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Mountain
Lakes, NJ Area Branch
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Bylaws
(Revised 1993; 2005; 2009 AAUW-NJ Approval
pending)
ARTICLE
I: NAME AND GOVERNANCE
Section 1. Name. The name of
this organization shall be the Mountain Lakes, New Jersey, Area Branch
("Branch") of AAUW.
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 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 or 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. 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 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 AAUW-NJ 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
Section 2. Dues
a.
Changes
in branch dues shall be determined at the annual meeting by two-thirds vote
of those present voting, provided notice has been given to the members 14
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, AAUW-NJ, 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
AAUW-NJ portion of the dues paid by new members for less than a full year is
determined by AAUW and AAUW-NJ policy. The branch board of directors may set
a reduction in branch dues.
f. Payment
of additional dues shall be waived for transferring members whose current
dues have been paid to another branch
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ARTICLE V: OFFICERS
Section 1. Elected Officers. The officers shall be President, Membership
Vice President, Programs Vice President, Community Vice President,
Communications Vice President, Secretary, and Treasurer. The general
membership shall have the option to elect Co-Presidents.
Section 2. Elections. Elections shall take place at the April meeting
of the Branch. Nominations may be made from the floor, provided the nominee
is a member in good standing and the consent of the nominee has been obtained
in advance. Officers shall be elected by a majority vote of those members
present.
Section 3. Terms. Each officer shall serve a term of two years
or until her successor takes office. Installation shall take place at the May
annual meeting and officers shall take office after installation, except the
Treasurer, who shall take office on July 1. The Membership Vice President,
the Community Vice President, and the Secretary shall be elected in
even-numbered years. The President, the Programs Vice President, the
Communications Vice President, and the Treasurer shall be elected in
odd-numbered years.
Section 4. Duties. Officers shall perform the duties prescribed by
these Bylaws, Branch policies, and Robert's Rules of Order, Newly Revised. They
shall perform any other duties assigned by the President or the Board.
A. President. The President shall have the usual executive powers of
supervision and management pertaining to the office, and such other powers
and duties designated by the Board of Directors, and shall: 1) preside at the
meetings of the Branch and Board; 2) in consultation with the Vice
Presidents, appoint as follows: directors of Public Policy and Enrichment
Activities; Educational Foundation Liaison; chairs and members of committees;
and other persons as may be deemed necessary to carry on the work of the
Branch; 3) in consultation with the Enrichment Activities Director, appoint
leaders of the Enrichment Activities; 4) be a member of the Budget Committee
and an ex officio member of all other committees except the Nominating
Committee; 5) sign or endorse checks, drafts, and notes in the absence or
disability of the Treasurer; 6) represent the branch in activities of the
Association and the State; 7) be responsible for matters required by the
Association and State; and 8) execute, with the Secretary, all legal
documents of the Branch, when so authorized by the Board.
B. Membership Vice President. The Membership Vice President shall
perform duties related to membership. Under her supervision shall be the Membership
Committee and such other committees and positions as may be assigned to her
by the Board. She shall also serve in the President's absence and, until the
next elections, assume the office of President in the event of a vacancy in
that office.
C. Programs Vice President. The Programs Vice President shall be
responsible for the programs for Branch meetings and social events. Under her
supervision shall be the Programs Committee, the Social Committee, and such
other committees and positions as may be assigned to her by the Board.
D. Community Vice President. The Community Vice President shall be the
link between the Branch and its activities which impact upon the community.
Under her supervison shall be the Public Policy Director, the Scholarship Committee,
the Fundraising Committee, the Educational Foundation Liaison, and such other
committees and positions as may be assigned to her by the Board.
E. Communications Vice President. The Communications Vice President
shall be responsible for communications within and outside the Branch. Under
her supervision shall be such committees and positions as may be assigned to
her by the Board.
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ARTICLE VI: BOARD OF
DIRECTORS AND EXECUTIVE COMMITTEE
Section 1. Board of Directors.
A. Composition. The Board shall be composed of the elected
officers and the following appointed directors: Enrichment Activities
Director; Public Policy Director; and chairs of Membership, Programs, Social,
Scholarship, and Fundraising standing committees. The Immediate Past
President and any Branch members who are members of the State or Association
Boards of Directors shall be courtesy members without vote.
B. Terms. Members of the Board shall serve terms of two years or until
the successors have been elected or appointed. Terms commence after the May
annual meeting, with the exception of the Treasurer. (See also Article V, Sec. 3.)
