Articles of Inc˜p˜ation and Bylaws

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Articles of Incpation and Bylaws 2016 GAMMA PHI BETA SORORITY February 22, 2017

Transcript of Articles of Inc˜p˜ation and Bylaws

Articles of Inc�p�ation and Bylaws2016

GAMMA PHI BETA SORORITY

February 22, 2017

ARTICLES OF INCORPORATION OF

GAMMA PHI BETA SORORITY, INC.

1. This corporation is organized and its operations shall be conducted exclusively for educational, charitable and social purposes, including pleasure, recreation, fraternal and other non profitable purposes, and specifically to accomplish the following objects and purposes: (a) To develop the highest type of womanhood through education, social life and service to country and

humanity. (b) To aid, foster and promote the establishment and maintenance of a sisterhood of college and university

known as Gamma Phi Beta Sorority. (c) To aid, encourage, promote and contribute to the education of women students enrolled in any school,

college or university in the United States of America or its territories or possessions and in the Dominion of Canada, and to provide and promote educational advantages, opportunities and facilities for such students and to assist them in the improvement of their physical, mental and moral development.

(d) To aid and assist such students financially or otherwise by the establishment or financing of endowments, fellowships and scholarship incentives and awards.

(e) To provide for the distribution of a Sorority magazine and such manuals and other printed or written material as may be of value in promoting the interests of the Sorority.

(f) To aid, promote and foster the development of good character, good personality, good citizen-ship and experience in democratic living among the student members of the Sorority or any affiliated group or groups.

(g) To provide national and international leadership and guidance for the individual student members, and to provide a central office for the administration and supervision of the affairs of the Sorority and affiliated groups.

2. This corporation is not organized or created and shall not be maintained or operated for private gain or personal or pecuniary profit or benefit. All of its funds and assets, together with the net earnings thereof and income realized there from shall be exclusively devoted to the educational, charitable and social objects and purposes hereinabove expressed. No substantial part of the activities of this corporation shall consist of carrying on propaganda or otherwise attempting to influence legislation and this corporation shall not participate in or intervene in political campaigns on behalf of any candidate for public office. No individual member, director, officer, employee or agent of this corporation or any other person shall receive, or be entitled to receive, under any circumstances, any pecuniary profit or benefit from the operation or liquidation thereof except as reasonable compensation for services rendered in effecting one or more of the purposes of the corporation. Upon any dissolution of the corporation or any partial or entire liquidation of its property and assets, no part of such money, property or assets shall be distributed to any individual, director, officer or other person, but such assets and property shall be distributed, disposed of or used for similar educational, charitable or social purposes as set forth in the Articles of Incorporation and as may be determined by three-quarters vote of the Board of Directors. 3. The members of this corporation shall be divided into two classes, namely, the voting members and the nonvoting members. The voting members shall be confined to the duly affiliated active (or collegiate) and alumnae chapters of Gamma Phi Beta Sorority; the nonvoting members shall be as provided in the Bylaws of the corporation. 4. These Articles of Incorporation may be amended or revoked only at Convention by a three-fourths vote of all delegates, pursuant to procedure prescribed in the Bylaws. The Bylaws may be amended or revoked as provided in the Bylaws.

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GAMMA PHI BETA SORORITY BYLAWS

ARTICLE I — ORGANIZATION SECTION 1. INTERNATIONAL ORGANIZATION — Gamma Phi Beta Sorority, Inc. (“Sorority”) shall be an

international organization composed of collegiate members and alumnae members. SECTION 2. ORGANIZATION OF THE MEMBERSHIP

a. Collegiate members shall be organized into collegiate chapters. b. Alumnae members shall be organized into alumnae chapters. c. Chapters shall derive their power from a charter granted by International Council. d. Collegiate and alumnae chapters shall be grouped together by International Council for the

purpose of manageable governing and ease of communicating, in the manner set forth in the Rules and Procedures of the Sorority.

SECTION 3. GAMMA PHI BETA FACILITIES MANAGEMENT COMPANY

a. The ownership, leasing and/or management of real property for member housing, meeting space or other business operations may be furthered by a corporation, limited liability company or other legal entity established and maintained by the Sorority for such purposes.

b. The Gamma Phi Beta Facilities Management Company (“Facilities Management Company”) shall provide facilities management services.

SECTION 4. GAMMA PHI BETA FOUNDATION – The educational and charitable purposes of the Sorority may be

furthered by the Gamma Phi Beta Foundation (“Foundation”), through operation in accordance with the Articles of Incorporation and Bylaws of the Foundation.

SECTION 5. AFFILIATED HOUSE CORPORATIONS a. The Sorority may cause to be established a non-profit corporation to own, lease or

otherwise acquire a house, lodge, living quarters, room or share in group housing for the use of a collegiate chapter (“Affiliated House Corporation”).

b. Any Affiliated House Corporation which at any time shall own, hold, lease or otherwise acquire and use property or funds for the benefit of any collegiate chapter shall be an affiliated and subordinate unit of the Sorority subject at all times to the jurisdiction of International Council, and governed by the Articles of Incorporation, the Bylaws and the Rules and Procedures of the Sorority.

SECTION 6. FOUNDERS DAY — The anniversary of the founding of the Sorority, November 11, 1874, shall be

designated as Founders Day. Each chapter shall schedule a Founders Day program in November.

ARTICLE II — MEMBERSHIP SECTION 1. MEMBERSHIP DEFINED — Prior to Initiation, a woman shall be known as a new member. After

meeting all Initiation eligibility and financial requirements, a new member shall be initiated by a collegiate chapter and become a member for life, unless her privileges, benefits and obligations are terminated by resignation or by removal for cause.

SECTION 2. COLLEGIATE a. Membership (1) Eligibility — Any woman shall be eligible for membership, provided: (a) She is currently enrolled in a college or university where there is a

collegiate chapter.

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(b) She is not, nor has been, an initiated member of an existing National Panhellenic Conference fraternity/sorority.

(2) Requirements — Any eligible woman may be offered membership, provided she has received an affirmative rating by the collegiate chapter or in the formation of a colony, she has been selected by the collegiate extension recruitment team.

b. Initiation (1) Eligibility — A new member shall be eligible for Initiation, provided: (a) She has had a minimum of six weeks of new member education, except

in the case of installation of a new chapter or if special exception is granted by International Council or its designee.

(b) She is currently enrolled in the college or university where the initiating collegiate chapter is located, unless she is a new member to be initiated at the time of a collegiate chapter installation or special exception is granted by International Council or its designee.

(c) She has met the academic requirements for good standing determined by the college or university administration.

(2) Right of Initiation — A new member who is eligible shall be entitled to Initiation, unless:

(a) She is incompatible with the chapter; or (b) Her conduct is unbecoming; or (c) She has refused her new member responsibilities or financial obligations

to the Sorority. c. Affiliation — A member of one collegiate chapter who transfers to another college or

university where there is a collegiate chapter of the Sorority may be affiliated by the second chapter, provided:

(1) The chapter that initiated her has sent a recommendation for affiliation and a statement affirming her fulfillment of all chapter, international and Affiliated House Corporation or Facilities Management Company financial obligations.

(2) The affiliating chapter votes to accept the affiliating member by a 2/3 affirmative vote.

d. Resignation - A member in good standing may submit a voluntary resignation in writing to the collegiate chapter president and/or chapter advisor, following the procedure set forth in the Rules and Procedures of the Sorority.

e. Disciplinary Action (1) A member is subject to disciplinary action and possible termination of

membership: (a) If she fails or refuses to perform or accept her duties and obligations of

membership; or (b) If she violates any official rule or policy adopted by the Sorority or her

chapter; or (c) If she is disloyal to the Sorority or her chapter; or (d) If she fails to cooperate in the best interest of the Sorority or her

chapter; or (e) If she engages in conduct detrimental to the reputation or well-being of

the Sorority, her chapter or other members. (2) The procedure for disciplining a member shall be as set forth in the Rules and

Procedures of the Sorority. f. Reinstatement — Only former members who have voluntarily resigned with an

endorsement for reinstatement or whose memberships have otherwise been terminated for financial reasons may be reinstated upon a four-fifths vote of International Council upon the following terms and conditions:

(1) Period of Time

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(a) At least two years have elapsed since the effective date of membership termination or resignation.

