BY-LAWS

League of Women Voters of Wilton, CT

Approved June 7, 2016

ARTICLE I

Name

The name of this organization is the League of Women Voters of Wilton (also doing business as LWV Wilton, Wilton League of Women Voters, WLWV, and/or Wilton LWV; hereinafter also referred to as “the League”). This local League is an integral part of the League of Women Voters of the United States (hereinafter LWVUS) and of the League of Women Voters of Connecticut (hereinafter LWVCT).

ARTICLE II

Purpose and Policy

Section 1. Purpose. The purpose of the League of Women Voters of Wilton shall be to promote political responsibility through informed and active participation of citizens in government, and to act on selected governmental issues.

Section 2. Nonpartisan Policy. The League of Women Voters of Wilton shall not support or oppose any political party or any candidate.

ARTICLE III

Membership

Section 1. Eligibility. Any person who subscribes to the purpose and policy of the League shall be eligible for membership.

Section 2. Types of membership. The membership of the League of Women Voters of Wilton shall be composed of voting members and associate members.

a) Voting members shall be citizens at least 18 years of age.

b) Associate members shall be all other members.

c) Life membership may be granted to any voting members of the League of Women Voters who attain 50 years as a member of the LWVUS. No further dues will be collected and all privileges will be retained as a voting member.

ARTICLE IV

Officers and Directors

Sec. 1. Enumeration and Election of Officers and Directors; Duties.

(a)The League may choose to elect officers for a traditional Board or for a Steering Committee.

(b) If the League chooses a traditional Board structure, the Officers and/or Co-Officers of the League shall be a President, one or more Vice-Presidents, a Secretary and a Treasurer. Any office may be shared. These officers shall have such duties as are usually performed by persons holding such offices, as are permitted by the laws of the State of Connecticut, and as are assigned and may from time to time be modified by majority vote of the Board.

(c) If the League chooses a Steering committee structure, the officers shall be a Convener or Primary Contact and Treasurer. The Treasurer shall have such duties as are usually performed by persons holding the office of treasurer, as are permitted by the laws of the State of Connecticut, and as are assigned and may from time to time be modified by majority vote of the Board. The Convener or Primary Contact shall have such duties as are assigned by majority vote of the Steering Committee.

(d) Whichever structure the League chooses, the Board or Steering Committee may include up to six (6) elected non-officer Directors, and as many additional Directors as may be appointed by the Board. All officers and directors serve for two-year terms or until their successors have been elected or appointed and qualified.

(e) All officers and directors shall be elected at the Annual Meeting in even-numbered years for two-year terms and take office on the July 1st immediately following their election.

Section 2. Qualifications. Only a voting member of the League of Women Voters of Wilton shall be elected or appointed or shall continue to serve as an officer or director of this organization.

Section 3. Vacancies. Any vacancy occurring in the Board of Directors or Steering Committee by reason of the resignation, death, or disqualification of an officer or elected member may be filled, until the next Annual Meeting, by a majority vote of the remaining members of the Board of Directors. Three (3) consecutive absences from a Board meeting of any member without a valid reason may be deemed a resignation.

Section 4. Powers and Duties. The Board of Directors or Steering Committee 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 out the Program as adopted by the National Convention, the State Convention and the Annual Meeting. The Board of Directors shall create and designate such special committees as it may deem necessary.

Section 5. Meetings. There shall be at least six (6) regular meetings of the Board of Directors annually. The President may call special meetings of the Board of Directors and shall call a special meeting upon the written request of five (5) members of the Board.

Section 6. Quorum. A majority of the members of the Board of Directors shall constitute a quorum. Directors who are able to participate through electronic means shall be counted as present and shall be entitled to vote.

ARTICLE V

Financial Administration

Section 1. Fiscal Year. The fiscal year of the League of Women Voters of Wilton shall commence on the first day of July each year.

Section 2. Dues. Annual dues shall be payable to the League on July 1 of each year. The method of collection shall be determined by the current Board. There will be a grace period of six (6) months from the due date for the collection of a member's dues. The amount of dues can be altered by two-thirds vote at a meeting of the general membership, providing the membership is notified of the proposed change at least two (2) weeks prior to the meeting.

Section 3. Finance Committee. A Finance Committee may be appointed by the Board of Directors. The Finance Committee shall consist of a Chairman, who shall be a Director, and up to three (3) other members. The President, in years in which the Wilton LWV has elected one, and Treasurer shall be members ex officio. The Treasurer shall not be eligible to serve as Chairman. It shall be the duty of the Finance Committee to prepare the annual budget.

Section 4. Budget. A budget for the ensuing year shall be submitted by the Board of Directors to the Annual Meeting for adoption. The budget shall include support for the work of the League as a whole. The proposed budget shall be sent to all members at least two (2) weeks in advance of the Annual Meeting.

Section 5. Annual Review. There shall be an annual review of the Books of Records at the close of each fiscal year in a manner determined by the Board.

Section 6.Net Earnings. No part of the net earnings of the League of Women Voters of Wilton will inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons except that the Wilton LWV will be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of its purpose.

Section 7. Self-Dealing. The League of Women Voters of Wilton will not engage in any act of self-dealing as defined in Section 4941(d) of the Internal Revenue code of 1986 or corresponding provisions of any subsequent Federal tax law.

ARTICLE VI

Meetings

Section 1. General Membership Meetings. There shall be at least two (2) meetings or activities for the general membership each year. The Board of Directors shall determine time and place.

