Constitution of the Alumni Association of Winthrop University
The Constitution of the Alumni Association of Winthrop University govern the operations of the Alumni Association. The Consitution was reviewed during the of Fall 2009.
ARTICLE I - NAMEThe name of this Corporation is the Alumni Association of Winthrop University.ARTICLE II – LOCATION OF OFFICEThe location of the principal office of the Association is at Winthrop University in the City of Rock Hill, York County, South Carolina.ARTICLE III - OBJECTS AND PURPOSESObjects and purposes for this Corporation shall be:1. To promote the growth, progress, and general welfare of Winthrop University.2. To foster among its former students a sentiment of regard for one another and a continuing attachment to their Alma Mater.3. To interest prospective students in attending Winthrop University.4. To prosecute properly the objects and purposes above set forth, the Corporation shall have full power and authority to purchase, lease, and otherwise acquire, hold, mortgage, convey, and otherwise dispose of all kinds of property, both real and personal, both in this state and in all other States, territories, and dependencies of the United States, and generally to perform all acts which may be deemed necessary or expedient for the proper and successful prosecution of the objects and purposes for which the Corporation is created. The Corporation shall also have power to receive donations, bequests and devises, and to expend funds in the furtherance of the objects and purposes for which the Corporation is organized subject to any provisions in the Bylaws concerning the designation, receipt, management, and distribution of such funds. The Corporation is a non-stock, non-profit, charitable, and educational corporation. No part of the net earnings of the Corporation shall inure to the benefit of any member of officer thereof.ARTICLE IV- MEMBERSHIPSection 1. A person regularly enrolled at Winthrop University for at least one year shall be an alumnus. A person who has completed less than a year may request to be listed as an alumnus.Section 2. The Executive Board also may elect honorary members, associate members, and others who enjoy all the privileges of membership except voting privileges.Section 3. All alumni shall be members and shall be entitled to vote, hold office, and otherwise to enjoy the privileges of the Association. Alumni members of the Winthrop University faculty or staff shall not be eligible to hold office of chair Association committees.ARTICLE V – OFFICERSSection 1. The officers of this Association shall be a President, President-elect, two Vice-Presidents, Secretary, and Treasurer. These officers shall serve for a term of two years. Members of the Winthrop University faculty or staff shall not be eligible to hold any Association office.Section 2. Powers and Duties of Officers.(a) The President shall be responsible for the carrying out of the purposes of the Association. The President shall be a member, ex-officio, of all committees except the nominating committee and shall serve on the Executive Board for one year following the term of office.(b) The President-Elect shall serve in the absence of the President and shall succeed to the office of the Presidency upon expiration of the term as President-Elect provided he or she was elected by ballot of the Alumni Association.(c) Each Vice-President shall serve as chairman of one of the standing committees.(d) The Secretary shall take all the minutes of the Executive Board and the other Association meetings, and shall correspond for the Board at the President’s request.(e) The Treasurer and the Executive Director of Alumni Relations shall be co-signers of all financial transactions. The Treasurer shall report annually in writing to the Executive Board all financial affairs.ARTICLE VI – ELECTIONS AND APPOINTMENTSSection 1. Nominations for officers of the Association.(a) A nominating committee of five members shall be appointed by the Association President with the approval of the Executive Board and shall serve for a term of two years. This committee shall nominate at least one candidate for each office and for each alumni trustee and shall prepare a list of all valid nominations.(b) A group of ten or more members of the Association may also nominate one person for each office by filing with the Executive Director of Alumni Relations notice of such action signed individually by ten or more members.(c) Manner of elections shall be provided by the Bylaws.Section 2. All officers shall be elected to serve for a term of two years. No officer except the Treasurer may serve consecutive terms of office.Section 3. A vacancy which may occur in the office of President between the annual meetings of the Association shall be filled by the President-Elect. Should the President-Elect be unable to serve, the Executive Board shall appoint one of its members until a special election is held.Section 4. A vacancy in any other Association office occurring between elections shall be filled by the Executive Board for the remainder of that term.Section 5. The Executive Director of Alumni Relations shall be appointed by the President of the University after consultation with the approval of the Association President and the Executive Board of the Association. The Executive Director of Alumni Relations shall be a member of the administrative staff of the University. The Executive Director shall act as the executive head of the alumni staff and shall be responsible to the Executive Board and to the University for the general management of the Alumni Association.ARTICLE VII – EXECUTIVE BOARDSection 1. The affairs of the Association shall be conducted by the Executive Board, composed of the officers of the Association, chairmen of the standing committees, and other individuals specified in the Bylaws. The Executive Director of Alumni Relations, and any other individuals so specified in the Bylaws, shall be ex-officio non-voting members of the Executive Board.Section 2. The Board shall meet on call of the President of the Association or on the written request of the majority of the Executive Board.ARTICLE VIII – MEETINGSSection 1. An annual meeting of the Association may be held at Winthrop University at such time and place as set by the Executive Board and approved by the President of the University.Section 2. Special meetings of the Association may be held at any time or place at the call of the President of the Association with the approval of a quorum of the Executive Board, or by the decision of the Executive Board. Due notice of special meetings of the Alumni Association shall be given by the Executive Director of Alumni Relations by publication in representative papers of the State, or at the discretion of the Executive Director of Alumni Relations, by mail to the members at their last known address, at least thirty days prior to the meeting and shall state the purpose of the meeting. Written notices of such meeting shall be given to the President of the University