The registered office of the International Association for Feminist Economics, a Pennsylvania nonprofit corporation (the "Association") required by the Pennsylvania Nonprofit Corporation Act of 1988 (the "Act") to be maintained in the State of Pennsylvania shall be the registered office named in the original Articles of Incorporation of the Association or such other office (which need not be a place of business of the Association) as may be designated from time to time by the Board of Directors in the manner
provided by law.

ARTICLE II - MEMBERS

Section 1. Membership. Membership in the Association shall be open to any person interested in feminist economic inquiry. All rights of members set forth herein or in the Articles of Incorporation or the Act shall be limited to members in good standing. A member shall be in good standing throughout the period with respect to which such member has paid in full the applicable dues of the Association.

Section 2. Term. Membership shall be continuous each year upon the payment of dues in full on a calendar year basis. The Board of Directors may fix the amounts and categories of dues from time to time, and make them payable at such time and by such methods of collection as the Board may prescribe. The dues structure of the Association shall be proportionately progressive with respect to members' income. Membership shall be terminated for non-payment of dues, if such dues are not paid within 30 days after the applicable due date, and membership shall be reinstated automatically upon payment in full of such dues.

Section 3. Quorum; Required Vote for Member Action. (a) Quorum. A quorum shall be present at a meeting of members if at least ten percent (10%) of the members entitled to vote are represented at the meeting in person or by proxy.

(b) Voting on Matters Other Than the Election of Directors and Officers. Unless otherwise provided in the Articles of Incorporation or these bylaws, the affirmative vote of a majority of members entitled to vote on a matter and represented in person or by proxy at a meeting of members at which a quorum is present shall be the act of the members (other than the election of directors and officers as provided herein or a matter for which the affirmative vote of a specified portion of the membership entitled to vote is required by the Act).

(c) Voting in the Election of Directors and Officers. Unless otherwise provided in the Articles of Incorporation or these bylaws, directors and officers elected by the members shall be elected by a plurality of the votes cast by the members entitled to vote in the election of directors and officers and represented in person or by proxy at a meeting of members at which a quorum is present. Elections may be conducted by mail ballot and
additional mechanisms provided by the Board.

Section 4. Annual Meetings. An annual meeting of the members, for the election of directors and officers as provided herein to succeed those whose terms expire at the beginning of the Association's meeting in conjunction with the ASSA meeting next following such annual meeting and for the transaction of such other business as may properly come before the meeting, shall be held at such place, on such date and at such time as the Board of Directors shall fix and set forth in the notice of the meeting, which date shall be within 15 months subsequent to the date of the last annual meeting of members. Unless otherwise specified by the Board, the annual meeting of the Association will be held at the IAFFE conference.

Section 5. Special Meetings. Unless otherwise provided in the Articles of Incorporation, special meetings of the members for any proper purpose or purposes may be called at any time by (a) the Board of Directors or (b) members entitled to cast at least fifteen percent of the votes which all members are entitled to cast at the proposed special meeting. Only business within the purpose or purposes described in the notice (or waiver thereof)
required by these bylaws may be conducted at a special meeting of the members.

Section 6. Record Date. For the purpose of determining members entitled to notice of or to vote at any meeting of members or any adjournment thereof, or in order to make a determination of members for any other purpose, the Board of Directors will fix in advance a date as the record date for any such determination of members, such date in any case to be not more than 70 days and, in the case of a meeting of members, not less than ten days, prior to the date on which the particular action requiring such determination of members is to be taken.

Section 7. Proxies. A member may vote either in person or by proxy (which, for purposes of these bylaws, includes written ballots) executed in writing by the member. A telegram, telex, cablegram or similar transmission by the member, or a photographic, photostatic, facsimile or similar reproduction of a writing executed by the member shall be treated as anexecution in writing for purposes of this Section. Proxies for use at any meeting of members shall be filed with the Secretary, or such other officer as the Board of Directors may from time to time determine by resolution, before or at the time of the meeting. All proxies shall be received and taken charge of and all ballots shall be received and canvassed by the secretary of the meeting who shall decide all questions touching upon the qualification of voters, the validity of the proxies, and the acceptance or rejection of votes, unless an inspector or inspectors shall have been appointed by the chair of the meeting, in which event such inspector or inspectors shall decide all such questions.

