Constitution and Bylaws 2021

CONSTITUTION
OF THE EMERITI ASSOCIATION
OF
CALIFORNIA STATE UNIVERSITY, LOS ANGELES

Amended 3/30/2021

 

Article I - Name

The name of this organization shall be The Emeriti Association of California State University, Los Angeles, referred to herein as "The Association." It shall be a nonprofit organization.

Article II - Purpose

The purposes of The Association are:

1. To secure, enhance, and maintain the status, rights, and privileges of the emeriti faculty members of California State University, Los Angeles.

2. To serve students and the educational community at the University, College, School, Division, and Department levels.

3. To encourage members who wish to carry on scholarly endeavors contributing to the educational community of the University.

4. To contribute to the University's mission by such means as may be determined by The Association.

Article III - Membership

Section 1. Types of Membership

Section 1.1 Regular Membership: Regular membership is open to all faculty members who are granted Emeritus status by California State University, Los Angeles. Regular members may pay to maintain their membership annually or pay to enroll as life members.

Section 1.2 Associate Membership: Associate membership is open to individuals in the following categories:

1.2.1 (a) Retired California State University, Los Angeles faculty members who are not eligible for Regular Membership;  (b) Spouses of members, either annual or life members, (c) Surviving spouses of deceased annual members, and (d) California State University, Los Angeles staff who have worked at least ten years in areas related to academic affairs, upon approval by majority vote of the Executive Committee, following nomination by at least two members of the Executive Committee:

1.2.2 Surviving spouses of life members shall be granted lifetime associate membership.

Section 1.3 Honorary Membership: Honorary Membership shall be awarded to any individual deemed deserving of the honor for service to education or to The Association, by majority vote of the Executive Committee.

Section 2. Good Standing: Regular and associate members are in good standing if they have paid either annual dues for the current year or the one-time life membership fee.

Section 3. Benefits of Membership: All members in good standing, in any category, shall be entitled to receive the following benefits of membership: 

  • receipt of The Emeritimes newsletter;
  • receipt of the member directory published annually;
  • a reduction in the cost of attending designated events;
  • participation in the leadership activities of The Association, including holding office and voting on all matters presented to the membership;
  • eligibility to serve on any Association committee;
  • participation in other organized activities of The Association.

Article IV - Members of the Executive Committee

Section 1. An Executive Committee shall be constituted to serve as the governing body for The Association.

Section 2. Members of the Executive Committee shall include the following:

Section 2.1. Officers of The Association: President, Vice President (President-elect), Immediate Past President, Secretary, Membership Director, Programs Director, and Treasurer.

Section 2.2. Two Academic Senate Representatives.

Section 2.3. Two California State University Emeritus and Retired Faculty and Staff Association (CSU-ERFSA) Representatives.

Section 2.4. Six Members-at-Large.

Section 2.5. Chairs of the Emeriti Fellowship Awards Committee and the Emeritimes Editorial Board.

Section 2.6. Database Manager and Web Manager.

Section 2.7. Additional members may be appointed by the President as the need arises subject to approval by the Executive Committee.

Section 3. Terms of Office:

Section 3.1. The President and Vice President shall serve two-year terms.

Section 3.2. The Programs Director and the Membership Director shall serve two-year terms, taking office in alternate years. The Secretary and the Treasurer shall serve two-year terms, taking office in alternate years.

Section 3.3. The Academic Senate Representatives shall serve staggered two-year terms. One member of the Executive Committee shall be named Alternate at the beginning of each year. The two CSU-ERFSA Representatives shall serve two-year staggered terms, along with the President who serves ex officio as the third Representative.

Section 3.4. Members-at-Large shall serve two-year terms, taking office in alternate years.

Section 3.5. Chairs of the Emeriti Fellowship Awards Committee and The Emeritimes Editorial Board shall serve two-year terms. All other members of the executive committee, including Database Manager and Web Manager, shall serve three-year terms.

Section 4. The selection procedures and duties of the members of the Executive Committee shall be defined in the Bylaws.

