As amended by vote of the May 30, 2012 Annual Meeting
Article I – Name
Section 1. Name. The name of this organization shall be the League of Women Voters of Newton, hereinafter referred in these bylaws as LWVN. This local League is an integral part of the League of Women Voters of the United States and of the League of Women Voters of Massachusetts.
Article II – Purpose and Policy
Section 1. Purposes. The purposes of the LWVN are to promote political responsibility through informed and active participation of citizens in government and to act on selected governmental issues.
Section 2. Policy. The League shall not support or oppose any political party or any candidate.
Article III – Membership
Section 1. Eligibility. Any person who subscribes to the purpose and policy of the League shall be eligible for membership.
Section 2. Types of Membership.
- Voting Members. Citizens at least 18 years of age who join the League shall be voting members of local Leagues, state Leagues and of the LWVUS; (1) individuals who live within an area of a local League may join that League or any other local League; (2) those who reside outside the area of any local League may join a local League or shall be state members-at-large; (3) those who have been members of the League for 50 years or more shall be life members excused from the payment of dues.
- Associate Members. All others who join the League shall be associate members.
Article IV – Officers
Section 1. Enumeration and Election of Officers. The officers of the LWVN shall be a president or co-presidents, at the discretion of the nominating committee and the membership; two or three vice-presidents, at the discretion of the nominating committee and the membership, a clerk and a treasurer. These officers shall be elected for terms of one year by the general membership at an annual meeting and take office immediately.
Section 2. The President. The president shall preside at all meetings of the organization and of the board of directors. The president shall sign all contracts and other instruments when so directed by the board. The president may, in the absence or disability of the treasurer, sign or endorse checks, drafts and notes. The president shall be, ex-officio, a member of all committees except the nominating committee. The president shall have such usual powers of supervision and management as may pertain to the office of the president and may perform such other duties as may be designated by the board.
Section 3. The Vice-Presidents. The vice-presidents shall perform such duties as the president and board may designate. In the event of absence, disability or death of the president, a vice-president, who shall be designated at the first meeting of the board of directors, shall possess all the powers and perform all the duties of that office, until the next annual meeting. In the event that none of the vice-presidents is able to serve in this capacity, the board of directors shall elect an officer, director or member to fill the vacancy until the next annual meeting.
Section 4. The Clerk. The clerk shall keep minutes of all business meetings of the LWVN and of all meetings of the board of directors. The clerk shall maintain for a permanent archive paper copies of all minutes of board meetings, general membership meetings, correspondence issued on behalf of the LWVN, newsletters, annual meeting workbooks, and the biennial member handbook. The clerk may sign, with the president, all contracts and other instruments when so authorized by the board and shall perform all other duties as may be incident to the office.
Section 5. The Treasurer. The treasurer, or a duly appointed assistant, shall collect and receive all monies due. The treasurer shall be the custodian of these monies, shall deposit them in a bank or banks designated by the board of directors and shall disburse the same only upon order of the board. The treasurer shall present periodic statements to the board at its regular meetings and an annual report to the annual meeting
Article V – Board of Directors
Section 1. Number, Manner of Selections and Term of Office. The board of directors shall consist of the officers of the League, ten elected directors and not more than ten appointed directors. Ten shall be elected by the general membership at each annual meeting and shall serve for a term of one year, or until their successors have been elected and qualified. The elected members shall appoint such additional directors, not exceeding ten, as they deem necessary to carry on the work of the League. The term of office of the appointed directors shall be one year and shall expire at the conclusion of the next annual meeting.
Section 2. Qualifications. No person shall be elected or appointed or shall continue to serve as an officer or director of this organization unless that person is a voting member of the LWVN.
Section 3. Vacancies. Any vacancy occurring in the board of directors other than that of the presidency may be filled until the next annual meeting by a majority vote of the remaining members of the board of directors. Three consecutive absences from a board meeting of any member without a valid reason shall be deemed a resignation. Any board member who resigns shall submit a letter of resignation to the board of directors for a vote.
Section 4. Powers and Duties. The board of directors shall have full charge of the property and business of the LWVN with full power and authority to manage and conduct same, subject to the instructions of the general membership. It shall plan and direct the work necessary to carry out the Program as adopted by the national convention, the state convention and the annual meeting , creating and designating such committees as it may deem necessary. The board shall select delegates to state convention and council and to national convention at a meeting before the date on which the names of any delegates must be submitted.
Section 5.Conduct of Business.
- Regular meetings. There shall be at least nine regular meetings of the board of directors annually.
- Special meetings. The president may call special meetings of the board of directors and shall call a special meeting of the board of directors upon the written request of five members of the board or ten voting members of the LWVN. These meetings shall require at least 24 hours notification to each member of the board. No action taken at any special board meeting shall be invalidated because of the failure of any member or members of the board to receive any notice properly transmitted.
- Electronic Business. Public letters or statements issued on behalf of LWVN may be approved by email by a majority of the board.
Section 6. Quorum. A majority of the members of the board of directors shall constitute a quorum.
Section 7. Executive Committee of the Board of Directors. The President and no fewer than five Board members called by the President shall constitute a temporary Executive Committee to act in emergencies between meetings of the Board. Any action of the Executive Committee shall be reported to the Board at its next regular meeting.
Article VI – Financial Administration
Section 1. Fiscal Year. The fiscal year of the LWVN shall commence on the first day of July each year and shall end on June 30 of the following year.
