Constitution
CONSTITUTION OF THE OKLAHOMA STATE
UNIVERSITY EMERITI ASSOCIATION
Approved by the Council: May 19, 2015
Ratified by the Association: June 1, 2015
ARTICLE I. NAME
The name of this organization shall be THE OKLAHOMA STATE UNIVERSITY EMERITI ASSOCIATION, hereinafter referred to as the Association.
ARTICLE II. PURPOSES
The purposes of the Association are to enhance and encourage the educational, professional, and social interactions among retirees at Oklahoma State University and to interact with other individuals and groups in ways that enhance the education and welfare of retired persons.
ARTICLE III. MEMBERSHIP, DUES, AND PRIVILEGES
Section 1.
Membership in the Association shall be open to all retired employees of OSU (faculty and staff), spouses of current or deceased Emeriti members, retired federal personnel associated with OSU, and Board of Regents. Other retirees with a significant relationship to Oklahoma State University may become members upon approval of the Council.
Section 2.
Everyone accepted for membership in the Association shall enjoy the benefits of membership in the Association and may vote and hold office as specified in Article IV.
Section 3.
Dues shall be set by the Association Council.
ARTICLE IV. OFFICERS OF THE ASSOCIATION
Section 1. Officers and Terms of Office
The officers of the Association shall consist of the President, President-Elect, Vice-president for Activities, Secretary, Treasurer, and Past President. The President shall be elected for a term of one year and automatically becomes the Past President the following year. The President-Elect shall be elected for a term of one year and automatically becomes the President the following year. The Vice-president for Activities shall be elected for a term of two years and shall be eligible for re-election. The Secretary shall be elected for a term of three years and be eligible for re-election. The Treasurer shall be elected for a term of three years and be eligible for re-election. The terms of the Secretary and the Treasurer shall not coincide.
Section 2. Qualifications and Duties of the Officers
Officers must be current members in good standing of the Association and remain members throughout the term of their offices. Only retired faculty and staff may serve as President or President-elect.
The President shall preside at all meetings of the Association and of the Council (Article V, Section 1) and sign all contracts and other instruments on behalf of the Association as directed by the Council. The President shall provide leadership for the Executive Committee (Article V, Section 5), the Council, and the Association but will be advised and guided by the wishes of these bodies. The President shall be an ex-officio member of all standing committees. The President shall serve as the official spokesperson for the Association. The President shall maintain liaison with the Faculty Council and have other responsibilities as specified in the Bylaws.
The President-Elect shall preside at Association meetings in the absence of the President and be responsible for Association functions as specified in the Bylaws.
The Past President shall preside at Association meetings in the absence of the President and the President-Elect and be responsible for Association functions as specified in the Bylaws. The Vice-president for Activities is responsible for coordinating Association meetings.
The Secretary shall keep the minutes of meetings of the Council and of the Association. The minutes shall be deposited annually in the Emeriti Association archives in the Special Collections at the OSU library.
The Treasurer shall keep written records of all financial transactions of the Association, depositing and disbursing monies as instructed by the Council and in keeping with the policies of Oklahoma State University and the OSU Foundation. The Treasurer shall prepare a written summary by the March Association meeting and submit all records for audit at the direction of the Council.
The Past President shall make an annual report to the Association at the first Association meeting of the calendar year including a summary of activities and other items which reflect the status of the Association. A copy of this report shall be filed with the OSU Provost and Special Collections in the OSU library. The Past President shall serve as parliamentarian for all official Association meetings, and serve in an advisory capacity to the Council, and offer assistance when requested by the President
Officers may be responsible for other Association functions as specified in the Bylaws.
ARTICLE V. ASSOCIATION COUNCIL
Section 1. Management and administration of the Association shall be vested in a Council consisting of the six Officers of the Association plus nine elected Councilors. All active members of the Association are eligible to serve on the Council. Councilors shall serve for three years on a staggered basis and Councilors serving a full three-year term may be re-elected for one additional term. Councilors may be nominated and serve additional terms following a break of one year. No Councilor shall serve more than six consecutive years without a break of one year.
Section 2. The Council shall manage the business and administer the programs of the Association directly or through committees. Each elected Councilor shall be appointed by the President to at least one standing committee, either as a member or as its Chair.
Section 3. The Council shall meet monthly except for June and July.
Section 4. Eight or more members of the Council constitute a quorum. All Council meetings shall be open to other members of the Association and invited guests. Only elected Officers and elected Councilors may make motions, second motions, or vote on motions before the Council. Each office has one vote. Chairpersons of Standing Committees are expected to attend Council meetings.
Section 5. The officers of the Association shall be the Executive Committee for the Council and shall conduct business as needed between regular meetings of the Council.
ARTICLE VI. ASSOCIATION ELECTIONS
Section 1. A slate of nominees will be announced at the October meeting. At the November Association meeting (Article VII, Section 1), the Association members shall elect the Officers and Councilors. Nominations will be accepted from the floor at the November meeting if there is assurance that the nominees will serve if elected. Election shall be by plurality of votes cast. Those elected will be formally installed at the December meeting and will assume the duties of the new office the following January 2nd.
Section 2. Vacancies occurring during a term of office shall be filled for the remainder of the term upon appointment by the President with the approval of the Council. In case the President is unable to serve, those responsibilities will be assumed by the President-Elect. In the event of vacancies in both the President and President-Elect, the Council shall appoint a President and President-Elect under the leadership of the Past President to fulfill the remainder of the terms of President and President-Elect.
ARTICLE VII. ASSOCIATION MEETINGS
Section 1. There shall be no fewer than eight scheduled monthly meetings of the Association as directed by Council.
Section 2. Special meetings of the Association may be called by the President, by any three members of the Council, or by any twenty active members of the Association. A notice of a called meeting must be distributed to all members at least one week prior to the date of the meeting, including the time, place, and statement of business to be considered. At called meetings, the only business to be considered is that contained in the notice.
ARTICLE VIII. AMENDMENTS
Section 1. The Constitution of the Association may be amended by a simple majority vote of the Council. Before considering any amendment to the Constitution, the President shall send a notice of the meeting and proposed amendments to each Council member not less than one week and not more than thirty days prior to the Council meeting. Changes in the terms of the proposed amendment, but confined strictly to the same subject matter, may be made at the Council meeting by a majority vote.
Section 2. The Constitution of the Association shall be ratified by a two-thirds majority of the votes cast at a regular meeting of the Association, provided that the Council has previously approved the proposed amendment. Amendments will become effective immediately upon approval.
ARTICLE IX. 501 (C) (3) PROVISIONS
The Association is organized solely for educational, charitable, and scientific purposes under Section 501 (c) (3) of the Internal Revenue Code.
Upon dissolution of the Association, assets will be distributed for one or more exempt purposes within the meaning of the 501 (c) (3) code or to the Federal, state or local government for a public purpose.
No part of the net earnings of the Association shall inure to the benefit of or be distributed to its members, officers, trustees or other private persons except that the Association will be authorized to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in this constitution.
No substantial part of the activities of the Association shall be the carrying on of propaganda or otherwise attempting to influence legislation and the Association shall not participate in or intervene in the political campaign of any candidate (including the publication or distribution of statements).
The Association shall not carry out any activities not permitted by organizations granted tax exemption under section 501 (c) (3) of the Internal Revenue Service tax code or by a corporation, contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Service tax code.