Massachusetts Federation of Republican Women - Bylaws
(As ammended February 2004)
ARTICLE I - NAME
The name of this organization shall be the Massachusetts Federation of Republican Women (MFRW).
ARTICLE II - PURPOSES
Section 1: Purposes - the purposes of the MFRW shall be:
A. To promote an informed public through political education and activity;
B. To increase the effectiveness of women in the cause of good government;
C. To disseminate information to local units;
D. To foster loyalty to the Republican Party and to promote its ideals;
E. To support Republican candidates in all elections, including non-partisan elections;
F. To foster genuine patriotism based on an understanding of the principles underlying our American government and of our rights and responsibilities as citizens;
G. To perform any lawful activity not inconsistent with the foregoing.
Section 2: Restrictions:
A. The MFRW, its officers and members, shall support Republican candidates only.
B. Any unit club which advocates a split party ticket or supports an opposition ticket will be terminated from membership.
C. The MFRW and its unit clubs shall not endorse any candidate for President or Vice President of the United States prior to the Republican National Convention.
D. The MFRW and its unit clubs shall not endorse any candidate for state office prior to the state primary.
E. With the exception of the MFRW President, who shall remain neutral, Officers and Board members of the MFRW are not restricted from primary participation as individuals.
ARTICLE III - MEMBERSHIP
Section 1: Member in Good Standing:
A. An individual member in good standing is one whose current dues are paid to a MFRW approved local unit and who supports Article II of these Bylaws.
B. A local unit is in good standing whose current dues are paid to the MFRW and NFRW and which supports Article II of these Bylaws.
Section 2: Eligibility:
Membership in the MFRW shall be extended to individual Republican or unenrolled women who reside in the Commonwealth of Massachusetts.
A. Local Units:
1. Local units become members in the MFRW through payment of dues, submission of accepted Bylaws and acceptance of MFRW Bylaws.
2. Only local units members in good standing are eligible to be delegates or alternates to MFRW or NFRW convention and shall be counted from only one local unit for the purpose of representation.
B. Local Unit Voting Members: Voting members shall be those Republican or unenrolled women who pay dues directly to unit clubs.
C. Local Unit Associate Members:
1. Republican or unenrolled women who have primary membership in a federated local unit are eligible for associate membership in another local unit upon payment of the required annual dues.
2. Republican men are eligible for associate membership upon payment of the required annual dues to the local unit.
3. One can become an associate member of as many local units as she/he chooses.
4. Associate members cannot hold office, vote, or be counted for the purpose of determining the number of delegates to state federation meetings or conventions.
5. Republican men who are members of local units do not become members of MFRW or NFRW.
D. MFRW At-Large Membership:
1. A Republican women who is not a member of a local unit and who contributes the required dues to the MFRW is eligible to become an at-large member.
2. At-large members will receive all MFRW official publications and may attend MFRW or local unit meetings, but will not have a vote.
Section 3: Unit Club Requirements:
A. A unit club shall consist of ten or more women who shall form a permanent organization;
B. The name of the club must include the word "Republican". A unit club may use the word "Federated" in its title but not the word "Federation".
C. A unit club may only be accepted into membership to the MFRW after approval of their Bylaws by the MFRW Board of Officers. Such Bylaws must conform to the Bylaws of MFRW and NFRW and provide that:
1. All elected officers shall be registered Republican women;
2. At least five regular meetings be held within a twelve month period, if unusual circumstances prohibit more frequent meetings;
3. Minutes be maintained for executive board and membership meetings;
4. Procedures be delineated for election of officers.
D. A unit club must comply with the restrictions as provided in Article II of these Bylaws;
E. A unit club must pay annual dues and service charges to the MFRW;
F. There may be as many unit clubs in one town, city or county as deemed advisable by the MFRW Board.
Section 4: Application
A. Application for membership shall be sent to the MFRW Treasurer together with a copy of the Bylaws, a list of charter members and officers and annual dues and service charges.
B. The Treasurer shall retain the dues and service charges and send certification to the MFRW President that they have been paid.
C. The Treasurer shall forward the application and attachments to the MFRW President for appropriate action.
D. The Treasurer shall forward the national per capita payment of dues and service charge to the NFRW after the application of the local unit has been approved by the MFRW Board.
