcnj.edu/~ncnw/National%20Information.htm


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ARTICLE I NAME

Section 1.01 Section1. The name of this organization shall be the National Council of Negro

Women, Inc.-Greater Pocono Section hereinafter referred to as the

Sectionor GPS.

Section 1.02 Articles of Incorporation

1. In Pennsylvania, the format and contents of Articles of Incorporation aregoverned by the Nonprofit Corporation Law of 1988, as amended, 15 Pa.

C.S.A. 5101 6162which sets forth the specific provisions orrequirements that must be met.

2. Articles of Incorporation must be filed with the Department of State.3. Articles of Incorporation must contain information including, but not

limited to the following:

a. the name and registered address of the corporation;b. the purpose for which the organization was formed;c. a statement that the corporation is a not-for-profit corporation

incorporated under the Nonprofit Corporation Law;

d. the voting rights of members;e. the name and address of each individual incorporator;f. the effective date of the Articles; andg. whether or not the corporation is organized on a nonstock or a stock

share basis.

Section 1.03 Bylaws


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1. The Bylaws of this organization shall be the NCNW, Inc.-Greater PoconoSection Bylaws, (Inaugural Edition) hereinafter referred to as the Greater

Pocono Section Bylaws, GPS Bylaws, Section Bylaws or the Bylaws.

2. The Bylaws and its provisions may never be suspended.Section 1.04 Policies and Procedures Manual

1. The GPS Policies and Procedures Manualofficially describe the proceduresand policies of the Section.

2. The material within the Manualis subject to change in order to meet theSections needs.

Section 1.05 Job Description Handbook

1. The GPS Job Description Handbookofficially lists the duties of each electedand appointed officer within the Section.

2. The material within the Handbookis subject to change in order to meet theSections needs.

Section 1.06Record of Updates

1. All Bylaws revisions and amendments information must appear on the firstpage of the document.

2. AllJob Description Handbookrevisions and amendments information mustappear on the first page of the document.

3. All Policies and Procedures Manualrevisions and amendments informationmust appear on the first page of the document.

See GPS Policies and Procedures Manual: Topic 105-Record of Updates, Bylaws;

Topic 106-Record of Updates, Job Description Handbook; Topic 107-Record of

Updates, Policies and Procedures Manual


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ARTICLE II - PURPOSES

See National Council of Negro Women, Inc. Bylaws, Revised 10/05/06: Article XVI-

Policies, Section 4-Publications

The purposes of the National Council of Negro Women are

To unite non-profit national organizations of women in a council on national

organizations primarily concerned with the welfare of Negro women.

To promote unity among womens national organizations and among all

women and girls in matters affecting the educational, cultural, economic,

social, and spiritual life in America.

To build a common fellowship of women devoted to the task of developing

creative relations among people at home and abroad.

To serve as a clearinghouse for the dissemination of information concerning

the activities of organized women.


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ARTICLE III AUTHORITY

Section 3.01 Parliamentary Authority1. The rules contained in the current edition ofRobert's Rules of Ordershall be

used as a guideline to govern the Section 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 National Council of Negro Women, Inc. and/or the

National Council of Negro Women, Inc. - Greater Pocono Section may

adopt.

Section 3.02 Matters Not Covered

1. No set of bylaws or Policies and Procedures Manual can cover allcircumstances. In the event of an issue arising which is not covered by this

document, it will be decided on the basis of fairness, the good of The

National Council of Negro Women, Inc.- Greater Pocono Section, and

common sense.

2. In the event that federal or state legislation conflicts with the bylaws or thePolicies and Procedures Manual, the applicable legislation will be the

authority.

Section 3.03 Limitations

1. At no time will the National Council of Negro Women, Inc.-National,regional and/or state level personnel/agents operate in other than an

advisory capacity for the decisions, procedures and plans of the Greater

Pocono Section.

2. All contact other than the initial mailing of the membership packet must bedirectly handled through the processes outlined in the GPS Policies and

Procedures Manual.


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3. All decisions relative to this body must also be made through a majorityvote of the entire section membership eligible to vote.

See GPS Policies and Procedures Manual: Topic 86-NCNW National, Contact with

Members/Associates


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ARTICLE IV MEMBERS

Section 4.01 Membership Categories1. Membership is required to consider oneself a part of the National Council

of Negro Women, Inc. National and the Greater Pocono section of the same

organization.

2. Upon the completion and receipt of an Application of Membership andpayment of NCNW, Inc.-National and Greater Pocono Section annual dues

as determined by the Section Bylaws, one becomes a member.

3. National dues are made payable to NCNW, Inc., National; Section dues aremade payable to the NCNW, Inc.-Greater Pocono section. The Section may

collect both sets of dues and forward national dues payment to NCNW,

Inc.-National.

4. Membership categories are determined by the National Council of NegroWomen, Inc.-National.

5. The terms member and membership as used in these Bylaws shall referonly to those eligible to cast votes.

6. Members/Associates receive an individual Section membership card.See GPS Policies and Procedures: Topic 72-Member Accommodations,

Identification Number

INDIVIDUALS

7. Membership in the Section is open to individuals who are committed to itspurposes as set forth in GPS Bylaws (Inaugural Edition); Article II-Purposes.

8. Members are females.9. Youth/Collegiate young women are welcome as members.10.Associates are males who function as silent supporters.


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ORGANIZATIONS

11.Membership shall be extended to national and local organizations whosepurposes are consistent with those of the NCNW, Inc.