C. Duties. In accordance with these Bylaws, the Board shall have the
general power to administer the affairs of the Branch and to carry out its
programs and policies and shall act for the Branch between meetings. Duties
include, but are not limited to: 1) managing and supervising the business and
activities of the Branch, subject to instructions from the annual meeting; 2)
accepting responsibility for matters required by the Association and the
State; 3) recommending to the membership additional standing committees or
changes in standing committees; 4) authorizing special committees, enrichment
activity groups, and such positions as may be deemed necessary to carry on
the work of the Branch; 5) ratifying the President's appointments for
vacancies left by elected members whose terms have not expired; 6) reviewing
and approving the proposed budget before presentation to the membership; 7)
recommending the amount of Branch dues to the membership; 8) participating in
the Interbranch Council; and 9) performing any other such duties as specified
in these Bylaws.
D. Meetings. The Board shall meet at least eight times each year.
Additional meetings may be called by the President or four Board members.
Section 2. The Executive Committee. The Executive Committee shall
consist of the elected officers. It may act in the interim between meetings,
shall exercise such power and authority as may be delegated to it by the
Board, and shall report to the Board on all actions taken by it.
Section 3. Quorum. In both bodies, a quorum shall consist of a
majority of the members.
ARTICLE VII: COMMITTEES AND
ENRICHMENT ACTIVITIES
Section 1. Standing Committees
A. Mandated Standing
Committees. These committees include Membership Programs, Social,
Scholarship, and Fundraising.
B. Other Standing Committees. The Board may recommend to the
membership the creation of additional standing committees. The Board may also
recommend disbanding standing committees except for the mandated standing
committees.
C. Membership and Terms. A standing committee shall have one or more
members who are appointed by the President in consultation with the Vice
Presidents. With the exception of the Scholarship Committee, committee chairs
and members shall serve a term of two years, concurrent with the terms of the
Vice Presidents to whom they report.
Section 2. Special (Ad Hoc) Committees
A. Budget Committee. The
Budget Committee shall be composed of the President, the Treasurer and two
members appointed annually by the President before February 1. One of these
two shall serve as chair. The Treasurer shall not serve as chair. The
committee shall prepare a proposed budget for the following year and submit
it to the Board before April 1, unless the Board directs otherwise.
B. Nominating Committee. The Nominating Committee shall be composed of
five members. Annually, at least three months prior to the elections of
officers, the President shall appoint the chair, usually a member of the
previous committee, and two members of the Board to serve on the committee.
Two members shall be elected by the membership. The Nominating Committee
shall prepare a slate of officers. They shall report to the members of the
Branch at least two weeks before the elections and present the slate at the
April Branch meeting.
C. Additional Special Committees. Additional special committees may be
authorized by the Board for specific tasks of limited duration. Chairs and
members shall be appointed by the President in consultation with the Vice
Presidents. Special committees may include Bylaws and Audit Committees.
Section 3. Committee Reports. The functions, procedures, and
accomplishments of committees shall be described in annual committee reports
that shall be submitted to the Vice Presidents and the President.
Section 4. Enrichment Activity Groups. Enrichment activity groups may
be authorized by the Board for study, service, development of opportunities,
education, and other interests of the members that conform to the purpose of
the Branch. The liaison between the groups and the Board shall be the
Enrichment Activities Director. She shall be appointed by the President for a
two-year term.
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ARTICLE VIII: FINANCIAL ADMINISTRATION
Section 1. Fiscal Year. The fiscal year shall correspond to that of
AAUW and shall begin on July 1.
Section 2. Financial Policies. The
board shall set and maintain policies and procedures o 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 IX: BRANCH MEETINGS
Section 1. Branch Meetings. There shall be at least seven meetings of
Branch members each year. Said meetings may be program meetings, business
meetings, or a combination of both.
Section 2. Annual Meeting.
An annual meeting of the Branch shall be held during the month of May. The
purpose shall be to install officers, receive reports of officers and
committees, adopt a budget, fix dues, amend bylaws, if necessary, and conduct
such other business as may be required.
Section 3. Quorum. One-seventh of the members of the Branch shall
constitute a quorum. A quorum is not required for a program meeting.
ARTICLE X: 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 purpose contrary to those
of AAUW.
Section 2. Dissolution of Branch. In the event of the dissolution of
the branch, all assets of the branch, after payment of outstanding
obligations, shall be transferred and delivered to an AAUW entity.
ARTICLE XI. LOSS OF
RECOGNITION
The provisions and conditions under which a branch may lose recognition
are found in the AAUW Bylaws.
ARTICLE XII. 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 there are applicable and in which they are not
inconsistent with these bylaws or those of AAUW or AAUW-NJ.
ARTICLE XIII: INDEMNIFICATION
The officers and members of the Board and any volunteer serving on
its behalf shall be indemnified for any costs, expenses, or liabilities
incurred as a result of the performance of their duties as provided in N.J.S.
2A:53A-7.1, or any amendments thereto.
ARTICLE XIV: 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 14 days prior to the meeting.
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Last revised:
11/10/2009
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