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Bylaws of the Faculty Association of California Community Colleges
(As Amended, November 20, 2004)
TABLE OF CONTENTS
Section 1. Membership Eligibility
Section 2. Dues
Section 3. Delinquency And Termination
Article IV. Statewide Structure
Section 1. Annual Meeting
Section 2. Regions
Section 3. Elections
Section 1. Function
Section 2. Composition
Section 3. Responsibilities of Governors-At-Large (FT)
Section 4. Responsibilities of Regional Governors (FT)
Section 5. Responsibilities of Governors For Part-Time (PT)
Section 6. Meetings
Section 7. Removal
Section 8. Communication with Members of the Association
Section 9. Member Interests
Section 10. Conflict of Interest
Section 1. Composition
Section 2. Terms
Section 3. Duties
Section 4. Eligibility
Section 5. Vacancies
Section 6. Removal
Article VII. Executive Director
Section 1. Description
Section 2. Selection
Section 3. Termination
Section 1. Executive Committee
Section 2. Standing Committees
Section 3. Political Action Committee (PAC)
Section 4. Other Committees
Section 5. President as Ex-Officio Member
Section 1. Fiscal Year
Section 2. Dues
Section 3. Treasurer's Report
Section 4. Budget
Section 5. Appropriation of Funds
Section 6. Bonding
Section 7. Audit
Section 1. Description
Section 2. Organizations
Section 3. Proposal
Section 4. Ratification
Section 5. Delegates to Other Groups
Section 6. Interest-Based Councils
Article XI. Legislative Service
Article XII. Parliamentary Authority
Section 1. Robert's Rules
Section 2. Parliamentarian
Article XIII. Amendments to Bylaws
Section 1. Annual Meeting
Section 2. Written Petition
Section 3. Board of Governors
Article XIV. Transitional Plan
Section 1. 2003 Election
Section 2. 2004 Election
—end table of contents—
BYLAWS
FACULTY ASSOCIATION OF CALIFORNIA COMMUNITY COLLEGES, INC.
(As Amended, March 16, 2003)
Article I. NameThe name of the organization governed by these Bylaws shall be the Faculty Association of California Community Colleges, Inc., operating as a non-profit organization under Articles of Incorporation filed with the Secretary of State of California on May 2, 1979, and hereinafter referred to as "this Association."
Article II. PurposeTo promote unity and professionalism among California Community College faculty, advocate faculty interests, and encourage policy-making bodies to provide adequate resources and appropriate laws and regulations that will assure Californians broad access to quality community college education. References to "district" in this document shall mean a California community college district.
Article III. MembershipSection 1. Membership Eligibility. Memberships shall be open in this Association in the following categories:
a. Regular Membership - Any full-time or part-time faculty member employed in any California Community College, district-governed two-year college, or private community college.
b. Associate Membership - Anyone employed in any California Community College, district-governed two-year college, or private community college or whose assignment does not qualify him/her for regular membership. Associate memberships carry no voting privileges.
c. Life Membership - This category is reserved for individuals who were once but are no longer eligible for Regular or Associate membership. Voting and other participation privileges follow as per the member's original status.
d. Contractual Membership - Any faculty employee in a district which has a Professional Services contract in effect with the FACCC Education Institute, hereafter referred to as the Education Institute, shall be accorded all of the benefits, rights, privileges, duties and responsibilities of Regular membership without having to pay individual membership dues. Such membership shall immediately terminate when an individual ceases being on the faculty of a district having such a contract or upon termination of the contract when the faculty member declines transfer to regular membership status.
Section 2. Dues.
a. Regular, Associate, and Life membership dues are determined by vote of the Board of Governors.
b. A portion of dues may be designated, by vote of the Board of Governors, to be for a Political Action Committee (see Article VIII, Section 3). Any member may make a written request that his/her dues not be used for that purpose in which case that portion remains in the general fund of this Association.
c. The Board of Governors shall have the authority by a 2/3 vote to make special assessments.