(b) Under special circumstances, a reinstatement may occur before two years have elapsed with approval of International Council by a four-fifths vote.

(2) A written request for reinstatement is submitted to International Council. (3) All financial obligations in arrears at the time of termination have been satisfied. (4) A reinstatement fee is paid. (5) A badge is procured through the Sorority. SECTION 3. ALUMNAE a. Obligations — Each alumna member of Gamma Phi Beta is expected to fulfill her financial

obligations to the Sorority. These obligations may include, but shall not be limited to, international dues, local alumnae chapter dues, and donations to the Foundation.

b. Eligibility – All members initiated as collegians shall be granted alumnae status upon graduation from college or as provided otherwise in the Rules and Procedures of the Sorority.

c. Eligibility for members initiated as alumnae: (1) Alumnae of local collegiate groups to which a collegiate charter is granted are

eligible for alumnae membership in Gamma Phi Beta. (2) A woman who is in accord with the aims of Gamma Phi Beta shall be eligible to

become an alumna member, provided the following criteria are satisfied: (a) She is not an initiated member of another National Panhellenic

Conference group. (b) She is not currently employed by the Sorority, Facilities Management

Company, Foundation or an Affiliated House Corporation. (c) She has satisfactorily completed the designated course of Sorority education.

(d) She has received approval of the initiating chapter, or local alumnae group (if one exists) and International Council or its designee.

d. Disciplinary Action (1) An alumna member is subject to disciplinary action and possible termination of

membership: (a) If she violates any official rule or policy of the Sorority, or

(b) If she engages in conduct detrimental to the reputation or well-being of the Sorority, a collegiate or alumnae chapter (if applicable), or other members.

(2) The procedure for disciplining an alumna member shall be as set forth in the Rules and Procedures of the Sorority.

ARTICLE III — COLLEGIATE CHAPTERS SECTION 1. DEFINED — A collegiate chapter shall be a chartered group of women students of an approved

college or university. SECTION 2. GRANTING OF CHARTER

a. International Council may, by a four-fifths vote, grant a charter for a collegiate chapter to a colony when International Council deems the colony has met the standards of the Sorority.

b. Upon installation, the chapter shall maintain local autonomy with respect to the chapter operation and management, provided the chapter adheres to the Sorority’s bylaws, rules, procedures and policies.

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SECTION 3. CHAPTER NAMES — Collegiate chapters shall be assigned their names from the letters of the Greek alphabet in regular order. When the letters have been used once, they shall be repeated with the Greek letter "Alpha" prefixed thereto; then repeated with the Greek letter "Beta" and with successive Greek letter prefixes as required.

SECTION 4. CHARTER MEMBERS — Unless special exception is granted by International Council, charter

members of a collegiate chapter shall be only those initiated at the time of installation who are registered in the college or university when the chapter is granted its charter, provided that they shall have met the Initiation requirements of the Sorority.

SECTION 5. CHAPTER FACILITIES — Upon a determination to establish a collegiate chapter, International Council

shall determine which form of facility is required and whether such facility shall be owned, leased or otherwise acquired by the Sorority, the Facilities Management Company or an Affiliated House Corporation.

SECTION 6. CHAPTER PROBATION — A chapter may be placed on probation by International Council for a

specified period of time: a. If its scholarship is below the standards prescribed by the Sorority; or b. If its membership has fallen below the standards set for such chapters; or c. If it has failed to cooperate with the international officers in meeting its financial

commitments or in performing its duties and obligations as a chapter of the Sorority; or d. If it has failed to meet the Sorority standards of conduct so as to damage the reputation

and prestige of the Sorority or so as to interfere with the internal operations and functions of the Sorority.

SECTION 7. CHARTER REVOCATION AND SUSPENSION

a. A chapter's charter may be revoked or suspended by the unanimous vote of International Council: (1) If the college or university at which the collegiate chapter is located discontinues

sororities on its campus; or (2) If conditions at the college or university preclude the chapter's adherence to the

Bylaws of the Sorority; or (3) In extreme circumstances when there is a reasonable belief that a chapter has

and/or a number of its members have committed a serious violation(s) of federal, state, provincial or local laws, university policies and/or Gamma Phi Beta policies such that swift action is necessary to ensure that charter revocation or suspension will be effective immediately; or

(4) If it has not fulfilled the terms of its probation. b. Use of Name — When the chapter's charter is revoked or suspended, no part of the name

of Gamma Phi Beta may be used in establishing a local chapter on that campus. c. Disposition of Property — When a charter is revoked: (1) All Sorority paraphernalia and chapter records including the charter and roll

book(s) shall be shipped or otherwise delivered to International Headquarters within 30 days.

(2) All Assets of the chapter shall be transferred to the Sorority (3) The transfer of such Assets shall be made within two years after such charter

revocation or cessation of the chapter, but International Council or its designee may appoint at any time an administrator to manage the Assets pending such transfer.

(4) In the event of chapter indebtedness to the international Sorority, such administrator shall be appointed immediately unless International Council shall determine such appointment is not necessary to protect the interests of the Sorority. Upon appointment of any such administrator, the title, ownership and

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all rights to such Assets shall vest immediately in The Sorority and may be managed and disposed of at the direction of International Council or its designee.

(5) the Sorority shall be entitled to receive the income of such fund or property. (6) If the collegiate chapter has not been reactivated within five years from the date

of the charter revocation, then the principal fund shall become the property of the Sorority, absolutely.

SECTION 8. CHAPTER REORGANIZATION — When International Council, after consulting the local alumnae

chapter and Affiliated House Corporation or the Facilities Management Company, as applicable, deems it in the best interest of the Sorority to reorganize a collegiate chapter, any present collegiate member of that chapter may be designated an alumna by International Council. Any member so designated shall remain an alumna unless otherwise designated by International Council.

SECTION 9. REACTIVATION a. International Council may reactivate a chapter’s charter that has been previously revoked.

Such chapter shall take the collegiate chapter name it bore before revocation. b. If the chapter is reactivated within five years for a collegiate chapter or within ten years for

a chapter’s Affiliated House Corporation, a sum equal to the fair value of the Assets transferred pursuant to Section 7 c. of this Article III shall be made available to the chapter or its Affiliated House Corporation, as the case may be, for the use and benefit of the collegiate chapter as determined by International Council.

SECTION 10. CHAPTER DISPENSATION a. If a collegiate chapter establishes to the satisfaction of International Council that the

enforcement of the statutes of the Sorority in every particular would threaten the existence of the chapter, International Council may, by a four-fifths vote, grant such temporary dispensation as it may deem proper and desirable, keeping in mind the best interests of the Sorority as a whole.

b. All dispensations shall be subject to annual review by International Council, which may revoke or modify such dispensation or affirm same by a four-fifths vote at any regular or special meeting.

c. If such dispensation is not granted, the chapter may present its case at the next meeting of International Council for reconsideration and vote.

SECTION 11. GOVERNMENT

a. Bylaws — Each collegiate chapter shall adopt bylaws for its government. Such bylaws shall not conflict with the Articles of Incorporation, Bylaws or Rules and Procedures of the

Sorority. b. Membership — Membership entails the fulfillment of all obligations imposed by the

Sorority and the chapter. c. Officers — The officers of the collegiate chapter shall include president, administrative vice

president, financial vice president and such officers as are required in the Rules and Procedures of the Sorority.

d. Meetings — Each collegiate chapter shall hold regular weekly meetings during the college term at which all members shall be required to be present. Ritual must be observed during at least one-half of the meetings each month.

SECTION 12. CHAPTER SUPERVISION a. Chapter Advisory Board — Each chapter shall have a chapter advisory board. b. Special Supervision — At any time deemed necessary, a chapter may be placed under

special supervision by International Council.

