JEWISH WELFARE FEDERATION OF DETROIT
The following text of the reconstituted bylaws of the Jewish Welfare Federation of Detroit will be voted upon at the Federation Annual Meeting
to be held Tuesday, September 26, 1989, 6:30 p.m. at Adat Shalom Synagogue.
ARTICLE I - MISSION
The Jewish Welfare Federation is the central organization of the Jewish community of metropolitan Detroit. Guided by Jewish values, Federation operates as a voluntary body dedicated to the continuity and enhancement
of Jewish life at home, in Israel and throughout the world. Together with its agencies, Federation identifies needs within the Jewish community, develops financial and human resources, and coordinates planning, fund-
raising, budgeting and advocacy to meet those needs.
ARTICLE II - MEMBERSHIP
Section 1, Membership. The membership of the Federation shall consist of the following:
(a) Individuals who have made a contribution to the Allied Jewish Campaign during the previous fiscal year of the Federation.
Organizations or agencies operating in the metropolitan Detroit area for the purpose of effecting the mission of the Federation as described in Article I which have applied for institutional mem-
bership and have been accepted as institutional members by the Board of Governors, provided that such organizations or agencies do not independently solicit funds or sponsor or participate in entertainments or exhibi-
tions for financial advancement directly or indirectly, except as approved by the Federation. Any institutional member may be discharged from membership in the Federation by the affirmative vote of three-fourths of the
members of the Board of Governors present and voting at any special meeting duly called for the purpose of considering such discharge, but only after such member has been given opportunity for a hearing by the Board
of Governors. Such institutional member shall be given written notice of the proposed discharge, the right to a hearing and the date, time and place of the special meeting at least ten days prior to the special meeting.
Section 2, Annual and Special Meetings, The annual meeting of the members of the Federation shall
be held during the months of September, October or November at such time and place as may be desig-
nated by the Board of Governors. Special meetings of the members may be called by the President or Board of Governors and shall be called upon written request of not less than fifty members directed to the President
stating in detail the purpose or purposes thereof.
Section 3, Quorum,
The presence of one hundred individual members of the Federation shall constitute a quorum for the transaction of business at any meeting of the members.
Section 4, Notice of Meetinas,
Notice of annual and special meetings of the members of the Federation and of any adjournments thereof shall be given to all members at least thirty days in advance of the time
fixed for the holding of such meetings. The notice of the annual meeting shall include a list of the individuals nominated by the Nominating Committee for election to the Board of Governors and the individuals nominated
by petition for election to the Board of Governors. Notice shall be given as provided in Section 2 of Artide VII.
ARTICLE III - BOARD OF GOVERNORS
Section 1, Powers,
The business of the Federation shall be managed and directed by a Board of Governors, selected as hereinafter provided. The Board of Governors shall be vested with and shall exercise
all of the powers of the Federation, and shall be vested with the complete authority and responsibility for the management and control of its business and property.
Section 2, Composition,
The Board of Governors shall consist of the following, each of whom must be an individual member of the Federation:
Thirty-six at-large members, twelve of whom shall be elected at each annual meeting of members to serve for three years. However, an at-large member of the Board who has served two con-
secutive terms of three years each, not including any partial term, shall not be eligible for reelection until one year has elapsed
from the expiration of the last term of service. Any at- large member of the Board of Gover-
nors who is completing the last year of his or her last term of office and who is elected as an officer of Federation shall be allowed to extend his or her term of office for one additional term of three years. At the 1989
annual meeting of members, in addition to twelve members who will be elected to serve for three years, three additional members shall be elected to serve for two years and three additional members shall be elected to
serve for one year (which will bring the total at-large membership to thirty-six members).
One member designated before September 15th of each year by United Jewish Charities of Detroit and by each of the following agencies of the Federation, with the term of office of such repre-
sentative to commence at the annual meeting of members: (i) Fresh Air Society; (ii) Hebrew Free Loan Association; (iii) Jewish Community Center; (iv) Jewish Community Council; (v) Jewish Family Service; (vi) Jewish
Federation Apartments; (vii) Jewish Home for Aged; (viii) Jewish House of Shelter; (ix) Jewish Vocational Service; (x) Agency for Jewish Education; (xi) Resettlement Service; and (xii) Sinai Hospital of Detroit. The maxi-
mum term of office for a representative of an agency is six one-year appointments.
