Weston Community Garden Society

Section 1 - The name of organization

The name of this organization shall be the Weston Community Garden Society and abbreviated as WCGS.

Section 2 - WCGS Organizational Membership, Annual Dues, Volunteers, and Others

A person shall be considered a member when they pay annual dues, although dues can be waived at the discretion of a majority of the Board of Directors based upon need. The amount of dues and due dates shall be set by the Board of Directors and can vary according to circumstances; students and seniors can have different dues levels, for instance. WCGS does not and shall not discriminate on the basis of race, color, religion (creed), gender, gender expression, age, national origin (ancestry), disability, marital status, sexual orientation, or military status, in any of its activities or operations. Membership is not limited to residents of the City of Weston.

All persons affiliated with the WCGS and any gardens managed by this organization shall maintain good conduct at all times. The WCGS will not tolerate any violence or harassment, either physical, verbal, or virtual. 

Section 3 - WCGS Mission Statement

The Weston Community Garden Society brings the many benefits of gardening to the City of Weston, Florida and the greater Weston area, such as establishing a space/s to grow produce to offset food insecurity, the camaraderie of working with others, a healthful form of exercise for volunteers, the well being that comes from working in nature, encouraging connection with the environment, and educational benefits for local schools and students.

Section 4 - Meetings

Section 1: Annual meeting: 

The date of the regular annual meeting, open to all members, shall be set by the Board of Directors, who shall also set the time and place. It is acceptable to hold any and all meetings either in person or via teleconferencing, videoconferencing, or any other type of virtual connection at the board’s discretion.

Section 2: Special meetings: 

Special meetings may be called by the President or the President’s designated representative/Vice President.

Section 3: Notice: 

Notice of each meeting shall be given to each board member via email, text message, or a messaging app not less than 5 days before the meeting. 

Section 5 - Board of Directors

Article 1 - Board Role, Size, Compensation: 

The board is responsible for overall policy and direction of the Organization, and delegates responsibility for day to day operations to the Officers. The Board shall have up to 7 and no fewer than 3 members. The board will not receive any monetary compensation. Honorary board members will be able to participate in board meetings but will not have voting privileges. 

Article 2 - Meetings: 

The Board shall meet at least quarterly, at an agreed upon time and place. It is acceptable to hold board meetings either in person or via teleconferencing, videoconferencing, or any other type of virtual connection.

Article 3 - Elections: 

All officers and directors in the WCGS shall be elected at the first general meeting of each even numbered year. We will operate as a self perpetuating board where the board will elect the officers and directors for the first term after we are approved for 501(c)(3) status and until we have established a membership of at least 25 fully paid members. The Parliamentarian shall oversee the election process and may use any of the following ways to cast votes.

• Hand Vote
• Secret Ballot Vote
• Online Balloting

Article 4 - Term of Office: 

Each term of office will be two years from the date of the previous election. 

Article 5 - Term Limits: 

There shall be no term limits imposed on any officer position. 

Article 6 - Eligibility: 

To run for an office, a member must have dues paid in full and be in good standing with the WCGS. All persons considering running for office shall submit a written letter of intent to the Parliamentarian the meeting before the election. 

Article 7 - Nominations: 

Nominations may be taken from the floor if the position is vacant or there is only one other person running. 

Article 8 - Quorum for Elections: 

In order to hold an election quorum must be met. Quorum is described as 50% of the board of directors (officers and at large board members) at the election meeting.

Article 9 - Failure to Meet Quorum: 

If quorum is not met at the election meeting then the officer slate from the previous term will automatically be re-elected to serve the following term. 

Article 10 - Appointments: 

From time to time it may be necessary for the President, in consultation with the other board members, to fill an officer position temporarily if a vacancy occurs. The board will confirm the appointment with a majority vote at the soonest possible board meeting. The term shall run until the next general election. 

Article 11 - Notice of Elections: 

All members shall receive a notice of upcoming elections and how to run for an office if they choose no later than one month prior to the election meeting.

Section 6 - Officer Responsibilities 

Article 1 - President: 

The President will facilitate all meetings, attend all meetings, act as a liaison between the governing body and general membership, and represent the WCGS. The president shall also provide leadership and set goals for the WCGS in consultation with the board of directors. The President shall oversee all committees and facilitate fundraising. The President shall, with the help of the board, recruit all committee chairs.

Article 2 - Vice President: 

The Vice President will facilitate all meetings when the President is absent, be ready to assume the position of the presidency when needed, act as a liaison between the governing body and general membership, and represent the WCGS along with the President. The Vice President shall also assist with oversight of committees and facilitate fundraising. 

