ARTICLE I. NAME AND GOVERNANCE
Section 1. Name. The name of this organization shall be the Easton Branch of AAUW, 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. Policies and Program. The policies and program of AAUW shall be binding on all members and no member 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. Proper Use of Name and Logo. The name and logo of AAUW may be used only by individuals and groups acting in a lawful and ethical manner, consistent with AAUW policies and procedures. States and branches that are delinquent in filing required tax, corporate, and/or bylaws documents with AAUW and/or the IRS are prohibited from public use of the name and logo. Further sanctions for misuse of name, including loss of AAUW affiliation, may be imposed by the AAUW Board of Directors, especially in regard to any statement or action that misrepresents or jeopardizes the tax status of AAUW.
Section 3. 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.
ARTICLE IV. MEMBERSHIP AND DUES
Section 1. Composition. The membership of AAUW shall consist of individual and partner members.
Section 2. Qualified Institutions. Qualified institutions are educational institutions that offer recognized associate, baccalaureate, or higher degrees and that have full regional accreditation or appropriate professional association approval.
Section 3. Basis of Membership.
a. Individual Member.
(1) Eligibility. A graduate holding an associate or equivalent, baccalaureate, or higher degree from a qualified educational institution 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 membership. Refusal to admit an eligible graduate to branch membership shall result in loss of recognition of a branch.
(2) Determination of Admissibility to Membership. Any graduate who claims qualification for membership in AAUW and who has been refused admission to membership by an officer of a branch or state of AAUW may present credentials to the AAUW Board of Directors for review. The decision of the [AAUW] Board of Directors shall be final.
(3) Saving Clause. No individual member shall lose membership due to any change in the status of the educational institution upon which qualification for membership was based.
(4) Categories of Membership.
(a) A national member is an individual who pays annual AAUW dues and who may or may not belong to a branch, state, or multi state organization or other AAUW-affiliated entity. A national member shall be entitled to vote and to serve on AAUW committees and the AAUW Board of Directors.
(b) A branch member is a national member who is also a member of one or more AAUW branches. A branch member shall be entitled to vote, hold office, and participate in all branch activities and programs of each branch where membership is maintained.
(5) Life Membership.
(a) Paid. An individual member may become a life member upon a one-time payment of 20 years’ dues; based on the amount of AAUW dues the year the member elects to become a life member. Thereafter, the life member shall be exempt from the payment of AAUW dues>
(b) Fifty-Year Honorary. An individual member who has paid AAUW dues for 50 years shall become a life member and shall thereafter be exempt from the payment of AAUW dues.
(c) Privileges. A life member of AAUW who maintains a membership in one or more branches or other AAUW-affiliated entities on an annual basis shall be branch rights and privileges. A life member of AAUW who does not maintain branch membership shall be entitled to national member privileges only.
(6) Partner Member.
College/university partner members are qualified educational institutions, including two year or community colleges that pay annual dues to AAUW. Each college/university member shall appoint one or two representatives who shall each have the membership benefits of a national member and any other benefits that accrue to representatives of partner members. A representative of a college/university partner member may choose to affiliate with the Easton Branch under the following conditions:
(a) Payment of branch dues
Student Affiliates. An undergraduate student enrolled in a qualified educational institution shall be eligible for student affiliation. Student affiliates shall be entitled to attend branch, state, and AAUW meetings and receive the publications distributed to all members of AAUW. Affiliates may not vote or hold office. Branch fees for student affiliates shall be established by the Board of Directors of Easton Branch.
Section 5. Dues.
1) The Easton Branch dues for individual members shall be established at the annual meeting by two thirds vote of those present and voting, provided notice has been given to the members 10 days prior to the meeting. (2) The AAUW Board of Directors shall set the dues for partner members.
Member dues shall be payable in accordance with procedures established by policy.
(1) Paid life members of AAUW, as defined in the AAUW Bylaws, are required to pay branch dues to become members of the branch.
(2) C/U partner representatives are required to pay branch dues.
(3) Dues are payable on or before June 30 and shall be paid to the branch finance officer no later than July 31.
(4) A member whose dues remain unpaid after July 31 shall be dropped from membership.
A current paid member of a branch or comparable AAUW-affiliated entity may transfer membership to another branch or comparable AAUW-affiliated entity without payment of additional dues.
