BYLAWS OF THE AMERICAN
ASSOCIATION OF UNIVERSITY WOMEN
The
name of this organization shall be the American Association of University
Women, Washington Online Branch, hereinafter called the branch.
ARTICLE II. GOVERNMENT
The Bylaws of the American
Association of University Women, hereinafter
called AAUW, shall govern this branch in all
practices. The bylaws of this branch shall in no way conflict with the AAUW
Bylaws.
Every amendment to the bylaws of AAUW shall become effective and binding
on this branch.
ARTICLE III. PURPOSE
The purpose
of AAUW is to advance equity for women and girls through advocacy, education,
philanthropy, and research. The purpose of this branch shall be to unite graduates of different
educational institutions
in order to advance equity, education, intellectual growth, individual worth,
and development of opportunities for women and girls.
The branch shall:
a. contribute to the growth and advancement of AAUW;
b. participate in the development and promotion of AAUW policies and program
through study, action and public policy advocacy in areas related to its purpose,
including community, cultural interests, education, and international
relations;
c. support branch needs and promote positive societal change in the community;
d. cooperate in AAUW state and inter-branch work.
ARTICLE IV. USE OF NAME
Section
1. The
policies and program of AAUW and the state shall be
binding on all members and branches, and no member or branch shall use the name
of AAUW to
oppose such policies or program. Established channels may be used to change a
policy or program.
Section 2. The freedom of speech of the individual member to speak a
personal opinion in the member's own name is not abridged.
Section 3. Violations. Violation of the Use of Name policy shall
result in action taken in accordance with AAUW policy.
Section
1.
Individuals eligible to be admitted to membership are those holding an associate or equivalent, baccalaureate, or higher degree from a qualified educational institution, a
degree from a foreign institution recognized by the International Federation of
University Women (IFUW), or a foreign degree acceptable as a basis for
admission by graduate schools at qualified
universities of the U.S.A. and who have paid dues (Association + state + branch dues) on or before July 1 annually. The
provisions set forth in this section are the sole requirements of eligibility
and admissibility for membership. Refusal to admit an eligible graduate to
branch membership shall result in loss of recognition of a branch. The branch
member shall be entitled to vote, hold office, participate in all branch
activities and programs, and receive the publications distributed to all
members.
Section 2. Paid life members of AAUW, as defined in the AAUW
Bylaws, Article IV Section 3.a. (5) (a), who are
branch members are required to pay annual state and branch dues.
Section 3. Any branch member who has paid AAUW dues for fifty (50) years shall become a Fifty-Year Honor Life Member and shall thereafter be exempt from
payment of AAUW, state and branch dues.
Section
4. An
undergraduate student enrolled in a qualified educational institution shall be eligible for student
affiliation with the branch upon payment of fees established by AAUW, state,
and branch boards of directors. Student affiliates may attend branch, state,
and AAUW meetings and receive the publications distributed to all members.
Affiliates may not vote nor hold office.
ARTICLE VI. FINANCIAL
ADMINISTRATION
Section 1. The fiscal year shall correspond with that of AAUW and
shall begin on July 1.
Section 2. Branch dues shall be
determined annually by the Board of Directors as part of the process of
adopting the branch budget.
Section 3. Dues are payable on or before July 1. After notification of
nonpayment, a member still in arrears after July 31 shall be dropped from membership.
Section 4. Payment of additional dues shall be waived for a transferring
member whose current dues have been paid to another branch.
Section 5. A member of one of the national associations or federations of IFUW, whose current dues have been paid
and who is spending a period of a year or less in the U.S.A., may attend branch
meetings without vote.
Section 6. New members may join at any time. Dues are payable upon joining. The AAUW portion of
dues paid by new members between January 1 and March 15 shall be one-half the
annual AAUW dues. The branch dues will also be one-half the annual dues for
those joining between January 1 and March 15.
The state dues will be as set by the state.
Section 7. The annual budget shall be adopted by the board of directors,
no later than April 1, for distribution
to the branch.
Section 8. The branch board of
directors shall set and maintain policies and procedures to control financial
records consistent with generally accepted accounting principles and federal,
state, and local laws.
Section
9. The branch shall
conduct an annual financial review.
ARTICLE VII. OFFICERS
Section
1. There
shall be officers or
co-officers to fulfill the functions of
administration, program, membership, public policy, finance, and
communications.
Section 2. The elected officers shall be president, vice
president, and secretary/treasurer.
Section 3. The appointed officers shall be communications chair,
advocacy/public policy chair and education/program chair. They shall be
appointed by the Executive Committee.
Section 4. Officers shall serve for a term of two years or until their
successors have been elected or appointed and assume office. The term of each
officer shall begin on July 1.
Section 5. No elected officer shall be eligible to serve more than three consecutive
terms in the same office. No
appointed officer, with the exception of
communications chair, shall be eligible to serve more than three consecutive
terms in the same office.
