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United Way of Inner Wisconsin

 

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Governance

  • United Way of Inner Wisconsin is an autonomous local non-profit organization run by an elected unpaid board of directors and a paid staff to maximize charitable giving and nonprofit resources for the people of south Wood and Adams Counties.
  • It is a common misconception that United Ways across the country are local chapters of United Way of America. In fact, United Way of Inner Wisconsin is one of 1,400 autonomous United Ways nationwide.
  • United Way of Inner Wisconsin's Board of Directors is an all-volunteer board consisting of not more than 25 members of the corporation. Eighteen directors are elected for three year terms and seven directosr are appointed for terms not to exceed two years. The officers, chairs of the operating divisons and labor chair constitute the Executive Committee of the Board. They have the important task of managing the United Way to ensure that it operates in a manner that meets the expectations of our donors. Board members; act as trustees of the United Way on behalf of its contributors; determine goals and objectives; establish policies and allocations for funded agencies; approve the annual operating budget; authorize programs and allocations for funded agencies; evaluate the results of organizational operation; and actively participate in one of United Way's Operating Divisons in addition to Board responsibilities.
  • United Way of Inner Wisconsin's Finance Committee is made up of local financial experts who volunteer their services. They review all financial policies and by-laws, monitor and audit the operating budget on a regular basis, review investment strategies, develop an annual budget that is forwarded to the board with recommendations, develop pledge collection policies, procedures and write-offs of each year's campaigns, review the budget of agencies applying for funding prior to fund distribution and review and recommend appropriate reserve funds.
  • We strive to be as transparent as feasible with our donors, our volunteers, the press and the general public. Our integrity is set and sustained at the highest level. We are confident that extensive safeguards currently exist to ensure the safety of the generous contributions made by the people of south Wood and Adams Counties to United Way of Inner Wisconsin. We know that trust can never be assumed - it is earned every single day. At United Way of Inner Wisconsin, we are doing all that we can be done, every single day, to earn and keep that trust extended to us by our donors.

 

By-Laws of United Way of Inner Wisconsin:

  • ARTICLE I:      FISCAL YEAR, ANNUAL MEETING, SPECIAL MEETINGS
    • 1. The corporate fiscal year for the United Way of Inner Wisconsin, Inc. (hereinafter referred to as "United Way") shall be calendar year, from January 1 through December 31.
    • 2. The annual meeting of the members of the corporation shall be held in the South Wood and AdamsCounty areas, within ninety (90) days of the end of the fiscal year, as the Board of Directors may deter­mine.  Notice of the annual meeting shall be given through publication in a newspaper of general circulation in the South Wood and AdamsCounty areas, not less than five (5) days prior to the date of such meeting.
    • 3. A quorum of any meeting of the membership of the corporation shall be eleven (11) members.  Any action by the majority of those present shall be the action of the member­ship.
    • 4. Special meetings of the members of the corporation may be called by the president. In addition, the president must call a special meeting upon the written request of two-thirds of the Board of Directors, or the written request of ten percent of the membership of the corporation.  Such re­­quest shall state the purpose or purposes of the proposed meeting.  Special meetings must be held within sixty days of receipt of the request, at such day, hour, and location in the South Wood and AdamsCounty areas as set by the Board of Directors.  Notification of any special meeting shall be in the same manner as for an annual meeting.  Business trans­acted at all special meetings shall be confined to the subjects stated in the call.
  • ARTICLE II:     DIRECTORS
    • 1.    The Board of Directors shall be an all-volunteer board consisting of not more than twenty-five (25) members of the corporation, of which:
      • a .Eighteen (18) are elected directors, six (6) of whom shall be elected each year for a term of three years at the annual meeting of the member­ship
      • b. Not more than seven (7) directors (including committee chairs) may be appointed by the president and approved by the board for such terms as the board may deter­­mine, but not to exceed two years.                                                                  
      • c. All Executive Committee members must be members of the Board of Directors as defined under the terms of this article.
    • 2. Vacancies on the board may be filled by the board between annual meetings for the
             remainder of any unexpired terms.
  • Revision 1-25-89                    
  • Amended 3-22-94
  • Amended 11-20-01
  • Amended 4-16-03
  • Amended 1-12-05
  • Amended 10-18-06
  • Amended  9-24-07
  • Reviewed 1-2008
  • Amended 1-21-09
  • Amended 2-9-11

