Constitution and Bylaws
Women of the Evangelical Lutheran Church in America
NOTE
The provisions of the Constitution and these Bylaws that pertain to the same
subject have been placed together. The three types of provisions are identified
in the following way:
Constitutional provisions appear in bold type.
Bylaws appear in regular type.
Continuing Resolutions appear in italics.
ARTICLE I NAME
AND INCORPORATION
SECTION 1. Name
The name of this organization shall be Women of the Evangelical Lutheran
Church in America.
SECTION 2. Designations
For the purpose of this constitution and the accompanying bylaws, the
Evangelical Lutheran Church in America is designated as "ELCA"
or "the
church,"
Women of the Evangelical Lutheran Church in America as "Women
of the ELCA,"
"this
organization,"
or "the
organization,"
and local organizations of Women of the ELCA (congregational,
intercongregational, and special) as "units."
SECTION 3. Incorporation
Women of the Evangelical Lutheran Church in America shall be incorporated.
ARTICLE II PURPOSE
SECTION 1. Statement of Purpose
As a community of women created in the image of God, called to discipleship
in Jesus Christ, and empowered by the Holy Spirit, we commit ourselves to grow
in faith, affirm our gifts, support one another in our callings, engage in
ministry and action, and promote healing and wholeness in the church, the
society, and the world.
SECTION 2. Functions and Responsibilities
To accomplish this purpose, Women of the ELCA shall
|
Item 1.
|
Establish and support units to carry out God's
mission in the church, the society, and the world; |
| Item 2.
|
Equip participants and encourage all to grow as whole
persons, value themselves and others, articulate and act upon their
faith, and witness to the gospel of Jesus Christ; |
| Item 3.
|
Advocate for the oppressed and voiceless, urge change in
systems and structures that exclude and alienate, and work for peace and
justice as messengers of hope; |
| Item 4.
|
Relate to other women's
organizations ecumenically and globally; |
| Item 5.
|
Provide for development and distribution of resources and a
periodical for its participants; |
| Item 6.
|
Provide for flexible structures and decision-making processes
that foster interdependence and involve people in making decisions that
affect them; and |
| Item 7.
|
Provide opportunities for the financial support of Women of
the ELCA and develop a system for management of the assets and processes
for planning and evaluation in order to ensure fulfillment of the
mission of Women of the ELCA. |
ARTICLE III PRINCIPLES
OF ORGANIZATION
SECTION 1. Unity of Purpose
As a community of women called and empowered by the Holy Spirit, the
participants shall commit themselves to full discipleship and oneness in Christ.
SECTION 2. Affirmation of Individual Worth
Recognizing that each woman is created in God's
image and uses her varied gifts in diverse ministries, this community of women
shall affirm in its life and work the worth of each woman.
SECTION 3. Inclusiveness
This community of women shall be inclusive because in Baptism God makes all
people one in Christ and shall have the objective of proclaiming and practicing
this inclusive unity in the life of its participants together.
SECTION 4. Flexibility
An openness to change and the ability to allow for diversity in functioning
shall be among the desired results of the structure of this organization. Change
shall be viewed as an ongoing process following regular review and evaluation.
The process for changing procedures and policies shall be clearly stated and
uncomplicated.
SECTION 5. Stability
The principle of good order shall be followed. Policies and procedures shall
be held in healthy tension with the principle of flexibility.
SECTION 6. Interdependence
All entities of the ELCA, the unit, the synodical women's
organization, and the churchwide women's
organization shall function interdependently and share responsibility for
fulfilling the common purpose.
SECTION 7. Decision Making
Structures and processes shall foster mutuality and interdependence and shall
involve people in making decisions that affect them.
SECTION 8. Leadership
Leaders in this community shall practice interdependence and teamwork and
strive to enable others to carry out their responsibilities. They shall provide
a leadership that supports and empowers others within the community. They shall
recognize their accountability to the triune God, to the ELCA, to Women of the
ELCA, and to others with whom they serve.
SECTION 9. Stewardship and Mutual Support
This community of women shall acknowledge itself as a steward of the
resources entrusted to it. It shall commit itself to the effective use of these
resources in its life and work and in the life and work of the church.
SECTION 10. Wholeness of the Church
This community of women shall work toward wholeness of the church.
SECTION 11. Governing Documents
Each unit and synodical women's
organization in its governing documents shall include the statement of purpose
(see Article II, Section 1) and such structural components as are required in
this constitution. Whenever a synodical women's
organization proposes to amend its constitution or bylaws, the synodical board
shall submit the proposed amendments to the churchwide executive board for
review and action. Proposed amendments must be submitted by December 31 for
consideration at the March executive board meeting and by July 31 for
consideration at the October executive board meeting.
