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BYLAWS OF THE RESTON-HERNDON ARTICLE
I. NAME AND GOVERNANCE Section
1. Name.
The name of this organization shall be the Reston-Herndon
Virginia Area Branch of AAUW, hereinafter called the branch. Section
2. Governance.
The AAUW Bylaws shall govern this branch in all practices, and
the bylaws of this branch shall in no way conflict with the AAUW Bylaws.
ARTICLE
II. PURPOSE The purpose of this
branch shall be to further AAUW’s mission to advance equity for women
and girls through advocacy, education, philanthropy and research. The branch shall: a.
Contribute to the growth and advancement of AAUW and its
programs. b.
Participate in the development and promotion of AAUW
policies and programs. c.
Support branch needs and promote positive societal change
in the community. d.
Cooperate in AAUW state and district work. ARTICLE
III. USE OF NAME Section
1. AAUW Policy.
The policies and program
of AAUW shall be binding on all members and the branch, 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. Freedom of Speech.
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 AAUW’s name shall result in action taken in
accordance with AAUW policy. ARTICLE IV.
MEMBERSHIP AND DUES Section 1.
Membership a.
Individuals who meet the criteria for membership as described in
the AAUW Bylaws, Article IV and who have paid dues (national + state +
branch dues) are eligible to be admitted to membership in this branch.
The provisions set forth in this section are the sole requirements of
eligibility and admissibility for membership.
Refusal to admit an eligible person shall result in loss of
recognition of the branch. The
branch member shall be entitled to vote, hold office and participate in
activities and programs and receive the publications distributed to all branch members. d.
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 and state and branch boards of
directors. Student
affiliates shall be entitled to attend branch, state and AAUW meetings
and receive the publications distributed to all members.
Affiliates may not vote nor hold office. Section
2. Dues a. Changes
in branch dues shall be determined at the annual meeting by two-thirds
vote of those present and voting, provided notice has been given to the
members 30 days prior to the meeting. b.
Paid life members of AAUW, as defined in the AAUW Bylaws, are
required to pay branch dues to become members of the branch. c. Fifty-Year Honorary Members of AAUW are
exempt from paying AAUW, state, and
branch dues. d. 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 USA, may attend
branch meetings without vote. e
New
members may join at any time. Dues
are payable upon joining. The
national and state portion of the dues paid by new members for less than
a full year is determined by AAUW and state policy.
The branch board of
directors may set a reduction in branch dues. f.
Payment
of additional dues shall be waived for a transferring member
whose current dues have been paid to another branch. ARTICLE
V. NOMINATIONS AND ELECTIONS
Section 1.
Nominations. a. There shall be a
nominating committee of three members, including a membership
vice-president and two other branch members, one of whom is not
currently on the board of directors.
The nominating committee shall be appointed by the board of
directors. b. Members shall
serve for a maximum of four years consecutively. c. Prior to the
annual meeting, the nominating committee shall meet and draw up a slate
of branch members to run for elected offices that will be vacant in the
next year. Approval must be
obtained from the candidates. d. The names of
the nominees shall be published and sent to every member at least fourteen
days before the annual meeting. e. Nominations
may be made from the floor with the consent of the nominee.
Section
2. Elections a.
All elections shall be held at the annual branch meeting. b.
Elections shall be by secret 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 voting.
ARTICLE
VI. OFFICERS Section
1. Officers a.
The elected officers shall be a president, or official
representative, or co-presidents, vice presidents for membership
and for programs, secretary and treasurer, or secretary/treasurer.
These elected officers form the executive board of the branch. b.
The appointed officers
shall be chairpersons for branch activites.
They shall be appointed by the executive board.
Along with the executive board, these officers form the board of
directors of the branch. c.
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. d.
No member shall be eligible to serve more than two
consecutive terms in the same office. e.
A vacancy in office, excluding the president, or official
representative, or co-presidents, shall be filled for the unexpired term
by the board of directors. A
vacancy in the office of president, or official representative, or
co-presidents shall be filled by the vice presidents in the order
listed. Section
2. Duties a.
Officers shall perform the duties prescribed by these bylaws,
branch policies, and by the current edition of Robert’s Rules of
Order, Newly Revised. b.
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 state. c.
The vice presidents shall perform such duties as the
president and the board shall direct. d.
The secretary shall record and keep minutes of all business
meetings. e.
The treasurer shall be responsible for collecting,
distributing and accounting for the funds of the branch.
