By-Laws

 

BOULDER COUNTY CHAPTER

 OF THE UNITED NATIONS ASSOCIATION 

OF THE UNITED STATES  OF AMERICA 

 

Article I – Name and Affiliation

The name of this organization shall be the Boulder County Chapter of the United Nations Association of the United States of America (“Chapter” or “UNA/BC”). The UNA/BC is a chapter of UNA-USA, LLC (“UNA-USA”), and is sub-ject to the terms of the Affiliation Agreement between the Chapter and UNA-USA.

Article II – History, Mission, and Vision

A. HISTORY: Since World War II, through champions like Eleanor Roosevelt, the United Nations Association and its chapters have built support for the United Nations throughout the United States. In 2011 the UNA-USA became a program of the United Nations Foundation, Inc. (UNF); the UNF and its sister organization, the Better World Fund, were founded in 1999 with Ted Turner’s historic $1 billion gift. The merger with the UNF supports the UNA-USA’s founding ideals to inform, inspire, and mobilize Americans to support the principles and vital work of the United Nations and to strengthen the United Nations system.

B. MISSION: The UNA/BC is dedicated to educating, inspiring and mobilizing residents of Boulder County to support the principles and vital work of the United Nations, strengthening the United Nations system, promoting constructive United States leadership in the system, and achieving the goals of the UN Charter. The Boulder County Chapter aims to make local participation in UNA activities and the active UN family a significant part of Boulder County’s rich culture.  In summary, the UNA-USA is dedicated to strengthening the United Nations System and the role of the United States in that system and to promoting multilateral efforts to advance the goals of the United Nations Charter.

C. VISION: A world in which humanity is spared the scourge of war, human rights are honored, the natural environment is protected, and the United States is a constructive member of the United Nations for the well-being of all humankind.

The Chapter has been organized to further the above.

ARTICLE III  – Membership

1. Individual or family membership in the UNA- USA is available to any United States resident. Membership in the UNA-USA carries with it membership in UNA/BC as well as in the National Association and in the state or regional division.

2. The categories, levels, and terms and conditions of UNA-USA membership shall be established by UNA-USA and are set forth in the UNA-USA Chapter Handbook. A Chapter must maintain a minimum of 25 members in good standing to maintain its place in the UNA-USA.

ARTICLE IV – Meetings

1.  Annual Meeting: There shall be at least one meeting of the membership held each year to conduct the general business of the chapter, to hear a report on the year’s activities of the chapter, and to elect officers and members of the Board of Directors, and for such other purposes as the Board of Directors shall determine. Ten percent of chapter members shall constitute a quorum for conducting business at the Annual Meeting.

2. The time, date and place of business meetings, and all other events, shall be set by the Board of Directors. Notice and purposes (agenda) for all business meetings shall be circulated to each member at least 3 days in advance of the meeting.

3. The Board of Directors shall meet at least quarterly, following the requirements in Article VI, sections 7–8.

ARTICLE V – Officers and Elections

1.  There shall be a President, at least one Vice President, a Secretary and a Treasurer, and such other officers, including additional vice presidents, as the Board of Directors shall deem necessary to carry out the purpose of the organization.  The Board of Directors may decide that one person should hold both offices of Secretary and Treasurer.

2.  Any person who is a member of the Chapter on the date of the Board election shall be eligible to hold office.

3.  Officers shall hold office for two years with the privilege of reelection for additional consecutive terms in the same office.  Officers shall take office the day of election.

4.  Candidates for offices and members of the Board shall be nominated by the Nominating Committee.  Candidates may also be nominated from the floor during the annual meeting, provided the person so nominated has been contacted well prior to the meeting and has agreed to serve.

5.  Officers and members of the Board shall be elected by majority vote of the membership present at the annual meeting or, if allowed by the Board of Directors, by majority vote by mail ballot to all members of the Chapter.

6.  Should the presidency be vacated, the Vice President (or a designated First Vice President should there be more than one), shall assume the duties as Acting President until the Board of Directors has the opportunity to elect a new President, preferably at the first meeting after the vacancy occurs.  Vacancies in any other office shall be filled by the Board of Directors at the first meeting after the vacancy occurs.