SECTION 12. Governing Authority
Each convention, board, committee, task force, or other body of this
organization shall be conclusively presumed to have been properly constituted,
and neither the method of selection nor the composition of any such convention,
board, committee, task force, or other body may be challenged in a court of law
by any person or be used as a basis of challenge in a court of law to the
validity or effect of any action taken or authorized by any such convention,
board, committee, task force, or other body.
SECTION 13. Anti-Racist Identity
This community of women shall claim and practice an anti-racist identity and actively seek full participation and shared power in
determining its mission, structure, constituency, policies, and practices.
ARTICLE IV MEMBERSHIP
SECTION 1. Composition
Women of the ELCA shall be a composite of its units.
| Item 1.
|
Only one unit from each congregation shall be eligible for
membership in this organization. |
| Item 2.
|
Special units may be established outside the congregation
when approved by the executive board. |
ARTICLE V PARTICIPATION
SECTION 1. Individual Participants
Participation in this organization shall be open to all women in the ELCA and
other women who subscribe to the purpose of this organization.
SECTION 2. Commitment
This participation shall be involvement that indicates a commitment to the
purpose of this organization.
ARTICLE VI AUTHORITY
SECTION 1. Policies
Women of the ELCA shall take such steps as are needed to realize its purpose.
It shall function within the policies of the ELCA and the constitution of this
organization.
SECTION 2. Corporate Responsibilities
Women of the ELCA shall have and may exercise all powers assigned to
nonprofit corporations by the laws of the State of Minnesota except as limited
by the charter and the constitution and these bylaws of this organization.
SECTION 3.
Management of Funds
In conformity with the laws of the State of Minnesota, Women of the ELCA
shall manage its own funds under the financial policies of the ELCA.
ARTICLE VII RELATIONSHIPS
SECTION 1. Relationships within Women of the ELCA
| Item 1.
|
Women of the ELCA shall seek to function interdependently
through units, the synodical women's
organizations, and the churchwide women's
organization. Each part shall recognize that it is in a partnership with
the others to share in God's
mission. |
| Item 2.
|
Women of the ELCA shall be divided into synodical women's
organizations whose number and boundaries shall normally coincide with
those established by the ELCA for its synods. |
| Item 3.
|
Each synodical women's
organization shall provide for groupings of units into clusters or
conferences whose boundaries shall normally coincide with the boundaries
of clusters or conferences established by the synods of the ELCA. |
SECTION 2. Relationships with Other Organizational Units
The churchwide women's
organization, together with the synodical women's
organization, may decide to carry out programmatic functions and
responsibilities through the nine ELCA regions.
SECTION 3. Relationships with Interchurch Agencies and Councils
The churchwide women's
organization shall report to the Churchwide Assembly of the ELCA and in the
interim to the Church Council.
| Item 1.
|
The churchwide women's
organization shall work interdependently with all churchwide units of
the ELCA. |
| Item 2.
|
The churchwide women's
organization shall develop working arrangements in areas of mutual
responsibility with the ELCA publishing house. |
SECTION 4. Relationships with Other Women's
Organizations
The churchwide women's
organization shall relate to other women's
organizations ecumenically and globally.
ARTICLE VIII UNITS
SECTION 1. Definition
A unit shall be a community of women coming together for study, support, and
action in local and other settings of Women of the ELCA.
| Item 1.
|
There shall be only one unit in each congregation. This unit
may consist of one or more groups of women within the congregation. |
| Item 2.
|
There may be an intercongregational unit for women from two
or more congregations that have no congregational units. |
| Item 3.
|
There may be special units composed of women who want
to come together in special settings as authorized by the executive board. |
SECTION 2. Criteria for Recognition
A unit shall be recognized if it
| Item 1.
|
Agrees to the statement of purpose of Women of the ELCA (see
Article II, Section 1); |
| Item
2.
|
Agrees to come together to demonstrate commitment to the mission and purpose of
Women of the ELCA; |
| Item 3.
|
Agrees to participate in the program activities of Women of
the ELCA beyond the congregation; |
| Item 4.
|
Agrees to support financially the total program of Women of
the ELCA; and |
| Item 5.
|
Agrees to designate leadership that shall be in communication
with the synodical women's
organization and the churchwide women's
organization. |
SECTION 3. Structure
The purpose of Women of the ELCA may be carried out through differing
structural models.
SECTION 4. Reporting of Units
| Item 1.
|
The unit shall report to the annual meeting of its congregation(s), unless it is a special unit as authorized by the
executive board. |
| Item 2.
|
Special units shall report annually to the synodical women's
organization board in the territory in which they are located. |
SECTION 5. Termination of Relationship
The relationship of a unit with Women of the ELCA shall be terminated
| Item 1.
|
By notification to the churchwide women's
organization that the unit plans to dissolve. |
| Item 2.
|
If the congregation ceases to exist as a congregation of the
ELCA. |
ARTICLE IX SYNODICAL
WOMEN'S
ORGANIZATION
SECTION 1. Definition
Each synodical women's
organization shall consist of the units located within its territory, which
normally coincide with the boundaries established by the ELCA for each synod.
