1. Name

2. Purpose

3. Membership

4. Management

5. Annual General Meetings

6. Extraordinary General Meetings

7. Election of Executive Committee

8. Finance

9. Constitutional Amendment

10. Dissolution

1. Name

1.1 The Feminist and Women’s Studies Association (UK & Ireland).

2. Purpose

2.1. The Association shall work to advance Women’s and Gender Studies as an educational field and feminist teaching, research and knowledge in all fields.

2.2. In doing so the Association may:

2.2.1. Collect and distribute relevant information and exchange such information with other organisations with similar or complementary Purposes at home and abroad.

2.2.2. Become affiliated to other organisations and institutions with similar or complementary Purposes.

2.2.3. Organise or assist in organising lectures, classes, meetings, conferences and courses of study for the benefit of members, undergraduate and postgraduate students and the public.

2.2.4. Make representations to governmental or other institutions on matters relevant to the Purpose of the Association.

2.2.5. Print, publish and distribute books, newsletters, pamphlets, statements, visual and audio recordings, papers and web materials relative to the purpose and work of the Association.

2.2.6. Conduct or commission research and investigations and publish the results of such.

2.2.7. Obtain, collect and receive funds by way of grants, donations, subscriptions, legacies and any other lawful method. Funds may only be spent in furtherance of the Purpose.

2.2.8. Employ and make payments to persons and parties upon such terms and conditions as may appear appropriate to the Executive Committee.

2.2.9. Do other lawful things as may further the Purpose of the Association.

2.3. In its duties the Association shall be non-party as to politics, non-sectarian as to religion, and non-discriminatory in regard to all other matters including gender, age, disability, race and sexuality in conformity with the Universal Declaration of Human Rights.

3. Membership

3.1. Individuals or organisations currently engaged in teaching, research or study in Women’s and Gender Studies or in feminist work shall be eligible for membership. Other persons whose membership, in the opinion of the Executive Committee, would further the Purpose of the Association may also be made eligible.

3.2. Each affiliated institution can appoint one individual to represent it and vote on its behalf at General Meetings of the Association. In the event of such an individual resigning or otherwise leaving an organisation, she shall forthwith cease to be a representative thereof.

3.3. The member of the Executive Committee responsible for membership will make day-to-day decisions regarding applications for membership. The Executive Committee reserves the final decision on applications for membership and their decisions are binding.

3.4. The Executive Committee reserves the right to refuse or revoke membership. The member has a right to be heard by the Executive Committee before a final decision is made. In this event the member is entitled to the return of pro-rata fees for the remainder of their membership period.

3.5. The Executive Committee shall from time to time set rates of annual subscription and classes of subscription.

4. Management

4.1. The Association shall be run and managed by the Executive Committee.

4.2. The Executive Committee shall consist of not less than ten and not more than twenty members.

4.3. If membership of the Executive Committee becomes more than fifty percent male, an Extraordinary General Meeting of the Association shall be called.

4.4. Members of the Executive Committee shall be elected at an Annual General Meeting (AGM) in accordance with Clauses 5 and 7. This shall require a two-thirds majority of all FWSA members present.

4.5 Members of the Executive Committee are elected for a three year term of office. The Executive Committee should try to sustain its membership by retiring a similar number of members each year through the three year cycle wherever possible.

4.5. Members of the Executive Committee can only serve for two consecutive terms. They may restand for election after one term of office has elapsed. In extraordinary circumstances a member of the Executive Committee may be asked to serve up to an additional six month period at the end of their term.

4.6. The Executive Committee is entitled to co-opt additional members to a maximum Executive size of twenty. Co-opted members serve to the conclusion of the next Annual General Meeting. The number of co-opted members of the Executive Committee should at no time exceed one-third of the total membership of the Executive Committee.

4.7. The Executive Committee shall elect its own officers including Honorary Treasurer, Membership Officer and a Development Team (job descriptions for these roles may change). Each member will have a specific role to fulfil and shall be accountable to the Executive Committee for actions undertaken. Any elected or co-opted member of the Committee who fails to attend three consecutive meetings without good reason and apologies presented in advance to the Chair will be deemed to have resigned from the Committee, unless the Committee votes to continue their membership. The Chair will deal with matters pertaining to Executive membership and attendance with the agreement of the Executive Committee.