Section 8. Conduct of Meetings. All meetings of the members shall be presided over by the chair of the meeting, who shall be the President, or if the President is not present, a chair elected at the meeting. The Secretary of the Association, if present, shall act as secretary of such meetings, or if the Secretary is not present, then a secretary shall be appointed by the chair of the meeting.
Section 9. Rules of Order. The rules contained in Roberts Rules of Order shall govern meetings of members of the Association, to the extent not inconsistent with the Articles of Incorporation, these bylaws or the Act.

Section 10. Nominating and Other Committees of Members. The President shall, on or before May 1 following the annual meeting of the membership, appoint a Nominating Committee of five members (any of whom may be a director or officer of the Association) to review and select candidates from among the membership of the Association for members of the Board and for officers to be elected at the next annual meeting of the membership. In appointing members of the Nominating Committee and the slate that the Nominating Committee suggests, consideration should be taken of the broad diversity of the Association. The Nominating Committee shall solicit from the membership nominations for such members of the Board and such officers, and shall present to the Board its slate of candidates by October 1. The Board shall determine the number of candidates by resolution. The Board, at its next meeting following submission of the Nominating Committees slate of candidates, shall approve or modify such slate and shall notify the Secretary as to the Board's slate of candidates. In addition, any member may, by petition signed by at least twenty-five (25) members of the Association and delivered to the Secretary on or prior to December 15,nominate a member or slate of members as a candidate for any such Board membership or officer position.

The Secretary shall mail to all members entitled to vote a ballot containing the names of the slate of candidates, nominated as described above, in alphabetical order, which ballot shall permit members to vote with respect to each candidate (limited by the number of positions to be filled). Mailed ballots shall be due at least two weeks prior to the first day of the Association's annual meeting at which such directors and officers are to be elected. Ballots may also be cast at the meeting. There shall be space for write-in candidates.

From time to time the Board may designate standing committees of members, with such duties as set forth herein and as the Board may determine. Each standing committee shall keep minutes of its meetings and promptly file the same with the Secretary of the Association, and report to the Board on its recommendations, if applicable, as directed by the Board. No standing committee shall enter into any contract on behalf of the Association, or incur any indebtedness or other obligation on behalf of the Association, or otherwise bind the Association.

ARTICLE III - BOARD OF DIRECTORS

Section 1. Power; Number; Term of Office. The powers of the Association shall be exercised by or under the authority of, and the business and affairs of the Association shall be managed under the direction of, the Board of Directors. Unless otherwise provided in the Articles of Incorporation, directors must be members of the Association.

Upon conclusion of the transition period referred to below, the Board of Directors shall consist of the President, the President-Elect, three Vice-Presidents, nine (9) elected at large members, the Executive Secretary (if such officer is designated pursuant to Section 1 of Article V) and the Journal Editor and the Past-President. Members elected at large shall serve for three year terms commencing on the beginning of the meeting in conjunction with the ASSA meetings following their election; their terms shall overlap, so that each year the terms of four members (three members at the conclusion of the transition period referred to below) elected at large shall expire and four members (three members at the conclusion of the transition period referred to below) shall be elected at large for new three year terms at the annual meeting preceding the date of expiration of the terms of the four members (three members at the conclusion of the transition period referred to below) so expiring. Each director shall hold office for the term for which such director is elected and thereafter until such director's successor shall have been elected and qualified, or until such director's earlier death, resignation or removal. Notwithstanding anything to the contrary herein, at each annual meeting of members following the date of adoption of these bylaws, no person shall be elected to fill the position of any at large Board member whose term will expire at the next meeting in conjunction with the ASSA meetings until the composition of the Board, upon the elected persons taking office, is as set forth in the first sentence of this paragraph, it being the intention of this transition period to reduce the number of at large Board members currently on the Board to a number ultimately to coincide with that set forth in the first sentence of this paragraph. The composition and number of the Board of Directors as in effect on the date of adoption of these bylaws and the number and composition of the Board of Directors during the transition period referred to above, shall be deemed to be in accordance with these bylaws and the provisions of applicable law. Members of the Board will serve for at most two consecutive terms with a gap of at least one term in between periods of service.