SECTION 2. Relationships
| Item 1.
|
Each synodical women's
organization shall establish a partnership with units in its territory
and with the churchwide women's
organization. |
| Item 2.
|
Each synodical women's
organization shall establish clusters or conferences of units within its
territory. |
| Item 3.
|
The synodical women's
organization, together with the churchwide women's
organization, may carry out programmatic functions and responsibilities
through the nine ELCA regions. |
SECTION 3. Purpose
Each synodical women's
organization, in partnership with the churchwide women's
organization, shall assist units in its territory to fulfill the purpose of
Women of the ELCA.
SECTION 4. Officers
| Item 1.
|
The officers of each synodical women's
organization shall be a president, a vice president, a secretary, and a
treasurer. |
| Item 2.
|
These officers shall be elected by the convention of the
synodical women's
organization. Each officer shall be a participant in a unit and a member
of the ELCA. |
SECTION 5. Synodical Women's
Organization Convention
Each synodical women's
organization shall have a regular convention, which shall be its highest
legislative authority. The convention of the synodical women's
organization shall meet at least biennially.
| Item 1.
|
Voting membership of the convention shall be the four
officers of the synodical women's
organization and one delegate from each unit. |
SECTION 6. The Board of the Synodical Women's
Organization
|
Item 1.
|
Each synodical women's
organization shall have a board that shall serve as the interim
legislative authority between conventions of the synodical women's
organization, except that it may not take any action that is reserved
exclusively for the convention of the synodical women's
organization or that is in conflict with action taken by the convention. |
| Item 2.
|
The board of the synodical women's
organization shall consist of the four officers and five to nine board
members. |
SECTION 7. Clusters, Conferences, and Committees
| Item 1.
|
Each synodical women's
organization shall provide for groupings of units into clusters or
conferences. Within each cluster or conference the synodical women's
organization shall work cooperatively with the units to fulfill the
purpose of Women of the ELCA through activities that |
| |
a.
|
provide experiences for learning and leadership development; |
| |
b.
|
build community; |
| |
c.
|
provide opportunities for joint ministry and action; |
| |
d.
|
provide opportunities for stewardship education and offerings;
and |
| |
e.
|
establish networks for communication. |
|
Item 2.
|
Each synodical women's
organization board may establish such committees and task forces as it
deems necessary to carry out effectively the functions assigned to the
synodical women's
organization. |
ARTICLE X CHURCHWIDE
WOMEN'S
ORGANIZATION
SECTION 1. Functions and Responsibilities
The churchwide women's
organization shall
| Item 1.
|
Plan a comprehensive program that enables women to |
| |
a.
|
articulate and act upon their faith as disciples of Jesus
Christ in all arenas of life; |
| |
b.
|
grow as whole persons, develop their potential, and be
equipped for ministry; and |
| |
c.
|
value themselves and others and build up and celebrate
relationships that are global, diverse, and interdependent; |
| Item 2.
|
Witness to the gospel of Jesus Christ as it proclaims
reconciliation, dignity, and hope for all persons; |
| Item 3.
|
Advocate for the oppressed and voiceless, urge change in
systems and structures that exclude and alienate, and work for peace and
justice as messengers of hope;
|
|
Item 4.
|
Establish an organization-wide program and network for
recruiting, preparing, and supporting leaders; |
| Item 5.
|
Facilitate local initiative in creating programs and in
identifying alternative structural models that encourage and support
flexibility; |
| Item 6.
|
Develop networks for communication within the organization
and among women locally, ecumenically, and globally; |
| Item 7.
|
Foster cooperative and interdependent relationships among
units, the synodical women's
organization, and the churchwide women's
organization to implement the purpose of Women of the ELCA; |
| Item 8.
|
Develop policies that enable it to fulfill its purpose; |
| Item 9.
|
Relate to other women's
organizations ecumenically and globally; |
| Item 10.
|
Engage in research in cooperation with the Department for Research and Evaluation; |
| Item 11.
|
Provide materials and historical information for the
archives of the ELCA;
|
|
Item 12.
|
Provide opportunities for the financial support of the total
program of this organization and manage the assets of the churchwide
women's
organization; and |
| Item 13.
|
Work independently with all units of the ELCA in designing
and implementing programs of
mutual concern that enhance the ministries and participation of women in
the church and in the world. |
SECTION 2. Description
| Item 1.
|
The legislative function of this churchwide women's
organization shall be fulfilled by the Triennial Convention. |
| Item 2.
|
The executive board shall exercise interim legislative
authority and shall serve as the board of directors of the corporation. |
| Item 3.
