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Constitution

Constitution and By-Laws
Constitution

Article I: Name and Object
Section 1:
The name of this society shall be the Society for the Study of American Women Writers, (hereafter “the Society”).
Section 2:
The mission of the Society shall be the promotion of the study of American women writers through the encouragement of research, teaching, publication, and the strengthening of relations among persons and institutions in this country and abroad devoted to such studies, and the broadening of knowledge among the general public about American women writersThe Society is committed to diversity in the study of American women writers–racial, ethnic, gender, class, sexual orientation, region, and era–as well as of scholars participating in the Society.

Article II: Officers

Section 1:
The elected officers shall be the President; Vice President, Organizational Matters; and Vice President, Publications.  The appointed officers shall be Vice President, Membership and Finances and Vice President, Development.  At all times an editor of Legacy shall be an officer or appointed to the Advisory Board of the Society.
Section 2:
The President shall be elected by a majority of the members and shall serve a three-year term. The President shall preside at meetings of the Society and of the Advisory Board.  It shall be the President’s duty to formulate policies and projects for presentation to the Board and to fulfill the chartered obligations and purposes of the Society.  In filling this and any other Association responsibility, the President may call upon other officers, members of the Executive Council, and such ad hoc committees as the President may wish to appoint, for assistance.
Section 3:
The Vice President, Organizational Matters and Vice President, Publications shall be elected by a majority of the voting members and each shall be elected for a three-year term. The Vice President, Organizational Matters, shall assist the President at meetings of the Society and of the Advisory Board and in formulating policies and projects for presentation to the Board and to fulfill the chartered obligations of the Society. The Vice President, Publications, shall assist the president at meetings of the Society and of the Advisory Board and shall be responsible for the production and distribution of the biannual newsletter, shall maintain the Society website, and shall, with the advice of the Officers and Advisory Board, oversee any publications projects that the Society undertakes.
Section 4:
The Vice President, Membership and Finances shall be appointed by a majority vote of the Executive Committee and shall serve a three-year term. The Vice President, Membership and Finances shall maintain the membership of the Society; provide reports on finances to the President, Advisory Board, Press, and others as required; shall maintain the Society’s funds and distribute those funds as required for routine expenses, conference costs, and other expenses as approved by the President and/or the Advisory Board.   The Vice President, Development, shall advise the Executive Committee on new, long-term projects for the Society and shall be appointed by the President, with the advice of the Advisory Board, for a three-year term in the first instance, with the option for renewal for a second three-year term.
Section 5:
The editors of Legacy shall insure that Legacy fulfills its stated aim to aid in giving a sense of direction to studies in American women’s texts and contexts.
Article III: Advisory Board and Executive Committee
Section 1:
There shall be an Advisory Board, constituted as follows:
The Society Officers, as detailed in Article 2; the immediate past President, who shall serve a one-year term; The Editors of Legacy, for the terms of their editorships; at least two but no more than four graduate student members, appointed by the President and serving a three-year term; at least twelve additional members appointed by the President and serving staggered three-year terms.
Section 2:
The Advisory Board shall conduct the business, set fiscal policy, and oversee the general interests of the Society. The Advisory Board shall fix the amount of dues and the date upon which any change of dues becomes effective. It may appoint such committees as it deems necessary. It shall call a meeting of the Society at a time and place it deems appropriate, in consultation with the President. The Advisory Board shall hold at least one business meeting annually, at a time and place to be determined by the Advisory Board for the appointment of members to committees, for the approval of the budget, for the consideration of reports and recommendations from the officers and committees, for the discussion of policies and of instructions that should be given to the appointed officers, and for the transaction of other such business as may come before it. It shall report on its deliberations and actions through the newsletter of the Society or on the Society’s website.
Section 3:
To transact the necessary business in the interim between the annual business meetings of the Advisory Board, there shall be an Executive Committee constituted as follows:
The President, who acts as Chair of the Executive Committee;
The four Vice Presidents;
The immediate past president, who shall ex officio serve a one-year term.

The Executive Committee in the conduct of the Society’s business shall, as necessary, solicit the general direction of the Advisory Board.

Article IV: Members
Section 1:
Membership in the Society shall be open to:

Any person interested in the study of American women writers, upon payment of one year’s dues;

Any cultural or educational non-profit organization interested in the study of American women writers, upon the payment of one year’s institutional dues; and

Any honorary members of the society. Honorary members shall be elected by an affirmative vote of two-thirds of the voting members of the Advisory Board and be exempt from the payment of dues.
Section 2:
Any member whose dues are six months in arrears shall be dropped from the rolls. Members who are so dropped may be reinstated at any time by the payment in advance of one year’s dues.

