BYLAWS OF THE AMERICAN ASSOCIATION OF UNIVERSITY WOMEN OF STUART AREA BRANCH
ARTICLE I. NAME AND GOVERNANCE
Section 1. Name. The name of this organization shall be the American Association of University Women (AAUW) Stuart Area Branch, hereinafter known as the “Affiliate.”
Section 2. Affiliate. AAUW Stuart Area Branch is an Affiliate of AAUW as defined in Article V.
Section 3. Legal Compliance. The Affiliate shall comply with the requirements of AAUW and federal, state, and local law. The bylaws of the Affiliate shall in no way conflict with the AAUW bylaws and/or policies.
ARTICLE II. PURPOSE
Section 1. Purpose. The purpose of AAUW is to advance equity for women and girls through advocacy, education, philanthropy, and research. The purpose of the Affiliate is to further AAUW purposes and policies.
Section 2. Policies and Programs. In keeping with this purpose, the Affiliate shall promote equity, education, and development of opportunities for women and girls that enable them to realize their full potential.
ARTICLE III. USE OF NAME
Section 1. Policies and Program. The policies and program of AAUW shall be binding on all members engaged in AAUW activities, and no member shall use the name of AAUW to oppose such policies or program.
Section 2. Proper Use of Name and Logo. The name and logo of AAUW may be used only by members (as defined below at Article IV, Section 2) and Affiliates (as defined below at Article V, Section 1) only according to policies and procedures established by the AAUW Board of Directors; others may do so only according to written licenses.
Section 3. Individual Freedom of Speech. These bylaws shall not abridge the freedom of speech of any AAUW member to speak an opinion in the member’s own name.
ARTICLE IV. MEMBERSHIP AND DUES
Section 1. Composition. The members of AAUW at present consist of members (“Individual Members”) and college/university members (“College/University Members”).
Section 2. Basis of Membership.
- Individual Members.
- An individual holding an associate’s (or equivalent, e.g. RN), bachelor’s, or higher degree from a higher education institution accredited by a regional accrediting agency recognized by the U.S. Department of Education (an “Accredited Higher Education Institution”) or other qualified educational institution located outside the United States, as determined by the AAUW Board of Directors, shall be eligible to receive admission to AAUW, membership; such membership shall be granted upon payment of AAUW dues. The provisions set forth in this section are the sole requirement for eligibility and admissibility to AAUW membership except that the AAUW Board of Directors may establish a process to assess credentials that are submitted based on degree equivalence.
- Appeals of Refusals of Admission to Membership. Any potential individual Member or College/University Member who claims qualification for membership in AAUW and who has been refused admission to membership may present credentials to the AAUW Board of Directors for review. The decision of the AAUW Board of Directors shall be final.
- Saving Clause. No Individual Member shall lose membership due to any change in the status of the higher education institution upon which original qualification for membership was based.
- Life Membership.
- An Individual Member may become a life member (a “Life Member”) upon a one-time payment of twenty years’ annual AAUW dues, based on the amount of AAUW dues the year the Member elects to become a Life Member. Thereafter, the Life Member shall become a Life Member and be exempt from the payment of AAUW national dues.
- Fifty-Year Honorary. An Individual Member who has paid AAUW dues for fifty years shall become a Life Member and shall thereafter be exempt from the payment of AAUW national dues.
- College/University Members. Any Accredited Higher Education Institution or other qualified higher education institution located outside the United States, as determined by the AAUW Board of Directors, that pays annual dues to AAUW shall be eligible to be a College/University Member. Each College/University Member shall appoint one or two representatives who are eligible to be Individual Members and who shall each have the membership benefits of an Individual Member and any other benefits that accrue to representatives of College/University Members, as determined by the AAUW Board of Directors.
Section3. Student Associates. The AAUW Board of Directors may permit undergraduate students enrolled in Accredited Higher Education Institutions or in other qualified educational institutions located outside the United States, as determined by the AAUW Board of Directors, to associate with AAUW, with fees (if any) and benefits as determined by the AAUW Board of Directors.
- The annual dues and member benefits for any category of member shall be established by a two-thirds (2/3) vote of the AAUW Board of Directors. Members shall be notified of the intent to consider a change in the dues, the proposed amount, and the rationale for the change at least sixty (60) days prior to the vote.
- Member dues shall be payable in accordance with procedures established by the AAUW Board of Directors.
Section 5. Severance of Membership. A Member may be suspended or dropped from membership for any conduct that tends to injure AAUW or to adversely affect its reputation or that is contrary to or destructive of its mission according to these Bylaws, with action taken following policies and procedures adopted by the AAUW Board of Directors. In addition, a College/University Member that is no longer eligible for membership shall be removed from membership as soon as practicable after it loses its eligibility.
ARTICLE V. AAUW AFFILIATES
Section 1. AAUW Affiliate Defined. An AAUW Affiliate (“Affiliate”) is an organization affiliated with AAUW for the purpose of supporting AAUW’s mission through Affiliate programs, fundraising, networking, and/or other activities. Affiliates are typically nonprofit membership organizations under state law and may also have been recognized as tax-exempt 501(c)(3) or 501(c)(4) organizations under the Internal Revenue Code. An Affiliate may use AAUW’s name and/or logo only if approved by the AAUW Board of Directors.