NATIONAL AFFILIATESSee current National Council of Negro Women, Inc.-National Bylaws; GPS

Bylaws (Inaugural Edition), Appendix A: Application for Membership; Appendix B:

NCNW, Inc. National Affiliates

Section 4.02 Notices to Members

1. The Section must maintain and execute a plan for forwarding notices tomembers.

See GPS Policies and Procedures Manual: Topic 81-Members, Notices to

Section 4.03 Dues and Fees

1. Section annual dues shall be for one year.2. Upon receipt of Section dues, members are agreeing to accept the terms of

the current GPS Bylaws and GPS Policies and Procedures Manual.

3. Dues are considered paid when a duly appointed representative of theSection has received it which is then signified by the immediate return of a

numbered receipt to the paid individual.

4. It is the responsibility of the Section member/associate to retain proof ofupdated/continued NCNW, Inc.-National membership.

5. Life and Legacy Life members are exempt from this responsibility as they donot pay national dues at any time as per NCNW, Inc.-National bylaws.

See current National Council of Negro Women, Inc.-National Bylaws

6. Dues for membership in NCNW, Inc.-National shall be established as setforth in the National bylaws.

See current National Council of Negro Women, Inc.-National Bylaws


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7. Dues for membership in the Section shall be established as equal to ormore than the amount determined by the NCNW, Inc.-National fee

structure.

8. Such amounts may be changed by a majority vote of the Section votingmembers at an annual meeting in May. However, a 30 calendar day prior

notice must be given.

Section 4.04 Expiration of Membership

1. A membership is issued for a period of time, such membership shallautomatically terminate when such period of time has elapsed, unless the

member

a. elects to renew the membership;b. in writing informs the Membership Committee of a dispute relative

to dues, fees or other membership impairing matter

Section 4.05 Termination of Membership

1. Ones membership in this Section shall automatically terminate thirtycalendar days after the member is sent written notice of the failure to paydues or fees on or before their due date as presented in the

communication.

2. A member may avoid such termination bya. paying the amount of delinquent dues and fees, within the thirty-day

period presented;

b. filing a dispute through the Grievance Process at which point theissue of termination is discontinued until the process is completed.See GPS Policies and Procedures Manual: Topic 109 Resolution, Grievance

Hearing; Topic 49-Finances, Section Membership Dues Billing

Section 4.06 Unused Membership Dues


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1. Should one sever membership from the Section or the national body forany reason or no reason at all, no portion of unused national and Section

annual dues or any other monies will be refunded or transferred.

Section 4.07 Rights of Members/Associates

1. To attenda. regular membership and committee meetings;b. quarterly Executive Committee meetings as silent observers

2. To participate in Section committees;3. To support Section activities and events;4. To work toward becoming a candidate for Section office;5. To participate in Section discussions;6. To participate in Section voting with one vote per each voting member;7. To receive all member/associate communications and notifications;8. To participate in the grievance process when resolving issues;9. To inspect all Section records;

10. As per the Commonwealth of Pennsylvania, Office of the Attorney General,Nonprofit Corporation Law of 1988, as amended, 15 Pa. C.S.A. 5101

6162 the following is true

a. a voting member may bring a court action to contest activities of anonprofit organization that affect the members rights or duties.

See GPS Bylaws (Inaugural Edition), Article IV-Members; Article X-Elections

Section 4.08 General Member/Associate Inspection Rights


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1. Every member/associate shall have the right to inspect and copy all books,records, and documents, and to inspect the physical properties of the

NCNW, Inc.-Greater Pocono Section.

2. Every member/associate shall have the right to inspect and copy allcorrespondence, manuals, etc. from the NCNW, Inc.-National.

3. Section records must be kept physically at the location of record and alsoelectronically as much as possible to avoid undue reproduction costs to the

member/associate for such inspection of records.

4. Reasonable cost for per page reproduction and other charges shall mirrorthose as presented in the current IRS Freedom of Information Act (FOIA)

Fee Schedule. Seewww.irs.gov, FOIA Fee Schedule; GPS Bylaws (Inaugural

Edition, Appendix C)

5. It is expected that all Section records are to be in the possession of theCorresponding Secretary or Executive Secretary.

6. The NCNW, Inc.-Greater Pocono Sections location of record will serve asthe meeting place for such records inspection.

7. In every instance where an attorney or other agent shall be the person whoseeks the right to inspection, demand under oath shall be accompanied by

a Power of Attorney or such other writing, which authorizes the attorney or

other agent to so act on behalf of the member. The demand under oath

should be directed to the Executive Committee at the mailbox location of

record.

See GPS Policies and Procedures Manual: Topic 55-Inspection Rights,

Member/Associate; Topic 60-IRS Form 990 Policy, Public Disclosure

Section 4.09 Designated Representatives

1. Any members/associates of this Section that are organizations shallexercise all the rights and obligations of membership, including the right to

vote, through a designated representative.
http://www.irs.gov/http://www.irs.gov/http://www.irs.gov/http://www.irs.gov/


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2. A designated representative has one vote only which is cast in her status asthe representative of her organization.

3. An organizational member may change its designated representative at anytime.

See GPS Policies and Procedures Manual: Topic 79-Members, Designated

Representatives

Section 4.10 Member/Associate Responsibilities

1. Attend regular membership meetings on the second Saturday of eachmonth except in July and August.

2. Keep all personal contact information current with NCNW, Inc.-Nationaland the Greater Pocono Section.

3. Keep national and Section annual dues current, maintaining membership inboth concurrently.

4. Retain proof of national and Section dues status.5. Signing in on attendance sheets for all regular membership meetings and

events is mandatory.