Section 3:
Only individual members in good standing shall have the right to vote or hold office in the Society.

Article V: Affiliated Societies
Section 1:
Any society committed to the study of American women writers may be admitted to the status of Affiliated Society by an affirmative vote of two-thirds of the voting members of the Advisory Board.

Section 2:
Each Affiliated Society shall receive one free copy of each newsletter, to be sent to the President or designated officer of the Affiliated Society.  Affiliated Societies will also be encouraged to participate in the Society’s conferences, as outlined in Article VII, Section 4, of the Bylaws.

Section 3:
A Society’s affiliation with the association may be terminated for sufficient reason by a vote of two-thirds of the voting members of the Committee or by request of the Affiliated Society.

Article VI: Various
Section 1:
The Advisory Board shall adopt bylaws consistent with the provisions of the Constitution, upon any matter of concern to the Society.

Section 2:
The Advisory Board shall adopt such regulations and rules as may be necessary to give full force and effect to the Constitution and Bylaws and to determine their procedures.

Section 3:
Amendments to this document may be proposed by the Executive Committee or by petitions carrying the signature of at least twenty-five members of the Society in good standing. Such proposed amendments shall be submitted in writing to the President of the Society at least thirty days prior to any meeting of the Advisory Board. At this meeting, the amendments shall be submitted to a vote, a favorable vote of two-thirds of the voting members of the Advisory Board being required for approval. Proxy votes shall be handled in the manner specified in the Bylaws, Article III, Section 5.  Amendments approved by the Advisory Board shall be submitted to the members of the Society by a mail ballot within three months of the Advisory Board’s approval, or at the time of the publication of the next newsletter, whichever comes later. Ratification shall require a favorable vote of the majority of the members voting.

Article VI:  Dissolution

Section 1:
The Society may be dissolved upon recommendation of a two-thirds vote of the Executive Council and approval by mail ballot of two-thirds of the Association’s members who vote on the question of dissolution. At least one month must be allowed for return of all ballots.

Section 2:
Upon termination and dissolution of this association the President, along with the Vice President, Membership and Finances, shall carry out all tasks necessary to concluding the business of the Association, including, but not limited to, placement of Society records and papers in a professionally maintained archive and notification to the general membership of the Association’s dissolution.

Section 3:
In the event of dissolution, all assets remaining after liabilities have been met shall be disposed of in accordance with the provisions of section 501(c)(3) of the Internal Revenue code of 1954 or the corresponding provision of any future United States Internal Revenue law.

By-Laws

Article 1: Name and Object
Section 1:
The name of this society shall be the Society for the Study of American Women Writers, (hereafter “the Society”).
Section 2:
The mission of the Society shall be the promotion of the study of American women writers through the encouragement of research, teaching, publication, and the strengthening of relations among persons and institutions in this country and abroad devoted to such studies, and the broadening of knowledge among the general public about American women writers. The Society is committed to diversity in the study of American women writers–racial, ethnic, gender, class, sexual orientation, region, and era–as well as of scholars participating in the Society.
Section 3:
The Bylaws of the Society shall at all times be in compliance with the Constitution of the Society.

Section 4:
The purpose for which the Society is organized is exclusively educational with the meaning of section 501(c)(3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue law.

Section 5:
Notwithstanding any other provision of these bylaws, the Society shall not carry on any activities not permitted for an organization exempt from Federal income tax under section 501(c)(3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue law.