Section 2. Organization.
- Purpose. Affiliates shall promote the purposes, programs, and policies of AAUW.
- Bylaws. Affiliates shall develop bylaws as meet their needs. However, any such bylaws shall not conflict with AAUW’s Bylaws or with applicable law.
- Structure. Affiliates may create such leadership structures as meet their needs. Each Affiliate shall provide AAUW with designated contacts for administration and finance.
Section 3. Loss of Recognition of an Affiliate.
- The AAUW affiliation status of an Affiliate may be revoked for cause through affiliation review procedures specified by the AAUW Board of Directors.
- The AAUW Affiliate shall have the right to appeal to the AAUW Board of Directors within a designated period.
Section 4. Property and Assets. The title to all property, funds, and assets of an Affiliate is vested in the Affiliate. An Affiliate shall have complete control of its property and assets, except that such property and assets shall not be used for any purpose contrary to AAUW’s purposes. In the event of the dissolution of an Affiliate or the termination of an Affiliate’s affiliation with AAUW, all assets of the Affiliate shall be transferred and delivered to AAUW or to another Affiliate designated by AAUW. AAUW may solicit and consider recommendations from local leaders before making a designation.
ARTICLE VI. PARLIAMENTARY AUTHORITY
The rules contained in the most current edition of Robert’s Rules of Order Newly Revised shall govern the Affiliate in all instances in which they are applicable and in which they are not inconsistent with the AAUW Bylaws or with the requirements of AAUW or applicable laws.
ARTICLE VII. AAUW-MANDATED AMENDMENTS TO THE BYLAWS
AAUW-mandated amendments shall be implemented by the Affiliate’s board of directors without a vote of the Affiliate’s membership and as prescribed by the AAUW Board of Directors.
ARTICLE VIII. AAUW STUART AREA BRANCH MEETINGS
Section 1. Yearly Meetings. The Branch shall hold a minimum of five (5) general membership meetings and two (2) fundraising meetings a year. These meetings shall be held at a time and place to be determined by the beginning of the first meeting and that information provided to the membership through the Yearbook and on the website.
Section 2. Annual Meeting. The Annual Meeting of the Branch shall be for the purpose of electing officers, voting for a proposed budget for the next year, and for such other business as may properly arise. The Annual Meeting shall be held at the general membership meeting in April.
Section 3. Member Eligibility for Voting. All members of the Branch in good standing are eligible to vote for any Branch issue or in the election of officers for the Branch.
Section 4. Quorum. The quorum at any regular general membership meeting is a majority of those present.
ARTICLE IX. BOARD OF DIRECTORS
Section 1. Members. The elected and appointed officers shall constitute the Board of Directors of the AAUW Stuart Area Branch. There shall be a minimum of five (5) elected officers. Appointed officers will not exceed 2/5 of the elected officers.
Section 2. Duties. The Board of Directors shall administer the affairs of the Branch between general meetings, communicate the business of the board to the membership, be responsive to suggestions of the members and take no action in conflict with those suggestions, and establish committees as necessary.
Section 3. Meetings. The Board of Directors shall meet a minimum of four (4) times a year.
Section 4. Quorum. The quorum for the Board of Directors is a majority of its members.
ARTICLE X. NOMINATIONS AND ELECTIONS
Section 1. Nominating Committee. The Nominating Committee shall consist of two (2) members of the Board of Directors and at least two (2) members recruited from the general membership at the first general meeting of the year.
Section 2. Nominations. Nominations may be made from the floor at the time of the election provided consent of the nominee has been obtained prior to the election.
Section 3. Elections and Voting. Elections shall be held at the Annual Meeting in April. The vote shall be by a show of hands, and a majority of the votes cast shall be necessary for election. When there is only one nominee for an office, the president shall declare that the nominee is elected.
ARTICLE XI. OFFICERS AND DIRECTORS
Section 1. Officers.
- Elected officers shall be president, director for program, director for membership, director for finance, and secretary. Co-officers may be nominated for any office, but they shall share one vote in any board matter.
- Appointed officers assist the board. They shall be appointed by the president in consultation with the board and serve at the pleasure of the board.
Section 2. Tenure and Rotation of Elected Officers. All elected officers shall take officer on July 1 and serve for a term of two (2) years. The president, director for program, and director for membership shall be elected in even numbered years; the director for finance and secretary shall be elected in odd numbered years.
Section 3. Duties. All officers shall perform the duties described by these bylaws and the current edition of Robert’s Rules of Order. The elected and appointed officers shall facilitate and promote the purpose and mission of AAUW.
- The president is the official representative of the branch in all activities of the branch; is responsible for submitting such reports and forms as are required by AAUW and AAUW-Florida; is responsible for bringing the Branch’s bylaws into compliance with AAUW and AAUW-Florida bylaws and submitting revised bylaws to the chair of the state committee on bylaws for review and to AAUW. The president shall preside at all meetings of the Branch and the Board of Directors; appoint with the approval of the board representatives of areas of interest, the chairs of all committees, and any additional officers authorized by the Branch’s bylaws.