|
The leadership of Women of the ELCA shall be vested in the
officers, members of the Triennial Convention, and members of the executive
board. The officers shall be a president, a vice president, a
secretary, and a treasurer. |
Section 3. General Fiscal Policies
| Item 1. |
Within the financial policies of the ELCA, and within the limits
established by the Triennial Convention in the constitution and bylaws,
the executive board, as the board of directors of the churchwide women's
organization, shall establish the fiscal policies of Women of the ELCA. |
| Item 2. |
On the basis of estimated income, and in consultation with
those receiving support from Women of the ELCA, the executive board shall
authorize expenditures within the budget for the fiscal year, and those
receiving support from the single treasury may incur financial obligations
up to the specified amounts. Expenditure authorizations shall be subject
to revision, in light of changing conditions, by the executive board in
consultation with those receiving support from the single treasury of
Women of the ELCA. |
| Item 3. |
The monitoring of investment of funds of the churchwide women's
organization shall be the responsibility of the Executive Board. |
| Item 4. |
The fiscal year of the churchwide women's
organization shall coincide with the fiscal year of the ELCA. |
| Item 5. |
An audit of the financial records of this organization shall be
made annually by a certified public accounting firm. |
SECTION 4. Financial Policy Statement
| Item 1.
|
All income, whether received by the unit, cluster or
conference, synodical, or churchwide organizations, shall be viewed as
being given to the total program of Women of the ELCA. Four ways for
giving are established. |
| |
a.
|
Regular Offerings shall be given in support of the ministries
of Women of the ELCA and the ELCA. These offerings may also be given
by individuals who choose to give periodically or who pledge to give
a stated amount although they may be unable to participate in the
scheduled events of this organization. Offerings received shall
support unit, cluster or conference, synodical, and churchwide
programming. |
| |
b.
|
Thankofferings shall be gifts from individuals in gratitude
for blessings. These offerings shall be received by the unit and
transmitted in full to the churchwide organization for the support
of the ministries of this organization and the church. |
| |
c.
|
Designated Gifts shall be given by one or more individuals for
specifically designated ministries of the churchwide women's
organization or the church. These gifts may be received by all
entities and shall be transmitted in full to the churchwide women's
organization for disbursement. Gifts may be given for special
occasions or in memory or in honor of an individual. |
| |
d.
|
Occasionally, Special Offerings and Gifts may be received for
specific programs that are not identified in the churchwide women's
organization budget but that are consistent with the policies of
Women of the ELCA. |
| Item 2.
|
Women of the ELCA shall work cooperatively with the ELCA
Foundation in assisting women as they prepare their personal wills,
bequests, and other planned giving instruments. |
| Item 3.
|
Each entity of Women of the ELCA shall be responsible for the
development of a financial plan or budget that reflects interdependence
in meeting the financial needs of this organization. |
| |
a.
|
Each unit shall develop and administer its own financial plan
or budget. Each unit shall regularly transmit funds to the synodical
women's
organization and churchwide women's
organization in accordance with established procedures. |
| |
b.
|
Each cluster or conference shall work cooperatively with the
synodical women's
organization in funding the cluster or conference and synodical
women's
organization program and projects. |
| |
c.
|
Each synodical women's
organization shall develop and administer its own budget.
The budget shall include the synodical women's
organization program and operating cost and reflect the
interdependent relationship between the synodical women's
organization and the churchwide women's
organization. The proposed budget shall be presented as information
to the churchwide women's
organization Executive Board prior to its recommendation to the
synodical women's
organization convention for adoption.
There shall be an elected treasurer in each synodical women's
organization with specific responsibilities for assisting in
building the budget and disbursing funds. There shall be an elected
or appointed person responsible for leadership in the areas of
promotion, interpretation, and financial stewardship education.
|
| |
d.
|
The
Executive Board shall approve the budget, prepared by the
executive director and staff, which includes support for the
churchwide women's
organization and an annual Gift to the Church, and recommend it to
the Triennial Convention for adoption. The Executive Board shall
approve and adopt the budget in the years in which a convention is
not scheduled. |
| Item 4.
|
The
executive board shall provide financial reports
periodically through the official publications of this organization. |
ARTICLE XI CONVENTIONS
SECTION 1. Convention Authority
The Triennial Convention shall be the highest legislative authority of Women
of the ELCA and shall deal with all matters that are necessary in the pursuit of
the purpose and functions of this organization. The powers of the Triennial
Convention are limited only by the provisions of the articles of incorporation,
this constitution and these bylaws, the policies of the ELCA, and the convention's
own resolutions.
SECTION 2. Triennial Convention Program
The Triennial Convention shall provide opportunities for witness, growth, and
community.