Article II: Officers
Section 1:
The President shall be elected in accordance with Article II, Section 2, of the Constitution of the Society. The President may be reappointed, by a vote of two-thirds of the voting members of the Advisory Board, for additional terms of office not to exceed three years each. The Advisory Board shall be notified in writing by the President at least one year before the expiration of a given term indicating whether or not she or he wishes to seek reappointment.  If the President wishes to seek reappointment, s/he will designate a member of the Advisory Board to conduct this vote and to advise the President and the Board of the results. 
Section 2:
The Vice Presidents for Organizational Matters and Publications shall be elected in accordance with Article II, Section 3, of the Constitution of the Society. If the office of either of these Vice Presidents shall, through any cause, become vacant, the Executive Committee shall appoint an interim vice president, if possible from its membership or from the membership of the Advisory Board.  She or he shall be eligible to succeed herself/or himself in accordance with Article II, Section 3, of the Constitution of the Society.  The Vice President for Development shall be appointed by the President, in accordance with Article 2, Section 4, of the Constitution of the Society.
Section 3:
The Vice President for Membership and Finances shall be appointed in accordance with Article II, Section 4, of the Constitution of the Society. If the office of Vice President for Membership and Finances shall, through any cause, become vacant, the Executive Committee shall appoint an interim Membership and Finance Officer if possible from its membership or from the membership of the Advisory Board. He or she shall be eligible to succeed himself or herself in accordance with Article II, Section 4, of the Constitution of the Society.
Section 4:
The Editors of Legacy shall be appointed in accordance with Article III of the Constitution of the Society, for the duration of their editorial terms.
Section 5:
The Officers shall serve without compensation.

Article III: Advisory Board
Section 1:
The Officers may, at their discretion, fill any vacancy in the Advisory Board by designating any member of the Society in good standing to serve as Advisory Board member ad interim until the close of the next annual business meeting.
Section 2:
Whenever any vacancy shall occur in the membership of the Executive Committee, the President may, at her or his discretion, designate a voting member of the Advisory Board to serve ad interim as a member of the committee in question.
Section 3:
Annual Advisory Board meetings will be held, with notice given three months in advance. These meeting shall be for Board members and Officers only.  In years in which the Society does not hold a conference, the President may, at her/his discretion, conduct these annual meetings via email or other form of electronic communication.  Annual business meetings shall be open to all members of the Society.
Section 4:
The President shall prepare the agenda for the annual meetings of the Advisory Board. Agendas, including the complete texts of all proposals requiring formal action by the Advisory Board, shall be sent to all Advisory Board members at least four weeks in advance of the meeting.
Section 5:
Advisory Board Members unable to attend a business meeting for a valid reason may submit a proxy vote in writing to the President prior to the meeting. The proxy vote shall address itself to a specific resolution, shall be in writing, and shall include the caster’s name.
A proxy vote shall not be applied to a resolution introduced subsequent to the proxy. The proxy shall be considered valid if it addresses the sense of the resolution even if that resolution is amended in minor elements. If a question shall arise in this regard, the applicability of the proxy shall be made by the presiding officer of the Society.
Section 6:
Except where specified in the Society’s constitution or bylaws, a majority vote of the Advisory Board, including those casting proxy votes, will be sufficient for approval of a proposal.
Section 7:
The President shall preside at the business meeting. In her or his rulings from the chair s/he shall be guided by the provisions of the constitution and bylaws. The President shall cause official minutes of the business meeting to be prepared, which shall include a record of all motions and their disposition, together with all votes cast thereon, when recorded. Minutes of the business meeting shall be published in the Society newsletter or the Society’s website.

Article IV: Dues
Section 1:
Individual member and institutional member dues shall be based on a calendar year.
Section 2:
Regular Membership – $10.00
Graduate Student Membership – $5.00
Lifetime Membership – $150.00
Section 3:
The dues schedule established in Article IV, Section 2, may be amended by a majority vote of the Advisory Board.

Article V: Relationship of Legacy to the Society
Section 1:
The Editors of Legacy shall insure that Legacy fulfills its stated aims to aid in giving a sense of direction to studies in American women’s texts and contexts.
Section 2:
The Editors of Legacy, for the term of their editorships, shall be members of the Advisory Board of the Society.
Section 3:
The Society shall have no control over content of the journal, Editorial Board appointments, or any other aspect of the day-to-day business of the journal. All aspects of the editing of the journal remain at the sole discretion of the journal’s Editors.

 

