CONSTITUTION OF THE
HIROSHIMA INTERNATIONAL WOMEN’S CLUB
Date: January 2010

Article 1:  NAME OF THE ORGANIZATION
The name of the organization shall be the Hiroshima International Women’s Club
(HIWC).

Article 2:  PURPOSE OF THE ORGANIZATION
The purpose of HIWC is to provide an English language support group for the
members of the foreign community and to further cross-cultural exchange between
Japanese members and members of various other nationalities.

Article 3:  MEMBERSHIP

Section A – Member’s Responsibility
1.a.)        All members shall be reasonably fluent in understanding and speaking the
English
      language.  
1.b.)        All members, Japanese or foreign, shall be kind, considerate, and tolerant of
others                         differences regardless of race and or religion.  They will adhere
to the intent of the club                         and support international friendship.

Section B – Japanese Member
A Japanese member shall be defined as a person who is a Japanese National.  

Section C – Foreign or Non-Japanese Member
A Foreign or non-Japanese member shall be defined as a person who was born in
another country other than Japan or is a citizen of any other country other than Japan.

Section D – Dual Citizen Membership
When application for membership to the HIWC is made by a person who is a citizen of
both Japan and another country, the Executive Board shall determine whether that
person is classified as a Japanese member or a non-Japanese member. If married to a
foreigner, a Japanese member would be given membership as a non-Japanese
member.

Section E – Dues
A member is one who has paid the annual dues or prorated dues according to Article
4, Section A and Section B.  Each member shall be entitled to all the rights and
privileges of membership in the organization including the right to vote on all matters
put before the General Membership of the HIWC.

Section F – Ratio of Club
In order to further one of the purposes of the organization, that is, to provide an
English language support group to foreigners, the membership shall strive to consist of
50% Foreign and 50% Japanese. Regardless, all non-Japanese members are
welcome to join the HIWC, independent of the percentages of membership at the time
of application. A waiting list will be formed for Japanese members if their membership
exceeds the 50:50 ratio.

Section G – Change Membership Ratios
A permanent change to the 50:50 ratio of the Club must be approved by a simple
majority vote of the entire membership of the Club.   

Section H – Founding Members
The founding members of the HIWC will be considered a special member and will be
entitled to enjoy the following privileges:
A founding member shall always have the right to resume her membership position if
and when she returns to live in the Hiroshima area, providing she will agree to abide by
the constitution.
A founding member visiting the Hiroshima area is welcome to attend up to three (3)
general meetings and three (3) outings of club activities in one year.
A founding member will be not be included in the 50:50 ratio that constitutes the
General Membership of HIWC.

Section I – Members Rejoining After an Absence
HIWC members who have moved away from Hiroshima may, upon their return, be
readmitted to the HIWC at the Board’s discretion


Section J – Members Voting by Proxy
Members may register their vote by proxy by appointing, in advance, someone to vote
in their absence.  Members intending to vote by proxy must contact a Member of the
Executive Board a minimum of one day prior to the vote.  Members voting by proxy
must state, on paper (note, fax or email) the name of the person standing proxy for
them and how they wish to vote.

Section K – Expulsion from the Club
Any member found to be using the membership meetings or lists of members to further
their own business interests or to persuade or indoctrinate others in religious or
political views shall be asked to resign forthwith upon request of the Executive Board.

Since the purpose of HIWC is support and international friendship, any member
behaving in a manner counter to the group's purpose will be asked to resign.
Complaints will be investigated by the board and the board will render judgment. Any
member found by the executive board to be abusive, intolerant, racist or disrespectful
will be asked to resign their membership.   


ARTICLE 4:  DUES and FEES for MEMBERS and GUESTS

Section A – Annual Dues
Annual dues shall be due and payable by the 15th of October of each year to the
Treasurers of the HIWC.

Section B – New Member’s Membership Fees  
New members arriving after the payment deadline of October 15th will have their dues
prorated on a monthly basis to conform to that portion of the year in which they are
members.  It shall be the duty of the Treasurers to calculate and assess the correct
amount.

Section C – HIWC Membership Period  
The HIWC year shall extend from October 15th of one year through to October 14th of
the following year. Membership will be on an annual basis except for those members
arriving after the payment deadline

Section D – HIWC Fiscal Year
The HIWC Fiscal Year shall extend from June 1st through to May 31st of the following
year.  

Section E – Member’s Refund
Members leaving Hiroshima are eligible for a refund of dues. It will be up to the
member to contact one of the Treasurers who will calculate the amount of the refund.  
All refunds are optional.  No refunds will be given to members after they have left
Hiroshima or to those who voluntarily quit.  