6. Immediately provide written notification to the Membership CommitteeChair of any error in membership designation.

Section 4.11 Member/AssociatePublic Statements

1. Greater Pocono Section members/associates are not authorized to speakon behalf of the Executive Committee as a whole, other Executive

Committee members and other Section members. There is a standingmandatory disclaimer for any private publication or public statement.

2. For all purposes, such disclaimer must indicate that the views andstatements expressed are those solely of the individual and do not


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represent the views of the Greater Pocono Section Executive Committee or

Greater Pocono Section members/associates or NCNW, Inc.-National.

Section 4.12 Attendance Criteria of Members/Associates

1. There is no attendance criteria for members who are other than electedand appointed officers.

Section 4.13 Leave of Absence for Members/Associates

1. At any time members/associates may request in writing a leave of absence.See GPS Policies and Procedures Manual: Topic 73-Member Accommodations,

Leave of Absence; Topic 81-Members, Readmission of; Topic 82-Members,

Reapplication of; Topic 84-Members, Reinstatement of

Section 4.14 Non-Voting Membership

1. The Executive Committee along with the voting members shall have theauthority to establish and define non-voting categories of membership.

2. Associates (men) do not vote at any time.Section 4.15 Notice of Membership Status

1. Within 14 calendar days of the completed membership process as set forthin GPS Bylaws (Inaugural Edition), Article IV-Members; Section 4.01:

Membership Categories, new members/associates must be notified via

email from the Membership Committee of their initial membership status.

2. Membership status may change. The Membership Committee must notifythe member/associate of said change via email no less than 14 calendar

days before the regular membership meeting. Such notice must include the

remedy for curing the membership problem.

Section 4.16 Conversion of Membership


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1. Section members/associates may not transfer or otherwise convert theirmembership to another individual, organization, national affiliate or group.

Section 4.17 Transfer of Membership Location

1. Any member may transfer to the Greater Pocono Section from anotherSection currently recognized by NCNW, Inc.-National.

2. Persons seeking such transfer from a Section not currently recognized byNational will be considered as a new member pending completion of an

Application for Membership.

See GPS Policies and Procedures Manual: Topic 74-Member Accommodations,

Transfer of Membership Location

Section 4.18 Resignation of Members/Associates

1. Any member/associate may resign at any time by filing a writtenresignation letter to the Membership Committee or designee.

2. All resignation letters must be read to the body at the next regularmembership meeting by the Corresponding Secretary. The letter is then

stored by the Corresponding Secretary or Executive Secretary with a copy

of same forwarded to the Membership Committee.

3. Resignation does not relieve the resigning member/associate of anyaccrued but unpaid obligations.

Section 4.19 Reinstatement of Members

1. Reinstatement is appropriate if membership termination has been for aperiod of twelve months or less.

See GPS Policies and Procedures Manual: Topic 84-Members, Reinstatement of

Section 4.20 Readmission of Members/Associates

1. Readmission is appropriate if membership termination has been for aperiod of more than twelve months and up to seven years.


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See GPS Policies and Procedures Manual: Topic 82-Members, Readmission of

Section 4.21 Reapplication of Members/Associates

1.

Reapplication is appropriate if membership termination has been for aperiod of more than seven years.

See GPS Policies and Procedures Manual: Topic 83-Members, Reapplication of

Section 4.22 Disability Relief from Payment


Disability Relief from Payment

Section 4.23 Unemployment Relief from Payment


Unemployment Relief from Payment

Section 4.24 Benevolence Outreach

See GPS Policies and Procedures Manual: Topic 76-Member Benefits, Benevolence

Outreach

Section 4.25 Grievance Process

See GPS Policies and Procedures Manual: Topic 109-Resolution, Grievance Hearing

Section 4.26 Distribution of Bylaws

1. Within 14 calendar days of the completed membership process, newmembers must receive via email a copy of the most recent NCNW, Inc.-

Greater Pocono Section Bylaws.

2. At all regular membership meetings, a hard copy of the most recentNCNW, Inc.-Greater Pocono Section Bylaws and NCNW, Inc.-National

bylaws must be available to the public for on-site review only.

Section 4.27


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APPENDIX B: NCNW, INC. NATIONAL AFFILIATES

1. Ad Hoc Labor Committee2. Alpha Kappa Alpha Sorority, Inc.3. Auxiliary to the National Medical

Association

4. Beta Pi Sigma Sorority, Inc.5. Chi Eta Phi Sorority, Inc.6. Chums, Inc.7. Continental Societies, Inc.8. Delicados, Inc.9. Delta Sigma Theta Sorority, Inc.10.Eta Phi Beta Sorority, Inc.11.Gamma Phi Delta Sorority, Inc.12.Grand Temple Daughters of Elks13.Iota Phi Lambda Sorority, Inc.14.Ladies Auxiliary, National Dental

Association

15.Las Amigas16.Les Gemmes, Inc.17.National Association of Negro Business

& Professional Womens Clubs

18.National Association of UniversityWomen, Inc.

19.National Black Nurses Association, Inc.20.National Sorority of Phi Delta Kappa,

Inc.

21.National Women of Achievement, Inc.,National Operations

22.Order of the Eastern Stars, NationalGrand Chapter

23.Sigma Gamma Rho Sorority24.Swing Phi Swing25.Social Fellowship, Inc.26.Tau Gamma Delta Sorority27.The Charmettes, Inc.28.Top Ladies of Distinction, Inc.29.Twigs Social & Civic Club, Inc.30.Womens Home & Overseas

Missionary Society, AME Zion

31.Women Lawyers Division, National BarAssociation32.Womens Missionary Society, AME

Church

33.Womens Convention, Auxiliary to theNational Baptist Convention

34.Womens Missionary Council, CMEChurch

35.Zeta Phi Beta Sorority, Inc.