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ARTICLE IV — ALUMNAE CHAPTERS SECTION 1. ALUMNAE CHAPTERS a. Defined — An alumnae chapter shall be a chartered group of Gamma Phi Beta alumnae. b. Granting of Charter — International Council, by a four-fifths vote, may grant a charter for

an alumnae chapter when International Council deems the alumnae chapter has met the standards of the Sorority.

c. Chapter Names — Alumnae chapters shall take their names from the city, town or area in which founded unless special permission is granted by International Council or its designee to use another name.

d. Charter Revocation — If an alumnae chapter has failed to meet its international obligations, International Council may revoke its charter.

e. Disposition of Property (1) If the charter of any alumnae chapter is revoked, all Sorority manuals, records and

property of the chapter shall be shipped to International Headquarters, and all funds shall be transferred to the Sorority.

(2) If the chapter is reactivated within five years from the date of revocation, a sum equal to the fair value of the Assets so transferred shall be returned to the chapter.

f. Reactivation of Chapter — International Council may reactivate an alumnae chapter whose charter has been previously revoked.

g. Government (1) Statement of Compliance — Each alumnae chapter shall adopt the following

Statement of Compliance annually: “___________ Alumnae Chapter of Gamma Phi Beta Sorority, Inc. hereby agrees

to adopt and comply with all rights and responsibilities for alumnae chapters, enumerated in the current Articles of Incorporation, Bylaws, and Rules and Procedures of Gamma Phi Beta Sorority, Inc.”

Such statement is to be signed and dated by a member in good standing who represents said chapter.

(2) Officers — The officers of the alumnae chapter shall include president, vice president, treasurer and such officers as are required in the Rules and Procedures of the Sorority.

(3) Meetings — There shall be at least two meetings or activities each year, including at least one to which only members of the Sorority shall be admitted.

SECTION 2. ALUMNAE REFERENCE COMMITTEE — Each alumnae chapter shall provide for an alumnae

reference committee for the purpose of supplying references from its area to the collegiate chapters.

ARTICLE V — COLLEGIATE CHAPTER FACILITIES

SECTION 1. LOCAL FACILITIES ADVISORY COMMITTEE —

a. If a facility for the use of a collegiate chapter is owned or to be owned, rented or acquired, by the Facilities Management Company, it shall be the obligation of the local alumnae under the supervision of the Facilities Management Company to form a local facilities advisory committee to assist in executing the operations of the facility.

b. Local facilities advisory committees shall be the affiliated and subordinate units of the Facilities Management Company, subject at all times to the jurisdiction of the Facilities Management Company, and governed by the Articles of Incorporation, the Bylaws, the Rules and Procedures of the Sorority and the governing documents of the Facilities Management Company.

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c. Local facilities advisory committees shall not incorporate, obtain Federal Employer Identification Numbers or otherwise operate other than as an advisory committee to the Facilities Management Company.

d. Each local facilities advisory committee shall be composed of at least three alumnae members as long as the related collegiate chapter is in active status, the chapter advisor and financial advisor (both of whom shall be two of the three alumnae members) and president, financial vice president and facilities manager of the related collegiate chapter shall be voting ex-officio members of such committee.

e. The collegiate chapter shall be obligated to cooperate in carrying out these purposes. f. In the event that a local nonprofit corporation (“Affiliated House Corporation”) has been

previously formed for such purpose, the Affiliated House Corporation shall function in place of the local facilities advisory committee as outlined elsewhere in Article V.“

SECTION 2. AFFILIATED HOUSE CORPORATIONS a. The charter, articles of incorporation and bylaws of any Affiliated House Corporation shall

contain such terms as may be required by International Council, and any amendment of such governing documents must be approved by International Council or its designee before becoming effective.

b. Whenever any amendment to the International Articles of Incorporation, Bylaws, or Rules and Procedures of the Sorority requires amendment of the charter, articles of incorporation or bylaws of an Affiliated House Corporation, such amendment of the governing documents of the Affiliated House Corporation shall be adopted as promptly as feasible.

c. Each Affiliated House Corporation shall maintain its own federal tax identification number and state tax exemption (if available) and shall file such reports and information with governmental agencies as may be required by law and shall also file with the International Headquarters of the Sorority copies of its charter or articles of incorporation and bylaws and all amendments thereto, its annual financial statements and such other pertinent information as may be required by International Council or its designee.

d. An Affiliated House Corporation shall be managed by a board of directors composed of at least three alumnae members of the Sorority and, so long as the related collegiate chapter is in active status, the chapter advisor, financial advisor, president, financial vice president and facilities manager of the related collegiate chapter shall serve as voting ex-officio members of such board.

e. Upon mutual written agreement, an Affiliated House Corporation may transfer its ownership, lease or other right of occupancy to the Sorority and upon such transfer, the Affiliated House Corporation shall dissolve and cease to exist and the local alumnae shall form a local facilities advisory committee consistent with this Article V.

f. In the event of the failure of an Affiliated House Corporation to comply with all applicable requirements and policies of the Sorority, International Council may direct that such corporation be dissolved and the Assets transferred to the Sorority.

g. The collegiate chapter shall be obligated to cooperate in carrying out these purposes. SECTION 3. SUPERVISION — International Council or its designee shall be the principal representative of the

Sorority in all matters concerning Affiliated House Corporations and local facilities advisory committees.

SECTION 4. BORROWING — The charter, Articles of Incorporation and/or Bylaws of each Affiliated House

Corporation shall, to the extent permissible under local law, provide that it may not borrow more than $10,000 from any source or sources without the prior approval of International Council or its designee.

SECTION 5. SURRENDER OR REVOCATION OF CHAPTER CHARTER — If the charter of the related collegiate

chapter is surrendered or revoked, the Affiliated House Corporation shall, if requested by

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International Council to do so, promptly elect or appoint as additional directors or trustees of the Affiliated House Corporation, with full voting rights, those alumnae members of the Sorority designated by International Council.

SECTION 6. DISPOSITION OF PROPERTY a. If an Affiliated House Corporation is dissolved, liquidated or ceases to exist for any reason,

then all Assets of such Affiliated House Corporation shall be transferred to the Sorority Subject to the time limitation set forth in paragraph c., below, a sum equal to the fair value of the Assets so transferred shall be held by the Sorority to be applied for the use and benefit of the collegiate chapter in such manner and at such time or times as may be reasonably determined as appropriate by International Council or its designee.

b. The transfer of such Assets to the Sorority shall be made within two years after such revocation or cessation of the chapter or dissolution, liquidation or cessation of an Affiliated House Corporation. International Council or its designee may appoint at any time an administrator to manage the Assets, pending such transfer. Should the collegiate chapter or Affiliated House Corporation be indebted or directly or indirectly obligated to the Sorority an administrator shall be appointed immediately unless International Council or its designee shall determine that such appointment is not necessary to protect the interests of the Sorority. Upon appointment of any such administrator, the title, ownership, and all rights to such Assets shall immediately vest in the Sorority and may be managed and disposed of as determined by International Council or its designee.”

c. the Sorority shall be entitled to receive and make unrestricted use of the income from such transferred Assets. If a collegiate chapter has not been reactivated within ten years from the date of charter revocation or the date of dissolution of the Affiliated House Corporation, whichever is earlier, then the Assets (including the principal received) shall become the absolute, unrestricted property of the Sorority If a collegiate chapter remains active after dissolution of the Affiliated House Corporation and the related principal of the transferred Assets has not been fully expended for the use and benefit of the chapter within ten years from the date of dissolution of the Affiliated House Corporation, then all of the Assets, including the remaining principal, shall become the absolute, unrestricted property of the Sorority

d. At any time during the execution of this Section 6, International Council or its designee may, at its discretion, transfer such Assets to the Facilities Management Company.

ARTICLE VI — NOMINATING COMMITTEE AND APPOINTMENTS

SECTION 1. NOMINATING COMMITTEE a. Nominating Committee

(1) Purpose – The purpose of the Nominating Committee is to formulate a slate of one candidate for each office of International Council and a slate of seven candidates for the elected alumnae positions on the Nominating Committee.