Section 5: Removal
A. The membership of a unit club may be removed by the MFRW Board for failure to comply with the provisions of these Bylaws.
B. All records and remaining funds of a unit club which has been removed must forwarded to the Treasurer of the MFRW.
Section 6: Resignation
A. A unit club which desires to resign from the MFRW must indicate in writing to the President and Board the wish to resign and the reasons for doing so.
B. A unit club which has resigned must indicate the amount of funds in its Treasury at the time of resignation and the disposition of its funds.
C. All outstanding dues and charges of a resigning unit club to the MFRW and NFRW must have been paid in accordance with MFRW and NFRW deadlines, before resignation will be accepted by the MFRW Board.
Section 7: Reinstatement
A. A unit club which has been removed from membership for any cause may apply for reinstatement to the MFRW Board.
B. A two-thirds vote of the MFRW Board shall be required for reinstatement.
ARTICLES IV - OFFICERS/DUTIES
Section 1: Officers
A. The officers of the MFRW shall be President, First Vice President, Second Vice President, Third Vice President, Recording Secretary, Corresponding Secretary, Treasurer, Assistant Treasurer and Auditor.
Section 2: Eligibility: A person shall be eligible to serve as an officer who is:
A. An enrolled Republican women; and
B. A member of a unit club for at least one year.
Section 3: Terms
A. Officers shall be elected at the annual meeting held in even numbered years for a term of two years and shall hold office until their successors are elected and installed.
B. No person shall hold more than one office.
C. No officer may be elected for more than two consecutive two year terms for the same office.
D. After a period of two years, officers may be eligible for an office held previously.
E. The term of office for elected officers shall be from January 1, ____ following their election through December 31, ____ of the second year, regardless of the date of installation.
Section 4: Vacancies
A. Vacancy in any office, except that of President, shall be filled by appointment for the unexpired term by the President with the approval of two-thirds of the Board members.
B. Vacancy in the office of President shall be filled for the unexpired term by a Vice President in order of rank.
Section 5: Duties of MFRW President:
A. The President shall:
1. Preside at all MFRW meetings and Board meetings;
2. Represent the MFRW at all times or designate a substitute to serve in her absence;
3. Be the MFRW liaison officer to the NFRW;
4. Fill vacancies in elected office, with the approval of two-thirds of the Board;
5. Appoint chairman of standing and special committees and appoint parliamentarian and chaplain;
6. Be an ex-officio member of all committees except the nominating committee;
7. Submit information as required by NFRW Bylaws to the NFRW President prior to the NFRW Biennial Convention;
8. Countersign all checks;
9. Perform other duties as required by her office.
B.The President may appoint a proxy to NFRW Board meetings.
Section 6: Duties of the Vice Presidents:
A. The Vice Presidents shall:
1. In order of rank, perform the duties of the President in her absence, or
2. Upon her resignation, death, or incapacity, shall succeed to the office of President;
3. Act and perform their duties as Program, Hospitality and Membership chairman;
4. Perform such other duties as may be assigned by the MFRW President.
Section 7: Duties of the Recording Secretary:
A. The Recording Secretary shall:
1. Take the minutes of the meetings of the MFRW;
2. Submit the Minutes in typewritten form to the President for approval;
3. Distribute approved Minutes by email and/or first class mail to all unit presidents and Board members;
4. Maintain an accurate attendance record of Board meetings;
5. Place all records in a permanent file;
6. Perform other duties as may be assigned by the MFRW President.
Section 8: Duties of Corresponding Secretary:
A. The Corresponding Secretary shall:
1. Carry on the correspondence of the MFRW;
2. Distribute notices of all meetings by email or first class mail;
3. Perform other duties as may be assigned by the MFRW President.
Section 9: Duties of the Treasurer:
A. The Treasurer shall:
1. Collect all dues and have general supervision of all expenditures that are within the approved budget;
2. Deposit all monies in banks approved by the MFRW Board;
3. Disburse funds as directed by the Board;
4. Send notices of dues payable;
5. Assist the membership chair in maintainingaccurate membership record;
6. Submit monthly typed financial reports to the President, the Recording Secretary, the Assistant Treasurer, and MFRW Board;
7. Submit an annual report to the membership at the annual meeting;
8. With the concurrence of the Assistant Treasurer, submit copies of all official Massachusetts financial reports to the MFRW Board;
9. Hand over to the succeeding Treasurer all books, papers and records of whatever kind in her possession belonging to MFRW;