Section 2. Quorum; Required Vote for Director Action. Unless otherwise required by law or provided in the Articles of Incorporation, a majority of the directors in office shall constitute a quorum for the transaction of business of the Board of Directors, and the act of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.

Section 3. Meetings; Order of Business. Meetings of the Board of Directors may be held at such place or places as shall be determined from time to time by resolution of the Board of Directors. At all meetings of the Board of Directors business shall be transacted in such order as shall from time to time be determined by the President, or by resolution of the Board of Directors.

Section 4. Regular Meetings. Regular meetings of the Board of Directors shall be held at such times and places as shall be designated from time to time by resolution of the Board of Directors. The Secretary shall cause to be delivered to each Board member notice of any regular Board meeting which does not take place at either of the Association's meeting in conjunction with the ASSA meetings or annual membership meeting, which notice shall be mailed or sent by facsimile transmission at least twenty-one days prior to any such meeting. Otherwise, notice of regular meetings shall not be required.

Section 5. Special Meetings. Special meetings of the Board of Directors shall be called by the Secretary on the written request of at least three directors, on at least two weeks personal, written, telegraphic, cable or facsimile transmission notice to each director. Such notice must state the purpose or purposes of such meeting, and the only business to be conducted at any such meeting shall be business related to such stated purpose or purposes.

Section 6. Removal. At any meeting of members at which a quorum of members is present (in person or by proxy) called expressly for that purpose, any director, officer, or persons appointed by the Board may be removed, with or without cause, by vote of members entitled to cast at leasta majority of the votes which all members present would be entitled to cast at any annual or other regular election of directors.

Section 7. Vacancies. Any vacancy occurring in the Board of Directors may be filled by the remaining directors (even though less than a quorum), or by election at an annual or special meeting of the members called for that purpose. A director who fills a vacancy shall serve for the unexpired term of such person's predecessor in office.

Section 8. Certain Limitations. Nothing in these bylaws shall be construed to permit any action by the Board, any officer or any member which would cause the Association to cease to be eligible for tax exemption under Section 501 of the Internal Revenue Code of 1986, as amended.

Section 9. Committee Designation; Powers. The Board of Directors, by resolution adopted by a majority of the full Board of Directors, may designate from among its members one or more committees, each of which shall be comprised of three or more of its members, and may designate one or more of its members as alternate members of any committee, who may, subject to any limitations imposed by the Board of Directors, replace absent or disqualified members at any meeting of that committee. Any such committee, to the extent provided in such resolution or in the Articles of Incorporation or bylaws, shall have and may exercise any such authority as provided by the Board, subject to the limitations set forth in the Act. Committees so designated by the Board shall report to the Board. The Board of Directors may dissolve any committee at any time.

Section 10. Executive Committee. The Board of Directors shall have an Executive Committee composed of the President, President-Elect, Executive Secretary (or Secretary and Treasurer), and two members of the Board and elected by the Board.

Section 11. Committee Procedure; Meetings; Quorum. Any committee designated pursuant to this Article shall choose its own chair and secretary, shall keep regular minutes of its proceedings and report the same to the Board of Directors when requested, shall fix its own rules or procedures, and shall meet at such times and at such place or places as may be provided by such rules, or by resolution of such committee or of the
Board of Directors. At every meeting of any such committee, the presence of a majority of all the members thereof shall constitute a quorum, and the affirmative vote of a majority of the members present shall be necessary for the adoption by it of any resolution.