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APPENDIX C: FREEDOM OF INFORMATION ACT (FOIA) FEE SCHEDULE

Last updated onwww.irs.govAugust 2, 2012

Consult the IRS website for updated information.

Type of Request Type of Charge PriceCOMMERCIAL REQUESTERS Copying charges $.20 per page

COMMERCIAL REQUESTERS Search charges

$17.00 per hour or fraction of an hour

(charges for computer searches may

include search time expended by

employees plus the actual direct costs

to the IRS for performing the electronic

search such as computer search time,

runs, and the operators salary).

COMMERCIAL REQUESTERS Review charges $21.00 per hour or fraction of an hour.

COMMERCIAL REQUESTERS Minimum chargesNo fee charged if total charges are

$10.00 or less.

MEDIA REQUESTERS Copying chargesNo charge for first 100 pages; $.20 per

page thereafter.

MEDIA REQUESTERS Minimum chargesNo fee charged if total charges are

$10.00 or less.

EDUCATIONAL OR NON-

COMMERCIAL SCIENTIFIC

INSTITUTION REQUESTERS

Copying chargesNo charge for first 100 pages; $.20 per

page thereafter.

EDUCATIONAL OR

REQUESTERS Minimum chargesNo fee charged if total charges are

$10.00 or less.

OTHER REQUESTORS

(INDIVIDUALS SEEKING

RECORDS FOR THEIR OWN

USE)

Copying chargesNo charge for first 100 pages; $.20 per

page thereafter.

OTHER REQUESTORS Search charges

No charge for first 2 hours (or

equivalent computer search cost);

$17.00 per hour or fraction of an hour

plus any direct electronic search costs

thereafter.

OTHER REQUESTORS Minimum charges

No fee charged if total charges are

$10.00 or less.

OTHER CHARGES

Fees may be assessed at actual

cost for any request that requires

special services or materials.

These services are provided at

the discretion of the IRS and may

include: certification fees ($1.00

per document certified;

shipping costs; employee

transportation; contractor duplication

costs; video tapes; computer disks; and

shipping, etc. The charge for a copy of

tax return as filed is $57.00.
http://www.irs.gov/http://www.irs.gov/http://www.irs.gov/http://www.irs.gov/


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DESCRIPTIONS OF REQUESTERS

1. Media Requester: a representative of the news media affiliated with theXXXX newspaper (magazine, television station, etc.), and this request is

made as part of newsgathering and not for a commercial use.

2. An Educational Institution Requester or a Non-Commercial ScientificInstitution Requester affiliated with an educational or noncommercial

scientific institution, and this request is made for a scholarly or scientific

purpose and not for a commercial use.

3. A Commercial-Use Requester affiliated with a private corporation, seekinginformation for use in the company's business.

4. An Other Requester seeking information for non-commercial orpersonal use.


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ARTICLE V OFFICERS

Section 5.01 Transfer of Power

1. All officers shall assume the responsibility of their elected or appointedoffice on September 1 and shall be installed at the first regular membership

meeting following that date.

2. As of October 1, the transition process is deemed to be complete andfinalized.

See GPS Policies and Procedures Manual: Topic 99-Officers, Transition of

Section 5.02 Elected Officers of the Section

1. President2. First Vice President3. Second Vice President4. Third Vice President (her primary function will be to supervise, coordinate

and help plan activities for the youth members)

5. Recording Secretary6. Corresponding Secretary7. Treasurer8. Financial Secretary9. Members-at-Large

Section 5.03 Appointed Officers of the Section

1. Parliamentarian (serves as a member of the Executive Committee)2. Executive Secretary3. Assistant Recording Secretary4. Assistant Corresponding Secretary5. Assistant Treasurer6. Assistant Financial Secretary7. Committee Chairperson8. Committee Member


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9. Historian10.Chaplain11.Sergeant-at-Arms12.Legacy and Life Membership Coordinator

Section 5.04 Duties of Officers

See GPS Job Description Handbook

Section 5.05 Dereliction of Duty

See GPS Policies and Procedures Manual: Topic 91-Officers, Dereliction of Duty


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ARTICLE VI MEETINGS

Section 6.01 Meeting Days1. Regular membership meetings must be held at least once per month from

September through June with no membership meetings in July and August.

2. The regular membership meeting occurs the second Saturday of eachmonth from 12 noon-2pm.

3. Committee meetings are held as needed.Section 6.02 Notice of Meetings

1. The Corresponding Secretary is responsible to provide prior notice for allmeetings except Committee meetings.

2. For the regular membership meeting, the Corresponding Secretary provideselectronic notice (i.e. automated phone call, email, text, etc.) no less than

14 calendar days before the second Saturday in each month except July and

August when there are no scheduled meetings.

3. For special meetings, the Corresponding Secretary must ensure that allmembers/associates receive electronic notification with all pertinent

information no less than 5 calendar days before the advertised date.

4. For the annual election, the Corresponding Secretary contacts allmembers/associates via electronic notification by each of the following

dates: February 1, March 1, April 1 and May 1.

5. For special elections, the Corresponding Secretary contacts allmembers/associates via electronic notification no less than 14 calendar

days before the advertised date.

6. For the four mandatory quarterly Executive Committee meetings, theCorresponding Secretary provides email notification not later than 14


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calendar days before the advertised date. These meetings are open to the

members/associates where they participate as silent observers.

