HERAA Board & By-Laws

HERAA is governed by a Board of Overseers and By-Laws and meets monthly throughout the academic year.

HERAA Board of Overseers 2018-2019

 President  Past-President  Vice President
 Rebecca Martin (2007)  Hillary Johnson (2001)  Emily Smith (2017)
 Treasurer  Director of Communications  Clerk
 Sarah Newell (2015)  Bobbie Dougherty (2007)  Kenzie Wooters (2018)

HERAA Committee Chairs 2018-2019

 Website & Social Media  Outreach  Strategic Advisory Council
 Renée Gaillard (2014)  Evelyn Orozco (2012)  Sarah Newell (2015)

Board Meetings
All alumnae and current House members are welcome to attend Board Meetings. Monthly Board Meetings are held at the HER House unless otherwise noted. Meeting minutes from 2007 to present can be found online through the alumnae portal.

If you have questions or would like additional information on attending a meeting in-person or virtually, please contact HERAA at heralums.191@gmail.com.

    • October 1, 2018 - 7pm EST
    • November 5, 2018  - 7pm EST
    • December 3, 2018  - 7pm EST 

By-Laws of the Alumnae Association of the Harriet E. Richards Cooperative House of Boston University

By-Laws last updated by vote at the 2018 Annual Meeting on April 22, 2018.

Article I. Introduction
Article II. Membership
Article III. Officers
Article IV. Board of Directors
Article V. Standing and Special Committees
Article VI. Nominations and Elections
Article VII. Association Records
Article VIII. Miscellaneous Administrative Matters
Article IX. Policies and Procedures
Article X. Parliamentary Procedure
Article XI. Amendments

ARTICLE I. INTRODUCTION

Section 1. Name.

The official name of the corporation is the Alumnae Association of the Harriet E. Richards Cooperative House of Boston University, hereinafter referred to as the Association. 

Section 2. Nonprofit Purpose.

The Association is a nonprofit corporation assembled in 1990 pursuant to the Massachusetts General Laws, Chapter 156 and the Internal Revenue Code section 501(c)(3).

Section 3. Specific Purpose.

As an independent organization, the Association is dedicated to to the long-term success of the Harriet E. Richards Cooperative House of Boston University, hereinafter referred to as the House, by advancing and protecting the shared interests of HER alumnae and current residents, and by cultivating, strengthening, and enhancing the connections of alumnae with each other and with the House.

Section 4. Articles of Organization.

These By-Laws, the powers of the Association, its Members and its Board of Directors, and all matters concerning the conduct and regulation of the business of the Association, shall be subject to the provisions of the Association’s Articles of Organization, as they may be amended from time to time, and in the case of any conflict, the Articles of Organization shall govern.

Section 5. Association Seal.

The Board of Directors may adopt and alter the seal of the Association.

Section 6. Fiscal Year.

The fiscal year of the Association shall be September 1 to August 31.


ARTICLE II. MEMBERSHIP

Section 1. Composition.

The Membership of the Association shall be composed of Voting Members and Honorary Members.

1. Voting Members. Voting Members shall be all former House residents who have completed a degree program, and any other former residents who, after making a written request to the Association, is accepted as a Voting Member by the Board of Directors of the Association, hereinafter referred to as the Board, according to such process as may from time to time be established by the Board.

2. Honorary Members. Honorary Alumni/ae are also Members. They shall be those persons who have been elected Honorary Alumni/ae by the Board, such as benefactors or contributors.

Section 2. Rights and Privileges.

1. Voting Members. Voting Members shall have all rights and privileges of membership, which shall include, but not be limited to, the right to vote, hold office, and serve on committees.

2. Honorary Members. Honorary Members shall have all the rights and privileges of Voting Members except the right to vote, hold office, and serve on committees, except as the Board may otherwise determine.

Section 3. Admission to Membership.

1. Voting Members. Graduating residents shall be inducted into the Association at the Association’s Annual Meeting. Other former residents will be inducted as soon as their written request to the Association is accepted by the Board.

2. Honorary Members. Honorary Members shall be inducted to the Association as soon as they are accepted by the Board.

Section 4. Annual Meeting.

There shall be an Annual Meeting of the Association. The name shall be the Alumnae Tea.

1. Location and Time. The Annual Meeting of the Membership shall be held at the House at the time designated by the Board.

2. Notice. Notice of the Annual Meeting shall be given in writing by sending notice to each members at their last known address, which may be an electronic address, at least thirty (30) calendar days prior to the date of the Annual Meeting. Publication of the notice of the Annual Meeting in the annual newsletter shall constitute the required notice, provided that the newsletter is mailed and/or transmitted electronically to the Membership at least thirty (30) calendar days prior to the Annual Meeting. The Association shall not be required to send notice to or maintain other contact with members for whom it has no current electronic address.


