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Handbook Part 1
NHOS Handbook, Part 1
Update of September 1, 2007
Table of Contents
1 Statement of Purpose
2 What is the NHOS?
3 Board Member Responsibilities
4 Risk Management
5 Insurance Issues
5.1 Volunteer Protection Act
5.2 D&O Liability Insurance (Directors’ and Officers’)
5.3 Insurance Issues
5.3.1 Liability
5.3.2 Bonding
6 The Bylaws
6.1 Clarification of items in the bylaws
6.1.1 Article III – Section C. Dues
6.1.2 Article V – Officers
6.1.3 Article VII – Standing Committees
6.2 Suggested changes to the bylaws
6.3 How to change the bylaws
7 Society Approved Policies
7.1 Code of Ethics
7.2 Conflict of Interest
7.3 Sexual Harassment
7.4 Financial Management
7.5 Expense Reimbursement
8 Lists of officers (directors & trustees)
9 Standing committees
10 Ad Hoc committees
11 Committee members are appointed by the committee chairpersons
12 List of all committees & their descriptions
12.1 Advertising/Publicity
12.2 AOS & Affiliated Society Rep
12.3 Auction
12.4 Conservation and Education
12.5 Editorial
12.6 Election (ad hoc)
12.7 Hospitality
12.8 Librarian
12.9 Membership
12.10 Nominating
12.11 Picnic (ad hoc)
12.12 Programs
12.13 RMC
12.14 Show
12.15 Show Table
12.16 Web steering (ad hoc)
13 Inventory of what the society owns
14 Timeline for NHOS activities
14.1 September
14.2 October
14.3 November
14.4 December
14.5 January
14.6 February
14.7 March
14.8 April
14.9 May
14.10 June
14.11 July
14.12 August
15 Contracts NHOS has entered into
15.1 Old Bedford Town hall contract
15.2 Storage Unit
15.3 Insurance contracts and binders
15.4 Show Contracts
15.4.1 Vendor agreements
15.4.2 Exhibitor agreements
15.4.3 Floral exhibitor agreements
16 Government & State Filings
16.1 Federal laws regarding 501(c)(3)
17 NH State Laws regarding Non-profit corporations
17.1 Chapter 292 – Voluntary Corporations and Associations http://gencourt.state.nh.us/rsa/html/indexes/292.html
17.2 Chapter 508 Limitations of Actions
17.3 Chapter 564-A: Uniform Trustees Power Act
18 Useful Resources
18.1 Bibliography
18.2 New Hampshire Center for Non Profits
18.3 IRS
18.4 Other internet resources
19 Attachments
19.1 Charitable trust handout from Dick/Chuck
19.2 IRS form 990
19.3 Form 990 completed sample
19.4 IRS Form 990EZ
19.5 IRS Form 990EZ completed sample
19.6 IRS Pub 1023 – Application for 501c3
19.7 IRS Pub 1771 – Charitable contributions: substantiation and disclosure requirements
19.8 IRS Updates on disclosure and substantiation rules
19.9 IRS Pub 526 – Charitable contributions
19.10 IRS Pub 557 – Tax exempt status
19.11 NHBCA – Non-profit guide
REVISIONS
|
Version |
Date |
Reason(s) for Change |
|
V1.0 |
July 18, 2004 |
Not available |
|
V2.0 |
October 10, 2005 |
Not available |
|
v3.0 |
September 1, 2007 |
|
1 Statement of Purpose
Why do we need a Society Handbook? Because most people who are elected to the board of directors, or a committee chairmanship are unaware of their precise duties and obligations. There are a number of areas of responsibility, particularly for board members where their failure to act can have dire consequences. This handbook is meant to comprise a copy of ALL current data which board members and chairpersons need to know. In here are copies of the current bylaws, society policies, and position descriptions for each key individual and group. Also there is a copy of ALL data files used, such that everything is public and available, and acts as a backup in the event of catastrophic loss. Finally this handbook is to be a reference, and a living document. There are placeholders for future editors to fill in more details; the timeline is a prime example of this. As a living document it is assumed this document will always be in a state of flux, in need of updates. We have included references to relevant state law, federal law, as well as other public references which have been found useful. This handbook has arisen from the school of hard knocks.
2 What is the NHOS?
The NHOS is the New Hampshire Orchid Society, founded circa 1983.
