Sample AWIS Chapter Constitution and Bylaws

Chapters of the Association for Women in Science (AWIS) are required to develop and write their own Constitution and Bylaws. A chapter's Constitution should state the fundamental principles governing the organization. The Bylaws are standing rules regulating the internal operation.

This might seem a daunting task, but it is a fairly uncomplicated undertaking. An advantage is that you do not have to create a document from scratch. AWIS has already written and approved its own Constitution and Bylaws, as have many other chapters. For organizational and legal reasons, the purpose and goals must be the same for National AWIS and the chapters. However, the method of operation for a chapter may differ from those of National AWIS and from other chapters.

This document provides guidelines and sample language from which your chapter can create its own Constitution and Bylaws. Certain sections are required and this is noted; other portions are recommended or optional. Our recommendations stem from procedures that have worked well for chapters in the past. You may need additional articles that apply to your special needs.

Your Constitution and Bylaws will serve as an operation manual for your chapter's officers and members. A good document will provide the answers to most questions about the chapter's purpose, objectives and method of operation in concise, simple language.

Please note that the chapter's name should be inserted in all blank lines. Also, this document is long because we are trying to cover as many areas as possible. Yours might not need all the articles or sections given as examples.

When you have completed your document, it should be reviewed and approved by the chapter members. The final version should be sent to National AWIS for final approval by the Constitution & Bylaws Committee. Any changes should then be made and the new version resubmitted to the chapter members for another vote.

If you have questions, contact:

National AWIS
Janet Bandows Koster, Executive Director, koster@awis.org
202-326-8940(o); 202-326-8960 (fax)

DOCUMENT HEADING

Provide the full name of the Chapter

Example

SECTION HEADING

Indicate which portion is the CONSTITUTION and which portion is the BYLAWS

CONSTITUTION

NAME AND AFFILIATION

Required. The blank line is for your chapter name. Many chapters have an abbreviated name, which is easier to use. For example, the Chicago Area Chapter is AWIS-CAC.

Example

The name of this organization is the Association for Women in Science, _____________ Chapter, hereinafter referred to as AWIS--________________ (or _________ Chapter). ___________ shall be a chapter of the national organization, the Association for Women in Science, Incorporated, hereinafter referred to as National AWIS.

PURPOSE

Required. The purpose of your group must be similar to National AWIS or it will violate legal requirements. Some chapters add a few items, but this is not necessary.

Example

The purpose of this organization shall be: to increase the number of women obtaining their degrees in science and technology at all levels; to increase the number of women participating in the scientific and technological workforce at all levels; to raise public awareness of the scientific and technological skills and contributions of women; to work with other scientific, educational, and women's organizations in developing national and community programs that meet the above goals; and to provide awards for and recognition of individual women scientists in order to advance the above goals.

Required. Membership shall be open to all persons supporting the goals of AWIS. All local members must be national members. Your constitution should state that chapter members must be members of National AWIS. (AWIS is not unique in requiring chapter members to be national members. Other scientific organizations have this requirement. This is the rule, rather than the exception.)

All chapter members must be National AWIS members.

SECTION 1: Any individual who is a member of the National AWIS and who supports the purpose of __________ is eligible for membership in the Chapter and shall hold full membership status upon payment of Chapter dues. Hereafter, full members shall be referred to as members.

SECTION 2: All members of ________ shall have voting privileges.

Article IV: Authority

SECTION 1: __________ shall abide by the Constitution and Bylaws of National AWIS.

SECTION 2: ___________ shall have the power to establish the rules and regulations of the Chapter, to delegate responsibility, and to amend any or all parts of the Constitution and Bylaws of the Chapter.

Required.

Example

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 mail ballot , including e-mail ballot. A simple majority of the members voting is required for ratification. Any approved amendments must also be submitted to National AWIS for review and approval.

EXECUTIVE BOARD/DUTIES OF OFFICERS

An article on the Executive Board and an article on the duties of the chapter officers are required. What the articles will say will depend on how the Board is structured.

The offices listed are optional. This traditional hierarchical method is given because it is a common, simple one. Other groups have opted for shared offices, such as two or three facilitators in place of President and President-Elect, or for a general board with no specific titles.

We encourage using the structure that will work best for your group, especially as some have objections to a traditional hierarchical organization. However, the structure you choose must be functional. Most people are familiar with a hierarchical system of government and, therefore, chapters may have greater competency in problem solving when working within such a structure.

We suggest that you carefully consider possible ramifications of a new system, especially if it is experimental. Please keep in mind:

• If people are going to share a position, they will have to be compatible.
• You will need a procedure for resolving any disputes that may arise.
• Confusion may result or tasks may be left undone if certain responsibilities are not assigned to specific people. You must have a system for assigning specific responsibilities.
• It is unlikely that a governing board will reach a consensus on all issues. We recommend choosing a method for voting on an issue when general agreement is not possible.

