Bylaws of the National League of American Pen Women

 

BYLAWS OF THE
NATIONAL LEAGUE OF
AMERICAN PEN WOMEN, INC.
adopted by vote of the membership, April 20-21, 2006
 
STANDING RULES of the National Executive Board
pertaining to
MEMORIAL AWARDS TO MEMBERS
removed from body of the bylaws on advise from auditors
for publication of the 2004-2006 ROSTER.
 
STANDING RULES of the National Executive Board relative to the structure and function of STANDING COMMITTEES
adopted by the National Executive Board, April 22.
reviewed, amended and adopted October 7, 2006
introductory statement amended April 11, 2010
 
Attachments pertain to operations omitted here and published separately in a procedural manual available in the League's office.
 
 
BYLAWS OF THE NATIONAL LEAGUE OF AMERICAN PEN WOMEN, INC.
 
ARTICLE I   NAME
The name of this corporation shall be the National League of American Pen Women, Inc., hereafter referred to as the League.
 
ARTICLE II   OBJECT
The object of the League, a not-for-profit 501(c)(3) corporation, is to encourage the production of creative work of professional standard in Art, Letters, and Music, and through outreach activities provide educational, creative, and professional support to members and non-members in these disciplines.
 
ARTICLE III   MEMBERSHIP
The membership of the League shall consist of Active and Associate members who are engaged in creative work of professional standard under one or more of the following classifications: Art, Letters, Music, and of students who demonstrate commitment to one of these disciplines.
 
Section 1. TYPES OF MEMBERSHIP
 
A.    Active Membership may be acquired by a woman who is a citizen of the United States who:
                meets the qualifications under a specific classification, Art, Letters, Music,   
                including payment for original work of professional standard;
                has been approved by the branch membership committee of the branch to which   
              application is made;
              has submitted credentials, dues and processing fee with her application to the   
              national membership committee and approval has been granted.
 
B.    Associate Membership may be acquired by a woman with all the qualifications for Active Membership, except payment for original work need not have been received.
               Associate Members have the rights of Active Members except they may not hold  
               national office, or the branch offices of president or first vice-president.
               Change of status from Associate to Active Membership shall require formal  
               application with submission of the necessary credentials to the national  
               membership committee for approval.
 
C.    International Affiliate Membership may be acquired by a woman who is not a citizen of the United States. An International Affiliate Member may qualify as Active or Associate.                                                                                                                            
1.     The Active International Affiliate Member has all the privileges of Active Membership within her branch, but may not hold national office.        
2.     The Associate International Affiliate Member may not hold national office, or the branch offices of president or first vice-president.                                    
                                                                                                             
     D.  Membership-at-Large is open to members where there is no branch of the League or to members who cannot participate in branch activities but wish to maintain affiliation with the national organization.   
                 1. Current branch members in good standing may transfer to
                      Membership at-Large.
       2. Direct application for Membership-at-Large may be made to the national membership committee.
       3.  A Member-at-Large, qualified for Active Membership, may serve on the   
            National Executive Board by election to a national office or by   
            appointment as chair of a national standing committee.
 
     E. Honorary Membership
                1. National Honorary Membership may be conferred:
                         only by the National Executive Board upon recommendation of one of its  
                         members or a branch;
                         to an honoree who is not a member of the League, but who is eligible for   
                         Active Membership;
                         to no more than one honoree per classification (Art, Letters, Music) each  
                          biennium.
2.     Branch Honorary Membership may be conferred on an Active Member only by the branch to which she belongs. Her national and state association dues shall be paid by the branch.
              
    F. National Life Membership may be granted to an Active Member by a one-time gift of twenty-five hundred dollars ($2500) to the NLAPW general fund. She shall continue to pay branch dues and state association dues where applicable.
 
   G. National Student Membership may be acquired by a woman who is currently enrolled in a college or university program and is applying herself in a category of one of the three classifications, Art, Letters, Music and Dance Composition. Qualifications, responsibilities, and procedures are detailed in the standing rules of the National Executive Board.
 
