ARTICLES OF INCORPORATION AND BYLAWS

CERTIFICATION OF INCORPORATION 35610
13 FEBRUARY 1952

"First. The name or title by which this corporation shall be known in law shall be

SOCIETY OF WOMEN ENGINEERS

"Second. The term for which it is organized shall be perpetual.

"Third. *The particular business and objectives of said corporation shall be exclusively educational and in furtherance of such educational purpose to inform the public of the qualifications, abilities and achievements of women engineers to bring about the better utilization of engineering talent for the economic and social benefit of humanity and to encourage young women with suitable aptitudes and interest to enter the engineering profession and to guide them in their educational programs.

"No part of the corporation's net earnings shall inure to the benefit of any private shareholder or individual; no substantial part of its activities shall be carrying on propaganda, or otherwise attempting to influence legislation; and it will not participate in, or intervene in (including the publishing or distributing of statements) any political campaign on behalf of any candidate for public office.

"In the event of dissolution, its assets shall be distributed to an organization or organizations organized and operated exclusively for educational purposes."

*Article Third as amended on 9th day of June, 1960, and filed on the 13th day of June,

BYLAWS
OF
THE SOCIETY OF WOMEN ENGINEERS
 (as adopted in 1958 and amended through June 1999)

ARTICLE I - NAME

Section 1 - Name
The name of this organization is the SOCIETY OF WOMEN ENGINEERS hereinafter referred to as SWE or "the Society".

ARTICLE II - OBJECTIVES

Section 1 - Purpose
The Society of Women Engineers is a non-profit, educational, service organization dedicated to making known the need for women engineers and encouraging young women to consider an engineering education. Specifically, its objectives are:

a. To inform young women, their parents, counselors, and the public in general of the qualifications and achievements of women engineers and the opportunities open to them.
b. To assist women engineers in readying themselves for a return to active work after temporary retirement.
c. To serve as a center of information on women in engineering.
d. To encourage women engineers to attain high levels of educational and professional achievement.

Section 2 - Powers
The members of the Society, either individually or collectively, are empowered to implement the objectives of the Society in consonance with the dignity of the engineering profession and the reputation of the Society. The Society may approve or adopt any report, standard, code, formula, or recommended practice pertinent to its objectives, but no substantial part of the Society's activities shall involve carrying on propaganda or otherwise attempting to influence legislation. The Society will not participate in or intervene in (including the publishing or distribution of statements) any political campaign on behalf of any candidate for public office.

ARTICLE III - MEMBERSHIP

Section 1 - Grades of Membership
a. The qualifications for the several grades of membership are as follows:

(1) Member
Any person who is or has been actively engaged in engineering work is eligible to become a Member if at the time of application for admission or advancement she/he qualifies under one of the following classifications:

(a) Holds a baccalaureate or advanced degree in engineering or engineering technology from a recognized college or university.
(b) Holds a baccalaureate or advanced degree in a science related to engineering from a recognized college or university.
(c) Has at least five years engineering experience indicating engineering competency and achievement.

(2) Senior Member
Any person who is or has been actively engaged in the profession of engineering is eligible to become a Senior Member if at the time of application or advancement she/he qualifies under one of the following classifications:

(a) Holds a degree in engineering from a recognized college or university and has at least six years of increasingly important engineering experience.
(b) Holds a degree in a science related to engineering from a recognized college or university and has at least six years of increasingly important engineering experience.
(c) Has at least 11 years of increasingly important engineering experience indicating engineering competency and achievement.
(d) Anyone who receives the SWE Achievement Award is automatically made a Senior Member, except that a Fellow of the Society who has received the SWE Achievement Award shall retain the Fellow grade.

(3) Fellow
A person who has been a Senior Member of SWE at least eight years or a Member of SWE for at least twenty years may be chosen a Fellow of the Society in recognition of her/his continuous service to the advancement of women in the engineering profession.

(4) Honorary
Any person who has achieved recognition as outstanding in the field of engineering or any person who has made a significant contribution of service to the Society may be elected an Honorary member by a unanimous vote of the ballots cast by the Council of Section Representatives provided a quorum has voted.

(5) Associate
Any person who does not qualify as a Member, Senior Member or Fellow is eligible for the grade of Associate if:

(a) She/he is engaged in work related to the practice of, or training for, engineering.
(b) He was a past member of the Men's Auxiliary Society of Women Engineers prior to June 30, 1976, and does not otherwise meet the requirements for SWE membership.

