LWVLA-By-Laws

ARTICLE I

NAME

Section 1. The name of this corporation shall be the League of Women Voters of Louisiana hereinafter known as the state League. This state League is an integral part of the League of Women Voters the United States.

Section 2. The principal office of the state League shall be in the City of Baton Rouge, Louisiana, or at such other place as the board of directors shall determine.

ARTICLE II

PURPOSE AND POLICY

Section 1. Purpose. The purpose of the state League is to promote political responsibility through informed and active participation in government and to act on selected governmental issues.

Section 2. Policy. The state League shall not support or oppose any political party or 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. How composed. The state League shall be composed of members of the League of Women Voters of the United States who are enrolled in recognized local Leagues within the state, and of members-at-large of the League of Women Voters residing within Louisiana.

Section 3. Types of membership.

a. Voting Members. Citizens at least 18 years of age who join the League shall be voting members of local Leagues, state League and the LWVUS;

(1) individuals who live within an area of a local League may join that League or any other local League;

(2) those who reside outside the area of any local League may join a local League or shall be state members-at-large;

(3) those who have been members of the League for 50 years or more shall be honorary life members excused from the payment of dues.

b. Associate Members. All others who join the League shall be associate members.

ARTICLE IV

RECOGNITION OF LOCAL AND PROVISIONAL LEAGUES

Section 1. Local Leagues.

a. Local Leagues are those Leagues, which have been so recognized by the League of Women Voters of the United States

b. The state board of directors shall recommend to the national board that the national board recognize as a local League any group of members of the League of Women Voters of the United States in any community within the state, provided the group meets recognition requirements for local Leagues as adopted by the national convention.

c. In the event of recurring failure of a local League to meet recognition requirements, the state board of directors shall recommend to the national board that the national board withdraw recognition from he local League. All funds held by a local League from which recognition has been withdrawn shall be paid to the state League.

Section 2. Provisional Leagues.

a. Provisional Leagues are those Leagues which have been so recognized by the League of Women Voters of the United States.

b. The state board of directors has the responsibility for the establishment of new Leagues. For this purpose, the board may organize a group of citizens in a community in which no local League exists and shall recommend to the national board that the board recognize the group as provisional League when it meets the recognition requirements for provisional Leagues adopted by the national convention.

c. In the event of recurring failure to meet the requirements for recognizing a provisional League, the state board of directors shall recommend to the national board that the national board withdraw recognition from the provisional League. All funds held by a provisional League from which recognition has been withdrawn shall be paid to the state League.

Section 3. Units.

a. Units are a structure of the state League established in communities too small to support a local League or in preparation for organization of a provisional League.

b. A Unit must be accepted by the state board and approved thereafter at the January board meeting. Request for renewal shall be made by the unit president, in writing, by January 1. The application shall give the number of members, a report on finances, and a brief resume of the meetings held and the work done during the past year.

ARTICLE V

OFFICERS

Section 1. Enumeration and Election of Officers. The officers of the state League shall be a president, a first vice president, a second vice president, a secretary, and a treasurer. They shall hold office until the conclusion of the next regular biennial convention or until their successors have been elected and qualified.

Section 2. Qualifications. No person shall be elected or shall continue to serve as an officer of this organization unless such person is a voting member enrolled in a local League in the state of Louisiana or a member-at-large of the state league.

Section 3. The President. The president shall preside at all meetings of the organization and of the board of directors unless the president shall designate someone to preside. The president may, in the absence or the disability of the treasurer, sign or endorse checks, drafts, and notes. The president shall appoint committee chairs with the approval of the board. The president shall be, ex officio, a member of all committees except the nominating committee. The president shall have such usual powers of supervision and management as may pertain to the office of the president and perform such other duties as may be designated by the board.

Section 4 First Vice President. The First Vice President shall in the event of the absence, disability, or death of the president, posses all the powers and perform all the duties of the President. The First Vice President shall be responsible for outreach to the membership and the public with such activities as League publications and fundraising. The First Vice President shall perform such other duties as the president and the board may designate.

