ARTICLE I - NAME
The name of this organization shall be the League of Women Voters of Memphis/Shelby County, hereinafter
referred to in these by-laws as LWVM/S or as the League. This League is an integral part of the League of
Women Voters of the United States and the League of Women Voters of Tennessee.
ARTICLE II - PURPOSES AND POLICY
Section 1 Purposes: The purposes of the League of Women Voters of Memphis/Shelby County are to promote
political responsibility through informed and active participation in government and to act on selected
governmental issues. (Amended by 2006 national convention)**.
Section 2 Political Policy The League shall not support or oppose any political party or candidate.
ARTICLE III - MEMBERSHIP
Section 1. Eligibility: Any person who subscribes to the purposes and policy of the League shall be
eligible for membership
Section 2. Types of Membership a. Voting Members. Citizens at least 18 years of age who join the League shall be voting members of
the local and state Leagues of their place of joining and of the LWVUS; ( 1) those who reside outside
the area of any local League may join a local League or shall be State members-at-large; (2) 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 - OFFICERS
Section 1. Enumeration and Election of Officers: The Officers of the League shall be a President or
Co-Presidents, a First Vice President, a Second Vice President, a Secretary and a Treasurer who shall
be elected by the general membership at the Annual Meeting and shall serve terms of two years, or until
their successors have been elected and installed. All officers shall take office immediately following
the Annual Meeting. The President, First Vice President and the Secretary shall be elected in odd-number
years. The Second Vice President and the Treasurer shall be elected in even-numbered years
Section 2. The President The President shall preside at all meetings of the organization and of the Board of>
Directors The President may, in the absence or disability of the Treasurer, sign or endorse checks, drafts
and notes. 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
President and perform such duties as may be designated by the Board The President is the official spokesperson
for the League
Section 3. The Vice Presidents. The two vice-presidents, in the order of their rank, shall, in the event of absence,
disability or death of the President, possess all the powers and perform all the duties of that office, until
such time as the Board of Directors shall elect one of its members to fill the vacancy The Vice Presidents shall
perform such duties as may be designated by the Board.
Section 4. The Secretary. The Secretary shall keep minutes of all meetings of the League and all meetings of the Board
of Directors. The Secretary shall notify all Officers and Directors of their election. The Secretary shall sign,
with the President, all contracts and other instruments when so authorized by the Board and shall perform such
other functions as may be incident to the office.
Section 5. The Treasurer. The Treasurer shall collect and receive all moneys due. The Treasurer shall be custodian
of these moneys, shall deposit them in a bank designated by the Board of Directors and disperse them in fulfillment
of League obligations. The Treasurer shall present statements to the Board at their regular meetings and an annual
report to Annual Meeting.
ARTICLE V - BOARD OF DIRECTORS
Section 1. Number. Manner of Selection and Term of Office: The Board of Directors shall consist of the Officers
of the League, eight elected Directors and not more than eight appointed Directors. The elected Directors shall
be elected by the general membership at each Annual Meeting and shall serve for a term of two years, or until
their successors have been elected and installed and will take office immediately following the Annual Meeting.
The elected members shall appoint such additional Directors, not exceeding eight, as they deem necessary to carry
on the work of the League. The term of office of the appointed Directors shall expire at the next Annual Meeting.
Officers and Directors shall serve no more than six consecutive years in the same position.
Section 2. Qualification: No person shall be elected or appointed or shall continue to serve as an officer
or director of this organization unless she/he is a voting member of the League.
Section 3. Vacancies: Any vacancy occurring on the Board of Directors by reason of the resignation, death
or disqualification of any officer or any elected member may be filled, until the next Annual Meeting,
by a majority vote of the remaining members of the Board of Directors. Three absences from Board meetings
by any member during a Board year without prior notification shall warrant a review of intent to serve.
Section 4. Power and Duties: 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 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 shall create and
designate such special committees, as it may deem necessary. No member of the League shall enter into
contracts or incur expenses by, and/or for the League without Board authorization.
Section 5. Meeting: There shall be at least nine 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 written request of five members of the Board. Electronic meetings are authorized if the meetings are conducted by a technology that is available to all and allows all persons participating to communicate with each other at the same time. LWVTN 5/2007
Section 6. Quorum: A majority of the members of the Board of Directors shall constitute a quorum.
ARTICLE VI - FINANCIAL ADMINISTRATION
Section 1. Fiscal Year: The fiscal year for the League shall commence the first day of July of each year
or identically to the League of Women Voters of Tennessee.
Section 2. Dues:
a. Annual Dues in any amount pre-determined by the Board of Directors serving in the current term,
shall be payable on the first day of July. Any member who fails to pay dues within thirty days after
they become payable shall be dropped from the membership rolls.
b. Family Memberships: Additional-voting memberships in the League shall be available at a rate of
one-half of the current dues for persons residing at the same address.
