Attention Members: Newly Proposed Bylaws

Member Vote on Proposed Bylaws: To Be Announced
NOW-NYC Office | 150 W. 28th St., Suite 304 btwn. 6th & 7th Aves.  | NYC 

Introduction to NOW-NYC Proposed Bylaws Changes
Proposed NOW-NYC Bylaws November 2009 | Current NOW-NYC Bylaws

Questions? Call 212.627.9895 or email contact@nownyc.org

NOTE:  Below material appears as published in Winter 2009 Newsletter.  Updates to the membership will be made in accordance with our current bylaws.

Dear NOW-NYC Member,

The board of directors in conjunction with legal advice from non-profit lawyers has created a draft of proposed updated bylaws, which will now by reviewed by interested members. If you would like to participate in revising our bylaws or would like to submit your comments or questions, please contact our office (info above).  The final version of the proposed bylaws will be voted on May 20 and advance notice will be sent to the membership in accorance with our current bylaws.

NOW-NYC exists in a very different context today than since it's founding in 1966. So it's critical that our bylaws committee, in partnership with the New York Lawyers Alliance, took on this project to make sure that we are establishing best practices as an organization. This means avoiding conflicts of interest, establishing transparency, fostering our ability to adapt and grow, ensuring compliance with current New York State non-profit law, and modernizing our organization for a new generation of young activists. (The New York Lawyers Alliance is a non-profit established to support non-profits with legal issues. Their team of lawyers has worked with the leadership of NOW-NYC in the past two years on a number of projects to improve our infrastructure, organization, and compliance--www.lawyersalliance.org. For example, we have created a Conflict-Of-Interest Policy and an Employee Manual, and we received assistance making a needed update to the incorporation status of the Service Fund of NOW-NYC.)

This draft of proposed bylaws represents critically needed changes that retain the core elements that make our organization--which has a long and proud history--strong, while adapting it to meet 21st century demands and challenges. It is through our commitment to build and evolve that we can best serve our membership and the women and girls of New York City.

To get through the nitty gritty of the proposed changes, we've created a guide that highlights the key changes and the reasons behind them.

1. Annual General Membership Meeting: We are adding to our bylaws a required annual General Membership Meeting, an official membership meeting as required by Section 603 of the New York Not-for-Profit Corporation Law (N-PCL). A 10-day written notice to members will be required in the bylaws, as required by N-PCL. The addition of the General Membership Meeting outlined above, does not affect the chapter's tradition of regularly scheduled membership programs. Our new bylaws call for a mandatory six such programs a year, in addition to the one General Membership meeting that meets the legal requirement.

2. Quorum: The minimum quorum requirement under New York law is 100 or 10 percent of eligible votes. Our old bylaws call for a minimum quorum of 35 votes. This change is to reflect current law.

3. Compensation: If compensated, the president will no longer have a vote on the board of directors. The New York Lawyers Alliance strongly recommended that we create this structure. This is an important protection for our organization. When a member of the board of directors of a nonprofit organization receives compensation from the organization as either (i) paid staff member; (ii) consultant; or (iii) board member, the director is vulnerable to allegations of conflict of interest. Interest in this topic recently has been heightened by New York City governmental agencies' enforcement of contract provisions barring paid staff members from serving on the boards of the organization that employs them.

4. Member Issue Committees:  One of the key ways NOW-NYC recruits new members to lead us into the future is through issue committees. Members of NOW-NYC can form committees to work on core issues. (The previous bylaws rules for such committees were listed in Article V Section 3, and can be found in Article IV Section 5 of the newly proposed bylaws.) Committee Chairs will no longer be required to serve on the board of directors but can be appointed to the board of directors, if they show an interest. Many committee chairs have expressed that the dual responsibilities of running a committee, focused on activism, and serving on the board, focused on governance, are too time consuming. Not requiring the chair to serve on the board allows her to focus solely on recruiting volunteers and creating a solid action plan for her committee.

We hope that you will review the new bylaws closely and cast your vote as a member to approve them at our election meeting on May 20, 2010, 6:30pm, at the NOW-NYC office.

The Board of Directors would like to thank the bylaws committee for undertaking this project:
Gaby Moreno, Elizabeth Mason, Meaghan Carey, Sonia Ossorio and Judi Polson.

Sincerely,

The NOW-NYC Board of Directors