Florida National Organization for Women, Inc. Bylaws
(Revised January 2002)
ARTICLE I. NAME
The name of the organization shall be Florida National Organization for Women, Inc., herein after referred to as a NOW. It shall exist and operate as a unit of the National Organization for Women.
ARTICLE II. PURPOSE AND POLICY
Section 1. PURPOSE. The purpose of the organization is to take action to bring women into full participation in the mainstream of American society now, exercising all privileges and responsibilities thereof in truly equal partnership with men. This purpose includes, but is not limited to, equal rights and responsibilities in all aspects of citizenship, public service, employment, education, and family life. Florida NOW shall provide a structure to establish a vehicle for coordinated State action, foster understanding and exchange of information and ideas, convene chapters, and assist the growth, maintenance and development of membership and chapters in the state.
Section 2. POLICY. This organization shall be bound by National NOW Bylaws, National NOW Policy, and may take no action which is contrary thereto. State policy may be established by the members on any subject directly related to the purpose of NOW, except where such policy conflicts with National NOW policy.
ARTICLE III. MEMBERSHIP
Section 1. MEMBERS. Any person who is a member of National NOW, and who is a member of a Florida chapter of NOW or a convening chapter or is a member at-large residing in Florida and whose dues are paid shall be a member of Florida NOW. No person who shall subscribe to NOW's purposes shall be excluded from membership, segregated or otherwise discriminated against within the organization.
Section 2. VOTING RIGHTS. Each member who is a member in good standing prior to any meeting of the members, not otherwise provided for in these Bylaws, shall be entitled to one vote on each matter submitted to a vote of the members.
Section 3. AUTHORITY. The members, voting in Conference, shall constitute the policy making body of the organization.
ARTICLE IV. MEETINGS
Section 1. STATE COUNCIL MEETINGS. The State Council shall serve to implement policy set at the State Conference and facilitate action between Conferences.
A. The state Council shall consist of the elected state officers, one delegate elected from each chapter and convening chapter to represent each 50 members or fraction thereof as established by the most recent corrected National strip list, and one elected delegate to represent each 50 members-at-large or fraction thereof in attendance at the previous State Conference. All Council members must maintain residency requirements in Article III, Section 1.
B. The State Council shall meet at least quarterly and shall fix the date and locale of the subsequent Council meeting prior to adjournment.
C. Members of the Council shall be notified by the Administrative Secretary of the time, date, place and agenda, all of which shall be provided by the President, of a regular meeting at least three (3) weeks in advance.
D. Special meetings of the council may be held at the call of the State President or no less than 20% of the chapters delegated to the Council. All members of the Council shall be notified of the time, date, place, and purpose of a special meeting at least 10 days in advance.
E. A quorum of the State Council shall consist of a least two (2) officers and one delegate from at least six (6) different chapters.
F. The President or successor(s) shall chair State Council meetings.
G. Meetings of the Council shall be open to all NOW members, with discussion by observers at the pleasure of the chair.
H. The State Council shall be responsible for appointing or hiring paid staff. The State Council shall also be responsible for terminating paid staff.
Section 2. STATE CONFERENCE. A State Conference of all Florida NOW members shall be held annually to: set policy, adopt resolutions, and transact such other business as may come before the members. State Officers, At-large delegates to the Council and At-large delegates to the National Conference shall be elected at the State Conference (in accordance with Articles VII and VIII).
A. The State Council shall fix the exact date and place of the Conference and give the chapters and members-at-large at least 90 days notice thereof.
B. Members who are in good standing prior to the State Conference are eligible to vote at the Conference.
C. Forty percent of Florida NOW members who are registered and credentialed, including two officers, shall constitute a quorum for the transaction of business. Voting in plenary sessions and State Officer elections shall be limited to members of Florida NOW. Discussion by non-NOW members shall be at the pleasure of the chair.