Article 3 - Treasurer: 

The Treasurer will keep financial records of the organization, make sure all members have paid their annual dues, issue reimbursements, pay bills, maintain the budget, file annual tax documents (or work with an outside professional tax preparer if deemed necessary to file the annual tax documents), and any other paperwork necessary for the organization to remain in good financial standing, keep the organization's checkbook, be a liaison between the President and the organization's bank and present a monthly financial report to the governing body. The Treasurer shall also work with the President to select the annual audit committee and will provide the committee with all financial information needed to conduct a thorough audit within 6 weeks of the close of every fiscal year. 

Article 4 - Recording Secretary:

The Recording Secretary will record all meeting minutes at board meetings, general meetings, agenda meetings, and any other meetings the board calls, keep record of motions and seconds during meetings, and maintain the roster. 

Article 5 - Corresponding Secretary: 

The Corresponding Secretary will send email updates to the membership including meeting announcements and agendas, assist with writing meeting agendas, send thank you letters to donors and sponsors, act as general secretary in case of vacancy or absence of the recording secretary, and represent the WCGS to all prospective donors and sponsors.

Article 6 - Parliamentarian: 

The Parliamentarian will maintain the rules of order and the proper procedures for the conduct of meetings and elections. The parliamentarian will assist with maintaining the bylaws of the organization, suggesting and facilitating amendments when necessary. The Parliamentarian shall be familiar with these bylaws as well as Robert’s Rules of Order, which shall be generally followed when they do not conflict with the official WCGS bylaws. 

Article 7 - Board Member at Large: 

The Board Member/s at Large will attend board meetings and vote on motions before the board. The Board Member at Large shall also learn about other officer positions and be ready to fill in during absences if another officer is unable to attend. The Board Member at Large may be appointed to fill a term for any position vacated when another officer position opens for any reason at the discretion of the President. 

Article 8 - Immediate Past President: 

The Immediate Past President will be invited to act in an advisory position to the current president. If not serving in another capacity as an officer or Board Member at Large, The Immediate Past President shall be considered an Honorary Board Member for as long as he/she wishes to be involved in the WCGS and shall have the privileges of all Honorary Board Members. 

Article 9 - Position agreement: 

All officers and board members shall sign a position agreement stating that they will carry out their duties in good faith and in good conduct. Failure to carry out said duties, including attendance and participation at meetings and events to the greatest extent possible, and/or to maintain good conduct, including professional and respectful behavior towards other members during all meetings and activities, shall be grounds for removal from the board. Either the President or at least two members of the board of directors can initiate a vote of no confidence if required. A majority vote of the officers will constitute removal from the board.

Article 10 - Honorary Board Members: 

Honorary Board Members will be invited to attend board meetings and can give input when recognized by the meeting chair but will not have voting privileges on the board. Honorary board memberships will be offered to all Presidents when they step down on good terms. Other honorary board memberships will be granted to honor WCGS members who have provided an exemplary benefit to the WCGS. They do not have to sign a position agreement. Honorary status is a recognition and an honor and can be revoked by a majority vote of the board if it becomes necessary.

Article 11 - Master Gardeners: 

Certified Master Gardeners who are also members of the WCGS are an invaluable resource. The board shall invite them to attend board meetings when their input is needed to guide the direction of the garden/s. They are not considered a part of the board unless they are elected or appointed to a board position following procedures outlined in the bylaws. Unless they are an officer or Board Member at Large, they do not have voting privileges but can provide input when recognized by the meeting chair. 

Section 7 - Committees

Committees shall be established at the discretion of the President with the advice of the Board of Directors. The President shall recruit the chairpersons and committee members with the approval of the board.

Standing Committees 1 - Fundraising: there shall always be a committee dedicated to fundraising in order to support the activities of the WCGS.

Standing Committee 2 - Agricultural Planning Committee: this committee will be responsible for the day to day operations of the garden/s that are under the purview of the Weston Community Garden Society. 

Standing Committee 3 - Master Gardeners: there shall always be a committee consisting of any certified Master Gardeners who wish to contribute their knowledge and advice to the WCGS.

Standing Committee 4 - Annual Audit: there shall be a committee appointed on a yearly basis to work with the President and Treasurer to conduct an audit of the finances. This committee shall consist of at least 3 members/board members who are not listed on the bank account and are not related to anyone listed on the bank account, as well as the President and Treasurer for a total of 5 members. They shall review the books, including all income and expenses, review receipts and other financial paperwork, and sign the audit form when they find that everything is in order and in line with best bookkeeping practices and the values of the organization.