(2) Composition — The Nominating Committee shall consist of a chairwoman, five elected alumnae members and two collegiate members. (a) With the exception of the chairwoman all members of the Nominating

Committee may vote. (b) The collegiate members shall be appointed as designated in the Rules

and Procedures of the Sorority. (3) Eligibility - Any alumna member in good standing is eligible to serve on the

Nominating Committee except for those concurrently serving on International Council or members who are paid employees of the Sorority Gamma Phi Beta Facilities Management Company or Foundation.

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(4) Term of Office — This committee shall serve for two years beginning August 1 following each Convention. No elected member or alternate who participates in the Nominating Committee meeting referenced in Article VI Section 1 b. (1) may serve two consecutive terms.

(5) Appointment of Chairwoman — A chairwoman, may be a former International Council member as designated in the Rules and Procedures of the Sorority, shall be appointed by International Council for a two-year term beginning August 1 of the Convention year. She may serve no more than two consecutive terms as chairwoman.

b. Committee Procedure (1) Meetings — The Nominating Committee shall meet to finalize candidate selection

no later than March 1 preceding Convention. The meeting date shall be determined by October 1 of the year prior to Convention, with the members of the Nominating Committee and alternates so advised.

(2) Submission of Names — Members, chapters or other groups of members shall submit names and qualifications of candidates for International Council and the Nominating Committee to the Nominating Committee chairwoman by February 1 preceding Convention. While serving on the committee, members and alternates are not eligible to become a candidate.

(3) International Council Slate (a) Procedures shall be outlined in the Rules and Procedures of the Sorority

and/or Nominating Committee’s working rules. (b) Selection of candidates shall be by a majority vote.

(4) Nominations Report —The list of candidates and their qualifications shall be distributed to chapters by April 1 preceding Convention.

SECTION 2 NOMINATIONS AND ELECTIONS AT CONVENTION

a. Nominations at Convention – Nominations for any office may be made from the floor, provided that the candidate has previously consented to serve. Any member intending to be nominated from the floor at Convention shall notify the Nominating Committee chairwoman at least seven (7) days prior to the opening business session of Convention.

b. Voting and Election - (1) Election of International Council

(a) International Council shall be elected at each Convention. (b) Election shall be by ballot vote. (c) Should a candidate(s) for International President receive a nomination

from the floor at Convention, her name will be added to the ballot. Subject to Article IX Section 3 (b), the candidate receiving the highest number of votes is elected. When there is a single candidate for the office of International President, election may be by voice.

(d) Should a candidate(s) for an International Council Vice President position receive a nomination from the floor at Convention, her name will be added to the ballot. Delegates will vote for six International Council Vice Presidents. Subject to Article IX Section 3 (b), the candidates receiving the highest number of votes are elected. When there are only six candidates for International Council Vice President positions, election may be by voice.”

(2) Election of Alumnae Members of Nominating Committee – Five members and two alternates shall be elected at each Convention. (a) Delegates will vote for five alumnae members of the Nominating

Committee. Subject to Article IX Section 3 (b), the five candidates receiving the highest number of votes shall be elected to the Nominating Committee. The two candidates receiving the next highest number of votes shall be elected alternates.

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(b) Should a member be unable to serve, an elected alternate determined by lot shall replace her. If a vacancy still exists on the Nominating Committee, the other members of the Nominating Committee and the chairwoman shall appoint, by majority vote, an alumna member to serve.”

SECTION 3. APPOINTMENTS

a. Appointments, including appointments of international officers other than those identified in Article VII, Section 2 as elected officers, shall be made by International Council as needed.

b. Terms — Appointments shall be made by International Council by August 1 in the off-Convention year.

c. Eligibility — Any alumna in good standing shall be eligible for appointment as an international officer.

d. Vacancies — International Council shall make the appointments to fill the unexpired term occurring in any of the appointive offices.

ARTICLE VII — INTERNATIONAL COUNCIL

SECTION 1. GOVERNING BODY — The general government of the Sorority shall be vested in International

Council. International Council shall manage the affairs and property of the Sorority. International Council shall also have the authority and responsibility to adopt such official rules, procedures and policies as International Council shall deem necessary or appropriate for the conduct of the activities of the Sorority and shall exercise on behalf of the organization all of its rights, authorities, powers and privileges; provided, however, that International Council may not, without a vote of the chapters pursuant to Article IX of these Bylaws, require individual members of the Sorority to pay any fee or dues other than those specified in Section 6 of Article X of these Bylaws. As a responsibility of office, International Council shall develop and oversee the Sorority's strategic plan and resulting initiatives.

SECTION 2. MEMBERS OF INTERNATIONAL COUNCIL — Members of International Council shall be alumnae in

good standing and not employed by the Sorority, Facilities Management Company or the Foundation. Until July 31, 2018, International Council shall consist of the International President, the Alumnae Vice President, the Collegiate Vice President, the Education Vice President, the Financial Vice President, the Membership Vice President, and the Panhellenic Affairs Vice President, all of whom shall be elected and voting members of International Council. Effective August 1, 2018, International Council shall consist of the International President and six Vice Presidents, all of whom shall be elected and voting members of International Council. The International President must have previously served at least one term on an International Council.”

SECTION 3. TERMS OF OFFICE — The members of International Council shall take office on August 1 following

Convention, or if Convention is held after August 1, immediately following. The International President shall serve for a two-year term and may serve two consecutive terms. Each Vice President shall serve for a two-year term and may serve three consecutive terms. Beginning August 1, 2018, International Council service is limited to no more than 10 consecutive years.

SECTION 4. VACANCIES — Vacancies shall be filled by the unanimous vote of the remaining members of

International Council. In case of a vacancy in the office of the International President, consideration shall first be given to a member of International Council without regard to length of service. If no member of International Council is elected to serve as International President, any alumna in good standing with prior International Council experience may be elected by International Council to fill the vacancy. In the event that a vacancy occurs between the election at Convention and August 1, the newly-elected International Council will follow these guidelines for an International Council member replacement.

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SECTION 5. MEETINGS a. Regular meetings of International Council shall be held at least once, but customarily three

times, within each fiscal year and shall be scheduled by International Council and designated as regular meetings. Members of International Council may participate in regular meetings only by attending in person. Special meetings of International Council may be called by the International President or by a majority of the elected members.

b. The new International Council shall meet in the fall following each Convention. c. Written notice of a meeting of International Council shall be given to each member thereof

at least sixty (60) days before the date of any regular meeting and at least seven (7) days before the date of any special meeting. Attendance of an International Council member at any meeting shall constitute a waiver of notice of such meeting except where the member attends for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. A written waiver of notice signed by an International Council member shall be deemed equivalent to the giving of the required notice, regardless of whether the waiver is signed before or after the meeting in question.

SECTION 6. QUORUM AND VOTING a. At all meetings of International Council a quorum shall consist of five. All questions shall be

decided by at least four affirmative votes. b. Exceptions to these requirements shall be the following: (1) Filling International Council vacancies, when a unanimous vote shall be required. (2) Revoking and suspending charters, when a unanimous vote shall be required. (3) Granting charters, when a four-fifths vote shall be required. (4) Suspending or terminating members, when a four-fifths vote shall be required. (5) Reactivating charters, when a four-fifths vote shall be required. (6) Dissolving the Facilities Management Company when a four-fifths vote shall be

required. c. Members of International Council may participate in and act at any special meeting of

International Council through the use of a conference telephone or other communications equipment by means of which all persons participating in the meeting can hear each other.

d. Any action which may be taken at a meeting of International Council may be taken without a meeting if a consent in writing, setting forth the action taken, shall be signed by all of the members of International Council entitled to vote with respect to the subject matter thereof. Any such unanimous written consent shall have the same force and effect as a unanimous vote at a duly called and constituted meeting of International Council.

SECTION 7 EXECUTIVE DIRECTOR – The members of International Council shall employ the Executive Director. The Executive Director shall be secretary and treasurer of the corporation. The Executive Director shall attend International Council meetings as directed by International Council but shall not be a member of International Council.

ARTICLE VIII— INTERNATIONAL HEADQUARTERS SECTION 1. PURPOSE — A business office to be known as International Headquarters under the supervision of

the Executive Director shall be maintained to transact business and to keep all records and supplies of the Sorority.