(6) Affiliate
Any person who supports the goals of the Society and does not qualify for one of the other membership grades qualifies for the grade of Affiliate. Applicants must be sponsored by a Section President, CSR member or Regional Director.

(7) Student member
Any person who meets one of the following requirements is eligible for the grade of Student member if such a person is not employed full-time in an engineering position or a field related to engineering and:

(a) Is pursuing an undergraduate course of study towards an associate or a baccalaureate degree in engineering, engineering technology, or a field related to engineering in a recognized college.
(b) Is pursuing a full-time graduate course of study in engineering or a field related to engineering in a recognized college or university. b. Subject to the Society's policies and purposes, the Society shall not discriminate in connection with its membership and its services to the public at large.

Section 2 - Membership Rights and Privileges
The membership of the Society consists of:

a. Voting Members (1) Members, who have the right to vote at all meetings, to receive all official publications, and to be candidates for any office except for the offices of President or President-Elect.
(2) Senior Members, who have the same rights and privileges as Members, but may also be candidates for the offices of President or President-Elect.
(3) Fellows, who have the same rights and privileges as Senior Members. b. Non-voting Members (1) Associates, who have the right to attend all meetings, receive official publications, and participate in Section activities, but do not have voting rights in the national organization.
(2) Affiliates, who have the same rights and privileges as Associates.
(3) Student Members, who have the right to attend all meetings and receive official publications and participate in Section activities. c. Honorary Members
Individuals whose dues are waived and who have the right to attend all meetings and receive official publications. If a member of any grade is elected to Honorary membership, that member retains the rights and privileges of the grade of membership held immediately prior to election as an Honorary Member.

Section 3 - Corporate Membership
An organization is eligible for Corporate Membership in the Society upon payment of annual dues. It may sponsor up to five of its employees as individual members of the Society, provided they apply and are admitted.

Section 4 - Admissions, Severance and Reinstatements
a. Application
An applicant for membership in the Society submits a statement of qualifications and professional references to Headquarters on a form provided by the Society. The required fees and dues must accompany the application.
b. Admission
A qualified applicant shall be admitted to the Society upon recommendation by the Admissions Committee and approval by the Board of Directors.
c. Resignation
A member in good standing may resign by submitting a letter of resignation to Society Headquarters.
d. Forfeiture
A member failing to pay dues by December 1 automatically forfeits membership.
e. Reinstatement
A person who has resigned or forfeited membership may rejoin the Society by submitting a written request to Headquarters. Dues for the current fiscal year and the reinstatement fee as indicated on the membership form must accompany the request.

Section 5 - Special Dues Categories
The Council of Section Representatives can create special dues categories. Refer to Article VI, Section 3g of these bylaws.

ARTICLE IV - OFFICERS

Section 1 - List
The officers of the Society are:

a. President
b. President-Elect
c. Three Vice Presidents
d. Secretary
e. Treasurer

Section 2 - Eligibility
a. A candidate for any office must be a voting member of the Society and must have served at least one year as a Section Representative or a Member-at-Large Representative on the Council of Section Representatives, or as a Section President, or on the former Board of Directors.
b. A candidate for President-Elect must be a Senior Member or Fellow of the Society and must have served at least two years on the Executive Committee prior to June 30, 1985, or on the Board of Directors after June 30, 1985.
c. The President-Elect automatically becomes President for the following fiscal year. If, however, between December 1 and April 1 of her/his term the President-Elect determines that she/he will be unable to serve as President the following fiscal year, a candidate for President must have the same qualifications as a candidate for President-Elect.

Section 3 - Term of Office
a. The term of office for all officers is one fiscal year.
b. The term of office for President or President-Elect is limited to one year unless, due to unusual circumstances and at the request of the Nominating Committee, the Council of Section representatives approves a second term for either one in any fiscal year.