Section 6. The incoming president may call a meeting of the incoming
officers prior to July 1.
Section 7. A vacancy in office, excluding the president, shall be filled
for the unexpired term by the board of directors. A vacancy in the office of
president shall be filled
by the vice president. If the vice
president is unable to serve, the position will be filled by the
secretary/treasurer.
Section 8.
Two people may share any elected or appointed position, but they shall also share the vote to which the person holding
the office is entitled.
ARTICLE VIII. DUTIES OF
OFFICERS
Section
1. Officers
shall perform the duties prescribed by these bylaws, branch policies, and by
the current edition of Robert's Rules of Order Newly Revised.
Section 2. All officers shall submit an annual written or
electronic report to the president.
Section 3. The president shall be the official spokesperson and
representative for the branch and shall be responsible for submitting such
reports and forms as required by AAUW and the state.
Section 4. The vice president shall serve as membership chair and
perform such other duties as directed.
Section 5. The
secretary/treasurer shall record and keep minutes of all business and special
meetings and shall be responsible for collecting, distributing,
and accounting for the funds of the branch. The secretary/treasurer shall
collect dues and properly remit them to AAUW and the state by the
specified deadline. The treasurer shall send moneys for the AAUW funds
by the specified deadlines and shall keep separate ledgers for each type of
account.
Section 1. There shall be
a nominating committee of 3-5 members, selected as follows: The chair
will be appointed by the president and the remaining members will be elected by
the membership, in a vote which may be conducted by mail or electronic means.
Section 2. Members shall serve a term of one year for a
maximum of 3 consecutive terms.
ARTICLE X. ELECTIONS
Section
1. The
names of the nominees shall be published and sent by mail or electronically to
every member at least 30 days before the annual meeting.
Section 2. Nominations may be made from the floor with the consent of
the nominee. Nominations may also be
submitted in writing or electronically, with the consent of the person being
nominated, within 10 days of the announcement of the recommendations from the
nominating committee.
Section 3. All elections shall be held at the annual meeting, but
provision will be made for voting by mail and/or by electronic means.
Section 4. Elections shall be by ballot unless there is only one nominee
for a given office, when a voice vote may be taken. Election shall be by a majority vote of those
present, in person or electronically, and voting, plus those submitting votes
by mail.
ARTICLE XI. ROTATION OF OFFICERS
Section
1. The elected officers shall be elected in even-numbered years.
Section 2. The appointed officers shall
begin their terms as designated by the Executive Committee.
ARTICLE XII. BOARD OF DIRECTORS
Section
1. The
board of directors shall include the elected officers and the appointed
officers of the branch: President, Vice President, Secretary/Treasurer,
Communications Chair, Education/Program Chair and Advocacy/Public Policy
Chair. In the event two people share an
office, they shall also share the vote to which the person holding the office
is entitled.
Section 2. The board shall have the general power to administer the
affairs of the branch, including but not limited to establishing policies and
procedures to control financial records.
It shall accept responsibility delegated by AAUW and the state.
Section 3. Meetings of the board shall be held at least four times per
year. Special board meetings may be called by the president and shall be
called upon the request of three voting members of the board.
Meetings may be conducted in person, by conference call, or by any
electronic means which allow participation by all board members wishing to be
part of the meeting. If the meeting is
in person, an effort will be made to allow electronic participation by those
not physically present.
Section 4. A written, conference call or
electronic vote may be taken at the request of the president on any question
submitted to all voting members of the board provided that every voting member
shall have an opportunity to vote on the question submitted. Voting will close
by a specified time. The votes shall be returned to the secretary. If a majority shall vote on a question so submitted,
the votes shall be counted and shall have the same effect as if cast at a board
meeting. The result of the vote shall be recorded in the minutes of the next
board meeting.
Section 5. The quorum of the board shall be a majority of its voting
members. Co-officers shall be considered as one voting member of the board.
ARTICLE XIII. EXECUTIVE COMMITTEE
Section 1.
The executive
committee shall consist of the elected officers. If any elected office is shared by two
people, both will be considered members of the executive committee, but they
will have one shared vote and count as one person for purposes of a quorum.
Section
2. The executive committee shall have the power to act for
the board between meetings of the board and shall report to the board on all
actions taken by it. It shall perform such other duties as may be
delegated to it by the board.
Section
3. Meetings of the executive committee shall be held on the
call of the president or by written request of two of its members. Meetings may be held in person or by
electronic means.
Section 4. A written, conference call
or electronic vote may be taken at the request of the president on any question
submitted to all voting members of the executive committee provided that every
voting member of the committee shall have an opportunity to vote on the
question submitted. Voting will close by a specified time. The votes shall be
returned to the secretary. If a majority
shall vote on a question so submitted, the votes shall be counted and shall
have the same effect as if cast at an executive committee meeting. The result
of the vote shall be recorded in the minutes of the next executive committee
meeting.
