VEGAS BADGERS, INC. BYLAWS
As approved on March 24, 2014 and amended in March, 2015 and November, 2016
NAME AND OBJECTIVE
Section 1 This organization shall be known as the "Vegas Badgers, Inc."
Section 2 The objective of the Chapter shall be similar to those of the Wisconsin Alumni Association (WAA), namely to promote in an organized manner the best interests of the University of Wisconsin-Madison (University) in establishing closer contact between the University and the greater Las Vegas area. As an alumni chapter existing in harmony with the WAA, the Chapter’s objectives are to provide opportunities for alumni to engage locally, to identify and nurture volunteer leaders, to celebrate alumni who make a difference in their communities and to showcase Badger spirit to current and future alumni.
Section 1 The Chapter provides equal opportunities for membership to all University and University of Wisconsin System (UW-System) alumni and friends regardless of race, color, sex, age, creed, disability, national origin, sexual orientation, marital status or any other basis prohibited by state or federal laws. The University is a part of the UW-System and is one of the largest systems of public higher education in the country consisting of 13 four-year universities and 13 freshman-sophomore UW Colleges campuses.
Section 2 Any individual who has been a student of UW-System or who has an honorable interest in the University shall be entitled to membership in the Chapter. This organization expressly encourages spouses of UW-System alumni or friends of the University to be included in any activity in which they wish to participate. The Board of Directors reserves the right to remove members for good cause, including, but not limited to conduct or decorum unbecoming a chapter member, by a two-thirds vote of board members.
BOARD OF DIRECTORS
Section 1 Only alumni of the University shall have the right to serve as Directors and Officers, or be able to nominate individuals to serve in those positions. However, any Chapter member as defined in Article II may serve on a committee of the Board per Section 4 of Article V.
Section 2 The Board of Directors of this Chapter are volunteers formally recognized as those making a commitment to the governance of the organization. Ideally, the Board of Directors will consist of 7 to 11 active members. The directors shall be elected for a term of 2 years. The terms of the Board of Directors shall be staggered so that each year 3 to 4 directors’ terms expire for purposes of election and a like number of new directors are elected to the Board. The retiring President shall serve as an ex-officio member of the Board of Directors. Between annual elections, the Board shall, by a majority vote of its members, fill all vacancies on the Board that occur due to resignation or expulsion or for other reasons. All new terms begin June 1.
Section 3 Board members are expected to attend as many meetings as possible, with the intention to hold meetings approximately every two months (refer to Section 3 of Article VI for a definition of a meeting). Failure to attend three consecutive meetings without advance notice or good cause constitutes automatic removal. The Board of Directors has the right to set minimal attendance expectations and remove board members for good cause by a two-thirds vote of board members. The Board of Directors reserves the right to remove members and committee members for good cause, including, but not limited to conduct or decorum unbecoming a board member or committee member, by a two-thirds vote of board members.
Section 4 It is the obligation of each officer, Board member or committee member to fully disclose any direct or indirect interest in financial transactions or other issues coming before the Board. Thereafter, the officer, board member or committee member shall refrain from voting on or discussing matters related to that issue so as to avoid a conflict of interest.
RESPONSIBILITY OF OFFICERS
Section 1 The President, as designated annually by the Board of Directors, will be responsible for coordinating the organization. The President shall preside at all meetings of the Board of Directors and at all Chapter or special meetings where the proceedings are of a business nature. The President shall oversee all official Chapter activities, finances, and annual programming utilizing committees as he or she deems necessary. This includes annual planning of a Founders’ Day event.
Section 2 The Vice President shall fulfill the duties of the President in case of his/her absence or disability. The Vice President shall serve as chairperson of the program committee and shall be responsible for all Chapter programs and activities.
Section 3 The Secretary shall be the custodian of all the permanent records of the Chapter. The Secretary shall keep minutes of all meetings. The Secretary will maintain membership records.
