ARTICLES OF INCORPORATION OF
HOMER GARDEN CLUB
The undersigned natural persons of the age of nineteen years or more, acting as incorporators of a corporation under the Alaska Nonprofit Corporation Statute (AS 10.20), adopt the following Articles of Incorporation for such corporation.
The name of the corporation is Homer Garden Club
The period of duration of the corporation is perpetual.
The purposes for which the corporation is organized are as follows:
To educate and exchange between members, other organizations, and individuals information about gardening and related activities.
To be organized exclusively for charitable, educational, and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, or the corresponding section of any future federal tax code. This corporation is not organized for profit and no part of its net earnings shall inure to the benefit of, or be distributed to, its members, officers, or other private persons.
The internal affairs of the corporation shall be governed by the bylaws to be adopted by the Board of Directors of the corporation.
Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on by an organization exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code.
Upon winding up and dissolution of this corporation, after paying or adequately providing for the debts and obligation of the organization, the remaining assets shall be distributed to a non-profit fund, foundation, or corporation which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code.
The mailing address for the corporation's initial registered agent is P. O. Box 15226, Fritz Creek, Homer, Alaska 99603. The physical address of the office of the initial registered agent is Mile 8 1/2 East End Road, Homer, Alaska. The name of the initial registered agent for the corporation is Rita Jo Shoultz.
The number of directors that constitute the initial board of directors of the corporation is eight. The names and addresses of the persons on the initial board of directors are as follows:
Rita Jo Shoultz
P. 0. Box 15226 Fritz Creek, Alaska 99603
P. O. Box 204 Homer, Alaska 99603
128 East Bunnell Homer, Alaska 99603
P. O. Box 4304 Homer, Alaska 99603
Joyce Robinette -
P. O. Box 14 Homer, Alaska 99603
Pat Gross P. O
. Box 2852 Homer, Alaska 99603
1081 N. Larkspur Circle Homer, Alaska 99603
P. O. Box 695 Homer, Alaska 99603
The names and addresses of each of the incorporators of the corporation are as follows:
Rita Jo Shoultz P. O. Box 15226 Fritz Creek, Alaska 99603
Rosemary Beck P. O. Box 204 Homer, Alaska 99603
Tracy Asselin 128 East Bunnell Homer, Alaska 99603
IN WITNESS WHEREOF, we, the undersigned incorporators# have executed these Articles of Incorporation this day of
STATE OF ALASKA )
THIRD JUDICIAL DISTRICT )
I, Rita Jo Shoultz, say on oath that I have read the foregoing document and believe all statements made in the document are true.
I, Rosemary Beck, say on oath that I have read the foregoing document and believe all statements made in the document are true.
I, Tracy Asselin, say on oath that I have read the foregoing document and believe all statements made in the document are true.
_ Subscribed, sworn to, and acknowledged before me this day of May, 1998 by fo \4-,a ZTo Shnc*
Notary Public for Alaska My commission expires: 9^
Subscribed, sworn to, and acknowledged before me this 6th day of July, 1998 by Tracy Asselin.
(Original signed and stamped by William R. DeVries)
Notary Public for Alaska. My commission expires: 7-18-99
Subscribed, sworn to, and acknowledged before me this 17th day of September, 1998 by Rosemary Beck.
(Original signed and stamped by William R. DeVries)
Notary Public for Alaska. My commission expires: 7-18-99
HOMER GARDEN CLUB CONSTITUTION
ARTICLE I - NAME
The name of this organization shall be the Homer Garden Club.
ARTICLE II - PURPOSE
This organization shall be conducted on a non-profit basis. Its purpose shall be to educate and exchange reliable information about gardening and related activities.
ARTICLE III - MEMBERSHIP AND DUES
Any person interested in the purpose of this Club and willing to pay the annual dues may be a member.
ARTICLE IV- GOVERNMENT
The Officers of the Club shall consist of President, Vice-president, Recording Secretary, Treasurer, Social Secretary, Newsletter Editor, Historian, Publicity Chair, and Database Manager. No salary or compensation shall be paid to any of these Officers.
The Board shall consist of: the officers of this Club and the immediate past President. No salary or compensation shall be paid to any of these Officers.
The Officers shall be elected at the September meeting by a majority of the Members present and voting and shall assume office immediately and shall serve for a period of one year or until their successors have taken office.
In case of a vacancy in the presidency, the Vice-president shall become President and a new Vice- president shall be elected by the membership.
All decisions of the Board shall be by majority vote of a quorum of the Members of the Board.