The retiring President of the Federation and the retiring Chairman of the Executive Committee for a term of three years following the completion of their terms of office.
The Chairman/Chairmen of the Allied Jewish Campaign during their term of service and for a term of three years following the completion of such term of service.
Two representatives of both the Women's Division and the Young Adult Division of the Federation to be appointed annually by their Boards of Directors.
One member designated before September 15th of each year by each of up to twelve institutional members or other Jewish community organizations selected by the Board of Governors from
time to time in such manner as to insure adequate rotation and involvement, with the term of office of such representative to commence at the annual meeting of members. The maximum term of office for a representative
of an institutional member is six one-year appointments.
(g) Recipients of the Fred M. Butzel Memorial Award.
Section 3, Nomination,
Not less than ninety days prior to the annual meeting of the members of Federation, the Executive Vice President shall give notice to the members which states the date of the annual meeting of
the members, lists the names of the members of the Nominating Committee and states the requirements for nominating candidates for at- large membership of the Board of Governors by petition and contains an excerpt of
Section 3 of Article Ill of the Bylaws. Notice shall be given as provided in Section 2 of Article VII.
Not less than forty-five days prior to each annual meeting, the Nominating Committee shall select from the membership of the Federation one eligible person for each of the at-large vacancies
to be filled on the Board of Governors and shall present to the Executive Vice President the names of such nominees. If before the annual meeting any person selected as a candidate for the Board of Governors by the
Nominating Committee shall decline to be a candidate or otherwise becomes unavailable for election, the Nominating Committee shall select a substitute candidate.
petition for nomination of an individual for election to the at- large membership of the Board of Governors shall be signed by not less than one hundred (100) members of the Federation and
filed with the Executive Vice President not less than forty-five days prior to the date of the annual meeting. Only one person may be nominated in each petition, and no nomination shall be valid unless the nominee shall
have consented to be a candidate in writing either in the petition or in a separate written document filed with the Executive Vice President not less than forty-five days prior to the date of the annual meeting.
Section 4, Election,
Elections to the Board of Governors shall take place at the annual meeting of the membership. If more persons have been nominated than there are places to be filled, the election shall be
by ballot. A majority of all votes cast shall be necessary for election and each ballot cast shall contain votes for the exact number of persons to be elected.
Section 5, Vacancies,
Vacancies in the at- large membership of the Board of Governors shall be filled by the Board of Governors. Vacancies for representatives of a constituent agency or an institutional
member shall be filled by the constituent agency or institutional member.
Section 6,. }Removal,
If any member of the Board of Governors shall neglect to perform the duties of his or her office, he or she may be removed from the Board of Governors by the affirmative vote of three-
quarters of the members of the Board of Governors present and voting, but only after such member has been given opportunity for a hearing
by the Board of Governors. Such member of the Board of Governors shall be
given written notice of the proposed removal, the right to a hearing and the date, time and place of the meeting at least ten days prior to the meeting.
Section 7. JVIeetinas,
The Board of Governors shall meet not less than eight times during each calendar year at such places and times as it may designate. Special meetings of the Board may be called by the
President and shall be called upon the written request of not less than five members of the Board directed to the President stating in detail the purpose or purposes thereof.
Section 8. Quorum,
The presence of not less than one-third of the members of the Board of Governors shall constitute a quorum for the transaction of business at any meeting of the Board of Governors.
Section 9. Notices,
Notice of all meetings of the Board of Governors and any adjoumments thereof shall be given to the members of the Board at least three days in advance of the time fixed for the holding of
ARTICLE IV - COMMITTEES
Section 1, Executive Committee,
(a) There shall be an Executive Committee consisting of the following:
(1) All of the officers of the Federation who are also members of the Board of Governors.
(2) Nine members of the Board of Governors selected by the Board.
FRIDAY, SEPTEMBER 1, 1989