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Revised March 22, 1985
This organization shall be known as the Oregon State University Extension Association (OSUEA).
The objectives of this Association shall be to (1) improve the professional ability of each member as an Extension educator, (2) improve the understanding of the role of Extension education, (3) improve the esprit de corps of the Extension staff, (4) advance the welfare of the members of the Association.
Section 1. Membership
Persons eligible for membership in OSUEA shall be faculty and support staff who have Extension responsibilities without regard to race, creed, color, religion, sex, sexual orientation, national origin, age, marital status, disability, or Vietnam-era veteran status. The membership in good standing shall be those eligible who have paid their annual dues to the Association.
A life membership is offered to retiring OSUEA members. The retiree becomes a life member by paying one time annual dues and an optional annual fee to cover costs of the newsletter if they choose to receive it. Life members cannot hold office or vote but they are welcome to become involved in committee work. Life members are also encouraged to attend OSUEA outings and conferences.
Section 2. Meetings of Members
The annual meeting of members shall be held during the OSU Extension Annual Conference, unless circumstances require the executive committee to select a different date for the annual meeting.
The purpose of the meeting shall be to elect officers and conduct other business of the Association.
A special meeting of the members may be called at any time by the president or by a majority of the members of the executive committee.
Section 3. Place of Meeting
All meetings of the members of the Association and also of the executive committee for the Association shall be held within the State of Oregon. The specific meeting site shall be selected by the executive committee and announced to the membership in the meeting notice.
Section 4. Notice of Meetings of Members
A notice announcing the location, time and purpose of the annual meeting will be sent to each member of the Association.
The secretary, upon receipt of the specifications in writing, setting forth the date and objectives of a proposed special meeting signed by the president or by a majority of the board of directors, shall prepare, sign and mail notices announcing the meeting to all members of the Association.
The notice of the meeting must give the location of the meeting, time and purpose of the meeting, and must be mailed to the membership at least 10 days prior to the date of the meeting.
No business not mentioned in the notice shall be transacted at a special meeting.
Section 5. Waiver of Notice
Notice of cancellation of a meeting of the members or the executive committee may be made by telephone, written letter, or electronic methods, if the message is sent in time to be received at least 24 hours prior to the time of the meeting.
Section 6. Order of Business
The order of business at the meeting of the membership shall be as follows:
a) reading of meeting notice and proof of mailing, b) reading of the minutes of the last preceding meeting, c) report of the president, d) report of the secretary, e) report of the treasurer, f) transaction of Association business, g) election of officers if it is the annual meeting, h) adjournment.
In the absence of any objections, the presiding officer may vary the order of business at his or her discretion.
Section 7. Dues
Membership dues shall be paid by the date of each calendar year established by the executive committee.
The Association's fiscal year will be established by the executive committee.
ARTICLE IV--VOTING PROCEDURES, PROXIES, ELECTIONS
Section 1. Eligibility to Vote
All persons who are eligible to be members as defined in Article III of the Bylaws and have paid membership dues for the current year shall be entitled to one vote in person or by proxy upon each subject properly submitted at any meeting of the membership during that year. No proxy shall be acceptable unless signed by the member and filed with the Association prior to the meeting. The proxy vote shall be limited to that meeting for which it is designated.
Section 2. Inspectors
Whenever any person entitled to vote at a meeting of the membership shall request appointment of inspectors, the majority of the members present at such meeting and entitled to vote shall appoint not more than three inspectors. If the right of any person to vote at such meeting shall be challenged, inspectors shall determine such rights. Inspectors shall receive and count the votes either upon an election or for the decision of any question and shall determine the result.
Section 3. Quorum
The members present at a membership meeting shall constitute a quorum.
A majority of the executive committee members shall constitute a quorum at executive committee meetings. Vacant positions are not counted as part of the total used to determine the majority needed for a quorum.
Section 4. Decision-Making Methods
Methods of making decisions at executive committee meetings are determined by the executive committee.
Roberts Rules of Order, Newly Revised, are the final authority when needed.
Section 5. Elections
A candidate for an office must be a member of the Association. Election of officers shall be held at the annual meeting. If an annual meeting is not held, an election of officers may be conducted by a mail ballot prepared and submitted to all the membership by the executive committee.
At least two candidates shall be submitted to the membership by the nominating committee for each office for which elections are to be held.
In selecting candidates for director-at-large, consideration shall be given by the nominating committee to the nomination of candidates to represent the many broad areas of Extension.
