OWIN Constitution

CONSTITUTION OF OXFORD WOMEN IN NETWORKING (OWIN)

OWIN will be governed by this Constitution. Governing documents will be publicly available via the OWIN website, www.oxford-owin.ca.

OWIN’s Vision: To be the forum for women to develop personally and professionally.

OWIN’s Mission: To respect every woman and encourage her to grow through meeting, connecting, networking, and learning from one another.

OWIN’s Strategy: To create opportunities to learn and grow through mentoring, events, teamwork, networking and friendships in a non-competitive environment.

OWIN’s Fiscal Year shall run June 1 – May 31.

Membership

Membership in Oxford Women in Networking (OWIN) is open to all women.
All members are expected to be respectful of all members in a non-competitive environment, to behave positively and encourage others, and to continue the integrity of OWIN, whether through spoken words, actions, or in writing.

Membership Fees

The OWIN Board shall review the amount of membership fees yearly and adjust them as appropriate to ensure the organization’s sustainability.
Four membership options are available: Individual, Student, 3 Person Corporate and 4 Person Corporate.
Individual Membership. Each member is eligible to buy one (1) “ticket” for any OWIN Event at the current membership rate, and that one (1) “ticket” is transferable.
Student Membership is available to current students aged 15-29 with a valid student ID. Each student member is eligible to buy one (1) “ticket” for any OWIN event at the membership rate, and that one (1) “ticket” is transferable.
Three (3) Person Corporate Membership is for three (3) persons. Each three (3) Person Corporate Membership is eligible to buy three (3) “tickets” for any OWIN event at the current membership rate, for any of the Corporate’s Staff.
Four (4) Person Corporate Membership is for four (4) persons. Each four (4) Person Corporate Membership is eligible to buy four (4) “tickets” for any OWIN event at the current membership rate for any of the Corporate’s Staff.

Termination of Membership

Membership will be considered terminated in the event of non-payment of membership fees within thirty (30) days of the annual renewal date.
Any member who infringes upon the rights of another member or who publicly undermines OWIN or its members will be subject to having their membership revoked. In the event that a member wishes to lodge a grievance against another member, a written complaint is to be presented by that member at the next meeting of OWIN’s Board of Directors. An informal review and follow-up discussions with the members involved, as necessary, will be undertaken by the Board. In the event that the grievance is judged to have merit, a motion for termination will be presented to the Board. The majority rule will govern any agreement for termination. Membership termination will be immediate.

Volunteer Code of Conduct

Introduction

Any member who infringes upon the rights of another member or who publicly undermines Oxford Women in Networking or its members will be subjected to having their membership revoked. In the event that a member wishes to lodge a complaint against another member, a written grievance is to be presented by that member to the president of OWIN and reviewed at the next meeting of OWIN’s Board of Directors. An informal review and follow-up discussion with members involved, as necessary, will be undertaken by the Executive Board. In the event the grievance is deemed to have merit, a motion of membership termination will be considered. The majority rule will govern any membership agreement for termination. This review and outcome will be kept within the confines of confidentiality to respect all involved.

As a member of Oxford Women in Networking, you are expected to maintain ethical and professional conduct during committee meetings, events or activities and/or when representing our organization in the community.

This OWIN Code of Conduct aims to clearly communicate the required standards of behaviour while participating in committees, events or activities. We expect our members to act respectfully, honestly, and ethically while fulfilling their responsibilities and interactions with the community, businesses, and fellow members.

Membership termination will be considered if membership fees are not paid within 30 days of the annual renewal date.

Obligations and Expectations

Members are expected to follow the ethical standards outlined in this code of conduct. Moreover, OWIN members are expected to uphold the organization’s mission and objectives and maintain a professional image while representing the organization in public.

Anti-Racism, Harassment, and Bullying

Oxford Women in Networking has a zero-tolerance policy for racism, discrimination, sexual harassment, homophobia, transphobia and bullying of any kind.
These behaviours include but are not limited to offensive physical actions such as lewd gestures; statements meant to humiliate a person publicly or individually; the use of racial slurs or “jokes”; sexually explicit communication that is either written or spoken; any unwelcome physical contact with other volunteers, staff, or clients; any unwanted sexual attention; harassment due to a person’s race, colour, gender, identity, religion, language, medical condition, age, culture, national origin, gender expression, disability, marital status, or sexual orientation.

If you witness these behaviours, you are required to notify the president immediately. If you engage in any of these behaviours, you will receive prompt disciplinary action and/or termination without notice.

Confidentiality

During the course of their duties, members will likely have access to, deal with, or become aware of confidential information and circumstances surrounding those we serve. This information must be kept strictly confidential. Any breach of confidentiality will result in disciplinary action up to and including the termination of membership.

