By-Laws

ARTICLE I

Name and Location
Sec. 1. This Association shall be known as “BREAKFAST AT EIGHT CLUB.”

ARTICLE II

Objects
Sec. 1. To form a body of business people thoroughly representative of the business and professional interests of Greater Kansas City: to unite its members in the closest bonds of interchange of business and business ideas and of good fellowship and to promote a closer business and social union among them.
(a) To encourage active participation in all things that tend to improve the individual business of its members, and
(b) To assist each member in every honorable way in furthering the interests of their business.
(c) To teach that organization, cooperation and reciprocity are better than rivalry, strife and destructive competition.
(d) To encourage the application of the highest ethical standards in business, and endeavor, by the exchange in methods and ideas, to increase efficiency in all lines represented by the said Club.
(e) To uphold the principles of Good Government.
(f) To encourage active participation in all things that have to do with commercial, civic, and industrial betterment.

ARTICLE III

Membership
Sec. 1. This club shall be composed of business and professional people interested in the attainment of the objects of the club. Any person of good moral character and business and professional record shall be eligible to personal membership, whose principal and recognized occupation is not already represented in the club.
Sec. 2. An active membership is hereby defined as that of a person with policy making authority or engaged as a proprietor, partner, corporate officer, manager or local representative of a legitimate business or professional occupation in the metropolitan area of Kansas City, Missouri.
Sec. 3. Associate membership. Any member in good standing may have a member of their firm or business as an associate member. Member shall use great care in selecting such associate and shall be responsible for their dues, breakfasts and evening meetings, as well as their actions which shall affect the club and/or its members. Member shall submit a letter and completed application to the Executive Secretary requesting the rights and privileges for their associate. Associate membership may be canceled at will of member in the same manner. The associate shall have all rights and privileges of the member except that they may not vote or hold office.
Sec. 3A Provisional membership. A person that does not meet the qualifications of active membership will be allowed to join the Club for a total of six (6) months. During that six month period, the provisional member will either have to meet the active membership requirements, or they will need to get their owner or manager to join the Club as an active member, thereby qualifying the provisional member to become eligible for associate membership.
Sponsors of provisional members will not be eligible to receive any bonuses awarded for bringing new members into the Club, for such sponsorship.
Sec. 4. Senior active membership. Any active member of this Club who now is and has been an active member of the Breakfast at Eight Club for a total of fifteen or more years, may , at their option become a senior active member of the Club by notifying the secretary in writing of his intention to do so. A senior active member shall have all the rights, privileges and responsibilities of an active member, except that they shall not be considered as representing any business or professional classification. The Club may admit into its membership an adult person in the classification theretofore held by such Senior Active member.
Sec. 4A Retired membership. Any active or associate member who retires from business and is not engaging in a new business may apply for a Retired membership subject to approval by the Board of Directors. A member shall continue in such class of Retired membership only for so long as they are in fact retired and not engaging in any business. Retired members shall pay dues on the same basis as Senior Active members.
Sec. 5. A member transferring their connection from one firm to another cannot continue their membership in this club without first securing the written consent of the Board of Directors. If a member does transfer their connection from one firm to another under the same classification, and if the Board of Directors shall refuse to give its consent to transfer of membership accordingly, then such personal membership shall be and become forfeited. The Board of Directors shall, by mail, notify the person of the forfeiture of his membership, and such person shall have the right of appeal hereinafter provided.
Sec. 6. Membership shall endure for life (unless forfeited or resigned) as herein provided, or until the particular occupation under which elected to membership ceases to be the principal and recognized occupation of the member, provided that if the member shall engage in some other pursuit not already represented in the club, as their principal and recognized occupation, classification may be transferred to cover such new occupation, by consent of the Board of Directors after due notice to the membership of the club.
Sec. 7. Reapplication. Any individual who held membership and resigned in good standing may at a later date reapply in the regular manner for membership for an open classification. If approved by the Board of Directors the $50.00 initiation fee shall be waived upon payment of dues for one month prior and one month current. They shall in addition pay for their initial photo and cut for roster purposes.
Sec. 8. The membership shall be acquired by invitation only. Application shall be made on blanks provided by the Membership Chairman and shall be signed by a member in good standing who shall act as Sponsor. No prospective new member shall be invited to join this club until after their application has bee approved in the following manner.
(a) The sponsoring member shall submit an application blank, duly filled out and executed by the prospective member, together with the total initiation fee and current dues of $90.00 to the Executive Secretary. The Executive Secretary will thereupon refer the application to the Classification Chairman for proper action.
(b) The club member holding the classification closely related shall be consulted for approval of the application. If unfavorable, the objection of this member will be submitted to the Board of Directors for consideration.
(c) The entire membership will be notified by the Executive Secretary through the weekly letter of the pending application.