Section 3. 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.
Section 4. The Budget Committee: A Budget Committee shall be appointed by the Board of Directors at
least two months prior to the Annual Meeting to prepare a budget for the ensuing year. This committee
shall be composed of the President, Treasurer, Head of the Finance Drive, Voter Service Chairperson
and one League member who is not currently serving on the Board. The proposed budget shall be sent
to all members one month prior to the Annual Meeting. The Treasurer shall not be eligible to serve
as chairperson of the Budget Committee.
Section 5. Contracts: See Article V, Section 4.
ARTICLE VII - MEETINGS
Section 1. Membership Meetings: There shall be at least four meetings of the membership each year including
the Annual Meeting. Time and place shall be determined by the Board of Directors.
Section 2. Annual Meeting: An Annual Meeting shall be held; [the exact date and place 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 and 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: Fifteen (15) per cent of the voting members shall constitute a quorum at all meetings of
the League. Absentee or proxy voting shall not be permitted.
ARTICLE VIII - 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 Chairperson and two members, who shall not be members of the
Board, shall be elected at the Annual Meeting. Nominations to these offices shall be made by the current
Nominating Committee. The other members shall be appointed by the Board of Directors. Any vacancy on
the Nominating Committee shall be filled by the Board of Directors. Suggestions for nominations for
Officers and Directors may be sent to the Committee by any voting member.
Section 2. Report of the Nominating Committee and Nominations from the Floor: The report of the Nominating
Committee of its nominations for Officers, Directors and members of the succeeding Nominating Committee
shall be sent to all members one month before the date of the Annual Meeting. Immediately following the
presentation of this report, nominations may be made from the floor by any voting member provided the
consent of the nominee should have been secured.
Section 3. Elections: The election shall be by show of hands, provided that when there are two or more
nominees for one office written ballots are cast. The Secretary and one non-Board member will count
the ballots. A majority vote by those qualified to vote and voting will constitute an election. A
qualified voter is a voting member whose dues are currently paid.
ARTICLE IX - PROGRAM
Section 1. Authorization: The governmental principles adopted by the National Convention, and supported
by the League as a whole, constitute the authorization for the adoption of Program.
Section 2. Program: The Program of the League of Women Voters of Memphis/Shelby County shall consist of
those local governmental issues, which the Annual Meeting shall choose for concerted study and action.
Section 3. Action on Program: The Annual Meeting shall act upon the Program using the following procedures:
a. The Board of Directors shall consider the recommendations sent in by the voting members two months
prior to the Annual Meeting and shall formulate a Proposed Program.
b. The Proposed Program shall be sent to all members one month before the Annual Meeting.
c. The majority vote of the voting members present and voting at the Annual Meeting shall be required
for adoption of subjects in the Proposed Program as presented to the Annual Meeting by the Board of Directors.
d. Recommendations for Program submitted by voting members two months prior to the Annual Meeting but
not recommended by the Board of Directors 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.
e. Changes in Program, in the case of altered conditions, may be made provided that:
(1) information concerning the proposed changes has been sent to all members at least two weeks prior
to a General Membership Meeting at which the change is to be discussed, and
(2) final action by the membership is taken at a succeeding meeting.
Section 4. Program Action: Members may act in the name of the League of Women Voters only when authorized
to do so by the Board of Directors. They may act only in conformity with, and not contrary to, a position
taken by the League of Women Voters of Memphis/Shelby County, the League of Women Voters of Tennessee, and
the League of Women Voters of the United States.
ARTICLE X - NATIONAL CONVENTION, STATE CONVENTION AND COUNCIL
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 select delegates to that Convention in the number allotted to the
League of Women Voters of Memphis- Shelby County under the provisions of the bylaws 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 Memphis/Shelby County under the provisions of the bylaws of the League of Women
Voters of Tennessee.
Section 3. State Council: 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 Council in the number allotted the League
of Women Voters of Memphis-Shelby County under the provisions of the bylaws of the League of Women Voters of
Tennessee.
ARTICLE XI - PARLIAMENTARY AUTHORITY
Parliamentary Authority: The rules contained in the current edition of Robert's 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 bylaws.
ARTICLE XII - AMENDMENTS
These bylaws 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 one month in advance of the
meeting. Proposed revisions to local bylaws must be submitted to the State Organization Chair before January 1.
Revised March 1985
Revised March 1990 proposed 9/1/89
Revised March 1992
Revised May 1993
Revised May 1994
Revised June 2006
Revised May 2007 Memphis / Shelby County League