Attention: All Members
In December 2007 the Council of 5CLIR issued a directive to form an Ad Hoc Bylaws Review Committee to revise our existing bylaws. A Committee was formed and after much careful consideration and input from 5CLIR members, the following document was presented to Council and approved by that body on April 10, 2008.
These revised bylaws will be presented for a vote by the membership at the 5CLIR Annual Meeting on June 1 at 3:30 p.m. at the Smith College Campus Center (following the Fall Preview: Coming Attractions event).
We urge all members to attend this important meeting and to vote on these bylaws. A quorum of at least 50% of our total membership is required.
Thanks.
Mary Franks, President
Bylaws
Five College Learning in Retirement
The name of the organization is FIVE COLLEGE LEARNING IN RETIREMENT (5CLIR).
Founded in 1988, 5CLIR is a voluntary, self-governing association of individuals dedicated to providing opportunities for lifelong learning for adults in the Pioneer Valley area. 5CLIR is organized under the auspices of Five Colleges, Incorporated, a consortium of Amherst, Hampshire, Mount Holyoke, and Smith Colleges and the University of Massachusetts at Amherst. The core of the 5CLIR program consists of peer-led seminars that require the active participation of those enrolled. In addition, 5CLIR offers a wide range of other educational activities and social events. To promote lifelong learning in the Pioneer Valley and foster close relations among the five colleges and the community, 5CLIR may sponsor programs open to the general public.
Section 1: Eligibility and Admission: Members of 5CLIR are those persons who have completed membership applications and have paid the applicable dues.
Section 2: Classes of Membership: Full members are voting members and may participate in all 5CLIR activities. Associate members are non-voting members who have formerly been full members and may participate in all 5CLIR activities except seminars.
Section 3: Rights and Obligations: Members are expected to participate in the governance of 5CLIR. Voting members are those who, by virtue of their membership class, are entitled to vote for officers and members of Council and on matters submitted to the membership.
Section 4: Changes in Membership Classes: Council may create or terminate additional classes of membership only after notice of such action is provided to all 5CLIR voting members at least 15 days before the Council meeting at which such action is to be taken.
Section 1: Authority: Council, elected by voting members and accountable to them, is the governing body of 5CLIR. Council has general authority to manage all educational, organizational, and budget matters of 5CLIR, including membership fees. Five Colleges, Incorporated is the fiscal agent for 5CLIR and, as such, manages all funds, has signatory authority for all contracts, and disburses cash. Council also advises in the hiring of office employees, who report to the President of 5CLIR and are employees of Five Colleges, Incorporated.
Section 2. Membership and Voting: Council consists of fifteen members with votes: the six officers and nine other elected members. The chief financial officer of Five Colleges, Incorporated serves as an ex-officio Council member without vote.
Section 3. Executive Committee: The Executive Committee is composed of the six officers. It has general supervision over the affairs of 5CLIR as directed by Council. It may act on time-sensitive and confidential matters in the name of Council, subject to approval of Council at the next meeting.
Section 4. Eligibility: All voting members are eligible to serve on Council. Upon completion of a three-year term, a Council member is ineligible for one year for reelection. A Council member who has filled an unexpired term of less than two full years on Council may choose to become a candidate for a full three-year term on the next Council. A Council member who has filled an unexpired term of two or more years is ineligible for one year to run for reelection.
Section 5. Meetings: As a rule, Council will meet once a month and at other times when convened by the President. Any five members of Council may call for a special meeting of Council. A majority of Council members constitutes a quorum. Decisions are made by a majority of those present. Any member of 5CLIR may attend a Council meeting with the approval of the President.
Section 6. Operations Manual: Council will establish and maintain an Operations Manual that describes administrative policies and procedures of 5CLIR. For inclusion in the Operations Manual, a resolution must be adopted by Council and specifically designated for inclusion in the manual.
Section 1. Number and Eligibility: The officers of 5CLIR are the President, Past President, Vice President/President-Elect, Secretary, Treasurer, and Assistant Treasurer. All voting members are eligible to serve as officers.
Section 2. President: The President sets the agenda for and chairs all meetings of Council, Executive Committee, and the membership. The President is an ex-officio member without vote of all committees, with the single exception of the Nominating Committee, on which the President may not serve. The President represents 5CLIR on public occasions or appoints suitable surrogates.
Section 3. Vice President/President-Elect: The Vice President/President-Elect is a voting member of the Finance Committee and an ex-officio member, without vote, of all other committees. He or she oversees the effective functioning and operation of all committees and presides at Council meetings in the absence of the President.
Section 4. Past President: The Past President retains a seat and a vote on Council and Executive Committee for one year after his or her tenure as President.
Section 5. Secretary: The Secretary is responsible for recording minutes of all membership and Council meetings; recording and distributing minutes of the meetings to members of Council and chairs of all committees; and making the minutes available, upon request, to any voting member. The Secretary oversees the updating and maintaining of the Bylaws and Operations Manual.
Section 6. Treasurer: In conjunction with the Chief Financial Officer of Five Colleges, Incorporated, the Treasurer oversees the finances of 5CLIR, including preparation and submission of an annual budget for approval by Council and presentation to the membership. The Treasurer makes periodic reports to Council and the membership.
Section 7. Assistant Treasurer: The Assistant Treasurer assists the Treasurer in meeting the responsibilities of the office.