D. A Caucus of unaffiliated members-at-large shall be scheduled on the Conference agenda. The At-Large Caucus, which shall be called to elect at-large delegates(s) to the State Council, shall be presided over by the state Membership Director.
E. No NOW members shall be required to pay a fee in order to participate in the business of the Conference and no distinction of any kind shall be drawn between those able to pay the fees and those not able to pay.
ARTICLE V. STATE OFFICERS Section 1. The elected officers, who shall constitute an executive committee are: President, Executive Vice President, Legislative Director, Treasurer, Administrative Secretary, and Membership Director. All Officers shall have been members of Florida NOW for at least one (1) year prior to election.
Section 2. DUTIES OF OFFICERS. The President shall preside at the State Conference and at meetings of the State Council: shall be the official spokesperson for Florida NOW, and all official verbal or written communications in the name of Florida NOW must have prior authorization from the President. The State President shall serve as the official State contact person and liaison between Florida NOW and Regional and National Directors and Officers; shall assist in the formation of new chapters; shall maintain records of the status of chapters and members in the State. The State President shall be responsible for coordinating official State actions in coalitions with other organizations, as approved by the council, with the exemption of actions explicitly delegated to the task forces or committees. The President may appoint and remove, with the approval of the Council, a Legal Counsel, parliamentarian, and such coordinators, task forces, or committees as necessary. The President shall be the State Organizer to help increase membership and further activism, and shall be provided funds to carry out this function, either herself or by hiring some other NOW Activist, who shall serve under the President's direct supervision, and at the President's pleasure.
This Article holds notwithstanding other employees’ hiring by council as directed in Article IV, Section 1, Subsection h.
The Executive Vice President shall assume any duties and responsibilities of the President at the request of the President or the State Council, or in the absence of the President. The Executive Vice President shall be responsible for the administration of and communications with and among task forces and committees. The Executive V. P. shall be responsible for recommendations to the Council of any necessary administrative policies, procedures, and amendments thereto.
The Treasurer shall be the financial officer, and shall ensure the integrity of the fiscal affairs of the organization. The Treasurer shall serve as a member of the State Council, the Executive Committee and shall chair the Budget Committee. Specific responsibilities of the Treasurer shall include the following:
Ensure that Florida NOW maintains accurate financial records.
Establish suitable banking relationships to ensure that the monetary assets of the organization are properly safeguarded.
Ensure that cash receipts are timely deposited and properly recorded, to include State dues from Chapter organizations, donations, collections related to specific programs and special events and any other sources of revenue or public support.
Ensure that disbursements of Florida NOW are properly executed and recorded.
Review Florida NOW’s revenues, expenditures and financial status on a regular basis to ensure overall fiscal integrity.
Ensure that regular financial reports are prepared in accordance with generally accepted accounting principles, and that such reports are presented to State Council, the Executive Committee and the State Conference.
Ensure that the annual budget for Florida NOW is prepared by the Budget Committee and submitted to the State Council for adoption in a timely fashion.
Ensure the preparation and timely filing of Florida NOW's annual Federal information return, Form 990.
Perform other duties as assigned by the President of Florida NOW.
The Legislative Director shall serve the Council and Conference in an advisory capacity to recommend legislative policy and priorities; shall serve as liaison with NOW's National legislative office; and shall perform such other activities as will facilitate coordinated action of the chapters and members in achieving National and State legislative goals. With the approval of the Council, the Legislative Director may serve as official NOW Lobbyist or may form a search committee to recruit and screen qualified candidates to serve as official NOW Lobbyist(s).
The Legislative Director shall assume the duties and responsibilities of the President in case of absence, resignation, or removal of both the President and Executive Vice President until the next State Council meeting at which time such vacancies shall be filled.
The Administrative Secretary shall see that a record is made of the official business of the Conference and Council meetings, and that this record is disseminated to the Council chapter within one month of the Conference or meeting; shall maintain the roster of Council members; shall call the roll and include the number of delegates for each chapter: shall be responsible for the oversight of accommodations and services for State Council functions.
