By-laws

Prepared and recommended by the New Jersey HigherEd Webmasters Association Steering Committee on August 3, 2005. Approved on November 30, 2005.

Bylaws:

Article 1 - Name

• The official name of the organization is NJ HigherEd Webmasters Association. The organization will be designated and referred to in these Bylaws as the "Association."

Article 2 - Responsibilities.

The Association shall have the responsibility, consistent with state and federal law, to:

• 2.1. Provide members with information and research on Web related higher education issues.
• 2.2. Facilitate the formation of inter-collegiate relationships to share resources and knowledge.
• 2.3. Development Web related communication tools in support of the Association mission.
• 2.4. Provide policy recommendations on statewide Web-related higher education issues.
• 2.5 Appoint subcommittees consisting of full members to decide matters within the authority of the Association.

Article 3 - Powers.

The Association shall have perpetual succession and shall have the following powers:

• 3.1. To make, amend, and repeal rules and bylaws for its own governance and guidance not inconsistent with state or federal law.
• 3.2. To adopt an official seal and alter the same at pleasure.
• 3.3. To maintain an office at such place or places within the state for the operation of the Association for staffing, records, and other business transactions as may be required.
• 3.4. To sue and be sued in its own name and to retain legal counsel of its choosing.
• 3.5. To select such officers as may be necessary for the transaction of business.
• 3.6. To appropriate dues annually as may be assessed by the Association for its operation.
• 3.7. To maintain bank accounts, make purchases, deposits, and disbursements as are necessary to facilitate the Association's operation.
• 3.8. To employ staff to assist in the clerical and operational functions of the Association.

Article 4 - Membership

• 4.1 The Association consists of individuals whose primary responsibilities are NJ HighEd Web communications and Web administration.
• 4.2 Member levels include:
  • Full Member: one individual from each member institution and shall have voting rights;
  • Associate Members: any number of individuals from each member institution.

Article 5 - Dues and Fees

• 5.1 In order to maintain the operation of the Association, all member institutions may be assessed dues or fees. Two thirds of the Full Members must approve any dues or fees assessment.

Article 6 - Meetings

• 6.1 Regular meetings will be held every other month: October, December, February, April (annual meeting), June, August. Regular meetings will follow the Steering Committee meetings.
• 6.2 Annual meeting (April) will be an all-day event to include vendors, presentations, keynote, marketing track, academic track, emerging technologies track, and awards.
• 6.3 The nominations and elections of the Executive Committee will be held at the annual April meeting.
• 6.4 At the annual meeting, following the election of Executive Committee members, an organizational meeting shall be held for the purpose of nominating and electing Executive Committee officers.

Article 7 - Governance

• 7.1 The Executive Committee is made up of nine representatives who are Full Members.
• 7.2 Executive Committee shall be nominated and elected by the Full Members. Three Executive Committee members shall serve a three-year term, three shall serve a two-year term and three shall serve a one-year term.
• 7.3 The Executive Committee shall nominate and elect at the annual meeting the following officers for a one-year term: Chair, Vice-chair, Secretary and Treasurer.
• 7.4 Chair. The chair serves as chief officer of the Association and chair of the Executive Committee. The chair shall have discretionary powers to advance the objectives between meetings of the Association. The chair shall be responsible for:
  1. implementing the policies of the Association;
  2. planning for regular meetings of the Association specifying location, date, and time of meetings;
  3. calling special meetings of the Association specifying location, date, and time of meetings;
  4. presiding at meetings of the Association and the Executive Committee;
  5. appointing standing and ad hoc committees and chairs in consultation with the Association necessary to conduct the business of the Association;
  6. serving as ex-officio member of all committees of the Association;
  7. calling meetings of the executive board necessary to conduct business of the Association;
  8. signing documents, resolutions, contracts, releases and other instruments on behalf of the Association;
  9. designating a parliamentarian for the Association; and
  10. performing all duties as may be assigned from time to time by the Association.
• 7.5 Vice Chair. The vice chair serves as chief officer of the Association in the absence of the chair. All the powers delegated to the chair shall be assumed by the vice chair during the absence of the chair at scheduled and special meetings of the Executive Committee or the Association.
• 7.6 Secretary. The secretary shall be responsible for keeping a record of all business transacted by the Executive Committee, preparing necessary correspondence, and publish the minutes of all Association business meetings. The secretary shall be the custodian of the Association's seal and records. The secretary is authorized to sign documents on behalf of the Association. The secretary shall preside over meetings in the absence of the chair and the vice chair. The secretary shall perform all duties incident to the office of secretary as may be assigned by the chair or time-to-time by the Association.
• 7.7 Treasurer. The treasurer shall be responsible for financial reports to the Executive Board and the Association. The treasurer shall keep a record of dues and fees and report at each regular meeting of the Association the status of funds. The treasurer will coordinate and report on all funds belonging to the Association. The treasurer will recommend procedures to insure that all funds of the Association are secure, maintain an accurate record of funds, and ensure the disbursement and collection of funds of the Association are accomplished in a timely manner. The treasurer shall prepare an annual report to the members of the Association on the financial status of the Association. The treasurer shall preside over meetings of the Association in the absence of the chair, vice chair and secretary. The treasurer shall perform all duties incident to the office of treasurer as may be assigned by the chair or time-to-time by the Association.

Article 8 - Quorum

• 8.1 A simple majority of the membership of the Association will constitute a quorum for the transaction of business. A simple majority of the membership of the Executive Committee of the Association will constitute a quorum for the transaction of business. The members present at any meeting, either Association or Executive Committee, if less than a quorum, may adjourn any meeting from time to time until a quorum shall be present.

Article 9 - Rules of Order

• 9.1 The rules contained in Robert's Rules of Order, Newly Revised, shall govern the Association and the executive board of the Council on rules of order in all cases to which they are applicable and in which they are not inconsistent with these bylaws, state regulations, state statues, or any special rules the Association may adopt.

Article 10 - Representation at Executive Committee Meetings

• 10-1 Under normal circumstances, substitute representation will not be permitted if a member of the Executive Committee is absent or cannot attend an executive board meeting. In the event of extraordinary circumstances, the Executive Committee may, by majority vote of the Executive Committee, allow a substitute for the respective board member.

Article 11 - Voting Membership

• 11-1 In the deliberations of the Association, each Full Member shall have one vote. All questions coming before the Association shall be determined and decided upon by a majority vote of those voting members present at the meeting, unless otherwise stipulated in these bylaws. No proxy votes will be permitted.