Section 4 - Duties and Powers
a. President
The President has the following duties and powers:

(1) To represent the Society before the public and to preside at meetings of the Board of Directors, of the Council of Section Representatives, and of the Membership.
(2) To appoint the Chair of each Standing Committee and each Special Committee after consulting with the President-Elect and the Vice Presidents and receiving the approval of the Board of Directors.
(3) To present a progress report at each meeting of the Board of Directors, of the Council of Section Representatives, and of the Membership.
(4) To review the budget and authorize the signing of checks for the Society.
(5) To ensure an external audit is performed and the report presented to the Council of Section Representatives.
(6) To perform any other duties normally associated with the office of President and assume any other responsibilities assigned by the Board of Directors or the Council of Section representatives.
(7) To assist the Secretary in preparing an agenda for all meetings of the Board of Directors, of the Council of Section Representatives, and of the Membership.

b. President-Elect
The President-Elect has the following duties and powers:

(1) To succeed to the office of President if there is a vacancy in that office.
(2) To assume the duties of the President if the President is temporarily absent or unable to serve.
(3) To attend all meetings of the Board of Directors, of the Council of Section Representatives, and of the Membership.
(4) To act as officer for those committees put under her/his supervision by the President.
(5) To perform any other duties and assume any other responsibilities assigned by the President, The Board of Directors, or the Council of Section Representatives, or normally associated with the office of President-Elect.

c. Vice Presidents
The Vice Presidents have the following duties and powers:

(1) To attend all meetings of the Board of Directors, of the Council of Section Representatives, and of the Membership.
(2) To act as officer contact for those committees put under her/his supervision by the President.
(3) To perform any other duties and assume any other responsibilities assigned by the President, the Board of Directors, or the Council of Section Representatives, or normally associated with the office of Vice President.

d. Secretary
The Secretary has the following duties and powers:

(1) To record, prepare, correct as directed, sign and distribute the minutes of meetings of the Board of Directors, of the Council of Section representatives, and of the Membership.
(2) To call the official roll and to read minutes, communications and documents at meetings of the Board of Directors, of the Council of Representatives, and of the Membership.
(3) To bring to each meeting a copy of the Charter, the Bylaws, and the parliamentary authority of the Society.
(4) To prepare and distribute the agenda for each meeting and to carry on the correspondence of the Society as directed by the President, the Board of Directors, or the Council of Section Representatives.
(5) To issue the ballot with the proposed slate from the Nominating Committee and all candidates nominated by legal petition to each voting member by April 1.
(6) To act as officer contact for those committees put under her/his supervision by the President.

e. Treasurer
The Treasurer has the following duties and powers:

(1) To be responsible for the collection, safekeeping, and distribution of the Society's funds.
(2) To sign, either manually or by facsimile, the checks for the Society.
(3) To present a financial report at each meeting of the Board of Directors, of the Council of Section Representatives, and of the Membership, and to answer inquiries on financial matters.
(4) To be a member of the Finance Committee and assist in preparing the annual budget.
(5) To provide a roll of the voting members of the Board of Directors, of the Council of Section Representatives, and of the Society at each of their respective meetings.
(6) To assume other financial duties assigned by the President, the Board of Directors, or the Council of Section Representatives.
(7) To act as officer contact for those committees put under her/his supervision by the President.

ARTICLE V - BOARD OF DIRECTORS

Section 1 - Members
The Board of Directors consists of the officers of the Society (as referenced in Article IV, Section 1), the Directors (one from each Region elected by the voting members of that Region), and the Executive Director as an ex-officio, non-voting member.

Section 2 - Eligibility
A candidate for Director must be a voting member in good standing of the Society who is a member of one of the Sections in the Region from which nominated or a Member-at-Large who is assigned to that Region. A candidate for Director must have served at least one year as a Section Representative or a Member-at-Large Representative on the Council of Section representatives, or as a Section President or the Member-at-Large President, or on the former Board of Directors.

Section 3 - Term of Office
a. The term of office for the officers of the Society is referenced in Article IV, Section 3.
b. The term of office for the Directors is two fiscal years. Their terms shall be staggered to provide continuity.

Section 4 - Meetings
a. Regular Meetings
The Board of Directors meets at least three times during the year. The first meeting is held as closely as possible to the beginning of the fiscal year.
b. Special Meetings
A special meeting of the Board of Directors may be called by the President with the concurrence of at least four members of the Board of Directors or at the petition of any five given to all members of the Board of Directors unless the meeting is held within five days of a previous meeting. In the latter case, if at all possible, all members shall be notified of the special meeting whether or not they were present at the previous meeting.
c. Quorum
Two-thirds of the voting members of the Board of Directors including either the President or the President-Elect and one of the Vice Presidents is required for a quorum.