On 23 Aug 93 we received an advanced ruling notice from the IRS that we are an organization described in section 501(c)(3), and foundation class 509(a)(2)[1]. Our advanced ruling period was from 18 Jun 93 through 31Aug 97. Contributions to us were deductible as of 18 Jun 93. Our Tax Id Number (TIN) is 02-0437639.
On 05 Aug 97 we received a letter from the IRS requesting data to support our claim that we were not a private foundation, but a publicly supported organization. On 11 Nov 97 we responded to their request and filed the necessary documentation. On 27 Feb 98 we received a letter from the IRS stating that our 501(c)(3) status remains in effect.
We are referred to as a nonprofit organization.[2] We currently have trustee records dating back to 1995, some trustee minutes back to 1990. This handbook attempts to outline the responsibilities of being a board member, committee chair, and calls attention to some of the pitfalls we have run into.
During 2003 we became aware of the need to file as a charitable trust, and after receiving a ruling in Aug 2003 indicating we are a charitable trust, we filed to become one in Sept 2003.
3 Board Member Responsibilities
Congratulations, you are on the board. But what does it mean to be a board member? What is expected of you? For the purposes of this handbook we will refer to board members as board members or trustees. There is no distinction. Some trustees hold positions which convey more responsibility, for example: President, Vice-President, Secretary, etc.
From “Non-Profit Board Membership – A Legal Primer”: “The most important rules board members need to follow to comply with their fiduciary duties are ones that should be obvious: pay attention, read materials, question assumptions, attend meetings, and serve the interests of the organization itself, not some other interests.”
The thesis of “Welcome to the Board”[3] is that there are several specific responsibilities of a board member, of which six apply to us:
- Attendance. To attend board meetings and participate in some committee work.
- Mission. To define the mission and participate periodically in strategic planning to review purposes, programs, priorities, funding needs, and targets of achievement.
- Finances. To assure the financial responsibility by:
Approving the annual budget and overseeing adherence to it
Contracting for an independent audit
Controlling the investment policies and management of capital or reserve funds.
- Program oversight and support. To oversee and evaluate all programs, support the staff (chairpersons), and be an advocate in the community.
- Fundraising. To contribute and participate in identification, cultivation, and solicitation of prospective supporters[4].
- Board effectiveness. To assure the board fulfills the foregoing governance responsibilities and maintains effective organization, procedures, and recruitment.
The above list is a fairly accurate list of what board members need to be involved in. There is another shorter form which is frequently referenced:
- Fiduciary Duty - describes the responsibility of each board member. Fiduciary is a legal term referring to an individual or individuals in whom property or power is entrusted for the benefit of another[5]. This implies an accountability the trustees have to the organization. Accountability accumulates and flows upward in an organization resting ultimately with our president. As a board member one is expected to be prepared to attend to the affairs of the corporate body and devote energy to fulfilling the responsibilities of this position of trust. A trustee/chairperson should perform their duties “in good faith”, in a manner that said trustee believes to be in the best interests of the NHOS, and with such care, including reasonable inquiry, as an ordinary prudent person in a like position would use under similar circumstances.
- Duty of Obedience - requires that a board member act only within the scope of the powers granted by law or by the bylaws. Ultra vires actions are those that fall outside the scope of a board member’s authority. An individual board member or the entire board can be held personally responsible for ultra vires acts. The common law duty of obedience also requires the board adopt and follow conduct protocols, or rules and procedures which govern its actions.
- Duty of Loyalty - requires one to act in good faith, avoiding activities which will harm the organization and not allow personal interests to prevail over the interests of the organization.
- Duty of Care - requires use of diligence in governing the organization. Based on the “business judgment rule” directors are immune from personal liability attributed to business judgment. However this assumes no illegal conduct takes place and that the director acts responsibly. To comply the board must be proactive - e.g., implementing programs and safeguards that promote appropriate conduct and detect and address inappropriate conduct.
Must know their legal responsibilities - understand the legal duties of loyalty, care and obedience.
A director’s liability depends on whether or not a duty to act in a certain manner existed.
Board must be diligent and consistent in its management of the society.
Board members have a legal duty to stay up-to-date on the affairs of the organization.
Civil and criminal actions can be brought alleging harm based on the mismanagement of the organization.
Every board member must be cognizant of their responsibilities and must report suspected breaches of fiduciary duty to the vice president and president.
We are registered with the IRS as “New Hampshire Orchid Society Corp” and with the state of NH as “The New Hampshire Orchid Society Corp”; We are a non-profit organization, having gained this status effective 18 Jun 93..