Section 3. Delinquency And Termination.
a. With the exception of Life members who choose the one-time payment option, dues are paid annually, and entitle the person to membership for a period of twelve (12) months following the month the dues are paid.
b. Current dues payments are a necessary condition of membership. Dues payment will be considered delinquent when 30 days have elapsed from the end of the membership period, and the membership will be terminated if the annual dues amount is not paid or renewed through payroll deduction authorization within four (4) months of the membership term expiring.
c. Continued employment in a California Community College, district-governed two-year college, or private community college is a necessary condition of Regular or Associate membership. Such membership will be terminated at the beginning of the academic term following any twelve-month period during which the member has not had an assignment, if the member does not have an assignment in that term.
d. If there is less than full payment to the Education Institute of the amounts specified in a Contractual Membership at the time specified in the contract, Contractual members will not be entitled to vote on any Association or Education Institute matters until the full amount is paid or the Board of Governors authorizes voting privileges on terms it deems appropriate. In no case shall a faculty member be afforded the privileges of membership after a delinquency of four (4) months.
Article IV. Statewide StructureSection 1. Annual Meeting. The Association shall hold a business meeting, known as the Annual Meeting, open to the general membership once each year. In addition to conducting Association business, the Annual Meeting shall allow those running for the Board of Governors and Officer positions an opportunity to address the general membership. Business matters brought to the Annual Meeting shall be determined by majority vote of those regular and life members present.
Section 2. Regions. The Board of Governors shall define six (6) geographic regions making up the State of California and assign each member of this Association to one region on the basis of location of employment. Once every five years, commencing July 1, 2005, the Board of Governors shall examine the membership patterns in the six regions and realign the regions as necessary.
Section 3. Elections. Election of candidates for the Board of Governors and Officer positions shall take place by the end of each academic year with the process and schedule approved by the sitting Board of Governors.
Article V. Board of GovernorsSection 1. Function. There shall be a Board of Governors that is a representative governing body whose function shall be to determine policy for this Association. The Board of Governors shall assist Association Officers in the discharge of their duties and shall have the authority set forth in California Corporation Code Section 3632.5 to take any member action required for the adoption of amendments to the Articles of Incorporation.
Section 2. Composition. The Board of Governors shall consist of the following members of this Association:
a. The Officers, as named in Article VI, Section 1.
b. Six Governors-at-Large and six Regional Governors from full-time membership, and two Governors for Part-Time from part-time membership, without full-time status in any district, nominated from current Regular Association members and elected by the general membership according to the following provisions:
(1) There shall be no more than one At-Large or Regional Governor from the full-time membership of any one college. Officers and Governors for Part-Time shall not be subject to this restriction.
(2) Each of the six Regional Governors shall represent and be employed in a district within one of the six geographic regions making up the state of California as defined in Article IV, Section 2.
(3) The terms of office of Governors from the full-time membership shall be two years, to begin on July 1. The terms shall be arranged in such a manner that three at-Large and three Regional positions shall be vacated each year. With the exception of ascension to office by appointment, as defined in Article V, Section 6f, no Governor-At-Large nor any Regional Governor may serve for more than three consecutive two-year terms.
(4) The two Governors for Part-Time who are part-time faculty, one from the North and one from the South, shall each, respectively, represent the three northern regions and the three southern regions as defined in Article IV, Section 2. At least one assignment must be taught each year in a district within the regions the Governor for Part-Time represents.(5) The terms of office of Governors for Part-Time from the part-time membership shall be two years, to begin on July 1. The terms shall be staggered. With the exception of ascension to office by appointment, as defined in Article V, Section 6f, no Governor-For Part-Time may serve for more than three consecutive two-year terms.
c. The Executive Director shall be a non-voting member of the Board.