ARTICLE III. OFFICERS

Section 1. Designation.

The officers of the Board shall be a Past President, President, Vice-President, Clerk, Treasurer, Director of Communications and committee Chairs.

Section 2. Eligibility.

Only Voting Members shall be eligible to serve as officers.

Section 3. Duties.

1. President. The President shall serve as the Chair of the Board and preside at all meetings of the Association and the Board. The President shall, subject to the control of the Board, have primary responsibility for advising the activities of the Association, the Board, and its committees.

The President shall have such powers and duties customarily incident to the office or as the Board may determine; shall be a ex-officio member of all committees; may serve as chair of committees as the Board may determine; and shall perform such other duties as may be designated by the Board.

The President shall serve as the Association’s primary liaison to the Boston University administration, including the Dean of Students, Office of Residence Life and the University Financial Offices.

The President shall serve as primary Advisor to the current residents of the House and the House Executive Board. These duties shall include advising on House Operations, providing mentorship and guidance in semesterly activities, and serving as an administrator for disciplinary cases which have progressed beyond the jurisdiction of the House Executive Board and House Director.

In the event of circumstances in which the elected HERAA President cannot fulfill this House advisory role, the President, in conjunction with the rest of the Board, shall designate a Board Advisor to the house for the Academic Year to assist with the above mentioned internal affairs. 

2. Vice-President. The Vice-President shall, subject to the control of the Board, have primary responsibility for identifying and pursuing opportunities to promote and maintain alumnae engagement with the Association and with the House, including coordinating ongoing alumnae engagement activities.

The Vice-President shall assume the duties of President in the absence of the President; shall fill the office of President for the unexpired term in the event of a vacancy in that office; and shall perform such other duties as may be designated by the President or the Board. The Vice-President may be an ex-officio member of any committee and may serve as the chair of committees as the Board may determine.

3. Treasurer. The Treasurer shall be the officer responsible for the financial affairs of the Association, including carrying out financial policy and practices related to collecting donations, submitting regulatory forms to the state and federal government, and liaising as needed with the Association’s banking institution. The Treasurer shall develop the Association’s annual operating budget and oversee annual financial report to the Annual Meeting of the Association, and such other financial reports as directed by the Board.

The Treasurer may be an ex-officio member of any committee and may serve as the chair of committees as the Board may determine. The Treasurer shall perform such other duties as may be designated by the President or the Board.

Due to banking and financial requirements that most documents require two Association signatures, a “co-treasurer,” shall also be designated to assist with such duties. This position may be held by another Board officer, or may be held in solo by a Voting Member wishing to participate on the Board.

4. Clerk. The Clerk shall be the recording officer of the Association; shall keep minutes of all meetings of the Membership and the Board; shall distribute the records of the Association and proceedings of the Board within one meeting after the proceedings are recorded; and shall maintain a current copy of the Association By-Laws.

The Clerk shall coordinate with the Treasurer to submit all necessary state and federal corporate records for the Association to maintain its nonprofit status. In the event of the Clerk's absence from any meeting, the Board may choose a temporary Clerk.

The Clerk may be an ex-officio member of any committee and may serve as the chair of committees as the Board may determine. The Clerk shall perform such other duties as may be designated by the President or the Board.

5. Director of Communications. The Director of Communications, hereinafter referred to as the Director, shall keep an updated record of the Association membership; shall collect the names and contact information of new Voting Members; shall coordinate all correspondence to the membership; and shall issue, at minimum, an annual newsletter to the membership.

The Director may be an ex-officio member of any committee and may serve as the chair of committees as the Board may determine. The Director shall perform such other duties as may be designated by the President or the Board.

6. Past President. The Past President shall be the most recently retired President. The Past President shall serve as an advisor to the Board.

The Past President may be an ex-officio member of any committee and may serve as the chair of committees as the Board may determine. The Past President shall perform such other duties as may be designated by the President or the Board.

Section 4. Reports.

The Vice-President, Treasurer, Director of Communications, and Clerk shall submit annual reports to the President in a timely fashion.  These shall contain each officer’s activities of the prior year and an evaluation of each officer’s accomplishments. These reports shall be consolidated by the President and used in the President's annual report to be given at the Alumnae Tea.

Section 5. Resignation and Removal.

1. Resignation. The President may resign by written notice to the Board. Any other officer may resign by written notice to the President and Clerk of the Association.

If a officer fails to actively participate in a consistent manner without sending an adequate reason for their absence, it shall be considered that the officer has resigned. Inconsistent participation includes, but shall not be limited to, failure to participate in two consecutive meetings, conference calls, or multiple electronic mail exchanges requesting responses.