If you are still in doubt about what your obligations are then you should read the charitable trust guidebook, available at the www.nh.gov web site. The document “GUIDEBOOK for directors of New Hampshire Charitable Trusts and Non-Profit Organizations” gives an overview of your duties as a board member, your rights as a board member, and what is expected of you. Including the fact that you “must be well informed”, “encourage open discussion, and pursue the charity’s mission and best interests with determination.”
A paper that should really be read by all board members is the “INCORPORATION AND TAX EXEMPTION FOR NEW HAMPSHIRE ARTS AND OTHER NON-PROFIT ORGANIZATIONS: AN INTRODUCTORY GUIDE”. This paper is a living document about being a non-profit in NH. Its purpose is similar to this document, in that it covers the essentials one should be cognizant of when serving on the board. The meat of the paper that is relevant to you the reader starts around page 10, on the “Post-Incorporation Responsibilities”. This document covers your responsibilities as a director, including:
- Duty of Care
- Ordinary Prudence
- Sound Judgment, Common Sense, and Informed Decisions
- Diligence and Attentiveness
- Reasonable Inquiry
- Circumstances Dictate Degree of Care Required
- Selection and Retention of Competent Management
- Reasonable Reliance
- Ongoing Review
- Circumstances Should be Considered
Duty of Loyalty
- Avoid Appearance of Impropriety
- Full Disclosure
How to Avoid Conflicts of Interest
- Composition of the Board
- Conflict of Interest Policies
4 Risk Management
- Means leaving nothing to chance - having a plan to identify the risks, minimize the likelihood of harm, and establishing a response to deal with unfortunate events
- Have a risk management plan - a plan that sits on a bookshelf gathering dust is of little value!
- Insurance is not a substitute for an overall commitment to managing risk.
- Minimize the likelihood of harm - why? Because when things go wrong it can easily result in financial loss.
- A risk management policy describes WHY safety is important how the organization views the issues of risk and safety.
- Every board member must take the time to understand the issues, including provisions of the insurance policies.
- Risk management and concerns for safety start at the TOP; if the board isn’t serious why anyone else should be?
- How to manage risk:
Avoidance - don’t offer or conduct an activity which is too risky.
Modification - change the activity to minimize risk or make it an acceptable risk.
Retention - acceptance of all or part of the risk (i.e., the deductible).
Sharing or Transfer - Insurance is a form of sharing.
- Everyone at an event needs to be proactive about avoiding problems; a slippery floor, an exit door that is unmanned which could lead to theft, improper electrical cords on the floor, etc.
- Establish a response for unfortunate events – set of standard forms for gathering data.
Everyone needs to be aware that what was/is said at an accident scene can become evidence.
That as members of the society they may be speaking on the society’s behalf.
Victim’s name, address, phone number, date and time of accident.
List of witnesses with their names, addresses and phone numbers.
Description of the accident
- Photographs of the scene, and descriptions of the area, noting the time of day, lighting in the area, any foreign objects, etc.
- Name of the person preparing the report along with their address and phone number.
Place to store all such reports such that they are accessible.
- When we contract groups to provide us services do we have them execute indemnification agreements? Or Hold Harmless agreements? Do we get proof of insurance from them?
- How much can the organization afford to lose in a lawsuit? Does the organization have adequate insurance??
5 Insurance Issues
“Insurance coverage is not a substitute for diligent trusteeship and responsible governance”.[6]
5.1 Volunteer Protection Act
- The federal Volunteer Protection Act was passed in 1997 as a means to protect the personal assets of those who volunteer their time to a service organization. This act was passed in response to escalating liability claims against nonprofits and public service organizations.
- States may opt out of providing coverage under the act, may provide greater coverage than the federal law, and/or may require nonprofit organizations to carry insurance for the law to be effective.[7] NH may have opted out in 1998.
- The Volunteer Protection Act of 1997 does not cover volunteers who cause harm while operating a motor vehicle, vessel, aircraft or other vehicle for which the state requires an operating license or insurance.[8]
- Does not protect a volunteer from liability for harm “caused by willful or criminal misconduct, gross negligence, reckless misconduct, or a conscious, flagrant indifference to the rights or safety of the individual harmed by the volunteer action.”
- Most common insurance exclusions are for claims based on a volunteer’s willful or wonton misconduct, criminal acts, or self dealing.
