ARTICLE I
NAME
The name of this association is the Theta Alumni Association of Alpha
Phi Omega National Service Fraternity (the "Alumni Association").
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ARTICLE II
PURPOSE
The purpose of the Alumni Association shall be to promote
the principles of Alpha Phi Omega among alumni members, Theta Chapter,
and the entire fraternity through the administration of an endowment to
be used for the furtherance of these principles and such activities as
this Alumni Association deems desirable.
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ARTICLE III
MEMBERSHIP
SECTION 1. SIZE. The Alumni Association intends to maintain a sufficient
number of active members to achieve and sustain the purpose of this alumni
association.
SECTION 2. MEMBERSHIP. Membership in the Alumni Association may only
be granted to persons who:
A. Are duly registered with the National Fraternity as former members,
advisory members, or honorary members of the Theta chapter of Alpha Phi
Omega; and
B. Have paid dues, as set by the Alumni Association in accordance with
Article X of these Bylaws.
The Alumni Association shall not grant any form of membership that does
not comply with the above standards.
SECTION 3. RECOGNITION. The Alumni Association shall apply to the National
Alumni Chair of Alpha Phi Omega National Service Fraternity for formal
recognition. The Alumni Association shall maintain formal recognition
with the National Fraternity, as prescribed in the National Bylaws of
Alpha Phi Omega National Service Fraternity.
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ARTICLE IV
OFFICERS
SECTION 1. TITLES. The members of the Alumni Association shall elect
a President, Secretary, Treasurer, and Chapter Liaison. Other officers,
and/or committees shall be appointed by the President and approved by
the elected officers. The officers will have primary responsibility for
fulfilling their duties set forth in Article V, implementing the policies
of the Board of Trustees, supporting the service projects funded by the
Alumni Association's endowment and undertaking such other activities as
appropriate to implement purposes of the Alumni Association.
SECTION 2. TERM OF OFFICE. The officers of the Alumni Association shall
be elected biennially during the annual meeting of every odd calendar
year, and serve for two years. An officer may succeed himself/herself.
SECTION 3. ELECTION OF OFFICERS. Each officer except for the Chair and
Vice Chair of the Board of Trustees shall be elected by the affirmative
vote of a majority of the members present and voting, including proxies,
at the annual meeting of the Alumni Association. The ballots for officers
are to be counted by three Alumni Association members not seeking any
elected or appointed office, and with the results reported immediately
back to the membership.
SECTION 4. INSTALLATION. The Alumni Association officers and members
of the Board of Trustees shall be installed, according to the ceremony
provided by the National Fraternity in the Ritual Book.
SECTION 5. PROXY VOTING. Members may vote by proxy sent by mail or e-mail
or delivered or held by another Alumni Association member at the meeting,
upon certification by those Alumni Association members counting ballots
as specified in Article IV, Section 3 that the proxies are valid.
SECTION 6. VACANCIES OF OFFICE. In the case of a resignation of an elected
officer(s), the Board of Trustees may elect a replacement to serve until
the next annual meeting of the Alumni Association. The members of the
Alumni Association will fill the position at the next annual meeting.
SECTION 7. REGIONAL ALUMNI COUNCIL. At its annual meeting, the Alumni
Association shall elect one representative to serve on the Regional Alumni
Council. Any member of the Alumni Association is eligible to serve on
the Regional Alumni Council. Notice of this representative shall be sent
to the National Office of Alpha Phi Omega, for notification of the Regional
Director, Regional Alumni Representative and National Alumni Chair.
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ARTICLE V
DUTIES OF OFFICERS
SECTION 1. PRESIDENT. The President shall:
A. Serve as the presiding officer at all chapter meetings and at meetings
of the executive committee.
B. Coordinate the functions of all Alumni Association officers and committees.
C. Appoint such committees as are necessary to carry out the program of
the Alumni Association.
D. Serve as an ex-officio member of all committees and the Board of Trustees.
E. Administer officer elections.
F. Insure that the Alumni Association is operated in conformity with the
principles set forth in the National Bylaws, the Standard Chapter Articles
of Association, and these Bylaws.