OWIN Board of Directors (referred to as Board)

Under the OWIN Constitution, the Board of Directors will consist of up to twelve (12) Directors. The term of each Director shall be for four (4) years. At the end of four (4) years, the Director may choose to resign or run for a further two (2) year term for a maximum of six (6) years in that role and to a maximum of eight (8) consecutive years on the Board (at the discretion of the Nominating Committee). A member who has had a hiatus of at least one (1) year shall be eligible to be re-elected to the Board. The duties of Board members shall be as implied by their respective titles and as specified in this constitution. Five (5) Executive Positions: Past President, President, Vice President, Treasurer, and Secretary. Directors may include Events, Membership, Communications & Marketing, Director-at-Large, and Sponsorship.
Members of the Board may not use their position on the Board of OWIN to an unfair advantage relative to all members of OWIN. This shall include the promotion of one’s own business or special interest while representing the Board at meetings (including speaking from the podium) in their role as a Board member. This shall also include, and not be limited to, written communications, including newsletters, social media postings, and all communications representing a Board position.
There will be up to ten (10) monthly Board Meetings a year, from September to June, excluding July & August. If we are required to meet, the President can call for a meeting of the Board. Each Director is to submit a monthly report to the Secretary in a timely manner so that the Secretary may distribute all monthly reports to all Board members in advance of the monthly Board meeting.
Absence of three (3) Board meetings of any Board member will initiate a discussion regarding the validity of such member’s participation on the Board. It is understood that dismissal from the Board is the potential outcome of that discussion.
It shall be the duty of the Board to consider the affairs of OWIN in accordance with the Constitution, by-laws and policies laid down by OWIN and to report to the membership all matters of interest directly related to OWIN.
Two of five signatures are required for signing documents and cheques. Approved signatures are those of the Directors: the President, Vice President, Treasurer, Events Director, and Past President. Cheques can only be signed by anyone after reviewing an invoice or quote, and they should be made out to a specific vendor that matches the paperwork.
The President shall preside at all meetings of OWIN and the Board. The President shall oversee all OWIN activities to ensure that all members and guests receive full value from their participation, that all volunteers are acknowledged and recognized for their contribution and that all sponsors are appropriately thanked for their support. The President will manage succession of the Board so that there is continuity of the organization and the President may automatically assume the position of Past President following her term as President.
The Vice President will assume the President’s position in the absence of the President. The Vice President may assume the President’s position if no other member has been designated. The Vice President must have served at least one full term on the Board prior to being nominated for the position. The Vice President will assist in managing a smooth transition for incoming Board members – most particularly the Vice President. If any position has not been filled or has been vacated on the Board, the Vice President may fill the position for the term upon consultation with the President.
However, the Vice President is allowed only one vote. The Vice President will be required to submit a monthly report for both positions.
The Past President is expected to provide mentorship and guidance to the Board throughout the year and to Chair the Nominations Committee. The Past President is responsible for the AGM and for procuring an auditor by the end of March. If any position has not been filled or has been vacated on the Board, the Past President may fill the position upon consultation with the President. However, the Past President is allowed only one vote. The Past President will be required to submit a monthly report for both positions.
The Secretary takes minutes of the business portion of meetings for distribution to Board members prior to the next meeting and to members upon request. All Directors’ reports are to be received by the Secretary and then distributed to Board members prior to Board meeting for Board review prior to the meeting.
The Treasurer will work closely with the President and/or the Past President, manage the finances of OWIN and provide reconciliation of funds for OWIN. This shall include the preparation of the annual operating budget for OWIN for approval by the Board. The Treasurer will work with the Auditor. The Treasurer and/or the President and/or the Auditor will present the financial report at the June Annual General Meeting. The Treasurer may request an OWIN Member to assist and learn the procedures of the Treasurer’s duties.
The Membership Director is expected to attract, nurture and retain members. The Membership Director may request OWIN Members to form a Membership Committee. This committee would assist with Membership duties at events and other times as needed, promoting OWIN within the community to build awareness of OWIN and the benefits of membership. In collaboration with Events and Communications, the Membership Director shall prepare and distribute a survey to assess member satisfaction, determine topics of interest for the membership, and assess interest in various program options to help committees develop programs most suited to OWIN membership.
The Communications & Marketing Director will engage the community to build awareness of OWIN, the benefits of advertising with OWIN, and sponsoring OWIN Events. The Communications & Marketing Director is instrumental in regularly communicating with OWIN members. The Communications & Marketing Director encourages participation in the events and membership. The Communications & Marketing Director may request OWIN Members to form a Communications Committee. This Committee may focus on all media, including Facebook, LinkedIn, Instagram, published news/advertising outlets, radio/television, etc.
The Events Director will plan up to four (4) traditional events per year, plus at least two (2) other smaller events to be determined, to provide Members and guests with the opportunity to meet, network, learn and grow both personally and professionally. The Events Director may request OWIN Members to be on an Events Committee, which would assist with duties prior to and during events.
The Member At Large is an OWIN member who has been a member of OWIN for more than one year and has an interest in serving on the Board in a support position. An opportunity to learn about the workings of the Board of Directors prior to taking a full position on the Board of Directors. They have no voting privileges.
The Director At Large is a past Board member serving in a support position. They have voting privileges, and reports are optional.
Resignation from the Board may occur, or the Board may request it if a Board member does not fulfil the expectations of their Board position. If a vote is required for the removal of a Board member, there must be a two-thirds vote of the present Board Members for removal to occur.