SECTION 2. LOCATION — The International Headquarters shall be in a location designated by International

Council. SECTION 3: GAMMA PHI BETA MUSEUM — The Gamma Phi Beta Museum shall be housed at International

Headquarters and maintained by the Sorority for the care and preservation of Sorority and Foundation artifacts and documents.

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ARTICLE IX — CONVENTIONS, SPECIAL MEETINGS AND LEADERSHIP CONFERENCES SECTION 1. CONVENTIONS a. Purpose — The purpose of Conventions shall be to receive reports, conduct business

pertaining to the general operation of the Sorority and elect officers. b. Conventions of the Sorority shall be held biennially in the even numbered years on dates

and at a place to be determined by International Council. If an emergency makes it inadvisable to hold a Convention in the year specified, International Council may, when authorized by two-thirds vote of all chapters in good standing, provide for the postponement or omission of a Convention.

SECTION 2. SPECIAL MEETINGS a. Purpose — The purpose of special meetings shall be to consider business on which

decisions cannot be delayed until the next Convention. b. Special meetings may be held at such times and places or in such manner, consistent with

these Bylaws, as International Council shall determine. c. A special meeting may be conducted in person by assembly of the delegates or, if so

specified by the resolution or call, by an electronic means sufficiently able to allow delegate access and security in voting.

SECTION 3. VOTING BODY a. Delegates — At all Conventions and special meetings:

(1) Each collegiate chapter in good standing shall be entitled to one delegate and one alternate.

(2) Each alumnae chapter with at least six members and in good standing shall be entitled to one delegate and one alternate.

(3) No international officer, elected or appointed, or member of the nominating committee may serve as an alumnae chapter delegate or alternate.

(4) No delegate duly selected by a chapter shall be denied accreditation or registration solely because the Sorority provides partial financial support for the delegate's attendance at Convention.

b. Votes — The accredited and registered delegates from each collegiate and alumnae chapter shall have one vote, except when the number of alumnae delegates equals or

exceeds the number of collegiate delegates, in which case each collegiate delegate's vote shall be so weighed that the combined vote of the collegiate delegates is fifty-one (51) percent of the total vote.

c. Delegates must be present to vote at Conventions and special meetings held in person; voting by proxy is prohibited.

SECTION 4. MAIL OR ELECTRONIC VOTING — In the event that International Council determines that it is

necessary to call for a special meeting or vote by remote or electronic means, including the authorization to postpone or omit a Convention pursuant to Article XI, Section 1.b., then each collegiate and alumnae chapter in good standing as of a date certain shall constitute the voting body.

SECTION 5. QUORUM — A majority of the accredited delegates registered shall constitute a quorum for a

Convention, special meeting or leadership conference. SECTION 6. LEADERSHIP CONFERENCES — Leadership conferences may be held as set forth in the Rules and

Procedures of the Sorority.

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ARTICLE X — FUNDS AND FINANCE SECTION 1. GENERAL AUTHORITY — The Sorority may buy, own, lease, receive by gift or otherwise acquire and

use land, buildings, furnishings, equipment, securities, money or other real or personal property and may convey, mortgage, pledge, sell, assign, transfer or otherwise deal with and dispose of any such funds or property; provided, however, that any use or disposition of any funds or other property of the Sorority must be consistent with and in furtherance of one or more of the objects and purposes of the Sorority which are set forth in its Articles of Incorporation.

SECTION 2. FUNDS

a. The General Fund shall consist of fees and dues levied upon chapters and/or members and other unrestricted income or monies paid into the Sorority treasury and shall be utilized for the transaction of Sorority business and affairs, assistance to chapters and other general Sorority purposes.

b. The Loan Fund, established in 1970 from the former Endowment-Crescent Fund Trust, shall consist of cash, notes and personal and real property. The principal of said fund shall be used for loans for the construction, purchase, lease or improvement of collegiate chapter facilities, for furnishings and equipment for such collegiate chapter facilities and for other related purposes. The Assets of the Loan Fund may, at the direction of International Council, be held by the Sorority or transferred to the Facilities Management Company. The net income from said fund may be used for additional loans or for educational or charitable purposes as may be determined by International Council or the Facilities Management Company.

SECTION 3. FINANCIAL ADVISORY BOARD — The Financial Advisory Board shall assist International Council or its

designee in achieving Sorority financial objectives through stewardship of international financial resources. a. Appointment — The Financial Advisory Board shall be appointed as set forth in the Rules

and Procedures of the Sorority. An International Council designee shall serve as a voting member, and the Executive Director of the Sorority or designee approved by International Council shall serve as a non-voting member. The number of Financial Advisory Board members will be recommended by this committee and approved by International Council or its designee. Financial Advisory Board members shall have education or experience in business, law, finance, real estate, and/or Sorority or Foundation operations.

b. As an advisory board, the Financial Advisory Board's authority shall be limited to making recommendations to International Council or its designee, and the Financial Advisory Board may not act on behalf of or bind International Council to action. International Council shall retain the policy- making authority and the responsibility for the Sorority.

SECTION 4. FISCAL YEAR — The fiscal year of the Sorority shall extend from August 1 through July 31. SECTION 5. BONDING — All those authorized to sign on the Sorority checking and savings accounts or to enter

safety deposit boxes shall be bonded. SECTION 6. FEES a. Individual Members (1) Collegiate (a) Membership Fee — $150 plus the cost of a badge is due and payable to

the chapter before Initiation and shall be remitted to International Headquarters as set forth in the Rules and Procedures of the Sorority.

(b) Affiliation Fee — An affiliating member shall pay an affiliation fee, not to exceed $25, to be retained by the affiliation chapter.

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(c) Local Facilities Fee 1. All new members and initiates of a collegiate chapter shall pay

a fee for the purpose of building, purchasing, maintaining or furnishing a collegiate chapter house, lodge or room or for the future benefit of the chapter. The amount of such fee shall be determined annually by the Affiliated House Corporation, if one exists. The amount of such fee for all other chapters shall be determined annually by the Facilities Management Company.

2. This fee shall be collected and managed by the Affiliated House Corporation, if one exists; otherwise, by the Facilities Management Company for the maintenance and development of related collegiate chapter facilities.

3. It shall be segregated from the General Fund and, at the direction of International Council, may be managed by the Facilities Management Company.

(d) International Facilities Fee 1. Each new member shall pay an international facilities fee or

$25 (effective August 1, 2011), for maintenance and development of all Sorority facilities.

2. This fee shall be adjusted every five years to reflect the cumulative change in the United States Consumer Price Index during the preceding five years.

3. It shall be segregated from the General Fund and, at the direction of International Council, may be managed by the Facilities Management Company.

(e) Reinstatement Fee — Each reinstated member shall pay a fee of $100. (f) Annual Dues — Each member shall pay annual international dues of

$100 (effective August 1, 2007). These dues are payable in equal semi-annual installments beginning the first school term following Initiation.

(g) Cost of Living Adjustment to Annual Dues –- Beginning as of August 1, 2012, the annual dues assessed per Section 6.a. (1) (f) shall be adjusted every five years to reflect the cumulative change in the United States Consumer Price Index during the preceding five years.

(h) Good Standing — Good standing shall mean fulfillment of all local and international obligations.

(2) Alumnae (a) Alumnae Initiate Fee

1. Each alumnae initiate shall pay a membership fee of $50 plus the cost of a badge purchased through the Sorority and the international alumna dues for the current year.

2. The fee and dues are due and payable to International Headquarters prior to initiation.

(b) International Alumnae Dues — Each alumna shall pay international alumnae dues in the form of: 1. Annual international alumnae dues fee of $25 (effective August

1, 2001); or 2. One-time Life Loyal dues fee, as determined by International

Council. (c) Good Standing — Good standing shall be defined as payment of

international dues. b. Chapters (1) Good Standing — Good standing of chapters shall mean fulfillment of all

international financial and reporting obligations.