SECTION 2. SECRETARY. The secretary shall:
A. Maintain an accurate record of Alumni Association meetings, and the
executive committee meetings.
B. Carry on necessary correspondence on behalf of the Alumni Association.
C. Provide timely information concerning activities of the Alumni Association
to the members and friends of the organization.
D. Maintain the membership rolls of the Alumni Association, for the purpose
of determining activity status.
E. Perform all presidential functions in the absence of the President.
SECTION 3. TREASURER. The Treasurer shall:
A. Receive, invest, and disburse the funds of the Alumni Association in
a prudent manner.
In connection with endowment funds, the Chief Financial Officer and Treasurer
will receive endowment funds, disburse that portion of accrued interest
and principal as determined appropriate by the Board of Trustees to the
local chapter for the benefit of the service program of the chapter, maintain
an accurate record of all endowment transactions, and write and present
a financial report for the endowment to the Alumni Association members
at its annual meeting.
B. Encourage membership in the Alumni Association.
C. Maintain financial statements and records and present a financial report
to the members of the Alumni Association at its annual meeting.
D. Develop the Alumni Association budget for approval by the Alumni Association
at its annual meeting, and strive to insure that the budget plan is followed.
E. Serve as an ex-officio member of the Board of Trustees.
SECTION 4. CHAPTER LIAISON. The chapter liaison shall:
A. Work with the corresponding secretary of Theta Chapter to maintain
an accurate database of all Theta Chapter alumni.
B. Oversee the maintenance of the Alumni Association web site, to include
an alumni directory.
C. Keep the active chapter informed of the activities of the Alumni Association,
and encourage all active members to join the association upon graduation.
D. Solicit contact information from graduating fourth years and graduate
students for the alumni index.
SECTION 5. ADDITIONAL DUTIES. All elected and appointed officers and
committee chairs shall, in addition to their stated duties, perform such
duties as their offices or the Alumni Association may require. All officers
shall also plan and coordinate events for alumni and Alumni Association
members including meetings. Officers are not eligible to run for the Board
of Trustees but the President and Treasurer will be ex officio members
of the Board.
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ARTICLE VI
BOARD OF TRUSTEES
SECTION 1. PURPOSE. The Board of Trustees shall set the goals and direction
of the Alumni Association and manage the endowment received by the Alumni
Association from time to time. The Alumni Association will use the income
[and, if deemed appropriate by the Alumni Association, the principal]
of the endowment funds of the Alumni Association to benefit the service
program of the Theta Chapter of Alpha Phi Omega National Service Fraternity,
as deemed appropriate in the sole discretion of the Board of Trustees.
At no point shall endowment funds be used to support the operation of
the Alumni Association, or support any non-service activity of Theta Chapter.
SECTION 2. MEETINGS. The Board of Trustees shall meet in Charlottesville
or the vicinity during the weekends scheduled by the Theta Chapter for
its pledge project(s). Special Board of Trustees meetings shall occur
when deemed appropriate by the Chair of the Board of Trustees; usually
to answer a request related to the endowment. Written notice of all scheduled
and special meetings shall be provided to Board members.
SECTION 3. MEMBERSHIP. The Board of Trustees shall consist of nine members.
Six trustees shall be elected from the active members of the Alumni Association.
The President of Theta Chapter, or his/her designated representative,
shall serve as a full and voting member of the Board. This person shall
not be eligible to serve as an officer of the board. The other two members
shall be the President and Treasurer of the Alumni Association. The President
and Treasurer shall be ex officio members of the Board. Each Trustee-Candidate
shall be nominated by the active membership of the Alumni Association
from its membership. All names submitted to the Board more than thirty
(30) days prior to the elections will be included on any ballot distributed
at the election meeting. However, nothing on this Section 3 shall preclude
nominations to be taken from the floor.
SECTION 4. TERM OF OFFICE. Terms for the six elected members of the Board
of Trustees shall be three years and each Trustee, except for the officer
members, will serve in one of three classes. For the first election, the
Alumni Association shall elect the six trustees to the Board; then those
elected shall participate in a lottery to determine the length of their
term. The two members who draw the low number shall serve for one year,
the two members who draw the middle number shall serve for two years,
and the two who draw the high number shall serve for three years. At the
end of the first and second years, the Alumni Association will then elect
two Alumni Association members each year to serve a full three-year term.