7. For committee meetings, the Committee Chair provides notification tocommittee members.

See GPS Policies and Procedures Manual: Topic 63-Meetings, Automated Phone

Calls

Section 6.03 Quorum

1. A quorum is the minimum number of voting members who must be presentfor valid transactions of business, motions made or passed, votes taken.

2. Nine voting members and at least one elected officer will constitute aquorum for the regular membership meeting. The officers are counted as

voting members for this purpose.

3. A designated representative is counted once as the representative for herorganization.

4. Four elected officers will constitute a quorum for mandatory quarterlyExecutive Committee meetings.

5. Additional Executive Committee meetings do not require a quorum ofofficers.

6. There is no quorum required for special membership meetings.7. Three elected officers constitute a quorum for an Executive Committee

special meeting.

8.

There is no quorum required for committee meetings.

9. For all meetings, in the absence of a quorum and within 10 minutes of thecall to order, no formal action shall be taken except to permanently adjourn

the meeting for that day.


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10.The names of all Executive Committee members who are present andabsent must be duly recorded in the minutes of the adjourned meeting.

Section 6.04 Calling A Meeting To Order

1. The President or another Executive Committee member must call themeeting to order on time.

2. The President or Presiding officer verifies the presence or absence of aquorum through the Membership Committees announcement of number

of voting members present.

3. If no elected Executive Committee member (not to include the RecordingSecretary) calls the meeting to order, the meeting is permanently

adjourned 16 minutes after the advertised call time (12:16pm EST) unless

there have been further instructions from another Executive Committee

member.

4. The names of all Executive Committee members who are present andabsent must be duly recorded in the minutes of the adjourned meeting.

5. There is no motion needed to adjourn the meeting if it has not been calledto order.

Section 6.05 Meetings by Telecommunication

1. The Executive Committee, membership, Section committees and Sectionentities reserve the right to use teleconferences for meetings as they deem

necessary.

2. Such meetings are structured as set forth in the GPS Policies andProcedures Manual.

3. Only voting members are eligible to use this option.4. Members on the phone will be counted toward the quorum.

See GPS Policies and Procedures Manual: Topic 64-Meetings, By

Telecommunication for Members/Associates


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Section 6.06 Meeting Standards

1. All members who are current in their national and local dues areconsidered to be voting members.

2. All dialogue must be directed to the President or the Presiding Officerchairing the meeting.

3. Meeting attendees must be recognized by the President or the PresidingOfficer before each instance of participation.

4. Only one person may speak at a time. Cross conversation is notencouraged.

5. An agenda must be used at all times.6. When time is called on an agenda item, it must either be resolved

immediately or a motion made to handle it in an alternate method.

Section 6.07 Meeting Agendas

1. There must be an agenda.2. All finalized regular membership meeting agendas including any Added

Member agenda items must be available electronically to all members no

less than 14 calendar days before the second Saturday of each month. The

months of July and August are excluded as there are no general

membership meetings at those times.

3. All finalized Executive Committee meeting agendas including any addedExecutive Committee member agenda items must be available

electronically to all Executive Committee members no less than 14 calendar

days before the advertised date of the meeting.

4. All finalized special meeting agendas must be available electronically to allmembers no less than 3 calendar days before the advertised date of the

meeting.


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5. All finalized committee meeting agendas including any added memberagenda items must be available electronically to all committee members no

less than 5 calendar days before the advertised date of the meeting.

See GPS Bylaws (Inaugural Edition), Appendix D: Regular Membership MeetingAgenda Template

Section 6.08 Meeting Minutes

1. Corrections to all minutes are only made publicly during the next regularmembership meeting.

2. Minutes of the regular membership meeting are to be prepared anddistributed electronically to all members no later than 14 calendar days

after the meeting is held. (Example: Meeting held April 18, minutes

distributed no later than May 2)

3. Minutes of the Executive Committee meetings are to be prepared anddistributed electronically to all officers no later than 14 calendar days after

the meeting is held.

4. Minutes of Executive Committee special meetings are to be prepared anddistributed electronically to all officers no later than 7 calendar days after


5. Minutes of regular membership special meetings are to be prepared anddistributed electronically to all members/associates no later than 7

calendar days after the meeting is held.

6. Minutes of the annual meeting are to be prepared and distributedelectronically to all members/associates no later than 14 calendar days

after the meeting is held.

7. Minutes of special election meetings are to be prepared and distributedelectronically to all members/associates no later than 7 calendar days after



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8. Minutes of committee meetings are to be prepared and distributedelectronically to all committee members no later than 14 calendar days

after the meeting is held.

9. Minutes of all meetings must be available at every Executive Committee,special, regular membership and annual meeting for on-site review.

Committee meeting minutes are excluded from this provision.

Section 6.09 Recording of Minutes

1. If the Recording Secretary or her designee records any meeting, theresulting media is used only to assist in transcribing the action taken and

must be destroyed after the minutes are approved.

2. No one other than the Recording Secretary may have access to these mediarecordings as they are only to be used as an aid and are not the official

minutes. Media obtained for this purpose cannot be used as a substitute

for the official minutes.

Section 6.10 Method of Voting

1. There must be a quorum call by the President to establish the presence of aquorum.

2. Members must not vote when a motion is of direct personal or monetaryinterest to the member.

3. In all voting, there must never be more votes cast than the number ofvoting members present determined at the beginning of the session.

