BYLAWS OF THE ANN ARBOR BRANCH OF
THE AAUW
APRIL 20, 2010 (Approved)
ARTICLE I. NAME AND GOVERNANCE
Section 1. Name. The name of this organization shall be the American
Association of University Women, Ann Arbor, Michigan Branch, Inc. hereinafter
called the branch.
Section 2. Governance.
The AAUW Bylaws shall govern this branch in all practices,
and the bylaws of this organization 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.
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 of
the 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.
Violations 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 in this branch. The provisions set forth in this section are
the sole requirement 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
publication distributed to all branch members.
b. A member-at-large (MAL) of AAUW may become a member of the
branch upon payment of branch and state dues.
c.
A member may be suspended or dropped from membership for any conduct that tends
to injure AAUW or to affect adversely its reputation, or that is contrary to or
destructive of its mission according to AAUW policies and procedures.
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 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. 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.
e. Payment of additional dues shall be waived for a
transferring member whose current dues have been paid to another branch.
ARTICLE V. 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
VI. BOARD OF DIRECTORS AND
EXECUTIVE COMMITTEE
Section 1. Board of Directors
a. Membership. The board of directors shall be composed of
the elected officers: president,
president-elect, vice president for membership, vice president for program, finance treasurer, dues
treasurer, recording secretary, corresponding secretary, and the immediate past
president. A minimum of six additional directors shall be appointed by the
president, subject to approval by the executive committee. These appointed
directors shall include chairs of standing committees and such others as are
deemed necessary by the executive committee.
b. Duties. The board of directors shall:
(1) carry on the business of the branch in conformity with the policies
and program of the AAUW;
(2) have the general power to administer the affairs of the branch
between branch
business meetings and shall report its actions to the branch;
(3) be subject to the orders of the
branch and none of its actions shall conflict with
action taken by the branch;
(4) submit
a budget to the membership thirty (30) days prior to the April branch
meeting;
(5) recommend to the branch the
establishment of additional standing committees;
(6) establish special committees;
(7) make such rules and regulations as are necessary for interest
groups, provided such rules do not
conflict with these bylaws;
(8) approve recommendations of the nominating committee to fill
vacancies of
offices that may occur prior to the end of the term of office
c. Meetings of the board
shall be held monthly from September through May, inclusive, and special meetings may be called at any
time by the president or upon written request of five (5) members of the board of
directors.
d. Quorum. A majority
of the members of the board of directors shall constitute a quorum.
e. Expedited Decisions: When timely decisions are required,
e-mail or conference call shall be an
acceptable meeting alternative. Decisions shall be recorded in the minutes of the
next regularly scheduled board meeting.
Section 2. The Executive Committee
a. Membership. The executive committee shall be composed of
the elected officers of the
branch and the immediate past president.
b. Duties. The executive committee shall:
(1) have emergency power to act for the board of directors
between meetings of the board;
(2) provide for such oversight and
control of funds as are necessary to assure their safekeeping and complete
accounting;
(3) perform such duties as the
board may deem necessary.
c. Meetings of the executive committee shall be held at
the call of the president or four members of the
executive committee. The incoming president may call a meeting of the executive
committee prior to July 1 for the purpose of approving appointments and making plans for
the coming year.
d. Quorum. A majority of the members of the executive
committee shall constitute a quorum.
e. Expedited Decisions:
When timely decisions are required, e-mail or conference call shall be an acceptable meeting
alternative. Decisions shall be recorded in the minutes of the next regularly scheduled
board meeting.
ARTICLE VII.
OFFICERS
Section 1.
Elected officers. There shall be a
president, president-elect, vice presidents, secretaries, and treasurers of the
branch. Only members of the branch shall
be elected officers. Each office may be filled by an officer or co-officer.
Co-officers shall be considered as one voting member of the board.
Section 2.
Officers. Officers shall
have been members of the branch for a minimum of one year. The president-elect shall have
been a member of the board for a minimum of one year.
Section 3.