Section F – Supplementary Fees
Members attending all luncheons, tours, trips, and special events of the HIWC shall
pay their own costs.

Section G – Guest Attendance
Guests can attend General Meetings when accompanied by a member.  If space is
available, guests can also attend special events.  Guests are eligible to attend up to
two (2) meetings and two (2) events during the HIWC calendar year.

Section H – Guest Fees
Guests are required to pay a fee set by the Executive Board in order to attend General
Meetings.  If they attend special functions and/or club activities an additional fee may
apply.  


ARTICLE 5:  MEETINGS

Section A – Meeting Types
Meetings shall be General, Special, or Executive Board meetings.

Section B – Dates of General Meetings
General Meetings shall be held during the months of September through May. Club
sponsored luncheons will be held after some General Meetings.  The dates of these
luncheons will be determined by the residing board.  

Section C – Appropriateness of the Meeting Venue
Each year the Executive Board will review the appropriateness of the Venue for
General Meetings.  If a change of venue is recommended, the President will appoint a
Venue Committee to study options for a new meeting place.  The Venue Committee will
present its findings to the membership and a vote will take place in the spring to
establish the venue for the next year.  

Section D – Special Meeting Notification
Special meetings may be called by written notice (letter, fax or email) to the entire
membership either by the Executive Board or by a simple majority of the entire
membership. All members must be notified at least one week in advance of the
meeting. Time, date, subject matter and place must be included.  

Section E – Special Executive Board Meeting Notification
Special Executive Board meetings may be called by the members of the Executive
Board in writing (letter, fax or email) providing all members are notified at least one day
in advance.  Subject matter, time, date and place need to be included.

Section F – Conducting Meetings
All meetings shall be conducted in accordance with this Constitution.

Section G – Membership Quorum
A quorum for General or Special Membership Meetings shall be one third of the
membership.

Section H – General or Special Membership Meeting Voting
Voting at General or Special membership meetings shall be passed by a simple
majority (51%) of members present, provided that the required quorum is met.
All voting, when appropriate, shall be by paper ballot.  

Section I – Executive Board Meetings
Executive Board meetings shall be called, by the President, on a monthly basis
between September and June.  All members of the Executive Board must be notified as
to the date, time and place of the monthly Board Meeting at least one day prior to the
meeting.  


ARTICLE 6:  EXECUTIVE BOARD MEMBERS, STANDING COMMITTEES and AD HOC
COMMITTEES

Section A – Executive Board Members
The Executive Board members of the HIWC shall include the following:

1 President (Foreign)
1 Foreign Vice President
1 Japanese Vice President – General Meetings
1 Japanese Vice President – Cultural Activities
1 Foreign Secretary
1 Japanese Secretary
1 Foreign Treasurer
1 Japanese Treasurer

Section B – Standing Committees
The Standing Committees of the HIWC shall include the following:

Membership Committee
Website Committee

Section C – Ad Hoc Committees
The Ad Hoc Committees of the HIWC shall include the following:

Venue Committee
Nominating Committee
Constitution Committee
Charity Committee
Archive Committee
Elder’s Council
Summer Committee

ARTICLE 7:  DUTIES OF THE EXECUTIVE BOARD

Section A.  The Executive Board shall:
i)        Meet once a month during their term to discuss the on-going activities of the
HIWC.  The President sets the agenda and presides over the meetings.
ii)        Advise membership of policy changes, membership meeting topics and future
activities.
iii)        Consist of eight (8) members: (four (4) Japanese members and four (4) non-
Japanese members).
iv)        Present to the General Membership for their approval or disapproval, all
motions made by, and passed at Executive Board meetings.  These may include
anything having to with membership, general meetings, finances, cultural activities,
etc.  These can also include special areas such as disbursing non-operating
extraordinary funds, using membership efforts in volunteer projects to further clubs
goals and effects changing the constitution.  These motions shall be in writing and
forwarded to the membership 15 days prior to the monthly Membership Meetings at
which they will be voted upon.

Section B.   Executive Board Quorum
The quorum of the Executive Board shall be five (5) and a simple majority shall carry
all motions.  




Section C.  Executive Board Voting
All Executive Board members including the president can vote.  In the case of a tie the
Executive Board will try to break the tie through discussion, however, if there is no
change, the President’s vote will count as two.