Section 3. Responsibilities of Governors-At-Large (from the full-time Regular membership). Members-At-Large of the Board of Governors shall perform the following duties:
a. Ensure that the Executive Director's contract is reviewed at the end of each contract period.
b. Represent the Association at his/her campus, district, and other campuses when requested.
c. Promote membership in this Association, and assist in maintaining accurate membership records on his/her campus.
d. Attend Board meetings, read material in advance, ask questions, and make informed decisions.
e. Serve as an active member of a standing committee of the Board.
Section 4. Responsibilities of Regional Governors (from the full-time Regular membership). Regional members of the Board of Governors shall perform the following duties:
a. Ensure that the Executive Director's contract is reviewed at the end of each contract period.
b. Represent the Association at his/her campus, district, and other campuses when requested.
c. Promote membership in this Association, and assist in maintaining accurate membership records on his/her campus.
d. Attend Board meetings, read material in advance, ask questions, and make informed decisions.
e. Serve as the coordinator of one of the regions defined in Article IV, Section 2, maintaining a communication network linking all colleges within the region. The six Regional Governors shall meet to consult on regional issues and report to the Board.
Section 5. Responsibilities of Governors for Part-Time (from the part-time Regular membership). Part-Time members of the Board of Governors shall perform the following duties:
a. Ensure that the Executive Director's contract is reviewed at the end of each contract period.
b. Represent the Association at his/her campus, district, and other campuses when requested.
c. Promote membership in this Association, and assist in maintaining accurate membership records on his/her campus.
d. Attend Board meetings, read material in advance, ask questions, and make informed decisions.
e. Serve as the coordinator of part-time faculty in one of either of the three Northern or the three Southern regions defined in Article IV, Section 2, maintaining a communication network linking all colleges within the respective north or south area. The two Governors for Part-Time shall rotate responsibility for chairing the standing Part-Time Committee.
Section 6. Meetings. The Board of Governors shall conduct its meetings in the following manner:
a. Calendar. The Board shall establish a calendar of Board of Governor meetings for the year.
b. Regular Meetings. The Board of Governors shall meet regularly according to the established calendar, unless otherwise ordered by the President. Meeting agenda and materials shall be sent to each Board member no later than one week prior to each meeting date.
c. Special Meetings.
(1) The President may call a special meeting of the Board of Governors at her/his discretion. The call shall state the purpose of the meeting.
(2) The President shall call a meeting of the Board of Governors within two weeks after receipt of written request for such meeting from three or more members of the Board. The call shall state the reason and purpose of the meeting.
d. Guests. Any member of this Association may attend any meeting of the Board of Governors as a guest and may be recognized. Non-members may be invited by the President and participate in discussion at the pleasure of the Board.
e. Quorum. A quorum for a meeting of the Board of Governors shall consist of a majority of the voting membership of the Board.
f. Vacancies. In case a vacancy occurs on the Board of Governors, it shall be filled on a temporary basis by vote of a majority of the Board from the membership of the Association. A Governor appointed pursuant to this section shall not apply the period of the appointment to the term limits set forth in Article V, Sections 2b(3) or 2b(5) should the appointment be for one year or less. An appointment made pursuant to this paragraph for a period over one year shall be considered one full term pursuant to the limits set forth in this Article.
g. Declaration of Vacancy. When a Governor has made known to the President his/her intention to resign, the President shall declare a vacancy on the Board. When a Governor is absent for any reason from two consecutive Board meetings or three Board meetings in one fiscal year, the Governor shall submit a written declaration to the President stating his/her intention to continue to serve on the Board or to resign from the Board.
(1) Upon receipt of a written declaration of intention to resign or if no declaration is received prior to calling the subsequent meeting to order, the President shall declare a vacancy.