4. Voting that must occur by secret ballot area. Elections at any meetingb. Any vote of confidencec. Adoption of fiscal years budgetd. General membership ratification of Sections convention delegates


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e. Determining the Nominating Committee when there are more thanfive persons volunteering to serve

f. Mail-in ballotsg. Any controversial issues

5. Voting that must occur by roll call vote of the Executive Committee are:a. Preservation of safety and orderb. Removal of officersc. Appeal decisionsd. Recommendation of fiscal years budgete. Selection of approved convention section delegatesf. Dissolution

6. Voting that must occur by a show of hands are:a. All other matters

Section 6.11 Approved Visitor Participation

1. The Section must maintain a procedure for authorizing visitors asparticipants in regular membership meetings.

2. Such participation must align with the purposes of NCNW, Inc. as presentedin the current National bylaws.

See GPS Policies and Procedures Manual: Topic 62-Meetings, Approved Visitor

Participation; Topic 105-Professionalism, Approved Presenter

Section 6.12 Regular Membership Meetings

1. Regular membership meetings are held regularly and called for the purposeof discussing all matters related to the Greater Pocono Section.


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2. The regular membership meeting may not exceed two hours from theadvertised call time.

3. If additional time is needed, a motion will be made to extend or adjourn themeeting based on need.

4. Regular membership meeting dates are scheduled for the entire fiscal yearas per the NCNW, Inc.-Greater Pocono Master Calendar due no later than

September 1 of each year.

5. Meetings are cancelled as set forth in GPS Bylaws (Inaugural Edition);Article V-Meetings, Section 5.16: Cancellation of Regular Membership

Meeting

Section 6.13 Adding an Item to the Agenda of a Regular Membership Meeting

1. Any voting member in the local section can add an item to the agenda.See GPS Policies and Procedures Manual: Topic 2-Agenda, Regular Membership

Additions

Section 6.14 Cancellation of a Regular Membership Meeting

1. Membership meetings must only be cancelled due to weather or othernational emergency advisories/warnings.

2. The Executive Committee must ensure all members are immediately awareof meeting cancellation and use the existing contact information of record.


Calls

Section 6.15 Special Membership Meetings

1. A special meeting is defined as a meeting to discuss Greater Pocono Sectionconcerns at which visitors are excluded.

2. A special meeting of the general body cannot be held in July and Augustand must not exceed one hour from the advertised call time.


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3. Any one of the special meeting requesters will preside over the meetingwhich must be called to order on time.

4. The request for a special membership meeting is to be granted withoutquestion when the procedures set forth in the GPS Policies and Procedures

Manualare followed.

5. Notice of any special meeting of the membership is given by email andtelephone; such notice shall be deemed to be delivered when the email is

sent to the address shown by the records of the Section Membership

Committee.

6. It is the responsibility of the Executive Committee to ensure access to themeeting location if it is the place of record for the Section.

See GPS Policies and Procedures Manual: Topic 69-Meetings, Special Membership

Section 6.16 Cancellation of a Special Membership Meeting

1. A special membership meeting may be cancelled no less than 48 hoursbefore the advertised call date and time of the meeting.

See GPS Policies and Procedures Manual: Topic 7-Cancellation, Special

Membership Meeting

Section 6.17 Annual Meeting

1. There shall be an annual meeting of the NCNW, Inc.-Greater PoconoSection membership held the second Saturday in May for the main

purposes of

a. annual elections andb. the renewal of appointed officers andc. appointment of volunteers for elected/appointed officer positions

and

d. selection of convention section delegates and


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e. establishing the ordinal positions of convention section delegates onthe waiting list and

f. change in annual Section dues2. Should there be time left within the two-hour meeting period, the

transaction of such other business as may come before the election can

occur.

3. If the election of Executive Committee members is not held at the annualmeeting on the second Saturday in May, it must be held at the next regular

monthly meeting in June.

Section 6.18 Cancellation of Annual Meeting1. The annual meeting may not be cancelled unless national emergency or

advisory warnings are offered on local or national news channels.


Calls

Section 6.19 Strategic Plan Meeting

1. By September 1, the strategic plan for the year must be completed inwriting and ready for distribution to all members of the Greater Pocono

Section.

2. The membership will have reviewed and be ready to vote on the adoptionof the Strategic Plan at the October regular membership meeting.

3. By September 1, all standing committee budgets must be completed inwriting and submitted to these entities: Executive Committee,

Audit/Budget Committee and Finance Committee.

4. The Strategic Plan Meeting must result in finalized budgets and plans to bepresented and adopted by the general membership at the October regular

membership meeting.

Section 6.20 Cancellation of Strategic Plan Meeting


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1. The Strategic Plan Meeting may not be cancelled unless nationalemergency or advisory warnings are offered on local or national news

channels.

See GPS Policies and Procedures Manual: Topic 63-Meetings, Automated PhoneCalls

Section 6.21 Executive Committee Meetings

See GPS Bylaws, (Inaugural Edition); Article VI -Executive Committee, Section 6.06:

Executive Committee Meetings

Section 6.22 Adding an Item to the Agenda of an Executive Committee Meeting

1. Appointed officers are not members of the Executive Committee and donot regularly attend their meetings but can be asked to attend from time to

time.

2. Any elected officer can add an item to the agenda.3. Appointed officers are limited to adding items to the regular membership

meeting agendas only.

See GPS Policies and Procedures Manual: Topic 1-Agenda, Executive Committee

Meeting Additions

Section 6.23 Cancellation of Executive Committee Meetings

1. Mandatory quarterly Executive Committee meetings may not be cancelledunless national emergency or advisory warnings are offered on local or

national news channels.