Board of Trustee members shall be elected to serve only for two consecutive
terms, but may return to the Board after sitting out for two full years.
SECTION 5. DUTIES OF THE BOARD OF TRUSTEES. The Members of the Board
of Trustees shall handle all issues relating to endowment funds, including,
but not limited to, fundraising, endowment management, response to requests
by the chapter to utilize interest from endowment funds for service, and
communication with alumni about the status of the endowment. The Board
shall annually report on its operation to the Alumni Association.
SECTION 6. OFFICERS. The Board shall elect from its membership a Chair
and, if deemed desirable, a Vice Chair. These officers shall serve for
a one-year term, and shall be eligible for election to one additional
one-year term. A majority of present and voting Trustees shall be required
to elect the Chair and the Vice Chair. The Board shall report its officers
to the Alumni Association.
SECTION 7. DUTIES OF THE BOARD OF TRUSTEES CHAIR. The Chair of the Board
of Trustees shall:
A. Serve as presiding officer at all Board of Trustees meetings.
B. Coordinate the functions of all Board of Trustees members.
C. Present report of Board of Trustees activities to the Alumni Association
members during the fall pledge project weekend. The Board of Trustees
shall approve the report before submission to the Alumni Association.
D. Ensure that written notice is provided to the Board of Trustees of
the meetings described in Section 2 of this Article.
E. Serve as a member of the Board of Trustees.
SECTION 8. DUTIES OF THE BOARD OF TRUSTEES VICE CHAIR. The Vice Chair
shall perform the duties of the Chair of the Board of Trustees in the
absence of the Chair.
SECTION 9. MEETINGS. Written notice of all meetings of the Board of Trustees
shall be provided to members of the Board at least thirty (30) days prior
to the date of the meeting. This provision, however, can be waived by
a writing waiving such notice signed by all the members of the Board.
A quorum shall consist of a majority of members of the Board. The business
at the meetings shall be conducted by the latest edition of Roberts Rules
of order.
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ARTICLE VII
COMMITTEES
SECTION 1. EXECUTIVE COMMITTEE. There shall be an Executive Committee
of the Board with the authority to act in the name of the board between
Board meetings on those matters which the Board delegates to it. In the
event of a financial, legal, personnel or public relations emergency,
the Executive Committee will have all of the powers of the Board to act
for the best interests of the Alumni Association on matters which the
Committee reasonably determines require handling before the next scheduled
meeting of the Board.
SECTION 2. MEETINGS. The Executive Committee shall meet at the call of
the President or the Chair of the Board or by petition of a majority of
its members.
SECTION 3. MEMBERSHIP. Membership of the Executive Committee of the Board
shall consist of the Chair of the Board, the Secretary, the Treasurer,
and two other Board members elected by that body. The President of the
Alumni Association shall serve as an ex-officio, non-voting member, and
chair of the Executive Committee.
SECTION 4. OTHER COMMITTEES. The Board of Trustees may from time to time
appoint such other committees as it deems necessary to carry out the purposes
of the Board, including a Nominating Committee which would be responsible,
if appointed, for securing nominations for the officers of the Alumni
Association and members of the Board of Trustees.
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ARTICLE VIII
REMOVAL OF OFFICERS AND TRUSTEES
SECTION 1. IMPEACHMENT. Officers or trustees of the Alumni Association
may be impeached for misconduct or malfeasance in office. Charges shall
be submitted in writing to the Executive Committee of the Board of Trustees.
The officer or trustee so charged will then be given an opportunity to
answer the charges. The Executive Committee will then vote whether to
recommend suspension and removal to the general membership of the Alumni
Association. Should the Executive Committee vote in favor of recommending
suspension and removal, the charges shall be presented at the next scheduled
or special meeting of the Alumni Association. The officer or trustee so
charged shall again be allowed to answer the charges filed against him/her.