SECTION 3. Triennial and Special Conventions
Women of the ELCA shall meet in convention triennially. Special conventions
may be called by a two-thirds vote of the executive board, and Special
Conventions shall be called by the president of Women of the ELCA at the request
in writing of at least two-thirds of the boards of the synodical women's
organizations.
| Item 1.
|
The time and place of the Triennial Convention shall be
determined by the executive board. |
| Item 2.
|
The secretary shall give notice of the time and place of each
Triennial Convention by publication thereof at least 90 days in advance
in the periodical of Women of the ELCA. |
| Item 3.
|
At least 20 days prior to the Triennial Convention, the
secretary shall distribute preconvention reports to each voting
member-elect. |
| Item 4.
|
The arrangements for agenda, program, and worship shall be
under the supervision of the executive board. |
| Item 5.
|
The churchwide women's
organization shall be responsible for the costs of the Triennial and
Special Conventions, including the reasonable costs for travel, housing,
and board for the delegates and members of the executive board. |
| Item 6.
|
A majority of delegates registered at the Triennial or
Special Convention shall constitute a quorum. |
| Item 7.
|
Immediately upon the issuance of the call for a Special
Convention, the secretary shall give written notice to voting members
seated in the preceding Triennial Convention, provided they have not
ceased to participate in a unit within the synodical women's
organization from which they were elected or are not superseded by
election of new delegates. |
| Item 8.
|
Robert's
Rules of Order,
latest edition,
shall be the governing parliamentary procedures of the Triennial or
Special Conventions, except as otherwise provided in this constitution
and these bylaws. |
SECTION 4. Members of the Triennial Convention
The voting members of the Triennial Convention shall be the voting members
of Women of the ELCA. The requirements for voting members of the convention
and other members shall be specified in the bylaws.
SECTION 5. Voting Members of the Triennial Convention
| Item 1.
|
The voting members of the Triennial Convention shall be the
officers of the churchwide women's
organization, the presidents of the synodical women's
organizations, and those women elected as delegates by the conventions
of the synodical women's
organizations. |
| Item 2.
|
Each synodical women's
organization shall elect one delegate for every 25 congregational,
intercongregational, or special units (or a fraction thereof) within the
synodical women's
organization, and each synodical women's
organization shall have at least two elected delegates in addition to
the president of the synodical women's
organization. At least 10 percent of the delegate body shall be persons
of color and/or persons whose primary language is other than English. As
defined in ELCA continuing resolution 5.01.C96 "persons
of color and/or persons whose primary language is other than English"
shall be understood to mean African American, Black, Arab and Middle
Eastern, Asian, Hispanic, American Indian, and Alaska Native people.
This definition, however, shall not be understood as limiting Women of
the ELCA's
commitment to inclusive participation in its life and work. |
| Item 3.
|
The secretary of the synodical women's
organization shall submit to the secretary of the churchwide women's
organization at least six months before the Triennial Convention a
certified list of the regular and alternate voting members elected by
the convention of the synodical women's
organization. |
| Item 4.
|
Each voting member of the Triennial Convention shall be a
participant in a unit and a member of the ELCA. |
| Item 5.
|
Voting members elected to serve at the Triennial Convention
shall continue serving until voting members are elected for the next
regular Triennial Convention. |
SECTION 6. Nonvoting Members of the Triennial Convention
| Item 1.
|
The Bishop of the ELCA, or the Bishop's
representative, and members of the Executive Board shall have seat and voice
in the Triennial Convention. |
| Item 2.
|
Other categories of nonvoting members may be established by the
Triennial Convention. |
SECTION 7. Committees of the Triennial Convention
The Triennial Convention shall have a reference and counsel committee, a
memorials committee, and a nominating committee selected from among the
delegates to the Triennial Convention. The description of these committees shall
be in the bylaws. Other committees may be authorized as the Triennial Convention
shall deem necessary.
| Item 1.
|
A
reference and counsel committee, appointed by the president
of the churchwide women's
organization with the approval of the executive board, shall review all
items submitted at the convention that are not germane to items contained
in the stated agenda of the Triennial Convention. The reference and
counsel committee shall make appropriate recommendations for convention
action. |
| Item 2.
|
A
memorials committee, appointed by the president of the
churchwide women's
organization with the approval of the executive board, shall review
memorials from the conventions of the synodical women's
organizations and make appropriate recommendations for action by the
Triennial Convention. |
| Item 3.
|
A
nominating committee shall be elected by the
executive board.
