EPISCOPAL CHURCH WOMEN

DIOCESE OF VIRGINIA

CONSTITUTION

Draft 2013

(Proposed changes are in italics and highlighted text gives the rationale for each change)

ARTICLE I: NAME

The name of this organization shall be the Episcopal Church Women of the Diocese of Virginia.

ARTICLE II: MISSION STATEMENT

The Episcopal Church Women of the Diocese of Virginia, together, share the love of God through prayer, service, and education in knowing the Christ and making Him known.

The Episcopal Church Women of the Diocese of Virginia, with the grace of the Holy Spirit, share the love of God by making Christ known in the world through prayer, education, concern for others, and joyful service.(More detailed mission statement)

ARTICLE III: MEMBERSHIP

Membership in this organization shall be open to all women of the Episcopal Church.

All women of the Episcopal Church are members of this organization.(Clarification that membership is not a requirement)

ARTICLE IV: EXECUTIVE OFFICERS

Section 1. Executive Officers

The officers shall consist of President, Vice President – Administration, Vice President – Program, Recording Secretary and Treasurer.

The officers shall consist of President, Vice President – Administration, Vice President – Program, Recording Secretary, Treasurer, and Chaplain.(Added Chaplain as an executive officer to encourage more involvement of clergy)

Section 2. President

The President shall be appointed by the Bishop of the Diocese for three years and shall not be eligible for reappointment. She shall take office January 1st of the year following her appointment.

Section 3. Duties

  1. President: She shall preside at all meetings of the Episcopal Church Women of the Diocese of Virginia and the Executive Board. She shall, with the approval of the Executive Board, fill vacancies occurring in offices and appoint the committee chairpersons. She shall perform all duties pertinent to the office of President.
  2. Vice-President Administration: She shall preside in the absence of the President. She shall be responsible for overseeing communication within the Executive Board and women of the Diocese of Virginia.
  3. Vice President Program: She shall preside in the absence of the President and Vice-President Administration. She shall be responsible in consultation with the president for planning of the programs for all meetings.
  4. Recording Secretary: She shall be responsible for recording minutes from all meetings and maintaining proper records for files.
  5. Treasurer: She shall be responsible for receiving, recording and disbursement of all administrative finances. She shall be responsible for acknowledgement of such. She shall be responsible to see that yearly audit is done by a qualified person.
  6. Chaplain: The Chaplain shall be appointed by the President and serve concurrently with the President’s term. The Chaplain shall be a priest or deacon or lay minister in the Episcopal Church, be supportive of the work of the Episcopal Church Women, and offer spiritual guidance. The Chaplain shall work with the President and Vice President Program regarding prayer and worship retreats and shall act as the liaison between the Episcopal Church Women and the clergy of the Diocese of Virginia. (Added description of Chaplain)

ARTICLE V: EXECUTIVE BOARD

The Executive Board shall be made up of officers who are either elected or appointed. They shall be elected/appointed for a term of three years and shall begin to serve January 1st of the year following their election. Only confirmed women shall be eligible to serve as officers. No person shall be eligible to serve consecutive terms. However, if a candidate is not available to fill a position at the end of the three year term, the President, with the approval of the Executive Committee of the Executive Board, may extend the current officer’s term for a period not to exceed eighteen (18) months.

The Executive Board shall be made up of officers who are either elected or appointed. They shall be elected/appointed for a term of three years, unless job description states otherwise, and shall begin to serve January 1st of the year following their election. Only confirmed women shall be eligible to serve as officers. No person shall be eligible to serve consecutive terms. However, if a candidate is not available to fill a position at the end of the three year term, the President, with the approval of the Executive Committee of the Executive Board, may extend the current officer’s term for a period not to exceed eighteen (18) months. (Added “unless job description states otherwise” since some positions have no term limit.)

Any vacancy occurring during the term of any member of the Executive Board shall be filled by appointment by the President for the unexpired term, subject to the approval of the Executive Committee. When the unexpired term is greater than eighteen (18) months, the appointment shall be considered the full term.

Section 1. Elected Officers

These shall be the Vice President Administration, Vice President Program, Recording Secretary, Treasurer, and the following departments, each of which shall be headed by an elected chairperson: Altar Guild, Church Periodical Club, Ecumenical/Christian Social Relations, Prayer and Worship and the United Thank Offering.

These shall be the Vice President Administration, Vice President Program, Recording Secretary, Treasurer, and the following departments, each of which shall be headed by an elected chairperson: Altar Guild, Church Periodical Club, and the United Thank Offering. (Removed Ecumenical/Christian Social Relations and Prayer and Worship as these are appointed positions)

Section 2. Appointed Officers

Subject to the approval of the Executive Committee, the President shall make the following appointments: Chair for Gifts and Scholarships, Chair(s) for the South African Partnership Ministry, Chair(s) for the Dominican Republic Ministry, Representative for Public Relations, Web Site Coordinator, Chair for Newsletter, Chair for Yearbook, Chair(s) of the Standing Committees, Historian, an At-Large Member, and such other committee chair(s) as needed or added by approval of the Executive Board.