     

    • 3.  No director who has been elected, and has servedthree (3) three-year terms, shall be eligible for re-election until one year has elapsed.  In no event may a director serve more than nine (9) con­secutive years, through any combination of elected and/or appointed terms.
    • 4.  Hired or contracted staff of either the United Way or agencies funded by the United Way shall be ineligible for membership on the board.
    • 5.  Duties of the Board of Directors.
      • a.  Manage the business and property of the corporation consistent with the Articles of Incorporation and By-Laws.
      • b. Establish and interpret organizational policy.
      • c.  Employ a Chief Executive Officer to carry out Board policy and manage the organization.
    • 6.  Meetings of the Board of Directors.
      • a.  Regular board meetings shall be held at such regular times as set by the Board of Directors.
      • b. Special board meetings may be called by the president, or by the president upon the written request of the majority of the directors.  Upon receipt of such written re­quest, the presi­­dent shall call a meeting within thirty days.  Written notification of special meetings shall be postmarked or personally delivered not less than five (5) days prior to the meeting.
      • c.  A quorum for any meeting of the Board of Directors shall be eleven (11)members of the board.  The elevenmem­bers shall include the president, or in the temporary un­avail­­ability of the president and the vice president, an acting presiding officer designated by the president from the board membership.
      • d. Action by the majority of those board members present shall be the action of the Board of Directors.
      • e.  Any director who misses three consecutive meetings without notice will be considered to have resigned their position on the Board.
  • ARTICLE III:   OFFICERS
    • 1. The officers of the corporation shall be president, vice presi­dent/governance chair, secretary, and treasurer. 
    • 2. All officers shall hold office until their successors are elected and qualified.
    • 3. The treasurer is required to be bonded for the position.
    • 4. Vacancies among the officers occurring during the year may be filled by the board of directors.
    • 5.  The duties of the officers shall be:
      • a.  President - The president shall preside at membership, board, and executive committee meetings.  The president is the official spokesperson for the United Way and has the primary responsibility of ensuring that the organization's policies and procedures are developed and implemented.
      • b. Vice President/Governance Chair - The vice President/Governance Chair shall assist the president as necessary and assume the duties and responsibilities of the office of president in the absence of the president.
      • c.  Secretary - The secretary is responsible for the other duties normally ascribed to this office.
      • d. Treasurer - The treasurer is the chief financial officerand Chair of the Finance Committee, whose actions in this capacity are subject to the direction and control of the board of directors
  • ARTICLE IV:   COMMITTEES
    • 1.    EXECUTIVE COMMITTEE
      • a.  The Executive Committee shall meet when called upon by the President.
      • b.  The Executive Committee shall consist of:
        • President
        • Vice President
        • Immediate Past President
        • Secretary
        • Treasurer
        • Community Impact Chair
        • Campaign Chair
        • Communications Chair
        • Legacy Society Chair
      • c.  The Chair of the Executive Committee shall be the United Way board president.
    • 2. GOVERNANCE COMMITTEE - The vice President shall be the Governance Committee chair. The Governance Committee shall:
      • a. In addition to the vice President/Governance Chair the committee shall consist of not less than three (3) members of the corporation of whom at least one shall be a current member.
      • b. Orient new board members
      • c.  Monitor policy and by laws, keeping them up to date and relevant
      • d  Identify potential new board members and prepare the slate of officers
      • e. Consist of not less than three (3) members of the corporation of whom at least one shall be a current or past board member.
    • 3.  FINANCE COMMITTEE - The Treasurer shall be the Finance Committee Chair. The Finance Committee shall:
      1.  In addition to the Treasurer the committee shall consist of not less than three (3) members of the corporation of whom at least one shall be a current board member.
      2. Oversee the finances of the organization.
      3. Review agency financials for fund distribution process.
      4. Review annual financial audit.      
    • 3.    TASK FORCES - As necessary, the president shall appoint, subject to the approval of the board, Task Forces  and their chairs.
  • ARTICLE V:     MEETINGS
    • 1. All meetings of the corporation shall be open to the public.
    • 2. All committees/task forces and divisions functioning under a committee/task force structure shall meet at such time and place as may be agreed upon by the majority of the members, or upon call of the chair.
    • 3. Any action by the majority of those present shall be the action of the committee/task force.     
  • ARTICLE VI:   AMENDMENTS
    • The By-Laws may be enlarged, amended, repealed or altered in whole or in part by the members at an annual meeting or a special meeting called for that purpose.
  • ARTICLE VII:  MISCELLANEOUS
    • All actions by the Board of Directors, task forces, and committees shall conform with the Articles of Incorporation, By-Laws, and established policies and procedures of United Way of Inner Wisconsin. 
  • ARTICLE VIII: DISSOLUTION
    • In the case of dissolution of the corporation, the Board of Directors, by a two-thirds vote of members, will determine the distribution of the funds, properties and other assets of the United Way of Inner Wisconsin, Inc., provided that each distribute be an exempt organization under Section 501(c)(3) of the Internal Revenue Code of 1954, or any similar successive legislation.

