ARTICLE I: FORWARD
The Georgia Association of College and Employers, Inc. (hereinafter referred to as the "Association") is established for the purpose of aiding the selection and employment of students and alumni of institutions of higher learning within Georgia.
Section 1. Eligibility
(a) The membership of the Association shall consist of career services and experiential education representatives, including student interns in a related field, from four-year degree granting colleges and universities, community and junior colleges, and post-secondary state technical colleges in Georgia (hereinafter referred to as "institutions") and to employer representatives who are actively engaged in the selection and/or placement of students and alumni of these institutions (herein after referred to as "employers"). Third party recruiter representatives, who endorse and abide by the "Principles for Professional Practice” for Career Services and Employment Professionals" as set forth by the National Association for Colleges and Employers (NACE) are eligible for membership in the Association.
Section 2. Application
Application for membership shall be made to the Membership Committee by furnishing a completed application form and payment of one year's dues.
Section 3. Election
The Membership Committee shall determine whether to approve an applicant for membership. All applications that are not approved for membership by the Membership Committee shall be referred to the Executive Board for final determination. When final determination regarding an application is made, the Membership Committee shall notify the applicant of the application status.
Section 4. Class
There shall be only one class of membership. Members shall be persons who have been officially approved for membership and whose dues are current (with the exception of Lifetime Members).
Section 5. Termination
Membership shall terminate when a member becomes ineligible, or is delinquent in the payment of dues, or in the event the Executive Board determines a membership be terminated for any cause which is deemed by the Executive Board to be justifiable. The Membership Committee shall review the membership list annually and determine the eligibility of all members.
Section 6. Transferability
Membership FOR THE CURRENT YEAR will be transferred to a successor in the same position at the Institution or Employer member.
Section 7. Reinstatement
The Membership Committee may reinstate a former member whose membership has been terminated for delinquency in dues, provided he or she meets the membership requirements. Moreover, a former member whose membership has been terminated for ineligibility or a justifiable cause deemed by the Executive Board may be reinstated by the Executive Board.
Section 8. Ethical Standards
Applicants and members shall endorse and abide by and/or "The Principles for Professional Practice for Career Services and Employment Professionals" as set forth by the National Association of Colleges and Employers.
ARTICLE III: EXECUTIVE BOARD
Section 1. Powers and Responsibility
The property, affairs, and business of the Association shall be managed and directed by the Executive Board (herein after referred to as the "Board"), which may exercise all powers of the Association and do all acts and things not prohibited by law, by the Articles of Incorporation of the Association or by these By-Laws. In addition to the responsibilities and duties which may be inherent in, or of the affairs of the Association; (b) formulate, implement, and supervise the operation of all programs of the Association and advise and assist the various committees in carrying out such programs; (c) procure, protect, maintain, and manage the property and equipment of the Association; (d) prepare and adopt an annual operating budget and manage and supervise the financial operation of the Association; (e) develop plans with respect to capital improvements and long-range financial needs of the Association; (f) determine membership policy of the Association, establish fees, charges and plan and carry out any appropriate membership campaign; (g) seek to obtain public understanding, acceptance and esteem for the Association, its purpose, programs, and services.
Section 2. Membership
The number of members of the Executive Board (hereinafter referred to as "Board Members") shall be fifteen and be comprised of the eight members of the Board of Directors and the Officers of the Association and the immediate Past President of the Association. All officers and directors must be members in good standing of the Association. Officers and directors shall be elected at the Annual Conference and will assume office on July 1 of that same year. Terms of office will be July 1 - June 30, to coincide with the fiscal year.
Section 3. Board of Directors
The number of directors constituting the Board of Directors shall be eight. The duty of each director is to serve as a member of the Executive Board and to assume other responsibilities as assigned by the President. The Board of Directors should include both institutional (college) members and employers. These eight directors shall serve two-year terms.
Section 4. Officers of the Association
The Officers shall be President, who will also serve as the Chairman of the Board, President-Elect, Vice-President - Institutions, Vice-President-Employers, Secretary, and Treasurer.
Section 5. Nominating Committee
The President of the Association shall appoint a Nominating Committee consisting of at least three (3) members, the Chairperson of which shall be THE PRESIDENT ELECT. At least four weeks prior to the regular annual meeting of the Association, the Nominating Committee shall present to the Board its nominations of candidates for the vacancies on the Board of Directors and Officers of the Association for its approval. These nominations shall be presented to the Association at the regular annual meeting at which time election shall take place. Nominations for officers and directors shall be permitted from the floor.
Section 6. Vacancies
Vacancies, except vacancies resulting from any increase in the number of Directors, shall be filled by a majority vote of the Board Members then in office, and a Director or Officer so chosen shall hold office for the unexpired term of his or her predecessor or until his or her successor is elected and qualified, or until his or her earlier resignation or death. Vacancies resulting from an increase in the number of Directors shall be filled by a plurality vote of the membership. Should the office of President become vacant, the President-Elect would be elevated to serve as President until the next election for that office. If the positions of both President and President – Elect are vacant, the board will elect the candidate to fill the unexpired term of President.