The Nominating Committee shall nominate two persons for each position for
which an election will be held at the Triennial Convention with the
exception of the offices of president and vice president. |
ARTICLE XII OFFICERS
SECTION 1. President
This organization shall have a president elected by the Triennial Convention
for one three-year term. The president shall be ineligible for election as an
officer or executive board member in the succeeding triennium. The president
shall be a participant in a unit and a member of the ELCA. The president shall
| Item 1.
|
Preside at the Triennial Convention and Special Conventions
of the churchwide women's
organization; |
| Item 2.
|
Preside at all meetings of the
executive board, Executive
Committee, and Conference of Synodical Presidents; |
| Item 3.
|
Appoint members of all committees for which election
procedures are not provided and make other appointments as necessary; |
| Item 4.
|
Represent the churchwide women's
organization at, or appoint representatives to, the convention of each
synodical women's
organization; |
| Item 5.
|
Present a report to the Triennial Convention; |
| Item 6.
|
Be ex-officio member of all committees of the
executive board except the nominating committee; and |
| Item 7.
|
Represent the churchwide women's
organization at, or appoint representatives to, inter-Lutheran and
ecumenical associations and councils in which this organization
participates. |
SECTION 2. Vice President
This organization shall have a vice president elected by the Triennial
Convention for one three-year term with no reelection to this office. The vice
president shall be a participant in a unit and a member of the ELCA. The vice
president shall
| Item 1.
|
Act in the absence, disability, or resignation of the
president; and |
| Item 2.
|
Perform other duties as requested by the president or the
executive board. |
SECTION 3. Secretary
This organization shall have a secretary elected by the Triennial Convention
for one three-year term with no reelection to this office. The secretary shall
be a participant in a unit and a member of the ELCA. The secretary shall
| Item 1.
|
Be the secretary of the Triennial Convention, the
executive board, and the Executive Committee; |
| Item 2.
|
Be responsible for recording and distributing minutes of the
Triennial Convention, the executive board, the Executive Committee, and
the Conference of Synodical Presidents; |
| Item 3.
|
Give notification of the Triennial Convention at least 90
days in advance in the official periodical of this organization; |
| Item 4.
|
Keep a correct register of the roll of units, presidents of
the units, and officers and board members of the synodical women's
organization; |
| Item 5.
|
Be the secretary of the corporation; |
| Item 6.
|
Provide for the gathering and the preserving of historical
records and documents; and |
| Item 7.
|
Perform other duties as requested by the president or the
executive board. |
SECTION 4. Treasurer
This organization shall have a treasurer elected by the Triennial Convention
for one three-year term with no reelection to this office. The treasurer shall
be a participant in a unit and a member of the ELCA. The treasurer shall
| Item 1.
|
Provide for financial record keeping and, on behalf of the
executive board, be accountable for all funds of the churchwide women's
organization in accordance with the financial policies of Women of the
ELCA and the ELCA; |
| Item 2.
|
Interpret the financial condition of the churchwide
organization to the executive board; and |
|
Item 3.
|
Present a complete report, including an audit, to the Triennial
Convention and an interim report to each executive board and Executive
Committee meeting.
|
SECTION 5. Eligibility and Terms
| Item 1.
|
Except for the president, an officer may be eligible for
election to another office or to a term as an executive board member,
serving a total of two consecutive terms but no more than seven
consecutive years. |
| Item 2.
|
Terms of the officers shall begin at the close of the Triennial
Convention. |
ARTICLE XIII EXECUTIVE
BOARD
SECTION 1. Composition
The executive board shall be composed of the four officers and 17 board
members, at least 10 percent of whom shall be persons of color and/or persons
whose primary language is other than English.
SECTION 2. Members and Terms
| Item 1.
|
The 17 board members shall be elected by the Triennial
Convention for a three-year term. Each elected member shall be a
participant in a unit and a member of the ELCA. |
| Item 2.
|
Board members may be reelected to the board or to an office,
serving a total of two consecutive terms but no more than seven years
consecutively. |
| Item 3.
|
Terms of the board members shall begin at the close of the
Triennial Convention. |
SECTION 3. Purpose and Meetings
| Item 1.
|
This organization shall have an executive board that shall be
the board of directors of this corporation and shall serve as the
interim legislative authority between the Triennial Conventions. |
| Item 2.
|
The executive board shall meet at least two times each year.
Additional meetings may be called by the president or by a two-thirds
vote of the executive board. |
| Item 3.
|
The actions of the executive board shall be in accord with
the actions of and policies established by the Triennial Convention and
the constitution and bylaws of this organization and of the ELCA. |
SECTION 4. Mail, Telephone Conference Call,
and E-mail Vote
|
Item 1.
|
In an emergency, as determined by the president and the executive
director, a vote by mail, by telephone conference call, or e-mail may be taken. |
| Item 2.
|
In a mail vote, responses must be postmarked on or before the date
established in the letter, and an 80 percent vote in the affirmative of the
total board shall be necessary to adopt the vote taken by mail. |
| Item 3.
|
In a telephone conference call vote, if all board members
participate, the vote necessary for adoption shall be a majority vote; if fewer
than 100 percent of the board members participate, the vote necessary for
adoption shall be a two-thirds vote in the affirmative of the total board. |
|
Item 4. |
In an e-mail vote,
responses must be sent on or before the date established in the letter and an
80 percent vote in the affirmative of the total board shall be necessary to
adopt the vote taken by e-mail. |
| Item
5.
