BYLAWS OF DISTRICT IV
COUNCIL FOR ADVANCEMENT AND SUPPORT OF EDUCATION
A. Members/Member Institutions. The Members of this organization (hereinafter referred to as the District) shall be those educational institutions that are members of the Council for Advancement and Support of Education (hereinafter referred to as CASE) in Arkansas, Louisiana, New Mexico, Oklahoma, and Texas. Any changes in the boundaries of the District shall be subject to the approval of the CASE Board of Trustees.
B. Educational Associates. The individual representatives Educational Associates of CASE in this District shall be included in the District’s activities but shall have no vote.
C. Member Representatives. The individual representatives of the Members of CASE in the District, as reflected in the membership roster verified by CASE, shall be eligible to participate as Member Representatives of the District.
Meetings of Members
A. Annual Meeting. The District shall hold an annual meeting of the membership for the purpose of transacting such business as may be properly brought before the members.
B. Special Meetings. Special meetings of the membership may be called by the District’s Executive Committee and convened by the Chair. Special meetings of the District membership must be convened by the District Chair within sixty (60) days following receipt by the Chair of a written petition calling for such meeting and signed by not less than one-fourth (1/4) of the Members of the District.
C. Annual Conference. The annual meeting shall be part of an annual conference devoted to such discussions, lectures, workshops, and similar participatory endeavors as will serve the professional needs of the membership of the District.
D. Time and Place. The Executive Committee shall determine the time and place of meetings of the membership and written notice of such, together with the purpose or purposes of the meeting, shall be sent to the membership not less than thirty (30) days before the meeting date.
E. Quorum. A quorum for the transaction of business at any annual or special meeting of the membership shall consist of the representation, by persons present, of not less than 20 percent of the Members in the District.
F. Voting Privileges. Each Member institution shall have one vote. The voting representative must cast the vote in person except in the case of mail ballots. Each Member Institution is responsible for selecting one Member Representative to cast the vote for the Member Institution.
G. Parliamentary Authority. Robert’s Rules of Order shall govern the procedures for all meetings of members.
Officers, Board of Directors
A. Officers. Elected Officers of the District shall be:
1. Chair, elected for a two-year term.
2. Immediate Past Chair, who shall continue to serve for two years to provide continuity of leadership.
3. Chair-Elect, who shall serve a two-year term and shall assume the position of Chair at the close of the previous Chair’s term of office.
4. Secretary, who shall be elected for a two-year term.
5. Treasurer, who shall be elected for a two-year term.
B. Board of Directors. The Board of Directors of the District shall be:
1. Officers as defined in Article III, Subsection A, in these Bylaws.
2. Directors to be elected by the membership for a two-year term shall include:
a. Director for Communications
b. Director for Marketing and Membership
c. Director for Scholarships
d. Director for Educational Programming
e. Director for Opportunity and Inclusion
3. Directors to be appointed by the District Chair for a two-year term shall include:
a. Director for Conference Site/Hotel Selection
b. Director for Board Operations
c. Director for Website and New Media
d. Director for District Awards
e. Director for Sponsorships
4. The Conference Chair and Program Chair for the next two annual conferences of the District, such directors to be appointed by the District Chair for two-year term beginning with the year prior to the conference year of which they are chairing.
5. The Conference Chair and Program Chair for the next annual conference of the District, such directors to be appointed by the District Chair for two-year terms beginning with the year prior to the conference year of which they are chairing.
6. One individual to represent each District state, elected at the individual state meetings to serve a two-year term.
7. The District Trustee. A District Trustee to represent the District on the CASE Board of Trustees will be elected for a three-year term by the members of CASE at the CASE Annual Assembly in the manner provided in CASE Bylaws in Article V, Subsection B, and in Article IV, Subsection A, of these Bylaws.
8. Each and only those members elected or appointed to the Board of Directors as defined above has voting privileges in decisions and policies being formulated by this District IV Board. Ad hoc chair appointments, CASE Trustees-at-Large and CASE Commission members are not afforded voting privileges.
C. Duties of the Board of Directors. Duties of the Board of Directors shall be those normally pertaining to their respective titles and shall include their responsibility for developing policies for the District, guidelines for conferences and other events, and projects undertaken by the District.
D. Eligibility. Unless otherwise provided in CASE Bylaws, to be eligible for election to office, a Member Representative must have been affiliated with the District for at least one year prior to election. No person who ceases to be a Member Representative in the District shall continue in office after termination of his or her Status as such. No person shall simultaneously occupy more than one seat on the Board; therefore, any member of the Board of Directors who is elected to another position on the Board should resign his/her previous position at the conclusion of the election.