(2) Upon receipt of a written declaration of intention to continue to serve on the Board, the President shall confer with the Executive Committee to determine what action shall be taken in the event that future absences occur. The President shall discuss the determination of the Executive Committee with the Governor.
h. Closed Session. All board discussions of a confidential nature, including, but not limited to personnel, litigation, removal of a Governor (Article V, Section 7) shall be conducted in closed session. A Board member may request a closed session on any item; however, such request may be denied by a majority of Board members present and voting. Matters discussed in closed session shall remain confidential unless the sharing of information is authorized by a majority of the Board.
Section 7. Removal. A Governor may be removed for cause from the Board following a 75 percent vote of Governors present at each of two consecutive regularly scheduled Board meetings.
Section 8. Communication with Members of the Association. The Board of Governors is responsible for ensuring that regular written communication is provided to members about the activities of the Association.Section 9. Member Interests. The Board of Governors is responsible for identifying and responding to member interests.
Section 10. Conflict of Interest. All prospective and current Board members must disclose any actual or potential conflicts of interest with the Association. The Board may disqualify any prospective Board member from running or any current Board member from continuing to serve because of a conflict of interest. The motion to remove a sitting Board member shall be conducted pursuant to Section 7 of this Article. Any contract between the Association and a sitting Board member shall be ratified by the Board of Governors or by the Executive Committee, acting in lieu of the Board, before the contract shall take effect.
Article VI. OfficersSection 1. Composition. The Officers of this Association shall be comprised of the President (sitting), President-Elect, Past President, Vice President, Secretary, and Treasurer.
Section 2. Terms. Officers shall serve their terms of office as follows:
a. The term of office of the President shall be two years. These two years as sitting President shall be preceded by a one-year term of service as President-Elect and followed by a one-year term as Past President. The President shall be precluded from serving successive terms, except in the case of a vacancy, Section 5.
b. The terms of office of the Vice President, Secretary, and Treasurer shall be two years with election of the Vice President scheduled in the same years as the President-Elect and the Secretary and Treasurer in those years when President Elect and Vice President elections are not held. The Vice President, Secretary, and Treasurer shall be limited to a maximum of two successive terms, except in the case of a vacancy, Section 5.
c. All terms of office shall begin July 1.
Section 3. Duties. The duties of each officer shall be those customary to each office. The President shall serve as Presiding Officer of both the Executive Committee (composed of the Officers) and the Board of Governors. The four-year Presidential cycle allows for one year during which the President-Elect assists the sitting President and has the opportunity to gain experience. Then, during the two years as sitting President, s/he has the benefit of the assistance of the Past President in the first year and the President-Elect in the second year. In the final year of the cycle, the sitting President becomes the Past President to provide assistance to the incoming seated President.
Section 4. Eligibility.
a. Officers shall be Regular members of this Association.
b. Candidates for the Presidential cycle and Vice President shall be nominated from present or former members of the Board of Governors.
c. No person shall at the same time hold more than one of the following positions: Officer, Governor-at-Large, Regional Governor, Governor for Part-Time.
Section 5. Vacancies. Vacancies of office shall be filled as follows:
a. In case a vacancy occurs in the office of the President-Elect or sitting President, the Vice President shall succeed to the office and shall fill the unexpired term.
b. In case the position of Past President is vacated, the Board of Governors, by a majority vote, shall name a former President to fill the unexpired term. If no former President is available, the Board of Governors, by majority vote, shall name a former Officer or former Board member.
c. In case a vacancy occurs in the office of Vice President, or simultaneous vacancies occur in the offices of both the President and Vice President, the Past President shall act as Vice President and/or President pro tempore until these vacancies can be filled. The Board of Governors shall appoint a special committee of at least three members to nominate candidates from the elected Board of Governors for the unexpired terms of these offices. The nominations shall be presented to the Board of Governors as soon as possible. The newly elected officers shall take office as soon as notified of their election by the Board of Governors, and replacements for their terms as Governors or Officers will be filled according to Article V, Section 6f or Section 5d of this Article, respectively.
d. In case a vacancy occurs in the offices of Secretary or Treasurer, it shall be filled on a temporary basis by vote of a majority of the Board of Governors from the membership of the Association.
