CONSTITUTION / BY-LAWS

The following has been adopted by the Indiana University School of Informatics Alumni Association as its constitution, with the intent that it will govern association activities and programs in the future.

Section 1.01 - Name

The name of this organization shall be the INDIANA UNIVERSITY SCHOOL OF INFORMATICS ALUMNI ASSOCIATION, hereinafter referred to and designated as the Association. The Association is a Constituent Society of the Indiana University Alumni Association (“IUAA”).

Section 1.02 - Mission

The mission of the Association will be to foster the lifelong allegiance and support of all students, alumni, and faculty of the Indiana University School of Informatics (“School”).

The Association will strive to achieve its mission through involvement with constituents, including communications, social and educational events, and recognition programs.

Section 1.03 - Location and Place of Keeping of Records

The Association’s principal office shall be in the alumni office of the School, on the campus of Indiana University at Bloomington, Indiana. Its permanent records shall be filed and kept at the IUAA.



Section 2.01 - Membership

Membership in the Association is open to graduates of the School, faculty members within the School, or any persons who show their interest in the School by payment of dues to the IUAA in accordance with its dues structure.



Section 3.01 - Annual Meeting

The annual meeting of the Association for the election of Members and Officers of the Board and for the transaction of such other business as may properly come before the meeting shall be held within or without the State of Indiana any time during each calendar year.

Section 3.02 - Special Meetings

Special meetings may be called by the President at his/her discretion and must be called by him/her upon written request of a simple majority of active members from the Association Board of Directors, with such special meeting to take place not later than three (3) months after receipt of such written request.

Section 3.03 - Notice of Annual and Special Meetings

Notification, stating the date, time and place of the annual meeting, and in the case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered to those individual members living within the State of Indiana at such address(es) that appear on the records of the Association, prior to the annual meeting and/or special meetings.

Section 3.04 - Voting at Meetings

Every member of the Association shall have the right at all annual meetings and special meetings of the Association to one (1) vote for each issue brought to a vote at such meeting. A quorum of Association members need not be present at the annual meeting or special meetings to hold such meetings and except as otherwise provided herein, resolutions shall be passed by a majority of those members present and voting.

Section 3.05 - Procedure

Robert’s Rules of Order shall govern the procedure of the annual and special meetings of the Association and the Board.

Section 3.06 - Sub-Groups

The Board may establish sub-groups, committees, or organizations to serve special interest groups within the School.  These sub-groups or organizations will be governed by the Board’s bylaws and shall report to the Board on their activities.

Section 4.01 - Board

Any dues-paying member of the Association shall be eligible to serve on the Association Board (“Board”).

The Board shall consist of:

1. Three (3) officers (President, Vice-President, and Secretary/Treasurer)
2. At least twelve (12) At-Large Members (“Members”).
3. The representative to the IUAA Executive Council (“Council”).
4. At least two (2) Student Members (“Students”), one to represent each campus.
5. Ex-officio members to include:
6. Dean of the School
7. Professional Staff of the School’s Development and Alumni Programming
8. Past-President of the Board
9. Representatives of the IUAA

Section 4.02 - Powers and Duties

The Board shall constitute the trustees of the Association and shall have control of all business, finances, and other of its affairs, and in accordance with the IUAA policies and procedures governing Constituent Societies, except where such control is stipulated elsewhere by Association
By-Laws.

Section 4.03 - Terms of Office

Members of the Board shall each be elected for a three (3) year term with individual members serving on a staggered basis. Members may serve consecutive terms (not to exceed a total of nine (9) years) with the approval of current board officers. Generally, nominations for Members should reflect a wide distribution among the disciplines, including representation from each IU campus. Terms of office for both officers and members shall begin July 1 and end June 30.

The representative to the Council shall be appointed by the President of the Association and shall serve a three (3) year term in accordance with the By-laws of the IUAA.

The immediate Past-President automatically becomes an ex-officio member of the Board for a year following his or her term of office.

Section 4.04 - Duties of At-Large Members

Members shall be assigned to those committees deemed appropriate by the President and shall perform such other duties as these By-laws may require or the Board may prescribe. Duties included are to promote the interests of the School and its alumni. It shall be responsible for establishing policies, planning events, and provide assistance to the officers as necessary.

Section 4.05 - Duties of the Representative to the IUAA Executive Council

The representative to the Council shall be the liaison between the Association and the IUAA and shall report to the Board concerning IUAA activities.

Section 4.06 - Removal from Office

Any Member may be removed from the Board for cause by a vote of a plurality of members present, provided such Member shall have been notified in writing by the President or the Secretary/Treasurer of such charges as may be made against such a Member at least thirty (30) days prior to the vote being taken on whether such Member shall be removed.

