Canadian Unitarian Universalist Women's Federation: Bylaws

Draft Bylaws

Wednesday April 13th, 2011

Vision: The Canadian Unitarian Universalist Women’s Federation (CUUWF) will have a national and international profile on the personal, public, professional and political aspects of women’s lives.

Mission:

To support the development of women-centred projects such as women’s history, rituals, and concerns;

To monitor media discrimination, government policies, especially national and international issues;
To grant awards to women based on merit, and to acknowledge the work of women on such projects;
To develop, distribute and provide education of a women-centred UU lifespan learning curriculum;
To maintain a monitoring group with two functions: i) internal to the CUC to ensure that language is inclusive, there is equitable representation on CUC committees, task forces, etc; and 2) external: issues re economic equality, reproductive rights, and education opportunities.

Objectives

To provide supportive programming consonant with Unitarian principles;
To assess the ongoing roles and responsibilities of women members within the Unitarian Church of Canada;
To encourage outreach on individual and collective levels to all women;
To support the annual gathering of Unitarian women in the Host City each year.

ARTICLE 1. INTERPRETATION

SECTION 1: DEFINITIONS

In these by-laws, the following terms shall have the following meaning:

“Management Committee” means the five members of the core leadership committee representing each of the five regions of Canada (Pacific, Prairie, Ontario, Quebec, the Maritimes);
“Host City Committee” means the members of the committee in the Host City that organizes the annual meeting of the CUUWF;
“Annual Meeting” means the Annual General Meeting to be held in the Host City;

SECTION 2: CORPORATE

The Canadian Unitarian Universalist Women’s Federation (CUUWF) shall operate as an agency associated with the Canadian Unitarian Council under the head office and the seal of the Canadian Unitarian Council.

ARTICLE 2. MEMBERSHIP AND PARTICIPATION

SECTION 1: MEMBERSHIP

Membership in the CUUWF shall be composed of individual members, associate members and honourary members.

Individual members are those women who register at the Annual Meeting of the CUUWF and support the principles of the CUUWF by means of an annual registration fee, the amount to be specified by the Management Committee.

Associate members are individuals who support the principles of the CUUWF, make an annual donation, but who are not necessarily in attendance at the meeting or voting.

Honourary members are persons of special distinction who are appointed by the Annual Meeting, and have the right to vote at the Annual Meeting.

ARTICLE 3. MEETINGS

SECTION 1: ANNUAL MEETING

The Annual Meeting of the CUUWF shall be held during the Annual Council Meeting (ACM) of the Canadian Unitarian Council in the Host City for that event.

SECTION 2: SPECIAL MEETINGS

A Special Meeting of the Management committee of the CUUWF may be convened by order of the Executive Officers at any time and at any place in Canada.

A Special Meeting of the CUUWF may be held when proper notice is given in writing by the Management Committee,

(i) subsequent to a Special Meeting of the Mangement Committee,

(ii) specifically stating the business proposed to be transacted at such meeting, and

(iii) signed by at least five Individual Members in good standing.

Any member of the Management Committee may convene such a Special Meeting.

SECTION 3.: NOTICE OF MEETING

An Annual Meeting of the CUUWF shall be held at the Annual Council Meeting (ACM) every year.
Notice shall be given by E-mail or Canada Post at least 60 days before the date of the Annual Meeting of any business to be transacted.
Members who have signed up for information will be contacted each year.
Notice of any meeting where special business will be transacted shall contain sufficient information to permit members to form a reasoned judgment on the decision to be taken.

SECTION 4: CONDUCT OF MEETING

The Chair of the Host City Committee may from time to time retire from the chair unless prohibited by a majority vote of the members present.
The Chair may designate a delegate to fill the chair during such absence.

SECTION 5: QUORUM

Fifty percent of the registered Members present at the Meeting shall constitute a quorum for the transaction of business at any Annual or Special meeting.