United Way of Inner Wisconsin Code of Ethics:

  • United Way of Inner Wisconsin is committed to the highest ethical standards.  Indeed, based on the unique trust placed in United Way of Inner Wisconsin to serve the public good, we have a special obligation to act ethically.
  • The success of the United Way system and our reputation depend upon the ethical conduct of everyone affiliated with the United Way of Inner Wisconsin.  Volunteers, staff, and representatives set an example for each other, and for member United Way organizations, by their pursuit of excellence in high standards of performance, professionalism, and ethical conduct. 
  • We are mindful that our core values must be clearly articulated, communicated and continuously reinforced.  In addition, more detailed policies; guidelines, explanations, definitions and examples are often needed to bring these values into actual practice.  While no document can anticipate all of the challenges that may arise, the Code communicates key guidelines and will assist United Way of Inner Wisconsin volunteers, staff and representatives in making good decisions that are ethical and in accordance with applicable requirements.
  • 1.   PERSONAL AND PROFESSIONAL INTEGRITY:  A personal commitment to integrity in all circumstances benefits each individual as well as the organization.  We therefore:
    • Strive to meet the highest standards of performance, quality, service and achievement in working towards the United Way of Inner Wisconsin mission.
    • Communicate honestly and openly and avoid misrepresentation.
    • Promote a working environment where honesty, open communication and a diversity of opinions are valued.
    • Exhibit respect and fairness toward all those with whom we come into contact.
  • 2. ACCOUNTABILITY:  United Way of Inner Wisconsin is responsible to its stakeholders, which include member United Ways, donors and others who have placed faith in United Way of Inner Wisconsin.  To uphold this trust, we:
    • Promote good stewardship of United Way of Inner Wisconsin resources, dues and other contributions that are used to pay operating expenses, salaries, and employee benefits, and administration.
    • Ensure that travel, entertainment and related expenses are incurred on a basis consistent with the mission of United Way of Inner Wisconsin and not for personal gain or interests.
    • Refrain from using organizational resources for non-United Way of Inner Wisconsin purposes.
    • Observe and comply with all laws and regulations affecting United Way of Inner Wisconsin.
  • 3.  DIVERSITY AND EQUAL OPPORTUNITY:  United Way of Inner Wisconsin is an equal opportunity employer and is committed to the principle of diversity.  We therefore:
    • Value, champion, and embrace diversity in all aspects of United Way of Inner Wisconsin activities and respect others without regard to race, color, religion, creed, age, sex, national origin or ancestry, marital status, veteran status, sexual orientation, or status as a qualified individual with a disability or handicap.
    • Refuse to engage in or tolerate in any other form of discrimination or harassment.
  • 4.  CONFLICTS OF INTEREST:  To avoid any conflict of interest or the appearance of a conflict of interest which could tarnish the reputation of United Way of Inner Wisconsin as well as undermine the publics trust in all United Way organizations, United Way of Inner Wisconsin staff and representatives:
    • Avoid any activity or outside interest which conflicts or appears to conflict with the best interest of United Way of Inner Wisconsin.
    • Decline any gift, gratuity, or favor in the performance of United Way of Inner Wisconsin duties except for promotional items of nominal value.  Food, transportation, lodging or entertainment is also unacceptable unless directly related to United Way of Inner Wisconsin business.
  • Approved February 25, 2004