Section 4.07 - Meetings of the Association Board

There shall be not less than two (2) regular meetings of the Board annually. Special meetings may be called at the discretion of the President. Special meetings must be called by the President upon the written request of five (5) members of the Board. The Secretary/Treasurer shall notify members of the Board of regular and special meetings in writing at least one (1) week before such meetings are to take place, except in an emergency when meetings may be called on a twenty-four (24) hour notice.

All actions of the Board shall be decided by a simple majority vote of those present at any regular or duly-called meeting of the Board, if a quorum exists. A quorum shall consist of 51 percent of the total membership of the Board. In the absence of a quorum no legal action can be taken by the Board unless such action is later approved in writing by a sufficient number of the Board to constitute a quorum.

Except for special circumstances, board members should not be absent from more than (one) 1 meeting a year.

Section 4.08 - Participation in Meetings by Electronic Communications

Any or all Board members may participate in a meeting of the Board by any means of communication by which all participating in such meeting may simultaneously hear each other during the meeting. The Board member participating in a meeting by this means is deemed to be present in person at the meeting.

Section 4.09 - Action Without A Meeting

Any action which may be taken at a Board meeting may be taken without a meeting if evidenced by one or more written consents describing the action taken, signed by each member of the Board and included in the minutes or filed with Board member that shall be deemed signed by a member of the Board. Action taken by written consent is effective when the last member of the Board signs the consent unless the consent specifies a different prior or subsequent effective date.

Section 5.01 - Officers

The officers of the Association shall consist of President, Vice-President, and Secretary/Treasurer. No individual shall hold more than one office at a time. Said officers shall be collectively known as the Officers of the Association Board (“Officers”).

Section 5.02 - Terms of Office

The President, Vice-President, and Secretary/Treasurer shall serve for a period of two (2) years, or until their successors are duly elected and qualified. Candidates elected shall be installed in office at the annual meeting of the Association. A term served as an officer does not count against terms as a Member.

Section 5.03 - Eligibility

Any active member of the Association shall be eligible to hold an office.

Section 5.04 - The President

The President shall be the chief executive officer of the Association. The President shall preside at all meetings of the Board and greater Association. The President shall discharge all of the duties inherent to a presiding officer and shall perform such other duties as may be from time to time assigned by the Board. The President shall, with the approval of the Board, appoint such Committees as he/she may deem necessary or desirable and such committees shall report to the President and/or the Board.

Section 5.05 - The Vice-President

The Vice-President shall perform all duties incumbent upon the President during the absence or disability of the President, and perform such other duties as the By-laws may require or the Board may prescribe. The Vice-President shall succeed to the Presidency.

Section 5.06 - The Secretary/Treasurer

The Secretary/Treasurer shall attend the meetings in order to keep, or cause to be kept, a true and complete record of the proceedings of such meeting and shall attend to the giving and serving of all notices of the Board and shall maintain the records of the Board. The Secretary/Treasurer shall work closely to the IUAA representative to maintain a correct and complete record of accounts showing accurately at all times the financial condition of the Association and perform such other duties as the By-laws may require or the Association may prescribe.

Section 5.07 - Delegation of Authority

In case of the absence of any officer of the Board or for any other reason that the Board may deem sufficient, the Board may delegate the powers or duties of such officer to any other officer, for the time being, provided an entire majority of the Board concurs therein.

Section 5.08 - Election

The President, Vice-President, and Secretary/Treasurer of the Association shall be elected by a plurality of votes cast by those members present and voting at the annual meeting of the Association.

Section 5.09 - Removal from Office

Any officer of the Board may be removed for cause by a plurality vote of Members and other officers of the Board, provided such officer shall have been notified in writing of such charges as may be made against them at least thirty (30) days prior to the vote being taken on whether such officer shall be removed.

Section 5.10 - Succession

In the event of vacancy of the Presidency, the Vice-President shall succeed to the Presidency. In the event of any other vacancy, the President shall be empowered to appoint a successor to serve until the next annual meeting.



Section 6.01 - Amendments

This By-laws may be amended by a two-thirds (2/3) vote of Association members present and voting at the annual meeting provided, either (1) the proposed amendment or amendments shall have been placed before the members of the Association at least one (1) month before the meeting at which such amendment or amendments are acted upon; or (2) that the amendment or amendments proposed shall have previously been acted favorably upon by at least twelve (12) members of the Board.

Section 6.02 - Copy

A copy of the By-laws shall be kept at all times in the office of the Association and shall be open to inspection to any member of the Association.

The By-laws reflects changes as of 3/28/2005 11:50 AM