SECTION 6: VOTING

Every accredited member shall be entitled to one vote.
Every question submitted to any Annual or Special Meeting of the Federation shall be decided in the first instance by a show of hands of the delegates. If a poll is demanded, it shall be taken as the Chair directs. The result of a poll shall be deemed to be the resolution of the meeting.
Except in the case of a secret written ballot, the Chair shall not be entitled to vote unless the casting of one vote might effect the decision, in which case the Chair shall be entitled to one vote.
At any meeting, unless a poll is demanded, a declaration by the Chair that a resolution has been carried, unanimously, by a particular majority, or lost shall be conclusive of the fact.
Votes shall be given personally by Members. Associates and Honourary members shall be entitled to appoint a proxy.
Elections shall be by a show of hands unless more than one candidate is nominated for any available position, in which case election shall be by ballot.

SECTION 7: ADJOURNMENT

The Chair may with the consent of any Annual Meeting or Special Meeting adjourn the same from time to time without notifying members.

ARTICLE IV: DISSOLUTION

SECTION 1: DISSOLUTION

The Federation may be dissolved by an affirmative vote of three-quarters of the votes cast at an Annual Meeting or a Special Meeting called for that purpose, subject to Article III, Section 3 (a).

SECTION 2: DISPOSTION

Upon dissolution, and after payment of debts and liabilities, the assets of the Federation shall be distributed in one or more of the following ways to be determined by the Annual or Special Meeting:

To the Canadian Unitarian Council;
To any registered charitable corporation in Canada whose object is the advancement of women’s issues.

Disposition of records and archives shall be at the discretion of the Management Committee.

ARTICLE V: MANAGEMENT COMMITTEE OFFICERS

SECTION 1. RESPONSIBILITIES AND POWERS

The affairs of the Federation shall be managed by a Committee of five Officers who may exercise all such powers as are not expressly directed by the Federation at general meetings or by the By-Laws of the federation.
Management Officers shall serve without compensation and no Officer shall directly or indirectly receive any profit from the position as such, but reasonable expenses incurred by any Officer in the performance of duty may be paid.
Management Officers may submit any contract, act or transaction for approval at any Annual or special meeting/ a resolution passed by a majority of the votes cast at any such meeting shall be valid and binding upon all the members.
The primary responsibility of the Management Committee is to maintain the Mission and Objectives of the CUUWF. Officers facilitate this support by ensuring successive leadership, developing programming, managing assets and liaising with the Canadian Unitarian Council.

SECTION 2: QUALIFICATIONS

An Officer on the Management Committee shall be an individual who is over 18 and in good standing as a member of the CUUWF.

SECTION 3: NUMBER AND REPRESENTATION

The Management Committee shall be composed of five people representing the five regions of Canada: the Pacific, the Prairies, Ontario, Quebec and The Maritimes.

b) The Management Committee shall be made up of

Two members for a three-year term;
Two members for a two-year term;
One member for a one-year term.

c) Members will be sought through a democratic process as terms are completed. The Management Committee will strive to maintain the geographic representation as far as possible.

d) In the event that no woman puts her name forward to serve, the Management

Committee will appoint a new member as required.

SECTION 5: THE HOST CITY COMMITTEE

The Host City Committee will meet for one year of service to organize the Annual Meeting of the CUUWF in conjunction with the Management Committee and the CUC.
The duties of the Host City Committee are articulated in Appendix 1 at the end of these by-laws,
The Host City Committee will be supported by the Management Committee to ensure that all business is transacted, fees are collected and arrangements made for reporting and follow-up for future meetings.

SECTION 6: MEETINGS

The Management Committee shall maintain contact by e-mail, phone and CUC Newsletters between Annual Meetings.
The Management Committee shall meet together before the Annual Meeting in the Host City to discuss business, prepare reports and ensure continuity at the Host City meeting.

SECTION 7: QUORUM

a) A quorum for the transaction of business shall constitute a simple majority of the members of the Management Committee or fifty percent of the Host Committee.

SECTION 8: VOTING

Each member shall be entitled to one vote.
The Chair shall not be entitled to vote unless the casting of one vote might effect the outcome in which case the Chair shall be entitled to one vote.