- A nonprofit can be held liable for its own actions (direct liability) and the actions for those working on its behalf (vicarious liability).
- Does not prohibit lawsuits against volunteers (i.e., members)
- Does not prohibit lawsuits or limit liability for harm caused by its volunteers
- Does not shield a volunteer from having to defend a lawsuit themselves
- Does not prevent the society from seeking indemnity from a volunteer whose actions resulted in harm
- Does not negate the need for liability insurance
5.2 D&O Liability Insurance (Directors’ and Officers’)
The NHOS is not carrying D&O insurance at this time. It was felt that the protection it offers, and the need to continue to continue to carry it to obtain its benefits, made it an unwise choice. A number of the benefits of D&O are available to most as part of their homeowner policy. We include this section here since it is a topic which has come up repeatedly and this section attempts to outline what D&O insurance covers.
- May provide defense against allegations of fraudulent, criminal or dishonest acts, these acts themselves are not insurable as a matter of public policy. Many policies amend the exclusion so that it only applies when a final adjudication establishes such acts.
- Does not provide coverage for bodily injury or property damage.
- Claims by the organization against the directors and officers are usually excluded.
- The policy should contain a severability clause that preserves coverage for any insured that is unaware of misstatements and misrepresentations made by other insured’s on the application for coverage.
- Covers “wrongful acts” NOT negligent acts that result in bodily injury or property damage.
- Misrepresentation by the person completing an insurance application could void coverage for everyone intended as an insured.
- Obtain insurance specific for a nonprofit, not just a corporate policy.
- D&O insurance is written on a claims-made basis, meaning coverage is triggered based on when the claim is made, not when the incident giving rise to the claim occurred.
- Cannot insure prior acts.
- Coverages - Must cover the entity, the board, the volunteers, e.g., the entire society! At the show need coverage which covers the public as well.
- Want an “Innocent Insured Provision” - reinstates coverage for any insured person that did not know about or participate in any form of wrongdoing - criminal or civil - specifically excluded under the policy.
- CGL - Commercial General Liability - Usually insures the organization, its directors, officers and volunteers (if so endorsed) for claims arising from bodily injury and property damage; a D&O insures against wrongful acts.
- Is there exclusion for claims arising from one insured alleging misconduct by another insured?
- Is there exclusion for liability under any contract or agreement?
5.3 Insurance Issues
Insurance is something we tend to ignore until we need it. Past experience tells us we need to:
- Have a designated person responsible for notifying the insurance company of potential and/or actual claims. This would be the President’s responsibility.
- We need to be aware of WHO it is that is insured. Most often the members of the society are NOT covered. It is members of the general public that we are usually insuring.
- Since society members are not covered, what is the society policy on reimbursing members for things like medical expenses if they are injured while performing work on the society’s behalf? Our policy is to not reimburse members for such expenses.
5.3.1 Liability
Personal Liability – responsibility lies with future, current and past leadership.
Officers and directors are personally and individually at risk
Personal Injury Liability – libel, slander, violation of privacy, embarrassment or humiliation, abuse of process
Use of standardized incident reporting forms
“any person who, with intent to defraud or knowing that he is facilitating a fraud against an insurer, submits an application or files a claim containing a false or deceptive statement is guilty of insurance fraud”
5.3.2 Bonding
Bonding has specific requirements including that there be dual, unrelated signatures required on all outgoing checks, and that there will be a monthly bank reconciliation performed by an organization officer other than that officer normally responsible for banking functions.
Bonding contains conditions that immediately cancels any future coverage for any volunteer upon discovery by the insured organization of any dishonest act committed by that volunteer either before or after becoming a volunteer of the insured organization.
6 The Bylaws
6.1 Clarification of items in the bylaws
6.1.1 Article III – Section C. Dues
The membership chair gives “final notice” by a note on the mailing label; The note is highlighted. First in blue (November) and then in red (December). Newsletters stop after December’s issue to lapsed members.
6.1.2 Article V – Officers
6.1.2.1 President
- “President shall prepare an annual report for the membership to be delivered at the annual meeting.” The board passed a motion in 2001 or 2002 that this be a report in writing.
6.1.2.2 Secretary
- “shall keep a true record of all meetings of NHOS and the Board and shall record action take at these meetings including accurate records of votes cast for the proposals submitted”[9]. The secretary’s duties regarding minutes is defined in Sturgis 4th edition in chapter 23 “MINUTES”.