Section 5 - Duties
The Board of Directors has the following duties and powers:

a. To manage the properties of the Society.
b. To transact the business of the Society when the Council of Section Representatives is not in session or the Membership is not meeting.
c. To serve as the chief policy-interpreting body of the Society.
d. To provide for the carrying out of decisions of the Board of Directors, of the Council of Section Representatives, and of the Membership.
e. To approve the budget and authorize the expenditure of funds.
f. To appoint the Executive Director, the chief executive officer of the Society, when authorized by the Council of Section Representatives and to fix the salary and duties.
g. To secure a fidelity bond covering each officer and employee who handles funds of the Society.
h. To select the Chair of the Nominating Committee.
i. To advise the President on the appointment of the Chairs of the Standing Committees and to approve the appointments.
j. To select the external auditor and to ensure a competent audit of the financial records of the Society.
k. To secure counsel in parliamentary and legal matters for the Society when necessary.
l. To fix the time and location of the annual Conference.
m. To authorize Society publications.
n. To approve Region, Section, and Student Section bylaws upon recommendation of the Bylaws Committee.
o. To vote promptly by letter or telegram or (where possible) electronic mail on all items submitted by the President or Admissions Committee between meetings.
p. To attend all meetings of the Council of Section Representatives.
q. To grant Section and Student Section charters.

Section 6 - Directors' Duties
In addition to the above, the Directors are responsible for the following:

a. To prepare and submit reports of activities within the Region as requested by the Board of Directors, the Council of Section Representatives, and the Chairs of national committees.
b. To coordinate communications within the Region, to identify needs within the Region and to assist in meeting the goals of the Society.

ARTICLE VI - COUNCIL OF SECTION REPRESENTATIVES

Section 1 - Members
a. The voting membership of the Council of Section Representatives (hereinafter referred to as the Council) consists of:

(1) One representative or an alternate for each 100 voting members or fraction thereof, not to exceed four, elected by and from each Section.
(2) One representative or alternate for each 100 voting Members-at-Large or fraction thereof of each Region containing at least ten Members-at-Large, not to exceed four, elected by and from the voting Members-at-Large of each Region. One representative or alternate for each 100 voting Members-at-Large or fraction thereof, not to exceed four, of those who do not reside in a Region, or who reside in regions with fewer than ten Members-at-Large, elected by the voting Members-at-Large to be represented.
(3) One elected Student representative or an alternate from each Region. b. Members of the Board of Directors are non-voting members of the Council with the right to participate in the discussions of the Council.
c. The term of office is one fiscal year.

Section 2 - Meetings
a. The Council meets at least once annually at the call of the President or upon the petition of a majority of the members of the Council. At least 30 days written notice shall be given to all members of the Council unless the meeting is held within five days of a previous meeting.
b. A quorum of two-thirds of the voting membership of the Council shall be required to conduct business at any meeting.

Section 3 - Duties
The Council has the following duties and powers:

a. To serve as the chief legislative and policy-determining body of the Society.
b. To authorize the appointment of an Executive Director.
c. To receive and act upon the audit report.
d. To make recommendations to the Board of Directors and to the Membership at its meetings.
e. To consider and, if necessary, vote upon recommendations received from the Board of Directors, the Membership meeting, any Section, Section Representative, or Member.
f. To vote promptly by letter or telegram or (where possible) electronic mail on all questions or motions submitted to its members by the President between meetings of the Council.
g. To determine the admission fees and dues required for each grade of membership and to determine the apportionment of dues between the Regions, Sections, Student Sections, Members-at Large and the national organization.
h. To review regional boundaries from time to time and to revise the assignment of Sections to Regions and fix the number of Regions as required.

ARTICLE VII - REGIONS

Section 1 - Definitions
The United States plus Puerto Rico will be divided into Regions.

Section 2 - Number of Regions
The number and boundaries of the Regions will be approved by the Council of Section Representatives. Regions will be considered for all members including Students.

Section 3 - Sections
All Sections shall be assigned to regions. A Section or Student Section may petition the Council of Representatives for assignment to a different region. Section assignments may be changed by the Council of Section Representatives.

Section 4 - Duties
a. Each Region shall be responsible for selecting one or more candidates for that Region for the position of Director.
b. Each Region shall be responsible for selecting a member of the Nominating Committee.

