The Cornell Club of Arizona Bylaws
February 15, 2017

ARTICLE I Name and Purpose
Section 1
This organization shall be known as The Cornell Club of Arizona (hereinafter referred to as the Club)

The Cornell Club of Arizona shall provide a forum through which alumni can contribute to the welfare of the University and engage its fellow alumni, students, and the local community by:
• Offering social, networking, community service, and educational events
• Strengthening knowledge of and ties to the University
• Awarding grants to qualified students attending Cornell University
• Assisting the University in applicant outreach through CAAAN (Cornell Alumni Admissions Ambassador Network)

Section 2
A copy of these bylaws shall be maintained on the Club’s website and at the Office of Alumni Affairs, Cornell University.

ARTICLE II Membership
Section 1
Any person who is now or has been a registered student in any department or course at Cornell
University and any person who has been connected in any official capacity with the academic or administrative staff of Cornell University shall be eligible for membership in this Club.

Section 2
The spouse of any person who is a member under SECTION 1 shall be eligible for membership in this Club. Any person interested in Cornell University, including parents of current students, is eligible for membership in the Club.

ARTICLE III Officers
Section 1 Board of Directors
The officers shall be a president, vice presidents (maximum 2), secretary, and treasurer. This group together with at least an additional four (but not more than twelve) individuals shall serve as the Board of Directors, who shall be elected to terms as specified in these bylaws. The Board of Directors, as outlined in the bylaws, shall have the authority to appoint the chairs of all standing committees, transact all business of the Club, and fill any vacancies in its composition for the remainder of the term. Officers shall be elected at the annual meeting and shall serve until the expiration of their terms and until their successors are duly elected and qualified.
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Section 2 President
The president shall call and preside over all meetings of the Club and of the Board of Directors and shall perform other duties pertaining to that office. The president shall serve ex-officio on all committees.
• Preferably has knowledge of Club/Alumni Association operation from past experience;
• Responsible for overall programs and developing a Club/Alumni Association sense of purpose and new initiatives;
• Represents the Club/Alumni Association in the community;
• Establishes dates and times for Board meetings; prepares agenda in consultation with other Board members;
• Communicates regularly with Regional Office and Alumni Office staff contacts;
• Is authorized to appoint committee chairs and liaisons and monitors their activities;
• Delegates responsibility and holds officers accountable;
• Ensures that Club is in good standing with the local jurisdiction;
• Facilitates communication among all Board members;
• Responsible for the return of all requested forms sent from the Alumni Office;
• Actively grooms his/her successor; and
• Encourages Board member attendance at Cornell Alumni Association regional workshops and/or special training workshops (CALC), as appropriate.

Section 3 Vice Presidents
The vice president or second vice president in order shall perform the duties of the president in his or her absence or inability to act. If two vice presidents hold office, should the office of president be vacated, the Board shall select an acting president between them, to hold the office until the next annual meeting.

Section 4 Secretary
The secretary shall give notice of all meetings of the Club and the Board of Directors and shall keep accurate minutes of such meetings. Minutes should be sent to Board members and Alumni Affairs Regional staff members and posted to the Club’s web site within 10 days after each meeting. He or she shall conduct the general correspondence and keep the records of the Club.

Section 5 Treasurer
The treasurer shall be responsible for reporting on all the funds and securities of the Club. He or she shall be responsible for collecting all money due to the Club. Disbursements shall be made only at the direction of the Board of Directors, or of officers or committee chairs to whom the Board of Directors may delegate such authority. The treasurer shall keep an accurate record of all receipts and disbursements, and shall make reports thereof at the regular meetings of the Board of Directors and at meetings of the Club. The treasurer shall keep all Financial Aid Grant, loan, and all other funds separate and distinct from each other and from the operating funds of the Club. At the expiration of each fiscal year, the treasurer shall make a full report of the financial affairs of the Club. The treasurer, with the president, is also responsible for submitting an annual budget to the alumni affairs office.

