BYLAWS 2010 REVISION of Deep South Region of National Garden Clubs, Inc. Nothing in these Bylaws may conflict with the Bylaws or Standing Rules of National Garden Clubs, Inc. ARTICLE I NAME The name of the organization is Deep South Region of National Garden Clubs, Inc. The Deep South Region shall be composed of the statewide garden club Corporations of Alabama, Florida, Georgia, Louisiana, Mississippi and Tennessee, hereinafter referred to as State Garden Clubs. National Garden Clubs, Inc., shall hereinafter be referred to as NGC, and the Deep South Region may hereinafter be referred to as DSR or DS. ARTICLE II OBJECT The object for which the Deep South Region is organized is to advance the purposes of the NGC and to coordinate the interests of the six State Garden Clubs in the Region. ARTICLE III OFFICERS Section 1. The elected officers of the DSR shall be a Regional Director and an Alternate Regional Director. Section 2. The appointed officers of the DSR shall be a Recording Secretary, Corresponding Secretary, Treasurer, Parliamentarian and Historian. Section 3. The offices of the DS Regional Director and DS Alternate Regional Director shall be permanently rotated among the DSR states as follows: Louisiana, Georgia, Florida, Mississippi, Tennessee and Alabama. Each State Garden Club shall endeavor to comply with the permanent rotation. Should a State Garden Club fail to submit candidates for the offices of Regional Director and Alternate Regional Director, it shall yield the right of the offices to the next designated state. The State Garden Club which yields its place shall not be entitled to the offices again until its designated turn in the order of rotation. Section 4. To be eligible for the office of Regional Director and for the office of Alternate Regional Director, as per the NGC Bylaws, one must: A: Have served as President of a State Garden Club for a minimum of two (2) years. In the event the State Garden Club does not have a nominee who has served a minimum of two (2) years as President of a State Garden Club and is willing to serve, the current President becomes eligible for the nomination. B: Reside within the Region they represent. C: Have attended two (2) of three (3) previous DS Regional Conventions at the time of election. D: Have attended a minimum of two (2) NGC Conventions, and may include the NGC Convention at which they are installed. E: Have the endorsement of the governing board of their State Garden Club, signed by the State Garden Club President. 1
Section 5. Per NGC Bylaws, the Regional Director shall be elected for a two-year term by the Governing Board of that Regional Director s State Garden Club in session during the even-numbered year prior to assuming office. Section 6. Following election in the previous year, the incoming Regional Director will be installed at the NGC Convention in the odd-numbered year. Section 7. The Regional Director and Alternate Regional Director shall assume their duties of office for a two-year term at the close of the NGC Convention in the odd-numbered year. The Regional Director shall serve no more than one term in the same office. Section 8. In the event of a vacancy in the office of Regional Director, the Alternate Regional Director shall become Regional Director. Section 1. Regional Director The Deep South Regional Director shall: A: Direct the activities of the DSR. ARTICLE IV DUTIES of OFFICERS B: Appoint DS Regional Officers and Chairmen of Committees necessary to carry out the functions of the DSR. C: Coordinate the interests of the State Garden Clubs in the DSR. D: Promote the activities of NGC. E: Serve as a member of the Executive Committee, Board of Directors and the Scholarship Committee of NGC. F: All contracts for the DSR Meetings shall be signed by the DSR Director. G: Hold an Annual Regional Convention, in designated rotation, in one of the six states of the DSR. As Incoming Regional Director, after being elected by their State Garden Club s Governing Board, begin planning the first Regional Convention of the administration along with the Host committee. H: Arrange for proper procedure, in designated rotation, to be followed for presentation of successor as Regional Director, the Alternate Regional Director, two Nominating Committee Members and two Alternate Members representing the DSR to serve on the NGC Nominating Committee. I: Notify the NGC Nominating Committee Chairman immediately following the DS Regional Convention in the even-numbered year, of the names of those elected DS Regional Director, DS Alternate Regional Director and of the DSR representatives to serve as NGC Nominating Committee Members and Alternates. J: Select a Regional Project. K: Send an annual DSR report to NGC Headquarters. L: Preside during all business meetings of the DSR. 2