Section 2. QUALIFICATIONS FOR MEMBERSHIP
Applications for membership, with required credentials and fees, shall be submitted through a branch unless the applicant qualifies as a Member-at-Large as specified in Section 1, paragraph D. Credentials required for all three classifications, Art, Letters, Music, shall be accompanied by documentation of original work as well as proof of payment or sale or employment if created by salary.
 
A. ART
membership is open to a professional visual artist, including but not limited to, those listed below.
1.     A painter, photographer, sculptor, craftsman, graphic artist shall show 
proof that her work has been selected by a qualified jury in at least three (3) exhibitions. This requirement may be waived by the national membership committee for applicants who have received outstanding recognition in their professional field. Proof of publication in books or
                    national magazines as creative fine art photography may be presented by 
a photographer.
     2. An architect, cartoonist, designer, interior designer, illustrator, visual technologist shall show proof of work with firms or publication of work. An applicant salaried for her work shall submit proof to substantiate professional status and proof of payment.
 
B. LETTERS
                membership is open to a professional writer, including but not limited to, those listed below. Three samples of work shall be sent with the application. Only one credential is required if submission is a book.
                1. Authors, co-authors, compilers, editors, poets, dramatists, all books, including anthologies or collections, shall show an ISBN, a royalty contract, or letter from the publisher or authorization of book sales at an accredited book store.
2. Poets shall submit proof of publication in literary periodicals as accredited by such publications as Writer's Market or Poet's Market, or regional publications of like quality. Payment in copies will be acceptable. Cash prizes or awards by incorporated professional arts organizations will be considered payment if the poem is published or there is a commitment for publication.
3. Lecturers shall submit scripts, recordings, or other forms of literary credentials of original creative work with proof of payment.
4. Dramatists shall submit three (3) scripts or video-recordings (digital
      included) with proof of payment or proof of public performance by professional actors..
 
C. MUSIC (COMPOSITION IN MUSIC AND DANCE)
     membership is open to a composer or a choreographer.
                1. A composer shall submit at least three (3) original published or
     unpublished compositions or arrangements, one of which shall have been commercially published or given professional public performance.
a.     She shall provide evidence of familiarity with the principles of music by means of scores from which a performance could be made. A score should duplicate a tape or CD recording submitted. For songs, the melody and full harmonic accompaniment shall be legibly scored.
b.     Salaried composers or arrangers shall show proof of payment.
                           c. The applicant submitting an arrangement shall send a copy of the original and the composer’s permission if the composition is not in the public domain.
 2. A choreographer shall submit recordings by notation (Labanotation, Benesh, or other currently accepted systems), film, videotapes, or digital recordings of three (3) works choreographed and sold or performed with verification of public performance of professional significance.
 
Section 3. ANNUAL DUES, PROCESSING FEES AND FISCAL YEAR
          A. Processing Fees and Payment of First Dues                 
1.    Each applicant for membership shall remit national dues of forty dollars ($40) plus a processing fee which the branch membership chair shall forward with the application to the national membership "credentials for new Art, Letters, or Music members.
2.     Each applicant for Member-at-Large shall remit national dues of fifty dollars ($50) plus a processing fee with her application and credentials directly to the national membership "credentials for new Art, Letters, or Music members."
3.     Each applicant for a change of membership status or additional classification shall submit a processing fee with her application.
4.     With each application for membership the branch dues shall be collected and retained in accord with the branch standing rules and, where applicable, state association dues shall be collected and forwarded to the state treasurer.
5.     Applicants who are accepted for membership after February 15 shall be given credit for national dues for the next fiscal year.
6.     Processing fees are nonrefundable and are fifteen dollars ($15).
 
B. Annual Dues
        1. Annual dues of forty dollars ($40) are payable to national between May 1- May15.
        2. Branch members shall pay all dues (national, branch, and state association) to the branch treasurer prior to May 1. Life Members shall pay branch and state dues to the branch treasurer prior to May 1.
        3. A member-at-Large shall pay annual dues of fifty dollars ($50) directly to national   headquarters between May 1 and May 15. 
         4. A late fee, minimum of $15, is charged is renewal dues are paid after July 1.
       