Section 6. 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 Board of Directors. [See AAUW Affiliation Review Policy 208.]
ARTICLE V. NOMINATIONS AND ELECTIONS
Section 1. Nominations
a. There shall be a nominating committee of no less than 3 members, elected or appointed as follows: at least one member must have prior nominating committee experience.
b. The term of service on the nominating committee shall be for 1 year(s) for a maximum of 3 consecutive terms.
c. The names of the nominees for elected office shall be published and sent to every member at least 10 days prior to the annual branch meeting.
d. Nominations may be made from the floor with the consent of the nominee.
Section 2. Elections
a. Elections shall be held at the annual branch meeting. (Article XI, Section 1)
b. Elections shall be by ballot unless there is only one nominee for a given office, in which case the election may be by a voice vote. Election shall be by a majority vote of those voting.
c. Mail ballots or electronic voting may be used for elections, provided the number of members voting meets the quorum stated for meetings in Article XI.
ARTICLE VI. OFFICERS
Section 1. Officers
a. The elected officers for the branch shall be president, membership vice president, and finance officer.
b. The appointed officers shall be public policy chair, newsletter editor, AAUW Funds Chair, secretary, and any others deemed necessary by the board. They shall be appointed by the president with the consent of the board.
c. Elected officers shall serve for a term of 2 year(s) or until their successors have been elected or appointed and assume office. Term of office shall begin on July 1.
d. No officer shall hold more than one office at a time, and no elected officer shall be eligible to serve more than 2 consecutive terms in the same office.
e. All vacancies in office shall be filled for the unexpired term by the board with the exception of a vacancy in the office of president, which shall be filled by the membership vice president.
f. Each office may be filled by an officer or co-officers.
g. The following officers shall be elected in even years: President. The following officers shall be elected in odd years: Membership Vice President and Finance Officer.
Section 2. Duties
a. Officers shall perform the duties prescribed by these bylaws, by the rules of policies and procedures adopted by the board of directors, and by the current edition of Robert’s Rules of Order Newly Revised.
b. In Easton Branch, the president shall be the official spokesperson and representative for the branch, shall be responsible for submitting such reports and forms as required by AAUW, and will annually provide AAUW and AAUW-PA with the name of a designated officer for Administration and Finance.
c. The vice president(s) shall perform such duties as the president and the board shall direct and as specified in branch policies and job descriptions.
d. The finance officer shall be responsible for collecting, distributing and accounting for the funds of the branch, for meeting specific deadlines, and presenting the books for an annual financial review.
e. In Easton Branch, the secretary shall be designated as the member to record and keep minutes of all board, branch, and special meetings.
ARTICLE VII. BOARD OF DIRECTORS
Section 1. Composition. The board of directors shall include the elected officers and the following appointed officers: public policy chair, newsletter editor, AAUW Funds chair, and secretary.
Section 2. Administrative Responsibilities. The board shall have the power to administer affairs of the branch and to carry out its programs and its policies, and shall accept responsibilities delegated by AAUW [and the state]. It shall act for the branch between membership meetings. The board shall have fiscal responsibility as outlined in Article X, Financial Administration, Section 2.
Section 3. Meetings. Meetings of the board shall be held at least 4 times a year at a time and place agreed upon by the board.
Section 4. Special Meetings. Special meetings may be called by the president or shall be called upon written request of 4 members of the board provided that at least 10 days notice of such meeting and its agenda have been given to the members of the board
Section 5. Quorum. The quorum for a meeting of the board shall be a majority of the voting members. Co-officers shall be considered as one voting member of the board.
Section 6. Voting Between Meetings. Between meetings of the branch board, a written or electronic vote of the board may be taken at the request of the president on any question submitted to the board in writing provided that every member of the board shall have the opportunity to vote upon the question submitted. If a majority shall vote on any question so submitted, the vote shall be counted and shall have the same effect as if at a board meeting. The result of the vote shall be in the minutes of the next board meeting.
Section 7. Removal From Office. A member of the board of directors may be removed for any reason by a two-thirds vote of the board in accordance with policies and procedures adopted by AAUW.
ARTICLE VIII. EXECUTIVE COMMITTEE
Section 1. Composition. The executive committee shall consist of the elected officers and the following appointed officers: Secretary.