M: Keep a list of all past and future DS Regional Conventions. N: Prepare the CALL to all DS Regional Council meetings and annual DS Regional Conventions, which shall be sent to the officers of NGC and to the members of the DS Regional Council. O: Notify the Host State Garden Club President and DS Regional Convention Chairman of procedures for hosting a DS Regional Convention, and give a copy of the most recent revision of the Deep South Region Convention Guidelines. P: Authorize and send Memorials, as designated in the Policies of the Deep South Region, for members of the Deep South Region and NGC who die while serving in office. Q: Appoint two (2) DS Regional Council members who, along with the DS Regional Director, will serve as the Audit Committee for the final report of the DSR Treasurer. R: Appoint two (2) DS Regional Council members who, along with the DSR Treasurer, prepare a biennial budget for adoption at the DS Regional Convention in the odd-numbered year. S: Sign bank signature cards with the DSR Treasurer and the DS Alternate Regional Director. T: Encourage the Editors of the DSR State Garden Clubs publications and the Webmasters of the DSR State Garden Clubs websites to publish information from the DSR that is pertinent to their general membership. U: As outgoing Regional Director, report to the NGC Convention and after reporting, introduce the incoming Regional Director. V: Inform the NGC President of an anticipated absence from any required meeting, and secure approval for the Alternate Regional Director to represent the Deep South Region. Section 2. Alternate Regional Director The DS Alternate Regional Director shall: A: Perform the duties of the DS Regional Director in the absence or disability of the DS Regional Director. B: Complete the term as DS Regional Director in the event the DS Regional Director is unable to serve. C: Sign bank signature cards with the DS Regional Director and the DSR Treasurer. D: Assist the DS Regional Director as needed. Section 3. Recording Secretary The DSR Recording Secretary shall: A: Record the proceedings of all meetings of the DSR Executive Committee, of the DS Regional Council and the DS Regional Convention. B: Send a copy of all approved Minutes to the DS Regional Director no later than thirty (30) days after the close of the DS Regional Convention and/or meetings of the DS Regional Council. 3
C: Send a copy, by E-mail or USPS, of the approved Minutes of DS Regional Council Meetings to members of the Executive Committee no later than thirty (30) days after the close of the DS Regional Convention. Section 4. Corresponding Secretary The DSR Corresponding Secretary shall: A: Mail the CALL to the DS Regional Convention to the Officers of the NGC and to the members of the DS Regional Council. B: Conduct all correspondence as assigned by the DS Regional Director and/or by the DS Regional Council. Section 5. Treasurer The DSR Treasurer shall: A: Pay all expenses authorized by the DSR Budget and/or by the DS Regional Director. B: Send a designated budgeted gift, at the end of a term, to the NGC Headquarters in honor of the outgoing DS Regional Director. C: Present the final DSR financial report, along with all substantiating records, to the Regional Director for use by the Audit Committee, as soon as possible after the NGC Convention in the oddnumbered year. D: Transfer the funds, as per Policies of the Deep South Region, to the next DSR administration. E: Prepare a biennial budget along with two (2) DS Regional Council members appointed by the DS Regional Director. F: Sign bank signature cards with the DS Regional Director and the DS Alternate Regional Director. Section 6. Parliamentarian The DSR Parliamentarian shall: A: Assist the officers and members in interpreting the Bylaws and in proper parliamentary procedures. B: Attend the DS Regional Conventions and the DS Regional Council meetings and attend meetings of the DS Regional Executive Committee without vote. Section 7. Historian The DSR Historian shall: A: Prepare a History of the current two-year administration. B: Submit the DSR History of the current two-year administration to the DS Regional Convention in the odd-numbered year. 4
C: Prior to the end of an administration, send to the NGC Historian a recent photograph of the current DS Regional Director. D: By the designated deadline of the NGC Historian, send NGC the History of the two-year DSR administration. ARTICLE V FINANCES Section 1. NGC budgets a designated annual amount for each region. A: On presentation of expenditure vouchers to the NGC Treasurer, a designated budgeted amount is allotted for the exclusive use of the Regional Director. B: On presentation of expenditure vouchers, or by request to the NGC Treasurer by the DS Regional Director, a designated budgeted amount is allotted for a convention program and expenses at the NGC convention. Section 2. A biennial budget shall be presented for adoption at the DS Regional Convention in the odd-numbered years. This budget is prepared by the DSR Treasurer, two DS Regional Council members appointed by the DS Regional Director. Section 3. The amount of six thousand ($6,000.00) is to be permanently retained in a restricted DSR account. At the second DS Regional Convention of each administration, the interest accumulated from this restricted account will be applied toward monetary awards for the DS Regional Project. Section 4. The fiscal year for the Deep South Region, for auditing purposes, shall be June 1 to May 31. Section 1. Membership ARTICLE VI REGIONAL COUNCIL The membership of the DS Regional Council shall consist of the following members: A: DS Regional Director B: DS Alternate Regional Director C: DSR Officers appointed by the DS Regional Director: 1: Recording Secretary 2: Corresponding Secretary 3: Treasurer 4: Parliamentarian 5: Historian D: DS Regional Chairmen E: Presidents of the member State Garden Clubs in the DSR F: Advisory Committee composed of former DS Regional Directors G: NGC Officers and Chairmen residing in the DSR Section 2. Meetings A: The DS Regional Council shall meet annually prior to the DS Regional Convention. It may also meet, with sufficient notice given, during the Annual NGC Convention and during the Annual Fall Board Meeting. 5