      C. The fiscal year of the League is May1 through April 30.
 
 Section 4. TRANSFER OF MEMBERSHIP
A member in good standing whose dues are paid for the current year may apply for a transfer to another branch. A transfer form signed by the treasurer of the member’s branch and by the treasurer of the receiving branch shall be sent to the League headquarters. No adjustment of branch or national dues shall be made for the current year in the transfer from one branch to another or to Membership-at-Large or from Membership-at-Large to a branch. A processing fee shall be sent to national.
 
Section 5. CHANGE OF STATUS AND ADDED CLASSIFICATION
A member may change from Associate to Active Membership or qualify in an additional classification by submitting her application, required credentials, and a processing fee to her branch membership chair.
 
Section 6. RESIGNATION, FAILURE TO RENEW, REINSTATEMENT
 
A.    Resignation and Reinstatement
A branch member may resign by notifying the branch treasurer.
A member-at-large may resign by notifying national.
Application to restore membership must be made within five (5) years of notification, accompanied by current dues plus a reinstatement fee.
 
B.    Failure to Renew and Reinstatement
A member whose dues are not paid by July 1 shall be notified that her name is being removed from membership for nonpayment of dues. Application to restore membership must be made within two (2) years of notification, with payment of all past dues plus a reinstatement fee
.
       C. Reinstatement fees are fifteen dollars ($15).
 
 
ARTICLE IV   COMPONENTS OF THE LEAGUE
The League shall consist of branches and state associations.                    
 
Section 1. BRANCHES
 
A.    Formation
1. A branch may be formed by five (5) or more Active members. The number of members in a branch or the number of branches in a state shall not be limited. Local residence is not a requirement for membership in a branch.
2. Any member of the League may organize a branch upon notification of national and the state president of the state in which the new branch will be located. Instructions will be provided by national.
3. Each branch shall be chartered and designated as “The ___________Branch of the National League of American Pen Women, Inc.” No two branches shall have the same name.
4. A charter for a new branch shall be issued when officers have been elected and instructed of their obligation to abide by the bylaws of the League and the requirements of a branch in a 501(c)(3) organization.
 
B.    Structure and Function
1.The officers of the branch shall be a president, a recording secretary, and a treasurer and other officers as desired.
           2. Each branch may adopt standing rules for its governance.
           3. The branch treasurer shall
          a. collect dues for national, the branch and the state association, if required, by May 1;
          b. send national dues for each member and each branch Honorary Member to national headquarters by May 15, but not before May 1, with membership print-out provided by national indicating changes of addresses of current members, names of members who have resigned and those whose dues are delinquent;                       
                        c. notify a branch member whose dues are delinquent that her name will be removed from the membership roster July 1, and that current dues plus a late fee of fifteen dollars ($15) shall be paid for reinstatement;
                       d. provide the name and address of the president, recording secretary, and treasurer of the branch to national headquarters when dues are paid;             
                        e. notify national headquarters of the deaths and changes of addresses of branch members as they occur.
            f. maintain separate financial records for nonmember participants in branch                          activities. 501(c)(3) status allows no intermingling of funds.
 
 C. Dissolution
      1. Notice shall be given to each member of the branch when a vote for  
          disbanding is to be taken.
      2. A 2/3 vote of the membership at a regular or special meeting is required  
          for disbanding. However, a branch may not disband if there are at least  
          five (5) Active Members willing to continue the functions of the branch in  
          accord with the national bylaws.   
     3.  When it has been determined that a branch will disband, the branch shall
            a. advise all members that they may transfer to another branch, become                  Members-at-Large, or resign in good standing.
             b. settle all obligations;
             c. send to national headquarters:
                    (1) its charter,
                     (2) the closing financial bank statement and financial records for the past three (3) years,            
(3) a certified check for the funds remaining in the treasury in compliance with the League’s obligation to the IRS.
                  4. If the branch is reactivated within three (3) years, its funds and charter  
                      shall be returned
.
Section 2. STATE ASSOCIATIONS
 
A. Organization
          A state association may be organized by a majority vote of all of the branches in the state.
          Every branch in the state shall be a member of the state association and shall abide by the state association bylaws.
 
