Town & Gown

By-Laws

ARTICLE I - NAME
This organization shall be known as CHAPMAN UNIVERSITY TOWN & GOWN.

ARTICLE II - PURPOSE
Chapman University Town & Gown is dedicated to the advancement of independent higher education in Orange County. As a non-profit support group, it provides student scholarships and contributes financially to various needs of Chapman University through membership dues and contributions. It provides a liaison between the University and community by disseminating information about the University and providing programs of special interest.

ARTICLE III - MEMBERSHIP
SECTION 1. The membership of this organization shall consist of individuals who are in accord with the purposes of Town & Gown and who have paid annual dues.

SECTION 2. Members of Town & Gown shall consist of the following classes: Life, Benefactor, Patron, Sponsor, Active, Ex Officio, Honorary Life, Honorary for one year, and Chapman administration, faculty and staff. Membership shall be comprised of area residents, Chapman University alumni, supporters, administration, faculty and staff. The members in each class shall not be limited and shall be determined by level of contribution.

SECTION 3. Town members shall be defined as interested members of the community. Gown members shall be defined as academic, staff or retired personnel of Chapman University and their spouses. Gown’s designation may continue after retirement at the member’s option.

SECTION 4. All members shall have full voting rights and are eligible to serve on the Board of Directors.

SECTION 5. An Honorary Life member shall be an individual to whom a particular tribute is deemed desirable. This may be conferred on any individual by recommendation of the Board of Directors.

SECTION 6. EX OFFICIO membership shall be granted to the spouse of the president of the university by virtue of the unique role as spouse of the president.

SECTION 7. Honorary membership for one year will be conferred upon an individual as approved by the Board of Directors.

ARTICLE IV - BOARD OF DIRECTORS
SECTION 1. Governance of Town & Gown shall be vested in the Board of Directors. The Board of Directors shall consist of elected officers, directors, members-at-large, appointed liaisons and special advisors.

SECTION 2. Elected Members of the Board of Directors The term of office for elected officers, directors and members-at-large is one year, June 1 to May 31. No officer, director or member-at-large may be elected to the same position for more than two consecutive years. A two-year term may be extended one additional year with the consent of the Board of Directors.

Service on the Board of Directors expires after six consecutive years with the exception of the immediate past president. A six-year term may be extended one year at a time with the consent of the Board of Directors.

Extensions of expired terms are appropriate only if an officer or director is involved in an unfinished project or when no one else can be found to fill the position. When a Board member’s term of service has expired, the member may be nominated again to serve on the Board of Directors after a one year absence.

SECTION 3. Meetings shall be held at a time and a place designated by the President. At least one-week notice shall be given. There shall be a minimum of four meetings each year.

SECTION 4. The Board of Directors shall fill vacancies among the elected officers and directors. Officers and directors so chosen shall hold office until the next annual meeting.

SECTION 5. One-third of the membership of the Board of Directors shall constitute a quorum.

ARTICLE V - EXECUTIVE COMMITTEE
SECTION 1. The Executive Committee shall consist of elected officers and the Parliamentarian. Each member, except the Parliamentarian, shall be entitled to one vote. One third of the Executive Committee shall constitute a quorum.

SECTION 2. The Executive Committee shall conduct such emergency business as requires action between the Board of Directors scheduled meetings. The Committee shall meet at the call of the President.

ARTICLE VI - OFFICERS
SECTION 1. Officers of this organization shall be: President, First Vice President, Second Vice President, Third Vice President, Recording Secretary, Corresponding Secretary, and Treasurer.

SECTION 2. Duties
A. President - The President shall be the Executive Officer and shall preside at meetings of the organization.

The President shall be an ex-officio member of all committees except the Nominating Committee. By virtue of office, the president is an ex-officio member of the Board of Trustees of Chapman University. In absence of the President, the duties of the President shall be assumed by the Vice Presidents in order.

B. First Vice President - The First Vice President shall chair the Program Committee.

C. Second Vice President - The Second Vice President shall chair the Special Events Committee.

D. Third Vice President - The Third Vice President shall chair the Membership Committee.

E. Recording Secretary - The Recording Secretary shall keep a complete set of official minutes of the organization, maintain a current list of Board Members and Committee Chairpersons and notify the members of scheduled Board Meetings.

F. Corresponding Secretary - The Corresponding Secretary shall conduct the correspondence of the organization and shall maintain a record of all correspondence.

G. Treasurer - The Treasurer shall receive and report all revenues and disbursements and perform such duties consistent with the office; shall prepare a financial report for each Board meeting with a copy for the President and the University liaison; and shall prepare a proposed budget for the coming fiscal year for approval by the Board of Directors.

ARTICLE VII - DIRECTORS
SECTION 1. Directors of this organization shall be: Awards, Chaplain, Community Representative, Faculty Representative, Gifts/Scholarship, Historian, Hospitality, Membership Roster Editor, Nominations, Parliamentarian, Publicity, and Talk of the Town Editor.

SECTION 2. DUTIES:
A. Awards - The Director of Awards shall oversee awards and maintains all Town & Gown plaques.

B. Chaplain - The Chaplain is responsible for spiritual meditations at the beginning of Board meetings and programs.

C. Gifts/Scholarship – The Director of Gifts/Scholarship shall chair and coordinate the Gift and Scholarship Committee.

D. Historian - The Historian shall compile a record book of the year’s minutes, photos, activities, publicity and other data that would be helpful to the incoming president. The book will be indexed and filed in the Frank Mt. Pleasant Library of Special Collections and Archives, Room 411, The Leatherby Libraries.