Section 2. Dues. Dues shall be payable when joining the LWVN and, thereafter, annually on the first day of September. New members joining midyear will pay annual dues in full upon joining, but may receive a bill for prorated dues the following September. Any member who fails to pay dues within sixty days, due notice having been given, shall be dropped from the membership rolls.
Section 3. Budget. The board of directors shall submit a budget for the ensuing year to the annual meeting for adoption. The budget shall provide for support of the League of Women Voters of the United States, the League of Women Voters of Massachusetts, as well as for the League of Women Voters of Newton.
Section 4. Budget Committee. A budget committee shall be appointed by the board of directors at least two months prior to the annual meeting to prepare a budget for the ensuing year. The proposed budget shall be sent to all members two weeks before the annual meeting. The treasurer shall be, ex-officio, a member of the budget committee, but shall not be eligible to serve as chairman.
Section 5. Examination of Books. The books of the treasurer shall be examined annually. They shall be examined by a committee of three members appointed by the board and the examination shall be conducted within ninety days of their being closed. The treasurer shall not be eligible to serve on the examination committee. The examination, upon its completion, shall be submitted to the board of directors and reported to the next annual meeting.
Article VII – Meetings of the Membership
Section 1. General Meetings of the Membership. There shall be at least three general meetings of the membership each year including the annual meeting. Time and place shall be determined by the board of directors. A special meeting of the membership shall be called by the clerk upon the written request of twenty voting members.
Section 2. Annual Meeting. An annual meeting shall be held between April 15 and June 15, the exact date to be determined by the board of directors. The annual meeting shall:
- adopt a local program for the ensuing year;
- elect officers and directors to the board;
- elect the chair and two members of the succeeding nominating committee;
- adopt a budget; and
- transact such other business as may properly come before it.
Section 3. Voting.
- Quorum. For the purposes of voting, twenty-five members shall constitute a quorum at all meetings of the membership.
- Notice. Written notice of any meeting of the membership shall be made 10 days in advance. Written notice shall be satisfied by means of regular mail or by email for those members who have so requested.
- Absentee or Proxy Voting. Absentee or proxy voting shall not be permitted.
Article VIII – Nominations and Elections
Section 1. Nominating Committee. The nominating committee shall consist of five members. The Chairman and two members, who shall not be members of the board, shall be elected at the annual meeting. Nominations for these offices shall be made by the current nominating committee. Following the annual meeting, the board shall appoint two of its members to the committee. Vacancies shall be filled by appointment by the board.
Section 2. Report of the Nominating Committee. The nominating committee shall solicit nominations for directors and officers from the general membership as well as develop its own list of potential nominees. The report of the nominating committee, containing its nominations for officers and directors as well as the chair and two members of the next nominating committee, shall be sent to the members two weeks prior to the annual meeting. The report of the nomination committee shall be presented to the annual meeting. Nominations may be made from the floor immediately thereafter, provided the consent of the nominee has been obtained.
Section 3. Election. Election shall be by ballot, except that if there is only one nominee for an office, it shall be by voice vote. A majority vote shall constitute election.
Article IX – Principles and Program
Section 1.Principles. The Principles are concepts of government adopted by the national convention and supported by the League as a whole. They are the authorization for the adoption of national, state, and local program.
Section 2. Program. The local program of the League of Women Voters of Newton shall consist of action to implement the Principles and those governmental issues chosen for concerted study and action.
Section 3. Procedure. The local program shall be adopted according to the following procedures:
- the board of directors shall consider recommendations submitted by the voting members 30 days prior to the annual meeting and shall formulate a proposed local program;
- the proposed local program shall be sent to all members two weeks before the annual meeting;
- a majority vote of the annual meeting shall be required for adoption of items in the proposed local program as presented to the annual meeting by the board of directors;
- recommendations for local program submitted by voting members 30 days prior to the annual meeting but not recommended by the board of directors may be considered by the annual meeting, provided that the annual meeting shall order consideration by a majority vote. A two-thirds vote is required for adoption.
- Section 4. Program Changes. Changes in the Program in the case of altered conditions may be made provided that:
- information concerning the proposed changes has been sent to all members at least two weeks prior to a general meeting of the members at which any change is to be discussed; and
- final action by the membership is taken at a succeeding general meeting of the membership where, in the case of a board-recommended change, a majority vote is obtained; or, in the case of a non-board recommended change, a two-thirds vote is obtained.
Section 4. Member Action. Members may act in the name of the LWVN only when authorized to do so by the board of directors. They may act only in conformity with, and not contrary to, a position taken by the LWVN, the League of Women Voters of Massachusetts, and the League of Women Voters of the United States.
Article X– Parliamentary Authority
Section 1. Parliamentary Authority. The rules contained in the current edition of Robert’s Rules of Order, Newly Revised shall govern the organization in all cases to which they are applicable and in which they are not inconsistent with these bylaws.
Article XI – Amendments
Section 1. Amendments. These bylaws may be amended by a two-thirds vote of the annual meeting, provided the amendments were submitted to the membership in writing at least two weeks in advance of the meeting.
Adopted by the League of Women Voters of Newton in May, 1936
Bylaws Restated, Amended, and Approved: May 7, 2009
Bylaws Amended and Approved (Article IV, Section 1): May 27, 2010
Bylaws Amended and Approved (Articles I, II, III): May 30, 2012