B. Officers
1. The state associations shall elect officers necessary for its operation.
2. The president of a newly organized state association shall notify the national headquarters of its officers and of its appointed chairs for Art, Letters, and Music.
3. The outgoing president shall send the names of new officers and new chairs of Art, Letters, and Music to national headquarters immediately following their election or appointment.
 
C. Bylaws of a state association shall
 1. be approved by the national bylaws chair;  
 2. not conflict with the League bylaws;                                
 3. be reviewed after a national bylaws amendment and amended by the state association without review by national.
 
           D. Dissolution
               A state association may dissolve upon a majority vote of its member branches.
               When dissolution occurs, it shall
1. settle all obligations;
2. send to national headquarters:                                                   
          a. its charter;                                                            
           b. the closing financial bank statement and financial reports for the past three (3) years;                                                  
 c. a certified check for the funds remaining in the treasury in
    compliance with the League’s obligation to the IRS.
3. have its funds and charter returned if reactivated within three (3) years.
 
E.    A state association or a member branch may petition the National Executive Board for resolution of conflicts within the state association.
                                                                                                                                  
ARTICLE V   OFFICERS AND ELECTIONS
 
Section 1. ELECTED OFFICERS
The elected officers of the League shall be a president, a first, second, third, fourth, and fifth vice-president, a recording secretary, a corresponding secretary, a treasurer, a historian, and a librarian who shall be elected by mail ballot.  
 
Section 2. NOMINATIONS
 
 A. Nominating Committee
                  1. A nominating committee of five (5) members and two (2) alternates shall be nominated from the floor by members of the National Executive Board at the October meeting in the even-numbered years. The consent of the nominees must have been given. The National Executive Board shall elect a chair from among the five members of the committee.
                  2. The duty of the committee is to select nominees for each elective office of the National Executive Board from applications submitted by certified mail between October 1 and October 20 in odd-numbered years, addressed to the nominations chair at national headquarters. Applications may be from members, branches, state associations, or from members contacted by the nominating committee. Consent of the nominees must have been given. Only the nominating committee can place names on the slate.
                            a. submit application blank and instructions for applying for                           nomination to The Pen Woman, andthe League Web site;  
        b. meet with all members of the nominating committee to review applicant's qualifications and select nominees;
                              c. transmit biographical information and photographs of selected     
    nominees to The Pen Woman.    
d. transmit name of nominees and office for which each is running to the election committee for preparation of the ballot.
 
 B. Nominee Qualifications
1. Nominees for the offices of national president and first vice-president shall have been Active Members in good standing (dues current and no disciplinary charges pending) for the past five (5) years and have served on the National Executive Board in elected offices for two (2) terms.
 2. Nominees for other national offices shall have been Active Members in good standing (dues current and no disciplinary charges pending) for three (3) years.                                     
     3. Applicants' qualifications shall be assessed by the nominating committee on the basis of information submitted by the applicant and the duties of the office as stated in these bylaws.
 
Section 3. ELECTIONS
 
A.    National officers shall be elected by mail ballot in even-numbered years.
Ballots shall be returned to national headquarters by March15 as directed by the election committee and printed on the ballot. The method of "Preferential Voting" described in these bylaws, in the League's Procedural Manual/Standing Rules, and in the Parliamentary Authority of the League shall govern the electoral proceedings. A majority of votes received shall elect a candidate.
 