ARTICLE IV - OFFICERS

Section 1. Number, Titles and Term of Office. The officers of the Association shall be a President, a President-Elect, three Vice-Presidents, a Treasurer, a Secretary and such other officers as the Board of Directors may from time to time elect or appoint. In the Board's discretion, the office of the Treasurer and the office of the Secretary may be combined and held by one person, who shall, if such offices be combined, be designated as the Executive Secretary of the Association. The Executive Secretary is appointed by the Board for a five (5) year renewable term. The President, President-Elect and Vice Presidents shall be elected by the members; all other officers shall be appointed by the Board. The President and President-Elect shall serve for one year terms commencing on the beginning of the next meeting in conjunction with the ASSA meetings following their election (except for the current President and President-Elect who will serve out their two year terms and the next President-Elect who will serve a two year term as President-Elect). The President-Elect shall succeed the President. At each election of a President, a President-Elect (who must be a different person) shall also be elected. The Vice-Presidents shall each be elected for three year terms commencing on the beginning of the meeting in conjunction with the ASSA meetings next following their election; their terms shall overlap, so that each year a Vice President with a new three year term shall be elected (subject to the provisions of the transition period referred to in Section 1 of Article III). All other officers shall serve at the pleasure of the Board. Each officer shall hold office until such officer's successor shall be duly elected and shall qualify or until such officer's death or until such officer shall resign or shall have been removed in the manner hereinafter provided. Any vacancy occurring in any office of the Association may be filled by the Board of Directors.

Section 2. Removal. At any meeting of members at which a quorum of members is present (in person or by proxy) called expressly for that purpose, any officer may be removed, with or without cause, by vote of members entitled to cast at least a majority of the votes which all members present would be entitled to cast at any annual or other regular election of officers.

Section 3. Powers and Duties of the President. The President shall preside at all meetings of the Association. Subject to the control of the Board of Directors, the President may, with the advice of a program committee established by procedures set by the Board, determine the program of the Association's IAFFE conference occurring during such officer's term of office, and shall have such other powers and duties as designated in accordance with these bylaws and as from time to time may be assigned to such officer by the Board of Directors.

Section 4. President-Elect. The President-Elect may, with the advice of a program committee established by procedures set by the Board, determine the program of the Association's meeting held in conjunction with the ASSA meetings occurring during such officer's term of office. Upon the expiration of the term of office of the President, the President-Elect shall succeed the President.

Section 5. Vice Presidents. The Vice Presidents shall perform such duties and have such powers as the Board of Directors may from time to time prescribe. In addition, in the absence of the President, or in the event of the President's inability or refusal to act, (i) a Vice President designated by the Board of Directors or (ii) in the absence of such designation, the Vice President who is present and who is senior in terms of time as a Vice President of the Association, shall perform the duties of the President and when so acting shall have all the powers of and be subject to all the restrictions upon the President.

Section 6. Treasurer. The Treasurer shall have responsibility for the custody and control of all the funds and securities of the Association (except as otherwise expressly provided for herein), and such officer shall have such other powers and duties as designated in these bylaws and as from time to time may be assigned to such officer by the Board of Directors.Such officer shall perform all acts incident to the position of Treasurer subject to the control of the Board of Directors; and the Treasurer shall, if required by the Board of Directors, give such bond for the faithful discharge of such officer's duties in such form as the Board of Directors may require. The costs of such bond shall be paid by the Association. The Treasurer is appointed by the Board for a renewable five (5) year term.

Section 7. Secretary. The Secretary of the Association shall keep the minutes of all meetings of the Board of Directors, and the minutes of all meetings of the members, in books provided for that purpose; such officer shall attend to the giving and serving of all notices; such officer may in the name of the Association affix the seal (if any) of the Association to all contracts of the Association and attest thereto; such officer shall have charge of such books and papers as the Board of Directors may direct, all of which shall at all reasonable times be open to inspection by any director upon application at the office of the Association; such officer shall have such other powers and duties as designated in these bylaws and as from time to time may be assigned to such officer by the Board of Directors; and such officer shall in general perform all duties incident to the office of Secretary, subject to the control of the Board of Directors. The Secretary is appointed by the Board for a renewable five (5) year term.

ARTICLE V - PUBLICATIONS

Section 1. Publications. The Board of Directors may authorize the issuance of journals, reports, proceedings, newsletters, book series or other publications in the name of the Association. The journal Feminist Economics shall be the official journal of the Association.