10. Perform other duties as may be assigned by the MFRW President.
B. All checks shall be countersigned by the President.
C. All non budgeted expenditure over $50.00 dollars shall be approved by the Board.
Section 10: Duties of the Assistant Treasurer:
A. The Assistant Treasurer shall:
1. Assist the Treasurer;
2. Perform the duties of the Treasurer, in her absence or incapacity;
3. Perform other duties as may be assigned by the MFRW President.
Section11: Duties of the Auditor:
A. The Auditor shall:
1. Annually and prior to the annual meeting audit the accounts of the Treasurer and make her report to the annual meeting;
2. Make interim audits and reports as requested by the President or MFRW Board.
ARTICLE V - MFRW BOARD
Section 1: Membership of the MFRW Board:
A. The Voting body of the Executive Board shall consist of the elected officers and the immediate Past President.
B. The voting members of the MFRW Board shall be the chairmen and vice chairmen of special and standing committees, and special functionaries such as the chaplain, historian and parliamentarian. The non voting members shall have a voice.
C. The National Committee women and the highest ranking woman of the Republican State Committee shall be ex-officio members of the MFRW Board without a voice or vote.
D. The President may invite, at her option, any member whose presence is necessary or helpful in forwarding the specific business of a meeting.
Section 2: Duties of the MFRW Board:
A. The MFRW Board shall:
1. Act as the governing body of the MFRW;
2. Approve the official program and order of business of all general membership meetings;
3. Approve all MFRW policies and procedures;
4. Adopt the MFRW annual budget;
5. Approve all non-budgeted items more than $50.00 dollars;
6. Elect a nominating committee.
Section 3. Meetings of MFRW Board Members:
A. Regular meetings of the Board shall be held at least five times during the year.
1. Notice of the meeting will be given in writing.
2. Notice of the meetings must be postmarked at least seven days prior to the meeting.
B. Special meetings may be called by the President or at the written request of two-thirds of the Board, stating the purpose of the meeting.
1. The purpose of the meeting must be stated in the Call.
2. At least three days notice must be given, except in the case of an emergency.
3. Only the business stated in the Call may be transacted at the special meeting.
C. Quorum: Two-thirds of the Board constitutes a quorum.
Section 4: Absences of MFRW Board Members:
If a member of the Board is absent from three consecutive regular meetings of the Board without a proper and sufficient reason of which the President or the Secretary has been appraised, her position may be declared vacant, provided that written notice is sent by the Corresponding Secretary at the direction of the President after the second absence.
ARTICLE VI - COMMITTEES
Section 1: MFRW Standing and Special Committees:
The standing committees will include: Bylaws, Awards, Fundraising and Newsletter and any other standing or special committees as the President may appoint, with the approval of the Board.
Section 2: Chairman:
Chairmen of all standing and special committees shall be appointed by the President with the approvalof the Board.
Section 3: Eligibility:
All chairmen shall be members of a unit club.
Section 4: Ex Officio:
The President shall be an ex officio member of all committees except the nominating committee.
ARTICLE VII - NOMINATIONS AND ELECTIONS
Section 1: Nominating Committee:
A. A nominating committee consisting of five members shall be elected by the Board on or before July 31 of each even number years.
B. At least on but no more than three members of the nominating committee shall be members of the MFRW Board.
C. The chairman of the nominating committee shall be designated by the President.
Section 2: Nominations:
A. The nominating committee shall submit one nominee for each office.
B. No more than two nominees shall be from the same unit club.
C. The nominating committee shall submit a report to the Board of Directors in September, for information only.
D. The report shall be submitted in writing with the notice of the annual meeting at which election is to be held.
Section 3: Nominees:
Nominees shall be members in good standing of the MFRW and shall be in accord with the objectives, Bylaws and policies of the MFRW, NFRW and the Republican Party.