Applicant’s name shall appear in each weekly letter until action is taken by the Board at its next regularly called meeting, provided, however, that applicant’s name must appear in at least two weekly letters prior to the meeting of the Board. If any member has objection to the applicant for membership, such objection must be made to the Executive Secretary in writing. At the meeting of the Board the application will be submitted with the report to the Classification Chairman with other pertinent data. Action of the Board will be published to the membership.

ARTICLE IV

Fees and Dues
Sec. 1. An initiation of membership fee established by the Board will be charged each new member joining this club. This fee will be in addition to the monthly dues.
Sec. 2. The dues of the membership shall be $40.00 per month, payable in advance. The Executive Secretary will bill each member by statement and cause the same to be mailed on the first of each month. The dues will include the cost of breakfasts for the member or their associate in the event member is not in attendance. Member shall be responsible for breakfast and evening expense incurred by attendance of associate and shall pay additional dues of $5.00 monthly for associate privileges. The balance of said dues to be used to defray the expense of maintaining the club, to be expended at the direction of the Board of Directors.
Sec. 3. Each member will pay for all guests brought by them or their associate to all meetings except for a prospective guest first time.
Sec. 4. Senior active members and non-resident members shall pay dues of $3.00 per month, billed annually, and in addition will be billed monthly for any activities attended.

ARTICLE V

Resignations
Sec. 1. The resignation of any member shall become effective upon written notice to the President or the Executive Secretary of the Club, provided all dues to the date of resignation have been paid.

ARTICLE VI

Forfeiture of Membership
Sec. 1. The name of any member who is delinquent in the payment of their dues or charges for a period of 90 days, is subject to suspension from membership and their name will be submitted at the next regular or special meeting of the Board of Directors for whatever action they desire to take regarding this member. Any member who refuses or neglects to pay any indebtedness due to the club within ten days after demand has been made by a letter, shall thereby forfeit their membership.
Sec. 2. Attendance. Should a record of attendance kept by the Executive Secretary show that on the first day of January, April, July or October that any member has failed to attend at least fifty percent (50%) of the meetings during the next three months prior to any one of the above dates, without excuse satisfactory to majority of the Board of Directors, another qualifying person will be allowed to join the Club under the non-attender’s classification.

ARTICLE VII

Officers and Directors
Sec. 1. The Officers of this Club shall be the President, First Vice President, Second Vice President, Third Vice President, Secretary, Treasurer, and Historian. In addition to the officers, there shall be at least nine Directors. The Directors, together with the Officers, the Immediate Past President, and the Executive Secretary, shall constitute the Board of Directors. The Immediate Past President shall act as Chairman of the Board of Directors.