ARTICLE VI: OFFICERS

SECTION 1: ELECTION AND APPOINTMENT OF OFFICERS

The five Officers of the Management Committee shall determine among themselves who will act as chair, vice-chair, secretary and treasurer.
The officers will receive no remuneration but shall be entitled to reimbursement for reasonable expenses that they may incur. This may include financial assistance to attend the Annual Meeting.

SECTION 2: DUTIES OF OFFICERS

The Chair shall take responsibility for ensuring the smooth running of the organization. She will liaise with the Host City Committee, the CUC, her sister officers, and the general membership.
The Vice-Chair shall perform the functions of the Chair whenever so instructed by the Chair or in the absence of the Chair and shall perform other duties as the Committee may from time to time determine.
The Secretary shall keep a record of the following:

A copy of the By-Laws of the CUUWF;
The names and addresses of all individuals and societies who are or have been members of the CUUWF;
The names, addresses and dates at which each member of the Management Committee became or ceased to be an Officer;
Reports from Host City Annual meetings.

The Treasurer shall keep a record of the following:

all fees, gifts, or profits from the Host City Committee;
a financial report at each Annual Meeting.
ensuring that all monies are safely invested.

SECTION 3: REMOVAL OF MANAGEMENT COMMITTEE OFFICERS

An officer may be removed from office by resolution of the Management Committee provided that a majority of the voting members agree.

SECTION 4: DELEGATION OF DUTIES

In case of the absence of the Chair, Vice-Chair, Secretary or Treasurer, they may delegate the powers of such officers to any other member for the being provided the majority concur.

ARTICLE VII: COMMITTEES

SECTION 1. MANAGEMENT COMMITTEE

There shall be a Management Committee composed of five members representing the five regions of Canada.
The Management Committee shall make decisions for the CUUWF providing that such decisions are ratified at the next Annual General Meeting.
The Management Committee shall not have the power to pass or amend by-laws.
A majority of the members of the Management Committee shall constitute a quorum.
Meetings may take place by e-mail or teleconferencing. A record of actions taken shall be submitted to each member not more than three weeks following the meeting.

SECTION 2: HOST CITY COMMITTEE

The Chair of the Host City Committee for the next year’s meeting shall be elected at the Annual Meeting. She will establish a committee to prepare and deliver the program for the next year. Planning for the Annual Meeting is found in Appendix I.). Her term of office shall be one year.
Affirmation of the Chair of the Host city committee shall be by a show of hands at the Annual Meeting.
The Treasurer of the Management Committee shall be responsible for developing a budget, collecting registration fees, payment of accounts, and presentation of a financial report to the Annual Meeting.
A copy of the membership names and addresses and evaluation summary will be sent to the Management Committee.

SECTION 3: OTHER COMMITTEES

The Annual Meeting may establish other committees as they may deem desirable to implement the programs of the CUUWF and shall determine the duties of such committees.

SECTION 4: REMOVAL AND REMUNERATION OF COMMITTEE MEMBERS

Members of committees appointed by the Management committee shall be subject to removal at any time with cause. Members of committees shall serve without remuneration.

ARTICLE VIII: FINANCIAL MATTERS

SECTION 1: RESERVE FUNDS AND INVESTMENTS

The Management committee may set aside sums as a reserve fund to meet contingencies as it deems fit. Assets from operating funds may be diverted to special funds. Profits may be carried forward from year to year.

SECTION 2: FISCAL YEAR

The fiscal year shall terminate on the 30^th day of June each year.

SECTION 3: AUDITOR

In the event that the CUUWF should prosper, the Management Committee may decide at some future date to hire an auditor.

ARTICLE IX: GENERAL

SECTION 1: EXECUTION OF DOCUMENTS

Contracts, documents or any instruments in writing shall be signed by any two members of the Management Committee.

ARTICLE X: AMENDMENT OR REPEAL

SECTION 1: AMENDMENT OR REPEAL OF BY-LAWS

Proposals to amend the by-laws may come from no fewer than five members of the Annual Meeting or from a majority of Officers of the Management Committee.
The by-laws shall only be amended or repealed by a two-thirds affirmative vote of the delegates at an Annual Meeting.
Any changes in the by-laws of the Federation will be duly reported to the Canadian Unitarian Council.