Section 5 - Region Bylaws
The Society provides each Region with the bylaws and policies with which no Region may conflict. Each Region may use the Standard Region Bylaws, obtained from the Bylaws Committee, or formulate its own. Changes from the Standard Region Bylaws must be filed with Headquarters, reviewed by the Bylaws Committee, and approved by the Board of Directors.

Section 6 - Region Autonomy
Regions have control over Region activities and projects, except that no Region activity may be in conflict with the established policies of the Society.

ARTICLE VIII - SECTIONS

Section 1 - Charters
a. Any group of at least ten voting members may apply to the Society for a charter to form a Section.
b. The Council may revoke the charter of any Section for cause, after giving the Section an adequate opportunity to be heard before the Council or the Board of Directors, by a unanimous vote of the ballots cast by the Council Members.
c. The Council may disband any Section at the Section's request by a majority vote of the Council members.
d. The Board of Directors may declare a Section inactive and therefore ineligible to receive the Section dues rebates, to have a Section Representative on the Council, and to act collectively in the name of SWE, if for more than two consecutive years it fails to meet a majority of the requirements specified in the Society of Women Engineers Manual for Procedures for the Council of Section Representatives. All current members of the Section must be notified of such action in writing at least 30 days prior to such being taken.
e. A Section which has been declared inactive may be reinstated by the Board of the Directors upon receipt of a letter signed by at least eight voting members of that Section of SWE requesting reinstatement and containing a list of proposed officers, including a Section Representative.

Section 2 - Membership
Section members have the same membership grade in the Section as they have in the Society.

Section 3 - Representation
Each Section is represented on the Council by the representatives or alternates elected from the voting members in accordance with Article VI, Section 1a(1).

Section 4 - Section Bylaws
The Society provides each Section with the Society Bylaws and policies with which no local bylaws may conflict. Each Section may use the Standard Section Bylaws, obtained from the Bylaws Committee, or formulate its own. Deviations from the Standard Section Bylaws must be filed with Society Headquarters, reviewed by the Bylaws Committee and approved by the Board of Directors.

Section 5 - Section Autonomy
Sections have control over local activities and projects, except that no Section activity or rule may be in conflict with these bylaws or with the established policies of the Society.

ARTICLE IX - STUDENT SECTIONS

Section 1 - Charters
a. Any group of at least ten Student Members may petition the Board of Directors for Student Section charter, provided:

(1) At least fifty percent of the members of the Student Section are women majoring in engineering or in engineering technology.
 (2) At least eight of the members expect to be eligible for membership in that Student Section for the fiscal year following granting of the charter.
(3) The Student Section will operate under the guidance of a SWE Counselor. b. The Council may revoke the charter of any Student Section for cause, after giving the Student Section an adequate opportunity to be heard before the Council or the Board of Directors by a unanimous vote of the ballots cast be the Council members.
c. The Council may disband any Student Section at the Student Section's request by a majority vote of the Council members.
d. The Board of Directors may rule a Student Section inactive and therefore ineligible to participate in any campus activities in the name of the Society or to receive any dues rebates if the Student Section fails, for two consecutive years, to maintain: (1) At least ten Student Members.
(2) Membership consisting of at least fifty percent women majoring in engineering or engineering technology.
(3) Operation under the guidance of a SWE Counselor e. A Student Section ruled inactive may be reinstated to the active list by the Board of Directors upon receipt of letter requesting reinstatement, signed by the entire membership of the Student Section and approved by the Faculty Advisor and the SWE Counselor, certifying compliance with Article IX, Section 1a.
f. A Student Section which has been disbanded may have its charter reinstated by complying with Article IX, Section 1a.
g. A Student Section which has had its charter revoked may not be rechartered within four years after revocation. When eligible, the Student Section may obtain a new charter under Article IX, Section 1a.

Section 2 - Membership
a. Any member of the Society who returns as a full-time student may be affiliated with a Student Section while retaining the member grade held and its rights and privileges.
b. Any Student Member who is not affiliated with a Section or Student Section is a Student Member-at-Large.

Section 3 - Representation
Each Student Section will be assigned to a Region by the Board of Directors. The Student Members of each Region may elect one Student representative to the Council of Section Representatives.