2. Removal. Any officer may be removed from office by a majority vote of the Board, provided that the officer shall have an opportunity to be heard at the meeting of the Board at which the motion on removal is made. An officer may be removed if they fail to participate in a consistent manner or to carry out the requirements of their office, as the Board may determine.

Section 6. Vacancies. 

If the office of President becomes vacant, the Vice-President shall fill the office of President for the unexpired term (see Article III, Section 3.2). If any other office becomes vacant, the Board may appoint a successor from among current Board officers to hold office until the next annual meeting of the members, unless the successor sooner resigns, dies, or is removed or suspended.

 

ARTICLE IV. BOARD OF DIRECTORS 

Section 1. Membership.

The Board shall consist of the officers of the Association, chairs of Association committees, the House President, and the House Director. 

Section 2. Powers.

Subject to these by-laws, the Board shall be responsible for establishing the policies and supervising the direction and management of the affairs of the Association.  Without limiting the generality of the foregoing, the Board shall have the following powers and duties:

1. Budget. The Board shall adopt an annual budget for each fiscal year of the Association and the expenses provided for therein shall be authorized by such adoption All other expenditures and all material transactions not in the ordinary course of the affairs of the Association shall be authorized from time to time by a vote of the majority of the Board.

 2. Committees. The Board may establish committees as it deems necessary or desirable in administering the affairs of the Association and may direct the activities of those committees, subject to these by-laws. The Board shall designate the chairpersons of any standing or special committees. Only Voting Members may be designated as chairpersons.

 3. Public Interest. The Board shall represent the Association directly or through committees and may make statements on behalf of the Association on questions of important public interest which in the judgment of the Board warrant involvement of the Board. It shall notify the Association of decisions regarding public interest issues through annual newsletter or via special mail or e-mail correspondence.

 4. Negotiations. The Board may represent the Association in any negotiations with Boston University regarding the interests of the Association and shall act as a liaison to the University on behalf of the Association for matters which affect the Association or the Harriet E. Richards Cooperative House.

Section 3. Meetings.

1. Regular Meetings. The Board shall meet once a month during the academic year. The Board may meet over the summer if needed. 

2. Convening. At the first meeting of each academic semester, the Board shall determine meeting dates and times for that coming semester. Virtual meetings may be held in place or in addition to the monthly in-person meetings. Board members who do not live in the Boston area may attend all meetings virtually.

3. Notice. Notice of regular meetings shall be given in writing on the Association website. 

4. Chair. The President shall chair any meeting of the Board. In the absence of the President, the Vice-President shall chair any meeting of the Board. If the Vice-President also will be absent, the President shall designate another Board member to chair the meeting.

5. Attendees. The Board may invite any person whose presence may be helpful in carrying out the business of the meeting. Voting Members, Honorary Members and current House residents may join the meeting as observers to the meeting.

6. Quorum. A quorum shall consist of the President and three (3) other members of the Board.

7. Special Meetings. A special meeting of the Board may be called by the President should the need arise, such as meetings during the summer or multiple meetings per month during the academic year. 

Section 4. Action Without a Meeting.

Any action that may be taken at any meeting of the Board may be taken without a meeting provided that directors shall submit their votes in writing or electronically, and provided that the record of such action and the result of such vote shall be filed with the minutes of the meetings of the Board. 

Section 5. Resignation and Removal.

1. Resignation. A Board member may resign by written notice to the President and Clerk of the Association.

If a Board member fails to actively participate in a consistent manner without sending an adequate reason for their absence, it shall be considered that the Board member has resigned. Inconsistent participation includes, but shall not be limited to, failure to participate in two consecutive meetings, conference calls, or multiple electronic mail exchanges requesting responses.

2. Removal. Any Board member may be removed from office by a majority vote of the Board, provided that the Board member shall have an opportunity to be heard at the meeting of the Board at which the motion on removal is made. A Board member may be removed if they fail to participate in a consistent manner or to carry out the requirements of their office, as the Board may determine.


ARTICLE V. STANDING AND SPECIAL COMMITTEE

Section 1. Standing Committees.

There shall be the following standing committees of the Board: Communications Committee and Outreach & Engagement Committee.

The Board may establish standing committees as the Board considers necessary or desirable, with such responsibilities and composition as is deemed appropriate, after consultation with the President.

Section 2. Committee Procedures and Processes.

Each committee shall develop documentation of the procedures and processes by which it operates. The documentation must be consistent with these by-laws and be reviewed by the Board annually.

Section 4. Reporting.

The chair of each committee shall submit annual reports to the President in a timely fashion.  These shall contain each committee’s activities of the prior year and an evaluation of each committee’s accomplishments. These reports shall be consolidated by the President and used in the President's annual report to be given at the Alumnae Tea. 