Vacancies. A vacancy in office, excluding the president, shall be
filled for the unexpired term by vote of the board of
directors. The board shall vote upon the candidate recommended by the
nominating committee. A vacancy
in the office of president shall be filled by the president-elect, vice
president for membership, vice president for program, in the order listed. Section 4. Tenure.
a. Officers shall take office on July 1, except
the dues treasurer, who shall
assume duties immediately following the election. All officers
except president and president-elect shall serve a term of two years or until
their
successors are elected and assume office. No officer shall serve
more than two
(2) consecutive terms.
b. The
president shall serve not more than a one-year term as president, but may
be eligible for this office again in the future.
c. The president-elect shall serve not more than a one-year term in that
office. Upon conclusion of a one-year term of
office, the president-elect shall automatically, without
election, assume the office of president and serve therein not more than a one year term.
d. Serving in any office for more
than one half term shall be considered as a term for purposes of re-election.
Section 5. Duties.
Officers’ duties are included in branch policies and
job descriptions.
ARTICLE VIII. COMMITTEES Section 1. Standing Committees. Standing Committees shall be established as deemed necessary by the board of directors to carry out the work of the branch. Section 2. Special Committees. There shall be such special committees as
deemed necessary by the board of
directors.
Section 3. Committee Chairs or Co-chairs. The chairs or co-chairs of all committees, except the nominating committee, shall be
appointed by the president with the approval of the executive committee.
Section 4. Composition and function of committee chairs
and co-chairs are included in branch policies and job
descriptions.
ARTICLE IX. NOMINATIONS AND
ELECTIONSSection 1.
Nominationsa. The nominating committee
consists of seven members, two to be elected each year for a two-year term at the annual
meeting, and three members recommended by the president and appointed
by the board of directors not later than its November board meeting.
Appointed members serve for a one-year term. The nominating committee shall choose its own
chair.
b. The nominating committee shall
present a slate of nominees, in writing, to the membership,
at least thirty (30) days prior to the election. Nominations may be made
from the floor at the time of election, providing the written consent of the
nominee is obtained.
c. Slate: (1) The president-elect, vice
president for membership, corresponding secretary, recording secretary,
and two members of the nominating committee shall be elected in
even numbered years. (2) The
president-elect, vice president for program, finance treasurer, dues treasurer, and two members of the
nominating committee shall be elected in odd numbered years.Section 2. Elections.
a. The
election shall be held at the annual meeting of the branch, unless otherwise authorized by the branch board of directors.
b.
Voting shall be by ballot and a majority of the votes cast shall be
necessary for election. In cases where there is only one nominee
for
office, the vote may be taken by voice.
ARTICLE X.
BRANCH MEETINGS AND QUORUM
Section 1. Meetings.
a. Branch meetings shall be held each month from
September through May.
b.
Special meetings may be called by the president, or by five (5) members
of
the board of directors, two (2) of whom shall be elected officers. Notice of the
time, place, and business to be brought before the meeting shall be sent
by the secretary to the members in writing at least ten (10) days in
advance. Only
business for which notice has been given shall be transacted.
c. The annual meeting shall be the branch meeting held during the month
of April and shall be for the purpose of electing
officers and for such other business as may properly arise.
Section 2. Quorum. A number equal to ten percent
(10%) of the branch membership shall constitute a quorum for the
transaction of business.
ARTICLE XI.
GROUPSIn accordance
with the policies of AAUW, interest
groups may be established. All group meetings may be attended by any member of
the branch.
ARTICLE
XII. 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 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 XIII. CONVENTIONS
Delegates and
alternates to the state conventions, as described in state bylaws, shall be elected by the
branch and certified by the president.
ARTICLE XIV. LOSS OF RECOGNITION
The provisions and
conditions under which a branch may lose recognition are found in the AAUW
Bylaws.
ARTICLE XV.
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 those of the state.
ARTICLE XVI. 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 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 XVII. 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 to
vote. If there is not 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 AAUW Bylaws and state Bylaws may be amended at a branch meeting by
a two-thirds vote of those present and voting, provided written notice shall
have been given to every member at least 30 days prior to the meeting.
GENERAL POLICIES
AAUW Ann
Arbor Branch
1. Board members are expected to attend board
and branch meetings.
2. If a board member is unable to attend a board
meeting, the president should be notified ahead of time.
