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TACSCE Texas Association for Community Service and Continuing Education |
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Article IV -
Government Section
1.
The government of TACSCE shall be vested in a Board of Directors,
which shall consist of thirteen (13). Representatives, twelve (12) of whom
shall be elected from the TACSCE, voting membership, with the immediate
Past President of the Association serving as the thirteenth (13th)
member. When the incoming President is a director whose term expires at
the end of the time of elections, the Board shall consist of fourteen (14)
members. The full term of an elected member of the Board of Directors
shall be three (3) years. Upon the completion of a three (3) year term, a
member of the Board of Directors may be re-elected for another three (3)
year term. No person shall serve more than two (2) consecutive terms. The
immediate past President shall serve as a member of the Board of Directors
for a period of one (1) year immediately following completion of his term
as President. To be eligible to serve as a member of the TACSCE for at
least two (2) years immediately preceding the time he would take office as
a Director. Section
2.
Four (4) members of the Board of Directors shall be elected at each
regular annual meeting of the voting membership of TACSCE. Section
3.
The officers of TACSCE shall consist of President, First Vice
President, and Secretary. All officers shall be elected from the Board of
Directors. In order to be eligible for the office of President, the
President must have served
two (2) years on the Board of Directors immediately preceding the time of
taking office. If no one on the board meets these requirements or if none
of the eligible candidates are willing to accept this position, the
Executive Committee, acting with the approval of the Executive Board and
the Nominating Committee, may waive the eligibility requirements necessary
to nominate a qualified candidate. In order to be eligible for any other
office, a Director must have served at least one (1) year on the Board
immediately preceding the time of taking offices held. Each officer shall
serve for one (1) year or until such other time as may be provided by the
Bylaws. Section
4.
A member who holds office as a Director and/or Officer of the
Corporation who ceases to be a permanent resident of the state of Texas,
or ceases to be employed in a position with a major responsibility in the
filed(s) of community service and/or continuing education shall become
ineligible to continue as a Director and/or Officer. The position thus
vacated shall be filled in accordance with the provision of Section 8 of
this Article IV. Section
5.
The Board of Directors may delegate certain or all interim
governmental authority, except election of officers, to an Executive
Committee which shall consist of the current officers of TACSCE, and the
immediate Past President. Section
6.
The President shall appoint, and the Executive Committee approve,
at least sixty (60) and not more than ninety (90) days prior to each
annual meeting of TACSCE, a committee to nominate candidates for Directors
and Officers. Such committee shall consist of three (3) voting members of
TACSCE and shall reasonably represent the geographic distribution of the
membership of TACSCE. The committee will obtain from the candidates
proposed their written consent to serve. The Chairman of the Nominating
Committee shall preside during the elections. (a)
The
committee shall select a slate of candidates from the voting members of
the TACSCE, to be placed in nomination as Directors, to take office
immediately after the annual meeting. The committee’s slate shall be
presented at the Annual Meeting. An opportunity for nominations from the
floor shall be given. Should there be nominations from the floor, voting
shall be by secret ballot; otherwise voting shall be voice vote. In the
event of a secret ballot, the Nominating Committee Chairman shall
immediately appoint three (3) tellers to count the ballots and certify the
results. (b)
The
committee shall select a slate of candidates to be placed in nomination as
officers to serve the year beginning immediately after the Annual Meeting.
An opportunity for nominations from the floor shall be given. The election
shall be conducted as described for election of the Board of Directors in
paragraph (a) above. In nominating candidates for officers, the committee
shall not be subject to any compelling order of succession. (c)
The
committee to nominate Directors and Officers shall remain effective (refer
to Section 6, Article IV) until superseded by the newly appointed
committee. Section
7.
The Board of Directors shall meet a minimum of four (4) times a
year according to the following schedule:
Immediately
preceding and following the Annual Meeting and at least two (2) other
times during the remainder of the year, as determined by the Board. The
President, in consultation with the Executive Committee, shall establish
the exact dates of the meeting. Additional meetings may be called as
necessary. Absence from the (2) consecutive Board and/or Executive
Committee meetings without an excuse deemed valid and so recorded by the
Board and/or Executive Committee shall be construed as a resignation and
the directorship or office so vacated shall be filled as provided in these
Bylaws under Section 8 of this Article IV. Section
8.
Vacancy of any directorship or office for which the unexpired term
is six (6) months or more, shall be filled by majority action of the Board
of Directors, except that unexpired terms of Directors only, for a term of
six (6) months or more, may be filled by majority action of the Executive
Committee. Action to fill such unexpired terms shall be taken after
solicitating the recommendation(s) of the committee to nominate Directors
and Officers, whose deliberation may be accomplished by mail or otherwise,
provided, however, that any unexpired term in directorship held by the
immediate Past President shall not be files in the event of a vacancy. Section
9.
Majority action by the Board of Directors or by the Executive
Committee shall be deemed proper and of full force and in effect if taken
by mail or by telephone by the President, provided that written memoranda
of all such actions be filed officially with the Secretary within two (2)
weeks thereafter. Section
10.
A Business Office of the Corporation shall be created subject to
annual determination and action by the Board of Directors. Article I
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