- “shall maintain a record of the whereabouts of all Society records and equipment” – this ties in to doing a physical inventory.
- “Update a log of elections” [10]
In 2004 the BOD established a policy to have the secretary record a copy of the monthly agenda, monthly trustee’s minutes, corrected minutes, general meeting minutes/newsletter, and monthly list if bills payable in the secretarial file along with all attachments.
Have the secretary keep the master file, and a copy in the library as a historical record.
Have the secretarial records recorded on a compact disk and updated yearly after the August meeting.
6.1.2.3 Treasurer
- “selecting a responsible controller for same with Board approval”
- Treasurer – IRS Pub 1771[11] says we need to have a list of all donations made to NHOS available. See also the document included with this handbook, “Updates on Disclosures and Substantiation Rules.pdf”. Donations should be recorded in computerized financial accounting system. When a society member gives a talk to a garden club and said garden club makes a donation to the NHOS, we need to have a record of this. At a minimum the memo line should state some along the lines of “Donation to NHOS on behalf of the Alton Garden club as a result of Mr. Crisler’s most excellent talk on phals.”
- Treasurer – the monthly report isn’t required to be in writing but a format like we used in the past would be more informative and give more accountability; namely a list of all checks written, invoices rcvd, monies rcvd. Ideally a page printed directly from the computerized financial accounting system.
- Treasurer will provide a monthly update of 501c3 receipt tracking. We need this information for our 990 forms, as we need to be cognizant if our average income over 3 years is under $25k.
- Treasurer’s annual report to the society made at the annual meeting will be in writing. This is so there is no issue of the Secretary having to write down what it said, and allows said secretary to keep a more accurate account without unduly burdening them.
- Investment and management of funds must be done in accordance with RSA 564-A:3-b.
6.1.2.4 Section C. Election
- 1. Nominating Committee b : “shall declare that they are aware of the duties of office” –
6.1.3 Article VII – Standing Committees
- “Each standing committee shall consist of one chairperson” – It is important this actually be the case. In the past we have had committees with multiple chairpersons, and others with no one person as the chair. Needless to say this leads to a lot of unnecessary confusion.
- Other issues detailed below under “list of all appointed chairpersons and committee members”
- Article VI – section b – item 3 – I’d like the presidents and treasurers reports to be required to be in writing and available at the meeting
- Article VI – section E – Where do we call out our special rules? Is that what this book really is?
6.2 Suggested changes to the bylaws
A number of possible suggestions are contained above.
6.3 How to change the bylaws
The bylaws as they exist today detail what is necessary to put forth a change in the bylaws. However we as a society have had problems following the instructions. We detail them here so there is no misunderstanding of what HAS to happen according to the bylaws:
- Written notice of the membership meeting, along with a copy of the proposed amendments must be sent to all members. Note that this means publishing in the newsletter is not sufficient, since we have some members that only receive notice that the electronic copy is available, and we need to notify every member.
- Said notice must be sent one week prior to the meeting before the meeting at which they are to be presented. This means if today is July 20th the earliest we could vote on any changes (without calling a special meeting) would be Sept. Because notice would have to be given to every member at least one week prior to the next meeting (Aug), prior to the meeting at which we could vote on the amendments (Sept). This typically means you must give 1 month + 1 week notice to the membership of a proposed bylaw change.