Section 6. Terms of Office
Officers elected shall take office following their election.
Each officer elected shall serve for a term of two years with the exception of the president and of the president-elect. The president-elect shall serve for one year in that position and one year as president. No one shall serve as president for more than one year.
The secretary and three directors-at-large shall be elected on the odd year and the treasurer and three directors-at-large on the even year.
Section 1. Officers: General
The officers of this organization shall consist of a president, a president-elect, secretary, treasurer and directors as follows: (a) six directors at large to be elected by the entire OSUEA membership and representing the broad areas of Extension, and (b) directors representing the OSUEA-affiliated associations.
Committee chairs are ex-officio members of the executive committee without voting rights.
All vacancies occurring between annual meetings, except for president and president-elect, shall be filled by appointment of the executive committee.
If a president is unable to complete a term of office, the president-elect shall assume the responsibilities of the president.
A president-elect vacancy occurring between annual meetings shall be filled by a vote of the membership, either at a special meeting of the members or by mail ballot sent to all members.
Section 2. President
The president shall be the chief executive office of the Association. The president shall preside over all meetings of the Association and the executive committee. The president shall have general active management of the business of the Association and shall see that all orders and resolutions of the Association and the executive committee are carried into effect. He shall be an ex-officio member of all standing committees and shall have the general powers and duties of supervision and management usually vested in the office of president of the Association.
Section 3. President-elect
The president-elect shall perform the duties and exercise the powers of the president during the absence of the president. The year following his or her term as president-elect, he or she shall be president of the Association.
Section 4. Secretary
The duties of the secretary shall be (1) to preserve in the books of the Association true minutes or proceedings of all meetings of the Association and of the executive committee; (2) to notify the membership of meetings of the Association; and (3) to be responsible for other secretarial duties that may arise.
Section 5. Treasurer
The duties of the treasurer should be (1) to collect dues from the membership; (2) be responsible for all funds and securities belonging to the Association; (3) disburse funds as authorized by the membership or the executive committee; (4) keep accurate records of all receipts, disbursements and available funds and securities of the Association; and, (5) assume other treasurer responsibilities that may arise.
Section 6. Directors
Each director-at-large shall be a member of the executive committee and shall assume the responsibilities designated by the executive committee. Each director representing Oregon membership of an OSUEA-affiliated association shall be a member of the executive committee, coordinate activities and events between OSUEA and his respective association and represent Oregon members in their designated affiliation.
Section 7. Dismissal of Officers
Any officer or officer-elect may be asked by a vote of the membership to relinquish the office for cause of misconduct or neglect of duty in office at the regular annual meeting. In such a situation the office would be filled by an election from the membership at that annual meeting.
Section 8. Compensation
No compensation for time involved in conducting Association business shall be paid to any officer or member of the Association unless approved by the membership at the annual meeting or by the total membership of the executive committee.
Section 1. Executive Committee
The executive committee (commonly called the Board of Directors) shall consist of the elected officers of the Association, the immediate past president, the directors at large, and the directors representing the OSUEA-affiliated associations.
Committee chairs are ex-officio members of the executive committee without voting rights.
The executive committee shall have the authority and responsibility to carry on the business of the Association between annual meetings and to carry out assignments given by the membership.
Section 2. Standing Committees
Standing committees may be established by the vote of the membership at a regular meeting or by the executive committee.
Section 3. Special Committees
Special committees may be appointed by the president.
ARTICLE VII--CHANGES IN THE BYLAWS
The Bylaws of this organization may be changed by a two-thirds majority of the members present at any regular meeting of the Oregon State University Extension Association, provided that any proposed amendment is mailed to the membership prior to the meeting or presented to the membership at an earlier session of the annual meeting.
This organization may be dissolved by a two-thirds majority of the membership voting at an annual meeting if the proposal for dissolution was sent to the membership with the notice of the meeting.
Any funds in the treasure, after payment of outstanding obligations at the time of dissolution shall be given to the Oregon State University Foundation for the Extension Fellowship Fund.
When the execution of any contract, conveyance or other instrument has been authorized without specification of the executing officer, the executive committee shall have the authority to designate the officer or agent who shall have authority to execute the instruments in the name of the corporation.
Revised March 22, 1985
Revised December 1, 1988
Revised December 7, 1993
Revised September 15, 1998
Modified September 21, 1998