BYLAWS

Bexar County Democratic Women

Adopted: May 5, 2008

ARTICLE I – NAME AND PRINCIPAL OFFICE

Section 1. Name. The organization shall be known as Bexar County Democratic Women (BCDW). It shall be affiliated with the state organization known as Texas Democratic Women (TDW).

Section 2. Principal Office. The principal office of BCDW shall be in San Antonio, Texas, or at such other place as determined by the Executive Board.

ARTICLE II – PURPOSE AND POLICIES

Section 1. Purpose. The purpose of BCDW is to promote increased representation of Democratic women in party organizations, government institutions, and elected positions.

Section 2. Policies.

a) BCDW shall not endorse one Democrat in opposition to another Democrat.

b) BCDW may affiliate with state or national Democratic women’s organizations with Executive Board approval.

c) BCDW will provide training and other support for Democratic women working in party organizations, campaigns, or seeking party or public office.

d) BCDW will promote legislative, executive, and judicial policies that enhance equitable representation of women in party organizations and government affairs.

ARTICLE III -- MEMBERSHIP

Section 1. Eligibility. Any Democrat who supports Article II, Purpose and Policies, of BCDW’s bylaws is eligible to join BCDW. All further eligibility requirements are governed by applicable current law.

Section 2. Membership Status. A BCDW member shall be an individual whose dues are current.

ARTICLE IV -- DUES

Section 1. Amount. Dues will be set by a vote of the general membership. A portion of the dues will be collected for TDW in accordance with TDW bylaws.

Section 2. Date Payable. Membership dues are payable at the beginning of the calendar year (January 1st), but are payable over sixty days. 

ARTICLE V-OFFICERS

Section 1. Enumeration of Officers. The officers shall be President, First Vice-President, Second Vice-President, Secretary, and Treasurer.

Section 2. Terms of Office. A term of office shall be for two years or until the successor is elected. The President, the Second Vice-President, and the Secretary shall be elected in even number years. The First Vice-President and the Treasurer shall be elected in odd number years. Terms of office begin the day after the election.

Section 3. The President. President shall:

      a) preside at all meetings;

      b) represent BCDW or designate an alternate;

      c) appoint committee chairs for the Bylaws and Audit Committees, and for other committees as needed, with the approval of the Executive Board;

d) serve as ex officio member on all committees, except the Elections Committee and the Audit Committee;

      e) set meeting dates and prepare the agenda for each in consultation with the Executive Board; and

       f) appoint a Parliamentarian to serve at all meetings.

Section 4. The Vice-Presidents. The two Vice-Presidents, in order of their rank, shall perform the duties of the President in the event of absence, disability, resignation, or death of the President, and shall perform other duties assigned by the President or the Executive Board.

a) The First Vice-President shall, in conjunction with the Executive Board, be responsible for development of programs.

b) The Second Vice-President shall, in conjunction with the Executive Board, promote membership and develop membership initiatives.    

Section 5. The Secretary. The Secretary shall:

      a) be responsible for preparing and distributing the minutes of the Executive Board meetings and membership meetings;

      b) maintain a record of attendance of the Executive Board members at Executive Board meetings;

      c) prepare BCDW’s correspondence as directed by the President and the Executive Board;

      d) send out notices to the Executive Board as directed by the President and the Executive Board;

e) send out newsletters to the general membership as directed by the President and the Executive Board;

      f) maintain copies of all records, minutes, reports, and resolutions for official records; and

      g) perform such other duties applicable to the office as contained in these bylaws, or as prescribed by the parliamentary authority adopted in Article XIV.

Section 6. The Treasurer. The Treasurer shall:

      a) be the custodian of funds in bank accounts and pay all bills upon authorization of the President or the Executive Board (The names of the President, Vice-Presidents, and Treasurer shall be on file with the bank. The President or Treasurer will sign all checks. In the event the President is unavailable, the First Vice-President is empowered to sign.);

      b) submit a written financial report of BCDW and account for all funds received and disbursed at each Executive Board meeting;      

      c)  maintain a current roster of members for distribution as directed by the President or the Executive Board and provide complete membership information as needed;

      d) maintain an itemized record of all receipts and expenditures;

      e) present a budget to the Board in a fourth quarter meeting to be approved at a general membership meeting;

      f) present a financial statement at a fourth quarter meeting of the general membership to be filed for audit; and

      g) perform such other duties applicable to the office as contained in these bylaws, or as prescribed by the parliamentary authority adopted in Article XI.

Section 7. Records of Officers. At the end of a term of office, all officers shall deliver all BCDW records to their successor within 30 days.

ARTICLE VI -- EXECUTIVE BOARD

Section 1. Members. The Executive Board shall consist of six members: the five Officers and the immediate past president of BCDW.

Section 2. Purpose. The Executive Board shall recommend policy for BCDW, determine its programs and fundraising activities, and take all actions authorized or required by these bylaws.

Section 3. Voting. No member shall have more than one (1) vote and no voting by proxy shall be allowed.

Section 4. Action Taken Without Meeting. The Executive Board members shall have the right to take action in the absence of an Executive Board meeting, which they could take if during a meeting, by notifying all Executive Board members and obtaining the approval of a majority of the Executive Board by mail or electronic communication. Any action taken in the absence of a meeting shall be ratified at the next meeting of the Executive Board.