Section 5.
The quorum of the executive committee shall be a majority of its voting members.
Co-officers shall be considered as one voting member.
ARTICLE XIV.
MEETINGS
Section 1. There shall be at least two general
membership meetings each year. Provision will be made for electronic
participation in the business portion of the meetings.
Section 2. The general membership meeting held between January 1 and May
1 shall be designated the annual meeting, the exact date, time and place to be
determined by the board.
Section 3. The annual meeting shall be to conduct business including but
not limited to receiving reports, reviewing
the budget and the financial report, electing
officers, amending bylaws, and giving directions to the board.
Section 4. Special meetings may be called
by the president or shall be called by the president on the written request of
25% of the voting members of the board of directors or 25% of the branch
membership.
Section
5. The
quorum shall be 20% of the branch membership, attending in person or by
electronic means.
ARTICLE XV. COMMITTEES
Section
1.
Standing committees shall be education/program, membership, advocacy/public policy,
finance, bylaws, and communications.
Section 2. Standing committee chairs, except
those provided for by election, shall be appointed by the president with the
consent of the executive committee.
Section 3. Standing committee members shall be
appointed by the committee chair with the consent of the president.
Section
4.
Special committees and/or
task forces may be appointed by the president with
the consent of the board.
ARTICLE XVI. CONVENTIONS
Delegates
and alternates to state conventions, as described in state bylaws, shall be
elected by the branch and certified by the president. All members now have a vote on
national AAUW business (elections, adoption of the Public Policy Program and
resolutions, and amendments to the AAUW Bylaws). There will no longer be a
delegate system for national AAUW meetings.
Section
1. The
title for all property, funds and assets of the branch, whether incorporated or
not, shall at all times be vested in the branch for the joint use of members,
and no member or group of members shall have any severable right to all or any
part of such property. The branch shall have complete control over the
acquisition, administration and disposition of its property without consent of AAUW, except
that such property shall not be used for any purposes contrary to those of AAUW.
Section 2. In the event of the dissolution of the branch, all assets of
the branch shall be transferred and delivered to an AAUW entity.
ARTICLE XVIII. FORFEITURE
OF BRANCH STATUS
Article
XI Section 3 of the AAUW Bylaws contains the provisions
and conditions under which a branch may be discontinued.
ARTICLE XIX. PARLIAMENTARY AUTHORITY
The
rules contained in the current edition of Robert's Rules of Order Newly Revised
shall govern this branch in all instances in which they are applicable and in
which they are not inconsistent with these bylaws or those of AAUW or the
state.
ARTICLE XX. INDEMNIFICATION
Every
member of the board may be indemnified by the branch against all expenses and
liabilities, including counsel fees, reasonably incurred or imposed upon such
members of the board in connection with any threatened, pending or completed
action, suit or proceeding to which the board member may become involved by
reason of being or having been a member of the branch board, or any settlement
thereof, unless adjudged therein to be liable for negligence or misconduct in
the performance of duties. In the event
of a settlement the indemnification herein shall apply only when the branch
board approves such settlement and reimbursement as being in the best interest
of the branch. The foregoing right of
indemnification shall be in addition to and not exclusive of all other rights
to which the member of the board is entitled.
ARTICLE XXI. AMENDMENTS TO THE BYLAWS
Section
1.
Amendments required by AAUW to bring branch bylaws into conformity shall not require a
vote of the branch members, except that an incorporated branch shall take the
necessary steps required by its articles of
incorporation.
Section 2. Prior to being voted on, all other proposed amendments
to the branch bylaws shall be sent to the state bylaws chair for approval.
Section
3. Provisions
of these bylaws not governed by AAUW Bylaws may be amended by a
two-thirds vote of those present and voting, in person or electronically, at a
general membership meeting provided written or electronic notice shall have
been given to every member at least 30 days prior to the meeting.
ARTICLE XXII. SUSPENSION OF
MEMBERSHIP
Any
member who engages in any of the conduct listed below may be suspended or
expelled from membership in the branch by a 3/4 vote of the Board of
Directors. The decision of the board to
expel a member may be appealed to the membership within 30 days. A 3/4 vote of the membership is required to
overturn a decision of the board to suspend or expel a member.
a. Violation of Article IV
“Use of Name”
b. Harassment or defamation
of another AAUW member
c. Any illegal activity
involving branch funds, property, meeting locations, members, guests or
invitees
d. Any conduct which significantly damages the ability of
the branch to serve its mission, including repeated and willful violation of
netiquette policies adopted by the board.
First
adopted:______April 27, 2008___ (date)
Last
amended: _October 8, 2009__ (date) by Judy Rogers