2. Additional Executive Committee meetings may be cancelled.See GPS Policies and Procedures Manual: Topic 63-Meetings, Automated PhoneCalls

Section 6.24 Special Executive Committee Meeting

1. Special Executive Committee meetings are called for the purpose ofdiscussing issues of concern related to the Greater Pocono Section.


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2. A special Executive Committee meeting cannot be held in July and Augustunless it is deemed an extreme emergency by the Executive Committee.

3. The request for a special Executive Committee meeting is to be grantedwithout question when the procedure set forth in the GPS Policies and

Procedures Manualis followed.

4. The special meeting will occur regardless of officer and general memberattendance.

5. The Recording Secretary is responsible to ensure the minutes are takenduring all special meetings; making sure to record the attendance of all

Executive Committee members.

See GPS Policies and Procedures Manual: Topic 63-Meetings, Special Executive

Committee

Section 6.25 Cancellation of Special Executive Committee Meeting

1. A special Executive Committee meeting may be cancelled no less than 72hours before the advertised call date and time of the meeting.

See GPS Policies and Procedures Manual: Topic 6-Cancellation, Special Executive

Committee Meeting; also GPS Policies and Procedures Manual: Topic 63-Meetings,

Automated Phone Calls

Section 6.26 Committee Meetings

See GPS Bylaws, (Inaugural Edition); Article VII- Committees

Section 6.27


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APPENDIX D: REGULAR MEMBERSHIP MEETING AGENDA TEMPLATE

Call to Order and Roll Call of Officers

NCNW, Inc. Pledge

Moment of Silence

Quorum Call/Verification

Acceptance of Previous Meeting Minutes: Recording Secretary

Presidents Report

Committee Reports

Program/Project Committee: First Vice President

Membership Committee: Second Vice President

Audit/Budget Committee: Treasurer

Finance Committee: Financial Secretary

Bylaws Committee: Committee Chairperson

Other Committee Reports

Member Agenda Items(maximum of three)

Specify agenda item

Specify agenda item

Specify agenda item

Ongoing/Unfinished Business

Specify agenda item

Specify agenda item

Specify agenda item

New Business

Specify agenda item

Specify agenda item

Specify agenda item

Approved Visitor Participation(maximum of two)

Provide visitors name and affiliationProvide visitors name and affiliation

Announcements: Corresponding Secretary

Adjournment of Meeting

Member participation occurs throughout the meeting


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ARTICLE VII EXECUTIVE COMMITTEE

Section 7.01Executive Committee Composition

1. The Executive Committee shall have up to nine and no fewer than fiveelected officers inclusive of the President. At all times there must be an odd

number of members.

2. The Executive Committee members are elected and appointed from thegeneral membership. Associate members are not eligible to serve on this

committee. Collegiate/youth member participation must be encouraged.

3. The Executive Committee is comprised of elected officers: President, 1 stVice President, 2

nd

Vice President, 3

rd

Vice President, Treasurer, FinancialSecretary, Corresponding Secretary, Recording Secretary, Members-At-

Large.

4. The Parliamentarian is an appointed officer of the Executive Committeeresponsible for reporting and working with that body.

5. All officers must provide current phone and/or email contact information toall Greater Pocono Section members.

Section 7.02Executive Committee Ineligibility

1. Any person currently being compensated by NCNW, Inc.-National, NCNW,Inc.-Greater Pocono Section and/or any other entity of the NCNW, Inc. for

services rendered to it within the previous twelve months, whether as a

full-time or part-time employee, independent contractor, or otherwise,

excluding any reasonable compensation paid in her capacity as a member

or officer.

2. Any relative of any such person as described in #1 of this Section 7.02.Section 7.03Executive Committee Meetings

1. There are four mandatory quarterly Executive Committee meetings duringthe fiscal year from October 1 through September 30. These meetings


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occur in September, January, March and June. The Corresponding Secretary

provides email notification of these meetings not later than 14 calendar

days before the advertised date. These meetings are open to the general

membership where they participate as silent observers.

2. Mandatory quarterly Executive Committee meetings may not be cancelledunless national emergency or advisory warnings are offered on local or

national level.

3. The June meeting serves as part of the transition process for officers bothelected and appointed at the annual meeting in May.

4. The Executive Committee may schedule additional meetings to meet theneeds of the sections business.

5. The Strategic Plan meeting must be held in September as the mandatoryquarterly Executive Committee meeting to fully organize the business of

the section for the next fiscal year.

See GPS Bylaws (Inaugural Edition), Article V-Meetings, Section 5.20: Strategic

Plan Meeting

6. The Corresponding Secretary provides electronic notification for allmeetings except special meetings no less than 14 calendar days before the

advertised date of the meeting.

Section 7.04Executive Committee Telephone and Electronic Meetings

1. Executive Committee members may participate in a meeting through use ofconference telephone, electronic video screen communication, or other

communications equipment.

See GPS Policies and Procedures Manual: Topic 63-Meetings, Telephone and

Electronic Meetings

Section 7.05Executive Committee Standard of Care


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1. An Executive Committee member shall perform the duties of an officer,including duties as a member of any Committee on which she may serve, in

good faith, in a manner such committee member believes to be in the best

interest of NCNW, Inc.-National and NCNW, Inc.-Greater Pocono Section.

See GPS Policies and Procedures Manual: Topic 96-Officers, Standard of Care

Section 7.06Executive Committee Advocacy for Members

See GPS Policies and Procedures Manual: Topic 80-Members, Executive Committee

Advocacy for

Section 7.07Executive Committee Voting

1. Each Executive Committee member shall have one vote. All voting atmeetings shall be done personally and no proxy shall be allowed.