Section 5 Second Vice President. The Second Vice President shall in the event of the absence, disability, or death of the First Vice President posses all the powers and perform all the duties of the office of First Vice-President. In the event that the Second Vice President is not able to serve, the board of directors shall elect one of their elected members to fill the vacancy of Second Vice President. The Second Vice President shall be responsible for overseeing the program. The Second Vice President shall provide guidance to the portfolio and activity chairmen. The Second Vice President shall serve as the Liaison for Legislative Activity. The Second Vice President shall perform such other duties as the president and the board may designate

Section 6. The Secretary. The secretary shall keep minutes of all conventions and councils of the state League and of all meetings of the board of directors. The secretary shall notify all officers and directors of their elections. The secretary shall sign, with the president, all contracts and instruments when so authorized by the board and shall perform such other functions as may be incidental to the office. The Secretary shall be the official custodian of LWVLA records.

Section 7. The Treasurer. The treasurer or a duly appointed assistant shall collect and receive all monies due. The treasurer shall be the custodian of these monies, shall deposit them in a bank designated by the board of directors and shall disburse the same only upon order of the board of directors. The treasurer shall make periodic statements to the board at their regular meetings and an annual report to the convention or council. The books of the treasurer shall have an audit or a review by a competent accountant prior to the convention or immediately thereafter. In the case the treasurer shall resign for any reason, the books shall be audited prior to the treasurer leaving office.

ARTICLE VI

BOARD OF DIRECTORS

Section 1. Number, Manner of Selection, and Term of Office. The board of directors shall consist of the officers of the state League, six elected directors, and not more than six appointed directors. The elected directors shall be elected by the convention and shall serve until the conclusion of the next regular biennial convention or until their successors have been elected and qualified. The elected board members shall appoint such additional directors, not exceeding six, as they deem necessary to carry on the work of the state League. The term of office of the appointed directors shall be one year; at the end of this term, the remaining members of the board shall fill the resulting vacancies by appointment. All appointments shall expire at the conclusion of the next regular biennial convention or council.

Section 2. Qualifications. No person shall be elected or appointed or shall continue to serve as a director of this organization unless such person is a voting member enrolled in a local League in the state of Louisiana or a member-at-large of the state League.

Section 3. Vacancies. Any vacancy occurring among the elected members of the board of directors by reason of resignation, death, or disqualification of an officer or elected director, other than the president, shall be filled, until next convention, by a majority vote of the remaining members of the board of directors. Any such vacancy occurring among appointed directors shall likewise be filled by a majority vote of the remaining members of the board. Any member-- other than associate-- of the LWV of Louisiana shall be eligible to fill the vacancy of any elected or appointed member of the board other than president.

Section 4. Powers and Duties.

a. The board of directors shall have full charge of the property and business of the organization, with full power and authority to manage and conduct the same, subject to the instruction of the convention. The board shall plan and direct the work necessary to carry out the program on state governmental matters as adopted by the convention.

b. The president and the board shall assign each board member a portfolio or a project for which the board members shall be responsible.

c. It shall accept responsibility delegated to it by the board of directors of the League of Women Voters of the United States for:

1. The organization and development of local Leagues for carrying out of program.

2. The promotion in the local Leagues of finance programs requisite to further the work of the League as a whole.

3. Transmission of per member payments for members-at-large to the national League.

d. The board shall create and designate such special committees as it may deem necessary.

Section 5. Regular Meetings. There shall be at least four regular meetings of the board of directors annually. The president shall notify each member of the board of directors of all regular meetings by mailing to each member's last known post office address, or by electronic notice with verification of receipt of said notice, at least two weeks before any such meeting, notice thereof, giving the time, place of the meeting and method by which the meeting will be held. No action taken at any regular board meeting attended by three-fourths of the members of the board shall be invalidated because of failure of any members or member of the board to receive any notice properly sent or because of any irregularity in any notice actually received.

