Association Bylaws

BYLAWS OF THE UNIVERSITY OF ALASKA ANCHORAGE ALUMNI ASSOCIATION (UAAAA)

ARTICLE I: NAME: The name of the organization shall be UNIVERSITY OF ALASKA ANCHORAGE ALUMNI ASSOCIATION (UAAAA).

ARTICLE II: PURPOSE: It is the purpose of the University of Alaska Anchorage Alumni Association to represent the needs and interests of UAA Alumni while promoting and enhancing the University of Alaska Anchorage.

ARTICLE III: OFFICES: The Association shall maintain its office in Anchorage, Alaska.

ARTICLE IV: SEAL: The Association may have a seal.

ARTICLE V: MEMBERSHIP

Section 1 – Classes of Members: The Association may have classes of members. The benefits and privileges of each class of membership will be established by the Board of Directors as part of Association policy.

ARTICLE VI: MEMBERSHIP MEETINGS

Section 1 – Annual meeting: The date of the regular annual meeting shall be set by the Board of Directors who shall also set the time and place.

Section 2 – Special Membership Meetings: Special meetings of the members of the Association may be called by the President or the Board of Director. Or shall be called by the President at the written request of 20 active members subject to approval by the Board of Directors.

Section 3 – Notice of Membership Meetings: Written notice stating the place, day, hour, and purpose of the meeting shall be given to each Active Member entitled to vote at least fifteen days prior to the date of the meeting. Notice is considered given if mailed or emailed to the member at the address on record with the Association.

Section 4 – Membership Records: The chair of the Membership Committee shall maintain and present the list of Active Members available at each membership meeting.

Section 5 – Quorum: A quorum for an Association meeting shall be 50 Active Members represented in person or 10% of Active Members, whichever is the greater number of Active Members.

Section 6– Rules of Conduct: Unless otherwise specified, the rules of conduct for all membership meetings shall be the most current issue of Robert’s Rules of Order.

ARTICLE VII: BOARD OF DIRECTORS

Section 1 – General Powers: The business and affairs of the Association shall be vested in, exercised, controlled and managed by its Board of Directors limited by these bylaws, policies and the law.

Section 2 – Additional Powers: Without limiting the general powers conferred by these bylaws and provided by law, the Board of Directors shall have in addition, the following powers:

A. To amend Association bylaws;

B. To establish and approve written Association policies;

C. To lease, purchase or otherwise acquire, for and in the name of the Association, any real estate, personal property, letters, patents, concessions, licenses, inventions, bonds, debentures, securities and other property rights or privileges;

D. To sell or otherwise dispose of any of the Association’s assets or acquisitions;

E. To enter into agreements and contracts with individuals, corporations or governments;

F. To appoint, direct, and remove at its pleasure any and all officers and agents of the Association and to prescribe duties for officers and agents;

G. To borrow money and otherwise incur indebtedness, and to mortgage the property of the Association;

H. To keep a complete record of all membership and board minutes;

Section 3- Number: The Board of Directors shall be no more than fifteen and no less than nine in number.

Section 4 – Elections:

A. Term: Directors shall be elected to three-year terms which shall be staggered in such a manner as to provide for the election of at least three directors each year.

B. Election Timeline: There shall be an annual election of Officers and Special Elections as needed.

C. Qualifications: No person may be a Director who is not an Active Member of the Association. Employees of the University of Alaska may not serve on the Board of Directors.

D. Compensation: Directors shall not receive monetary compensation for their services.

Section 5 – Nominations

A. Nominations for candidates for directors may be nominated by the Board of Directors, or the membership, provided such nominations are received in time for placing on the ballot issued to the Active Members.

Section 6 – Meetings of the Board of Directors

A. Regular Meetings: Regular meetings of the Board of Directors shall be held as identified in the Board of Director’s Policies. Notice shall be given at least two weeks in advance of an official meeting.

B. Special Meetings: Special meetings of the Board of Directors may be called by the President or by a majority of Directors.

C. Notice of Special Meetings: Notices of special meetings of the Board of Directors shall be given not less than seven days prior to the meeting. An agenda for the special meeting shall accompany the notice. No action shall be taken on an item not specified on the agenda.

D. Quorum: A simple majority of the Board of Directors shall constitute a quorum for the transaction of business.

Section 7 – Association Funds: All expenditures of Association Funds must be reported to the Board of Directors within 7 calendar days or at the next Board meeting, whichever is sooner.

Section 8 – Standards of Conduct for Directors: A Director shall perform his or her duties, including the duties as a member of a committee in good faith and within the code of conduct outlined in the Board of Director’s Policies.