ARTICLE 8:  DUTIES OF THE EXECUTIVE BOARD MEMBERS, STANDING
COMMITTEES and AD HOC COMMITTEES

Section A – Executive Board Members

Duties of the President
1.  The President shall:
i)        Preside at all General, Special and Executive Board meetings of the HIWC.
ii)        Appoint with the approval of the Executive Board, Special Committees.    
iii)        Appoint, with the approval of the Executive Board, a member to fill any vacancy
of any position on the Executive Board.  This appointed member will serve until the end
of the current Board’s term.
iv)        Have the authority to appoint a person to fill an Executive Board position in the
event that any Executive Board Member or Committee member cannot perform their
duties for a specified time period.
v)        With the approval of the Executive Board, approve all expenditures of the
HIWC. The President also has the authority to authorize, without approval, a sum of
money up to the sum specified in the by-laws.  In the absence of the Treasurer, the
President has the authority to disburse club funds for club debts or projects.
vi)        Be an ex-officio member of all Club committees except the Nominating
committee.
vii)        Facilitate other duties as requested by the Executive Board.
viii)        Follow and maintain an accurate job description.

Duties of the Vice Presidents
1.        The Foreign Vice President shall:
ii)        Assist the President in conducting the affairs of the HIWC at the President’s
request.
iii)        Assume all duties of the office of President in the event that she is unable to
serve out her term.
iv)        Attend Executive Board Meetings.
v)        Facilitate other duties as requested by the Executive Board.
vi)        Follow and maintain an accurate job description.


1.        Japanese Vice President of General Meetings shall:
i)        Assist the President in conducting the affairs of the HIWC at the President’s
request.
ii)        Work with the President and the Foreign Vice President in planning General
Meetings.
iii)        Preside at the General Meeting in the event that the President or the Foreign
Vice President is unable to attend.
iv)        Attend Executive Board Meetings.
v)        Facilitate other job duties as requested by the Executive Board.
vi)        Follow and maintain an accurate job description.

2.        Japanese Vice President of Cultural Activities shall:
i)        Assist the President in conducting the affairs of the HIWC at the President’s
request.
ii)        Attend Executive Board meetings.
iii)        Facilitate other job duties as requested by the Executive Board.
iv)        Follow and maintain an accurate job description.


Duties of the Secretaries

1.        Foreign Secretary shall:
i)        Make correct records of all General Meetings and Executive Board Meetings.  
The records should be made available for review (when requested) to all HIWC
members and the Executive Board prior to the next Executive Board Meeting.
ii)        Conduct English language correspondence for the club.
iii)        Succeed to the Presidency in the event that the President and Foreign Vice
Presidents are unable to serve.
iv)        Attend Executive Board Meetings.
v)        Facilitate other duties as requested by the Executive Board.
vi)        Follow and maintain an accurate job description.

2.        The Japanese Secretary shall:
i)        Conduct Japanese language correspondence for the club.
ii)        Attend Executive Board Meetings
iii)        Facilitate other duties as requested by the Executive Board.
iv)        Follow and maintain an accurate job description

Duties of the Treasurers
1.        The Foreign Treasurer shall:
      i        Collect and budget club funds.
ii)        Keep accurate records of the HIWC treasury and make available to the General
Membership when requested.
iii)        Prepare forecast budget for next year’s board and present it to the members at
May’s General Membership meeting.
iv)        Attend Executive Board Meetings
v)        Facilitate other duties as requested by the Executive Board
vi)        Follow and maintain an accurate job description.

2.   The Japanese Treasurer shall:
i)        Collect, control and disburse club funds.  The Treasurer has the authority to
expend funds without the President’s approval up to a sum set forth in the by-laws of
the club.
ii)        Keep accurate records of the HIWC treasury.
iii)        Attend all Executive Board Meetings
iv)        Facilitate other duties as requested by the Executive Board
v)        Follow and maintain an accurate job description

Section B – Standing Committees
1.  Membership Committee shall:
i)        Welcome new members into the club
ii)        Keep accurate records of member’s names, addresses and phone numbers
iii)        Facilitate other duties as requested by the Executive board.
iv)        Follow and maintain an accurate job description
v)        Notify Executive Board and Web mistress of any changes.

2.        Website committee shall:
i)        Maintain the HIWC website.
ii)        Facilitate other duties as requested by the Executive Board.
iii)        Follow and maintain an accurate job description.

3.  Cultural Committee shall:
i)        Assist the Japanese Vice President of Cultural Activities plan events and outings
for all members
ii)        Consist of a minimum of four (4) members (two (2) Japanese and two (2) non-
Japanese) which include the Japanese Vice President of Cultural Activities
iii)        Facilitate other duties as requested by the Executive Board
iv)        Follow and maintain an accurate job description


Section C – Ad Hoc Committees
      i)        When necessary the Executive Board shall name special committees to
undertake special activities for the benefit of the club.
      ii)        The term of office of a special committee shall be specified by the Executive
Board.