Section 6. Special Meetings. The president may call special meetings of the board of directors and shall call a special meeting upon the written request of three members of the board. Members of the board shall be notified of the time and place of special meetings least six days prior to such meeting, provided, however, that during a convention or council the president may call, or upon the request of three members of the board shall call, a special meeting of the board by handing the members of the board a written notice of the time and place of said meeting.

Section 7. Quorum. A majority of the members of the board of directors shall constitute a quorum and a majority of the members in attendance at any board meeting shall, in the presence of a quorum, decide its actions. Absence from two consecutive board meetings can be considered, by a quorum of the remaining board, to be a resignation of the absent member from the board and said quorum may fill that vacancy as stated above in Article VI, Section 3.

Section 8. Executive Committee. The officers shall constitute an executive committee to transact business in the interim of board meetings, provided that nothing shall be done contrary to the policy adopted at the convention or to any action of the board. Action of the executive committee shall be presented to the board for approval at its next regular meeting.

Section 9. Electronic Voting. In cases in which the President deems necessary or at the written request of a majority of the members of the board an electronic/telephone vote may be taken, and this vote will be documented by a written statement sent to the secretary by the president and shall be inserted in the next minutes for the record with a record of the vote.

Section 10. Voting. All votes on main motions taken shall be by roll call votes. All roll call votes shall be listed in the minutes.

Section 11. Record Keeping. All Board meetings shall be electronically recorded.

Section 12. Minutes The finalized minutes of the Board of Directors shall be made available to the membership. A copy of the electronic recording of the meeting shall be made available or mailed to any member upon written request within 10 working days of receipt of said request at actual costs of reproduction and mailing to the member.

ARTICLE VII

CONVENTION

Section 1. Place, Date, Call, and Notification. A convention of the state League shall be held biennially in spring of the odd-numbered years. The time and place of the convention shall be determined by the board of directors. The president shall send a first call for the convention to the presidents of local Leagues not less than six months prior to the opening date of the convention fixed in said call. Thereafter the board of directors may advance or postpone the opening date of the convention not more than two weeks from the date fixed in the first call. A final call for convention shall be sent by the president to the presidents of the local Leagues at least thirty days before convention.

Section 2. Composition. The convention shall consist of the delegates chosen by the members enrolled in the local Leagues, as provided in Section 4 of this Article, the presidents of local Leagues, provisional Leagues, and Units of the state League, and the members of the board of directors of the state League.

Section 3. Qualification of Delegates and Voting. Each delegate shall be a voting member in the state of Louisiana. Each delegate shall be entitled to only one vote at the convention even though the delegate may be attending in two or more capacities. Each delegate representing a local or provisional League shall be entitled to vote only if that League has met its state per member payment responsibilities. The state board may make an exception in the case of proven hardship. Absentee or proxy voting shall not be permitted. The convention shall be the sole judge of whether a delegate is qualified to vote.

Section 4. Representation. The members of the League of Women Voters of the United States who are organized in recognized local Leagues in the state of Louisiana shall be entitled to one delegate for the first fifteen voting members and one delegate for every ten additional voting members or major fraction thereof belonging to said local League in the national membership count in January of the year in which the convention is held, provided that no local League may have more than twenty-five delegates accredited tot he convention. The record in the state of paid-up voting members shall determine the official membership count for this purpose.

Section 5. Powers and Duties. The convention shall consider, adopt, and authorize for action a program, elect officers and directors, shall adopt a budget for the ensuing year, and shall transact such other business as may be presented.

Section 6. Quorum. A quorum shall consist of a majority of the delegates registered at the convention provided that no less than one-half of local Leagues are represented.

ARTICLE VIII

COUNCIL

Section 1. Composition. The council shall be composed of the board of directors of the state League, two delegates from each local League, one delegate from each provisional league, and the president of each unit of the state League.

