Association for Women in Science, Palo
Alto, California Chapter
CONSTITUTION
ARTICLE I. Name and Address of the
Chapter
The Association for Women in Science, Palo Alto, California
Chapter, hereinafter referred to as AWIS-Palo Alto, shall be a Chapter of the national
organization, the Association for Women in Science, Incorporated, hereinafter referred to
as National AWIS. The mailing address of the Chapter shall be the address of its
President.
ARTICLE II. Purpose
This Chapter is organized and operated as a non-profit
organization to promote and support equal opportunities for women in scientific
professions; to raise public awareness of the scientific and technological skills and
contributions of women; to provide recognition of women scientists; and to work with other
scientific, educational and women's organizations in developing programs that meet the
above goals.
ARTICLE III. Membership
Any member of National AWIS who supports the purpose of
AWIS-Palo Alto is eligible for membership in the Chapter and shall hold full membership
status upon payment of chapter dues. Hereinafter, full-members shall be referred to as
members. All members of AWIS-Palo Alto shall have voting privileges.
ARTICLE IV. Authority
SECTION 1: The Chapter shall abide by the
Constitution and Bylaws of National AWIS.
SECTION 2: AWIS-Palo Alto shall have the power to
establish the rules and regulations of the Chapter, to delegate responsibility, and to
revise and amend the Constitution and Bylaws of the Chapter.
ARTICLE V. Amendments
Amendments to the Constitution may be submitted by a member
at any time to the Executive Board for review and approval. The approved version of the
amendment is to be submitted by the Executive Board, with an explanation of the purpose of
the amendment, to the members of the Chapter for approval by ballot vote. A simple
majority of the members voting is required for ratification. Any approved amendments must
be submitted to National AWIS for review and approval and shall become a part of this
Constitution upon approval by National AWIS.
BYLAWS
ARTICLE I: Executive Board
SECTION 1: The Executive Board of the
Chapter, hereinafter referred to as the Board, shall consist of both voting and non-voting
members. The voting members shall be the President, Vice-President, Member-at- Large,
Secretary, and Treasurer who shall constitute the Executive Committee of the Board.
Non-voting members shall be the chairpersons of standing committees, i.e. the Co-Chairs of
Programs, Co-Chairs of Membership, Co-Chairs of Mentoring, Co-Chairs of Community
Outreach, the Past-President, the chairpersons of ad hoc committees, the newsletter editor
and official representative to other organizations.
SECTION 2: A President,
Vice-President, Secretary, Treasurer and Member-at Large shall be elected every year by
the membership for a one year term. The Executive Committee shall,
upon consultation with the Nominations and Elections Committee, appoint the non-voting
members of the Board to serve terms concurrent with the terms of the elected officers. The
number of consecutive one year terms in the same office shall be limited
to two for any person. Members appointed to serve an unexpired term may serve one
additional term. Any member in good standing shall be eligible for election to office or
appointment to the Board.
SECTION 3: If the office of President becomes vacant
during the term, the Vice-President shall succeed to that office for the remainder of the
term.
SECTION 4: If the offices of Vice-President,
Member-at-Large, Secretary or Treasurer become vacant, the Board shall assign the duties
to a current Board member while searching for a replacement to be appointed by the Board
to serve the unexpired term.
SECTION 5: In the event that one Committee Co-Chair
is unable to complete the term, the responsibilities can be carried out by the other
Co-Chair while the Board searches for a replacement to be appointed to serve the unexpired
term.
SECTION 6: The Business of the Chapter shall be
conducted by the voting members of the Board in consultation with the non-voting members.
Three fifths, i.e. three of the five members of the Executive Committee shall constitute a
quorum required for business to be transacted. Issues before the Board shall be decided by
a simple majority vote of voting members present except as otherwise specified herein. The
agreement of at least three of the five voting Board members is required for a decision to
be taken. Any absent Voting Board members may be consulted to cast votes to make a binding
decision.
SECTION 7: Voting members of the Board, who were
elected by the membership, may be removed from office by a simple majority vote of the
members of the Chapter. Voting members of the Board may be suspended for cause by majority
vote of all the remaining voting Board members.
ARTICLE II. Duties of the Executive Board
and Chapter Officers
SECTION 1: The Executive Board shall:
a. Serve as the policy body of AWIS-Palo Alto and advise the Chapter.
b. Act for the Chapter in the conduct of its business, hold meetings of the Board to conduct Chapter business, and report Chapter business to members through the Chapter Newsletter.
c. Coordinate and delegate specific activities of committees.
d. Elect representatives to regional and National AWIS meetings and to other organizations or institutions.
e. Appoint persons to fill unexpired terms of office and unfilled offices as specified in Article I. 4-5.
f. Appoint a parliamentarian in the event that Parliamentary Procedures are invoked.
g. Appoint a Nominations and Election Committee to conduct any election or ballot vote and tally results.
h. Meet at least twice a year. Board meetings may be called
by the President or by any three Board members.