Section 8 - Amendments

These bylaws may be amended when necessary by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to the Corresponding Secretary to be sent out with regular Board meeting announcements.

Section 9 - 501(c)(3) Status

The WCGS is currently listed as a nonprofit organization in the State of Florida and intends to seek 501(c)(3) status with the US Internal Revenue Service as soon as everything is in order to do so. 

Section 10 - Finances

Article 1 - Assets & Revenue: 

Revenue Recognition

All contributions will be recorded in accordance with Generally Accepted Accounting Principles (GAAP). Contributions are recorded as pledged or received in accordance with GAAP, and must be credited to the appropriate revenue lines as presented in the annual budget and coded as designated in the organization’s Chart of Accounts. 

Cash Receipts

Any contributions made to the WCGS in cash must be given to the Treasurer within three days of receipt in order for the Treasurer to deposit it into the WCGS bank account. WCGS needs to provide a written receipt for all cash contributions that include the donor’s name and address, date and amount of donation.  

Bank Deposits

Any contributions made to the WCGS should be deposited into the WCGS bank account within three business days. Receipts from these deposits must be kept, including scanned electronically into the group’s files. 

Physical Asset Security

The organization maintains physical security of its assets to ensure that only people who are authorized have physical or indirect access to assets including, but not limited to money and physical property. All use of the name and logo shall be approved by a majority vote of the Board of Directors.

Article 2 - Liabilities & Expenses:

Purchasing

Any expenditure not on the approved budget must be approved by a majority of the Board of Directors either by a vote at a meeting, or a virtual vote via text messages, emails, or other electronic means.

Any expenditure in excess of $2,500.00 for the purchase of a single item should have bids from three (3) suppliers if possible. These bids will be reviewed by the Treasurer and the bid award must be specifically approved in writing in advance by a majority of the Board of Directors. 

Invoice Approval & Processing

All invoices must be approved by at least two members of the Board of Directors. Approved invoices will be paid within 30 days of receipt. 

Check Signing

The President is authorized to sign checks for up to $2,500 for approved purchases. Checks for amounts greater than $2,500 shall require the additional signature of the Treasurer.

Contracts

The President is authorized to enter into contracts for activities that have been approved by the Board as a part of budgets or plans. The Board of Directors must authorize any contracts outside of these parameters and all contracts with a financial value greater than $5,000.

Liabilities

Any contractual commitment for bank loans, corporate credit cards, or for real estate leases or purchases must have the specific, written approval of the Board of Directors.

Expenses & Reimbursements

Any WCGS member, including members of the Board of Directors, must receive prior written approval from either the WCGS President, Treasurer, or a majority of the Board of Directors prior to purchasing goods or services, that are within the board approved budget, that are to be used by the WCGS. WCGS members seeking reimbursement must provide the Treasurer with a receipt with the amount spent, description of item purchased, and date of purchase in a timely manner.  

Article 3 - Financial Reporting & Record-Keeping: 

WCGS will keep physical records of all financial records for at least five years. Electronic financial records will be kept in perpetuity. The WCGS strives to maintain transparency with the group’s records, including financial reports, and will make as many records available to the public as possible. 

All bank statements will be opened and reviewed in a timely manner. Bank reconciliation and approval will occur within 30 days of the close of the month. 

WCGS will comply with all municipal, county, state and federal laws, including those that govern the taxation of non-profit corporations. 

Article 4 - Ethics & Procedures:

Conflict of Interest

All members of the Board of Directors are expected to use good judgment, to adhere to high ethical standards, and to act in such a manner as to avoid any actual or potential conflict of interest. A conflict of interest occurs when the personal, professional, or business interests of a Board member conflict with the interests of the organization. Both the fact and the appearance of a conflict of interest should be avoided.

Segregation of Duties

The organization’s financial duties are distributed among multiple people to help ensure protection from fraud and error. The distribution of duties aims for maximum protection of the organization’s assets while also considering efficiency of operations. 

Budgeting Process

The organization’s annual budget is prepared and approved annually. The budget is prepared by the Treasurer in conjunction with the President and the Board of Directors. The budget is to be approved by the Board of Directors prior to the start of each fiscal year. The budget is revised during the year only if approved by the Board of Directors. The WCGS budget will be made available to the general public, including on the WCGS website. 

Article 5 - Fiscal Year:

The Fiscal Year shall run from July 1 to June 30th. 

Section 11 - Dissolution

Upon the dissolution of this organization, assets shall be 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 federal tax code, or shall be distributed to the federal government, or to a state or local government, for a public purpose.

Section 12 - Certification  *signed and notarized hard copy is on file