Article V - Operations of the Executive Committee

Section 1. Meetings of the Executive Committee shall be held at least monthly, in person or virtually, unless cancelled at a previous meeting by majority vote of the Executive Committee members, or by the President in case of a University emergency. Additional or more frequent meetings shall be held if approved by a majority of the Executive Committee.

Section 2. All members of the Executive Committee shall be voting members with no more than one vote each.

Section 3. A quorum of the Executive Committee shall consist of seven members, at least three of whom shall be officers.

Section 4. Regular attendance at Executive Committee meetings is expected of all its members.

Section 5. When a member of the Executive Committee, including an officer, becomes unavailable, for reasons including excessive absences, or is unable to perform the duties of their position, the position may be declared vacant by a majority vote of the Executive Committee upon recommendation by the President. 

Section 6. Vacancies occurring on the Executive Committee shall be filled by a candidate recommended by the President and approved by a majority vote of the Executive Committee. Persons selected to fill such vacancies shall serve out the remaining terms of the respective positions.

Section 7. All Executive Committee meetings are open, and visitors are welcome to attend.

Article VI - General Membership Meetings

Section 1. One meeting each year, normally in the spring, shall be designated as the Annual Meeting. The agenda for the Annual Meeting shall include a report by the President on the state of The Association, reports from the officers and chairs of the standing committees and any ad hoc committees, and an opportunity to hear ideas and comments from the membership about The Association, including questions and concerns.

Section 2. At least one month’s written notice shall be given of the time and place of this meeting.

Section 3. Additional general membership meetings of The Association may be called by the Executive Committee, or shall be called upon petition of at least ten percent of the membership.

Article VII - Nomination and Election Procedures

Section 1. A Nominations Committee shall present to the membership a slate of candidates for open offices no later than May 15; additional nominations may be made by any member provided they are seconded by two other members and are received by the secretary at least one week prior to the vote which shall be held no later than June 14.

Section 2. Election of the candidates shall be determined through an electronic and/or mail ballot by majority vote of those voting.

Section 3. The newly elected officers begin their terms on July 1.

Article VIII - Amendments

Section 1. Proposed amendments to this Constitution may be presented to the membership either upon majority vote of the Executive Committee or by petition signed by not less than ten percent of the membership. Proposed amendments shall be submitted to the Secretary.

Section 2. Proposed amendments shall be submitted by the Secretary to the entire membership for ratification not less than two weeks before they are to be voted on. Ratification will occur through an electronic and/or mail ballot by a date set for the completed ballot to be returned to the Secretary. A majority vote of those responding shall constitute adoption, if in favor, or rejection, if opposed.

Revision of Constitution, Articles V and VII, approved May 12, 2000.
Article V, Section 3, approved May 14, 2004.
Articles IV and V were amended April 26, 2019

Amendment of the Constitution, Articles II through VIII, approved March 30, 2021

 

BYLAWS OF THE ASSOCIATION

Amended 3/30/2021
 

Article I - Dues and Assessments

Section 1. Dues for all categories of membership in The Association and any assessments shall be recommended by the Executive Committee and approved by the membership.

Section 2. The fiscal year for The Association shall run from each July 1 through the following June 30.

Article II – Duties of Executive Committee Members

Section 1. The President shall preside at all meetings of the Association and of the Executive Committee, exercise general supervision of Association affairs, appoint non-elected chairs of committees and task forces, prepare meeting agendas, maintain communication with the campus President and other University offices as appropriate, and serve as a non-voting ex officio member of all committees. The President shall biennially appoint an ad hoc audit committee chaired by the Immediate Past President to examine the finances of The Association and report the results to the Executive Committee.

Section 2. The Vice President shall be the President-Elect, and shall assist the President in the execution of their duties, serve on committees as requested, and assume the duties of President in event of absence, disability, or vacancy of the office.

Section 3. The Immediate Past President shall assist the President and Vice President as directed, conduct an orientation session for new Executive Committee members, and assume the duties of President in the event of absence, disability, or vacancy of office of both the President and Vice President.