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(2) Technology, Publications and Forms Fee — (Effective until July 31, 2018) Each collegiate chapter and Affiliated House Corporation shall pay a fee annually to cover the costs of the international website, publications and forms as follows: $60 for collegiate chapters with 75 or fewer members and Affiliated House Corporations supporting collegiate chapters with 75 or fewer members; and $100 for collegiate chapters with 76 or more members and Affiliated House Corporations supporting collegiate chapters with 76 or more members.

(Effective August 1, 2018) Each collegiate chapter shall pay a $2.00 per collegiate and new member fee twice an academic year to cover the costs of the international website, publications and forms. This fee shall be adjusted every five years to reflect the cumulative change in the United States Consumer Price Index during the preceding five years.

SECTION 7. BUDGETS, AUDITS AND FINANCIAL EXAMINATIONS a. International (1) General Fund Budget (a) Budget Committee — An International Council designee and the

Executive Director shall act as the budget committee. (b) The budget committee shall prepare a general fund budget and present

it annually before August 1 to International Council or adoption. (c) At each Convention a preliminary estimate of the general fund budget

for the ensuing biennium shall be presented. (2) Audit — All funds of the Sorority shall be audited annually by a certified public

accountant to be appointed by International Council or its designee. b. Chapters — Collegiate, Alumnae and Affiliated House Corporations (1) Budget — The financial vice presidents or treasurers of collegiate chapters and

Affiliated House Corporations shall use a system of budgeting and bookkeeping approved by the International Council or its designee.

(2) Financial Examination — The financial vice president’s or treasurer's accounts of collegiate chapters and alumnae chapters and Affiliated House Corporations shall be examined annually, and the report shall be submitted to International Headquarters with a copy of the Federal Return for Tax Exempt Organizations (Form 990), if such return is required by law.

SECTION 8. BORROWING — No collegiate chapter or alumnae chapter may borrow money without prior

approval of International Council. SECTION 9. LIABILITY INSURANCE — International Council or its designee may determine that it is in the best

interests of the Sorority to maintain liability insurance coverage for one or more collegiate chapters, one or more alumnae chapters, one or more Affiliated House Corporations, or any other affiliated group or organization under one or more policies of insurance maintained by the Sorority but in which such chapters, Affiliated House Corporations, or other affiliated organizations are named as additional insured parties, International Council may arrange for such a policy or policies of insurance and allocate the cost in a reasonable manner among the additional insured groups or organizations. The Sorority shall be entitled to collect from each chapter, Affiliated House Corporation, or other affiliated organization which is insured in the said manner an amount equal to its allocated portion of the total premium cost for such multi-party insurance coverage. The insurance cost payable by any chapter, Affiliated House Corporations, or other affiliated organization pursuant to this section shall constitute a general operating expense of the insured group or organization and shall not constitute a tax imposed on any individual members of the Sorority.

SECTION 10. ASSETS — As used in these Bylaws, “Assets” means “funds and property.”

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ARTICLE XI — INDEMNIFICATION OF OFFICERS AND MEMBERS OF INTERNATIONAL COUNCIL SECTION 1. DIRECT INDEMNIFICATION — To the full extent permitted by, and in accordance with the procedure

prescribed in the General Not for Profit Corporation Act of Illinois, the Sorority shall indemnify any and all of the members of International Council (which members shall hereinafter in this Article be referred to as "directors") and any and all of the officers, employees, agents and representatives of the Sorority for certain expenses and other amounts paid in connection with legal proceedings in which any such persons become involved by reason of their serving in any such Sorority capacity.

SECTION 2. INSURANCE — Upon specific authorization by International Council or its designee, the Sorority may

purchase and maintain insurance on behalf of any or all directors, officers, employees, agents or representatives of the Sorority against any liability asserted against any such person and incurred in any such capacity, or arising out of the status of serving in any such capacity, whether or not the Sorority would have the power to indemnify them against such liability under the provisions of Section 1 of this Article.

ARTICLE XII — THE CRESCENT SECTION 1. A magazine, to be known as The Crescent, shall be published by the Sorority. It shall be made

available to all members at least twice a year in the fall and spring and mailed to all collegians, alumnae dues payers and Life Loyal dues payers.

ARTICLE XIII— INSIGNIA, SYMBOLS AND RITUAL SECTION 1. INSIGNIA a. Badge (1) The badge of the Sorority shall consist of a monogram of the three Greek letters,

surrounded by a black enamel crescent, the lower part of which shall bear certain Hebrew letters. The official size of the badge shall be five-eighths inch in diameter.

(2) The only exception shall be the badge with white enamel crescent, three-quarters inch in diameter, which shall be designated for present and former Grand Council and International Council members.

(3) The International Council badge with Greek letters fully set in diamonds shall be available for purchase only by or for the International President and those who have served in that office.

b. New Member Pin — The new member pin shall be a brown shield with light brown crescent in the center.

c. Coat-of-Arms — The coat-of-arms shall be a shield topped by a burning Greek lamp, with a scroll below the shield bearing the Greek letters Gamma, Phi and Beta. The left half of the shield shall contain three carnations, the upper right quarter an open book and the lower right quarter a crescent opening to the left.

SECTION 2. SYMBOLS a. Colors — The colors shall be light and dark brown. b. Flower — The flower shall be the pink carnation. c. Open Motto — The open motto shall be "Founded On a Rock". d. Ritual Symbols — All ritual symbols, including the secret motto, grip, password and

signature shall be revealed to the candidate upon Initiation. e. Crescent — A crescent shall constitute a symbol of the Sorority. f. Greek Letters and Words, Gamma Phi Beta — The Greek letters and words, Gamma Phi

Beta, shall constitute symbols of the Sorority.

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SECTION 3. PROTECTION — Official versions of Sorority insignia, symbols and name are protected by trademark registration. The design or representation of the badge, coat of arms, new member pin, recognition pins, other jewelry, flags, the Greek letters Gamma Phi Beta and the words ‘Gamma Phi Beta’, or any derivation thereof, shall not be manufactured, created, used, reproduced, offered for sale or distributed by any person, company or firm except as specifically authorized in writing by International Council or its official representative. All rights, title and interest that may be established from the use of Sorority insignia, symbols and name shall accrue to the sole benefit of the Sorority, unless otherwise assigned in writing by International Council.

SECTION 4. RITUAL a. Rituals for pledging and Initiation are found in the official ritual manual. b. Changes in pledging and Initiation ritual may be amended only at Convention by a two-

thirds vote of delegates accredited and registered. c. Other rituals may be adopted, implemented or repealed by International Council.

ARTICLE XIV — AWARDS OF HONOR SECTION 1. COMMITTEE — The Awards committee shall consist of three members appointed by International

Council. SECTION 2. HONOR ROLL — Members in good standing who have created and developed a service for the

Sorority that has contributed notably over a period of years toward the fulfillment of the aims of the organization, and members who have given distinguished service at the highest international level over a period of years shall be deemed eligible for consideration for the Honor Roll. Members of International Council shall not be eligible while holding office.

SECTION 3. SERVICE ROLL — Members in good standing who have given long, devoted and constructive service

for a minimum of five years at the international level, and fifteen years total at both the local and international level, as well as financial support to the Foundation or the Sorority for a minimum of five years, shall be eligible for consideration for the Service Roll. Members of International Council shall not be eligible while holding office.

SECTION 4. MERIT ROLL — Members in good standing who have given long, devoted and distinguished service

to the Sorority at the local level for a minimum of fifteen years shall be eligible for consideration for the Merit Roll. Members of International Council shall not be eligible while holding office.

SECTION 5. LOYALTY AWARD — Members in good standing who have given outstanding service on the

international level for at least seven years, as well as financial support to the Foundation or the Sorority for at least seven years shall be eligible for consideration for the Loyalty Award. Members of International Council shall not be eligible while holding office.

SECTION 6. TEN-YEAR AWARD — Members who have been initiated for 10 years or more shall be eligible for the

Ten-Year Award. SECTION 7. CARNATION AWARD — Members whose outstanding achievements in fields outside the Sorority,

have brought them honor or great distinction shall be eligible for recognition of these accomplishments. Members of International Council shall not be eligible while holding office.