Article VI: Committees

Section 1:
The Executive Committee as described in Article III, Section 3, of the Constitution shall appoint such committees as it deems necessary. In order to advance the activities of the Society, there shall be both standing committees, as designated by the bylaws, and ad hoc committees, as recommended by the Executive Committee with the approval of the Advisory Board. All committees are bodies of the Society and shall function at the discretion of the Executive Committee and with the Executive Committee as the final supervisor of their activities.
Section 2:
In pursuance thereto, the Advisory Board shall define the jurisdiction of each committee, shall determine its budget, and shall decide upon its basic policies and procedures.
Section 3:
All standing and ad hoc committees shall report in writing to the President at least one month in advance of the annual business meeting of the Advisory Board. The President shall distribute such reports to the members of the Advisory Board and they shall be published in whole or in substance in the Society’s newsletter or website.
Section 4:
Close attention shall be given in the composition of all committees to the diversity of the Society’s Advisory Board and general membership.
Section 5:
The Society shall have as one of its standing committees the International Committee. The International Committee shall have as its function to promote and coordinate study and research about American women writers, to act as liaison between the Society for the Study of American Women Writers and associations in other countries devoted to the study of American women writers. The International Committee shall be composed of at least six and no more than twelve members of the Society.  The President shall nominate, and the Advisory Board shall approve, an individual to serve as chair of the International Committee; the chair shall serve for a term of three years, renewable once with the approval of a majority vote of the Advisory Board.  This chair shall, with the approval of the Executive Committee and Advisory Board, enlist members to join the committee; all Society members are eligible for membership, and the chair should use such vehicles as the newsletter, the listserv,Legacy, and/or the Society website as vehicles to invite assistance.  At least one member of the committee shall be an individual located outside the United States; no committee member shall serve for more than six years. 

  
Section 6:
The Society shall have as one of its standing committees the Conference Committee. The Conference Committee shall have as its function the long-range planning of the Society’s periodic conferences. The Vice-President, Organizational Matters of the Society shall chair and organize the Conference Committee.  The President of the Society shall be a member of the Conference Committee.
Section 7:
Whenever any vacancy shall occur in the membership of a standing committee, the Executive Committee, may, at its discretion, designate any member of the Society in good standing to serve ad interim as a member of the committee in question.
Section 8:
Ex Officio members may be appointed to the standing committees by the Executive Committee with the approval of the Advisory Board to advise and assist the committee in question.
Section 9:
Ad hoc committees may be created from time to time by the Executive Committee with the approval of the Advisory Board as deemed necessary to carry on the work of the society. The functions of such a committee shall be specified when the committee is designated, and the committee shall cease to exist upon the completion of the task assigned, or, automatically, at the end of a maximum three-year period. The chair and members of such a committee shall be named by the Executive Committee with the approval of the Advisory Board for maximum three-year terms. The Executive Committee may, at its discretion, fill any vacancy in the membership of an ad hoc committee to serve as a committee member ad interim until the completion of the committee’s tasks or term.

Article VII: Conferences

Section 1:
The President and Vice President, Organizational Matters, with the approval of the Advisory Board, shall call a Society conference at a time and place they deem appropriate. To plan and organize such meetings, there shall be a Program Committee and a Local Arrangements Committee. The Program Committee shall be appointed by the standing Conference Committee, as outlined in Section 3 of this Article.
The chair of the Local Arrangements Committee shall be appointed by the Conferences Committee with the approval of the Advisory Board as soon as practicable in advance of the convention date. The chair of the Local Arrangements Committee shall, at her discretion, name the members of that committee.
Section 2:
With the approval of the Vice President, Organizational Matters, the standing Conferences Committee shall select a site for each conference as soon as practicable in advance of the conference date. Geographical rotation shall be one principle involved in the selection of the conference site.
Section 3:
The Program Committee shall consist of a chair and at least six members. The chair of the Program Committee shall be named by the Conferences Committee as soon as practicable in advance of the conference date, following an open call to the membership for self-nominations and suggestions; the call can be in such venues asLegacy, the newsletter, the listserv, and/or the Society website. The Conferences Committee shall, upon recommendation by the chair, and following an open call for self-nominations and suggestions, appoint the members of the Program Committee, to assist the chair in her or his duties.
Section 4:
The Conferences Committee shall determine the conference theme whenever appropriate, the procedures for evaluating proposals, and the general content of the meeting. However, the Conferences Committee may, with the advice of the Executive Committee, delegate these responsibilities to the Vice President, Organizational Matters and to the Program Committee.  A Program Committee may determine its own policies regarding requests for sessions from standing or ad hoc committees. One slot shall be reserved for the Advisory Board for a general meeting session. Participation of Affiliated Societies shall be encouraged.

Article VIII: Amendment of the Bylaws
Section 1:
These bylaws may be altered, amended, or repealed at any business meeting of the Advisory Board by a resolution adopted by two-thirds of the voting members, provided that such changes have been set forth in the notice of such meeting mailed or sent by email to the Advisory Board members at least thirty days prior to the meeting.  Committee members unable to attend a business meeting for a valid reason may submit a proxy in writing to the President prior to the meeting in accordance with Article III, Section 5, of these bylaws.


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