Section 2. Annual Meeting. An Annual Meeting shall be held between May 1 and June 15, the exact date to be determined by the Board of Directors. The Annual Meeting shall:

a) adopt a local program for the ensuing year,

b) elect officers and directors, members of the Nominating Committee,

c) adopt an adequate budget, and

d) transact such other business as may properly come before it.

Section 3. Quorum. Twenty percent of the membership shall constitute a quorum at the Annual Meeting.

ARTICLE VII

Nominations and Elections

Section 1. Nominating Committee. The Nominating committee shall consist of three (3) members, at least one (1) of whom shall be a member of the Board of Directors. The Chairman shall be nominated by the current Nominating Committee and elected at the Annual Meeting. The Board of Directors shall appoint the remaining members and fill any vacancy on the Nominating Committee. Any voting member of the Wilton LWV may send suggestions for nominations for officers and directors to the Nominating Committee.

Section 2. Report of Nominating Committee and Nominations from the floor. The report of the Nominating Committee of its nominations for officers, directors and the Chairman of the succeeding Nominating Committee shall be sent to all members at least two (2) weeks before the date of the Annual Meeting. Immediately following the presentation of the reports, nominations may be made from the floor by any voting member, provided the consent of the nominee shall have been secured.

Section 3. Elections. The election shall be by voice vote unless there is more than one nominee for an office in which case the election shall be by ballot. A majority vote of those qualified to vote and voting shall constitute an election.

ARTICLE VIII

Program

Section 1. Authorization. The governmental principles adopted by the National Convention and supported by the League as a whole, constitute authorization for the adoption of the Program.

Section 2. Program. The Program consists of those governmental issues chosen for study, action, or support. All recommendations for Program must be submitted by the voting members to the Board at least two (2) months prior to the Annual Meeting.

Section 3. Study, Action, and Support.

a) Study topics shall consist of those local governmental issues chosen by the membership for sustained study.

b) Action items shall consist of actions in support of issues to which the League of Women Voters of Wilton has taken a position after sustained study and consensus. Such consensus must be reached at a meeting of the general membership and evaluated and affirmed by the Board of Directors.

c) Support items shall consist of positions on local governmental issues to which the League of Women Voters of Wilton has given sustained attention and on which it may continue to act, or on state and national positions reached by the respective Boards of Directors at those levels.

d) The Board shall review, update, or re-study all local positions at least once in every five-year period. Any position not re-affirmed, shall be dropped.

e) No individual member may take action in the name of the League of Women Voters unless authorized by the proper Board of Directors (local, state, or national).

Section 4. Adoption of Program. The Annual Meeting shall act upon the Program using the following procedures:

a) At least one (1) month prior to the Annual Meeting, the Board of Directors shall consider the recommendations submitted by the voting members and shall formulate a Proposed Program.

b) The Proposed Program shall be sent to all members at least two (2) weeks prior to the Annual Meeting.

c) A majority vote of voting members present and voting at the Annual Meeting shall be required for adoption of subjects in the Proposed Program as presented at the Annual Meeting by the Board of Directors.

d) Those recommendations submitted to the Board of Directors by voting members two months prior to the Annual Meeting but not recommended by the Board may be considered by the Annual Meeting provided that:

1) the Annual Meeting shall order consideration by a majority vote, and

2) the Annual Meeting shall adopt the item by a two-thirds vote.

Section 5. Changes in the Program. Changes in the Program may be made by the Board of Directors. Such changes must be reported to the membership with an explanation for the change.

ARTICLE IX

National Convention and State Convention

Section 1. National Convention. The Board of Directors at a meeting before the date on which the names of delegates must be sent to the National office shall elect delegates to that Convention in the number allotted the League of Women Voters of Wilton under the provisions of the By-Laws of the League of Women Voters of the United States.

Section 2. State Convention. The Board of Directors at a meeting before the date on which the names of delegates must be sent to the State office shall select delegates to that Convention in the number allotted the League of Women Voters of Wilton under the provisions of the By-Laws of the League of Women Voters of Connecticut.

ARTICLE X

Parliamentary Authority

The rules contained in Roberts Rules of Order Newly Revised shall govern the organization in all cases to which they are applicable and in which they are not inconsistent with these By-Laws.

ARTICLE XI

Dissolution

Section 1. Procedures. The League of Women Voters of Wilton may be dissolved upon a vote of no fewer than two-thirds (2/3) of the voting members.

Section 2. Distribution of Assets: Upon dissolution of the League of Women Voters of Wilton, the Board or Steering Committee will, after paying or making provision for the payment of all of the liabilities and obligations of this League, dispose of all of the assets of this League in such manner as the Board will resolve, to the LWVCT, provided that the LWVCT qualifies at the time of this League's dissolution as an exempt organization under Section 501(c)(3) or Section 501(c)(4) of the Internal Revenue Code of 1986 (or the corresponding provisions of any subsequent federal tax law), and provided further that the LWVCT is at that time an eligible recipient under the bylaws, rules and procedures of the LWVUS. If the LWVCT is at that time not qualified as exempt, this League will dispose of its assets in accordance with all then applicable state and federal laws, rules and regulations, and any then applicable bylaws, rules, and procedures of the LWVUS.

ARTICLE XII

Amendments and Interpretation

Section 1. Amendments. These By-Laws may be amended by a two-thirds vote of the voting members present and voting at the Annual Meeting, provided the amendments were submitted to the membership in writing at least two weeks in advance of the Annual Meeting.

Section 2. Interpretation. All words of either gender herein may be read as either feminine or masculine. All words in the singular may be read in the plural, and all words in the plural may be read in the singular, where sense so requires. The word “board” may be read as either “board” or “steering committee” where sense so requires.