Section 2. Place, Date, Call, and Notification. A meeting of the council shall be held in the interim year between conventions approximately twelve months after the preceding convention. The time and place of the meeting shall be determined by the board of directors. A formal call shall be sent by the president to the presidents of the local Leagues at least thirty days before a council meeting. Special meetings may be called in case of extreme emergency.

Section 3. Powers and Duties. The council shall consider and give guidance to the board on program, methods of work, and budget as submitted by the board of directors. The council is authorized to change and/or modify the program only in the event of an emergency, provided that notice of the proposed change and/or modification of the program shall have been sent to the presidents of the local Leagues at least two months in advance of the meeting of the council, and provided also that a two-thirds majority of the members of the council, present and voting, shall be required to adopt the change and/or modification. The council shall adopt a budget for the ensuing year and shall transact such other business as may be presented by the board.

Section 4. Quorum. A quorum shall consist of not less than five members other than the board of directors for the transacting of business at a council meeting.

ARTICLE IX

NATIONAL CONVENTION AND COUNCIL

Section 1. National Convention. The board of directors, at a meeting before the date on which names of delegates must be sent to the national office, shall select delegates to the national convention in the number allotted the state League under other provisions of the bylaws of the League of Women Voters of the United States.

Section 2. National Council. The board of directors shall select delegates to the meeting of the council of the League of Women Voters of the United States at the meeting immediately preceding such council meeting in the number allotted the state league under the provisions of the bylaws of the League of Women Voters of the United States.

ARTICLE X

NOMINATIONS AND ELECTIONS

Section 1. Nominating committee. The nominating committee shall consist of five members, two of whom shall be members of the board of directors. The chair and two members, who shall not be members of the board of directors, shall be elected by the convention. Nominations for these offices shall be made by the current nominating committee. Further nominations may be made from the floor of the convention. The other members of the committee shall be appointed by the board of directors immediately after the convention. Vacancies occurring in the nominating committee by reason of death, resignation, or disqualification shall be filled by the board of directors. The president of the state League shall send the name and address of the chair of the nominating committee to the president of each recognized local League. It shall be the duty of the nominating committee to request through the president of each organized local League suggestions for nominations for the offices to be filled. All nominees must consent to being nominated.

Section 2. Suggestions by local Leagues. Suggestions for nominations by local Leagues shall be sent by the president or the secretary of each local League to the chair of the nominating committee at least five months before the convention. Any member may send suggestions to the nominating committee.

Section 3. Report of Nominating Committee and Nominations from the Floor. The report of the nominating committee of its nominations for officers, directors, and the chair and two members of the succeeding nominating committee shall be sent to the local Leagues two months before the date of the convention. The report of the nominating committee shall be presented to the convention on the first day of the convention. Immediately following the presentation of this report, nominations may be made from the floor by any member of the convention, provided consent of the nominee has been secured.

Section 4. Election. The election shall be in the charge of an election committee appointed by the president on the first day of the convention. The election shall be by ballot, except when there is but one nominee for each office, it shall be in order to move that the secretary cast the ballot of the convention for each candidate. A majority vote of those present and voting shall constitute an election.

ARTICLE XI

PROGRAM

Section 1. Authorization. The governmental principles adopted by the national convention and supported by the League as a whole constitute the authorization for adoption of a program.

Section 2. Program. The program of the state League shall consist of those state governmental issues chosen for concerted study and action, and action to protect the right to vote of every citizen.