- Director for Program. The director for program shall be responsible for providing programs for the general membership meetings, preside at meetings in the absence of the president, and perform such other duties as are requested by the president or by the board.
- Director for Membership. The director for membership shall provide membership information to anyone desiring to join the branch, work collaboratively with the director for finance to maintain accurate records of all members, and perform such other duties as are requested by the president of by the board.
- Director for Finance.
(1) Primary Duties:
(a.) be responsible for collecting all dues and other monies and maintaining official membership records of the Branch,
(b) forward dues to AAUW and to AAUW-Florida by the due date,
(c) submit to AAUW and AAUW-Florida applications for new members with dues.
(2) Fiduciary Responsibilities:
(a) place all monies received by the Branch in a secure financial institution in a timely manner,
(b) comply with all state and federal reporting requirements,
(c) pay all bills properly submitted with corroborating paper work,
(d) keep an accurate accounting of all monies,
(e) present a financial report to the Board of Directors at its regular meetings and a proposed budget for the next year to the Board of directors before the Annual Meeting and to the membership at the Annual Meeting,
(f) serve on the Finance Committee,
(g) present the financial records to the Finance Committee annually for a review and control of funds to ensure their safekeeping and complete accounting.
- Secretary. The secretary shall record and keep in custody the minutes of all meetings of the Branch where the Branch’s business has been conducted and the minutes of all meetings of the Board of Directors, have available for reference at all meetings a copy of the Branch’s bylaws and bylaws of AAUW and AAUW-Florida, and perform such other duties as are required by the president or the Board of Directors.
Section 4. Discontinuance of the Branch. In the event that AAUW Stuart Area Branch is unable to continue to function, the branch president shall notify the state president and the state director for membership who will notify AAUW. The AAUW Board of Directors shall have the final authority to withdraw recognition of the Branch. If the Branch does not notify the state, the state may initiate the process.
ARTICLE XII. FINANCIAL ADMINISTRATION
Section 1. Finance Committee. The Finance Committee shall consist of a chair appointed by the president, the Branch’s director for finance, and at least one additional branch member. The annual budget shall be prepared by the finance Committee, approved by the Board of Directors, and presented to the membership at the Annual Meeting. The budget must be approved by a simple majority vote at the Annual Meeting.
Section 2. Fiscal Year. The fiscal year shall be July 1 through June 30.
Section 3. Dues. Dues shall include those for the Branch, for AAUW-Florida, and for AAUW.
- Branch Dues. The Branch’s annual dues shall be fixed by a two-thirds (2/3) majority vote of the members at the Annual Meeting. Dues of continuing members are payable by May 15 of each year. Dues for new members shall be paid at the time they join; however, those joining for the first time between January 1 and March 15 shall pay one-half (1/2) of the annual dues.
- Life Members. A paid Life Member is exempt from AAUW dues but pays AAUW-Florida and Branch dues. An Honorary Life Member is exempt from AAUW, AAUW-Florida, and Branch dues.
- Dual Members. A member of another branch may also join AAUW Stuart Area Branch by paying branch dues. If the other branch was in a state other than Florida, the member must also pay AAUW-Florida dues.
Section 4. Financial Awards/Scholarships. Monies earned or donated for financial awards/scholarships shall be kept segregated from operating expenses and invested in an account for distribution the following year.
ARTICLE XIII. COMMITTEES
Section 1. Formation of Committees. The president of the Branch with the assistance of the Board of Directors shall establish any committees necessary to carry out the activities of the Branch and appoint a chair for each of those committees.
Section2. Meetings. Committees shall meet as necessary to fulfill their responsibilities and report as needed to the Board of Directors.
Section3. Interest Groups. Interest groups may be formed with the prior approval of the Board of Directors to meet the desires of the members in areas such as community involvement, cultural activities, education, etc. All members of Interest Groups must be paid members of the Branch.
ARTICLE XIV. AAUW, AAUW-FLORIDA CONVENTIONS/CONFERENCES
Section 1. Attendance. Any member of the Branch may attend the AAUW conventions and the AAUW-Florida conventions or conferences.
Section 2. Voting Rights. All members of the Branch in good standing are entitled to vote for any proposals by AAUW and in any election of officers for AAUW and for any proposals by AAUW-Florida and in any election of officers for AAUW-Florida.
Section 3. Convention Expenses. Money budget for AAUW Convention or AAUW-Florida Convention or Conference expenses shall be distributed equally to all participating attendees upon the submission of corroborating paperwork to the director for finance following the convention/conference.
ARTICLE XV. AMENDMENTS TO THE BYLAWS
Provisions of the Branch’s bylaws not mandated by AAUW or AAUW-Florida may be amended by a two-thirds (2/3) vote (unless otherwise stipulated by state law) of members voting after a quorum is attained. Proposed bylaw amendments shall be provided to the membership at least fourteen (14) days prior to the applicable meeting. Prior to being voted on, proposed changes to the Branch’s bylaws shall be sent to the state bylaws chair for review.
Mandatory and conformative changes: October 2016
Updated October 17, 2016