E. Election and Installation. Officers and directors shall be elected at the annual meeting and shall take office at the close of the annual conference during which the meeting is held, with the exception of the Treasurer, who shall take office on July 1 following the annual conference and serve a two-year term, and the District Trustee shall take office and shall hold office for the term as provided from time to time in CASE Bylaws.
F. Vacancies. Vacancies occurring in any of the offices shall be filled for the unexpired portion of the term by appointment of the Executive Committee, except that (a) the Chair-elect shall immediately succeed to the office of Chair if that office becomes vacant; if the Chair-elect does not wish to fill the unexpired portion of the Chair’s term, an Acting Chair shall be appointed by the Executive Committee and the Chair-elect will begin his/her term as Chair at the next annual conference; and (b) in the case of the District Trustee who shall be replaced for the balance of the unexpired term by vote of the CASE nominating committee, choosing from the remaining two original nominees from the District.
G. Executive Committee. The Executive Committee of the Board of Directors shall carry on the business of the District between meetings of the Board of Directors and shall consist of: the Chair, Chair-elect, Secretary, Treasurer, Immediate Past Chair, and two Directors as selected by the Chair. The Chair may ask committee members and others who may contribute to the deliberations of the Executive Committee to attend meetings without voting privileges.
Committees of the District and Other Appointments of the Chair
A. Nominating Committee. (a) The District Nominating Committee shall consist of the Immediate Past Chair, who shall chair the Committee, [and one representative from each of the states as appointed by the District Chair] all State Directors, the Director for Opportunity and Inclusion and the Director for Board Operations. The Nominating Committee shall submit a slate of officers for vote at the annual meeting. The membership shall be notified of the slate thirty (30) days before the annual meeting. Nominations of candidates for any elected office may be made by any Member Representative during the annual meeting. (b) Provided, however, that with respect to the District Trustee, the Nominating Committee shall submit to a nominating committee of the board of CASE a slate of three (3) candidates for District Trustee, one (1) of each in the following fields: alumni relations, communications, and philanthropy. From the slate of three (3) from District IV, the nominating committee of the CASE board shall propose to the CASE membership to be voted upon by the members at the Annual Assembly of CASE one (1) candidate from this District. The District Trustee shall take office and shall hold office for the term as provided from time to time in CASE Bylaws.
B. Other Committees. The Chair shall appoint such other committees as may be necessary to carry out the business and activities of the District.
A. Fiscal Year. The fiscal year of the District shall commence on July 1 and conclude on June 30.
B. Fiduciary Responsibility. The District Executive Committee shall act as fiscal agent for the District and shall determine and authorize such procedures as it deems necessary for the proper handling of District finances, but shall not incur any deficits on behalf of the District or of CASE.
C. Finances. The Executive Committee shall set such fees for the annual conference and other programs as will cover all costs to the District and provide funds for such other District activities and the expenses of conducting District business, said funds to be maintained in a banking account maintained in the name of Southwest District IV, Council for Advancement and Support of Education.
D. Fiscal Obligation. No financial obligation shall be incurred on behalf of the District by any Member, Member Representative or Committee except as authorized by the Executive Committee.
E. Financial Report. A financial report shall be distributed to the membership following the end of each fiscal year. The Treasurer shall be responsible for compiling such a report and for all reports required by the Internal Revenue Service on behalf of the District.
Ratification and Amendment of Bylaws
A. Ratification and Effective Date. Ratification of these Bylaws shall be by majority vote of the Member Institutions voting and the Bylaws shall be effective immediately.
B. Amendment. These Bylaws may be amended by a two-thirds vote of the Member Institutions at any regular or special meeting, provided that notice of the proposed amendment shall have been submitted in writing to the Board of Directors for distribution to the Members at least thirty (30) days prior to the meeting. No amendment to these Bylaws may be in conflict with the Articles of Incorporation and Bylaws of the national CASE organization No such amendment shall be effective until approved by a majority vote of the Board of Trustees of CASE. Such vote of the Trustees must be taken within ninety (90) days of receipt of the proposed amendment. In the event balloting is conducted by mail, the Board of Directors shall set a closing date for receiving validated ballots but in no case shall the date be less than thirty (30) days from the date of mailing said ballots.