Committees

Committees will be made up of OWIN Members who have an interest in assisting and supporting the growth and development of OWIN for Membership and Events to assist the Directors. Each potential Committee Member will be required to submit a nomination form to the Board of Directors to share their interest in the committee they would like to be on. The Director of each committee will follow up with contact, set meetings and share the goals of the committee team.

Special Committees may be set up as the need arises, and when the purposes of such committees have been accomplished, the committee shall be dissolved (e.g., International Women’s Day Committee, Constitution or Nomination Committee, etc.).

Nominations and Elections

The Past President is the Chair of the Nominating Committee and shall select two (2) members who are not on the Board to serve as members of the Nominating Committee.
The NOMINATING COMMITTEE should adhere to the following schedule:

Call for Nominations	Start during the month of April
Close of Nominations	May 31
Distribute Constitution to Members 2 weeks prior to AGM	Date determined by June event
Vote on Slate of Nominees by show of hands.	June meeting – AGM

The Nominations Committee will have a forwarding email address and receive all nominations simultaneously. All nominations will be sent to president@oxford-owin.ca.
It is at the discretion of the Nominations Committee to select the appropriate nominee for the Director positions.
If there are multiple candidates for a single position, a secret ballot will be cast at the June meeting, and the candidate receiving the majority of votes cast will be declared elected.
If the roles of President, Treasurer, Vice President, and Past President are vacated due to unforeseen circumstances, only members with appropriate backgrounds on the OWIN Board and in good standing will be considered.
Vacancies in positions shall be filled at the discretion of the President with input from the Board for the remainder of the term.

Events and Meetings

Each year, OWIN will host up to four traditional events.
Trade Tables

Trade tables will be available to OWIN members on a first-come, first-served basis at OWIN dinner events (where possible). These trade tables are to be used to promote OWIN members’ own business, products, and services; trade tables may not be used for non-member interests, fundraising or other non-member purposes without prior approval by the OWIN Board. Instead of an extra fee for a trade table, members who procure a trade table must provide a gift (or service) with a retail value of a minimum of fifty dollars ($50) to be given away during the event. The opportunity to promote the members’ business will be held at the trade table during the allocated networking time. There will not be any time provided at the podium. The draw for the table gift will be done at the trade table when the MC indicates and is appropriate.
An Event Sponsor must provide a gift or service with a retail value of at least fifty dollars ($50). During the event, members have an opportunity to promote their business at a specific time so the member has the full attention of attendees. This is usually done from the podium.

Each Event Sponsor will be given approximately one minute, and the time must be used only to discuss their business unless previously agreed upon by the Board.

Special meetings may be called by the President or by any five (5) members, provided the entire membership has been notified of the date and place for such a meeting. The notice for a special meeting must be distributed to all members via email and must state the business to be transacted, and no business shall be transacted except that stated in the notice for the meeting. A summary of the business transaction must be submitted to the Secretary for distribution to Board members at least 48 hours prior to the next Board meeting.
The Board of Directors meets at least nine (9) times per year on dates to be agreed upon by the Board. In addition, a special meeting should be devoted to helping new officers understand their role in relation to OWIN’s work.
Fifty percent (50%) of all Board members shall constitute a quorum at Board meetings. The president has no vote except in the case of a tie. The board can have a maximum of twelve (12) members per year.
The Annual General Meeting (AGM) of OWIN shall be held in June of each year. This meeting shall be organized and run by the Past President in collaboration with the President, Treasurer, and Events Director. At the AGM, an overview of the past year, the amended Constitution, and the financial statements shall be presented to the membership.
Any motions must have a minimum of one-third (⅓) of the vote of the OWIN members present at any meeting to accept motions at the meeting.

Amendments

The Constitution may be amended or repealed at the Annual General Meeting, or any regular or special meeting of members, by a one-third (⅓) of the vote of members present, provided a Notice of Motion has been sent to all members not less than fourteen (14) days before the meeting. The Past President must be advised seven (7) days in advance of the AGM if a member is designating a proxy for their vote and who the proxy is. For the June event, the Nominations Committee must be advised seven (7) days prior to the meeting and who the proxy is.

Auditors

A member of OWIN, not currently a member of the Board, shall be appointed by the Board to act as Auditor(s) and approved by motion of the Board.
The Auditor shall review the accounts of the Treasurer and ratify the financial report for presentation at the June Annual General Meeting.

Amendments

The original document was adopted and approved by the OWIN membership by electronic vote on April 30, 2012.

This document was amended and approved by the OWIN membership at the Annual General Meeting on September 9, 2014, by a show of hands.

This document was amended by the Board on August 31, 2015.

This document was approved by the OWIN membership at our AGM on September 23, 2015.

This document was amended by the Board on August 8, 2016, and May 8, 2017, and approved at the AGM on June 6, 2017.

This document was amended by the Board of Directors on May 14, 2018.

The document was approved at the AGM by the OWIN membership on June 26th, 2018.

This document was amended by the Board of Directors on May 13, 2019.

The document was approved at the AGM by the OWIN membership on June 24, 2019.

This document was amended by the Board of Directors on May 13, 2024.

This document was approved at the AGM by the OWIN membership on June 19, 2024