Section 2. Editor and Editorial Board. Feminist Economics shall have an editorial board, consisting of an Editor and such other personnel as may be designated by (or selected pursuant to procedures approved by) the Board. The Editor of the journal Feminist Economics (the "Journal Editor") shall be appointed by the Board for a renewable term of three years, except that the founding Journal Editor shall serve an initial double term corresponding with the publication of the first six volumes of Feminist Economics. If it becomes necessary to appoint a new Journal Editor, a nominating committee will be formed consisting of three members of the Board of Directors chosen by the President, and four members chosen by the Associate Editors. The four members chosen by the Associate Editors must be either Associate Editors or members of the editorial board. The nominating committee will recommend to the Board a candidate or candidates for Journal Editor. The Board shall select a new Journal Editor from among those candidates. The procedures for the appointment of editorial board members shall be approved by the Board. Associate Editors shall be nominated by the Editor and approved by the Board. Unless otherwise specified by the Board, Associate Editors will serve renewable, three year terms. The initial editorial board of the Journal Feminist Economics will serve overlapping renewable terms expiring December 31, 1996, December 31, 1997, and December 31, 1998, respectively.

Section 3. Financial Support. The Journal Editor shall provide the Board, for its approval, an annual budget for the journal Feminist Economics, and shall provide the Board a summary of the revenues and expenses to date of such journal for the preceding year's operating budget. The Association shall allocate, for the maintenance and operation of the journal Feminist Economics, all funds paid to the Association by the publishers of such journal. The Journal Editor shall have custody of all such funds so allocated. All other funds received by the Association from grants specifically designated to support the maintenance and operation of such journal, to the extent required for the maintenance and operation of such journal, as indicated in the applicable budget shall be handled by the Treasurer unless otherwise expressly provided for by the Board. The Journal Editor shall, if required by the Board of Directors, give such bond for the faithful discharge of the Journal Editor's duties with respect to the custody and control of funds of the Association in such form as the Board of Directors may require. The costs of such bond shall be paid by the Association.

ARTICLE VI - NATIONAL AND REGIONAL AFFILIATES

The Board has the authority to establish guidelines for the creation and operation of such national and regional affiliates as the Board may desire. International affiliates must operate within the provisions of the Act and may not engage in activities which would cause the Associate to cease to be eligible for tax exemption under Section 501 of the Internal Revenue Code of 1986, as amended. The international affiliates shall not make financial commitments on behalf of the Association without approval of the Board.

ARTICLE VII - MISCELLANEOUS

Section 1. Amendment. These bylaws may be amended by the Board of Directors subject to ratification of 2/3 of the members in attendance at the annual meeting of the membership or by a referendum of the membership called by a petition of no less than 15 percent of the membership and approved by a 2/3 majority of the members eligible to vote at a meeting of the membership.

Section 2. Indemnification. The Association shall indemnify and hold harmless each person who was or is a party or is threatened to be made a party to any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative, including an action by or in the right of the Association (hereinafter a "proceeding"), or any appeal in such a proceeding or any inquiry or investigation that could lead to such a proceeding, by reason of the fact that such person, or a person of whom such person is the legal representative, is or was a director or officer of the Association to the fullest extent permitted by the Act, as the same exists or may here-after be amended, against judgments, penalties, fines, settlements and reasonable expenses (including, without limitation, attorneys' fees) actually incurred by such person in connection with such proceeding, and indemnification hereunder shall continue as to a person who has ceased to serve in the capacity which initially entitled such person to indemnity here-under. To the extent permitted by law, no authorization of indemnification in the specific case shall be necessary for indemnification hereunder; provided that the indemnified person shall have met the applicable standard of conduct specified in section 5741 or 5742 of the Act. The rights granted pursuant to this Section shall be deemed contract rights, and no amendment, modification or repeal of this Section shall have the effect of limiting or denying any such rights with respect to actions taken or proceedings arising prior to any such amendment, modification or repeal.