Section 4 The Treasurer shall have charge of all Chapter funds and shall disburse such funds as deemed necessary. The Treasurer shall keep accounts in books belonging to the Chapter, which at times shall be open to inspection to any member of the Chapter in good standing. The Treasurer will deposit all Chapter funds in the name of the Chapter in a bank or trust company approved by the Board of Directors. The Treasurer is empowered to issue and sign all checks drawn upon Chapter funds, which shall then be countersigned by a co-chair. The Treasurer will prepare budgets and supply the co-chair with a report of receipts and disbursements whenever required. At the expiration of the Treasurer’s term of office, all funds, records, papers and other Chapter property shall be transferred to his or her successor.
Section 5 The Communications Officer shall oversee all official newsletters and membership mailings under direction of the President. The Communications Officer will also be responsible for the Chapter’s website and social media presence, including, but not limited to, the Chapter’s Facebook page. The Communications Officer will also monitor and respond to email traffic of the “firstname.lastname@example.org” under the general direction of the President.
Section 6 As the Board deems appropriate, additional Board members may be appointed in being secondary officers for all officer positions set forth in this Article to assist in the responsibilities set forth therein in the absence of said officers.
Standing and special committees shall be appointed annually by the President, subject to approval from the Board of Directors. Such committees may include membership, scholarship, Founders’ Day, publicity, program and young alumni. Standing committees of the Chapter shall at a minimum include:
- The Fundraising Committee to lead efforts in raising Chapter funds, especially for a scholarship fund.
- The College Recruiting Committee to raise awareness of the University to graduating high school students of the greater Las Vegas area.
- The Scholarship Committee shall be responsible ensuring matching funds by the UW Foundation with a Las Vegas Matching Dollar Scholarship Account to maximize our scholarship funds. The Scholarship Committee shall also oversee the distribution of funds raised for purposes of providing scholarships to the University to graduating high school students of the greater Las Vegas area who demonstrate a healthy interest in the University and are committed to attending.
- The Big Ten Committee shall be responsible for the Board’s participation and membership in affiliated Big Ten chapters, specifically including the Big Ten Clubs of Las Vegas and individual alumni chapters for Big Ten universities.
Such other committees as the President deems necessary shall be appointed by the President and subject to approval by the Board of Directors as other standing or special committees.
All committees will be chaired by a Board of Director member.
Any Chapter member as defined in Article II may serve on a committee.
Committee chairs recruit team members from the Chapter’s general membership. The officers will act in the capacity of resource members to the committee chairs for whatever tasks need to be performed for the common good of the Chapter.
MEETINGS AND ACTIVITIES
Section 1 A minimum of three activities will be held annually, one of which must be a Founders’ Day event.
Section 2 Founders’ Day shall be observed annually with a meeting appropriate to the occasion.
Section 3 Regular meetings of the Board of Directors shall be held, at a time designated by the President and upon at least ten day's notice. In addition to live (in-person) meetings, meetings may be conducted telephonically or electronically with agreement of two-thirds of the Board of Directors positions. Meetings and activities shall be organized to coincide with the goals outlined in Article I, Section 2.
Section 1 These bylaws may be amended at any stated official Chapter meeting by a two-thirds vote of Board members. Notice of proposed amendments shall be given prior to the meeting at which the amendment will be voted upon. Amendments must be submitted in writing.
RULES OF ORDER
Section 1 The rules contained in the current edition of Robert’s Rules of Order, Newly Revised shall be the basis of authority for the Chapter and shall govern in cases not covered by the bylaws. However, if these Rules hinder proceedings, members may vote to set the Rules aside for greater expediency. If there are any objections to foregoing the Rules, a majority of present members must agree to lay them aside.
In the event of Chapter dissolution, all of its assets and net income, current and accumulated, remaining after the payment of its debts, obligations and claims shall be transferred to and become the property of the WAA, a nonprofit corporation exempt from the Federal Income Tax under Section 501 c 3 of the Internal Revenue Code of 1954.
STATEMENT OF NON-DISCRIMINATION
The Chapter does not discriminate on the basis of race, color, creed, sex, sexual orientation, age, national origin, ancestry, disability, marital status, pregnancy, political affiliation, identity as a veteran or military service membership.