ARTICLE V - DUTIES OF OFFICERS AND BOARD
The President shall preside at the meetings of the Club and the Board, and shall perform such duties as regularly pertain to the office. The President shall be an ex-officio member of all Committees of the Club with the exception of the Nominating Committee. The President shall co-sign all checks with the Treasurer and shall select one additional co-signer from among the Board members.
The Vice-president shall perform all the duties of the President in the absence of the latter or whenever the President is unable to perform the duties of his/her office, and shall also be in charge of the Program Committee.
The Recording Secretary shall be responsible for properly recording and reading the minutes of Board and Membership meetings. The Recording Secretary shall also be responsible for timely distribution of these minutes to all board members.
The Treasurer shall collect and distribute all Club funds and keep accurate financial records. The Treasurer shall also co-sign all checks and disburse such funds as needed, with approval of the board. The Treasurer shall make a financial report at each Membership and Board meeting, and have the books closed and ready for annual audit by October 31st.
The Social Secretary shall be responsible for having refreshments at Membership meetings.
The Newsletter Editor shall be responsible for producing and distributing a newsletter to current members and other interested parties.
The Historian shall keep a record of Club activities, using photographs, newsletters and other written material.
The Publicity Secretary shall be responsible for publicizing activities and events as appropriate.
The Database Manager shall be responsible for maintaining a club membership database in coordination with the club Treasurer.
The Board shall be the governing body of the Club and have general control of the affairs of the Club; shall approve the plans submitted by Committees and shall approve expenditures of Club funds.
ARTICLE VI - COMMITTEES
The President shall appoint all Committee chairpersons. These Committees shall be appointed as needed to conduct Club activities.
ARTICLE VII - AMENDMENTS
The Constitution and By-Laws may be amended by a two-thirds vote of the Members present and voting at any regular Membership meeting, provided that the proposed amendment has been approved by the Board and either (i) read at the previous regular meeting, or (2) distributed to each Club Member prior to the meeting at which the action is to be taken.
ARTICLE VIII - RULES OF ORDER
Robert's Rules of Order (revised) shall govern the Club in all cases in which they are applicable.
ARTICLE IX - AUDIT
An annual audit shall be made of the financial records of the Club. The fiscal year for the club shall be October 1st through September 30th. A written report shall be submitted to the Board by January 31st by an auditor to be appointed by the President.
ARTICLE X - DISSOLUTION
Upon dissolution of the Club, the Board shall, after paying or making provision for payment of all the liabilities of the Club, dispose of all assets of the Club by donating them to appropriate organizations for educational purposes.
HOMER GARDEN CLUB BY – LAWS
ARTICLE I - DUES
The Board, with approval of the Membership, shall determine dues.
Dues shall be due and payable by the October meeting each year.
ARTICLE II - MEETINGS
Meetings of the Board shall be called by the President or at the request of a majority of the Board members as may be required but there shall be a minimum of four meetings a year.
Regular meetings of the Membership shall be held monthly unless otherwise determined by the
ARTICLE III - QUORUMS
A quorum for a meeting of the Board shall be five members.
A quorum for a general membership meeting shall be the paid membership of the Club in attendance.
ARTICLE IV- NOMINATIONS AND ELECTIONS
The Nominating Committee shall consist of a Chairperson appointed by the President. The President shall select any three other members in good standing and not of the Board, to serve on the Nominating Committee. The slate chosen by this committee shall be presented to the Club through the September newsletter. Write-in nominations shall be accepted by the Nominating Committee Chairperson up to ten days before the September membership meeting. The slate shall consist of candidates to fill the offices in Article IV of the Constitution. Nominations offered from the floor during elections will also be accepted. All nominations shall have the approval of the person nominated.
Election of the Officers of this Club as defined in Article IV of the Constitution shall take place at the September General membership meeting, by a majority of the (paid) membership present and voting. The newly elected officers shall take office immediately.
ARTICLE V - STANDING COMMITTEES
The Plant Sale Chairperson(s) recruits and organizes members to help in the organization and execution of an annual plant sale.
The Garden Chairperson(s) recruits and organizes members to help with the execution of planning, purchase of plants, planting, maintenance, and clean-up of the Club garden(s).
The Harvest Dinner Chairperson(s) recruits and organizes members to help in the planning and execution of this annual meeting event.
The Program Committee shall assist the Vice President in programming educational presentations for the general membership meetings. The committee shall consist of member volunteers.
The Gardeners' Weekend Committee Chairperson(s) recruits and organizes members to help with the planning and execution of the annual Gardeners' Weekend.
Amendments accepted by unanimous vote at the meeting on January 23, 2011