Amended, June 26, 2020
ARTICLE I
Sec. 1. The name of this organization shall be the League of Women Voters of Darien. This local League is an integral part of the League of Women Voters of the United States and the League of Women Voters of Connecticut.
ARTICLE II Purposes and Policy
Sec. 1. Purposes: The purposes of the League of Women Voters of Darien are to promote political responsibility through informed and active participation in government and to act on selected governmental issues.
Sec. 2. Policy: The League of Women Voters of Darien shall not support or oppose any political party or candidate.
ARTICLE III Membership
Sec. 1. Eligibility: Any person who subscribes to the purposes and policy of the League shall be eligible for membership.
Sec. 2. Types of Membership:
(a) 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 League of Women Voters of the United States;
- individuals who live within an area of a local League may join that League or any other local League;
- those who reside outside the area of any local League may join a local League or shall be state members-at-large;
- those who have been members for 50 years or more shall be honorary life members excused from the payment of dues;
- each member shall have one vote.
(b) Associate members. All others who join the League shall be associate members.
ARTICLE IV Officers (also known as the Executive Committee)
Sec. 1. Enumeration and Election of Officers: The Officers of the League of Women Voters of Darien shall be: President or Co-Presidents, three Vice Presidents, a Secretary, and a Treasurer, all of whom shall be elected for the term of two years by the general membership at an Annual Meeting and take office immediately.
Sec. 2. The President or Co-Presidents: The President or Co-Presidents, individually or collectively, shall preside at all meetings of the Organization and of the Board of Directors. She/he may, in the absence or disability of the Treasurer, sign or endorse checks, drafts and notes. She/he shall be, ex-officio, a member of all committees. She/he shall have such usual powers of supervision and management, as may pertain to the office of the President or Co-Presidents, and perform such other duties as may be designated by the Board.
Sec. 3. The Vice Presidents. There shall be three Vice Presidents: a Vice President acting as Committee Chair for Voter Education, a Vice President acting as Committee Chair for Outreach and a Vice President acting as Committee Chair for Communications and Advocacy. The Vice Presidents shall, in the event of the temporary absence of the President or Co-Presidents, possess all the powers and perform all the duties of that office. The Vice Presidents shall, in the event of the resignation, disability or death of the President or Co-Presidents, possess all the powers and perform all the duties of that office until such time as the Board of Directors shall elect one of its members to fill the vacancy.
Sec. 4. The Secretary. The Secretary shall keep the minutes of all business meetings of the League and of all meetings of the Board of Directors. She/he shall sign, with the President or Co-Presidents, all contracts and other instruments when so authorized by the Board and shall perform such other functions as may be incident to the office.
Sec. 5. The Treasurer. The Treasurer shall collect and receive all moneys due. She/he shall be the custodian of these moneys, shall deposit them in a bank designated by the Board of Directors, and shall disburse the same for League approved purposes. She/he shall present statements to the Board at their regular meetings and an Annual Report to the members at the Annual Meeting. The books of the Treasurer should be audited annually, after the close of the fiscal year. This may be done by a special committee of up to three (3) members appointed by the Board.
Sec. 6. Executive Committee. There shall be an Executive Committee composed of the President or Co-Presidents, the three Vice Presidents, the Secretary and the Treasurer, with the power to transact non-policy business when it is not feasible to call a Board Meeting. Any action taken by this Committee must be reported at the next Board Meeting.
ARTICLE V Board of Directors
Sec. 1. Number, Manner of Selection and Term of Office. The Board of Directors shall consist of the Executive Committee and no more than twenty (20) elected Directors, with the option of additional At-large Directors.
Sec. 2. Qualifications. No person shall be elected or appointed or shall continue to serve as an officer or Director of this organization unless she/he is a voting member of the League of Women Voters of Darien.
Sec. 3. Vacancies. Any vacancy occurring in the Board of Directors by reason of the resignation, death, or disqualification of any officer or elected member is to be filled for the unexpired portion of the term of office by a majority vote of the remaining members of the Board of Directors.
Sec. 4. Powers and Duties. The Board of Directors shall have full charge of the property and business of the organization, 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 the program as adopted by the Annual Meeting, the State Convention, and the National Convention. The Board shall create and designate such special committees as it may deem necessary.
Sec. 5. Meetings. There shall be at least seven regular meetings of the Board of Directors annually. The President or Co-Presidents may call special meetings of the Board of Directors and shall call a special meeting upon the written request of five members of the Board.
Sec. 6. The Board of Directors may permit any or all directors to participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating in a meeting by this means is deemed to be present in person at the meeting.
Sec. 7. Quorum. A majority of the members of the Board of Directors shall constitute a quorum. A quorum is required for adoption of any advocacy position.
ARTICLE VI Financial Administration
Sec. 1. Fiscal Year. The fiscal year of the League of Women Voters of Darien shall commence on the first day of July of each year.
Sec. 2. (a) Dues. Dues shall be payable annually on the first of June. Individual and Household dues amounts shall be recommended by the Board and voted on at the Annual Meeting. Household Membership applies when two members reside at a common address in a common household.
(b) Life Membership. A fifty-year member of the League is exempt from dues.