Section 2. Duties. The executive committee shall have the power to act for the board between meetings of the board and shall report to the board on all actions taken by it. It shall perform such duties as may be delegated to it by the board. An annual financial review will be performed by a committee of two, members to be selected by the executive committee and appointed by the president at the annual meeting. The financial review committee will receive the books by July 30 and shall complete the review by September 1.
Section 3. Meetings. Meetings of the executive committee shall be held on the call of the president or by written request of 2 of its members.
Section 4. Quorum. The quorum of the executive committee shall be a majority of the voting members. Co-officers shall be considered as one voting member of the executive committee.
Section 5. Voting Between Meetings. A written, conference call or electronic vote may be taken at the request of the president on any question submitted to all voting members of the executive committee provided that every voting member of the executive committee shall have an opportunity to vote on the question submitted. If a majority shall vote on a question so submitted, the votes shall be counted and shall have the same effect as if cast at an executive committee meeting. The result of the vote shall be recorded in the minutes of the next executive committee meeting.
ARTICLE IX. COMMITTEES
Section 1. Establishing Committees. The president may establish standing and special committees as needed with consent by the board.
Section 2. Purpose. With the approval of the board, each standing and special committee shall formulate programs and activities to carry out the mission of AAUW.
ARTICLE X. 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. No indebtedness in excess of $100.00 over amounts provided for in the budget shall be incurred by the branch except upon a recommendation of the board of directors. No individual branch member shall contract for amounts over $100.00 without prior approval by the board of directors.
Section 3. Budget. The board shall adopt an annual budget for presentation to the branch.
ARTICLE XI. MEETINGS
Section 1. Annual Meeting. The branch shall hold an annual meeting to conduct the business of the branch, including but not limited to, electing officers, establishing dues, amending bylaws and receiving reports. This meeting shall be held between the months of March and May.
a. Installation of new officers shall occur at the May meeting.
Section 2. Membership Meetings. The branch shall hold at least 4 business meetings during the fiscal year. The branch board shall determine the time and place for these meetings.
Section 3. Special Meetings. Special meetings may be called by the president or shall be called by the president at the written request of 4 members of the board or 25 percent of the branch membership.
Section 4. Meetings Notice. Notice of meetings shall be sent to all members of the branch at least 10 days prior to the meetings.
Section 5. Quorum. The quorum shall be 10 percent of the branch membership.
ARTICLE XII. PROPERTY
Section 1. Property and Assets. The title to all property, funds and assets is vested in the Easton branch for the joint use of the members and no member or group of members shall have any severable right to all or any part of such property. Property and assets shall not be used for any purpose contrary to AAUW. In the evnt of dissolution of Easton Branch or the termination of its affiliation with AAUW, all assets of the branch shall be transferred and delivered to AAUW or to an AAUW-affiliated entity designated by 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.
If the property and assets of Easton Branch are disbursed appropriately prior to dissolution of the branch, i.e., disbursement consistent with AAUW mission and purposes, requirements of the PA State Code, the IRS and the intent of the donors of the property or assets, the paragraph above does not apply.
ARTICLE XIII. LOSS OF RECOGNITION
The provisions and conditions under which a branch may lose recognition are found in the AAUW Bylaws.
ARTICLE XIV. 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 XV. INDEMNIFICATION
Every board or committee member may be indemnified by the branch against all expenses and liabilities, including counsel fees, reasonably incurred or imposed upon such board or committee members in connection with any threatened, pending or completed action, suit, or proceeding to which the board or committee member may become involved by reason of being or having been a member of the board or committee, 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 or committee is entitled.
ARTICLE XVI. 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 10 days prior to the meeting.
Date Last Amended: 10/22/13
Easton Branch Policies
American Association of University Women
Branch Policies of Easton, Pennsylvania Branch
This policy sheet is intended as an aid to the Branch in maintaining tradition in certain areas which we feel need not, or perhaps should not be covered by the bylaws. It should be kept flexible by review, annually by the board and biannually by the branch membership.
The Easton Branch of AAUW shall represent to the community a clear purpose and commitment in keeping with the aims and purposes of AAUW. It shall study and act on those subjects of AAUW interest on three levels: community, state, and national.