Section 4. The Programs Director shall chair the Programs and Publicity Committee; oversee the planning and execution of official Association programs and events, including two annual luncheons (fall and spring) and other events, such as retreats and receptions; and report to the Executive Committee at the conclusion of each event.

Section 5. The Membership Director shall chair the Membership Committee, be responsible for the recruitment of new members, and work closely with the Treasurer and the Database Manager on the maintenance of membership records.

Section 6. The Secretary shall maintain all current Association records other than financial, provide minutes of Executive Committee meetings for approval by the Executive Committee and forward approved minutes to the Web Manager for archiving on the website, fulfill responsibilities as described elsewhere in the Constitution, and communicate with the membership as directed by the President.

Section 7. The Treasurer shall chair the Fiscal Affairs Committee and be responsible for depositing dues, donations and assessments; reporting the updated status of members in good standing to the Database Manager and Membership Director; maintaining the Association’s financial records; and assuming custodianship of association funds.  The Treasurer shall also provide all documents and information requested by the ad hoc Audit Committee in its biennial review of The Association’s finances.

Section 8. The Academic Senate Representatives shall represent the interests and concerns of The Association and provide a report of the meetings of the Senate to the Executive Committee.

Section 9. The CSU-ERFSA Representatives shall represent the interests and concerns of The Association at CSU-ERFSA meetings and report to the Executive Committee on the CSU-ERFSA meetings.

Section 10. The Web Manager shall maintain The Association’s website by archiving the approved minutes of the Executive Committee, by posting such items as photos taken at official Association functions, electronic versions of The Emeritimes newsletter, obituaries, and other such items of interest as they become available.

Section 11. The Database Manager shall maintain the main file containing the names, email and street addresses, and current membership status of all individuals awarded Emeritus status by the University President. The Database Manager shall also generate email lists, as requested by the President or designee, and mailing labels, as needed, to distribute Association communications with the membership.

Section 12. The Members-at-Large shall be appointed by the President to chair or serve on committees or task forces. To the extent possible the Member-at-Large positions should represent all colleges.

Article III - Committees

Section 1. The Standing Committees are: (1) Emeriti Fellowship Awards; (2) Emeritimes Editorial Board; (3) Fiscal Affairs (chaired by the Treasurer); (4) Programs and Publicity (chaired by the Programs Director); (5) Membership (chaired by the Membership Director); and (6) Nominations (chaired by the President).

Section 2. Emeriti Fellowship Awards Committee. 

2.1. Charge: The Emeriti Fellowship Awards Committee administers the emeriti fellowship awards process. The committee recommends to the Executive Committee the minimum criteria for scholarships/fellowships awarded by The Association, the number of scholarships/fellowships to be awarded in a given year and their dollar amount, and whether The Association should agree to administer newly-proposed endowed scholarships/fellowships from individuals or groups.

2.2. Duties: The Committee Chair publicizes the availability of Emeriti Association scholarships/fellowships to College Deans/Associate Deans, Department/Division Chairs, and others, and coordinates the review of scholarship/fellowships applications as well as the final selection of awardees. In addition, the Chair serves as the liaison to the Office of Student Financial Aid.

2.3. Membership: The Committee Chair recruits additional committee members, subject to approval by the Executive Committee.

Section 3. Emeritimes Editorial Board

3.1 Charge: The Emeritimes Editorial Board oversees all aspects of the production of The Emeritimes, The Association’s newsletter, to ensure that it is produced consistent with the Board’s editorial policies, guidelines, and practices. The Board, through its Chair, reports periodically to the Executive Committee about the contents and the publication and distribution schedule of The Emeritimes. The Board makes recommendations to the Executive Committee on any editorial policy issues and nominates one or more independent contractors to serve as Editor and other production staff, for a period of service specified at the time of appointment, subject to approval by the Executive Committee.

3.2. Duties: The Chair and the Editor collaborate to solicit news items of interest to the general membership of The Association, identify the content, and consult with the Association President and others when appropriate and relevant to the content. The Editor, in consultation with the Chair, writes and/or edits all submissions, implements copy and production deadlines, decides on format and layout, submits the final version of the newsletter for review and sign-off by the Chair and the University Office of Public Affairs, if needed. The Chair coordinates the distribution of each issue, either online via email or by US post.