|
The results of the action taken by mail, telephone conference call or e-mail
shall be mailed immediately to all board members and shall be made part of the
minutes of the next meeting of the board. |
SECTION 5. Responsibilities
The executive board shall
| Item 1.
|
Provide for long-range planning for the churchwide women's
organization and coordinate its work with other churchwide units; |
| Item 2.
|
Ensure that programs are implemented that meet the priorities
of the churchwide women's
organization; |
| Item 3.
|
Set policies required for effective and efficient functioning; |
| Item 4.
|
Transact necessary business and make decisions between
conventions; |
| Item 5.
|
Promote and encourage participation in the organization and in
fulfilling the priorities for the churchwide women's
organization; |
| Item 6.
|
Promote and interpret the life and work of the organization to
members, the church, and the public; |
| Item 7.
|
Set financial policies, recommend budgets, manage assets, be
accountable for all funds of the churchwide organization, and interpret
the financial commitments of the organization; |
| Item 8.
|
Develop working arrangements in areas of mutual
responsibility with the ELCA publishing house; |
| Item 9.
|
Fill vacancies on the board until the next regular Triennial
Convention; |
| Item 10.
|
Determine the fact of the incapacity of an officer or board
member to perform her duties and determine whether she shall be removed
from her office in accordance with the policies and procedures of the executive
board
(for removal of an officer or board member, a two-thirds
vote of the total board shall be required; a mail vote shall not be used
to effect the removal of an officer or board member); |
| Item 11.
|
Under the personnel and financial policies of the ELCA,
elect its executive director, authorize other staff positions, establish
the salary structure for staff, and arrange for an annual review of the
executive director; |
| Item 12.
|
Set time and place for the Conference of Synodical
Presidents; |
| Item 13.
|
Determine the number of voting members from each synodical
women's
organization to serve as delegates to the Triennial Convention; |
| Item 14.
|
Prepare proposed agenda, rules of procedure, and program for
each Triennial Convention; |
| Item 15.
|
Report its actions and work to the Triennial Convention; |
| Item 16.
|
Act as the
constitution and bylaws committee; |
| Item 17.
|
Report to the Churchwide Assembly of the ELCA; and |
| Item 18.
|
Establish ecumenical and global relationships with other
women's
organizations. |
SECTION 6. Committees
The executive board shall establish committees and nominate or elect such
persons as necessary to carry out the functions assigned to it. The descriptions
of such committees shall be set forth in the bylaws.
| Item 1.
|
There shall be an
executive committee. |
| |
a.
|
The
executive committee shall be composed of the four churchwide
organization officers and three board members elected by the executive
board. |
| |
b.
|
The
executive committee may act between board meetings within
the policies of this organization. |
ARTICLE XIV NOMINATIONS
AND ELECTION PROCESS
SECTION 1. Procedures
The churchwide women's
organization shall elect such officers and such other persons as the
constitution and bylaws may require and according to procedures set forth in the
bylaws.
SECTION 2. Guidelines for Nominations
| Item 1.
|
At least 10 percent of the nominees shall be persons of color
and/or persons whose primary language is other than English. |
| Item 2.
|
Consideration shall be given to geographical location,
variety of ages, and diversity of experience. |
SECTION 3. Provisions
The
following provisions shall govern the nomination and election process
| Item 1.
|
It shall be the responsibility of the executive board to assure that this
organization maintains its commitment to inclusive representation. At
least 10 percent of the members of the executive board shall be persons of
color and/or persons whose primary language is other than English |
| Item 2.
|
Each nominee for an elected or appointed position in this
organization shall be a participant in a unit and a member of the ELCA. |
| Item 3.
|
In all Triennial Convention elections, except that of the
president and vice president, a majority of the votes cast shall elect. |
| Item 4.
|
When there are floor nominations, the first ballot shall
include the names of the nominees presented by the nominating committee
and the names of the persons nominated from the floor. |
| Item 5.
|
All elections shall be by ballot. |
| Item 6.
|
Board members shall be elected in such a manner that at least
one person is elected from the territory of each of the nine ELCA
regions, with no more than one officer or board member from any one
synodical women's
organization. No more than one-half of the synodical women's
organizations in a region shall have members on the executive board at
the same time. |
| Item 7.
|
No board member shall hold two positions of leadership
simultaneously in a synodical women's
organization and/or the churchwide women's organization. |
SECTION 4. The
nominating committee
| Item 1.
|
This committee shall consist of nine persons nominated from the
roll of the Triennial Convention voting members-elect and elected by the executive
board. |
| Item 2.
|
This committee shall be selected on the basis of the
inclusiveness guidelines and shall include one member from the territory
of each of the nine ELCA regions. |
| Item 3.
|
This committee shall meet no earlier than 170 days and no later
than 140 days prior to the Triennial Convention. |
| Item 4.