2. All Executive Committee votes are taken by roll call vote to be recorded inthe official minutes.

Section 7.08Protection and Indemnity of Executive Committee Members

1. NCNW, Inc-National indemnifies each Executive Committee memberagainst all costs or charges that result from any act done in his role for the

NCNW.

2. NCNW, Inc.-National does not protect any Executive Committee memberfor acts of fraud, dishonesty, or bad faith.

3. No Executive Committee member is liable for the acts of any otherExecutive Committee member.

4. No Executive Committee member is responsible for any loss or damage dueto the bankruptcy, insolvency, or wrongful act of any person, firm or

corporation dealing with the NCNW, Inc.-Greater Pocono Section.

5. The Executive Committee can rely on the accuracy of any statement orreport prepared by the Sections auditor. In addition, they are not held


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liable for any loss or damage as a result of acting on that statement or

report.

Section 7.09Executive Committee Public Statements

1. Executive Committee members are not authorized to speak on behalf ofthe Executive Committee as a whole, other Executive Committee members

and Section members. There is a mandatory disclaimer for any private

publication or public statement.

2. Such disclaimer must indicate that the views and statements expressed arethose solely of the individual and do not represent the views of the Greater

Pocono Section Executive Committee, other Executive Committee

members, Section members or NCNW, Inc.-National.

Section 7.10Powers

1. The Executive Committee is responsible for overall direction of the localSection and delegates responsibility for day-to-day operations. In addition,

at all times they are responsible to include the membership in the decision

making process.

2. The Executive Committee must regularly conduct business in a preventivemanner to ensure the Greater Pocono Section is not in danger of losing

their NCNW, Inc. national charter.

3. The Executive Committee is responsible to oversee the renewal of allcertificates and licenses required for the Section to conduct business in the

Commonwealth of Pennsylvania.

4. The Executive Committee may at any time recommend changes that meetthe needs of the Section. The general membership must accept each

change by a majority vote.

5. The Executive Committee may at any time designate any elected orappointed officer to assist with duties.


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6. On rare occasions to be determined by the Executive Committee, they canchoose to select a general member to assist in performing other than

confidential tasks.

Section 7.11Benevolence Outreach

1. The Section must maintain and execute a benevolence outreach programfor its members.

See GPS Policies and Procedures Manual: Topic 76-Member Benefits, Benevolence

Outreach

Section 7.12Preservation of Safety and Order

1. The NCNW, Inc.-Greater Pocono Section has the right to decide who maybe present during its regular and executive sessions providing such persons

are not members. At such time, the Executive Committee must vote by roll

call to authorize the ejection of these individuals to then be carried out by

authorized law enforcement officials.

2. Members who act in a manner that could potentially result in harm tooneself, meeting attendees, the physical location, etc. would be subject

first to an immediate verbal warning and then to ejection as described in #1

of this Section 7.12.

Section 7.13Executive Committee Member Rights

1. As per the Commonwealth of Pennsylvania, Office of the Attorney General,Nonprofit Corporation Law of 1988, as amended, 15 Pa. C.S.A. 5101

6162 the following is true

a.

Executive Committee members have the right to receive allinformation that is necessary and relevant to assist them in

performing their duties;

b. Executive Committee members have the right to call specialmeetings by submitting written requests and once requested, a


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meeting must be held within the 6 days following the organizations

receipt of the written request;.

c. Executive Committee members may bring court actions to contestactivities that affect their rights and duties;

d. Executive Committee members have the right to disagree withactions taken at meetings and may ask to have their disagreement

noted in the minutes of the meeting at which the action was taken;

i. Otherwise, they may submit a written dissent to the secretaryof the corporation immediately following the meeting;

ii. However, Executive Committee members may not dissent ifthey voted in favor of the action that was taken;

iii. It is important to note that Executive Committee memberswho fail to note their dissent either in writing or in the minutes

will be assumed to have assented to the committees action.

Section 7.14Executive Committee Inspection Rights

1.

Every Executive Committee member shall have the right to inspect andcopy all books, records, and documents, and to inspect the physical

properties of the NCNW, Inc.-Greater Pocono Section.

2. Every Executive Committee member shall have the right to inspect andcopy all correspondence, manuals, etc. from the NCNW, Inc.-National.

3. Section records must be kept electronically as much as possible to avoidundue reproduction costs for such inspection of records. It is expected that

all Section records are to be in the possession of the Secretary.

4. The NCNW, Inc.-Greater Pocono Sections location of record will serve asthe meeting place for such records inspection.

See GPS Policies and Procedures Manual: Topic 54-Inspection Rights, Executive

Committee


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Section 7.15Executive Committee Ancillary Duties

1. Each year, all officers are required to complete Conflict of Interestdocumentation no later than the second Saturday in September. Failure to

do so will result in immediate dismissal from the Executive Committee.

2. All Committee Chairs must be prepared with completed and finalizedbudgets, plans, etc. at the Strategic Plan meeting.

See Policies and Procedures Manual: Topic 57-IRS Form 990 Policy, Conflict of

Interest; also GPS Bylaws (Inaugural Edition); Appendix E: Conflict of Interest

Disclosure Statement

Section 7.16Officers Fees and Compensation

1. Officers shall not receive any compensation from the NCNW, Inc.-GreaterPocono Section for services rendered to the organization, except that they

may be reimbursed for expenses incurred in the performance of their

duties to the organization, in reasonable amounts based on policies set

forth in GPS Bylaws (Inau

Gps Bylaws Inaugural3

Documents

Transcript of Gps Bylaws Inaugural3