ARTICLE XV – AWARDS OF RECOGNITION

SECTION 1. RECOGNITION PIN – This may be worn by initiated members only. SECTION 2. MOTHER’S PIN – This may be given to any parent of a Gamma Phi Beta or to a house director.

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SECTION 3. SEVENTY-FIVE YEAR AWARD – Members who have been initiated members for seventy-five years shall be eligible for the Seventy-five Year Award.

SECTION 4. GOLDEN CRESCENT AWARD – Members who have been initiated members for fifty or more years

shall be eligible for the Golden Crescent Award. SECTION 5. TWENTY-FIVE YEAR AWARD – Members who have been initiated for twenty-five or more years shall

be eligible for the Twenty-five Year Award. SECTION 6. TEN-YEAR AWARD- Members who have been initiated for 10 years or more shall be eligible for the

Ten-Year Award. Section 7. IIKE AWARD – This is given by a local alumnae chapter to recognize a member who has made

outstanding contributions to the chapter during the previous year. She must be in good standing locally.

SECTION 8. GAMMA PHI BETA LOYAL FRIEND AWARD – This is given by local alumnae chapters or collegiate

chapters to non-Gamma Phi Betas who have given loyal support which greatly furthers the purpose and mission of a collegiate or alumnae chapter.

SECTION 9. OFFICER RECOGNITION PIN – This is given to women who serve Gamma Phi Beta as an officer at the

international level. ARTICLE XVI — AMENDMENT OF ARTICLES OF INCORPORATION AND BYLAWS SECTION 1. METHOD

a. ARTICLES OF INCORPORATION – The Articles of Incorporation may be amended or revoked only at Convention by a three-fourths vote of the voting body, provided four months’ notice has been given to all chapters and a second notice is given between five and sixty days prior to Convention.

b. BYLAWS – The Bylaws may be amended only at Convention by a two-thirds vote of the voting body, provided four months’ notice has been given to all chapters.

SECTION 2. ORIGIN — Amendments may be proposed by International Council, the Facilities Management

Company, a chapter, other groups of members or a Convention. Amendments proposed shall be signed.

SECTION 3. PROCEDURE — BYLAWS a. All proposed amendments shall be submitted to the International President and the bylaws

committee by October 15 preceding the Convention. b. International Council shall refer all proposals to the bylaws committee for wording and

placement. c. At least four months before the Convention, the Executive Director will distribute

electronically to each chapter a copy of all proposed amendments, accompanied by a statement of International Council's recommendation. The means by which the proposed amendments will be electronically distributed will be set forth in the Rules and Procedures of the Sorority.

ARTICLE XVII — PARLIAMENTARY AUTHORITY On all parliamentary questions for which provision is not made in the Bylaws, the provisions of Robert's Rules of Order, Newly Revised shall prevail.

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INDEX FOR BYLAWS Article & Section Page Affiliated House Corporation V; X, 7 6-8, 15 Affiliated House Corporation V, 2 7 Articles of Incorporation V, 2; V, 5 7-8 Borrowing V, 4 7 Budget X, 7 15 Bylaws V, 2 7 Charter V, 2, 4, 5 7-8 Disposition of Property V, 6 8 Dissolution V, 2; V, 6 8 Legal Status V, 2 7 Liability Insurance X, 9 16 Technology, Publication and Forms Fee X, 6 14 Purpose V, 1 6 Supervision V, 3 7 Affiliation, Collegiate Chapter II, 2 1-2 Eligibility II, 2 1-2 Fee X, 6 14 Alumna Status II, 3; III, 8 3, 5 Alumnae Chapter I, 2; IV, 1 1, 6 Borrowing X, 8 15 Bylaws IV, 1 6 Charter I, 2 1 Granting IV, 1; VII, 6 6, 11 Revocation IV, 1; VII, 6 6, 11 Definition IV, 1 6 Delegation IX, 3 12 Disposition of Property IV, 1 6 Finances X, 6, 7 14-15 Good Standing X, 6 14 Government IV, 1 6 Liability Insurance X, 9 15 Meetings IV, 1 6 Membership II, 3 3 Names IV, 1 6 Officers IV, 1 6 Reactivation IV, 1 6 Alumnae Fees X, 6 14 Alumnae Initiate Fee X, 6 14 Annual Dues X, 6 14 Life Loyal X, 6 14 Alumnae Chapters IV 6

Alumnae Initiates II, 3; X, 6 3, 14 Alumnae Reference Committee IV, 2 6 Alumnae Vice President VII, 2 3, 1

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Article & Section Page Amendments XVI 18 Appointments of International Officers VI, 3 10 Eligibility VI, 3 10 Terms VI, 3 10 Vacancy VI, 3 10 Parliamentarian VI, 3 10 Articles of Incorporation III, 11; IV, 1; V, 2; X, 1; XVI 5-7, 13, 18 Assets X, 10 15 General Fund X, 2; X, 7 13, 15 Loan Fund X, 2 13 Reserve Fund, Collegiate Chapters X, 6 14 Transfer of, III, 7, 9; IV, 1: V, 2, 6; X, 2 4-5, 6, 7, 8, 13 Audit Chapters X, 7 15 International X, 7 15 Awards of Honor XIV 17 Carnation Award XIV, 6 18 Committee XIV, 1 17 Honor Roll XIV, 2 17 Loyalty Award XIV, 5 17 Merit Roll XIV, 4 17 Service Roll XIV, 3 17 Awards of Recognition XV 17-18 Golden Crescent XV, 4 17 Loyal Friend XV, 8 18 Mother’s Pin XV, 2 17 Officer Recognition Pin XV, 9 18 IIKE XV, 7 18 Recognition Pin XV, 1 17 10 Year XV, 6 18 75 Year XV, 3 17 25 Year XV, 5 17 Badge II, 2; X, 6; XIII, 1 3, 14, 16 Bonding X, 5 13 Borrowing Affiliated House Corporations V, 4 7-8 Chapters X, 8 15

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Article & Section Page Budget Chapters X, 7 15 Committee X, 7 15 General Fund X, 7 15 Building Fee X, 6 14 Bylaws, International, Amendments to XVI 18 Bylaws Affiliated House Corporations V, 2 7 Alumnae Chapters IV, 1 6 Collegiate Chapters III, 2; III, 11 4-5 Carnation Award XIV, 6 17 Chapter Names Alumnae IV, 1 6 Collegiate III, 3 3 Chapters Organization I, 2 1 Reactivation Alumnae IV, 1; VII, 6 6, 12 Collegiate III, 9; VII, 6 5, 11 Reorganization, Collegiate III, 8 5 Chapter Advisory Board III, 12 6 Chapter Supervision III, 12 6 Charter Members III, 4 4 Charters, Granting Alumnae Chapter IV, 1; VII, 6 6, 11 Collegiate Chapter III, 2; VII, 6 4, 11 Charters, Revocation Alumnae Chapter IV, 1; VII, 6 6, 11 Collegiate Chapter III, 7; V, 5; VII, 6 4-5, 8, 11 Coat-of-Arms XIII, 1 16 Collegiate Chapters III 3-6 Borrowing X, 8 15 Budget X, 7 15 Bylaws III, 3; III, 11 4, 5 Charter I, 2; III, 2; VII, 6 1, 4, 11 Charter Members III, 4 4 Dispensation III, 10 5 Disposition of Property III, 7; 4-5, Facilities III, 5 4 Finances X, 6, 7, 8 14-15