1.  The Nominating Committee (Foreign Members only) – (PROVISIONAL)

i)        The Nominating Committee shall be appointed by the Executive Board in
January of each year.
ii)        The committee will consist of a minimum of two (2) Japanese members and two
(2) non Japanese members which includes a chairperson.
iii)        An appointed chairperson will coordinate and preside over all the meetings.
iv)        Members are invited to volunteer for any committee or Executive Board
position.  However, if some positions remain open after an extended period of time, the
Nominating committee will approach members of the HIWC via phone or written
correspondence asking if they would be willing to volunteer for a position.  A written job
description would be provided to every candidate.
v)        Once the Nominating committee has a list of names, they will advise the
Executive Board in writing, by the end of March, in order that the candidate’s names
can be published in the April Newsletter.
vi)        At April’s General meeting the Nominating Committee will offer to the
membership a slate of candidates for each of the Board positions and Committee
positions.
vii)        A vote will then occur on the proposed slate of candidates, at the May General
Meeting.  Fifteen (15) days notification must be given to the membership if a vote is
necessary.

2.  The Constitution Committee

i)        When necessary, the President, with Executive board approval shall appoint a
Constitution Committee.
ii)        This Constitution Committee shall be comprised of a minimum of four (4)
members (two (2) Japanese and two (2) non-Japanese) which will include a
chairperson.  
iii)        The Constitution Committee will make necessary changes to the constitution
and present them to the Membership for approval prior to the final General Meeting in
May.

3        The Venue Committee

i)        When necessary, the President, with Executive Board approval shall appoint a
Venue Committee.
ii)        This Committee shall be comprised of a minimum of four (4) members (two (2)
Japanese and two (2) non-Japanese members) which will include a chairperson.
iii)        If a change of Venue is recommended by the Executive Board, the Venue
committee will research the clubs options for a new meeting place.  The Venue
committee will present its finding to the Membership prior to the final General
Membership Meeting in May at which a vote will take place to establish the venue for
the following year.

4.  The Charity Committee

i)        When necessary, the President, with Executive Board approval shall appoint a
Charity committee.
ii)        This Committee shall be comprised of a minimum of four (4) members (two (2)
Japanese and two (2) non-Japanese members) which will include a chairperson.
iii)        The Charity committee will maintain a list of worthy charities to the membership
prior to the May General meeting and a vote will take place to determine which charity
will receive HIWC donations.
iv)        When the HIWC donates money to charities, the Charity Committee is
responsible for keeping records of how the money is dispersed

5.        The Archival Committee

i)        When necessary, the President with Executive Board approval shall appoint an
Archival committee.
ii)        This committee shall be comprised of an equal number of Japanese and Non
Japanese members which will include a chairperson.
iii)        The role of the Archival Committee is to maintain, update and store archives of
the Club.

6.  The Summer Committee

i)        Each summer, the President with Executive Board approval will appoint a
Summer Committee
ii)        This committee will comprise of an equal number of Japanese and non-
Japanese members
iii)        The Summer Committee is responsible for planning activities and events for all
HIWC members during the summer months.

7.        The Elder’s Council

i)        The Elder’s Council is an outside council to the Executive Board in case of
disputes.
ii)        This council will act as a liaison between membership and the Executive Board in
case of disputes.
iii)        In order to be considered for the Elder’s council, Japanese members need to
have 10 or more years of membership and Foreign or non–Japanese members require
3 or more years of membership.  
iv)        Individuals must have been a previous President or Vice President.  


ARTICLE 9:  AMENDMENTS
This Constitution can be amended at any General or Special Membership Meeting by
a simple majority (51%) of the member’s present as long as the required quorum
(1/3rd) is met.  The proposed amendments shall have been forwarded in writing (letter,
fax or email) to the General Membership no less than fifteen (15) days prior to the vote
being taken.

ARTICLE 10:  ADOPTION of the CONSTITUTION
The Constitution shall be adopted by a simple majority (51%) of the Members present
as long as the required quorum (1/3rd) is met.  Members who are unable to attend are
eligible to vote by proxy (see Article 3; Section J).

ARTICLE 11:  DISSOLUTION of the HIWC
A simple majority vote (51%) of all members is necessary in order for the Hiroshima
International Women’s Club to dissolve.  When a vote such as this is passed, the
Executive Board, after paying or making provisions for the payment of all liabilities of
the organization, shall dispose of all the assets of the HIWC by donating any remaining
money to one or more charitable organizations within the Hiroshima Prefecture.