Section 7. Meetings and Notice
The Board may hold meetings, both regular and special, either within or without the State of Georgia. Regular meetings of the Board shall be held by call of the Chairperson of the Board, the time and place of such meetings to be determined by the Chairperson of the Board. Special meetings of the Board may be called by the Chairperson of the Board or by any two (2) members of the Board.
Section 8. Quorum
At all meetings of the Board, SIX members shall constitute a quorum for the transaction of business, and the act of a majority of the members present at any meeting shall be the act of the Board except as may be otherwise specifically provide by Law, by the Articles of Incorporation, or by these By-Laws. At any meeting of the Board, the members present may adjourn the meeting from time to time, without notice other than announcement at the meeting.
Section 9. Consent of Board Members
Any action required or permitted to be taken at any meeting of the Board or of any committees thereof may be taken without a meeting, if all members of the Board or committee, as the case may be, consent thereto in writing, setting forth the actions to be taken, and the writing or writings are filed with the minutes of the proceedings of the Board or committee. Such consent shall have the same force and effect as a unanimous vote of the Board.
Section 10. Standing Committees
The following shall constitute regular standing committees of the Association, such committees to perform the duties as described in the Standard Operating Procedures Manual and such other duties as may be delegated to them from time to time by the Board.
and Liaisons from:
Section 11. Additional Committees
The Board and/or the President may designate from among the membership one or more additional committees, each of which shall perform such duties and functions and have and exercise such authority as may be provided.
ARTICLE IV: MEETINGS OF THE ASSOCIATION
There shall be a regular annual membership meeting of the Association to conduct business and elect officers and directors. A special meeting of membership may be called by the Chairperson of the Board or any two members of the Board upon giving notice to the membership in the same manner as set forth in Article III, Section 7 of the By-Laws. All meetings of the Association shall be held at a time and place designated by the person or persons holding the meetings. Those members present at any properly called Association meeting constitute a quorum. Each Association member in good standing shall be allowed to vote. A majority vote is required to pass motions raised at the Association meeting unless otherwise stated in the Articles of Incorporation or the By-Laws. The Board may invite to meetings of the Association special guests. Association members may invite to such meetings representatives of their organizations.
ARTICLE V: DUES AND FEES
Section 1. Dues
The annual dues of the Association as established by the Board shall be $40.00. Sponsorship options will be available on a limited basis, consisting of dues, fees for Drive-In Workshop, conference registration, and information table at annual conference. Information on sponsorship options and pricing are available on the website.
Section 2. Fees
The Board shall approve the registration fee for the annual conference as recommended by the Co-Chairs of the Conference Committee.
ARTICLE VI: RULES OR ORDER
The meetings of the Association and the Board shall be governed by the "Robert's Rules of Order, Revised" provided that any such rule is consistent with the Articles of Incorporation and By-Laws of the Association.
ARTICLE VII: COMMISSIONED GROUPS
To effectively accomplish the purpose, program, and events of the Association, the President may commission such groups as deemed necessary or desirable. Such groups shall perform these duties and functions and exercise such powers as designated by the President.
All commissions granted shall be subject to revision or revocation by the Board.
ARTICLE VII: AMENDMENTS
Amendments to or revisions of the Articles of Incorporation and By-Laws must be made upon recommendation of the Board and by a majority vote of members in attendance at the annual meeting, provided at least fourteen (14) days notice in writing is given; or by a majority vote of those members returning ballots within fifteen days of the mailing date of votes taken by mail or e-mail. The notice to be given hereunder shall be shall be given in accordance with Article 111, Section 7 hereof.
ARTICLE VIII: CONFLICT OF INTEREST
The Association is responsible for performing duties and responsibilities in an ethical manner while protecting the integrity of the Board as a whole. The trust and confidence of the membership can only be sustained if all conflicts of interest are identified, disclosed and addressed by the Board of Directors.
A conflict of interest can be defined as:
If a Board Member perceives a conflict of interest on any matter, including voting, related to his or her role on the Board, he or she should bring this to the attention of the President prior to the meeting.
If the President is unable to resolve the issue, the President will bring the situation to the Board as a whole.
The President should ask and have recorded in the minutes, whether any Board Member has a conflict to declare; a Board Member must declare conflict of interest and the general nature of the conflict.
If a Board Member is unsure whether he or she is in conflict, he or she should raise the issue with the Board, and the Board should determine by majority vote whether or not a conflict of interest exists; the Board Member involved must refrain from voting.
If a Board Member has declared or has been found to be in a conflict of interest, he or she must:
AMENDED May 29, 2015 via vote of the membership at the annual GACE Business Meeting, Jekyll Island, GA