Section 4 - Student Section Bylaws
a. The Society provides each Student Section with the Society Bylaws and policies with which no local bylaws may conflict. Each Student Section may use the Standard Student Section Bylaws, obtained from the Bylaws Committee, or formulate its own. Deviations from the Standard Student Section Bylaws must be filed with Society Headquarters, reviewed by the Bylaws Committee and approved by the Board of Directors.
b. If the standard bylaws are accepted unchanged by the Student Section, they may be submitted with the petition for charter. If the Student Section formulates it own bylaws, they must receive the Bylaws Committee's recommendation for acceptance prior to submission with the petition for charter. In either case, no charter will be granted unless accompanied by acceptable bylaws.

Section 5 - Student Section Autonomy
Student Sections have control over local activities and projects, except that no Student Section activity or rule may be in conflict with these bylaws or with established policies of the Society. The SWE Counselor will rule on or obtain a ruling on conflict whenever required.

Section 6 - SWE Counselor
a. The SWE Counselor of a Student Section is elected by the Student Section. In addition to assignment to a Section or to Member-at-Large, the Counselor shall be considered a non-voting member of the Student Section.
b. The Counselor is responsible to the Board of Directors, through the Student Activities Committee Chair, for the Student Section's compliance with these bylaws and with the policies of the Society.
c. The SWE Counselor must be a member in good standing of the Society. The Counselor should be a voting member, but the Board of Directors may be petitioned to approve a qualified Associate in the event that a voting member is not available.

ARTICLE X - MEMBERS-AT-LARGE

Section 1 - Membership
Any Member who is not affiliated with a Section is a Member-at-Large.

Section 2 - Regional Assignment
Each Member-at-Large in the United States or Puerto Rico will be assigned to the Region covering the location of her/his preferred mailing address.

Section 3 - Representation
The Members-at-Large shall be represented on the Council by representatives or alternate in accordance with Article VI, Section 1a(2).

Section 4 – Members-At-Large Bylaws
 a. The Society provides the Members-At-Large with the Society Bylaws and policies.
b. The Members-At-Large organization may formulate its own bylaws, as long as there are no conflicts with the Society Bylaws. Any Members-At-Large bylaws must be filed with Society Headquarters, reviewed by the Bylaws Committee and approved by the Board of Directors.

ARTICLE XI - COMMITTEES

Section 1 - Standing Committees
The Standing Committees of the Society are:

a. Admissions
b. Archives
c. Awards and Recognition
d. Bylaws
e. Career Guidance
f. Continuing Development
g. Finance
h. Membership
i. Procedures
j. Publications
k. Scholarship Awards
l. Statistics
m. Student Activities

Section 2 - Special Committees
Special Committees may be established by the Board of Directors or by the Council when the need arises.

Section 3 - Reports
a. Standing Committees shall report to the Board of Directors, the Council, and annually to the Membership through their officer contact.
b. Special Committees shall report to the Board of Directors or to the Council through their officer contact.
c. The officer contact for each committee, who shall be an ex-officio member of that committee, shall be established annually by agreement of the President, the President-Elect, and the Vice Presidents.

Section 4 - Duties
The duties, responsibilities, and modus operandi of each committee are defined in the procedures for that committee.

ARTICLE XII - NOMINATING COMMITTEE

Section 1 - Members
The Nominating Committee is composed of one member from each Region selected by and from that Region. The Chair of the Nominating Committee is a non-voting member of the Committee selected by the Board of Directors.

Section 2 - Duties
a. The Committee selects at least one qualified candidate for each of the offices of President-Elect, the three Vice Presidents, Secretary, and Treasurer. In addition, the Committee selects or assists in the selection of any other candidates as requested by the Board of Directors.
b. The Nominating Committee shall present its proposed slate to the Board of Directors and the Council of Section Representatives by February 1 of each year.
c. Additional candidates may be nominated by petition for any of the offices of President-Elect, Vice President, Secretary, or Treasurer provided that the following requirements have been met:

(1) The member is qualified for the position in question.
(2) The member has given written consent to being placed on the ballot.
(3) A minimum of 2 percent of the voting members of the Society have signed a petition to place the candidate's name on the ballot with no more than half the petitioners being from any one Section.
(4) The petition together with the written consent are submitted to the national Secretary by March 1. d. The national Secretary shall issue the ballot with the proposed slate from the Nominating Committee and the list of all candidates nominated by legal petition to each voting member by April 1. No member may be nominated for more than one position on the ballot.
e. The Nominating Committee reports administratively to the Board of Directors through the President who shall be its officer contact but not an ex-officio member of that Committee. The Nominating Committee presents its final report to the Council.