B.    Election Committee
An election committee of a chair, four (4) members and two (2) alternates shall be appointed by the president with the approval of the National Executive Board at the April meeting in odd-numbered years. The duty of the committee is to plan and conduct the election of national officers and notify the nominees and the national office of the results
.
       C. Procedures to be followed for:
              1. voting by mail
All Active, Associate, International Affiliate, Members-at-Large, and Life Members in good standing may vote for national officers. Ballots shall be mailed as part of The Pen Woman, or mailed separately. The official ballot shall be returned to the ELECTION COMMITTEE, national headquarters, Pen Arts Building, postmarked on or before March 15 in the even-numbered years, with the name and address of the voter clearly marked on the envelope, but not on the ballot.
             2. instructing voters
For each office to be filled the voter shall indicate the order in which she prefers the candidates. Instructions shall appear on the ballot.         
                3. counting the votes
The procedure for the counting of votes for each office and their recording in the tellers' report must be strictly followed as specified in the Standing Rules and the Procedural Manual of the League.

 
Section 4. TERM AND VACANCIES
 
       A. Term
1.     The term of office for the national president and vice-presidents shall be two (2) years or until a successor is elected. They may serve in the same office no more than two (2) elective terms, those not to be consecutive.
2.     The term of office for other national elected officers, that is, the treasurer, the recording secretary, the corresponding secretary, the historian, and the librarian shall be two (2) years or until a successor is elected. They may serve in the same office no more than two (2) elective terms which may be consecutive.
                 3.          National officers shall assume their duties at the close of the biennial convention.                                                                                         
4. The retiring president and treasurer shall finalize all administrative responsibilities by the close of the fiscal year.
 
        B. A national elected officer who does not fulfill assigned responsibilities may be
             relieved of her office by a two-thirds (2/3) vote of the National Executive Board.
           
        C. In the event of the president’s inability to serve, the office shall be filled by the first vice-president. Vice-presidents shall fill a vacancy in the office above.
            
        D. A vacancy in any elected office other than that of the president, the first, second, third, fourth vice-presidents shall be filled by presidential appointment with the approval of the National Executive Board.
 
Section 5. DUTIES OF OFFICERS 
The duties of the elected officers shall be as listed in these bylaws or as applicable to the office as prescribed by the parliamentary authority named in Article XII. The president, first vice-president, recording secretary, corresponding secretary, and treasurer, shall be bonded.
 
        A. The president shall
              1. preside at meetings of the National Executive Board, at the biennial convention, and at special meetings of the League;
              2. appoint a National Parliamentarian, a National Chaplain, a Commemorative Endowment Chair, other special appointees or advisors, members of the Finance and Budget Committee, and the chairs of the National Standing Committees; appoint an Election Chair, four committee members and two alternates; create special committees and appoint their chairs, with the exception of the Nominating Committee; submit all appointments to the National Executive Board for approval; be ex-officio a member of all committees of the League with the exception of the Nominating Committee and the Election Committee;
              3. formulate guidelines for the League and aims to be achieved during her
                  term of office, and present them for approval at the first meeting of the
                  National Executive Board following her installation;
              4. fill vacancies on the National Executive Board by appointment with National
                  Executive Board approval for positions not provided for in these bylaws;
              5. at each National Executive Board meeting, appoint a Minutes Approval Committee of three (3) members of the National Executive Board who shall read and approve the minutes before they may be sent to all voting members of the National Executive Board;
              6. sign all contracts for the League with the recording secretary, subject to approval of the National Executive Board;
             7. sign all checks with the treasurer;
              8. sign all official letters written on League stationery when the subject of the letter is an appeal for funds for League projects which have been approved by the National Executive Board;      
              9. leave all furnishings and equipment at headquarters with a written inventory;
            10. employ office secretaries and other staff within the amount budgeted;
            11. employ an independent accountant and an in-house bookkeeper within the budgeted amount;                                                                     
            12. when necessary, conduct a telephone or e-mail vote of National Executive Board members, votes verified by a signed statement to the Recording Secretary who shall record the results in the minutes of the next National Executive Board meeting.
 
   B. The first vice-president shall
    1. preside in the absence of the president and perform the duties of the
                   president in her absence or inability to serve;
    2. be a member of the planning committee;
               3. perform other duties assigned by the president.
 
     C. The second, third, fourth and fifth vice-presidents shall
    1. preside in the absence of the president and first vice-president in order of sequence;
               2. be assigned membership in a standing committee or the chair of a specialor subcommittee at the discretion of the president;   

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