Subject to the approval of the Executive Committee, the President shall make the following appointments: Chairs for Gifts and Scholarships, Ecumenical/Christian Social Relations, Prayer and Worship,Global Ministries (which will include the ministries recommended by the Diocese of VA.) Web Site Coordinator, Chair(s) of the Standing Committee(s), Historian, an At-Large Member,Chaplain, and such other committee chair(s) as needed or added by approval of the Executive Board.(Changing the name of South African ministries to Global Ministries to encompass all countries of the expanding Diocesan mission involvement. Removing Chair of Dominican Republic, it is now included in Global Ministries. Removing positions of Public Relations, Newsletter Chair and Yearbook Chair as no longer deemed positions, adding position of Chaplain)

Section 3. Regional Presidents/Liaison

Section 3. Regional Presidents/Coordinators

Each region shall have a President/Liaison. She shall be responsible for communications between the Executive Board and her region. The Regional President/Liaison’s term shall be determined by her region’s guidelines.

Each region shall have a Regional President or Regional Coordinator. She shall be responsible for communications between the Executive Board and the churches in her assigned region(s). The Regional President/Coordinator’s term shall be determined by her region’s guidelines. (Added Regional Coordinator to allow grouping of several regions together under one Coordinator)

ARTICLE VI: EXECUTIVE COMMITTEE

There shall be an Executive Committee of the Executive Board, consisting of the Executive Officers and the At-Large member appointed by the President. This committee shall be empowered to act upon matters requiring decisions between meetings of the Executive Board.

There shall be an Executive Committee of the Executive Board, consisting of the President, Vice President Administration, Vice President Program, Secretary, Treasurer,At-Large member appointed by the President and Chaplain. This committee shall be empowered to act upon matters requiring decisions between meetings of the Executive Board. (Changed to spell out members of the Executive Committee and add Chaplain)

ARTICLE VII: MEETINGS

Section 1. Annual Meetings

Section 1. Diocesan Meetings of the Episcopal Church Women(Name change)

  1. There shall be a Diocesan Annual Meeting of the Episcopal Church Women at a time and place designated by the President.
  1. There shall be two meetings of the Episcopal Church Women per year at a time and place designated by the President. Meetings shall be held in the spring and fall. The fall meeting shall include the United Thank Offering In-Gathering. (Clarification of Spring and Fall Meetings)
  1. In the event of an emergency when it is deemed impractical by the Executive Board to hold the Annual Meeting, due notice shall be sent to each Church, and election or other business requiring the vote of Delegates to the Annual Meeting shall be held by mail with the election or passage by majority vote.

B. Delete Not needed as Meetings always take place.

Section 2. Board Meetings

Section 2. Executive Board Meetings(Added “executive” for clarification)

There shall be two regular meetings of the Executive Board annually, the time and place to be set by the President. One of these shall be an open Board meeting in which visitors shall be welcome and have a voice; the wife of any Bishop residing in the Diocese, the widow of any Bishop, past Diocesan presidents, Regional officers, and Chairs of Regional departments shall have a voice and vote.

Annually, there shall be two meetings, winter and summer, of the Executive Board, the time and place to be set by the President. (Revised as Section 2 no longer refers to Spring Open Board meetings. It now refers to Executive Board meetings.)

Section 3. Special Meetings

Special meetings of the Board may be held on call of the President, or on the call of another of the Executive Officers, with five (5) days’ notice when so requested by no fewer than five members of the Executive Board.

Section 4. Quorum

At any meeting of the Board, the presence of a majority of the members shall constitute a quorum.Quorum is addressed in Bylaws. (Defined in Bylaws)

ARTICLE VIII: AMENDMENTS

The Constitution may be amended or revised at any general meeting by a two-thirds (2/3) vote of those present provided the proposed amendments have been approved by a two-thirds (2/3) vote of the Executive Board of the Episcopal Church Women of the Diocese of Virginia.

The Constitution may be amended or revised at either the Spring or Fall Diocesanmeeting by a simple majority vote of those present provided the proposed amendments have been approved by a two-thirds (2/3) vote (which may be electronic) of the Executive Board of the Episcopal Church Women of the Diocese of Virginia and providing notice of proposed amendments has been presented to the membership in printed form no less than thirty (30) days prior to the vote. The amended Constitution becomes effective immediately following adoption.(Adding voting to the Spring Meeting as well as the Fall. Voting changed to require a simple majority vote rather than 2/3 of those present. Adding electronic voting by Executive Board. Adding that proposed changes must be provided at least 30 days ahead to the Diocesan churches and if adopted are effective immediately.)

EPISCOPAL CHURCH WOMEN

DIOCESE OF VIRGINIA

BYLAWS

ARTICLE I: EXECUTIVE BOARD

Section 1. The Authority for and the responsibility of directing the work of this organization between AnnualMeetings shall be vested in the Executive Board.