3. If a board member finds it necessary to
resign, the president should receive a copy of the resignation in writing.
4. The president should be informed regarding
the content of any written or oral communications pertaining to AAUW with
agencies outside of AAUW.
5. Reports to the State and AAUW should be sent
ON TIME with a copy going to the branch president. These reports are prepared by such board
members as President, Dues Treasurer, Educational Opportunities Chair [AAUW
Funds Chair-2011]. Detail is found in their job descriptions.
6. Publicity should be planned with the
Communications chair, other than book sale publicity, which is planned with the
Book Sale chairs. The president should
receive a copy of each news release, other than program and branch meetings, in
print format; or it may be read over the phone, sent by e-mail or fax before it
goes to the newspaper or other media.
7. There should be at least two AAUW members at
any media interview pertaining to AAUW.
8. There shall be no notice in the Bulletin for
special or commercial interests of members.
However, individual accomplishments may be acknowledged.
9. No flowers or memorial contributions are sent
by the Branch. The corresponding
secretary shall write the immediate family on the death of an AAUW member and
shall write an AAUW member on the death of a family member.
10. The Program
Committee may request a budget for the year from which a speaker may receive a
fee or honorarium, and reimbursement for program expenses may be
considered. If branch member[s] volunteer or are requested
to provide a branch program, any anticipated expenses should be discussed and
the question of reimbursement agreed upon with the Program Vice-President.
11. Branch
meetings are open. A person eligible
for AAUW membership may visit one branch and one study group meeting. House guests of members may attend branch or
Interest group meetings. (Note: this statement also appears in the
Interest group policy)
12. Any Interest Group may come to the Board to
request funds for a special project, program, or activity.
13. If a member
or group wishes to recommend and/or take action on a specific piece of
legislation, the Public Policy chair should be consulted. Proposals for new legislation arising from
study in a group should be made to the Public Policy chair.
14. Interest Groups exist at the discretion of
the branch. In accordance with the
policies of the branch, additional groups, and clearance of meeting days, may
be organized with the assistance of the president-elect.
15. No other meetings shall be held or scheduled
at the same time as the branch meeting.
16. The demonstration and/or
for-profit sale of anything at AAUW meetings, branch or group, is not permitted
without prior approval by the branch board.
It is recommended that the entire profit from such sales be for an
approved AAUW project. Those advertisers/sponsors who are in our Sponsor’s Directory are invited
to display their products and services and to talk to potential customers at
the branch’s monthly evening meetings, and may retain the proceeds from their
sales.
17. The branch directory and/or mailing list are
not provided to other organizations without the specific approval of the branch
board. (Note: this statement also occurs in the Guidelines
for Coalitions.)
18. In keeping with AAUW policy,
the branch does not make financial contributions to other organizations without
specific board approval.
19.
Appointed
Directors and Committees
a.
The
appointed directors of the branch shall be standing committee chairs, or
co-chairs {who will have 1 vote between them}, and may include, AAUW Funds,
Book Sale, Bulletin, College & University Relations, Communications,
Computer Support, Directory, Educational Opportunities, Fund Raising,
Historian, Mission & Issues, Nominations, Policy & Bylaws, Public
Policy, Social, Website, and such other directors as shall be deemed necessary
to carry on the work of the branch.
b.
The
appointed directors shall be appointed by the incoming
President[President-Elect], with the approval of the executive board. Appointed
Directors may be removed by the President, with the approval of the executive
board.
c.
No chair
or co-chair shall be appointed to the same position for more than one term[each
term is 2 years]. Exceptions may be made in special cases, with the approval of
the executive board.
d.
Standing
committees shall be established by the board of directors as deemed necessary.
Standing committees may include AAUW Funds, Educational Opportunities, Public
Policy, Membership, Program, Finance, Social, Public Relations, Book Sale,
Policies & Bylaws, College & University, Mission & Issues, Web
Site.
e.
Appointed
directors, chairs and co-chairs shall serve as channels of communication in
their respective fields with the branch board, state, AAUW chairs, and shall
make such reports as they request. End-of-the-year-reports by appointed
directors, chairs and co-chairs will be filed with the branch president, as
requested.
f.