- The bylaws can be amended by a 2/3 vote of the members present at any regular meeting of the membership or any special meeting called for that purpose. It is important the quorum be established, and an accurate vote taken.[12]
7 Society Approved Policies
7.1 Code of Ethics
..\Bylaws and Policies\Ethics Policy.doc
7.2 Conflict of Interest
..\Bylaws and Policies\Conflict of Interest.doc
7.3 Sexual Harassment
..\Bylaws and Policies\Sexual Harassment Policy.doc
7.4 Financial Management
..\Bylaws and Policies\Financial Management Policy.doc
7.5 Expense Reimbursement
..\Bylaws and Policies\NHOS_Expense_Reimbursement_Policy.doc
8 Lists of officers (directors & trustees) post Sep07[a1]
|
Office |
Person |
Term starts |
Term end |
|
President |
Les Regenbogen |
Sep 2007 |
Sep 2009 |
|
Vice President |
Chuck Walla |
Sep 2007 |
Sep 2009 |
|
Past President |
Patti Dulong |
Sep 2005 |
Sep 2007 |
|
Treasurer |
Elaine Latour |
Sep 2007 |
Sep 2009 |
|
Secretary |
Jean Hallstone |
Sep 2007 |
Sep 2009 |
|
Trustee |
Fred Kretchman |
Sep 2006 |
Sep 2008 |
|
Trustee |
George Newman |
Sep 2006 |
Sep 2008 |
|
Trustee |
Ulla Jurrissen |
Sep 2007 |
Sep 2009 |
|
Trustee |
Heather McDonald |
Sep 2007 |
Sep 2009 |
|
Trustee at Large |
?? |
?? |
?? |
9 Standing committees
- Committee members are appointed by the committee chairpersons
|
|
|
|
||||||
|
Committee |
Chair |
Originally appointed |
Reappointed |
|||||
|
Advertising/Publicity |
Heather McDonald |
Apr 2006 |
|
|||||
|
AOS & Affiliated societies rep |
Ovid Slavin |
Jun 2005 |
Oct 2006 |
|||||
|
Editorial |
Bert Consentino |
|
Oct 2006 |
|||||
|
Hospitality |
Susan Pettigrew |
Apr 2006 |
Oct 2006 |
|||||
|
Library |
Ovid Slavin |
Dec 2006 |
|
|||||
|
Membership |
To be announced |
|
|
|||||
|
Programs |
Bob Richter |
Dec 2005 |
Oct 2006 |
|||||
|
Risk Management |
Steve Tacopina |
|
|
|||||
10 Ad Hoc committees
- Committee members are appointed by the committee chairpersons
11 List of all committees & their descriptions
- Contain position descriptions for all appointed persons & standing committees - Not all Standing Committee Chairpersons know their responsibilities under the bylaws!
11.1 Advertising/Publicity
- We should have a database printout of all the contacts we use, and what we paid for various advertising;
11.2 AOS & Affiliated Society Rep
11.3 Auction
11.4 Conservation and Education
11.5 Editorial
11.6 Election (ad hoc)
This committee is appointed annually ideally by October. The purpose of this committee is to oversee all votes that the membership makes and see that the voting is in accordance with the bylaws and that nothing is overlooked.
In addition this committee is responsible for seeing that election/voting related activities are dealt with. Specifically this committee is a failsafe that at the June meeting the nominating chair is announced to the membership.
In the case of a vote needing to be taken at a membership meeting this committee would see to it that:
- the membership chair certifies that we have a quorum
- the secretary records the motion, and the number voting in favor, and opposed.
At the annual election, the committee would:
- see to it that any member of this committee who is running for office steps aside due to the conflict of interest
- insure nominations from the floor are called for
- verify the membership chair certifies we have a quorum
- verify the secretary record the names of each person running for office
- in the event that more than one candidate is running for an office this committee would prepare paper and distribute slips of paper to the members eligible to vote (according to the records of the membership chair)
- collect from the members the completed ballots
- aid in the counting of the ballots and certifying of the election
- report to the secretary the number of votes cast for each candidate so that they can be recorded according to the bylaws.
- Should maintain the library list and insure the list is accurate
- Should adhere to Article VII item 5
- The list of what is in the library should be a spreadsheet
- The rules established by the Librarian as described in Article VIII shall be published in this book
11.7 Hospitality
11.8 Librarian
11.9 Membership
11.10 Nominating
11.11 Picnic (ad hoc)
11.12 Programs
- list of “materials as requested to organize the recruitment of speakers”
- “recruitment checklist”
- contracts or letters of understanding
- How housing, along with Travel & Expenses are accounted for
11.13 RMC
11.14 Show
- See Show binder to cover all aspects of the show
responsibilities
11.15 Show Table
- show table rules
- ribbons
11.16 Monthly raffle table (ad hoc)
Raffle items are donated by members and or visiting speaker/vendors. Tickets are sold prior to and during the monthly meetings. Fifty percent of the income for the raffle is used for hospitality expenses, the remaining 50% goes to the library. Any person bringing in a plant for on the show table and/or food for the hospitality table are rewarded with one raffle ticket per plant and/or dish of food.
12 Inventory of what the society owns
Pre-1995 there appears to have been yearly inventories of what the society owned and where it was stored. Post 95 there appears to be no record. The BOD has tasked the Secretary with keeping an up-to-date inventory of what we own and where it is stored.
13 Timeline for NHOS activities
To aid board members in keeping the society running smoothly a timeline has been prepared to show when key items need to be undertaken.