4.8. The position of Chair should be filled by election at the Annual General Meeting of the Association, requiring a two-thirds majority of all FWSA members present.

4.9. The Association Administrator (where one is employed) shall sit on the Executive Committee ex-officio and also serve the Committee.

4.10. The Executive Committee shall meet for business at least twice a year. Executive teams (such as a Development or Publications Team) may meet at other times. Minutes shall be kept by the Executive Committee and circulated to the Executive Committee. Minutes shall also be made available to the members of the Association by appropriate means. In normal circumstances the Chair should chair meetings of the Executive Committee.

4.11. A meeting of the Executive Committee shall only be valid when a quorum (two-thirds) of elected and co-opted members (being four) is present. Any decisions taken at an inquorate meeting may not be put into effect until ratified by a quorate meeting or, where urgent action is needed, where the decision is agreed by email by a simple majority of the Executive Committee.

4.12. Decisions at the meetings shall be decided by a simple majority vote (two-thirds) of those present and entitled to vote. Only elected and co-opted members of the Committee are entitled to vote. No person shall exercise more than one vote, but in the case of an equality of votes the Chair of the meeting may have a casting vote. Any elected or co-opted member may call for a recorded vote in which case the names of those voting for or against a motion, or abstaining, shall be recorded in the minutes.

4.13. Other people (both members of the Association and non-members) may be invited by the Executive Committee to attend all or part of a meeting as observers. Reserved business will be discussed in camera.

4.14. The Executive Committee may appoint Executive teams to fulfil specific roles. All Executive teams shall make regular reports on their work to the Executive Committee by way of a written or oral report at each meeting.

4.15. The Chair may convene an emergency meeting of the Committee if such a meeting is requested by at least half of the members of the Committee.

4.16. If any Executive Committee member becomes aware of a conflict of interest involving themselves, they should immediately declare it to the committee and may be asked to recuse themselves from all or part of a meeting or an aspect of the Committee’s work. Potential conflicts of interest include, but are not restricted to:

i. Payment to an Executive Committee member for services provided to the   Association, for instance the production of artwork (this does not include the          Administrative Assistant, which is a paid position);

ii. Indirect financial gain, such as the employment of a spouse by the Executive      Committee, where their finances are interdependent;

iii. Non-financial gain, such as when the spouse of an Executive Committee member        is an entrant for an Association competition or has made a bid to host an event;

iv. Conflict of loyalties, for instance where two members of the Executive      Committee have a close personal relationship.

4.17. Meetings of the Executive Committee:

1. Shall not last for more than four hours.

1. Members should notify the Chair of items to be put on the agenda at least 5 days before the meeting. An agenda will be distributed at least 3 days before the meeting. Later business may be taken under Any Other Business at the discretion of the Chair of the meeting.

1. The Executive Committee shall receive and agree the minutes of the previous meeting (with amendment if necessary). The Chair shall sign these at the start of each meeting.

1. Must receive reports from Executive Teams and other representatives of the Committee.

1. Every motion put before the Committee shall have a proposer and a seconder. Any member of the Committee (elected, co-opted or ex-officio) may propose or second a motion, except for procedural motions (see below). Every motion that has been properly proposed and seconded will be debated and voted upon by the Committee unless the Committee votes to move to Next Business (see below)

1. No motion to amend the Constitution or to alter the composition of the Committee shall be discussed unless it has been circulated in writing in advance to all members of the Committee.

vii. Discussions of staff matters are reserved business and should be held in camera.

1. Procedural Motions may be proposed by any voting member of the Committee at any point during a meeting except when a vote on another motion is taking place. A voting member of the Committee must second all procedural motions.

1. Move to Next Business – the item under discussion shall be left immediately and the Committee shall move on to the next item on the agenda.

1. Move to Vote – there will be no further discussion of item under discussion and a vote will be taken immediately.

1. No Confidence in the Chair – whoever is chairing the meeting will hand over the conduct of the meeting to the next most senior Association Officer present for the remainder of the meeting. The disputed ruling of the Chair which prompted the “No Confidence” is overturned but can be discussed again unless there is a vote to Move to Next Business. This motion only applies to the meeting in which it is passed.

xii. Closed Business – all non-voting members of the Committee must leave the meeting.