Section 1. The Authority for and the responsibility of directing the work of this organization between Spring and FallDiocesan ECW Meetings shall be vested in the Executive Board. Name Change- (Removed Annual Meeting and replaced with Spring and Fall Diocesan ECW Meetings)

Section 2. There shall be at least two regular meetings of the Executive Board annually, the time and place to be set by the President.

Section 2. Annually, there shall be two meetings of the Executive Board, winter and summer, the time and place to be set by the President. (Removed words “at least” and regular for clarification)

Section 3. Special meetings of the Board may be held on call of the President, or on the call of another of the Executive Officers, with five (5) days’ notice when so requested by no fewer than five members of the Executive Board.

Section 4. At any meeting of the Board, the presence of a majority of the members shall constitute a quorum.

Section 4. At any meeting of the Executive Board, the presence of a majority of the members shall constitute a quorum.(Added the word “Executive” for clarification.)

ARTICLE II: EXECUTIVE COMMITTEE

Section 1. There shall be an Executive Committee of the Executive Board, consisting of the officers and the At-Large member appointed by the President. This committee shall be empowered to act upon matters requiring decisions between meetings of the Executive Board.

Section 1. There shall be an Executive Committee of the Executive Board, consisting of the President, Vice President Administration, Vice President Program, Secretary, Treasurer,the At-Large Member and the Chaplain. This committee shall be empowered to act upon matters requiring decisions between meetings of the Executive Board. (Added the positions to clarify, added Chaplain as a member.)

Section 2. The Executive Committee shall meet on call of the President and, all members having been notified, the presence of four members shall constitute a quorum.

ARTICLE III: STANDING COMMITTEE ON NOMINATIONS

Section 1. There shall be a Standing Committee on Nominations made up of five members – two members of the Executive Board (active or retired) and three members chosen at large. The President recommends these appointments and they shall be approved by the Executive Committee, and shall serve for a term of three years.

Section 1. There shall be a Standing Committee on Nominations made up of three to five members – two members of the Executive Board (active or retired) and remaining members chosen at large. The President recommends these appointments and they shall be approved by the Executive Committee, and shall serve for a term of three years. (The number was lowered to 3to5, as it was felt 5 were not necessary)

Section 2. The President shall designate one of the two members appointed from the Executive Board as Chair and the other as Vice-Chair.

Section 3. The Committee on Nominations shall present to each Annual Meeting a slate, nominating one person for each elected position to be filled. Consent to serve must be obtained from each nominee.

Section 3. The Committee on Nominations shall present to the Fall Diocesan Meeting a slate, nominating one person for each elected position to be filled. Consent to serve must be obtained from each nominee.(Name changed to the Fall Diocesan)

Section 4. In preparing the slate of nominations, the Committee shall afford ample opportunity to local churches to present names for consideration by the Committee. The Committee shall present the proposed slate to the Bishop for approval, and the slate shall be submitted in writing to the churches not less than thirty (30) days prior to the Annual Meeting.

Section 4. In preparing the slate of nominations, the Committee shall afford ample opportunity to diocesan churches to present names for consideration by the Committee. The Committee shall present the proposed slate to the Bishop for approval, and the slate shall be submitted in writing to the churches not less than thirty (30) days prior to the Fall Diocesan Meeting. (Clarification included churches by changing local to diocesan and name change from Annual to Fall)

ARTICLE IV: STANDING COMMITTEE ON CONSTITUTION AND BY-LAWS

Section 1. There shall be a Standing Committee on Constitution and By-Laws of five members, including two members of the Executive Board (active or retired) who are appointed by the President. Each member of the Committee shall be approved by the Executive Committee, and shall serve for a term of three years.

Section 2. No member of the Committee on Constitution and By-Laws shall be eligible to serve consecutive terms.

Section 3. The President shall designate one of the members appointed from the Executive Board as Chair, and the other as Co-Chair.

ARTICLE V: ANNUAL MEETING

ARTICLE V: DIOCESAN MEETINGS

Section 1. Representation: Each Church shall designate two members as its duly accredited Delegates to the Annual Meeting.

Section 1. Representation: Each Church shall designate two members as its duly accredited Delegates to the Spring and Fall Diocesan ECW Meetings. (Added Spring Meeting for voting at both spring and fall meetings)

Section 2. Quorum: The presence of Delegates from one-fourth of the Churches of the Diocese shall constitute a quorum for the conduct of business at the Annual Meeting.

Section 2. Quorum: The presence of Delegates from one-fifth(1/5) of the Churches of the Diocese shall constitute a quorum for the conduct of business at the Spring and Fall Diocesan ECW Meetings.(Clarification that business and voting may be conducted at BOTH Spring and Fall Meetings and reducing the number of churches as attendance doesn’t support the higher percentage.)