AAB Bylaws
Mission Statement of the Alumni Advisory Board (AAB):
The Alumni Advisory Board is a representative cross-section of the entire population of Coca-Cola Scholar alumni. They serve to increase the level of alumni engagement and foster a greater alumni investment in the Coca-Cola Scholars network.
I. Number of directors
- 12-16 directors each year.
II. Term of directors
- 3 year terms (plus one additional year as a mentor/advisor/observer after 3 year term is complete as part of the board mentor program, if any).
- Staggered terms - 1/3 of the board rotates off each year.
- Certain charter members selected by the board will serve up to a 4 year term until a staggered board can be implemented.
- 5 years after the end of a director’s term, such director can be reconsidered for the board.
III. Member and chairperson nomination and selection
- CCSF and the AAB Board Governance Committee (described below) will create a list of director nominees and an Emeritus Chair each year.
- AAB Board Governance Committee presents board with list of director and emeritus nominees for board approval.
- 2 Co-chairpersons nominated by current co-chairs and CCSF staff each year (at the second quarter board meeting) as necessary. It is strongly encouraged that each co-chair has completed at least one year on the board and will serve as a co-chair for the remainder of his/her term.
- Co-chairs are responsible, among other things, for organizing board meetings and setting and overseeing annual AAB goals. In addition to the described committees, the co-chairs are authorized to create ad-hoc working groups to accomplish the AAB goals.
IV. Quarterly meetings and number of members required to conduct business
- Quarterly board meetings to be held on the last Monday of the first month of each calendar quarter (except for the 4th quarter meeting which may be held during the AAB fall retreat). Exceptions may be made depending on schedule conflicts or needs of the AAB at the time (ie: selecting new members).
- Other board meetings may be called by the Co-chairpersons as necessary.
- 1/2 of the board must be present (in person or telephonically) to hold a meeting.
V. Voting requirements
- 2/3 of the directors present at a meeting (either via actual participation or by proxy) are required to approve any matter presented to the board for a vote.
- Voting by proxy permitted but that should not take the place of actual participation in meetings more than one time a year.
VI. Resignation, removal and vacancies
- If a director does not participate (either via actual participation or by proxy) in 3 of the 4 board meetings a year, he/she will be deemed to have resigned and removed from the board effective as of the date of the third board meeting for which such director was absent, without any further action on the part of such director or the board. The minute books of the board shall be updated to reflect such change in the board composition. Such former director shall be eligible for election to the board on the date that is five years from the effective date of such director’s departure, in accordance with the board’s nomination and election process.
- The board may vote to remove a director. A director may resign at any time upon notice to the board, effective as of the date set forth in such notice, and if no date is set forth in such notice, as of the date of receipt by the chair of the board.
- Vacancies on the board may be filled at the board’s discretion if the board will have at least 12 members after the vacancy is created (vacancies must be filled promptly if the board will have fewer than 12 members after the vacancy is created). A new director will be elected to fill a vacancy in the same manner as all other new directors are elected to the board.
VII. Committees
- Each director is required to be a member of at least one committee or working group.
- Each committee/working group must have at least 2 directors on such committee, and each must be chaired by a director. CCSF staff and scholar alumni may also be members of committees, but may not serve as chairs. Committee membership may be modified at any time during the year at the discretion of the committee chair and board co-chairs.
- The following is a list of standing committees as of November 6, 2015. The board can vote to create additional committees/initiatives or eliminate committees as necessary.
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- Board Governance Committee: Oversees the selection and training process of new AAB members.
- Development Committee: Oversees efforts by the AAB to sustain sufficient funding for alumni programming initiatives.
- Career/Leadership Development: Oversees efforts by the AAB to connect alumni with opportunities that may enhance their personal and professional growth.
- Alumni Impact/Service: Oversees efforts by the AAB to connect alumni with service-related initiatives and opportunities to give back to their communities (ie: The annual Service Summit or serving on a nonprofit board).
Updated Fall 2015