|
This committee shall prepare the slate of nominees for the
offices of secretary and treasurer and for members of the board from names
submitted by the Triennial Convention voting members-elect and units. If
the names submitted to the Triennial Convention nominating committee do
not fulfill the nominations criteria, the committee may recruit other
names from congregational units, delegates, and churchwide officers to
fulfill its goals. |
| Item 5.
|
This committee shall nominate no more than one person from a synodical
women's organization. |
| Item 6.
|
Members of the committee shall be ineligible for nomination by
the committee to any position to be filled. Committee members may,
however, be nominated from the floor. |
| Item 7.
|
This committee shall present two names for each position to be
filled. Nominations may be made from the floor for those elections for
which nominations have been made by the committee. |
SECTION 5. Election of the Churchwide Women's
Organization Officers
| Item 1.
|
The president shall be elected by the Triennial Convention by
a nominating ballot. Three-fourths of the votes cast shall be necessary
for election on the first ballot. If no one is elected, the first ballot
shall be considered the nominating ballot. Two-thirds of the votes cast
on the second ballot shall be necessary for election. On subsequent
ballots a majority of the votes cast shall be necessary for election.
The third ballot shall be limited to the five persons (plus ties) who
received the greatest number of votes on the second ballot. An
information sheet shall show for each of the five nominees her address,
synodical organization, and qualifications for office. The fourth ballot
shall be limited to the two persons (plus ties) who receive the highest
number of votes on the third ballot. |
| Item 2.
|
The vice president shall be elected by the Triennial
Convention by nominating ballot. Two-thirds of the votes cast shall be
necessary for election on the first ballot. If no one is elected, the
first ballot shall be considered the nominating ballot. On subsequent
ballots a majority of the votes cast shall be necessary for election. On
the third ballot, the voting shall be limited to the five persons (plus
ties) receiving the highest number of votes on the second ballot. An
information sheet shall show for each of the nominees her address,
synodical organization, and qualifications for office. The fourth ballot
shall be limited to the two persons (plus ties) receiving the highest
number of votes on the third ballot. |
| Item 3.
|
The secretary and treasurer shall be elected by the Triennial
Convention. The nominating committee shall present two names for each
position to be filled. Additional nominations may be made from the
floor. |
SECTION 6. Election of Board Members
The election of the 17 board members of the churchwide women's
organization shall be by the Triennial Convention according to procedures set
forth in this constitution and these bylaws.
ARTICLE XV CONFERENCE OF SYNODICAL PRESIDENTS
SECTION 1. Composition
The Conference of Synodical Presidents shall consist of the presidents of the
synodical women's organizations and shall meet at least annually. SECTION 2. Functions and Responsibilities
The Conference of Synodical Presidents shall
| Item 1.
|
Provide and receive information related to emphases,
priorities, and projected programs of Women of the ELCA; |
| Item 2.
|
Make recommendations to the executive board;
|
| Item 3.
|
Develop leadership skills; and |
| Item 4.
|
Foster community and renewal. |
SECTION 3.
Other Conference Participants
The president and secretary of the churchwide women's
organization and the executive director of Women of the ELCA shall attend the
conference. Other members of the executive board and staff may attend as deemed
necessary.
ARTICLE XVI STAFF
SECTION 1. Employment of Staff
This organization shall have the authority to employ staff and engage in other
contractual arrangements in accordance with the constitution, bylaws, and
personnel practices of the ELCA.
| Item 1.
|
The staff of Women of the ELCA shall consist of an executive
director and such staff positions as the executive board may determine. |
| Item 2.
|
The executive director shall be the chief executive officer
of the organization. She shall carry out the policies of the
organization and work collegially with the staff. She shall work
interdependently with other churchwide units.
She shall prepare the reports of the executive board to the Triennial
Convention of Women of the ELCA and the Churchwide Assembly of the ELCA. |
ARTICLE XVII CHURCHWIDE
OFFICES OF WOMEN OF THE ELCA
SECTION 1. Location
The principal office of Women of the ELCA shall be in the same location as
that of the ELCA.
ARTICLE XVIII AMENDMENTS
AND BYLAWS
SECTION 1. Amendments to the Constitution
The constitution of this organization may be amended through either of the
following procedures:
| Item 1.
|
The executive board may propose an amendment and send an
official notice to the voting members-elect at least six months prior to
the next regular Triennial Convention. The adoption of such an amendment
shall require a two-thirds vote of the members present and voting at the
Triennial Convention. |
| Item 2.
|
An amendment may be proposed by 25 or more voting members of
the Triennial Convention. The proposed amendment shall be referred to
the executive board for its recommendation to the next Triennial
Convention. Adoption of such an amendment shall require passage at two
successive regular Triennial Conventions by a two-thirds vote of the
members present and voting. |
SECTION 2. Amendments to the Bylaws
Bylaws not in conflict with this constit |