  • Amended March 26, 2007
  • Amended May 20, 2009
  • United Way of Inner Wisconsin volunteers:
    • Should not knowingly take any action, or make any statement, intended to influence the conduct of United Way of Inner Wisconsin in such a way to confer any financial benefit on themselves, their immediate family members, or any organization in which they or their immediate family members have a significant interest as stakeholders, directors or officers.
    • During the fund distribution process by the Community Impact Committee and Review Panels, such member shall, if actively engaged as a participating member of the allocation function, abstain from the discussion and decision process with respect to said specific agency creating the conflict of interest.
    • Disclose all known conflicts or potential conflicts of interest in any matter before the Board of Directors, if they are Board members, or any committee upon which they serve and withdraw from the meeting room during any discussion, review and voting in connection with such matter.
  • 5.  CONFIDENTIALITY AND PRIVACY:  Confidentiality is a hallmark of professionalism.  We therefore:
    • Ensure that all information, which is confidential, privileged or nonpublic, is not disclosed inappropriately.
    • Respect the privacy rights of all individuals in the performance of their United Way of Inner Wisconsin duties.
  • 6.  POLITICAL CONTRIBUTIONS:  As a charitable corporation, United Way of Inner Wisconsin is prohibited from making contributions to any candidate for public office or to any political committee.  We therefore:
    • Refrain from making any contributions to any candidate for public office or political committee on behalf of United Way of Inner Wisconsin including the use of United Way of Inner Wisconsin facilities for political campaign activities.
    • Refrain from making any contributions to any candidate for public office or political committee in a manner that may create the appearance that the contribution is on behalf of United Way of Inner Wisconsin.
  • GUIDANCE AND DISCLOSURE
  • Volunteers, staff, and representatives are encouraged to seek guidance from the President concerning the interpretation or application of this Code of Ethics.  Any known or possible breaches of the Code of Ethics should be disclosed.  Staff and representatives should contact a supervisor.  Volunteers should contact the President.  Reports of possible breaches will be handled in the following manner:
    • All reports of possible breaches will be treated in confidence as much as the organization’s duty to investigate and the law allow.  If confidentiality cannot be maintained, the individual disclosing the possible breach will be notified.
    • All reported breaches will be investigated.
    • Retaliation against a person who suspects and reports a Breach in good faith will be treated as an independent breach of the Code.
    • United Way of Inner Wisconsin affirms prompt and fair resolution of all reported breaches
  • AT THIS TIME I HAVE THE FOLLOWING KNOWN OR POTENTIAL CONFLICTS OF INTEREST: ______________________________________________________
  • _______________________________________________________________
  • _______________________________________________________________
  • _______________________________________________________________
  • Signed_________________________________________________________
  • Date___________________________________________________________
  • I have read and agree that I do not have any known conflict of interest in regard to the United Way of Inner Wisconsin Board of Directors.  However, if I identify any future conflicts I will openly identify those conflicts and abstain from action on those issues.
  • Signed_________________________________________________________
  • Date___________________________________________________________