B: The quorum for meetings of the DS Regional Council shall be ten (10) members. C: The DS Regional Director may call special meetings, giving thirty (30) days notice and stating the purpose of the meeting. D: As a courtesy, motions and/or resolutions, to be considered at a DS Regional Council meeting should be sent in quadruple to the DS Regional Director fifteen (15) days prior to the meeting. ARTICLE VII EXECUTIVE and ADVISORY COMMITTEES Section 1. A committee, composed of the DS Regional Director, DS Alternate Regional Director, Presidents of the member State Garden Clubs in the DSR and the DSR Appointed Officers, shall have the authority to conduct business on behalf of the DSR between meetings. This committee shall be known as the DSR Executive Committee. Section 2. A committee composed of Former Regional Directors of the DSR shall be known as the DSR Advisory Committee. The immediate past DS Regional Director shall serve as Chairman. In the absence of the Chairman, a pro tem shall be elected from those present. When consulted, the Committee may consider questions affecting the Deep South Region and submit motions and/or resolutions to the DS Regional Director to be considered by the DS Regional Council. Section 1. Time and Place Conventions of the Deep South Region shall be: ARTICLE VIII REGIONAL CONVENTIONS A: Held annually prior to the NGC Convention, preferable in the month of March. B: Held in order of rotation as follows: Louisiana, Tennessee, Georgia, Florida, Alabama and Mississippi. C: Confirmed by invitation of the State Garden Club President of the Host State two (2) years in advance, giving the city and date (if possible). Section 2. Finances A: The Deep South Region Director will sign the Hotel Contract. B: The Convention Chairman will submit a Proposed Budget to the NGC Finance Committee six (6) months or more before the Convention. C: The Local Convention Treasurer will prepare an itemized Deposit Form and make deposits in the DSR checking account. She will scan the Deposit Form, checks and Registration Forms and send to the DSR Treasurer by either U.S. Postal Service or electronic scan. For reimbursement for expenses, send to the DSR Treasurer with all original receipts attached with the name and address of the individual to receive the reimbursement. All documents must be received by the DSR Treasurer no later than sixty (60) days after the close of the convention. D: The DSR Treasurer will send the Final Financial Report to the NGC Finance Committee and to NGC Headquarters by either U.S. Postal Service or electronic scan. The report to NGC Headquarters will include supporting bank statements, bills/invoices and receipts for all checks. After receipt, review 6
and acceptance of the Final Report, NGC Headquarters will notify the DSR Treasurer that the excess funds can be distributed. E: After NGC Headquarters has notified the DSR Treasurer that the excess funds can be distributed, they will be distributed as follows: 50% to the Host State Garden Club; 50% to the DSR. F: In the event of a deficit after a DS Regional Convention, the Host State Garden Club will be responsible for the first 50% of the deficit. The balance of the deficit shall be paid from the Treasury of the Deep South Region. Section 3. Registration and Hospitality A: Contingent upon prevailing circumstances, the Registration Fee shall be set by the Regional Director and Regional Convention Committee. Partial Registration shall be considered one-half the Full Registration Fee. B: Hospitality shall be defined as convention meals, room and convention tours. 1: The NGC President, or her representative, and any invited program participants from the NGC Board of Directors outside of the DSR, shall receive all Hospitality and Registration Fees. 2: At the time the invitation is issued, NGC Officers and/or Chairmen outside the DSR who are invited to appear on the DS Regional Convention program, should be offered transportation as well as Hospitality. 3: The DS Regional Director shall receive all Hospitality, Registration Fees and transportation expenses to DS Regional Conventions. Section 4. Representation and Quorum A: Those eligible to vote shall be the members of the DS Regional Council and ten (10) delegates per member State Garden Club. Each State Garden Club shall designate their delegates according to regular procedure. B: The quorum shall be twenty-five (25). Section 1 Eligibility ARTICLE IX NGC NOMINATING COMMITTEE (MEMBERS and ALTERNATES) To be eligible to serve as a Member or Alternate Member of the NGC Nominating Committee, as stated in the NGC Bylaws, one must: A: Have served two (2) years as an officer of a State Garden Club. B: Have served a minimum of two (2) years as a member of the NGC Board of Directors. C: Have attended two (2) of the previous five (5) NGC Conventions prior to assuming that position. D: Reside within the Region represented. 7