The Branch shall cooperate with other local groups having similar interests. Interested people shall be invited as guests to our general meetings.
Study groups dealing with AAUW issues shall be encouraged to form. Their findings shall be brought to the general membership and, in case of recommendations, they shall be considered. To insure a climate of understanding of AAUW purpose, it is suggested that study groups have no more than 30% nonmembers (those not eligible for AAUW membership) and that such nonmembers pay a yearly fee to the Branch of 25% of the total AAUW, state, and branch dues.
Social groups are open only to members.
Since their membership is recognized by AAUW, student affiliate members are eligible to participate in all interest groups.
New members of the branch shall attend an annual orientation meeting arranged by the membership vice president.
AAUW cannot support political candidates. However, AAUW members as individuals are encouraged to support candidates.
The branch shall clearly reflect in its study and action such basic AAUW interests as:
1. The four essential areas of AAUW: Community, Cultural Interests, Education, and International Relations;
2. Public policy issues;
3. Support of education through the local scholarship fund and AAUW funds;
4. Support of the United Nations.
The Branch shall maintain an annual goal setting procedure by :
1. Discussing the branch annual goals at the summer board meeting;
2. Publishing the branch annual goals in the September newsletter;
3. Publish the results in the annual report edition of the newsletter.
To be published each year in the September newsletter:
The board voted to cancel its Automobile Insurance Policy on the advice of legal counsel. Please note; THERE IS NO IMPLIED OR EXPRESSED AUTHORITY FOR ANY MEMBER TO USE A CAR FOR ANY AAUW BUSINESS. AAUW EASTON BRANCH ASSUMES NO RESPONSIBILITY FOR ANY MEMBER IN USING A CAR FOR THIS PURPOSE.
l. The branch shall encourage attendance at all AAUW conferences and conventions. All convention and conference expenses for the president and incoming president shall be paid by the branch. The board shall determine the portion of the expenses that the branch will pay which are incurred by other official delegates.
2. The outgoing president shall be presented with an appropriate token of appreciation upon completion of her term.
3. Organization and projects not sponsored or supported by the branch that request financial aid shall be advised by the president that it is not in keeping with the policy and purposes of our organization to make a contribution.
4. Members shall be responsible for any reservations made for luncheon or dinner or social event unless canceled prior to the deadline set by the chair.
5. The president and newsletter editor shall prepare an annual report to be circulated to the branch membership in June.
6. In the event of the death of a member of the branch, a memorial gift by board action, shall be contributed to AAUW Funds or the AAUW Easton Branch Memorial Fund, with acknowledgment sent to the family by the AAUW Funds chair or the Scholarship Funds chair.
1. Selection committee shall be comprised of the membership vice president who shall serve as chair, the chairperson of Woman in History, the immediate past recipient of the award all of whom are AAUW Easton Branch members.
2. All work must be completed to meet the annual deadline of the PA state committee.
3. A committee member shall summarize the contributions the awardee has made to the branch and to the community in written form for use at the May dinner and for use by the publicity chairperson. The honoree’s name shall remain confidential within the Easton Branch until the May dinner when the award shall be presented.
4. Annual awards are not mandatory.
5. Qualifications for selection are accomplishments and contributions to society, to the community, to AAUW and to the Easton Branch.
AAUW Funds Named Gift Honoree
1. The Named Gift Honoree must be or must have been a member of the Easton Branch of AAUW.
2. The Named Gift Honoree must be nominated by an Easton Branch member. Nomination(s) must be in writing and include the qualifications of the proposed nominee. Nominations must be given to the AAUW Funds chair.
a. A request for nominations will be printed in the January and February newsletters and announced at the May meeting.
3. The committee for the selection of Named Gift Honoree will be chaired by the AAUW Funds chair and include the immediate past president of the Easton Branch and three members of the Easton Branch.
a. If all five members of the committee cannot be present when the Named Gift Honorees are selected, a consensus via telephone calls and email is acceptable.
b. Records will be maintained by the AAUW Funds chair and shall include the names of Gift Honorees, dates and amounts of grants awarded.