SECTION 2: Members of the Board shall:
a. In addition to duties described in Article II.3-12, serve as active members of the Board, submit an annual report of office activities to the Board, attend at least half the general meetings of the Chapter, and perform other duties incident to the office as required by the Constitution, Bylaws, or the Board.
b. Submit copies of documents and reports relevant to their respective offices to the Secretary for archival purposes.
c. Facilitate a smooth transition of Chapter activities by transferring all records and other Chapter information and materials to the new Board members before new officers commence duties and providing advice and consultation on continuing Chapter activities. Newly elected officers assume office and the full responsibility for that office on May 1 of election years.
d. Bring disputes that cannot be resolved by consultation
with the President before the Board for resolution by simple majority vote.
SECTION 3: The President shall:
a. Serve as the principal addressee and contact person for AWIS-Palo Alto, coordinate communication with National AWIS, other AWIS chapters, and outside organizations, and pass on inquiries, suggestions or information to the appropriate officer or to the Board for consideration and action.
b. Call and preside at Board meetings.
c. Act for the Board in the conduct of its business between Board meetings, coordinating, reviewing and directing Chapter activities and committees on behalf of the Board.
d. Submit a report of Chapter activities annually to National AWIS.
e. Delegate responsibilities as needed.
f. Assist and advise the newly elected President during the
first months of the new term.
SECTION 4: The Vice-President shall:
a. Work with the President to achieve the purpose of AWIS-Palo Alto.
b. Perform duties as described in Bylaws Article I.3.
SECTION 5: The Member-at-Large shall:
a. Work with the President and other Board Members to achieve the purpose of AWIS-Palo Alto.
b. Perform duties incident to the office as required by the
Constitutions and Bylaws or by the Board.
SECTION 6: The Secretary shall:
a. Record and keep the minutes of Board meetings and maintain pertinent records and correspondence.
b. Transmit Board meeting minutes to Board members and
submit a Board meeting report for publication in the Newsletter.
SECTION 7: The Treasurer shall:
a. Receive all Chapter dues, donations, and other income and keep these moneys in an authorized and insured financial institution.
b. Disburse all moneys to be paid by AWIS-Palo Alto as authorized by the Board.
c. Maintain financial records of AWIS-Palo Alto.
d. Ensure that monetary accounts of AWIS-Palo Alto have at least two signing authorities, the Treasurer and one other elected officer.
e. Advise AWIS-Palo Alto of its financial status at each Board meeting and give recommendations for maintenance of a fiscally sound budget.
f. Prepare and present a financial report annually to the membership. This report shall be part of the AWIS Palo Alto Annual Report.
g. Assist the Co-Chairs of Membership in maintaining membership records and determining membership status.
h. Transfer all financial records and signature authority
to the newly elected Treasurer on or about May 1 of the election year.
SECTION 8: The Co-Chairs of Programs shall:
a. Co-Chair the Program Committee and preside at its meetings.
b. Be responsible for the conduct of the Program Committee duties as specified in Bylaws Article III.1.
c. Be responsible for planning and implementing programs,
including arranging for any refreshments or meals, for general meetings and other Chapter
activities as required.
SECTION 9: The Co-Chairs of Membership shall:
a. Co-Chair the Membership Committee and preside at its meetings.
b. Be responsible for the conduct of Membership Committee duties as specified in Bylaw Article III.1.
c. Maintain membership records for the Chapter.
d. Prepare a Directory of Members to be updated and sent to all Chapter members annually.
e. Provide to members on request a copy of Constitution and Bylaws of the Chapter.
f. Initiate activities aimed at recruiting new Chapter members.
g. Provide information on the Chapter's goals, activities,
and membership to non-members upon request.
SECTION 10: The Co-Chairs of Mentoring shall:
a. Co-Chair the Mentoring Committee and preside at its meetings.
b. Be responsible for the conduct of the Mentoring Committee duties as specified in Bylaws Article III.1.
c. Be responsible for planning and implementing the
Mentoring program.
SECTION 11: The Co-Chairs of Community Outreach shall:
a. Co-Chair the Community Outreach Committee and preside at its meetings.
b. Be responsible for the conduct of the Community Outreach Committee duties as specified in Bylaws Article III.1.
c. Be responsible for community outreach activities
SECTION 12: The Newsletter Editor shall:
Prepare and distribute the Newsletter of AWIS-Palo Alto at
regular intervals as determined by the Board, obtaining review by the President or
delegate(s) of the President prior to publication.