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Article & Section Page Good Standing X, 6 14 Government III, 11 5 Liability Insurance X, 9 15 Meetings II, 1, 2; III, 11 1-2, 5 Membership II, 1, 2; III, 4, 11 1-2, 4, 5 Names III, 3, 7 4-5 Officers III, 11 5 Probation III, 6 4 Reactivation III, 9 5 Reorganization III, 8 5 Revocation of Charter III, 7; V, 6; VII, 6 4-5, 8, 11 Supervision III, 12 6 Technology, Publication and Forms Fee X, 6 14 Collegiate Vice President VII, 2 1-2, 10 Colors XIII, 2 16 Committees Alumnae Advisory III, 12 6 Alumnae Reference IV, 2 6 Awards XIV, 1 17 Budget X, 7 15 Nominating VI, 1; IX, 3 8-9, 12 Conduct, Standards of III, 6 4 Conduct, Detrimental II, 2; II, 3 1-2, 3 Convention VI; VII; IX; X, 7 8, 10, 12, 15 Delegates IX, 3 12 Quorum IX, 5 13 Voting IX, 3, 4 13 Crescent (symbol) XIII, 2 16 Crescent, The XII 16 Life Loyal XII, 1 16 Publication and Distribution XII, 1 16 Staff XII, 2 16 Delegates IX, 3 12 Discipline Chapter III, 6, 7 4-5 Collegian II, 2 1-2 Alumna II, 3 3 Dispensation III, 10 5 Disposition of Property Affiliated House Corporations V, 6 8 Alumnae Chapters IV, 1 6

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Article & Section Page Collegiate Chapters III, 7 4-5 Dues Alumnae X, 6 14 Collegiate X, 6 14 Elections Eligibility VI, 1 8-9 International Council VI, 1; VII 8-11 Nominating Committee VI, 1 8-9 Procedure VI, 1 8-9 Eligibility for Membership Alumnae Members II, 1, 3 1, 3 Collegiate Members II, 1, 2 1-2 Eligibility for Voting Alumnae Chapters IX, 3 12 Collegiate Chapters IX, 3 12 Executive Director VII, 7; VIII, 1; X, 3, 7; XVI, 3 10-12, 13, 15, 18 Fees Affiliation X, 6 13 Alumnae Initiates X, 6 14 Dues VII, 1; X, 6 10, 14 Initiation X, 6 14 International Facilities X, 6 14 Local Facilities Fee X, 6 14 Membership X, 6 13 New member X, 6 14 Reinstatement X, 6 14 Reserve Fund X, 6 14 Technology, Publication and Forms X, 6 15 Finances Alumnae Chapters X, 6, 7, 8 14-15 Collegiate Chapters X, 6, 7, 8 14-15 International X 13-15 Financial Advisory Board X, 3 13 Financial Obligations II, 2, 3 1-3 Financial Vice President III, 7; V, 1, 2, 3, 6; 4-5, 6-8 VII, 2; X, 3, 6, 7 10, 13-15 Fiscal Year VII, 5; X, 4 11,14 Flower XIII, 2 16 Foundation I, 4; II, 3; VII, 3 1, 3, 10

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Article & Section Page Founders Day I, 6 1 General Fund X, 2, 7 13, 15 Budget, Audit X, 7 15 Golden Crescent Award XV, 4 17 Good Standing Chapters X, 6 14 Individual Members X, 6 14 Government Alumnae Chapter IV, 1 6 Collegiate Chapter III, 11 4 International VII, 1 10 Honor Roll XIV, 2 17 Indemnification of Officers XI 16 Initiates Alumnae II, 3; X, 6 3, 14 Collegiate II, 2; X, 6 1-2, 14 Initiation Eligibility II, 2 1-3 Fee X, 6 14 Right of II, 2 1-3 Insignia XIII, 1 16 Badge XIII, 1 16 Coat-of-Arms XIII, 1 16 Protection XIII, 3 16 Insurance X, 9; XI, 2 15,16 International Council I, 2; II, 2, 3; III, 2, 4-9, 10; IV, 1; V, 2, 3-6; VI, 2; VII, 1-7; 1-18 VIII, 2; IX; X, 2, 3, 7-9; XI; XIII, 1, 3, 4; XIV; XVI, 2, 3 Meetings VII, 5, 6 11 Quorum VII, 6 11 Terms VI, 1; VII, 3 8-9, 10 Vacancies VII, 4, 6 11 Voting VII, 6 11 International Headquarters III, 7; IV, 1; V, 2; VIII, X, 6, 7 4, 6, 7, 11, 13-15 International Officers Appointments VI, 3 10 Elective VI, 1 8-9 Election VI, 2 9-10 Nomination VI, 1 8-9 Terms VI, 1, 3 8-9, 10

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Article & Section Page International President VII, 2, 4, 5; XVI, 3 10-11, 18 Leadership Conferences IX, 6 13 Liability Insurance X, 9 15 Life Loyal X, 5; XII, 1 14,16 Loan Fund X, 2 13 Administration of X, 2 13 Housing Loans X, 2 13 Loyalty Award XIV, 5 17 Meetings Alumnae Chapter IV, 1 6 Collegiate Chapter III, 11 5 Convention IX, 2 12 International Council VII, 5, 6 11 Leadership Conferences IX, 6 13 Special Meetings IX, 2 12 Membership II 1-3 Alumnae Chapter II, 3 3 Collegiate Chapter II, 2 1-3 Definition II, 1 1 Eligibility II, 2, 3 1-3 Good Standing X, 6 14 Requirements II, 2, 3; X, 6 1-3, 14 Membership Vice President VII, 2 10 Merit Roll XIV, 4 17 Mother’s Pin XV, 2 17 Motto, Open XIII, 2 16 Museum VIII, 3 12 Names, Chapter Alumnae IV, 1 6 Collegiate III, 3 4 National Panhellenic Conference II, 2, 3 2-3 Nominations, International VI, 1 8-9 Eligibility VI, 1 8-9 Nominating Committee VI, 1; IX, 3 8-9, 12 Alternates VI, 1 8-9 Chairwoman VI, 1 8-9 Composition VI, 1 8-9

26 2016 Bylaws

Article & Section Page Delegate IX, 3 12 Election VI, 2 9-10 Eligibility VI, 1 8-9 Meetings VI, 1 8-9 Members VI, 2 9-10 Nominations VI, 2 9-10 Submission of names VI, 1 8-9 Term VI, 1 8-9 Officers Alumnae Chapter IV, 1 6 Appointments VI, 3 10 Collegiate Chapter III, 11 5 International Council VII, 2 10 Organization Chapters I, 2; III; IV 1, 3-6 International I, 1 1 Parliamentarian VI, 3 10 II K E Award XV, 7 18 New member Fee X, 6 14 Panhellenic Affairs Vice President VII, 2 10 Probation Collegiate Chapter III, 6 4 Property Administrator III, 7; V, 6 4-5, 8 Disposition of Affiliated House Corporations V, 6 8 Alumnae Chapters IV, 1 6 Collegiate Chapters III, 7 4-5 Quorum Conventions and Special Meetings IX, 5 13 International Council VII, 6 11 Reactivation Alumnae Chapters IV, 1 6 Collegiate Chapters III, 9; V, 6 5, 8 Real Estate Affiliated House Corporation V, 2 7 Disposition of Property III, 7; IV, 1; V, 6 4-5, 6, 8 Financing Loans V, 4; X, 2 7-8, 13 Ownership V, 1; X, 1, 2 6-7, 13 Recognition Pin XV, 1 17 References IV, 2 6

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Article & Section Page Reinstatement of Membership II, 2 1-3 Reorganization Collegiate Chapters III, 8 5 Reserve Fund X, 6 14 Resignation of Membership II, 2 2 Revocation of Charter Alumnae Chapter IV, 1 6 Collegiate Chapter III, 7; V, 5 4-5, 8 Ritual III, 11; XIII, 4 5, 17

Rules and Procedures I, 2; II, 2, 3; III, 2, 11; IV, 1; V, 2; VI, 1; XII, 2 1-4, 6-7, 8-10, 16 Service Roll XIV, 3 17 Seventy-Five Year Award XV, 3 17 Special Meetings VII, 5; IX, 2, 5 10-11, 12-13 Supervision III, 12 6 Symbols XIII, 2, 3 16 Ten-Year Award XV,6 18 Termination of Membership II, 2, 3 2-3 Technology, Publications and Forms Fee X, 6 14 Trademark Protection XIII, 3 16 Transfers Collegiate Chapters II, 2; X, 6 1-2, 14 Twenty-five Year Award XV, 5 17 Voting Body IX, 3 12 By Mail IX, 4 3 By Proxy IX, 3 12 Financial Advisory Board X, 3 3 International Council VII, 6 11