October 1, 2009

Bylaws

As amended by a Mail Meeting in December - January 2007-08 and further amended at the Biennial Members’ meeting, Panama City, Panama, April 3 2008.

Download a doc version of the Bylaws

Article I. Name and Office

Section A. Name. The name of this organization shall be IAVE, the International Association for Volunteer Effort.
Section B. Offices. The principal office of IAVE shall be located at such place as the Board of Directors shall determine.

Article II. Purpose and Policies

Section A. Purpose. The purposes for which IAVE is formed are:

To promote, strengthen and celebrate volunteer effort worldwide.

To encourage voluntary participation in improving the quality of life in communities and neighbourhoods throughout the world.

To provide opportunities for exchange and interaction at the world conference, regional meetings and national gatherings.

Section B. Policy. The policy of IAVE is:

Universality. IAVE is a worldwide organization in which all societies have equal status and share equal responsibilities and duties in helping each other.

Impartiality. IAVE makes no distinction as to nationality, race, religious beliefs, class, political opinions, or other individual differences.

Neutrality. IAVE may not take sides as an organisation in hostilities or engage at any time in controversies of a political, religious or ideological nature.

Integrity. IAVE requires the highest standard of ethical behaviour from its members in all matters relating to IAVE and the conduct of its business.

Article III. Membership

Section A. Classifications. The Board of Directors may establish such classifications of membership as it may see fit, including but not limited to individual and organizational memberships.
Section B. Individual. Any individual who shares a commitment to the purposes and policies of IAVE may become a member of IAVE.
Section C. Organization. Any organization or agency that shares a commitment to the purposes and policies of IAVE may become a member of IAVE. Each organization or agency shall specify the person who shall be its designated representative at the time of payment of membership dues.
Section D. Associate. Members of IAVE National Associations who are not also members of IAVE are associate members of IAVE; they are non-voting and do not hold office at the international level.
Section E. Honorary. The IAVE Board of Directors may confer honorary membership upon internationally prominent individuals who are not members of IAVE. Honorary members are non-voting and do not hold office.
Section F. Good Standing. In order to be in good standing, a member shall pay current dues and fulfil all requirements of membership as approved by the IAVE Board of Directors.

Article IV. Revenue and the Fiscal Year

Section A. Fiscal Year. The fiscal year of IAVE shall be from July 1 through June 30.
Section B. Dues. Dues are set by the Board of Directors. Members will be notified when payments fall due.
Section C. Budget. The budget shall be prepared annually by the Finance Committee, in cooperation with the Treasurer and presented to the Executive Committee.
Section D. Conference Registration Fee. Biennial international conference registration fees and regional conference fees shall be reported to the Board of Directors by the Conference Chairs.
Section E. Audit. The financial records shall be audited externally every two (2) years and presented to the Board.

Article V. Officers

Section A. Officers. The officers of IAVE shall be President, Vice-President, Secretary and Treasurer. The President will be elected by the Board; the Vice-President shall be elected by the members. The Secretary and Treasurer will be elected by the Board.
Section B. Requirements for Office. President and Vice-President must have been members in good standing of IAVE for a minimum of one year prior to election, and have participated in at least one world conference or regional conference. They must have served on the Board for at least two (2) years within the past five (5) years.
Section C. Terms.

The President and Vice President shall be elected for a term of four (4) years, by mail ballot and shall take office at the first board meeting after the election.

Officers shall serve for one term and may be re-elected for one additional term. No officer may serve in any one capacity for more than two consecutive terms.

The Immediate Past President shall serve one year immediately following his/her term as President.

Section D. Duties of Officers.

World President:

a) Shall preside at all meetings of the Board of Directors, Members’ Meetings, and of the Association.
b) May be the Chief Executive Officer and an ex-officio member of all committees except Nominating.
c) Shall have the power to call special meetings of the Board of Directors and Members’ Meetings.
d) Shall notify newly elected board members of their elected position immediately after the election.

2. Vice President:

a) Shall perform the duties of President in the absence or inability of the President.
b) Shall perform any duties related to the office and assigned by the President.

3. Secretary:

a) Shall keep the records and minutes of all meetings of the Board of Directors and the Association.
b) Shall perform all duties related to the office and other duties assigned by the President.

4. Treasurer:

a) Shall have oversight of the collection and disbursement of the funds of IAVE and of all records thereof.
b) Shall submit an annual financial report to the Board of Directors.
c) Shall perform all duties related to the office and other duties assigned by the President.

Article VI. Board of Directors

Section A. Composition. The Board of Directors, entitled to vote, shall be: the President, Vice President, eight (8) Regional Representatives, the Immediate Past President, the Founder and Life Member, and up to six (6) board members, either appointed by the Board of Directors or elected by an appropriate constituency within the membership, in line with current strategic priorities. The Board may, at its discretion, appoint honorary non-voting Board members.
Section B. Authority. The IAVE Board of Directors shall conduct the affairs of the Association in accordance with the articles of incorporation, by-laws, standing rules, and directives adopted by the Members voting in a Members’ Meeting. The IAVE Board of Directors shall be responsible for:

              a) the operating policies and practices of the Association;
              b) the fiscal management of the Association and approval of accounts;
              c) the management of contracts or agreements executed by IAVE.