1. Reference Back – if the Committee is not satisfied with a report made to it by an officer, Executive Team or other representative, a motion to refer the report back may be proposed. If passed the report must be resubmitted at the next Committee meeting.

5. Annual General Meetings

5.1. The Chair shall convene an Annual General Meeting on the instruction of the Executive Committee. The members shall receive at least two calendar months notice in writing of the meeting. Agenda items should be received at least three weeks before the date of the AGM and a final agenda will be produced at least two weeks prior to the AGM.

5.2. The quorum of the AGM shall be twenty members and should not be entirely comprised of Executive members.

5.3. The AGM shall conduct the following business:

1. Receive the Annual Report of the Executive Committee to include a section on developments summarising actions taken and ways of moving forward.

1. Receive the inspected accounts of the Association.

1. Discuss and vote on any amendments to the Constitution.

1. Elect Executive Committee Members and the Chair.

1. Appoint an accountant.

1. Discuss matters and motions raised by the members.

6. Extraordinary General Meetings

6.1. The Chair may convene an Extraordinary General Meeting at the request of the Executive Committee or at the request, in writing, of 20 members of the Association.

6.2. At least one calendar months notice in writing of an Extraordinary General Meeting shall be given to all members. An EGM is called to discuss one specific and urgent issue but at the Chair’s discretion other agenda items may be accepted. Such other agenda items should be received at least three weeks before the date of the EGM and a final agenda will be produced at least two weeks prior to the EGM.

6.3. The quorum for an Extraordinary General Meeting shall be twenty members and should not be entirely comprised of Executive members.

7. Election of Executive Committee

7.1. The Chair shall invite from all members’ nominations for the Executive Committee. Nominees must be paid-up members of the Association, must show in writing their willingness to serve and must by seconded for nomination by one other member.

7.2. Members with good reason can request a postal vote by registering each year on renewal of subscription. All postal ballots are to be received by the Chair one week before the AGM.

7.3. Voting will be by single transferable vote.

7.4. A two-thirds majority of all FWSA members present shall be required to elect Executive Committee members and the Chair at an AGM.

7.5. Those elected shall take office from the close of the AGM.

7.6. In the event that a nominee (or nominees) for the role of Chair is not elected by a two-thirds majority of all FWSA members present at the AGM which would leave the Association without an elected Chair the Executive will agree an interim Acting Chair (from the Executive) by consensus to oversee the Association while a second election is scheduled.

8. Finance

8.1. The income and property of the Association may only be used in the furtherance of the Purpose of the Association as set forth in this Constitution. No portion therefore shall be paid, transferred directly or indirectly by way of dividend, bonus or otherwise by way of profit to any member of the Association or Executive Committee.

8.2. The Association may pay proper remuneration of any employee or agent.

8.3. The Association may reimburse reasonable and proper expenses as incurred by carrying out of duties in connection with the Association’s Purpose.

8.4. The Honorary Treasurer shall keep proper accounts of the finances of the Association.

8.5. The Executive Committee shall decide upon whose signatures cheques may be drawn upon the Association’s current or deposit accounts with their bankers.

9. Constitutional Amendment

9.1. Amendment to this constitution can only be made by resolution passed by no fewer than two-thirds of those members attending and voting at an AGM or EGM. Such resolution shall:

1. Be submitted in writing to the Executive Committee at least three weeks before the AGM or EGM.

1. Be proposed by at least six members.

1. Notice of any such resolution shall be given in writing to all members not less than two weeks before the AGM or EGM.

10. Dissolution

10.1. If the Executive Committee decides, by simple majority, that on the grounds of expense or otherwise it is necessary or advisable to dissolve the Association it shall call an EGM.

10.2. The decision must be confirmed at the EGM by a two-thirds majority of FWSA members present and voting at such a meeting.

10.3. In such event the Executive Committee shall have the power to dispose of any assets held by or on behalf of Association. Any assets remaining after the satisfaction of any debts and liabilities shall be given to other charitable organisation(s) with similar or complementary Purposes.

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