Suspension and removal of an officer or trustee shall require the affirmative
vote of two-thirds of the members present and voting at an Alumni Association
meeting. For purposes of determining such provision, no proxy ballots
shall be counted.
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ARTICLE IX
MEETINGS OF MEMBERS OF THE ALUMNI ASSOCIATION
SECTION 1. REGULAR MEETINGS. The Alumni Association shall hold its annual
meeting in Charlottesville or the vicinity during the fall weekends scheduled
by the Theta Chapter of its pledge project at a place to be designated
by the Board of Trustees for the purpose of electing the officers and
directors of the Alumni Association and conducting such other business
as the Board of Trustees determines to be appropriate. The Alumni Association
shall also hold a regular meeting in Charlottesville or the vicinity during
the spring weekend scheduled by the Theta Chapter of its pledge project
at a place to be designated by the Board of Trustees for the purpose of
conducting such business as the Board of Trustees determines to be appropriate.
SECTION 2. SPECIAL MEETINGS. Other special association meetings shall
be called upon the written request of one-third of the Alumni Association
members, or at the discretion of the President or Executive Committee
of the Board. Notice as provided in Section 3 of this Article of such
meetings shall be provided to the members of the Alumni Association.
SECTION 3. NOTICE. Written notice of all scheduled and special meetings
shall be provided to Alumni Association members at least thirty (30) days
before the meeting is called.
SECTION 4. QUORUM. A Quorum for the association shall consist of any
number over two-fifths of the active Alumni Association members, and shall
be assumed present unless challenged. No business shall be conducted unless
a quorum is present.
SECTION 5. VOTING. Only Alumni Association members present shall be allowed
to vote at meetings. However, proxy or absentee voting shall be allowed
for Alumni Association officer [and trustee] elections, using organization-approved
ballots. For purposes of electing officers [and trustees], proxies shall
be included in any count for the determination of a quorum. The vote of
the majority of the members and proxies present at a meeting at which
a quorum is present shall be considered to be the act of the members,
unless these bylaws require that a larger percentage approve an action.
SECTION 6. RULES OF ORDER. The business of the Alumni Association shall
be conducted by the latest edition of Roberts Rules of Order.
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ARTICLE X
SUSPENSION OF MEMBERSHIP
SECTION 1. SUSPENSION. Charges that could result in the suspension of
a member shall be given to the Executive Committee of the Board of Trustees
by the member making the charge. A member of the Executive Committee will
present the changes to the committee. The Alumni Association member so
charged will then be given an opportunity to answer the charges. The Executive
Committee will then vote whether to recommend suspension to the general
membership of the Alumni Association. Should the Executive Committee vote
in favor of suspension and removal, the charges shall be presented at
the next scheduled or special meeting of the Alumni Association. The Alumni
Association member so charged shall again be allowed to answer the charges
filed against him/her. Suspension of a member shall require the affirmative
vote of two-thirds of the members present and voting at an Alumni Association
meeting. For purposes of determining such provision, no proxy ballots
shall be counted.
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ARTICLE XI
DUES
SECTION 1. DUES. The Alumni Association may set dues for the members.
Any member, who does not submit dues as approved by the association, shall
have their privileges as a member in good standing automatically suspended,
until payment is made. A non-dues paying member may not vote on association
matters. Dues shall be paid by a date to be established by the Board of
Trustees. If the delinquent dues are not paid, the member shall be termed
inactive.
SECTION 2. USE OF DUES COLLECTED. Monies collected from dues shall be
used to support the activities of the Alumni Association. No monies from
the endowment fund shall be used to support any activity of the Alumni
Association.
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ARTICLE XII
AMENDMENTS
SECTION 1. AMENDMENTS. These bylaws may be amended by a two-thirds vote
of the active members of the Alumni Association in good standing, at a
regular Alumni Association meeting, if the amendment was proposed at the
previous meeting, at least two weeks earlier.
SECTION 2. RATIFICATION. These bylaws shall become effective upon acceptance
by a vote of two-thirds of the Alumni Association members present and
voting at a properly called regular Alumni Association meeting.
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