The
Nominating committee will identify potential Book Sale co-chair[s] and may
identify and suggest candidates for any other appointed position.
20. Mission
& Issues: Implementation and action on current AAUW program issues and
outreach projects shall be the responsibility of Mission & Issues in
co-operation with the Program Vice-President and the Executive Board.
Revised November, 2010
Policies may be changed by a
majority vote of the Board members present and voting.
FINANCIAL POLICIES
AAUW Ann Arbor Branch
1. All bills will be submitted to
the finance treasurer with a completed form and receipt within 30 days of the
date incurred. Signatures for the dues
and finance treasurers and the branch president will be on record at the bank.
Two signatures are required for checks over $500.
2. All bills for the program year must be submitted by June 15 so they
can be paid before the June 30 end of the fiscal year.
3. Bills for the Used Book Sale and for special events: e.g.
luncheons, fundraisers, etc., will be approved first by the chair of the event.
4. All monies collected for special events must be turned over to the
treasurer promptly for deposit.
5. Before a fundraising event or project is undertaken, the board will
designate how the proceeds will be used.
6. In the case of projects involving the sale of merchandise over periods
of months or years, the chair will keep current, detailed records and be
prepared to present a project status report when so requested by the board.
7. Funding for attendance at AAUW events.
A.
Each year an amount will be budgeted for conventions
and other AAUW events at state and AAUW levels. Records will be kept,
separate from operating funds. Any surplus funds not used in the current fiscal
year shall be carried over and added to the allocation for the following year.
B. Convention expenses will be decided annually, prior to
the event, and approved by the board for defraying expenses
incurred, for the following
- President and President-Elect for all district, state and AAUW events,
except for the AAUW Convention: then only the incoming President and
President-elect.
- Board members and committee chairs who attend relevant workshops
C. In the event that
either the Incoming President or President-Elect is unable to attend the AAUW Convention or if both are unable
to attend, the Executive Board shall select and defray expenses for their
replacements.
8. The AAUW Ann Arbor Branch
President and President-Elect, in concert with the AAUW Funds Chair, Book Sale Chair{s}, Finance Treasurer,
and Mary Markley Chair, will organize and implement all scholarship
disbursements with board approval. All decisions must be implemented
according to state and AAUW deadlines. Book Sale funds shall be disbursed to
organizations having 501(c) 3 classification of non-profit funds. Any change in
the policy must be submitted to the board for approval prior to May 1. This is to enable the Book Sale committee to
accurately advertise the sale as a scholarship fund event.
There is a precedent for disbursing funds to:
a) AAUW Funds: at least 50% of the
Book Sale profit will be sent to the Educational Opportunities Funds and/or to
the Eleanor Roosevelt Fund. The EF Chair [AAUW Funds chair-2011] will organize
a committee to select Named Gift Honorees.
(See
Named Gift Award below).
b) Mary Markley Scholarship at the University of
Michigan endowment fund.
c).
Center for the Education of Women (CEW) at the University of Michigan scholarship(s)
d)
Washtenaw Community College(WCC)
e)
Eastern Michigan University (EMU)
f) Graduating
public high school senior women in our Ann Arbor/Ypsilanti school districts:
Tuition awards are made directly to WCC. Counselors
and/or principals are consulted in these choices.
Named Gift Award: Money is given to AAUW Funds. The branch names
up to three honorees each year. These recognition awards are given to branch
members who have done outstanding work.
No individual shall receive any named gift award more than once. No more than two honorees are chosen as Named
Gift Honorees for the AAUW Funds. They are presented at the December
luncheon. One honoree is named for the
Eleanor Roosevelt Fund. It is awarded to a member who has made personal
contributions in the field of education and is presented at the May luncheon.
9. Any non-budget
expense in excess of $50 must be approved by the executive board.
Revised October,
2010
Policies
may be changed by a majority vote of board members present and voting.
EMAIL LIST
POLICIES
AAUW Ann Arbor
Branch
1. The purpose of the
Email list at aauwaabranch@umich.edu
is to provide a timely and easily accessed means to communicate official Branch
business or issues clearly related to the AAUW Mission. Significant events in members’ lives, such as
marriage, serious illness or death, are also appropriate for the Email
List. The branch President and
Corresponding Secretary have the responsibility to send out these types of messages
to the membership in a timely manner. An additional Board Email List, for Board
members only, has been installed at aauwaaboard@umich.edu.