BY-LAWS of the HIROSHIMA INTERNATIONAL WOMEN’S CLUB

1.        Membership Fees
The annual membership fee is 10,000 yen, payable to the HIWC by the October
deadline.  A monthly schedule of dues is available to those members who join the
HIWC after the October deadline.

2.        Guest Fees
All guests will be charged 1000 yen per meeting and 2,500 yen per luncheon fee.
(when applicable)  

3.        Luncheon Meetings
Three (3) luncheon meetings will be scheduled each year.  Dates are determined by
the Executive Board.

4.        Luncheon Reservations
Luncheon reservations are to be submitted to the Luncheon coordinators by a stated
deadline.  No reservation will be accepted without payment.  Members must contact the
luncheon coordinator prior to the luncheon, informing her of any changes to the
reservation.

5.        Smoking Policy
As a courtesy to other members, there will be no smoking during the monthly general
meetings or during the luncheons.

6.        General Meeting Honorariums
A minimum amount of 10,000 yen will be given as an honorarium to all guest speakers
and demonstrators.  Where there is more than one speaker sharing the podium, the
honorarium shall be shared proportionately.  In addition, program coordinators shall
extend an invitation for a complimentary luncheon to the guest speakers and their
interpreters.  If there are special requests for additional honorariums, the Executive
Board shall make these decisions.  Honorariums over the amount of 50,000 yen must
be approved by the General Membership.

7.        Disbursement of Funds by the Executive Board
Executive Board approval is necessary for the dispersal of funds for operational
expenses exceeding 50,000 yen.

8.        Disbursement of Funds by the President
When necessary, the President can disburse up to 30,000 yen without approval.  

9.        Carry-Over Finance
A minimum of 200,000 yen shall be kept in the treasury following the May General
Meeting.  This amount will allow for unseen expenditures which might arise during the
summer and will provide working capital for the incoming Executive Board.

10.        Attendance by Children
THE HIWC welcomes mothers with small children to regular monthly meetings.  
However, if the child becomes disruptive to the guest speakers, presenters,
demonstrators or to other club members, the child and mother will be asked to leave
the General Meeting area until the child is able to return.

11.  Cancellation Fees
In all fairness to the instructor, individuals who fail to attend a class or event in which
they have signed up for will be obligated to pay the full amount of the class.  A
minimum of one day notice is needed in order to cancel.

a.        Charitable Donations
After the preliminary HIWC budget has been established for the following year, the
members can consider donating excess funds to local charities.  The General
Membership shall take a vote each year in May to determine if HIWC funds will be
donated, how much money will be donated and to whom the charitable donations will
be given.

b.        Subsidy of Club-Sponsored Events
Club-sponsored events may be eligible for a subsidy to help defray the cost of the
event. Application must be made to the Executive Board two (2) months prior to the
event.  Approval or disapproval will be made know by the Executive Board at least one
month prior to the event.  Any subsidy over 50,000 yen must be voted upon by the
General Membership.

15.  People on the Waiting List
Any person(s) on a waiting list for membership may attend up to four (4) HIWC General
Membership meetings and four (4) HIWC events per year.

16.        Costs for People on the Waiting List
People on the waiting list who attend General Meetings are required to pay a fee set
by the Executive Board.  If they attend special functions and/or club activities an
additional fee may apply.



Amendments:

As amended, March 1996
As amended, January 1997
Reason: The term “Japanese Member” and “Foreign Member” need to be defined
As amended, October 1998
Reason: Honorary Members, Article 3, Section 1
As amended, May 1999, Article 12, Section 1
As amended, May 1999
Reason: i) Membership, Article 3 Section K
ii) Proxy Votes, Article 3, Section J
iii) Newsletter Committee and Summer Committee, Srticle6, Section A
As amended, December 2000
Reason: Change of meeting location, Article 5, Section C
As amended, March 2001
Reason: Election of new board, Article 6, Section B and Article 7, Section 1
As amended, March 2003
Reason: i) Change “the Club to HIWC
ii) Complete wording of Article 3, Section H
iii) Change Japanese member requirements, Article 3, Section K and L.
iv) Add Webmaster to list of Officers, Article 7, Section H.
v) Add maintain job descriptions, Article 7, all sections
As amended on May, 2006
Reason: total rewrite of the constitution.
As amended July 2008
Reason – Discontinuation of printed Newsletter (Dayori), Article 6, Section B-Standing
Committees; Article 8, Section B, Standing Committees, 2; Article 9, Executive Board
Compensation, ii); By-Laws of the Hiroshima International Women’s Club, 11.