BY-LAWS FOR THE

ALABAMA CHAPTER OF THE

COLLEGE AND UNIVERSITY PERSONNEL ASSOCIATION

Article I - Name

A. The Corporation shall be known as the Alabama Chapter of the College and University Personnel Association (ALACUPA).

Article II - Mission Statement

The Corporation is organized exclusively for charitable and educational purposes within the meaning of sections 501 (c) and 170 (c) (2) (B) of the Internal Revenue Code, or corresponding sections of any future federal tax code, and which is described under section 509(a) (2) of the Internal Revenue Code. The specific purpose of this Corporation is to facilitate the exchange of ideas, research and dissemination of information which will enhance the professional growth of personnel management professionals serving in institutions of higher education.

Article III - Membership

Membership shall be open to institutions of higher education in the state of Alabama. Participating representatives of member institutions will include any employee involved with personnel administration. Associate memberships (non-voting) are available to individuals who are educators and personnel practitioners not otherwise eligible, and to retirees of institutions of higher education for which they were employed prior to retirement.

Corporate memberships (non-voting) are available to individuals or organizations not legible for a membership or associate membership which are attuned to the needs and purposes of higher education personnel professionals.

A. The Officers of the Corporation shall be: Chair, Chair-Elect, Secretary, Treasurer, and Past Chair. The Board of Directors will consist of each of these officers plus one Director at large.

B. Chair - The Chair shall be the Executive Officer of the Corporation and shall preside at all meetings of the Alabama Chapter, appoint committees, plan the quarterly meetings, and act in a liaison capacity with the President of the College and University Personnel Association.

C. Chair - Elect - The Chair-Elect shall assist the Chair as needed in planning for each meeting and assume other duties as the Chair may assign. The Chair-Elect will also serve as membership coordinator. The Chair-Elect shall become Chair and the Secretary shall be Chair-Elect of the Corporation on the first day of October. In the event the Chair resigns prior to expiration of his/her term, the Chair-Elect shall become Chair on the day following the effective date of such resignation.

D. Secretary - The Secretary shall attend all meetings of the Boards of Directors and record all votes and the minutes of all proceedings in a book to be kept for that purpose. He/she shall give or cause to be given notice of all meetings of the Board of Directors and the Corporation. The Secretary shall perform such other duties as may be prescribed by the Directors or by the Chair.

E. Treasurer - The Treasurer shall have custody of the funds of the Corporation and shall keep full and accurate accounts of receipts and disbursements in books belonging to the Corporation and shall deposit all monies and other valuable effects in the name and to the credit of the Corporation in such depositories as may be designated by the Directors. The Treasurer shall manage any funds of the Corporation in compliance with the policies of the College and University Personnel Association and shall make a financial report at each meeting of the Corporation. A copy of the report shall be made a part of the minutes.

F. Past Chair - The immediate past Chair shall serve as a member of the Corporation Board for one year immediately after his/her term as chapter Chair. The Past Chair serves in this capacity to provide continuity to the Corporation to provide liaison assistance with the Regional and National CUPA Officers and the National Association office, and to serve as a valuable resource to the Board. In the event that the Past Chair cannot serve in this capacity, an interim appointment will not be made.

G. Directors - There shall be one (1) Director for the Corporation. The duties of the Director shall be to assist the other officers in carrying out their specified duties. The Director shall be elected from the membership at large for a one year term. Specific responsibilities shall include furnishing Corporation news to the Regional Newsletter Editor and assisting the Chair and Chair-Elect with other responsibilities as assigned. A new director shall be elected by the Corporation membership in the event an elected Director fills an officer vacancy or resigns. Such appointment shall not run beyond the end of the current year.

H. Board Meetings - The Board of Directors shall meet upon call of the Chair. A quorum shall consist of three (3) members. Business will be approved by vote of a majority of those members present. The Board shall have authority to make policy decisions for the Corporation, to establish rules and procedures within the by-laws of the Corporation, and to approve or disapprove reports or actions of officers or committees of the Corporation.

I. Compensation - All officers and directors will serve without compensation of indemnification.

Generally, four meetings shall be held each year. These meetings will be in December, March June, and September at such time and place designated by the Chair. If agreed to by the Board, additional meetings may be held or alternative dates for the quarterly meetings may be scheduled.

A. Representatives of National CUPA member institutions who have participated in CUPA activities for two consecutive years will be eligible to hold office.

B. Section of Officers - A Nominating Committee consisting of three (3) current members will be appointed by the Chair. The Nominating Committee shall present a slate for consideration by the membership at the Third Quarterly Meeting. Any member may nominate additional candidates for office at this meeting.

C. Election of Officers shall take place at the Third Quarterly Meeting of the Chapter. New officers will be installed at completion of business during the final meeting of the year.

D. Officers shall serve for a period of one year. Should one of the elected officers resign the position, the Director would be moved into the Secretary position enabling the Secretary to fill the next higher vacancy. An interim Director shall then be named by the Board to replace the Director. The interim Director would be eligible for election to regular (full) term after serving the interim appointment.

Article VII - Fees

Member institutions (as defind in Article III) shall pay annual dues of $50. This will cover dues for both member representatives and associate members retired from the institution. Other associate members shall pay annual dues of $25. Corporate members shall pay annual dues of $50. Dues shall be due as of October 1 each year. It is expected that all dues will be paid no later than thirty (30) days after the due date.

Article VIII - Voting

All member representatives present will be eligible to vote in any election or on any action requiring a vote by the Corporation. Voting, except as specified in other provisions of these By-Laws, will be by majority of those participating. In the event of voting by mail, it shall be by majority of those replying.

Article IV - Professional Development

Conference, seminars and workshops sponsored by the association shall be open to member representatives, associate members, and corporate members of the Corporation and other invited and registered participants. Meetings of the Corporation shall be open to members of the Corporation and invited guests as deemed appropriate by the Board.

Article X - committees

Committees will be appointed by the Chair as needed.

Article XI - Funds Management

In addition to the quarterly report, the Treasurer will provide an annual statement of receipts, disbursements, and assets to the Board. All disbursements of funds will be by check issued by the Treasurer and subject to approval by the Board. All funds will be deposited in a checking account soon after receipt in a financial institution selected by the Treasurer. All financial records will be retained by the Treasurer during his/her term, passed on to his/her successor, and subject to audit by the Board. Financial records will be disposed of only upon approval by the Board.

Article XII - Chapter Dissolution and Disposition of Assets

Upon the termination, dissolution or winding up of the Corporation, the Board of Director shall, after paying or making provision for the payment of all liabilities of the Corporation, distribute all assets of the Corporation to one or more organizations organized and operated exclusively for charitable, education, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501© (3) of the Internal Revenue Code or corresponding section of any future federal tax code.

Article XIII - Effective Date

These By-Laws are effective upon approval by those present at the called meeting of December 4, 1998.

Article XIV -

The fiscal year of the Corporation shall be January 1 through December 31.

Article XV -

The meetings of the Corporation shall be conducted in accordance with Roberts Rules of Order.

Article XVI - Amendments

The power to alter, amend, or repeal the By-Laws or adopt new By-Laws shall be vested in the Board of Directors. Such action may be taken at regular or special meeting for which written notice of the purpose shall be given. The By-Laws may contain any provisions for the regulations and management of the affairs of the Corporation not inconsistent with law or the Articles of Incorporation.

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