Article I. Name & Principal Office

Section 1. Name
The name of this organization shall be the California State University, San Bernardino Faculty/Staff Alumni Chapter.

Section 2. Principle Office
This Chapter is an affinity group constituted under the California State University San Bernardino Alumni Association (CSUSBAA). All activities of the Faculty/Staff Alumni Chapter will be consistent with the Bylaws of the CSUSBAA.  

Article II.  Purpose & Values

Section 1.  Purpose
The mission of the Faculty/Staff Alumni Chapter is to build a community that advocates and creates opportunities for the academic excellence, professional growth, and advancement of faculty, staff students, alumni, and community at large.
Section 2.  Core Values
Professionalism, Excellence, Community, Innovation, Teamwork, Inclusiveness, Mutual Respect, FUN!

Article III.  Membership

Section 1.  Membership and Participation
1.1  Participation is open to all interested CSUSB alumni, students, faculty, staff, and administrators.
1.2  Chapter membership is open to all current paid members of the CSUSB Alumni Association who are current or retired employees.
Section 2.  Members
2.1 Members of the Faculty/Staff Alumni Chapter are encouraged to: (1) attend meetings either in person, teleconference or video conferencing (2) participate in the Faculty/Staff Alumni Chapter activities and other CSUSB Alumni Association events.

Article IV.  Meetings

Section 1. Meetings
1.1 Board Meetings. The Board of Directors shall meet as often as deemed necessary but at least (3) times each year at intervals of no more than four (4) months.
1.2  Regular Meetings. At least one (1) meeting of the membership of the Chapter shall be held each year at a convenient location as determined by the Board of Directors.
1.3  Special Meetings. Special meetings may be held at any time and may be called with guidance by the Chair and/or Alumni Relations Director and should be announced at least seven (7) business days prior to the meeting.
1.4  Committee Meetings. Committee meetings may be scheduled at the discretion of the committee chairperson.       
Section 2. Minutes
Minutes of the Board meetings shall be formally prepared. Meeting minutes shall be available to all the members of the Faculty/Staff Alumni  Chapter within a within 10 business days after the meeting. Upon approval, a permanent copy shall be maintained by the CSUSB Alumni Relations staff for the CSUSB Alumni Association records.

Article IV.  Board of Directors

Section 1.  Composition
The Board shall consist of no more than 15 and no fewer than 10 members. Members shall be appointed with the approval of the membership at large.

Section 2. Positions
The officers of the Faculty and Staff Alumni Chapter shall be elected by the Board Members from its own membership and shall consist of a Chair, Vice-Chair, Secretary, and such other officers as deemed necessary by the Board. Each member elected is expected to possess the motivation, commitment and dedication to make the alumni chapter a success.

  1.  Elected Positions:
    1. Chair. The Chair shall possess an understanding of and ability to communicate the Board’s purpose, the importance of the Faculty and Staff Alumni Chapter’s engagement in the greater CSUSB community, and the Board’s role in the school community.  He or she shall articulate the values, mission, and goals of the Board. 
    2. Vice Chair. The Vice Chair shall assume all Chair duties in the absence of the Chair, or upon request of the Chair. He or she will coordinate all meetings and the Chapter calendar.
    3. Secretary. The Secretary is the Board scribe and will take meeting minutes, prepare agendas, and act as Chapter Historian.
  2. Appointed Positions may include:

2.1.1 Marketing Coordinator. The Marketing/Publicity Coordinator shall oversee all marketing and public relations activities. He or she will coordinate with the Office of Alumni Relations to develop messages for newsletters, website, social media and others as applicable.

  1. Community Engagement Coordinator. The Coordinator Liaison Coordinator shall serve as a liaison to the community and the Faculty/Staff Alumni Chapter.
  2. Treasurer. The Treasurer shall serve as the liaison between the Office of Alumni Relations and the Faculty and Staff Alumni Chapter. He or she will keep records of all monies donated to the chapter, and will follow all applicable CSUSB cash handling policies and procedures. 
  3. Leadership Development Coordinator. The Leadership development coordinator shall be responsible for seeking out new board members.