and the officers of the Association.ARTICLE IX – QUORUMSection 1. A quorum for the purpose of transacting the business of the Association shall consist of 10 active members.Section 2. A majority of the Executive Board shall constitute a quorum for the transaction of business of said board.ARTICLE X – DURATIONSection 1. The duration of this Association shall be perpetual. In the event of dissolution for any cause, the title to all of its property, real, personal, and fixed, including all records and all of its rights of whatsoever kind of nature, shall vest in the Board of Directors of the Winthrop University Foundation or its successor for the use and benefits of Winthrop University.ARTICLE XI – BYLAWS AND AMENDMENTSSection 1. Bylaws, not inconsistent with this Constitution, may be enacted to provide for the orderly operation of the Association.Section 2. This Constitution may be amended at any meeting, annual or special, or by balloting by mail provided notice of the proposed amendment and method of voting shall have been given at a previous meeting, or such notice published in the official publication at least thirty days before the voting.Section 3. The Executive Board of the Association shall determine whether voting for the purposes of Constitutional amendments will be by mail or at the annual meeting.Section 4. If this voting is to take place at the annual meeting, a two-thirds vote of members present and voting is required for approval, provided a quorum is present.Section 5. If this voting is to take place by mail, a two-thirds vote of persons voting in a mail ballot shall be required for approval. Thirty days shall be allowed for returning ballots.Section 6. Unless otherwise provided prior to adoption or in the motion to adopt, an amendment to the Constitution shall take effect at the close of the balloting.BYLAWSBylaw 1 – ALUMNI ASSOCIATION SUPPORT GROUPSSection 1. Steering committees, local chapters, clubs, and other Alumni Association support groups may be affiliated with the Alumni Association to promote the University, recruit students, and promote and participate in the Alumni Association’s activities.Section 2. It shall be a purpose of these support groups to encourage membership and participation in all University fund raising programs.Bylaw 2 – COMMITTEESSection 1. There shall be the following standing committees appointed by the President:(a)Alumni Service, (b) University Relations, (c) Constitution and Operations, and (d) Nominating. The Association President shall be an ex-officio member of all committees except the nominating committee. The Executive Director of Alumni Relations and the Director of Alumni Programs shall be ex-officio members of all committees.Section 2. Such other committees as shall from time to time be found necessary or advisable shall be appointed by the Association President with the approval of the Executive Board.Bylaw 3 – RECORDS AND FUNDSSection 1. A copy of all formal action taken by the Executive Board and the various committees of the Association shall be timely filed with the Executive Director of Alumni Relations for information and kept on file as permanent records.Section 2. All endowed and restricted funds, subject to the restrictions and conditions placed upon the Alumni Association by the donor of the funds, shall be transferred to the Winthrop University Foundation. The Foundation shall have complete authority to accept unrestricted contributions from Winthrop University alumni and friends through the conduct and operation of annual fund activities. All cash and property received by the Foundation from the fund raising activities shall become the property of the Foundation and shall be subject to the administration by the Foundation and its agents. The Alumni Association through the Executive Board shall collaborate and reach agreement with the Foundation and the Winthrop University Executive Officers concerning the Association’s budget process and any other aspects of the designation, receipt, management, and distribution of funds.Section 3. Other Association funds shall be kept in an account or accounts as designated by the Executive Board.Bylaw 4 – FISCAL YEARSection 1. The fiscal year of the Association and its support groups shall run from July 1 through June 30.Section 2. Newly elected officers of the Alumni Association shall assume office on July 1.Bylaw 5 – VOTING PROCEDURESSection 1. The Executive Director of Alumni Relations, in consultation with and by approval of the Executive Board, shall make all arrangements for eligible alumni to vote. The voting procedures shall be established by the Executive Board and shall be distributed to all eligible alumni. Section 2. In electing officers and/or alumni trustees, each candidate shall be notified of the time and place of such counting and may be present or be represented by an alumnus of his or her selection.Bylaw 6 – PARLIAMENTARY AUTHORITYSection 1. The rules contained in ROBERT’S RULES OF ORDER, REVISED, latest edition, shall govern the Association in all cases in which they are not inconsistent with the Constitution and Bylaws of the Association.Bylaw 7 – ALUMNI TRUSTEESAt the annual meeting of the Alumnae Association of 1958 two alumnae trustees were elected. Every four years thereafter, unless otherwise provided by the General Assembly of South Carolina, the Association shall elect two members to the Board of Trustees of Winthrop University. In 2006, per the South Carolina General Assembly, the person elected by the Winthrop University Alumni Association or its successors to fill Seat Nine shall serve a six-year term and the person elected by the Winthrop University Alumni Association or its successors to fill Seat Ten shall serve a four-year term. At the completion of those terms of office, all subsequent members of the board elected by the Winthrop University Alumni Association or its successors to fill Seats Nine and Ten shall be elected for six-year terms. The nominating, voting and balloting procedures described in the Constitution and Bylaws of the Winthrop Alumni Association shall be followed, except that no two candidates nominated by the Nominating Committee or by any one group for alumni trustee may be from the same congressional district. An alumni trustee may serve for no more than two consecutive six-year elective terms, exclusive of service of a successor in an unexpired six-year term.Bylaw 8 – WINTHROP UNIVERSITY FOUNDATION DIRECTORSDesignated members of the Executive Board of the Association, in accordance with the Bylaws of the Winthrop University Foundation, shall serve as members of the Winthrop University Foundation Board of Directors.Bylaw 9 – AMENDMENTSSection 1. These Bylaws may be amended at any meeting of the Executive Board by a two-thirds vote of members present and voting, provided a quorum is present.Section 2. Notice of the proposed amendment shall be mailed to all Executive Board members no less than ten days before the Executive Board meeting.
Alumni Association of Winthrop University