ARTICLE VIII

Elections
Sec. 1. The Officers and Directors of this Club shall be elected as follows:
A nomination meeting shall be held in May and November of each year, dates and places to such meetings to be determined by the President.
Sec. 2. The President shall appoint a nominating committee of five (5) members, three (3) of which shall be past presidents, for the purpose of proposing the names of the candidates for the various Club offices for presentation to the Club at the regular election meetings.
Sec. 3. An election meeting shall be held in June and December of each year, dates and places of such meetings to be determined by the Board of Directors, and announced to each member of the Club by the Executive Secretary, by mail, at least two (2) weeks prior to the time of such meetings. Said announcement to include, notice of all nominations made at the proceeding nomination meeting, with the statement that these nominations will be voted upon at this election meeting. Additional nominations for any office to be filled may be made from the floor.
Sec. 4. All Officers shall take office at the first meeting in January and July and shall hold office for six (6) months from that date, or until their successors have been elected and qualified.
Sec. 5. The elected Directors of the Club shall consist of nine (9) in number, each to be elected for a period of three terms. The Board of Directors shall consist of at least fifteen (15) in number. At each election, three Directors’ terms expire, and those vacancies will be filled by the membership.
Sec. 6. The Nominating Committee shall select and purpose no less than six (6) names for the office of President. The President shall be elected by majority vote and the remaining five (5) shall be voted upon to fill the offices of First Vice President, Second Vice President and Third Vice President in the order of majority vote. The two (2) names not elected to office of President or Vice President shall along with at least four (4) additional names be voted upon to fill the Director vacancies. At least one (1) name shall be submitted by the Nomination Committee for each of the office of Secretary and Treasurer.
Sec. 7. The election shall be by ballot of a majority of those present and qualified to vote; the persons receiving a majority of the votes cast being declared elected. In the event a candidate does not receive a majority of votes, the names of the candidate with the least number of votes shall be stricken and a second ballot cast for those remaining on the ballot. The candidate receiving the lowest number of votes on each succeeding ballot shall be removed from said ballot.

ARTICLE IX

Qualifications of Officers
Sec. 1. No person shall be eligible to hold office in the Club unless they are an active member in good standing.
Sec. 2. No Officer or Director shall receive any compensation for any services rendered this organization with the exception of the Executive Secretary, whose compensation, if any, shall be fixed by the Board of Directors.

ARTICLE X

Duties of Officers and Board of Directors
Sec. 1. The President shall be the Chief Executive Officer of the Club. They shall preside at all meetings, issue all calls for Board meetings and appoint all standing committee. The Immediate Past President shall be the Chairman of the Board of Directors and preside at all Board meetings. If they are no longer a member or incapable of acting, then the President shall be the Chairman of the Board.
Sec. 2. If for any reason, the office of the President shall become vacant, the Vice President shall succeed in office, according to their rank. Should a vacancy occur in the office of Vice President, the Vice President of the next lower rank shall be advanced. In the event of a vacancy of any other office, including that of Third Vice President and Directors, the Board of Directors shall appoint a member to fill the unexpired term.
Sec. 3. If for any reason, the President is unable to perform their duties, the Vice President next in rank shall occupy their position and perform their duties, having the same authority as the President.
Sec. 4. The Recording Secretary shall record all meetings of the Board, keeping accurate minutes.
Sec. 5. There shall be appointed by the Board of Directors, an Executive Secretary whose term of office shall be for one year commencing January 1 of each year. At the first regular Board meeting of the year, it will consider the appointment of the Executive Secretary for the ensuing term of office. Whenever possible, a Club member who possesses the necessary qualifications should be appointed to this position.
The Executive Secretary shall be under the supervision and direction of the Board of Directors and their duties shall be to keep the general Club records, committee appointments, attendance records, classification records, etc. They shall keep a detailed record of Club members’ accounts, prepare and mail all statements of monies due the Club. They shall prepare and distribute a weekly bulletin to all members and associates of items of interest regarding the Club and its members.
 It shall be their duty to process all applications for membership and generally do all within their power to increase the membership of the Club through personal contacts or otherwise.
Sec. 6. The Executive Secretary shall receive all monies and deposit the same in the bank approved by the Board of Directors, and shall pay out only on authority of the Board of Directors. All checks and vouchers must be signed by the Treasurer. They shall prepare and submit quarterly financial reports to the Board of Directors. They shall give bond for the faithful discharge of their duties, in such sum and with such securities as may be required by the Board of Directors. In absence of the Treasurer the Executive Secretary can pay out monies as per above.
Sec. 7. The Vice Presidents succeed or substitute for the President or Senior Vice Presidents in case of absence or vacancy, according to their order of office. They shall, under the direction of the President, oversee the functioning of all committees.
Sec. 8. The Board of Directors shall constitute the Executive Board of the Club, and shall be responsible for the execution, through its officers, of the authorized policies of the Club. All new business of the Club shall first be considered and shaped by the Board of Directors for presentation to the Club members at its regular breakfast meetings.
(a) It shall authorize all expenditures and shall not create any indebtedness beyond the income of the Club, or disburse funds for any purpose not essential to the objects of the Club.
(b) A majority vote of the Board of Directors shall govern, except where otherwise provided. The Board of Directors shall have power to overrule or modify the action of any Officers of the Club.
(c) It shall hold regular meetings, preferably quarterly.
(d) It shall hold special meetings at the call of the President of the Club or by written request of five (5) members of the Club in good standing.
(e) It shall designate a bank or banks for the deposit of the funds of the Club.
(f) It shall receive Committee reports and recommendations.
(g) The Board may employ an Executive Secretary, fix their salary and designate their duties.
Sec. 9. At Club expense both the Executive Secretary and the Treasurer shall obtain surety bonds in favor of the Club for the faithful performance of their duties with regard to the handling, receiving and distribution of all funds belonging to the organization. Either of these Officers may sign checks in distributing funds of the organization and a resolution of the Board of Directors authorizing either of these Officers to disburse funds, shall be forwarded to the depository of the Club.

