Bylaws Group

WAM bylaws are fairly similar from chapter to chapter, but we have latitude to customize. We are using Atlanta's Operating Principles as our template. Take a look and join the discussion.

Women Advancing Microfinance - Atlanta Chapter Operating Principles

ARTICLE 1: NAME, MISSION AND VALUES

SECTION 1: NAME. The name of the organization is Women Advancing Microfinance Atlanta (WAM-ATL).

SECTION 2: MISSION. The mission of WAM-ATL is to bring together professionals and interested individuals in the Atlanta area who want to advance microfinance through education, networking, professional development and leadership opportunities.

SECTION 3: VALUES. WAM-ATL's agreed upon values are as follows:

• Advancing microfinance
• Supporting professional growth of women in microfinance
• Extending economic opportunities to women globally
• Maintaining women's leadership in microfinance
• Expanding the participation of women in management and governance roles
• Continuing to raise gender issues with a collective voice
• Focusing on activities that are results oriented
• Supporting a work/life balance.

ARTICLE II: MEMBERSHIP

SECTION 1: ELIGIBILITY FOR MEMBERSHIP.  Membership in WAM-ATL is for men and women with professional experience in microfinance, microfinance supporters, and individuals new to microfinance but with experience in a related field.

SECTION 2: TERMS AND DUES. WAM-ATL membership terms are one year with the need to renew annually. Annual dues are $60.  

SECTION 3: BENEFITS. WAM-ATL members will be eligible for participating in all events and activities sponsored by WAM-ATL at reduced fees, career support and networking, mentoring and leadership development.

ARTICLE III: STEERING COMMITTEE

SECTION 1: STEERING COMMITTEE ROLE AND SIZE. The Steering Committee is responsible for the overall policy, direction and administration of WAM-ATL. The Steering Committee shall never number fewer than three members and more than  seven members.  It shall always include members with direct experience in the microfinance industry. The Steering Committee consists of a President, a Secretary and a Treasurer.  Other Steering Committee members will serve at large.  The selection of roles will be decided amongst the Steering Committee members.
The Steering Committee is responsible for:

• Convening scheduled Steering Committee meetings.
• Chairing committee meetings on special subjects as designated by the Steering Committee.
• Chairing member meetings or events.
• Overseeing fiscal and administrative tasks

The President is responsible for convening scheduled Steering Committee meetings and presiding over the annual membership meeting.  The President shall chair committee meetings on special subjects as designated by the Steering Committee. The President is also responsible for chairing quarterly member meetings or events.

The Secretary is responsible for ensuring communication with the membership and liaising with WAM International. The Secretary will be taking the minutes of all Steering Committee meetings, sending out meeting announcements, and distributing copies of the minutes and the agenda to each Steering Committee member. The Secretary is also responsible for posting notices of all member meetings.

The Treasurer is responsible for maintaining the organization's bank account, managing all financial records and collecting dues from members.

SECTION 3: TERMS AND ELECTIONS.

A. STEERING COMMITTEE Steering Committee members will serve one two-year term and will be elected by the WAM-ATL membership at the annual meeting, pursuant to the voting procedures set out in Article IV, Section 4 below.  Existing Steering Committee members are eligible for re-election.

Notwithstanding the above, the initial Steering Committee members will be made up of the five members listed below, who volunteered to establish and operate WAM-ATL:

• Simone Balch, President
• Mary Kay Kelly, Treasurer
• Astrid Pregel, Member at large
• Isabelle Moss, Member at large
• Genia Topple, Secretary

Members of the Steering Committee shall be responsible for nominating a slate of prospective Steering Committee members representing the organization's diverse constituency. In addition, any member can nominate a candidate or volunteer to be on the slate of nominees. The need for establishing further eligibility criteria for Steering Committee candidates shall be revisited before a slate of Steering Committee candidates is put forward election at the 2008 annual meeting of WAM-ATL.

SECTION 4: STEERING COMMITTEE MEETINGS. The Steering Committee will meet monthly during the first year, and will be a working committee responsible for the programmatic undertakings as well as the governance of WAM-ATL. In subsequent years, it is expected that the Steering Committee will become more of a governance/oversight board to be supported by ad hoc committees as circumstances indicate, and by standing committees and meet at least quarterly. Ad hoc committees will be determined by the Steering Committee, and made up of WAM-ATL members. Standing committees will include: Ad hoc committees may be created by the Steering Committee (such as various Program Committees to address specific technical topics) and include other WAM-ATL members.