Section 8. Tenure: The Vice-President/President-Elect serves a one-year term. He or she serves as President the following year and as Past President the year following that. The Secretary, Treasurer, and Assistant Treasurer serve one-year terms and may serve no more than three consecutive one-year terms. Terms of office begin on July 1.
ARTICLE VI
NOMINATIONS AND ELECTIONS
Section 1. Nominating Committee: The President, with approval of Council, annually selects a Nominating Committee to supervise nominations and elections for the current membership year. The committee consists of a chair, who is a member of Council, and four additional 5CLIR voting members, at least two of whom are not current Council members. One committee member shall have been a member of the previous Nominating Committee. Current officers are ineligible to serve.
Section 2. Council Members: Three new Council members are elected each year for three-year terms. Nominations to Council are invited from each peer-led seminar held during the current membership year. Each voting member may vote for no more than three nominees. The three nominees receiving the highest number of votes will be elected. In the event of a tie, the flip of a coin will decide.
Section 3. Officers: The Nominating Committee prepares a slate of candidates for the offices. This slate is provided to all voting members at least 10 days prior to the annual membership meeting. Voting members may make additional nominations at the annual meeting.
Section 4: Elections: Voting members will vote by secret ballot following the annual meeting. The Nominating Committee appoints three voting members to act as tellers. Officers, members of the Nominating Committee, and candidates may not be appointed as tellers.
Section 5. Vacancies: If a vacancy occurs in a non-officer position on Council, the candidate in the most recent election who received the next highest number of votes after those elected, and is still eligible and willing to serve for the remainder of the vacated term, fills the position. If a vacancy occurs in the office of Secretary, Treasurer, or Assistant Treasurer, the President, with the approval of Council, names a successor to such office for the balance of the one-year term. If a vacancy in the office of President occurs, the Vice President/President-Elect immediately becomes President for the remainder of the unexpired term and, in addition, for the one-year term which he or she would otherwise have served. If a vacancy occurs in the office of the Vice President/President-Elect, for this or any other reason, a special election is held under the supervision of the Nominating Committee.
Section 1: Finance Committee: The Treasurer chairs the Finance Committee, which shall also include the Assistant Treasurer, Vice President/President-Elect, and at least two other members approved by Council.
Section 2: Curriculum Committee: The Curriculum Committee is responsible for seminar development.
Section 3: Establishment and Termination: Council may establish other committees deemed necessary to carry on the work of 5CLIR and may terminate those no longer deemed necessary.
Section 4: Committee Members and Chairs: The President, in consultation with the current chair(s) and with approval of Council, appoints the new chair(s) of each committee. Chair(s) select the members of committees, subject to approval of Council. Terms for members of the Curriculum Committee, and such other committees as are designated by Council, may not exceed three consecutive years. For those committees, a member who becomes chair during or immediately following a three-year term may serve only one two-year term as chair. Chairs of committees are expected to attend, without vote, Council meetings that will consider matters relevant to their committees.
Section 1: Annual Meeting: The annual meeting is held prior to July 1 for the purpose of presenting a slate of candidates for offices, receiving nominations for offices from the floor, and considering other matters of import to members.
Section 2: Special Meetings: The President, with approval of Council, may convene a special meeting of the voting members at any time deemed necessary. If a petition signed by 15% or more of the voting members calls for a special meeting, the President and Council will convene a meeting for the purpose of acting on the subjects, and only those subjects, indicated in the petition.
Section 3: Notification: Council shall provide written notice of the meeting and agenda to all voting members at least 15 days prior to the date of a membership meeting.
Section 4: Quorum: Thirty percent (30%) of voting members constitutes a quorum for any membership meeting, general or special. Any meeting failing to achieve a quorum will be adjourned until such date, within 60 days, as may be specified by the presiding officer.
Section 5: Voting Majorities: Except for amendments to these Bylaws, all motions require a majority of those voting members present and voting to be adopted.
Section 6: Method of Voting: Ordinarily, voting at a membership meeting takes place by a show of hands. A motion may be referred to a ballot vote at the meeting by a majority of voting members present. In either case, the President appoints tellers to count the votes. A motion will be submitted to mail vote by all voting members if: (1) approved by a majority of the voting members at the meeting, or (2) requested by a petition of fifteen percent (15%) or more of the voting members that is received 10 days or more prior to the meeting, or (3) approved by a majority of Council at a prior meeting.
The current edition of Robert’s Rules of Order Newly Revised governs 5CLIR in all cases to which the rules are applicable and not inconsistent with these Bylaws and any special rules of order Council may adopt.
Section 1: Proposing Amendments: Any 5CLIR voting member may propose an amendment to these Bylaws in writing at any regular meeting of Council or at a special meeting of Council called for such purpose. The proposed amendment must be submitted to Council no later than 90 days prior to the membership meeting at which it would be voted on. If the proposed amendment is approved by a majority of Council, it is submitted to a vote at the next regular membership meeting or at a special meeting called for that purpose. If Council does not approve the proposed amendment, a petition signed by fifteen percent (15%) or more of the voting members requires Council to submit the proposed amendment to a vote at a membership meeting.
Section 2: Adopting Amendments: An amendment to be submitted to the membership for a vote will be communicated to all voting members, along with explanatory material, at least 15 days prior to the meeting at which the vote is to be taken. If the proposed amendment is approved by sixty percent (60%) of those voting members present and voting, it becomes part of these Bylaws.
Effective Date: ________________________________