Educational Programs... Research Activities... This is UAS
The purpose of this Corporation is to promote and assist the educational programs and research activities of California State University, Los Angeles (CSULA). It is organized to establish mechanisms which shall permit a substantially more creative capacity to shape the future, foster, encourage, and promote efficient and effective auxiliary program-management. The framework of this organization includes: (a) Promoting improved use of information management resources. (b) Intelligently and diligently seeking out the paramount opportunities for investment. (c) Improving organizational versatility, to take advantage of appropriate opportunities. (d) Exercising continuous review of the composite administrative structure. (e) Performing other acts that engage in and carry out any lawful activities connected with, incidental to or designed to promote, assist, or accomplish the purposes stated under this section or in the Articles of Incorporation.
Conformity with Regulations
This Corporation shall conduct its operations in conformity with general regulations established by the Board of Trustees of The California State University as required by the Education Code, Section 89900 (c), and it shall be operated as an integral part of the University as required by the California Administrative Code, Title 5, Section 42401.
Board of Directors and Powers
The Board of Directors shall consist of sixteen (16) Voting Directors and one (1) Ex-Officio Non Voting member.Subject to the provisions and limitations of the California Nonprofit Corporation Law and any other applicable laws, and subject to any limitations of the Articles of Incorporation and these Bylaws, the business and affairs of this Corporation shall be managed, and all corporate powers shall be exercised the Board of Directors. The Board of Directors may delegate the performance of any duties or exercise any powers to such officers or agents, as may from time to time by resolution, be designated.
This Corporation shall not carry on any activities which are inconsistent with state or federal laws, or regulations or policies of the California State University or CSULA. The Corporation shall be operated as an integral part of the educational program of CSULA, and its operations shall be integrated with CSULA operations as supervised by the University President.
Composition and Selection
Directors There shall be six (6) Administrator Directors who shall be the CSULA President, or President's designee, the CSULA Chief Financial Officer (CFO) and a CSULA administrator appointed by the CFO, the CSULA Dean of Graduate Studies and Research and two (2) senior CSULA administrators appointed by the CSULA President. The Dean of Graduate Studies and Research shall serve in an ex-officio non-voting capacity.
Staff Directors The Staff Directors shall be two (2) staff members appointed by the Board of Directors upon recommendation of the Executive Committee and the endorsement of the California State University, Los Angeles (CSULA) President for three (3) year terms
Faculty Directors. There shall be three (3) Faculty Directors who shall be the Chair of the Academic Senate, or his or her designee (who like the Academic Senate Chair shall be a voting member), and two (2) faculty members appointed by the Board of Directors upon nomination of the Nominations Committee of Academic Senate for three (3) year terms. Of the two appointed faculty members, one must be an active principal investigator at the time of the appointment.
Student Directors. There shall be three (3) Student Directors who shall be the President of the Associated Students, or designee, and two (2) students appointed by the Board of Directors upon recommendation of the Associated Students Board of Directors for one (1) year terms.
Community Directors. The Community Directors shall consist of three (3) community representatives appointed by the Board of Directors upon recommendation of the Executive Committee and endorsement of the CSULA President for three (3) year staggered terms. Community Directors shall be limited to two (2) consecutive three (3) year terms, with at least a one (1) year break before serving on the Board thereafter. In the event that a Community Director position is vacated prior to the end of a three (3) year term, the Board of Directors shall appoint, according to the provisions of this Section 5.03(e), another Community Director to fulfill the remainder of the terms so as to preserve the staggered term sequence. The Community Director appointed to complete the term due to vacancy shall be limited to an additional three (3) year term, with at least a one (1) year break before serving on the Board thereafter.
All Directors, except the CSULA President and CFO, shall be designated, selected or appointed as provided herein, and all Director vacancies occurring other than by expiration of term of office, shall be filled in the same manner. The term of office of each person appointed to a vacant Director seat shall begin immediately after such designation, selection or appointment, and shall terminate when the term of office of his or her predecessor would have terminated. Notice of resignation by a Director shall be submitted to the Secretary-Treasurer.
Frequency of Board Meetings
Regular meeting of the Board of Directors shall be held once during each quarter and may be called by the President of the Board of Directors, by a majority of Directors, or by any other officer on the Executive Committee.
An agenda listing the matters to be considered at each meeting shall be given to each Director and to any person so requesting, at least seven (7) calendar days before a regular meeting, or twenty-four (24) hours before a special meeting.
All meetings of the Board of Directors and its Committees, shall be open and public, and all persons shall be permitted to attend any meeting of the Board, provided, however, that the Board and its Committees may hold closed sessions during any meeting to consider those matters that may lawfully be considered in such sessions under Article 2 of Chapter 7 of Part 55 of the Education Code, commencing with Section 89923, or any successor statute thereto.
There shall be the following committees: Executive, Finance and Investments, Audit, Human Resources, and Research. The duties and composition of the standing committees of the Board of Directors shall be contained in the Company's Bylaws.
The Directors of this Corporation shall serve without compensation, except their actual expenses approved in advance by the Executive Committee.
Officers and Election
The officers of this Corporation shall be President, Vice President, Secretary-Treasurer, and such other officers as the Board of Directors may appoint. The CSULA CFO shall designate the Secretary-Treasurer who shall possess the fiscal and administrative qualifications to discharge the duties of this position. The Board of Directors shall elect the President and Vice President and any other officers except the Secretary-Treasurer for terms of one year, or until their successors are elected and qualified. The annual election shall be held concurrently with the regular meeting in the last Board meeting of each fiscal year. All officers shall be drawn from the Board membership. The duties and responsibilities of the officers will be contained the Company's Bylaws.
Conflict of Interest
No Director shall be financially interested in any contract or other transaction entered into by the Board, and any contract or transaction entered into in violation of this is void. No member of the Board may utilize information obtained by reason of Board membership for the personal gain, and the Board may recover any such gain realized. No Director shall participate in any deliberation or vote on any matter coming properly before the Board in which the Director has a personal financial interest, or which a constituency which the Director represents, other than the Corporation, has any interest which would conflict with that Director's fiduciary responsibility to the Corporation.
|Articles of Incorporation||Download File|
|Tax Determination Letter||Download File||UAS Audited Financial Statement 2010||Download File|
|UAS Audited Financial Statement 2009||Download File|
|UAS Audited Financial Statement 2008||Download File|
|UAS 2008 Form 990 - Return of Organization Exempt From Income Tax||Download File|
|UAS 2007 Form 990 - Return of Organization Exempt From Income Tax||Download File|
|UAS 2006 Form 990 - Return of Organization Exempt From Income Tax||Download File|