The University Women’s Club of Buenos Aires

Constitution and By-Laws

Adopted September 1974

(Amended September 1999; November 2014; April 2015)

Article I – Name

The name of this organization is The University Women’s Club of Buenos Aires.

Article II – Purpose

The purpose of this non-profit organization is to further cultural and educational interest among qualified English-speaking university women living in Argentina.

Article III – Membership

A. Active Membership is comprised of English-speaking women who are graduates of universities, colleges or institutions of higher learning accredited by their respective countries, or women who have satisfactorily completed two years of studies in any of the latter. A former member may rejoin the Club upon payment of current dues.

B. Application for membership must be accompanied by presentation of the applicant’s credentials to the Membership Committee. The Membership Committee submits valid applications to the Board for approval.

C. Any member whose conduct, in the opinion of the Board after a fair hearing, is not in accordance with the purpose and interests of the Club may be asked to resign and will be dropped from the rolls of the organization.

D. Members may bring guests to Club activities within the framework of the guidelines laid down by the Board. Non-members may come as guests of members to the regular monthly meetings not more than twice in one year.

E. An invitation to honorary membership may be extended at the discretion of the Board. Honorary members are exempted from the payment of annual dues and the presentation of credentials. All other duties and privileges of membership apply to honorary members.

F. An invitation to life membership may be extended at the discretion of the Board to members who have been UWC members for 30 consecutive years. Life members are exempted from the payment of annual dues. All other duties and privileges of membership apply to life members.

Article IV – Dues

Members are required to pay annual dues. The Club year is from one Annual General Meeting (AGM) to the subsequent one.

Article V – Meetings

Regular monthly meetings (hereafter referred to as Regular Meetings), an Annual General Meeting (AGM) and Special Meetings of the membership will be held to conduct the business of the Club in accordance with the established agenda. The quorum for voting on amendments to the Constitution and/or By-Laws and/or dissolution of the organization is one-half plus one members. In the absence of this quorum, those members present shall be considered to constitute a valid quorum after one half hour has elapsed from the notified starting time of the meeting.

Article VI – Election of Officers

A. A Nominating Committee consisting of a minimum of five active members including at least one Board member must draw up a list of candidates for elected offices. The candidates must be presented to the membership one month prior to voting at the AGM.

B. The following officers are to be at the annual meeting: President, Vice-President, Secretary, Treasurer, and Advisor to the Board. The latter must be a former officer.

Article VII – Board

The Board will consist of the Officers and Chairwomen of the Standing Committees. The Board will meet at least once a month. Seven members constitute a quorum.

Article VIII – Committees

A. The Officers must select a Chairwoman for each of the following Standing Committees: Archives, Continuing Education, Hospitality, Membership, Program, Communications, Special Activities and Study Groups.

B. Chairwomen for Special Committees are appointed by the President with the consent of the Board. Should an amendment to the Constitution or By-Laws be proposed, a Constitutional Committee must be appointed in the same manner to be presided over by the Advisor to the Board.

Article IX – Social Responsibility

Like other civic minded organizations, UWC embraces social responsibility and believes in utilizing its resources, including the will and expertise of its members, to further not only their charitable interests, but also the welfare and interests of the broader community.

Article X – Amendments

The Constitution may be amended by a vote of three quarters of the quorum at any Regular Meeting of the membership or at the AGM, provided due notice is given of the proposed amendment at the previous regular meeting. This same procedure is required for the dissolution of the organization. By-Laws may be amended in the same manner, but by a vote of two thirds of the quorum.

By-Laws

Article 1 – Dues

The Board will recommend the annual dues to be voted upon by the members at a Regular Meeting or at the AGM.

Article II – Agendas

A. The Agenda for the Regular Meetings of the membership should include:

a. Call to order

b. Approval of the minutes of the previous meeting

c. The Treasurer’s report, to be posted on the bulletin board

d. Presentation of new members

e. Announcements relating to Club activities

f. The Program

g. Adjournment by the Presiding Officer

B. The Agenda for the AGM should include:

a. Call to order

b. Approval of the minutes of the previous AGM

c. The President’s Annual Report covering summaries of the previously submitted annual reports from the Standing Committee Chairwomen and the Treasurer

d. New Business

e.The election of Officers for the following year

f. Adjournment by the Presiding Officer

C. The Agenda for the Board Meetings should include:

a. Call to order

b. Approval of the minutes of the previous Board Meeting

c.The Treasurer’s Report, to be approved and filed

d. Standing Committee Reports, including announcements, feedback and presentation of new members for approval

e. Old business carried forward from previous Board Meetings

f. New Business

g. Adjournment by the Presiding Officer

D. Special Meetings may be called by the President with the approval of the Board or upon written petition signed by 20% of the active membership. The membership must be notified prior to such meetings. The agenda for Special Meetings is restricted to only such business as appears in the call of the meeting, unless the following words are included in the call: “and such other business as may properly come before it”.

Article III – Nominating Committee

A. Nominating Committee will be designated by the Board to draw up a slate of candidates to be presented at the AGM for election to office. Additional nominations will be accepted from the floor. All nominations must have the prior consent of the respective candidates. Should there be more than one candidate per office, voting will be by secret ballot.

Article IV- Duties of Officers

A. The President presides at all business meetings of the Club and of the Board. She will, together with the other officers, appoint and replace the Chairwomen of the Standing Committees and act as the official representative of the Club.

B. The Vice-President presides at all meetings in the absence of the President. Should the President be unable to perform her duties for a prolonged period, the Vice-President will assume the Presidency for the remainder of the term. The Vice-President will audit the Treasurer’s books three times a year.

C. The Secretary will keep a record of all meetings of the Club and of the Board. The President and Secretary may appoint an Assistant Secretary where appropriate.

D. The Treasurer receives all monies due to the Club and pays all bills verified by the President and the person incurring the expenditure. She must keep the Club books and render a monthly account. The President and Treasurer may appoint an Assistant Treasurer where appropriate.

E. The Advisor to the Board shall serve as Parliamentarian, using the official Club copy of Roberts’s Rules of Order as the authority on all matters not covered by the Constitution and By-Laws. She must act as chairwoman of the Constitutional Committee if such has been called into session.

Article V – Board

Should one of the Officers resign, the Board appoints another to take her place. In the absence of the President the Vice-President automatically succeeds.

Article VI – Standing Committees

A. The Chairwomen of Standing Committees will appoint their respective committees subject to the approval of the Club’s Officers.

B. The Archives Committee is responsible for the collection, sorting and maintaining of the Club’s Documents.

C. The Continuing Education Committee will utilize the talents of the members in rendering service in the field of education.

D. The Hospitality Committee will extend hospitality to members and guests, being in charge of reservations, seating arrangements and menus for the monthly meeting.

E. The Membership Committee will endeavor to contact women eligible for membership and invite them to join the Club. It is responsible for the yearly Membership List. The Chairwoman will keep an accurate list of the names, addresses and credentials of all members. The Committee will issue a timely reminder that those who have not paid their dues by May 1st will not be included in the annual Membership Directory.

F. The Program Committee will arrange regular programs throughout the year.

G. The Communications Committee is responsible for all publicity, press notices, and the monthly bulletin of events.

H. The Special Activities Committee is responsible for the planning and execution of activities such as tours and also the Art Show.

I. The Study Groups are responsible for the planning and execution of study programs.