2. All messages will
have a subject heading starting with AAUW followed by a brief and specific
summary of the message contents. Examples of
appropriate subject headings are: AAUW
State Conference, Nov. 15; AAUW
Luncheon Reservations Due.
3. Any member who has
a question about the appropriateness of a message she wants to send may ask the
Computer Support Chairperson to review it.
4. Any member
participating in the Email List will be able to send a message directly, which
reaches all other participating members.
It will not be screened by anyone prior to viewing. Members are reminded that information sent
via the Email List is available to all members having access to these emails
and should be considered as widely published.
5. Interest groups should form their own e-mail
group lists for providing interest group information. The interest group chair should be certain
that any interest group message she sends via Message Board/Email List is of
interest to the entire branch.
6. Replies to messages should be sent directly
to the sender only, unless they are considered to be of interest to the entire
group.
7. It is
inappropriate for non-branch members to send email via the Email List program.
8. All changes to the
Email List should be sent to the Dues Treasurer.
9. Members who wish to report social news (marriages,
births, deaths, awards and honors of members, events for members, etc) may send
a brief note to the President or Corresponding Secretary. Appropriate messages
will be sent in a timely manner by these 2 officers.
10. The Computer
Support Chairperson will add new members, who have e-mail addresses, to the
Email List group. A copy of the Email
List policies is posted on the branch website: www.aauwaa.org/
11. These guidelines
will be published in an AAUW Branch Bulletin, as needed. Changes in policy will also be published in
the Bulletin.
Revised December, 2010
Policies may be
changed by a majority vote of the Board members present and voting.
INTEREST GROUP POLICIESAAUW Ann Arbor Branch 1. Groups must accept
responsibility for branch activities and promote the welfare of the
branch. At each group meeting, time
should be scheduled (preferably at the beginning) to give announcements of branch
activities. Upon request, groups will be
responsible for assisting the social chairs at designated branch meetings.
2. A copy of the year’s hostess schedule, and
membership list with contact information is to be sent to the
President-Elect by November 1. The President-Elect and the Bulletin Calendar
Editor should be notified of changed or re-scheduled meeting dates.
3. Groups are
encouraged to use AAUW members as speakers.
Groups are expected to follow
the present branch policy of not paying speakers.
4. Each group chair shall keep complete records
of the year’s activities, to be turned over to the incoming chair. The chair shall maintain communication with
the group regarding scheduled activities and speakers. The group chair will
send an annual report, directory information, and the name of the incoming
chair to the President-Elect by May 15
5. Any person eligible for AAUW membership may
be taken to one group meeting as well as to one branch meeting. House guests are welcome at branch or group
meetings. [Same as # 11 in General Policies]
6. Group membership is open to any branch
member. Some groups, by their nature, must be limited
in size. Additional groups on the same
subject may be formed if there is enough interest.
7. Branch members may visit any group meeting after first
contacting the chair or hostess before that meeting. The President-Elect is encouraged to attend one
meeting of each group during the year and would appreciate being invited if a
special event is occurring.
8. Groups
may have members who are not eligible for AAUW membership. These individuals pay local dues for the privilege
of participating, and may attend branch meetings
but may not vote or serve on committees. Anyone eligible for AAUW membership must pay
all branch dues. 9. Women’s Diversity Network of Ann Arbor Area
[WDNAAA] is an independent women’s group as well as an AAUW branch interest
group. Group membership and leadership is open to AAUW members as well as other
women and women’s groups. In its role as an outreach group, the WDNAAA is a
part of the Mission & Issues committee.
10. Group chairs should consult the
President-Elect on any matter of policy or practice before the group takes any
action, which might affect the branch. Changes to the established meeting
calendar must be cleared with the President-Elect.
11. A small fee
may be voted by the group members to cover the cost of materials: this fee
should be reviewed each year by the group.
Revised November 2010
Policies may be changed by a
majority vote of the Board members present and voting.
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