ARTICLE XI

Meetings
Sec. 1. The Club shall meet regularly on Wednesday of each week at 8:00 o’clock A.M., the place for breakfast to be determined by the Board of Directors.
Sec 2. The regular meetings shall be devoted to the promotion of the actual exchange of business between the embers as well as developing a closer business relationship.

ARTICLE XII

Quorum
Sec. 1. 
(a) A quorum at any regular or special meeting of the Club shall be a majority of the Club’s membership present.
(b) Breakfasts, exchange of business, and fellowship may be held and conducted at any regular or special meeting with the presence of a quorum; no other business may be transacted however, unless a quorum is present.
Sec. 2. A quorum at any Director’s meeting shall be a majority of the elected or qualified Board Members. No business shall be transacted in the absence of a quorum.

ARTICLE XIII

Emblem
Sec. 1. The emblem and colors of this Club shall be determined by the Board of Directors.

ARTICLE XIV

Club Register and Drawings
Sec. 1. 
(a) As a direct aid to a better understanding of the business conducted by our members, there is hereby and established a Club Register.
(b) The Register shall be a loose leaf book, the size, design, etc., to be determined the Board of Directors.
Sec. 2. Each member of the Club shall, in turn, have the Register in their office or their place of business during the time allotted to them; and during said time shall be known as the Register Member.
Sec 3. At the meeting which opens the Register period, the Register Member may address the Club personally, on the subject of their business—- what they do, manufacture, deal in, or sell – the location of their business—the trade territory they cover—the various angles of assistance the Club Members, individually or collectively, can render them, and any other item they see fit to discuss.
Sec. 4. The Register Member shall receive the Club Register at the meeting and shall keep the Register in their place of business or office for the convenience of the Club members visiting their place of business during the designated period of time. Each visiting member and Associate Member shall sign the Register.
Sec. 5. As compensation for visiting the Register Member and for signing the Register, an amount of money shall be paid. The Board shall determine the amount which shall in no event be less than three ($3.00) Dollars. The $3.00 drawing shall accumulate from week to week until claimed by a member both registered and in attendance. Associate Members shall be eligible to take part in such drawings as set in paragraph 2, section 3, of Article III, and shall share only to the extent the member would have shared had his number been drawn.
Sec. 6. This compensation shall be drawn for a each meeting of the Club and those members only who are in attendance and have visited the Register Member during the immediate preceding period and have signed the Register shall be eligible to participate in it .
Sec. 7. The compensation shall be paid from the general funds of the Club.
Sec. 8. The rotation of the Register among the members shall be determined by the Executive Secretary. Its rotation shall be equitable and just, the thought being to have as many members as possible participate.

ARTICLE XV

Parliamentary Practices
Sec. 1. In the absence of rules in this Constitution and By-Laws, the proceedings of this Club’s Board of Director meetings, as well as the Club meetings, shall be conducted in accordance with established Parliamentary procedures.