Amended by District Board – October 12, 1992
Approved by CASE International Board of Trustees – November 9, 1992
Approved by District membership – April 7, 1993
Amended by District Board – October 11, 1993
Approved by District membership – March 30, 1994
Approved by District membership – April 3, 1996
Amended and Approved by District membership – April 5, 2000
Amended and Approved by District Board – October 3, 2002
Amended and Approved by District membership – January 14, 2003
Approved by CASE International Board of Trustees – March 17, 2003
Amended and Approved by District membership – June 29, 2006
Amended and Approved by District membership – July 2010 (e-ballot)
Approved by CASE International Board of Trustees – July 18, 2010
Constitution of Council for Advancement and Support of Education District IV
The name of the organization is the Southwest District IV of the Council for Advancement and Support of Education (CASE).
The purpose of the organization shall be to provide professional activities among the members of CASE within the region designated to this District and to promote the purposes and objectives of CASE as provided for in the Articles of Incorporation and Bylaws of CASE adopted July 10, 1975 and as subsequently amended.
Southwest District IV is organized and is operated exclusively for charitable and educational purposes within the meaning of Sections 501(c) (3) and 170 (2) (b) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States internal revenue law). No part of the net earnings of the organization shall inure to the benefit of or be distributable to its directors, officers, other private individuals or organizations organized and operating for a profit (except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes as herein above stated). No substantial part of the activities of the organization shall be the carrying on of propaganda or otherwise attempting to influence legislation, in (including the publishing or distributing of statements), any political campaign on behalf of or in opposition to any candidate for public office.
Notwithstanding any other provision herein, the organization shall not carry on any activities which are prohibited to:
(a) An organization exempt from Federal income tax under Section 501 (a) of the Internal Revenue Code of 1954 as an organization described in Section 501(c) (3) of such Code (or the corresponding provisions of any future United States internal revenue law).
(b) An organization, contributions to which are deductible under Section 170 (c) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States internal revenue law).
Board of Directors
The affairs and business of the organization shall be managed and conducted by a Board of Directors who shall be elected for office in such manner, and for such term and who shall have such powers and duties as may be provided in the Bylaws of the organization. Each and only these elected members of the Board of Directors has voting privileges in decisions and policies being formulated by this District IV Board.
Management of Organization
The officers and directors of the organization shall have full authority, consistent with this Constitution and the organization’s Bylaws, to regulate the internal affairs of the organization and to establish its policies. In all regards, however, the policies, programs and affairs of the organization shall be consistent with the Articles of Incorporation and Bylaws of CASE, the policies established from time to time by the Board of Trustees of CASE, and subject to the general supervision and control of the Board of Trustees of CASE.
Liquidation-Distribution of Assets
Upon dissolution of final liquidation, the organization shall, after paying or making provision for the payment of all the lawful debts and liabilities of the organization, distribute all of the assets of the organization to the following:
(a) To CASE, if CASE shall qualify at the time of distribution as an organization exempt from Federal income taxation under 501 (a) of the Internal Revenue Code of 1954 as an organization described in Section 501 (c) (3) of such Code (or the corresponding provisions of any future United States Internal Revenue law).
(b) If CASE shall not so qualify, then to a nonprofit organization or organizations having similar aims and objectives as the organization and which may be selected as an appropriate recipient of such assets, as long as such organization or each of such organizations shall qualify under Section 115 (a) of the Internal Revenue Code of 1954 or an organization exempt from Federal income tax under Section 501 (c) (3) of such Code (or the corresponding provisions of any future United States internal revenue law).
This constitution may be amended by a two-thirds vote of the membership at any regular or special meeting, provided that notice of the proposed amendment shall have been submitted to the Secretary for distribution to the Members at least thirty (30) days prior to the meeting. No such amendment shall be effective until approved by a majority vote of the Board of Trustees of CASE.
AMENDING DISTRICT CONSTITUTION AND/OR BYLAWS
1. District Board discusses proposed constitution and/or bylaw amendments.
2. Bracket [ ] the language to be deleted and underline the language to be added.
3. Vote to amend constitution and/or bylaws at district level in accordance with procedures stated in the district bylaws.
4. District chair submits the district-approved constitution and/or bylaw amendments to CASE Headquarters for review along with a brief summary of and rationale for the proposed changes.
5. CASE staff may, if necessary, submit the proposed amendments to legal counsel for review to ensure consistency with CASE policies, articles of incorporation, bylaws, and applicable laws and regulations.
6. Proposed amendments are submitted to the Board of Trustees for approval at the next scheduled board meeting, or, in the absence of a full board meeting, the next scheduled meeting of the board’s Executive Committee.
7. Shortly after the meeting CASE staff will notify the district chair of outcome of the vote.
8. The date of the CASE Board’s approval will be noted on the final amended version of the constitution and/or bylaws.