E: Have been elected by the Governing Board of their State Garden Club during the even-numbered year prior to service. Section 2 Rotation. The DSR states order of rotation for representation on the NGC Nominating Committee shall be Florida, Georgia, Louisiana, Mississippi, Tennessee and Alabama, and continue in the same rotation. If a State Garden Club in the order of rotation is unable to elect the representatives, it must yield to the next designated state in the order of rotation to elect the representatives, and the state yielding must move to the end of the order of rotation. Section 3 Election. The procedure for electing DSR representatives as NGC Nominating Committee Members and Alternates shall be in compliance with the NGC Bylaws. Two (2) Members, one each from two (2) DSR State Garden Clubs, shall be elected by the Governing Board of their State Garden Club in the even-numbered year prior to the election year and shall serve one two-year term with the new administration. There shall also be one Alternate Member elected for each of the two Member positions. Should a State Garden Club in rotation be unable to elect an Alternate Member, this Alternate Member shall be elected by nomination from the floor at the Regional Convention in the evennumbered year prior to the election year. A majority vote shall elect. All State Garden Clubs in the Region shall be eligible except the one already having elected an Alternate Member. If, after the Regional Convention has taken place, it becomes necessary to select another Member and/or Alternate, and if the State Garden Club in rotation is unable to elect the Member and/or Alternate, the DS Regional Director shall have the authority to appoint the Member and/or Alternate subject to the approval of the DSR Executive Committee which may be by an E-mail or Postal vote. Section 4 Meeting of Committee. If the Member nor the Alternate Member of a State Garden Club is unable to attend a given meeting of the NGC Nominating Committee, the DS Regional Director shall appoint a member from the DSR already serving on the NGC Board of Directors, to attend the meeting. Each President of a State Garden Club shall: ARTICLE X STATE GARDEN CLUB PRESIDENTS A: Attend all Deep South Regional Council meetings and DS Regional Conventions. B: Attend all NGC Board of Directors meetings and Conventions. C: Select a roster of their State Garden Club Board of Directors and mail a copy, typed in the designated format, to the DS Regional Director and to NGC Headquarters. D: Have supervision over their State Garden Club. E: Advance the purposes of NGC and their Region. F: Be prompt in answering all correspondence. 8
G: Extend to the DS Regional Director and the NGC President the courtesy of an invitation to attend their State Garden Club Convention or another of its statewide State Garden Club functions. H: Send their State Garden Club publication to the DS Regional Director, each DSR State Garden Club President, each State Garden Club publication Editor, and to the NGC President and the Editor of The National Gardener. I: Be prompt in sending reports as requested. J: Give an oral report at the DS Regional and NGC Conventions. Four copies of the report are to be given to the Recording Secretary of the meeting. Reports are to be typewritten, dated and signed. K: Assist the DS Regional Director and DS Regional Convention Chairman when the DS Regional Convention occurs in their state. L: Send a list of delegates and alternates from their state to the DS Regional Convention Registration Chairman and the DSR Credentials Chairman three (3) weeks before the Annual DS Regional Convention or by the given deadline. M: As the outgoing State Garden Club President, accept awards at the NGC Convention, and report at the NGC Convention. Following the report, introduce their new incoming State Garden Club President. N: Transfer a complete file to their incoming State Garden Club President. ARTICLE XI PARLIAMENTARY AUTHORITY The current edition of Robert s Rules of Order Newly Revised shall govern the proceedings of the Deep South Region in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any Standing Rules the organization may adopt. ARTICLE XII AMENDMENT OF BYLAWS These Bylaws may be amended at the DS Regional Convention by a two-thirds vote, provided that the amendment has been attached to the CALL to the DS Regional Convention or submitted at least fifteen (15) days prior to the DS Regional Convention. With a unanimous vote, these Bylaws may be amended at the DS Regional Convention without previous notice. ARTICLE XIII DISSOLUTION Should the Deep South Region dissolve and by due process of law shall dissolve, all assets of whatever nature which remain after just debts and liabilities have been satisfied, shall be forwarded to the NGC or distributed for one or more exempt purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or corresponding section of any future tax code or used for such educational or public purposes as will complete or continue undertakings for the public benefit which have already begun by the Region. No part of the net income shall inure to the benefit of any member or be distributable to its members or officers. Bylaws (2010 Revision Adopted March, 2010 Bylaws Amended 2011 Bylaws Amended 2015 9