Section 3. Procedures. The convention shall act upon program using the following procedures:

a. The board of directors shall consider the recommendations which have been sent in by the local League boards four months prior to the convention and shall formulate a proposed program. Such program shall be submitted by the board to the local leagues at least two months prior to convention.

b. Recommendations for changes submitted in writing by local League boards must be received by the board of directors at least three weeks before the opening of convention, at which time the board may modify the proposed program.

c. Changes made under b. may not be voted on by the convention on the same day on which they are proposed.

d. A majority vote of those present and voting shall be required for adoption of subjects in the proposed program as presented to the convention by the board of directors.

e. Further changes in the proposed program submitted for consideration to but not recommended by the board of directors may be made by the convention provided that

(1) The convention shall order consideration by a majority vote;

(2) The vote on the proposed change shall not be taken on the same day as the order for consideration; and

(3) The convention adopts the change by a two-thirds vote.

Section 4. Member Action. Members may act in the name of the state League only when authorized to do so by the board of directors of the state League.

Section 5. Local League Action. Local League may take action on state governmental matters only when authorized by the board of directors of the state League.

ARTICLE XII

FINANCIAL ADMINISTRATION

Section 1. Fiscal Year. The fiscal year of the state League shall commence on the first day of April of each year.

Section 2. Financial Support.

a. Each local League shall make an annual per member payment to the LWVLA in an amount to be determined by a three-fifths vote of those present and voting at each convention.

b. Members-at-Large shall be members who reside outside of and are not enrolled in a recognized local League. They shall pay annual dues on the first day of the anniversary month of their joining.

c. When two or more members reside at the same address in a common household, the payment determined by the convention shall be made for the first member; a payment equal to one-half the per member payment shall be paid for each other member.

d. The per member payment for a member who is a student shall be equal to one-half the per member payment amount determined at convention. A student is defined as an individual enrolled either full or part-time in an accredited institution.

e. The LWVLA may authorize the payment of a designated part of each per member payment to the League of Women Voters of Louisiana Education Fund.

f. Honorary Life Members-- voting members who have been members of the League for 50 years or more or have made a lump sum life membership payment to the LWVUS shall be paid life members. Local Leagues shall be excused from payment of Honorary Life Members’ per member payments.

Section 3. Budget. The board shall submit to the convention or council for adoption a balanced budget for the ensuing year. A copy of the budget shall be sent to each local League president at least two months in advance of the convention or council.

Section 4. Budget Committee. The budget shall be prepared by a committee which shall be appointed for that purposed at least four months in advance of the convention or council. The treasurer and finance chair shall be members of the budget committee but the treasurer shall not be eligible to serve as chair.

Section 5. Distribution of Funds on Dissolution. In the event of a dissolution for any cause of the state League, all monies and securities which may at that time be owned by or under the absolute control of the state League shall be paid to the League of Women Voters of the United States. All other property of whatsoever nature, whether real, personal, or mixed, which may at the time be owned or under control of the state League shall be disposed of by any officer or employee of the organization having possession of the same to such person, organization, or corporation, for such public, charitable, or education uses and proposes as may be designated by the then board of directors of the state League.

ARTICLE XIII

PARLIAMENTARY AUTHORITY

Parliamentary Authority. The rules contained in the current edition of Robert's Rules of Order shall govern the organization on all cases to which they are applicable and in which they are not inconsistent with these bylaws.

ARTICLE XIV

AMENDMENTS

Amendments. Amendments to these bylaws may be proposed by the board of directors or by any local League board, provided the local board submits the proposed changes to the board of directors at least three months prior to a convention. All such proposed amendments shall be sent by the board to the presidents of all local Leagues at least two months prior to a convention together with the recommendations of the board of directors. The presidents of all local Leagues shall notify the members of their respective League of the proposed amendments. The failure of a local League president to give such notice or failure of any member to receive such notice shall not invalidate amendments to the bylaws which may be adopted by two thirds vote of any convention.

adopted by the Twenty-eighth convention, March 22-23, 1987

as amended by the Twenty-ninth convention, March 1989

as amended by the Thirty-fourth convention, March 1999

as amended by the Thirty sixth convention, April 6, 2003

as amended by the Thirty seventh convention, April 10, 2005

as amended by the Thirty ninth convention, April 14, 2007