E. Hospitality - The Director of Hospitality shall chair and coordinate the Hospitality Committee.

F. Handbook and Membership Roster Editor - The Editor shall produce an annual publication including a handbook containing pertinent information about Town & Gown and Chapman University and a yearly roster of Town & Gown Membership.

G. Nominations - The Director of Nominations shall chair and coordinate the Nominating Committee.

H. Parliamentarian - The Parliamentarian shall advise the President on parliamentary procedure, chair the Bylaws Committee, and serve as non voting member of the Executive Committee.

I. Talk of the Town Editor - The Editor shall publish and distribute, each year, Talk of the Town issues: Fall, Winter, and Spring.

ARTICLE VIII - MEMBERS-AT-LARGE
Members from the general membership shall be elected to serve as a liaison with the Town & Gown Board. These Board members serve on one or more of the Standing or Ad Hoc committees.

ARTICLE IX – APPOINTED MEMBERS OF THE BOARD OF DIRECTORS
Community liaisons, faculty representatives, special advisors to the president and University liaisons serve on a year-to-year basis at the discretion of those who have appointed them and have full voting rights.

SECTION 1. Community Liaison – A community representative, approved by the Board of Directors, serves as liaison between the community and Town & Gown.

SECTION 2. Faculty Liaison – A faculty representative, approved by the Board of Directors, serves as a liaison between the Chapman University faculty and Town & Gown.

SECTION 3. Special Advisors to the President – These members, appointed by the president of the Board, advise and assist the president upon request. The immediate past president serves as an advisor.

SECTION 4. University Liaison – University Advancement designates a staff member to serve as a liaison between Chapman University and Town & Gown.

ARTICLE X - COMMITTEES
SECTION 1. Program - This committee shall consist of at least four members to be appointed by the Chair. It shall plan and coordinate the regular programs, the Annual Meeting, and advise the Board of Directors on matters pertaining to program. The committee shall be responsible for sending invitations to the general membership and appropriate public.

SECTION 2. Special Events - This committee shall consist of at least three members to be appointed by the Chair. It shall plan and coordinate special activities.

SECTION 3. Membership - This committee shall consist of at least two members appointed by the Chair. Duties are to formulate and adopt procedures for retention and recruitment of members. This committee shall send dues notices and maintain a record of responses. The committee shall also maintain an updated file of members.

SECTION 4. Gift/ Scholarship – This committee shall consist of at least three members appointed by the Chair. It shall study and evaluate proposed gifts to the university, monitor the Scholarship Fund, and communicate with the Scholarship student.

SECTION 5. Hospitality – This committee shall consist of at least four members to be appointed by the Chair. It shall arrange for hosts and hostesses, name tags, decor, etc. for programs and special events.

SECTION 6. Nominating - This committee shall be composed of five members and one alternate.
        A. Director of Nominations
        B. Two members, including one past president, from the Board, selected by the President
        C. Two members, from the general membership selected, by the Nomination Director
        D. One alternate selected by the President

The Nominating Committee shall deliver to the Board of Directors at the March meeting a slate of nominees for officers, directors and members-at-large for the following year.

The slate of nominees shall be submitted to the general membership at least thirty days prior to the Annual Meeting with information that additional nominations will be accepted from the floor.

SECTION 7. By-laws - This Committee shall consist of up to five Board members appointed by the President, shall include one or more past presidents, and be chaired by the Parliamentarian. It is responsible for a yearly review of the By-laws.

SECTION 8. Ad Hoc - These committees may be added as necessary.

ARTICLE XI – MEETINGS
SECTION 1. Town & Gown shall hold its Annual Meeting in May and shall convene other meetings at such place and time as the Program Vice President and the Board of Directors shall determine.

SECTION 2. The slate of nominees will be elected at the Annual Meeting and assume duties as of June 1.

ARTICLE XII – PRESIDENT’S COUNCIL
SECTION 1. The President’s Council shall consist of the current president and all past presidents of the organization.

SECTION 2. The current president of the organization and the immediate past president shall convene an annual meeting.

ARTICLE XIII – FINANCES
SECTION 1. Town & Gown shall be funded through dues and contributions and revenues from programs and events. The fiscal year will be from June 1 through May 31.

SECTION 2. Tax-free annual membership dues shall be deposited directly into a restricted account at Chapman University. Distribution of the funds shall be at the discretion of the Town & Gown Board of Directors and shall be limited to projects that benefit Chapman University.

SECTION 3. Annual dues categories shall be set by the Board of Directors and shall be accepted at any time during the fiscal year. NEW members who join after January 1 will be given membership until the close of the following fiscal year.

SECTION 4. No part of the net income or assets of the organization shall benefit any director, officer, member, or individual. Upon the dissolution of this organization, its assets remaining after payment of all debts and liabilities shall become the property of Chapman University.

SECTION 5. Town & Gown is a non-profit organization, under the umbrella of Chapman University, and has exempted status under Internal Revenue Code Section 501(a) as an organization described in Section 501(c)(3).

ARTICLE XIV – AMENDMENTS
By-laws may be amended by a quorum of the Board of Directors.

ARTICLE XV - PARLIAMENTARY AUTHORITY
Robert’s Rules of Order, revised, shall govern, except where inconsistent with these by-laws.