Sec. 3. Budget. A budget for the ensuing year shall be submitted by the Board of Directors to the members at the Annual Meeting for adoption. The budget shall include support for the work of the League as a whole, including Director and Officer insurance
Sec. 4. Budget Committee. A Budget Committee may be appointed by the Board of Directors prior to the Annual Meeting to prepare a budget for the ensuing year. The proposed budget shall be distributed to all members one month before the Annual Meeting.
Sec. 5. Net Earnings: No part of the net earnings of the LWV of Darien will inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons, except that the LWV of Darien will be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of its purposes.
Sec. 6. Self-Dealing: The LWV of Darien will not engage in any act of self-dealing, as defined by Section 4941(d) of the Internal Revenue Code of 1986 or corresponding provisions of any subsequent federal tax law.
ARTICLE VII Meetings
Sec. 1. Membership Meetings. There shall be at least three meetings of the membership each year. Time and place shall be determined by the Board of Directors.
Sec. 2. Annual Meeting. An Annual Meeting shall be held prior to the end of the fiscal year, the exact date to be determined by the Board of Directors.
(a) The Annual Meeting shall:
- Adopt a local program for the ensuing year;
- Elect officers and directors;
- Adopt an adequate budget;
- Transact such other business as may come before it.
- One tenth of the membership shall constitute a quorum at the Annual Meeting of the League of Women Voters of Darien.
Sec. 3. Consensus or Concurrence Meetings. One-tenth of the membership shall constitute a basis for consensus or concurrence.
Sec. 4. (a) The Executive Committee may determine that any meeting of members shall be held solely by means of remote communication. Participation by means of remote communication shall be subject to such guidelines and procedures as the Executive Committee may adopt.
(b) Members participating by means of remote communication are deemed present in person and may vote at the meeting on matters submitted to the members and on which the members are entitled to vote if the local league has implemented reasonable measures: (A) to verify that each person participating remotely is a member; and (B) to provide the members a reasonable opportunity to participate in the meeting and to vote on matters submitted to the members and on which the members are entitled to vote, including an opportunity to communicate, and to read or hear the proceedings of the meeting, substantially concurrently with the proceedings. The notice to members entitled to vote at a meeting to be held pursuant to this clause shall describe the means of accessing the meeting.
ARTICLE VIII Nominations and Elections
Sec. 1. Nominating Committee. The Nominating Committee shall consist of an elected Nominating Chair, the President or one of the Co-Presidents and other members as needed.
Sec. 2. Report of the Nominating Committee and Nominations from the Floor. The report of the Nominating Committee of its nominations for Officers and Elected Directors, including At-Large Directors shall be distributed to all members one month before the Annual Meeting. Immediately following the presentation of this report, additional nominations may be made by any voting member provided the consent of the nominee shall have been secured.
Sec. 3. Elections. A majority of voting members present and voting shall constitute an election. Absentee or proxy voting shall not be permitted.
ARTICLE IX Program
Sec. 1. Authorization. The principles adopted by the National Convention, and supported by the League as a whole, constitute the authorization for the adoption of Program.
Sec. 2. Program. The Program of the League of Women Voters of Darien shall consist of those issues chosen for concerted study and action.
Sec. 3. Program Selection. The members at the Annual Meeting shall select the local issues for concerted study and action using the following procedures:
- The Board of Directors shall consider the suggestions of the voting members prior to this Annual Meeting and shall formulate a Proposed Local Program.
- The Proposed Local Program shall be distributed to all members one month before the Annual Meeting.
- The members present and voting at the Annual Meeting shall adopt items of the Proposed Local Program by a majority vote on each subject of this program presented to them.
- Suggestions for local Program submitted by voting members prior to the Annual Meeting but not recommended by the Board of Directors may be considered by the members at the Annual Meeting provided there is a majority vote. Adoption of the item shall require a three-fifths vote.
Sec. 4. Program Changes. Changes in the local Program, in the case of altered conditions, may be made provided that:
(a) information concerning the proposed changes has been distributed to all members at least two weeks prior to a general membership meeting at which the change is to be discussed, and (b) final action by the membership is taken at the succeeding meeting.
Sec. 5. Fast Action Study. In the event of the emergence of an important local issue between Annual Meetings, the Board may consider adoption of a mini-study. A three-fifths vote of the total Board is required to adopt this study.
Sec. 6. Historical Record. There shall be compiled an historical record of past items of local study and local program and this record shall be maintained to date in perpetuity.
Sec. 7. Member Action. Members may act in the name of the League of Women Voters 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 LWV of Darien, the LWVCT or the LWVUS.
ARTICLE X National Convention, State Convention, and Council
Sec. 1. National Convention. The Board of Directors shall select delegates to the National Convention according to the provisions of the bylaws of the League of Women Voters of the United States.
Sec. 2. State Convention and Council. The Board of Directors shall select delegates to the State Convention and State Council according to the provisions of the bylaws of the League of Women Voters of Connecticut.
ARTICLE XI Parliamentary Authority
Sec. 1. Parliamentary Authority. The rules contained in Robert’s Rules of Order Revised shall govern the organization in all cases to which they are applicable and in which they are not inconsistent with these bylaws.
ARTICLE XII Amendments
Sec. 1. Amendments. These bylaws may be amended by a three-fifths vote of the voting members present and voting at the Annual Meeting, provided the amendments were distributed to the membership at least one month prior to the meeting.