ARTICLE IV Meetings
• The fiscal year of the Club shall be in keeping with the fiscal year of Cornell University.
• The Board of Directors shall meet at least four times in a Club year or as often as deemed necessary for the transaction of business. All members of the Board of Directors must be
notified of all meetings.
• The annual meeting shall be held during the second half of the Club year for the election of officers, reports, and any other business that may properly come before such a meeting.
• Special meetings of the Board of Directors may be called by the president or three members of the Board or by ten members of The Cornell Club of Arizona.
Section 1
Robert’s Rules of Order, Revised shall govern all business meetings on matters not otherwise covered in these bylaws.

Section 2
Four members of the Board of Directors shall constitute a quorum for its meeting.

ARTICLE V Elections
Section 1
Election of officers shall take place at the annual meeting. Officers and directors shall be elected by a majority of the votes cast.

Section 2
The Nominating Committee shall consist of the president and a minimum of three other members. The duty of the Nominating Committee shall be to nominate a slate of officers, directors, and the subsequent year’s Nominating Committee to be voted upon at the annual meeting.

Section 3
The term of office for officers and directors shall be two years, with a two-consecutive term limit.

ARTICLE VI Bylaws
The Board of Directors, by a two-thirds majority vote, shall have the power to adopt, change, or amend bylaws as it deems necessary. The secretary shall email a copy of the proposed amendment(s) or changes to each Board member or mail a copy to Board members at their physical or electronic address as shown in the records of the Club and/or university, at least fifteen and not more than thirty days prior to the date of the meeting at which the proposed amendment(s) is/are to be voted on.

ARTICLE VII Finances
Section 1 Bank Account
A local bank account shall be maintained in the name of the Club. Cornell University may deposit revenue collected for events into this account. This account will be used to pay for venue and event fees.

Section 2 Salaries and Fees
No officer is to receive compensation for services to or on behalf of the Club. Reimbursement of reasonable expenses, fully documented and approved by the university, may be allowed.

ARTICLE VIII Financial Aid
Section 1 Purpose
Cornell Club of Arizona maintains an account with the University with funds designated for financial aid assistance. This fund was established by a direct contribution from the Club. Disbursements are based on a formula specified by the University, at a rate that utilizes earnings and preserves principle.

Section 2 Candidate Identification
Candidates will be identified by the University among undergraduates who are (a) in good standing, (b) eligible for financial aid, and (c) domiciled in Arizona. Information provided by the University about each candidate will include their city of residence, contact information, college, major, class year, amount of financial aid still needed, and GPA ranking relative to the other candidates.

Section 3 Selection Criteria
Selection of grant recipients will be based on information provided by the University (see Section 2) and shall not consider race, sex, religion or national origin. Recipients will be chosen from the eligible candidates in consideration of: 1) Class year, priority given to furthest completed academic year; 2) Amount of financial aid still needed, priority given to students who still need more aid funds; and 3) GPA ranking, priority given to students with higher ranking. Selection will be discussed and voted on at a regularly scheduled Board meeting by those in attendance. Recipients will be approved through a two-thirds majority vote of Board members in attendance at that meeting.

Selection 4 Alternative Selection Criteria
If the Board decides to vacate their opportunity to select grant recipient(s) in a given year, the Board may notify the University and permit Cornell to select a recipient (or recipients) for that year. Alternatively, the Board may choose to defer awarding the grant for one year in which case the funds will roll over to the following year.

ARTICLE IX Dissolution
Section 1
Upon the dissolution or other termination of the Club, the balance of the assets, after the payment or provision for payment of its debts and expenses of dissolution, shall be transferred to any non-profit organization which may succeed it as the university-recognized general alumni organization of Cornell
University, or if there be no such successor organization, then to Cornell University.

Section 2
In the event that ARTICLE IX, SECTION 1, shall become operative, the Financial Aid Grant Fund of the Club shall be neither invaded nor otherwise diminished and shall be turned over intact to the successor organization or to the university.