The Membership Director shall develop a membership recruitment and maintenance program for chapters; develop recruitment and maintenance programs for Florida at-large-members; provide chapter membership chairs with assistance to achieve State Council goals. The Membership Director shall preside over the At-Large caucus at the State Conference.
ARTICLE VI. NOMINATIONS FOR STATE OFFICES.
Section 1. A nominating Committee to propose candidates for the elective offices shall be elected from among the Chapter delegates to the Council. Nominations shall be solicited from among the State members through their representatives on the Council. The state members shall be informed in writing of the list of candidates collated by the Nominating Committee together with a resume of each proposed candidate’s qualifications for the office not less than 30 days prior to the State Conference.
Section 2. Additional nominations may be made from the floor of the State Conference, provided that the consent of the nominees shall have first been obtained, and a resume of the nominees' qualifications for the office shall have been prepared and circulated among the voting members of the Conference prior to election.
ARTICLE VII. ELECTIONS
Officers shall be elected every other year by a majority vote of the credentialed members present and voting for each office at the State Conference whose preferences are counted in the final tally at the Conference. If there are more than two (2) persons running for the same office, preferential balloting shall be used.
ARTICLE VIII. TERM OF OFFICE
Officers shall take office one month after the State Conference in which they were elected. A term of office shall be two years. No officer shall be eligible for election to any one office for more than two consecutive terms. In the case of Board members elected to fill a vacancy, their partial term shall not be considered in determining the term limitation.
ARTICLE IX. VACANCIES
When a vacancy in a State Office occurs between election Conferences, the State Council shall elect a replacement to serve until the next election Conference, except that the State Executive Vice President shall assume the office of the State President until the next election Conference, in the event the State President's office becomes vacant. In the event of simultaneous vacancies in the offices of both the State President and the State Executive Vice President, the State Legislative Director shall serve as interim State President until the next State Council meeting at which time the vacancies shall be filled.
ARTICLE X. REMOVALS
Section 1. Procedures for removal of state officers shall be initiated by written request, specifying the reason for such removal, received by the Florida NOW legal counsel and signed by the following: 10% of the membership including members from at least one-third (1/3) of the chapters, or 15% of the council members.
Section 2. Within 24 hours after receiving the written request specified above, the Florida NOW legal counsel shall notify by telephone and by certified mail, return receipt requested, the officer charged and the Executive Committee, who shall set a time for a special meeting of the Council to be held in Orlando not less than 30 days nor more than 45 days from notification by the Legal Counsel. The State President, or the state Executive Vice President if the President is the officer charged, shall notify the Council members three (3) weeks prior to the meeting of the charges and time and place of the special meeting.
Section 3. The State Officer shall be removed from office at the Special Council meeting, at which three (3) officers and one-half (1/2) of the Council members must be present, by a two-thirds (2/3) written vote of all council members, present and voting, after notice and an opportunity for hearing, if the Council determines that the actions of such individuals are contrary to the purposes of NOW or injurious to the Chapters and Members of Florida NOW.
Section 4. At the second consecutive regular State Council meeting from which a State Officer is absent, that office shall become vacant. The Council may elect to retain said officer or to fill the vacancy.
ARTICLE XI. COMMITTEES AND TASK FORCES
Section 1. Committee and Task Force members and their chairs shall be appointed and/or removed by the President with the approval of the Council. The members of the committees and task forces shall serve for the duration of the term of the appointing administration.
Section 2. BYLAWS COMMMITTEE. The purpose of this committee shall be to accept and review proposals for Bylaw amendments in accordance with Article XIII of the Bylaws. The committee shall review the Bylaws to assure compliance with National NOW Bylaws. It shall make recommendations to the State Council in accordance with Article XIII of the Bylaws.