- At least 10 days prior to each board meeting the President must prepare an agenda and provide it to the board.
13.1 September
Sept 1 – Start of the new fiscal year
Sept 1 – Annual dues are due
Sept 29 – Deerfield Fair
Board meeting:
The Bedford Town Hall contract should be presented for renewal
Division of Charitable trusts paperwork and 990 paperwork should be available from past treasurer for the new treasurer
Membership provides a list of non-renewing members to the board and the librarian (so the librarian can ascertain if actions need to be taken to get books returned, and prevent non-members from utilizing the library).
Monthly meeting:
- Our yearly business meeting
President and Treasurer deliver their annual reports, in writing, and are then read aloud.
Call on auction committee to update membership on what new material has arrived
Recruit someone for the Deerfield fair at the end of Sept
Recruit someone for the MOS show
Recruit someone for the OSOS show in Nov.
An election committee[4] should have been appointed in August to oversee the election. The committee’s purpose is to insure the election is in accordance with our bylaws. The committee supervises the preparation of ballots, their distribution to voting members, the collection and counting of the ballots, and the preparation of a report showing the results of the election.
Thus the committee needs to verify the following:
Secretary and Membership chair need to certify we have a quorum of 30 voting members.[5]
There must be a call for nominations from the floor prior to the vote
Only paid up members can vote.
No member can accept nomination for or hold two offices[6]
Election of officers. The elections become effective immediately if the candidate is present and does not decline. Election of a candidate who is absent and has consented to nomination becomes effective as soon as the person is notified.[7]
President should ascertain any openings in standing committee chairs and give notice as outlined in the bylaws so that appointments can be made at the next board meeting.
Auction committee:
Personally touch base with those invited to clerk and act as auctioneer.
Keep records of items received, create an auction catalog and bring it to monthly meetings to share.
Keep the NHOS webmaster updated on incoming auction items, if possible provide the webmaster with pictures of blooming plants. This will help attract auction goers.
Round up the auction bidding paddles, paper, pens, calculators and other items needed to make clerking smoother. Don’t assume they are at the town hall. Dig them out and get them ready for use!
Show committee:
Select the trophy, check with the Judging Chair to see if any of the trophies will be changing. Order the trophies so they have time to do a new design if needed. Start asking for trophy sponsors at the monthly meetings. Have a Show Committee meeting to be sure everything is on track. Select exhibitor & committee gifts and order them.
13.2 October
Oct 1 – Membership chair gives final notice to members whose dues have not been paid.
Board meeting:
Board members should present to the president and secretary their conflict of interest declarations in accordance with our conflict of interest policy.
President appoints a financial review committee
President appoints with advice and consent of the board and appropriate notice to the general membership, one chairperson for each standing committee.
Division of Charitable trusts paperwork and 990 paperwork that were handed over from past treasurer should be certified by the new treasurer and reviewed by the board.
Recruit someone for the OSOS show 3rd weekend of Nov.
Monthly meeting:
Annual auction
Recruit someone for the MOS show
Recruit someone for the OSOS show 3rd weekend of Nov.
Auction committee:
1-2 weeks prior to auction:
- Touch base with Alice at Bedford Town Hall. See if it is possible to get into the building the evening before the auction to set up, and bring in the bulk of the plants re
eceived.- Touch base again with clerks and auctioneers, if necessary.
- Round up the auction bidding paddles, paper, pens, calculators and other items needed to make clerking smoother.
1 day prior to auction:
- Set up and drop off of plants if possible.
Auction Day:
- Keep track of last minute plant donations. This way the donors will be recognized with thank you letters.
- A free plant is offered to each plant sitter for the Annual Auction.
Post Auction:
- Send thank you letters to all donors.
- Send thank you letters to clerks and auctioneers.
- Write a thank you article for the newsletter, list everyone who donated, clerked, auctioneered, purchased plants, etc.... Everyone should get a thank you!
- Update the auction contact list identifying who donated what. Review the list and see if anyone can be dropped. If a vendor hasn’t donated in several years, or can’t be contacted by mail it is time to consider dropping them.
Show committee:
Get the latest list of AOS judges and their addresses, be sure postcards get to all the upcoming shows (MOS in October, OSOS in November, CAIOS in Jan, etc.). Make sure we have the letter back from AOS acknowledging our show. Have the party tickets printed. Ask the Radisson for a special room rate for the show weekend; give that info to the vendors and exhibitors as we communicate with them.