Section 6. Removal. An Officer may be removed for cause following a 75 percent vote of Governors present at each of two consecutive regularly scheduled Board meetings.
Article VII. Executive Director
Section 1. Description. The Board of Governors shall employ an Executive Director to conduct day-to-day management of the Association. Said duties and compensation shall be enumerated in an employment contract ratified by the Board of Governors.
Section 2. Selection. The Board shall select an Executive Director pursuant to a majority vote at a regularly scheduled or special meeting. Although the Board may seek input from the Executive Committee, the Board may not delegate this function to the Executive Committee.
Section 3. Termination. The Board may terminate an Executive Director pursuant to a majority vote at a regularly scheduled or special meeting. Although the Board may seek input from the Executive Committee, the Board may not delegate this function to the Executive Committee. Prior to any such decision, the Board must review the contract with the Executive Director and receive advice from a qualified attorney as to any legal consequence of this decision.
Article VIII. CommitteesSection 1. Executive Committee. The Executive Committee is comprised of the President, President Elect or Past President, Vice President, Secretary, Treasurer and non-voting Executive Director of the Association. Each Executive Committee member shall serve as liaison to at least one Standing Committee. The Executive Committee shall have the authority to act in lieu of the Board between meetings of the Board of Governors. When the Executive Committee makes decisions on behalf of the Board, they must be reported to the Board of Governors at its next regularly scheduled meeting.
Section 2. Standing Committees.
a. Standing Committees may be appointed by the President with the approval of the Board of Governors to address pertinent issues of the Association. Standing Committees, with the exception of the Political Action Committee, governed by Section 3 of this Article, exist at the pleasure of the Board of Governors and have no independent authority other than making recommendations to the Board and implementing Board decisions. The Board of Governors shall review the committee structure with respect to effectiveness each year.
b. Committee Membership. Eligibility for committee membership shall be open to any Regular member of the Association. Committee assignments shall be made by the Board of Governors. The President with the approval of the Board may remove any committee member from his/her position.
c. Committee Chairs. Chairs of the Standing Committees shall be named by the President from the Governors-at-Large from the regular membership or other leaders of the Association with the advice and consent of the Board of Governors, and are responsible to the President. The President with the approval of the Board may remove any Committee Chair from his/her position.
Section 3. Political Action Committee (PAC). This Association may sponsor a Political Action Committee to raise voluntary contributions from the membership for political campaigns, organize volunteers within the membership for political action and conduct other political functions as delegated by the Board. Members of the political action committee shall be appointed by the President with the approval of the Board, consistent with the appointments of all other committees. The Political Action Committee shall be governed by its own bylaws, which shall be approved by the Association's Board of Governors. The Association may assist the Political Action Committee with administrative support but shall not contribute financially for purposes of political campaigns. All actions of the Political Action Committee shall be recorded in the minutes of the Political Action Committee. Any member of the Association's Board of Governors may request, and shall obtain, a copy of the minutes of the Political Action Committee along with all relevant financial information.
Section 4. Other Committees. The President, with the consent of the Board of Governors, may appoint other Special Committees and Task Forces as the need arises.
Section 5. President as Ex-Officio Member. The President shall serve as ex-officio non-voting member of all Standing and Special Committees and Task Forces. However, s/he may designate any member of the Board of Governors to act in her/his stead.
Article IX. FinanceSection 1. Fiscal Year. The fiscal year of this Association shall be determined by the Board of Governors.
Section 2. Dues. Yearly dues shall be levied upon each member of this Association as provided by Article III, Sections 2 and 3 of these Bylaws.
Section 3. Treasurer's Report. The Treasurer shall make a report on receipts, expenditures, and financial condition of this Association at all regular meetings of the Board of Governors and at any other time that the President may direct.
Section 4. Budget. The Board of Governors shall prepare and adopt a budget for the following year.