Section 4: Elections:
A. Elections shall be held at the annual meeting in each even numbered year.
B. The report of the nominating committee shall be presented at the annual meeting.
C. Additional nominations may be made from the floor following the report of the nominating committee, provided the nominee has given written consent to serve if elected.
D. Ballot:
1. In the absence of additional nominations, the report of the nominating committee shall become the electoral ballot.
2. In the event of more than one candidate per office, voting shall be by closed ballot and names of candidates shall be listed in alphabetical order.
E. Vote: A majority vote shall elect.
Section 5: Vacancies:
A vacancy in an elective office shall be filled by appointment by the President with the approval of two thirds of the Board.
ARTICLE VIII - DUES AND SERVICE CHARGES
Section 1: Dues and Service Charges:
A. The amount of MFRW annual dues and service charge shall be established by a two thirds vote of an annual meeting.
B. Each unit club shall pay established annual dues to the MFRW, together with NFRW annual dues and service charge as established by that organization.
C. Members at Large shall pay to the MFRW annual dues in the form of a contribution of at least $20.00 dollars.
D. Sustaining associate members shall pay to the MFRW annual dues in the form of a contribution of at least $50.00 dollars.
Section 2: New Clubs:
A. A local unit shall pay the service charge as established by the NFRW in order to be in good standing.
B. A local unit removed from good standing for non-payment of the service charge may be reinstated upon payment of the service chargefor the past year, provided dues and the service charge are paid for the current year.
Section 3. Removal from membership:
Local unit clubs which fail to pay per capita dues by December 31 of the current year may be removed from membership by a two-thirds vote of the MFRW Board.
Section 4: The fiscal year shall be from January 1 through December 31.
ARTICLE IX - MEMBERSHIP MEETINGS
Section 1: Membership Meetings/Events
A. Membership meetings shall be held at least four times a year at such times and places as will be designated by the MFRW Board.
B. Notice of the meetings shall be given in writing to all members of the Board and to all unit clubs, postmarked at least thirty days prior to the date of the meeting.
Section 2: Annual Meeting
A. The annual meeting of the MFRW shall be a regular meeting held in the fall for the purpose of:
1. Electing officers in even numbered years to begin serving the following January;
2. Receiving reports of officers and committees; and
3. Any other business that may arise.
B. Notice of annual meeting must be postmarked at least thirty days prior to the date of the meeting.
Section 3: Special Meetings:
A. Special meetings may be called by the President or shall be called at the written request of twenty five members, stating the purpose of the meeting.
B. The purpose of the meeting must be stated in the Call.
C. At least seven days notice must be given except in an emergency.
D. Only the business stated in the Call shall be transacted in a special meeting.
E. Quorum: Twenty-Five members of the MFRW shall constitute a quorum.
ARTICLE X - BIENNIAL CONVENTION
Section 1: Representation:
Representation to the biennial convention of the NFRW shall be provided in the Bylaws of that organization.
Section 2: Eligibility:
A person shall be counted as a member of only one unit club for the purpose of representation.
Section 3: Selection:
A. Delegates at large and alternates from the MFRW shall be appointed by the MFRW Board or a committee appointed by the President, with the Board's approval.
B. Delegates at large and alternates from the unit clubs shall be selected as each unit club shall determine.
ARTICLE XI - PARLIAMENTARY AUTHORITY
The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the MFRW in all cases in which they are applicable and in which they are not inconsistent with these Bylaws and any special rules the MFRW Board may adopt.
ARTICLE XII - AMENDMENTS
A. The MFRW Bylaws Committee shall present proposed Amendments or Revisions to the MFRW Board for review prior to publication. Written notice of the proposed amendment or revisions shall be sent to the MFRW Board with the Call to the meeting at which they are to be considered.
B. These Bylaws may be amended at a membership meeting by a two-thirds vote, provided that written notice of the proposed amendments or revisions shall have been sent to each member of the MFRW Board and to each local unit club with a Call to the meeting, or
C. These Bylaws may be amended by the written approval of two-thirds of the unit clubs.
ARTICLE XIII - DISSOLUTION
In the event of dissolution of this organization by a majority vote of the MFRW Board, all of its assets will be distributed to the NFRW. None of the assets shall be distributed to any member or officer of the MFRW.
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