It is essential that you indicate at what time of the year the term of office begins and how long it lasts. Also, the quorum that is required for business to be transacted must be stated. This number should constitute a clear majority, such as 4 out of 6. Finally, it is recommended that you do not make your board too large; five or six elected positions are usually sufficient.

Example

SECTION 1: The Executive Board shall consist of a President, Past President, President-Elect, Secretary, and Treasurer. The Executive Board shall serve as the policy body of ____________________.

(Some may substitute two Co-facilitators for the President. Also, you may choose to have the office of Vice President rather than President-Elect. You may include the Committee Chairs on the Executive Board, but this is not necessary.)

Or

The Executive Board shall consist of five elected officers, and the Committee Chairs. All members in good standing are eligible for election to office. The Executive Board shall serve as the policy body of _________________.

SECTION 2: The President, President-Elect, Secretary, and Treasurer shall be elected by the members of ______________________. The term of office shall be for one (or two) year, beginning _________. The office of Past President shall be filled by the most recent former President available.

Or

The officers shall be elected by the members of ______________________.
The term of office shall be for one year, beginning ____________________.

SECTION 3: If the office of President becomes vacant, the President-Elect shall succeed to that office for the remainder of the term and for the term following. If the office of President-Elect, Secretary, or Treasurer become vacant, a successor shall be appointed by the Executive Board upon recommendation by the Nominations and Elections Committee.

Or

If any elected officer is unable to serve a full term, a new officer shall be appointed by a majority vote of the remaining members of the Executive Board.

SECTION 4: Elected members of the Executive Board may be removed from office by unanimous vote of all the other voting members of the Board. If the vote is not unanimous, but is at least 2/3 in favor, the Board may elect to refer the matter to the membership for a ballot vote. If the vote of the Board is unanimous, the member who has been removed shall have the right to appeal directly to the membership for a ballot vote.

SECTION 5: ______ (number) shall constitute a quorum that is required for business to be transacted. This should include at least half of the elected officers.

Example

SECTION 1: The President shall:

a. Preside at Chapter meetings of _______________ and at meetings of the Executive Board.
b. Represent ____________ at national meetings of AWIS.
c. Coordinate business and affairs of ________________.
d. Appoint persons to non-elected positions of the Executive Board and within the Chapter, with approval of a majority of the Executive Board. These positions include committee chairs and representatives to other organizations.
e. Act as liaison for _____________ to National AWIS, receiving and responding to communications from National AWIS.
f. Submit the __________ Annual Report to National AWIS.
g. Perform other duties incident to the office as required by the Constitution and Bylaws or by the Executive Board.

SECTION 2: The President-Elect (or Vice President) shall:

a. Perform all duties of the President in the absence, disability, or resignation of the President.
b. Assist the President and Past President in the performance of their duties.
c. Succeed to the office of President at the end of the current term.
d. Perform other duties incident to the office as required by the Constitution and Bylaws or by the Executive Board.

(Part ( c.) does not apply to a Vice President.)

SECTION 3: The Past President shall:

a. Assist the President and President-Elect in the performance of their duties.
b. Perform other duties incident to the office as required by the Constitution and Bylaws or by the Executive Board.

SECTION 4: The Secretary shall

a. Prepare and distribute to all members of ____________ an agenda for each Chapter meeting at least two weeks before the scheduled meeting.
b. Keep minutes of the Chapter meetings and Executive Board meetings.
c. Receive and maintain records of all correspondence to __________.
d. Keep an up-to-date roster of ____________ members in good standing.
e. Perform other duties incident to the office as required by the Constitution and Bylaws or by the Executive Board.

SECTION 5: The Treasurer shall

a. Receive all Chapter dues, donations, and other income; keep these monies in an authorized (and insured) financial institution; and disburse all monies to be paid by __________________.
b. Maintain financial records for ___________________.
c. Prepare and present a financial report annually to the membership and to the Executive Board upon request. The report shall be part of the ______________ Annual Report.
d. Assist the Secretary in maintaining membership records and determining membership status.
e. Perform other duties incident to the office as required by the Constitution and Bylaws or by the Executive Board.

Required. You need not identify specific committees in the Bylaws, but you must specify a procedure for creating them. Any committees mentioned in the Bylaws cannot be dissolved without an amendment to the Bylaws.

Example

SECTION 1: There shall be the following standing committees:

a. The Membership Committee will seek to expand the membership of the Chapter, assist the Secretary in membership-related duties, and provide information to subscribers about membership in National AWIS.

b. The Program and Publicity Committee shall arrange the activities for the Chapter meetings. The Committee is also responsible for publicizing the meetings.

SECTION 2: Other committees may be created as deemed necessary by the Executive Board.