ARTICLE XVI

Amendments
Sec. 1. This Constitution and By-Laws may be amended at any regular or special meeting of the Club at which there is a quorum, by majority vote of the members present provided the Board has previously favorably considered the merits of the Amendment.
Sec. 2. No Amendments shall be put to vote, unless written notice shall have been mailed to each member of the Club at least two (2) weeks previous to the meeting at which the Amendments are to be voted upon, said notice to state the proposed Amendment.

ARTICLE XVII

By-Laws
Sec. 1. This Club at no time shall endorse or recommend any candidate for political office, nor shall politics or political candidates be discussed at the meetings.
Sec. 2. No Officer of Member of this Club shall use the same for furthering any political ambition nor take part in any movement not in keeping with real purposes and objects of the Club.
Sec. 3. It is understood that most members will in all probability hold membership in various civic and service clubs. Since it would not be financially possible to contribute on an equitable basis to all worthwhile organizations in which members are active, the Breakfast at Eight Club shall refrain from any and all contributions and concentrate its efforts as set out in Article II, Sec. 1.
Sec. 4. The following committees shall be appointed by the President with the advice and counsel of the Board of Directors:
(a) Attendance
(b) Registration
(c) Classification
(d) Entertainment
(e) Membership
(f) Reception
Sec. 5. The President shall be Ex-officio member of all Committees.
Sec. 6. All Committees shall consist of a Chairman and as many members as shall be considered necessary, except the Nomination Committee, per Article VIII, Sec. 2.
Sec. 7. Each Committee, through its Chairman, shall report either verbally or in writing to the Board of Directors at its meetings, and to the Club, on call and as directed by the Chairman of the Board or Club President.
Sec. 8. All problems pertaining to work of the committee shall be turned over to the respective Committees for solution or action by them, as authorized by the Board of Directors.

BREAKFAST AT EIGHT
 COMMITTEE CHAIRMAN RESPONSIBILITIES

Entertainment
It shall be the duty of the Entertainment Chairman to provide the program for the meetings held the SECOND WEDNESDAY of each month. The entertainment should be interesting and timely in order to draw a good attendance at the meeting.
This Chairman shall also have the responsibility to plan and execute either the Spring Party or the Christmas Party, whichever falls during their term as Entertainment Chairman.
The Entertainment Chairman has the authority to select as many members for this committee as deemed necessary to properly fulfill their duties.

Membership
The Membership Chairman has the responsibility to bring new members into the club. In doing this it must be realized that the by-laws limit memberships to classifications available or suitable. It must further be realized that a member, in accordance with the by-laws, shall be a person with POLICY MAKING AUTHORITY or equivalent in the business they represent in his classification in the club. The Membership Chairman should secure from the Executive Secretary the classifications that are already established and open. They should make these classifications and the interest to fill them known to the club membership at its regular meetings.
In carrying out their duties the Membership Chairman has the authority to call upon as many other members of the club to assist them in carrying out their duties and responsibilities as deemed necessary.

Classification
The Classification Chairman shall review all applications for membership as to the availability of the classification under which the new member wishes to be in the club. He/she shall further, to the best of their abilities, investigate the new member as to their character, business, social and community standing and general eligibility in the Breakfast at Eight Clubs.

Registration
The Registration Chairman shall endeavor to increase the weekly registration of the members with the Register Member of the week. They should check with the person having the Register to determine how the registration is going and then assist them in any way to increase the registration by assisting the person with the book in calling non-registered members.

Attendance
The Attendance Chairman is charged with the responsibility to increase the attendance at the weekly and evening meetings. They should secure from the Executive Secretary a list of those members with poor attendance records and contact them regarding attendance.

Reception
The Reception Chairman shall be responsible for reception at all regular breakfast meetings. They may have a committee of as many members to assist them in the obligation. They should solicit for their committee the new members in an effort to get them thoroughly introduced and acquainted with other members.
It is their responsibility to open the badge box before the meeting and to put it away afterwards.
It is their responsibility to be sure ALL MEMBERS & GUESTS SIGN the attendance book at the regular Breakfast meetings and inform the treasurer of the number to sign.