7. If between Annual Meetings, the Board of Directors consists of  less than 18 members, the Board of Directors may ask a UNA–USA member to join the Board as a temporary member until the next Annual Meeting.

ARTICLE VI – Board of Directors

1.  The function of the Board of Directors is to conduct the affairs of the Chapter within the general policies of the Bylaws as adopted by the membership.

2.  There shall be not less than 7 nor more than 18 members, including officers, elected representatives to the state or regional division, and appointed chairpersons of committees. Individuals may be elected to the Board as Adjunct members to represent special constituencies such as the CWA or Zonta. They will not count towards a quorum and may attend only those meetings dealing with issues of concern to the organization they represent.

3.  The term of office shall be two years with the privilege of reelection for additional consecutive terms.  As an initial staggering of terms, the directors shall be divided by drawing of lots into two groups.  The first term of one half of the Directors of the initial Board of Directors shall be one year.  From then on, the terms of one half of the Board of Directors shall expire on the day of the first Annual Meeting after each election is held. Adjustments by agreement may be made to the ending date of terms of Directors by the Board of Directors if, due to resignations or other circumstances, the balance is not continued.

4.  The nomination and election of Board members shall be by the same process as for officers.

5.  Vacancies on the Board shall be filled between annual meetings by the Board of Directors.

6. The Board position of any Board member who misses three consecutive regular meetings without explanation will be declared vacant, and the position will be filled according to Provision #5 above.

7. The Board of Directors shall meet at least quarterly.  Agendas for Board meetings shall be circulated at least 3 days prior to the meeting.  The time, date, and place of Board meetings will be determined by the Board.

8. One member more than 50 per cent of the members of the Board who are in Boulder County on the day of the Board meeting shall constitute a quorum. Board members who will be out of town should notify the President of their plans prior to the board meeting they will miss.

ARTICLE VII – Committees

There shall be the following permanent or Bylaws committees:

1.  Executive Committee.  An Executive Committee consisting of the officers of the board shall serve to assist the president in his/her fulfilling of duties and to help conduct the affairs of the chapter between meetings of the Board of Directors.  Meetings can be called by the President, or one acting in that capacity, as needed. In addition to the officers, up to two additional members of the Board of Directors may be asked to join Executive committee meetings when those members have a particular knowledge of or interest in the agenda.  A majority of the total members invited to a committee meeting shall constitute a quorum for conducting business.

2.  Nominating Committee.  A Nominating Committee shall select nominees for office and Board positions for consideration by the membership.  It shall consist of three Board members and two non-Board members, one of whom shall be the immediate past President, the rest of whom shall be appointed by the President.  It may nominate just one person per slot or it may nominate more than one person. It shall conclude its work at least 30 days prior to the date of the annual meeting of the membership and shall immediately send to the membership its list of candidates after securing from each the consent to serve if elected.

3.  The Board of Directors shall create such additional committees, standing or temporary, when and if it deems them necessary.

4.  The President shall chair the Executive Committee and shall appoint chairs of all other committees with the approval of the Board of Directors.  Unless already elected to the Board of Directors, with vote, each chair shall serve on the Board of Directors ex officio, without vote.  Committee chairs shall appoint their own committee members unless otherwise provided for above.

ARTICLE VIII Financial Administration

1.  The fiscal year shall coincide with that established by the UNA-USA (currently January 1 – December 31).

2.   A proposed budget shall be submitted by the board of directors for adoption at the annual meeting.  A copy of the adopted budget and the annual report shall be filed with the National office of the Association.  A financial or audit report shall be submitted to the National Office within sixty days after the close of the fiscal year.

3.  Annual membership dues and distribution of such dues shall be established by the UNA–USA.

ARTICLE IX – Ratification and Amendments

Bylaws shall be adopted by a two-thirds vote of those present at any meeting of the membership, provided members shall have been notified at least 14 days in advance of the meeting.  Bylaws may be amended in the same manner. Changes in Bylaws must be submitted to the UNA-USA

ARTICLE X   Parliamentary Authority

Robert’s Rules of Order Newly Revised shall govern the Association whenever it is applicable and is consistent with these Bylaws.

(1995, revised 2003, 2008, 2012, 2013)