SECTION 5: QUORUM AND VOTES. A quorum must be attended by two-thirds majority presence of Steering Committee members for decisions to be made about activities of the organization. Members may participate virtually. Such participation shall constitute presence in person at the meeting. Any action permitted to be taken at a meeting may be taken without a meeting if a consent in writing is signed by all members of the Steering Committee. Such consent may be signed in counterparts and may be delivered electronically to the Secretary of the Steering Committee.

Electronic and telephonic meetings and votes shall be binding. Decisions shall be agreed by vote of a simple majority of the Steering Committee members present in person at a meeting (or participating by telephone), unless a greater numbers is specified in these operating principles.

SECTION 6: VACANCIES. When a vacancy on the Steering Committee exists mid-term, the Secretary must receive nominations for new members from present Steering Committee members two weeks in advance of a Steering Committee meeting. These nominations shall be sent out to Steering Committee members with the regular Steering Committee announcement, to be voted at the next Steering Committee meeting. These vacancies will be filled to the end of the particular Steering Committee member's term.

SECTION 7: RESIGNATION, TERMINATION AND ABSENCES. Resignation from the Steering Committee must be in writing and received by the Secretary. A Steering Committee member shall be terminated from the Steering Committee to due to absences in excess of 2 consecutive or 3 total meetings in any given calendar year. A Steering Committee member may be removed for by a three-fourths vote of the Steering Committee members.

ARTICLE IV: MEETINGS OF MEMBERS

SECTION 1: REGULAR MEETINGS. Regular meetings or events of the members shall be held quarterly or more frequently as desired at a time and place designated by the Steering Committee.

SECTION 2: ANNUAL MEETINGS. An annual meeting of the members shall take place in the month of May, the specific date, time and location of which will be designated by the Steering Committee. At the annual meeting the members shall elect members of the Steering Committee, receive reports on the activities of the organization, transact such other business as may be raised by the Steering Committee, and determine the direction of the organization for the coming year.

SECTION 3: NOTICE OF MEETINGS.  Notice of each meeting shall be given to each member electronically not less than two weeks prior to the meeting.

SECTION 4. VOTING BY MEMBERS.

A. QUORUM. The Secretary shall prepare and certify a list of members of WAM. Members so certified shall receive notice of and shall have the sole privilege of voting on matters submitted to them at the annual meeting. A complete and current list of members of WAM shall be regularly maintained by the Secretary and kept on file and available for inspection by any member at the annual meeting and at such other times and places as the Secretary may designate.

B. VOTING. Each member shall be entitled to one (1) vote in person or by proxy, on all matters properly submitted to the membership. Except as otherwise provided by these operating principles, all actions shall be decided by a majority vote of the members present in person or by proxy.

ARTICLE V: AMENDMENTS

SECTION 1: AMENDMENTS. These operating principles may be amended when necessary by two thirds majority of the Steering Committee. Proposed amendments by any member of WAM must be submitted to the Secretary to be sent out with regular Steering Committee announcements. A comment period of two weeks for the general membership will take place before the Steering Committee vote takes place.

ARTICLE VI: ADDITIONAL ARTICLES

SECTION 1: ADDITIONAL ARTICLES. The Steering Committee reserves the right to vote on, or make decisions about other issues that may arise and are currently not described in these operating principles.

CERTIFICATION

These operating principles were approved in a meeting of the Steering Committee by two-thirds majority vote on July 11, 2007.

APPENDIX 1: ADDITIONAL INFORMATION AND POINTS FOR DISCUSSION

BENEFITS OF MEMBERSHIP

• Showcase of talents
• Career support and networking
• Mentoring and leadership development
• Influence within industry for more family-friendly/female friendly policies
• Promotion of critical issues in microfinance
• Referrals
• Forum for information exchange
• Sharing publications, and
• Other benefits as determined by the membership

ACTIVITIES: YEAR ONE Member Activities

• Brainstorming Meeting at Georgia Tech – November 2006
• Presentation by CARE International – March 2007
• Presentation by Rockdale Foundation – May 2007
• Official Launch event – September 2007
• Quarterly Program event – December 2007
• Quarterly Program event – March 2007
• Annual Meeting – May 2008
• Mentoring Program
• Regular social events

Steering Committee Activities

• Establish Operating Principles
• Develop Membership Directory
• Set up website and distribution channel(s)
• Design WAM ATL Direction and Programming