SECTION 3: The Chair of each committee shall be appointed by the President, with the approval of a majority of the Executive Board, to serve a term coinciding with the tenure of that President. Any member in good standing with the Chapter may serve on any committee.

Or

The Chair of each committee shall be appointed by the Executive Board, to serve a term coinciding with the tenure of the Board. Any member in good standing of the Chapter may serve on any committee.

Required. You must specify the procedure for holding elections. It need not follow the method presented here, but do indicate when elections are held and for which offices, how candidates will be nominated, how the membership will be informed about the candidates, and how the balloting and tallying will be conducted. It is of course prudent that people counting ballots be neutral participants.

The example below indicates an election by mail, and this is preferred. Ballots may be distributed and collected at a meeting, but members should still be informed about the candidates beforehand. Some members, however, will be disenfranchised by this method.

Example

SECTION 1: An election shall be held once each year (or, once every two years) to fill the offices of President-Elect, Treasurer, and Secretary for the next term. This election shall be held no later than two months prior to the expiration of the current term.

SECTION 2: A Nominations and Elections Committee shall be appointed by the Executive Board no later than three months prior to the next election. This Committee will solicit nominations and select a slate of candidates to present to the members of __________________.

SECTION 3: A ballot listing the offices and candidates, along with a brief biography of each candidate, shall be prepared and distributed to the members no later than one month prior to the ballot return date.

SECTION 4: Ballots should be counted by at least 3 members of the Nominations and Elections 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 to the membership within one month, either at the next meeting or by mail.

Required, if you are collecting dues. Indicate that some form of dues payment is required for membership. DO NOT put the amount in the Bylaws; if you want to change it later, you will have to amend the Bylaws. The amount can be decided by the board or the members.

Example

SECTION 1: The annual membership dues shall be established by the Executive Board and approved by the membership. Members who pay dues will be in good standing and eligible for membership benefits. Members' dues shall be paid at eh time National AWIS dues are paid.

Required. Some mention must be made of meetings. It need not be this specific. However, the Executive Board and the membership must meet at least once a year.

Example

SECTION 1: Chapter meetings shall be held on a regular basis, at least ____ times a year. Special meetings may be called by the President.

SECTION 2: The Executive Board shall meet at least once a year to review previous chapter activities and plan future activities and projects. Executive Board meetings shall be open to members of _______________.

This is not required, but it can provide a means of communication between the Executive Board and the Chapter's members, and keep them advised of chapter activities. The Newsletter may include job opportunities, meetings summaries, honors and activities of chapter members, and other items of interest.

Example

A newsletter shall be published at regular intervals determined by the Executive Board. The Editor or Co-Editors shall be appointed by the Executive Board, and the term of office shall coincide with the Executive Board. The Executive Board shall have the option to request prior-to-publication review of the Newsletter.

Required. National AWIS requires an annual report from each chapter.

Example

The Executive Board shall prepare an Annual Report, summarizing the activities and financial status of ______________ for the previous fiscal year. The Annual Report shall be part of the Chapter record and presented to the Chapter membership and to the Executive Board of National AWIS.

Required. National AWIS must have the information listed below. Including it in the Bylaws will insure that future officers are aware of this requirement.

Example

As a chapter of National AWIS, __________________ must provide the National Headquarters with the following information:

a. The Chapter's current address and the name, telephone number and e-mail address, if available, of the primary contact person. National AWIS must be notified when there is any change in this information.
b. A list of the Chapter officers within 30 days of their election, including addresses and phone numbers. ________________ must notify National AWIS of any changes in those offices, or in their addresses or phone numbers.
c. A copy of the __________________ annual report by April 30 of each year.

This is not required, but it sets chapter policy for joining or affiliating with other groups.

Example

Upon approval of the Executive Board, _______________ may hold membership in other organizations having a purpose similar to that of the Chapter.

Required. The procedure may differ from the one provided.

Example

Amendment to the Bylaws may be submitted at any time to the Executive Board for review. The final version of the amendment is to be submitted 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 also be submitted to National AWIS for review and approval.

DISSOLUTION OF THE CHAPTER

Required. Any remaining assets must be given to another nonprofit group (that has a 501 ( c) (3) status with the IRS). ASSETS CANNOT BE DISTRIBUTED AMONG THE MEMBERSHIP - THIS IS ILLEGAL. We recommend the AWIS Educational Foundation so that the money will continue to be used for women in science.

Example

SECTION 1: In the event of the dissolution of ____________, all assets shall be donated to the AWIS Educational Foundation, in accordance with National AWIS guidelines and/or state regulations.

SECTION 2: National AWIS shall be notified in writing of the dissolution and shall receive the records of the chapter.

PROCEDURE FOR MEETINGS

Required. An orderly method of procedure is necessary for conducting business in a timely fashion.

Example

The Chapter shall abide by Robert's Rules of Order, Newly Revised in conducting its business meetings.

(This version was completed January 2002)