Section 3. Business and Affairs
The business and affairs of the Faculty/Staff Alumni Chapter shall be managed by the Board as defined in Article II.  The elected Chair will conduct regular meetings and ensure the group’s goals, activities, and programs align with CSUSB’s commitment to diversity and inclusion. 
Section 4. Responsibilities and Accountability
The responsibilities of the Board members shall include, among others: (1) to serve as an active support group for CSUSB’s diversity initiative; (2) to form and oversee subcommittees; (3) to seek nominations of board candidates, conduct elections, and appoint the Chair and liaisons, if required; and (4) to plan and conduct Faculty/Staff Alumni Chapter business, including its meetings. Chapters must submit an annual report of their activities, finances, programs officers, sponsors, members and any other relation information to the President of the CSUSB Alumni Association by July 15.
Section 5. Powers
The Board of Directors shall act on behalf of the membership in all matters concerning the operation of the Chapter. Any matter submitted to a vote of the membership shall be binding upon the Board of Directors. A matter may be submitted to the membership by a vote of the majority of the Board of Directors, or by petition signed by twenty percent (20%) of the membership of the Chapter. Upon submission of the petition, the Board of Directors may adopt the matter submitted in the petition.
Section 6. Nomination and Elections
The Board of Directors shall appoint a Nominating Committee of at least three (3) members, which will present a slate of at least one (1) candidate for each vacancy on the Board. Nominations to the Board of Directors may also be made by petition of at least ten (10) members of the Chapter. If filled, the Leadership Development Coordinator is an automatic member of the membership committee. Nominations must be made prior to May 1 of each year, and elections must be held by July 1 of each year at a regularly scheduled meeting of the general membership. When only one person is nominated for an office, the Board of Directors may cast a unanimous ballot on behalf of the members of the Chapter for such a nominee, who shall be so elected. The duties of the board and chair are immediate upon election.
Section 7. Terms of Office. 
Board members each shall have a two-year term unless he or she resigns or is removed from office.  The term for the Chair shall be two years with the option to serve a third year with Board approval. Elections for the board members will be on staggered, terms with one-half of the board members elected each year.

  1. Terms of Board Officers (Executive Committee)
    1. Chair – 2 years
    2. Vice Chair – 2 year
    3. Secretary – 1 year
  2.  Terms of Appointed Positions
    1. All appointed positions – 1 year

Section 8. Vacancies.
The Board shall fill the remaining terms of any vacancy with the first runner-up of the previous election. The Board may appoint a member to serve if the list of runners-up is exhausted.
Section 9. Quorum.
51% of the Board shall be necessary to constitute the quorum for the Board meeting to conduct business.
Section 10. Vote Required for Action.
The decision of the Board shall be made by the majority of the votes of the members present at the meeting for which the quorum is present.      
Section 11. Resignation of Directors.
Members of the Board of Directors may resign their duties at any time by delivery of a written and signed letter of resignation to the Chair. Such resignation is effective upon receipt by the Chair and terminates at that point all rights and duties of the resigning Director as a member of the Board. If a Director resigns, the Board will appoint by a majority vote a new Director in his/her lieu.
Section 10. Removal of Directors.
Directors may be removed by a majority vote of the entire voting members of the Board of Directors, when in their judgment such removal serves the best interest of the organization. Upon removal of a Director, the Board will appoint a new Director following the same process that would have been used had the Director resigned.

Article V.  Committees of the Board

The Board of Directors may create standing or special committees, or advisory committees, for any purpose and delegate to such committees any of the powers and authorities of the Board of Directors. These committees shall have the power to act only in intervals between meetings of the Board of Directors and shall at times be subject to the control of the Board of Directors. The Board of Directors may establish written policies or job descriptions for any and all committees established. The Chair of these committees shall be selected by the Board of Directors and may also be removed by majority vote of the Directors in office.

Article VI.  Miscellaneous

Section 1. Procedures
Unless otherwise specified, the meetings and other activities of the Faculty/Staff Alumni Chapter shall be governed by those procedures found in Robert’s Rules of Order, as amended from time to time.
Section 2. Conflicting Bylaws
In a case of conflict between these Bylaws and the Bylaws of the CSUSB Alumni Association, the latter shall supersede.
Section 3. Dissolution
In the event of the dissolution of Faculty/Staff Alumni Chapter, any funds will revert to the CSUSB Alumni Association.
Section 4. Obligations
No member of Faculty/Staff Alumni Chapter acting in any capacity may obligate or incur any expense in the name of Faculty/Staff Alumni Chapter.
Section 5. Amendments
Board members may propose amendments at any time during any official board meeting. Bylaw amendments require a two-thirds (2/3) vote of the board membership. Bylaws committee will review bylaws at a minimum annually bases.