The action of the IAVE Board shall be conclusive and final and shall bind the Association for any and all purposes.

Section C. Terms

The regionally elected Board Members shall be elected for a term of three (3) years by mail ballot and may be re-elected for a further term of three years.

The Board of Directors shall take office at the first board meeting following their election.

Appointed Board Members shall be appointed for a term of no more than three (3) years and may be re-appointed for an additional three (3) year term.

No Board Member may serve for more than two consecutive terms in any one capacity, and in any case no Board Member shall serve for more than fourteen (14) consecutive years, with the exception of the Founding President.

Board members elected by a membership constituency at the World Conference will serve a two (2) year term, between conferences.

Section D. Board Meetings

Dates and Site: Shall be at the time and place voted by the Board of Directors.

Section E. Quorum. Fifty percent plus one of the members shall constitute a quorum of the Board of Directors for the transaction of business. The vote of a majority of the board members present at a meeting shall be the act of the Board of Directors. A meeting, at which a quorum is initially present, may continue to transact business notwithstanding the withdrawal of Board Members if any action taken is approved by at least a majority of the required quorum for such meeting. In the absence of a quorum, the majority of the Board of Directors present may adjourn to another day certain or sine die, until the next meeting of the world conference, or may set the time for conducting business by mail, e-mail or conference call.

Article VII. Elections

Section A. Elections.

Board Elections.
1.1 The President shall be elected by the Board from candidates     nominated by members in good standing from the list of those eligible and willing to be so nominated.

1.2   The Vice President shall be elected by the members of IAVE in good standing.

1.3    Elected Directors shall be elected by IAVE Members in good standing in the region which they seek to represent.

1.4   Youth Representative(s), the Representative of National Representatives and National Volunteer Centres Representative will be elected by members of IAVE in good standing in attendance at the constituency meetings which are held in conjunction with the World Conference. Where that is not possible they will be appointed by the Board.

Voting.   Members shall have the right to nominate a candidate for President from the list of those eligible; also to one vote for Vice-President and one vote for a regional board member representing their region.

Ballot.   Election shall be by mail or e-mail ballot, or by paper ballot in the case of constituency meetings.

Counting.   The ballots shall be collected and counted by the tellers appointed by the Nominating Committee.

Disposition of Ballots.   Ballots shall be held in safekeeping until the adjournment of the world conference immediately following the election. After adjournment the ballots shall be destroyed by the Secretariat with the permission of the Nominating Committee Chairperson.

Section B. Nominating Committee.

Composition. One Board Member shall chair the Nominating Committee. The Committee will consist of members recommended by the regional board members and/or President or Vice-President.
Term. Nominating Committee Members shall serve for a term of two (2) years.
Duties. The Nominating Committee shall:
a) Work to create a qualified pool of candidates for election and for appointed positions.
b) Mail or e-mail instructions for the nominating procedure and nomination forms to all financially current members.
c) Review the nominees for the purpose of confirming their eligibility.
d) Send election papers/ballots to all financially current members in the relevant region or constituency.
Chair. The Chair of the Nominating Committee shall be appointed by the President, confirmed by the Board of Directors.

Section C. Vacancies. Any vacancy occurring in the Board of Directors or Nominating Committee during the term shall be filled by appointment of the President in consultation with members of the Board. The appointed person shall serve until the next election process.

Article VIII Executive Committee

Section A. Composition. The Executive Committee shall consist of the President, Vice President, Secretary, Treasurer and Chairpersons of the Nominating Committee and other standing committees. This Committee shall be chaired by the President.

Section B. Authority. The Executive Committee shall have general supervision of the affairs of the Association between business meetings of the Board of Directors, make recommendations to the Board of Directors, and shall perform such other duties as prescribed by the by-laws, and those assigned by the Board of Directors. The Executive Committee shall be subject to the orders of the Board of Directors and none of its acts shall conflict with the action of the Board of Directors of IAVE.

Section C. Meeting. The Executive Committee shall meet at least twice between Board Meetings and may do so at a time and place agreed or through telephone or video conference or through other means.

Section D. Reports. Transactions of business in which the Executive Committee must act for the Board of Directors shall be reported at the next meeting of the Board of Directors.

Section E. Quorum. A quorum shall consist of 50% plus one of the
Executive Committee.

Article IX. Standing Committees

Section A. Standing and Special Committees. The IAVE Board of Directors shall appoint Standing Committees and shall have the authority to create any special committee which it deems necessary. All such committees shall be chaired by a board member and shall report to the board.

Section B. Standing Committees. The Standing Committees shall be appointed by the Board of Directors in line with strategic priorities at the time.

Article X. Members Meetings

Section A. Purpose.

1. Function as the governing body of IAVE.

2. Receive reports and information from the IAVE Board of Directors.

3. Receive the report of the results of the election of President, Vice President, Regional Board Members and appointed Board Members.