The treasurer shall collect dues and properly remit them to AAUW
and state by the specified deadline.
The treasurer shall maintain the membership database on the AAUW
national web site. ARTICLE
VII. BOARD OF DIRECTORS Section
1. Composition.
The board of directors
shall include the elected and appointed officers. Section
2. Administrative
Responsibilities. 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 state. Section
3. Meetings. Meetings
of the board shall be held at least six times per year.
Special meetings may be called by the president and shall be
called upon request of half of the members of the board. Section
4. Quorum.
The quorum of the board shall be a majority of its members. Section
5. Notice
of board meetings shall appear in the newsletter previous to each
meeting. Board meetings are
open to all branch members. Section 6. Voting Between
Meetings. Between
meetings of the branch board, a written or electronic vote of the board
may be taken at the request of the president on any question submitted
to the board in writing provided that every member of the board shall
have the opportunity to vote upon the question submitted.
If a majority shall vote on any question so submitted, the vote
shall be counted and shall have the same effect as if at a board
meeting. The result shall be
in the minutes of the next board meeting. Section 7. Removal From Office.
A
member of the board of directors may be removed for any reason by
two-thirds vote of the board in accordance with policies and procedures
adopted by AAUW. ARTICLE
VIII. EXECUTIVE BOARD
Section 1. Composition.
The executive board shall consist of the elected officers. Section 2. Duties. The executive
board 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 duties as may be delegated to it by the
board. Section 3.
Meetings. Meetings of
the executive board shall be held on the call of the president or by
written request of a majority of its members. Section 4. Quorum. The quorum of
the executive board shall be a majority of the voting members. Section 5. Voting Between Meetings. 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 executive
board shall have an opportunity to vote on the question submitted.
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 board meeting. The
result of the vote shall be recorded in the minutes at the next board
meeting. ARTICLE
IX. MEETINGS Section
1. Membership meetings. There
shall be at least seven general membership meetings each year. Section
2. Annual
Meeting. The general
membership meeting held between February 1st and March 31st
shall be designated the Annual Meeting, with the exact date, time and
place to be determined by the board.
The annual meeting shall be to conduct business including but not
limited electing officers, establishing dues, amending bylaws and giving
directions to the board. Section
3. Meetings Notice.
Prior notice of meetings shall be sent to all members of the
branch. Section
4. The
quorum shall be fifteen percent of the branch members. ARTICLE
X. FINANCIAL ADMINISTRATION Section
1. Fiscal Year.
The fiscal year shall
correspond with that of AAUW and shall begin on July 1. Section
2. Financial Policies.
The board shall set and
maintain policies and procedures to control financial records consistent
with generally accepted accounting principles and federal, state and
local laws including an annual financial review. Section
3. Budget.
The board shall adopt an
annual budget for presentation to the branch. ARTICLE
XI. PROPERTY Section
1. Title. The
title for all 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 severance 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 the consent of
AAUW, except that such property shall not be used for any purposes
contrary to those of AAUW. Section
2. Dissolution of Branch. In
the event of the dissolution of the branch, all assets of the branch
shall be transferred and delivered to an AAUW entity. ARTICLE
XII. LOSS OF RECOGNITION The provisions and
conditions under which a branch may lose recognition are found in the
AAUW Bylaws. ARTICLE
XIII. 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 the state or AAUW. ARTICLE
XIV. INDEMINIFICATION Every board or
committee member may be indemnified by the branch against all expenses
and liabilities, including counsel fees, reasonably incurred or imposed
upon such board or committee members in connection with any threatened,
pending or completed action, suit or proceeding to which the board or
committee member may become involved by reason of being or having been a
member of the board or committee, 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
or committee is entitled. ARTICLE
XV. AMENDMENTS TO THE BYLAWS Section
1. AAUW Mandated Amendments.
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 state law or its articles of incorporation. Section
2. Prior Approval.
All other proposed
amendments to the branch bylaws shall be sent to the state bylaws
committee for approval before the call for the branch vote.
If there is no state structure, approval of amendments to branch
bylaws in those states will be according to procedures established by
the AAUW Governance Committee. Section
3. Branch Vote.
Provisions of these bylaws
not governed by the AAUW Bylaws may be amended at a branch meeting by a
two-thirds vote of those present and voting provided written notice
shall have been sent to the members at least 30 days prior to the
meeting. Date last amended _________________________ |