BUDGET COMMITTEE. The purpose of this committee shall be to prepare a proposed line item budget for the fiscal year. -The Budget Committee shall consider the sources and amounts of income and the needs and recommendations of the members, chapters, task forces, committees and Officers in preparing the Budget and developing the priorities governing expenditures. A final budget shall be presented to the State Council for adoption. The budget, after 30 days notice, shall be approved by the Council at a meeting preceding the commencement of the fiscal year. Review and revision of the budget may occur at any regular or special meeting of the State Council.
NEWSLETTER COMMITTEE. The purpose of this committee shall be to publish a State newsletter for Florida NOW.
RESOLUTIONS COMMITTEE. The purpose of this committee shall be to solicit resolutions which are to be considered by the Conference and to distribute copies of said resolutions to the members at the Conference. Resolutions may be submitted prior to the conference, or come out of the conference itself.
The committee chair shall announce the deadline for submission of resolutions at the first plenary session. The committee shall ensure that all resolutions are in proper format and adhere to current bylaws.
FUNDRAISING COMMITTEE. The purpose of this committee is to coordinate all fundraising activities of Florida NOW and to perform such other fundraising duties as directed by the Council.
LEADERSHIP DEVELOPMENT. The purpose of this committee shall be to develop and coordinate leadership development programs and materials.
DIVERSITY COMMITTEE. The purpose of this Committee is to take steps aimed at educating, integrating and diversifying the membership and leadership of Florida NOW.
ARTICLE XII. FINANCES
State dues shall be set on a per capita basis by a majority vote of the State Conference. Members’ dues received by the chapters shall be forwarded to the State Treasurer by the Chapter Treasurers within 30 days of receipt.
ARTICLE XIII. AMENDMENTS TO BYLAWS
These Bylaws may be amended by a 2/3 Vote of those present and voting at the State Conference, provided that: the amendment is proposed by a majority vote of the State Council, a member chapter or by petition of five percent of the members; the proposed the amendment is submitted to the State Council at least 60 days prior to the State Conference and that the State Council forward said the amendment to the Conference with or without endorsement; the existent Bylaw plus the proposed amendment is disseminated in an “every member” NOW publication at least 30 days prior to the State Conference. All Amendments shall take effect immediately unless otherwise specified.
ARTICLE XIV. GRIEVANCES
It shall be the responsibility of the State Council to resolve state grievances and local grievances brought to its attention but only after all other grievance remedies at the local levels have been exhausted. The State Council shall elect, at the first State Council meeting following the State Conference five (5) Florida NOW members to serve as a Grievance Committee, three (3) to serve and two (2) alternates. They shall arbitrate disciplinary procedures provided by the parliamentary authority designated by these Bylaws. The Grievance Committee shall report within sixty (60) days or at the next subsequent State Council meeting, whichever shall last occur, its findings and recommendations to the State Council for action. Decisions of the Council may be appealed to the National Board members of the Southeast Region.
ARTICLE XV. PARLIAMENTARY AUTHORITY. Robert’s Rules of Order. Newly Revised.
ARTICLE XVI. OPERATING RULES
The State Council shall adopt a document separate from these Bylaws called Operating Rules for Florida NOW. The purpose of the Operating Rules shall be to describe and further carry out or implement the intent of these Bylaws. Operating rules may be amended at a regularly scheduled State Council meeting provided that there has been written notification including the proposed changes sent to chapters 30 days prior to the State Council meeting. Amendments require a majority vote of those present and voting.
ARTICLE XVII. DISSOLUTION
Florida NOW may be dissolved only by mail ballot in which not less than two-thirds (2/3) of the members voting and in good standing approve of such dissolution. All ballots returned within forty-five (45) days shall be used to determine the results. Upon dissolution of Florida NOW, the officers and Council shall, after paying or making provisions for payment of all liabilities of the organization, remit all remaining assets to National NOW or all chapters and convening chapters of Florida.
