If I am reading the draft bylaws correctly, a quorum for a board meeting
initially would be 4 of the 6 members. That seems reasonable. After 7/1/15,
however, it would be 8 of 11. That is getting more problematic considering the
geographic hindrances to everyone being able to meet physically. This is
mitigated by the conference call option (excellent paragraph). Not being aware
of the previous conversations, if conference call meetings will be the norm,
this is not a problem. Otherwise, I would be concerned that it might be hard
to regularly get a quorum together.
Section 6.05 goes on to say that an action by the Board may be taken only with
a two-thirds vote of the full Board. That would mean that if there are only 8
board members present, the vote would have to be unanimous. May I suggest that
this be changed to two-thirds (or better yet “more than half”) of the board
members present.
Again, not having heard the discussion leading up to this number, I wonder why
a simple majority is not sufficient for passing the normal business of an
organization (and not hamstringing the Board with unnecessarily restrictive
requirements). Section 6.11 is a very good example of a specific case where it
really does make sense to require that 7 out of 10 agree. There may well be
other types of vote where 2/3 is a reasonable requirement. I am just concerned
about that getting in the way of easily conducting routine business.
One further note on the membership types. I doubt if Georgia is unique in this
regard, but here an institution cannot pay for an individual membership. The
rationale is that if a person leaves the organization, they are taking that
membership with them – therefore the organization should not have paid for it
with taxpayer dollars. If there is a way that the membership can be
transferable from one individual to another in the same organization, the
organization is able to pay for that membership.
Please know that I am not trying to sharpshoot what has been presented. The
bylaws committee has done an admirable job on what has always been a thankless
activity.
Alan
Alan Sibert
University Policies Coordinator
UNIVERSITY of
NORTH GEORGIA
Physical Address: 60 West Main Street / Room 239
Mailing Address: 82 College Circle
Dahlonega, GA 30597
706-867-2558 (Office)
678-485-1765 (Cell)
From: [email protected]
[mailto:[email protected]] On Behalf Of Michele Gross
Sent: Friday, September 05, 2014 8:25 AM
To: Institutional policy-related discussions
Subject: [acupa-l] The ACUPA Bylaws Draft - your assistance is requested!
Dear policy colleagues,
The ACUPA Board of Directors (Board) is excited to update you on its recent
progress: drafting of the ACUPA Bylaws!
The Bylaws provide the rules and framework that will govern ACUPA’s management
of our association. Key components of the attached document include membership
structure, meetings, the ACUPA Board of directors’ and officers’ roles, as well
as committees and indemnification, to name a few of the parameters addressed.
The six of us began the work, with assistance from Bob Schur of Colorado State
University, about four months ago. We had a rough draft in hand when we met in
Austin in July. The first major draft came together after two intense days of
discussion (with very little fist thumping or gnashing of teeth!)
We passed the draft by members of the Newsletter Committee, the 2014 ACUPA
Conference Committee, and the Organizing Committee. Thanks to their sharp eyes
and great ideas, the document is better than it was before.
Requesting your assistance!
Now we are coming to all of you to help to put the final touches on this
document. We would appreciate it if you reserved some time before September
19th to review the Bylaws and respond to the following:
1) Is the content logically organized?
2) Is the information clear?
3) Are there are critical sections that are missing from this version?
The Board will gather your feedback and meet to discuss the recommendations,
and make revisions as needed. We will provide the final adopted Bylaws at or
before the ACUPA conference in Orlando in October.
Key Components
We thought it might be helpful to provide some background around particular
sections of the Bylaws.
Membership Eligibility and Rights
Policies exist everywhere: universities, colleges, corporations, and
government. While tackling this section, we discussed how open this
organization might be to individuals outside of colleges and universities. All
of us have been contacted by large companies or other agencies seeking
assistance in setting up, maintaining, or just reorganizing their policy
function.
After much discussion, we opted for having five types of members, and
determined the voting rights and annual fee for each member type.
Only individuals in higher education, other education, and governmental
entities would be eligible to vote on matters specified within the Bylaws.
While students and other members, such as corporations, may be granted
membership, thereby entitling them to ACUPA resources and conferences, they
would not drive decisions through voting nor be eligible to hold director
positions. We also agreed that using the ACUPA list for solicitation purposes
would be prohibited.
Annual Dues
You may recall that a survey was sent out last fall, after our ACUPA 2013
conference in Chicago, to all ACUPA members, seeking support for ACUPA becoming
an official, incorporated organization, and preferences for annual dues
associated with membership.
One hundred fifty dollars, the amount now specified in the Bylaws, for every
member type except student, comes as a result of that survey.
At survey time, there was also discussion about offering an institutional
membership rate, granting membership to more than on individual from an
institution. Our draft does not provide for an institutional membership,
because:
• Voting rights are granted to individual members, not an organization
• The individual membership rate is low enough that registering two
people individually is still less expensive than the proposed institutional rate
• A small percentage of current institutions have more than two people
registered in ACUPA
Individuals who do register for ACUPA may, as they are able to now, submit
questions through the
e-list to aid units throughout their institution and to then share responses.
Timing
The “when to do it” discussion came into play as we were discussing the annual
election of directors and the collection of dues. It was determined that it
would work best to conduct these two activities at different points of the
year. Dues will be collected by December 31 of each year. New directors will
be nominated and elected each spring, with the start of their terms beginning
July 1 of that year.
Board of Directors
The Bylaws provide for a board comprised of 11 members, with two-year
appointments. Each year, one half of the board positions will be up for
election, so that both senior and junior board members will be in place at any
given time.
Currently, there are six directors who are serving as the founding Board of
Directors. Five more directors will be nominated and selected this spring
(2015) by eligible voting members, which will round out the first full Board.
The original six directors will end their terms on June 30, 2016 in order to
ensure continuity as we move into an established structure and election
calendar.
***************************
Thank you for your continuing involvement in ACUPA!
Joshua Adams, Cornell Univ. Candice Fischbach, Univ. of
Texas, Austin
T Michael Ford, Indiana Univ. Heather Foster, Univ. of Texas,
San Antonio
Michele Gross, Univ. of Minnesota Donna Meeks, Old Dominion Univ.
--
Michele Gross, Director
University Policy Program
University of Minnesota
356-1 McNamara, 200 Oak street
Minneapolis, MN 55454
612-624-8081
http://policy.umn.edu/
ATTN: Please be aware that when you respond to an ACUPA-L e-mail, the reply
will be distributed to the ENTIRE list of members. If you do NOT want to send
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