3.3 Membership: The President appoints the Board’s Chair who then selects up to three additional members. The Editor shall serve as a non-voting ex-officio member of the Board.

Section 4. Fiscal Affairs Committee

4.1 Charge: The Fiscal Affairs Committee makes recommendations to the Executive Committee on all matters involving the collection of dues, contributions, and other incoming funds, as well as on the maintenance and expenditure of The Association’s funds.

4.2. Membership: The Chair appoints two additional members of the Executive Committee to form the Fiscal Affairs Committee, subject to approval by the Executive Committee.

Section 5. Programs and Publicity Committee

5.1. Charge: The Programs and Publicity Committee coordinates the administration of official Association programs and events, including the planning, scheduling, and staffing for each event.

5.2. Membership: The Programs Director serves as Chair and recruits additional committee members, subject to approval by the Executive Committee.

5.3 Duties: The Programs Director reports to the Executive Committee at the conclusion of each event.

Section 6.  Membership Committee

6.1. Charge: The Membership Committee coordinates the recruitment and orientation of new members of The Association, advises the Executive Committee on efforts to maintain members in good standing, and drafts any necessary recruitment materials for approval by the Executive Committee.

6.2. Membership: The Membership Director serves as Chair of the Membership Committee and the Database Manager serves as a permanent member of the committee. The Chair recruits additional members, as needed, subject to approval by the Executive Committee.

Section 7. Nominations Committee.

7.1. Charge: The Nominations Committee is appointed annually by the President for the purpose of developing a slate of candidates for the election of officers and managing the election process, as described in Article VII of the constitution.

7.1.1. Prior to developing the slate of candidates, the Committee shall solicit interest from the membership at large for the open positions.

7.1.2. The Nominations Committee shall nominate two Academic Senate Representatives and one alternate to be approved by majority vote of the Executive Committee.

7.1.3 The Nominations Committee shall nominate two Association members to serve as Liaison Representatives to CSU-ERFSA.

7.2. Membership: The President serves as Chair of the Nominations Committee and appoints four additional members of the Executive Committee to serve as members of the Committee.

Section 8. Each committee shall file an annual written report with the Secretary no later than seven days prior to the annual meeting.

Article IV- Dissolution

Section 1. In event of dissolution, the net assets of The Association other than trust funds shall be distributed to one or more nonprofit corporations organized and operated for the benefit of the California State University, Los Angeles. The selection of such corporations(s) shall be made by the Executive Committee of The Association from among those approved by the President of the University and the Board of Trustees of The California State University. All such corporations must be qualified for federal income tax exemption under Sections 501(a) and 501(c) of the United States Internal Revenue Code of 1954, and be organized and operated exclusively for charitable, scientific, literary or educational purposes or for a combination of such purposes.

Section 2. Alternatively, in event of dissolution, the Executive Committee of The Association may elect to distribute its net assets other than trust funds to the California State University, Los Angeles.

Section 3. In event of dissolution, if The Association holds any assets in trust, those assets shall be disposed of in such manner as may be directed by decree of the Superior Court of Los Angeles County, upon petition therefore by the Attorney General or by any person concerned in the liquidation.

Article V - Parliamentary Procedures

Robert's Rules of Order, Revised, shall be the authority for the conduct of all meetings of The Association.

Article VI - Amendments to the Bylaws

These Bylaws may be amended by majority vote of the Executive Committee. All such changes shall be reported to the membership in the normal cycle of communication published in the newsletter.

Revisions of Bylaws, Article I approved 10/8/98; 11/12/98; Section3 5/12/01
Revisions of Bylaws, Articles III & IV approved 12/9/99; Article IV, Section 2 1/13/00
Article III, Section 4 11/14/02; Article IV, Section 3 1/8/04
Amendments of Bylaws, Article V approved 7/14/16, Subsequent Articles were renumbered
Amendments of Bylaws, Article III approved 4/26/19
Amendment of Bylaws, Articles I through V, approved 3/30/2021