ARTICLE VI: COMMITTEES

6.1 Committee Formation. The Board of Directors may establish one or more committees having the authority of the Board in the management of the business of the League to the extent determined by the Board of Directors (e.g., fundraising, public relations, volunteers, special events, programs, annual meeting, etc.). The board President appoints all committee chairs, except that the Treasurer shall be the chair of the Budget/Finance Committee and the President shall be the chair of the Executive Committee. The committee chair shall be a member of the Board of Directors, but committee membership is open to anyone, regardless of Board Membership.

6.2 Standing Committees.

6.2.1 Executive Committee. The League officers shall serve as the members of the Executive Committee, and the President shall serve as the committee chair. See Section 5.9 for committee powers.

6.2.2 Budget/Finance Committee. The Treasurer shall serve as the chair of the Budget/Finance Committee. The Budget/Finance Committee is responsible for developing and reviewing fiscal procedures, fundraising plan (unless a Fundraising or Development Committee is established), and annual budget with staff, if any, and other Board Members. The board must approve the budget and all expenditures must be within budget. Any major change in the budget must be approved by the board. The fiscal year shall be the calendar year. Annual reports are required to be submitted to the board showing actual and pending income and expenditures. The financial records of the organization are public information and shall be made available to Board Members and the public.

6.2.3 Nominating Committee. The Nominating Committee shall be responsible for gathering nominations, preparing and distributing a list of candidates with Candidate Profiles, and running the elections at the annual member meeting. The Board of Directors elects the Nominating Committee Chair who then selects an additional two to four committee members who do not have to be Board Members. Members of the nominating committee are not eligible to run for election. The Nominating Committee Chair shall present candidate profiles for officer candidates to the Board of Directors at the second Board of Directors’ meeting each year. See Sections 4.4.1 and 5.4 for additional details regarding responsibilities.

 

ARTICLE VII: MEETINGS

7.1 Regular Meetings.

7.1.1 Annual Member Meeting. The League shall hold an annual meeting of the Member Commissions at a time and place to be determined by the Board of Directors not less than ninety days in advance of the meeting.

7.1.2 Annual Board Meeting. The second Board of Directors meeting held after the Annual Member Meeting shall be the Annual Meeting of the Board of Directors.

7.1.3 Regular Board Meetings. The Board of Directors shall meet monthly, at a time and place they determine, beginning with the first Board meeting following the League’s annual meeting.

7.2 Special Meetings.

7.2.1 Special Member Meetings. Special meetings of the Member Commissions may be called at any time by the President, or one-third of the members of the Board of Directors, or upon written petition of one-third of the Member Commissions in Good Standing.

7.2.2 Special Board Meetings. Special meetings of the Board of Directors may be called at any time by the President or by one-third of the members of the Board of Directors, or upon written petition of one-third of the Member Commissions in Good Standing, provided that any such request shall specify the purpose(s) for the meeting. The President shall set the date for the special meeting within three (3) business days of making or receiving such a request.

7.3 Notice of Meetings.

7.3.1 Notice of Member Meetings.

7.3.1.1 Regular Meeting Notice. Written notice shall be sent to each Member Commission in Good Standing and each Member Commission Representative stating the date, time, and place of the annual meeting and the names of the Member Commission Representatives (if known) not less than forty-five days before the meeting. Notice shall include a request for confirmation of the name of the person who will attend the meeting on behalf of the Member Commission (i.e., the Member Commission Representative).

7.3.1.2 Special Meeting Notice. Written notice of a special meeting shall be sent to all Member Commissions in Good Standing and each Member Commission Representative by the League Secretary, or designee, giving the date, time, location and purpose of the meeting not less than five business days before the meeting.

7.3.2 Notice of Board Meetings.

7.3.2.1 Regular Meeting Notice. Written notice of each Board meeting, stating the time and location of the meeting and the Board's agenda, shall be sent by the Secretary or the Secretary’s designee to each Board Member not less than ten business days before the meeting.

7.3.2.2 Special Meeting Notice. Written notice of the time, place and purpose of any special meeting shall be sent, by the Secretary or designee, to the Board and those who petitioned for the meeting. Such notice shall be sent not less than five (5) nor more than thirty (30) business days prior to the meeting.

7.4 Voting.

7.4.1 Member Voting. Each Member Commission in Good Standing shall have one vote with regard to the transaction of League business at any Member meeting. Each Member Commission shall designate, in writing, prior to any member meeting the name of the Member Commission Representative who is authorized to vote on behalf of the Member Commission on League matters. All challenges to voting rights shall be decided by majority vote of the Board of Directors.

7.4.2 Board Voting. For the transaction of business, each Board Member shall have one vote at any Board meeting.

7.4.3 Ballot Voting. Upon request of one-third of the voting members present, or the President, the vote upon any question shall be by written ballot. Tellers shall be appointed by the President for the supervision and tabulation of written ballots. At the conclusion of the vote, and after the results are made known to the body, the written ballots shall be destroyed.

7.5 Quorum.

7.5.1 Member Quorum. At all Member Meetings, presence of a duly authorized Member Commission Representative from one-third of the Member Commissions in Good Standing according to Section 3.7 and entitled to vote shall constitute a quorum for the transaction of League business.

7.5.2 Board Quorum. At all meetings of the Board of Directors, presence of forty percent plus one of the directors then in office shall be necessary and sufficient to constitute a quorum for the transaction of business.

7.5.3 Meeting of the Committee as a Whole. Meetings may proceed without quorum, but the decisions made shall not be effective until ratified (by the Board for meetings of the Board, or by the Member Commissions in Good Standing for member meetings) at a duly called meeting at which quorum is met, or by written action as provided by these by-laws.

7.6 Number Required for Action.

7.6.1 By Members. Except where otherwise required by law, the Articles or these Bylaws, the affirmative vote of a majority of the Member Commissions in Good Standing present at a duly held meeting shall be sufficient for any action.

7.6.2 By Directors. Except where otherwise required by law, the Articles or these Bylaws, the affirmative vote of a majority of the directors present at a duly held meeting
shall be sufficient for any action.

7.7 Meeting Procedure. League meetings shall be conducted on the basis of consensus. The most recent revision of Robert’s Rules of Order may govern the procedure at meetings at the discretion of the meeting Chair. At its Annual Meeting the Board shall appoint a qualified Parliamentarian who is well versed in Robert’s Rules of Order, and who is not a member of the Board, to provide guidance and decide disputes regarding procedure. The Parliamentarian shall be available to the League by telephone during all League Member and Board meetings to resolve disputes regarding Robert’s Rules.

7.8 Electronic Board Meetings.
a. Any meeting among directors may be conducted solely by one or more means of remote communication through which all of the directors may participate in the meeting, if the same notice is given of the meeting as required by these bylaws, and if the number of directors participating in the meeting is sufficient to constitute a quorum at the meeting.
b. A director may participate in a meeting of the Board of Directors by means of teleconference or video conference, or if authorized by the Board of Directors, by such other means of remote communication, in each case through which that director, other directors so participating, and all directors physically present at the meeting may participate with each other during the meeting.
c. Participation in a meeting by any of the above-mentioned means constitutes presence at the meeting for attendance and quorum.
d. As used in these bylaws, “remote communications” means communication via electronic communication, teleconference, video conference, the Internet, or such other means by which persons not physically present in the same location may communicate with each other on a substantially simultaneous basis.