4. Receive biennial report and accounts.

Section B. Meetings. The regular Members Meeting shall be during each World Conference.

Section C. Special Meetings. Special meetings may be called by the Board of Directors, or by 40 members in good standing, representing a minimum of three regions, should the Board of Directors refuse to do so.

Section D. Mail Meetings. In the event that a meeting cannot be held, elections and amending of the by-laws may be transacted by mail or electronic written transmission and shall be called “Mail Members Meetings.”

Section E. Voting Rights. Voting Rights will be held by IAVE members in good standing at the time of the meeting. Each member shall have one vote.

Section F. Quorum. The presence of 50 or more of voting members from at least 10 different countries and 3 different regions shall constitute a quorum of the IAVE Members Meeting for the transaction of business. The vote of a majority of the voting members present at a meeting shall be the act of the Members Meeting. A meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of members if any action taken is approved by at least a majority of the required quorum for such a meeting.

Section G. Minutes. Minutes of all Members Meetings shall be filed by the Secretary of IAVE and copies distributed before or at the next Meeting.

Article X1. Regions

Section A. Purpose.

1.   To provide an opportunity for members within each region to participate in activities of IAVE. The regions are: Africa, Arab Region, Asia/Pacific, Europe, North America, Central/South America.

   2.   To encourage, facilitate and promote the purposes of IAVE.
   3.   To actively identify and recruit membership in IAVE.

Section B. Meetings. Meetings shall be called to promote exchange of information among members in the region.

Section C. Regional Board Members. Board Members elected within their region will give leadership to the development of IAVE within the region and undertake such duties as may be assigned by the President or the Board of Directors.

Section D. National Representatives.

1. Requirement for Office. National Representatives must be current members of IAVE.

2. Duties may vary, but will include:

a) To work to increase the level of awareness of volunteering in the nation.

       b) To increase the capacity of local leadership to creatively and           effectively involve volunteers.

c) To build IAVE into an organization with visibility.

3. Appointment. The National Representatives shall be appointed by the Regional Board Member in consultation with the President and the Executive Committee.

4. Term. The term of office shall be two (2) years, renewable upon evaluation by the Regional Board Member in consultation with the President.

5. Meetings. There shall be a meeting of National Representatives at each world conference and at other such opportunities as they occur.

6. National Representatives shall elect one of their number to serve on the IAVE Board. The term of office shall be two (2) years, provided the individual concerned remain a national representative during this time. He/She may be elected for a second term.

Article X11. Program

Section A. Purpose. To provide an opportunity for the membership to meet together, to exchange information, learn about and support volunteer effort in the world, and conduct the business of IAVE. This program includes: the World Conference, Regional Conferences, Training Programs, Workshops, Forums, and Councils.

Section B. Date and Site. The World Conference shall be held every two (2) years at a date and place set by the Board of Directors in cooperation with the Conference host. Regional conferences, training programmes and workshops shall be conducted as determined by the Board of Directors.

Section C. Conference Proceedings. The records of the program, proceedings, financial records, procedure book and all other data shall be reported to the Board of Directors by the world conference committee. After action by the Board of Directors, the Secretariat shall maintain the records of all programs.

Article X111. Amendments

Section A. Amendments. These by-laws may be amended at any Members Meeting by a two-thirds vote. Proposed amendments shall be submitted to the Chair of the By-Laws Committee in time for distribution to the membership sixty (60) days prior to a Members Meeting during the World Conference for the purpose of giving notice of the proposed amendment. Any exception to this must have the unanimous recommendation of the Board of Directors to allow consideration and then it may be adopted only by a two-thirds vote of the electors.

Section B. Emergency Provision. In an emergency where action is necessary between conferences, or because no World Conference is held, a mail vote may be taken on proposed amendments, addressed to the last known address of the voting electors, not less than sixty (60) days before the proposed effective date of the amendment or amendments. This vote shall be deemed valid if two-thirds of the total of all responding representatives return an affirmative vote, by ten (10) days before the effective date of the amendment or amendments.

Article X1V. Dissolution of Association

Section A. Assets. The property of this Association is irrevocably dedicated to charitable purposes and no part of the net income or assets of this Association shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person. Upon dissolution or close of the Association, its assets remaining after payment, or provision of payment, of all debts and liabilities of this Association shall be distributed to a non-profit fund, foundation or association which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501 (c) (3) of the Internal Revenue Code of the United States if the organization is incorporated in the United States.

Article XV. Parliamentary Authority

Section A. Roberts Rules of Order Newly Revised shall apply on all
questions of procedure and parliamentary law not specified in these by-laws. The IAVE Board of Directors may approve the request of regions to use the commonly accepted authority in their countries as parliamentary authority.

As amended by a Mail Meeting in December – January 2007 -08 and further amended at the Biennial Members’ meeting,

Panama City, Panama
April 3 2008.

Signed: ……………………………………………

Dr Kang Hyun Lee, President and CEO.
President and CEO.