ARTICLE VII--NOMINATIONS AND ELECTIONS

Section 1. Elections. Elections of officers and of the Elections Committee Chair are held at the first general membership meeting of the second quarter, or as soon thereafter as practical, and are conducted by the Elections Committee. The Elections Committee will meet prior to this meeting to prepare a slate of candidates for office. The membership will be asked to suggest names to the Elections Committee at least two months prior to the election. The slate of nominees will be distributed by mail to the membership at least one month prior to the election.

Section 2. Voting Eligibility. Only members who are in good standing for thirty or more days prior to the election shall be permitted to vote. There shall be no proxy voting.

Section 3. Officer Eligibility. Only members who are in good standing for six months or more prior to the election shall be eligible for nomination as an officer.

Section 4. Floor Nominations. At the meeting to elect new officers, nominations may be made from the floor provided the candidate gives consent and the candidate meets the criteria set forth above in Section 3.

Section 5. Unexpired Terms. A person who fills an unexpired term greater than six (6) months shall be considered to have served a full term of office in determining eligibility for re-election.

Section 6. Runoff Elections. In an election with two (2) candidates on the ballot, the candidate with the simple majority shall be elected. In an election with three (3) or more candidates, the candidate with fifty-one percent (51%) of the votes shall be elected. If none of the candidates receives fifty-one percent (51%) of the vote, an immediate runoff election shall be held between the two candidates who receive the most votes.

Section 7. Vacancies. Vacancies in offices and Executive Board positions shall be filled for the remainder of the term by a majority vote of the remaining members of the Executive Board at the next Executive Board meeting after the vacancy arises, or as soon thereafter as practical. The general membership will be asked to confirm the appointment at the next general membership meeting.

Section 8. Removal From Office. In the event of an officer’s non-performance of duties, as set forth in these ByLaws, the Executive Board may, by majority vote, recommend the replacement of that officer. The recommendation shall be voted upon by the general membership at the next general membership meeting.

ARTICLE VIII--MEETINGS

Section 1. Executive Board. The Executive Board shall meet quarterly at a date and time determined by the Executive Board. The President may call special meetings as needed with advance notice. Members of the Executive Board may participate in meetings by telephone. A quorum shall consist of a simple majority (one-half plus one) of the members present. The Secretary shall determine and the President shall verify that a quorum is present. Members participating in the meeting by telephone shall be counted in determining if a quorum is present. 

Section 2. Membership Meetings. General membership meetings will be held monthly at a place and time determined by the Executive Board. Notices of the meetings will be provided to the membership. A simple majority of members present will constitute a quorum.

ARTICLE IX--COMMITTEES

Section 1. Committees. The committees for BCDW shall be Bylaws, Elections, and Audit. Special committees may be established by the Executive Board as needed.

Section 2. Committee Chairs. The committee chairs, with the exception of the Elections Committee chair, shall be appointed by the President with approval of the Executive Board at the first quarterly Executive Board meeting.  The chair of the Elections Committee shall be elected by the general membership in conjunction with officer election as in Article VII Section 1. Chairs shall submit a written plan of action with proposed budget requests as directed by the Executive Board. A written report of the committee’s accomplishments will be submitted to the Executive Board at the last Executive Board meeting of the year.

Section 3. Committee Functions.      The functions of the committees are as follows:

a) The Bylaws Committee shall review BCDW’s bylaws and policies as directed by the Executive Board and make recommendations to the Executive Board when necessary.   

      b) The Elections Committee shall present a slate of nominees for officers and Election Committee Chair for election and shall conduct the election of BCDW officers and vacancies as provided in Article VII.

      c) The Audit Committee shall audit the financial records of BCDW annually.            

Section 4. Committee Membership. Each committee shall consist of a Chair and two (2) or more members. Committee members are appointed for one-year terms and may be reappointed. No person shall serve more than three (3) consecutive years on the same committee.

ARTICLE X--FINANCES

Section 1. Fiscal Year. The fiscal year shall begin January 1st.

Section 2. Financial Statement and Report. The financial statement and financial reports and the budget shall be presented to the membership at the first general membership meeting of the first quarter, or as soon thereafter as possible.

ARTICLE XI--PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert’s Rules of Order Newly Revised, shall govern BCDW in all cases to which they are applicable and in which they are not inconsistent with these bylaws.

ARTICLE XII--DISSOLUTION

Should BCDW be dissolved by appropriate action of its membership, the funds and other assets shall be given to the Texas Democratic Party.

ARTICLE XIII--AMENDMENTS TO THE BYLAWS

Section 1. Amendment Procedure. The bylaws of BCDW may be amended by a two-thirds (2/3) vote of members present at a regular business meeting. Written notice of a proposed by-law change shall be sent by mail to the membership at least thirty days prior to the meeting at which a by-laws amendment will be voted upon.

Section 2. Amendment Proposals. Amendments to these bylaws may be proposed by the Bylaws Committee, the Executive Board, or by a  written petition signed by five (5) eligible members.

Section 3. Effect of Amendments. The Bylaws Committee shall be responsible for reporting the effect of any proposed bylaw change to the membership.