ARTICLE III: Committees
SECTION I: A Program Committee, a Mentoring
Committee, a Membership Committee, and a Community Outreach Committee shall be standing
committees, whose term coincide with that of the Board, and whose duties are to support
and execute the objectives of their Co-Chairs and the Board.
SECTION 2: The Board shall establish ad hoc
committees as required for the work of the Chapter. The Chair of each committee shall be
appointed by the Board, to serve a term not to exceed the tenure of the Board. Only
members may serve as committee members or committee chairs.
SECTION 3: Committees shall report their activities
at general meetings as needed and, in any active year, submit a report to the Board.
a. The Chapter shall meet at least twice a year.
b. Meetings shall be announced in the Newsletter
distributed to the membership prior to scheduled meetings. Other meetings may be held at
times and places determined by the Board.
SECTION 2: Executive Board Meetings:
a. The Executive Board shall meet at least twice a year.
b. Three fifths of voting members shall constitute a quorum required to transact business.
c. Ad hoc committee chairs, members of all committees, all
liaisons and any others engaged in the conduct of Chapter business shall be invited to
Board meetings. Board meetings shall be open to any member in good standing.
ARTICLE V. Finances
SECTION 1: The annual Chapter budget shall be
reported to the membership annually.
SECTION 2: The annual dues of each member shall be
established by the Board. Member's dues shall be paid with National AWIS dues.
ARTICLE VI. Nominations and Elections
SECTION 1: An election shall be held each
year to fill the offices of President, Vice-President, Member- at-Large, Secretary and
Treasurer for one year terms. The election shall be held no
later than two months prior to the expiration of current terms. Newly elected
officers shall take office on May 1.
SECTION 2: A Nominations and
Election Committee consisting of at least three members shall be appointed by the Board no
later than January, to serve a term not to exceed that of the Board. This committee
shall select a slate of candidates to present to the membership for approval as elected
officers and a list of co-chairs and Editor to present, after the election, to the newly
constituted Executive Committee for appointment as non-voting Board members. Any
member may submit names of candidates for consideration by the Committee or may specify
that a member, with that member's consent, be placed on the ballot as a petition
candidate.
SECTION 3: A ballot listing the offices and
candidates shall be prepared and distributed to the members no later than one month prior
to the ballot return date.
SECTION 4: Ballots shall be counted by at least
three members of the Nominations and Election Committee within 10 days of the ballot due
date. A simple majority of those voting is required for election to office. The results of
the election are to be presented at the next general meeting or by mail.
SECTION 5: In the event that only one candidate is
available for appointment to Co-Chair offices, the responsibilities of office can be
carried out by this Co-Chair while the Nominations and Election Committee searches for
another.
ARTICLE VII. Annual Report
The President shall prepare an Annual Report, summarizing
the activities and financial status of AWIS- Palo Alto for the previous fiscal year. The
Annual Report shall be part of the Chapter record kept by the Secretary and presented to
the Executive Board of National AWIS and to the Chapter membership in summary form.
ARTICLE VIII. Chapter Newsletter
A Newsletter shall be published at regular intervals as
determined by the Board. The President or a delegate of the President shall review the
Newsletter prior to publication.
ARTICLE IX. Responsibilities to National
AWIS
Pursuant to the Bylaws of National AWIS for Chapters, AWIS-Palo Alto provides National AWIS:
a. The Chapter's current address and the name and telephone number of the primary contact person. National AWIS must be notified when there is any change in this information.
b. A copy of the Annual Report, including a list of Chapter
officers and the Directory of Members, and a copy of each newsletter.
ARTICLE X. Revision of or Amendments to
Bylaws
Amendments to or revision of these Bylaws may be submitted
by a member at any time to the Board for review. Suggestions for revisions may be made by
voice at a general meeting or by writing to the Secretary. The final version of the
amendment is to be submitted to members of the Chapter for approval by ballot vote. A
simple majority of the members voting is required for ratification. Any approved
amendments must be submitted to National AWIS for review and take affect upon approval by
National AWIS.
ARTICLE XI. Affiliation with other
Organizations
Upon approval by the Board, AWIS Palo Alto may hold
membership in other organizations having a purpose similar to that of the Chapter.
ARTICLE XII. Dissolution
SECTION 1: In the event of the dissolution of
AWIS-Palo Alto, by majority vote of the membership, due to insufficient resources to
maintain an active chapter, or for other reasons, all assets shall be donated to the AWIS
Educational Foundation, in accordance with National AWIS guidelines and/or state
guidelines.
SECTION 2: National AWIS shall be notified in
writing of the dissolution and shall receive the records of the Chapter.
ARTICLE XIII. Parliamentary Procedures
The Chapter shall abide by Robert's Rules of Order, newly revised, in resolving procedural questions.