4. The names of those chosen to be honored by Gifts will be published in the June newsletter and announced at the May meeting
AAUW Easton Branch Scholarship and Memorial Fund
The AAUW Easton Branch Scholarship and Memorial Fund shall replace the AAUW Easton Branch Scholarship and the AAUW Easton Branch Memorial Fund.
The AAUW Easton Branch Scholarship and Memorial Fund has been established to grant scholarships to students who wish to attend college to obtain a baccalaureate or associate degree. There are two separate funds.
1.) The Easton Branch Scholarship Fund grants scholarships to graduating high school seniors who are planning to attend college to obtain a baccalaureate or associate degree. To be eligible, an applicant must:
- Demonstrate academic excellence by placing in the op 20% of the graduating class.
- Be accepted at a 2 or 4 year accredited college.
- Be planning to earn an AA, BA, or BS degree.
2.) The Easton Branch Memorial Fund has been established to grant scholarships to women returning to college to complete an AA, BA, or BS degree. To be eligible, an applicant must:
- Have completed at least one full academic year of college (no less than 24 credits) and been away from college no less than one year.
- Be accepted at a 2 or 4 year accredited college and planning to earn an AA, BA, or BS degree
3. The AAUW Easton Branch Scholarship and Memorial Fund Committee shall determine how many recipients and the amount of each scholarship for each category. The total amount available for scholarship each year shall be based on the following formula:
Interest accrued by the Easton Branch Scholarship and Memorial Fund at the close of the previous fiscal year, June 30
75% of all monies raised by donations and branch fund-raisers in the current fiscal year*
*All remaining monies not distributed shall be reinvested as principal
4. The AAUW Easton Branch Scholarship and Memorial Fund committee shall consist of the following members:
AAUW Easton Branch Scholarship and Memorial Fund chair, appointed by the branch president
An assistant, appointed by the chair, to aid in the distribution of the applications
Finance vice president
Previous member of the committee
5. Notification of the local colleges, newspapers and other local groups will be done by February 1. The deadline for receipt of scholarship applications is March 31. The scholarship recipients will be announced by April 30.
6. All scholarship recipients will be invited to attend the annual May dinner.
7. The committee shall review the Branch Scholarship and Memorial Fund policy annually and make any recommendations for changes to the branch board.
The Sarah Palmer-Tarbell Trust Fund
There shall be a branch standing committee to administer the Sarah Palmer-Tarbell Trust Fund in accordance with the terms of the trust.
The trust committee shall be composed of a chair, the financial officer and three other members appointed by the president after consultation with the executive committee. The trust committee shall perform the following:
a.comply with the terms of the trust;
b.keep a proper set of books;
c.submit an annual report to the branch;
d.present the books for annual audit.
Branch Policy for Use of Name
The following procedures shall be used to establish official positions for the use of the name “Easton Branch of AAUW”:
1. When the matter for which position is to be taken arises from study of an official committee and is known at least a month before the next branch meeting and before the newsletter deadline:
a. Questions to be voted on shall be clearly stated in the newsletter and members informed that a vote is to take place at the next meeting;
b. Insert shall be placed in the newsletter giving background of the issue, summary of results of committee study, and recommendation of study group;
c. Members who cannot attend the next branch meeting shall be given a chance to vote by mail:
l. The ballot must be received by the recording secretary before the meeting at which the vote is to be taken;
2. The word “ballot” must be clearly marked on the envelopes to remain sealed until the vote at the meeting is taken at which time they will be opened and the votes counted with those votes of members present.
d. Quorum rules and balloting shall be in accordance with branch bylaws.
2. When time does not permit a branch vote, i.e., an emergency stand:
a. Emergency stand must be on a studied position or in keeping with the stated purposes and policies of AAUW.
b. If time available in which to take a position is more than 48 hours, the following people will determine the merit of an issue and a simple majority thereof will be necessary to approve any stand to be taken in the name of the branch: President, vice presidents, and chair involved with the issue. If the number of people polled should be even, a tie vote will constitute a defeat of the stand.
c. If no more than 48 hours are available in which to determine a stand, only president, public policy chair, and/or issues chair will be necessary to determine the merit of a position. Any decision to take a stand in the name of the branch must be unanimous among the three or four voting.
A study committee to be official must be:
a. Approved by a majority of the executive committee;
b. Part of branchapproved study issues.
Revised, reprinted 8/10