Section 5. Appropriation of Funds. No funds of this Association may be expended except as authorized by the Board of Governors. Any expenditure of $5,000 or greater shall be approved by the Treasurer.
Section 6. Bonding. All persons authorized to expend Association monies shall be bonded by a reputable bonding company to be selected by the Board of Governors. The Board of Governors shall decide the term and amount of the bond.
Section 7. Audit. The President shall have the books of this Association reviewed annually by an independent Certified Public Accountant, and these books shall be audited, rather than reviewed, at least every third year as of the close of the fiscal year. The results of the audit shall be reported to the Board of Governors and shall become a part of the records of the Board.
Article X. AffiliationsSection 1. Description. This Association may affiliate with, join with, or act in concert with such other organizations, associations, individuals or corporations as it deems appropriate in the furtherance of its specific purposes.
Section 2. Proposal. Affiliation with other organizations, or terminations of affiliation, may be proposed by a majority of the Board of Governors.
Section 3. Ratification. By majority vote of the Board of Governors, a proposal for affiliation, or termination of affiliation, shall be referred to the membership for ratification.
Section 4. Delegates to Other Groups. The President shall nominate one or more delegates to each meeting of affiliated or related groups at which this Association is entitled to be represented with a vote. The Board of Governors shall confirm or reject such nominations. Should the number of delegates be different from the number of votes assigned, the Board shall assign the proportion of votes.
Section 5. Interest-Based Councils. A group of regular members of this Association may petition the Board of Governors to establish an Interest-Based Council. A constituting interest shall be professional in nature, focusing on matters of policy relevant to the California Community College system. An Interest-Based Council must be self-funded.
A written proposal, describing the composition of the Council and its purpose shall accompany the petition signed by regular members of this Association. Both documents shall be submitted to the President who presents the petition/proposal to the Board of Governors at the next scheduled meeting. A second reading of the petition/proposal shall be scheduled for the immediately subsequent meeting at which the Board shall either approve or deny the proposal for Interest-Based Council status by majority vote. The Board of Governors may invite petitioners to present their proposal at the second reading session.
Article XI. Legislative ServiceThis Association may provide legislative service to independent, non-affiliated faculty organizations, or others with the approval of the Board of Governors.
Article XII. Parliamentary AuthoritySection 1. Robert's Rules. The latest edition of Robert's Rules of Order Newly Revised shall be the authority for all procedural matters not covered by the Bylaws of this Association.
Section 2. Parliamentarian. The President shall appoint a Parliamentarian for every meeting of the general membership and Board of Governors.
Article XIII. Amendments to These BylawsAmendments to these Bylaws or to the Articles of Incorporation may be made in either of two ways:
a. Annual Meeting. By recommendation of the Board of Governors at an Annual Meeting, with ratification by a majority of those voting. Voting by proxy shall not be allowed.
b. Written Petition. By written petition at an Annual Meeting of fifty (50) Regular members of this Association (including both full- and part-time members with at least five (5) from each of the six regions) with ratification by a majority of those voting at the next Annual Meeting. Voting by proxy shall not be allowed.
c. Board of Governors. By recommendation of a 2/3 vote of the Board of Governors, provided the Association membership has been notified at least 30 days prior. Such amendments may be repealed by a majority of those voting at the next Annual Meeting.
Article XIV. Transitional PlanThis Article provides for transition of Officer and Governor positions from the prior structure to that described in these Bylaws and shall sunset on June 30, 2005.
SECTION 1. 2003 Election.
a. There shall be no election for President-Elect and the President (sitting) shall be elected to a two-year term. The Past President from the prior year shall continue in that position. The Vice President shall be elected to a one-year term.
b. By mutual agreement, sitting Governors may transition into Regional Governor positions for the remainder of their terms, and the terms of new Governors shall be offered at one-, two-, or three-years to achieve rotational balance as described in these Bylaws.
SECTION 2. 2004 Election. The Secretary shall be elected to a one-year term.