Section 3 - Eligibility
A candidate for member of the Nominating Committee must be a voting member of the Society and must have had recent experience in the Society's national affairs such as Board of Directors, former Executive Committee, Council, or Committee Chair, which would provide an understanding of the requirements of each of the positions and a knowledge of the capabilities of those members who are eligible for nomination.

ARTICLE XIII - ELECTIONS

Section 1 - Voting
a. The voting members of the Society elect the national officers.
b. The voting members of a Region elect the Director from that Region.

Section 2 - Write-in Vote
Each member may write on the ballot the name of any qualified member whom she/he wishes even though that member has not been nominated.

Section 3 - Vote Required to Elect
A plurality of the legal votes cast for a particular position elects a candidate to that position.

Section 4 - Vacancies
a. A vacancy in the office of President is filled by the President-Elect.
b. A vacancy in the office of President-Elect, if it occurs before December 1, is filled by a special election. If such a vacancy occurs on or after December 1 and before April 1, the Nominating Committee will nominate at least one qualified candidate for President for the following year.
c. A vacancy in the office of a Vice President, Secretary, or Treasurer is filled by nomination by the Board of Directors and election by the Council of Section Representatives.
d. A vacancy in the office of Director will be filled until the end of the fiscal year by election by the Council of Section Representatives members from the Region in which the vacancy exists. If such a vacancy occurs before April 1 and if the rest of the term extends through the next fiscal year, the office for that year will be filled by a vote of the voting members of the Region in which the vacancy exists.
e. Completion of a term of office under the provisions of this Section does not constitute one year under the provisions of Article IV, Section 2b.
f. A vacancy on the Nominating Committee is filled by election by the members of the Council of Representatives from the Region in which the vacancy exists.

ARTICLE XIV - FINANCES

Section 1 - Fiscal Year
The Fiscal Year is July 1 to June 30.

Section 2 - Payment of Dues
The dues are paid to Society Headquarters. No Regions, Sections, Student Sections, or MAL groups may assess additional dues.

Section 3 - Disposition of Funds
In the event of dissolution, the Society's assets shall be distributed to an organization or organizations organized and operated exclusively for educational purposes.

ARTICLE XV – CONFERENCE

Section 1 - Time
The Society shall hold an annual conference at a time and place decided upon by the Board of Directors.

Section 2 - Scope
 a. In addition to program meetings devoted to the advancement of engineering knowledge and professional aspects of the Society, meetings of the Board of Directors, the Council, and the Membership may be scheduled at the time of the Conference.
b. The Conference shall also bring together the Student Members for discussion of problems and exchange of ideas.

Section 3 - Notice
Notice of the Conference must be sent to each member, student member and student section at least 90 days before the opening date of the Conference.

Section 4 - Participation
All members registered at the Conference are eligible to attend and participate in the general meeting, for which 5 per cent of the voting members or 50 voting members, whichever is less, constitute a quorum. Matters referred by the President, the Board of Directors, the Council, or members of the Society may be discussed by all members present, but balloting is limited to the voting members.

Section 5 - Student Technical Presentation Contest
A Student Technical Presentation Contest shall be held once a year. Every effort shall be made to hold it in conjunction with the Conference.

ARTICLE XVI- PARLIAMENTARY AUTHORITY

Section 1 - Parliamentary Authority
In all situations not covered by the Charter, Bylaws, or rules of the Society, the current edition of Robert's Rules of Order, Newly Revised is the parliamentary authority.

ARTICLE XVII- AMENDMENTS

Section 1 - Source of Amendments
Amendments to the bylaws may be proposed by any Section, the Board of Directors, the Bylaws Committee, the Council, a Member-at-Large Representative to the Council and four other Members-at-Large, or a Student Representative to the Council and four voting members of the Society.

Section 2 - Proposal of Amendments
All proposed amendments to these bylaws must be submitted to the Chair of the Bylaws Committee.

Section 3 - Vote Required with Notice
These bylaws may be amended by a majority vote of the entire Council provided notice of at least 30 days has been given to all members of the Society.

Download a copy of the SWE National Bylaws - V2.0 (Approved June 1999) <- WORD97 Format

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Last Updated: December 5, 2000.
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