Section 5. Committee Membership.

1. Eligibility. Only Voting Members shall be eligible to serve as elected or appointed members of standing committees or special committees.

2. Chairs. Chairs shall be elected or appointed at the Annual Meeting. The duties of each committee Chair shall be such as the Board may prescribe through a written position description.

3. Ex-officio Members. The President or their designee shall serve as an ex-officio member with a vote of all standing and special committees. Any other Association officer may serve as an ex-officio member with a vote of all standing and special committees.

4. Special Members. The President, with assistance from the Board, may appoint members to serve on a standing committee or on special committees as non-voting ad hoc members. The term of such appointment shall end no later than the end of the term of the President. 

5. Resignation. A committee Chair may resign by written notice to the President and Clerk of the Association. A committee member may resign by written notice to that committee’s Chair.

If a Chair or committee member fails to actively participate in a consistent manner without sending an adequate reason for their absence, it shall be considered that they have resigned. Inconsistent participation includes, but shall not be limited to, failure to participate in two consecutive meetings, conference calls, or multiple electronic mail exchanges requesting responses.

6. Removal. A Chair of a standing committee may be removed from office by a majority vote of the Board, provided that the Chair shall have an opportunity to be heard at the meeting of the Board at which the motion on removal is made. A Chair may be removed if the Chair fails to participate in a consistent manner or to carry out the requirements of their office, as the Board may determine.

Section 6. Responsibilities and Composition of Standing Committees.

1. Communications Committee.

a. Responsibilities. The Communications Committee shall work with the Board in developing, implementing, and updating the Association’s communications and technology platforms, including marketing approaches and communication policies, in accordance with the purpose and goals of the Association.

b. Composition. The Communications Committee shall include the chair and may include other members appointed by the chair or the Board. The Director of Communications shall serve as an ex-officio member of the Communications Committee.

2. Outreach & Engagement Committee.

a. Responsibilities. The Outreach & Engagement Committee shall work with the Board in identifying and pursuing opportunities to promote and maintain alumnae engagement with the Association and with the House, including coordinating ongoing alumnae engagement activities.

b. Composition. The Outreach & Engagement Committee shall include the chair and may include other members appointed by the chair or the Board. The Vice-President shall serve as an ex-officio member of the Outreach & Engagement Committee.

Section 7. Special Committees.

The Board may establish such special committees as the Board considers necessary or desirable, with such responsibilities and composition as are deemed appropriate after consultation with the President.


ARTICLE VI. NOMINATIONS AND ELECTIONS

Section 1. Enumeration of Officers.

The officers of the Association shall be the President, Vice-President, Treasurer, Clerk, and the Director of Communications. All of the officers shall be elected annually by the Voting Members of the Association. An officer must be a Voting Member of the Association. The Association may also have such agents as the Board of Directors may appoint.

Section 2. Nominations.

1. Eligibility. Officer nominations may be accepted at the Alumnae Tea from any Voting Member.

2. Residency Requirements. Nominees for the President must be a resident of the Boston area or must be able to visit the House in-person for monthly Board meetings and meetings with House residents. There are no residency requirements for other officers nominees as virtual participation on the Board is possible.

If there are not enough candidates who meet these qualifications such that competition is promoted, the nominations shall be open to all Voting Members.

Section 3. Tenure.

The terms of the offices of the Board shall be one (1) year unless the officer sooner resigns, dies, or is removed or suspended. 

 

ARTICLE VII. ASSOCIATION RECORDS

Section 1. Official Records.  The original or attested copies of the articles of organization and by-laws, records of all meetings of Association and Board, and the list of members, shall be preserved by the Clerk in digital form in a secured online location. These records will be made available to Association members through the Association’s website. Printed copies of such records may also be kept in the Alumnae Room at the House.

Section 2. Archives. A print archive of historical documents, photographs, recordings and other ephemera related to the history of the House and the Association will be kept in the Alumnae Room at the House. The Board may digitize these materials for long-term access and preservation.

Section 3. List of Members. The Director of Communications shall maintain a list of members, including contact and other personal information, in digital form. This list will be used only to facilitate communication between the Board and Association members and among members. The Association shall make a reasonable effort to maintain current electronic contact information for each Voting Member and Honorary Member.


ARTICLE VIII. MISCELLANEOUS ADMINISTRATIVE MATTERS

Section 1. Communication.

Unless specified elsewhere in these by-laws, written communication may include information sent electronically.

Section 2. Meetings.

Unless specified elsewhere in these by-laws, meetings may be held in person, by telephonic conference, and/or by electronic or other means, including those not yet currently used at the time of writing this document, provided that all attendees shall have the opportunity to participate and shall be able to hear one another and to speak to one another at all times and that all votes, if taken, shall be taken by roll call for all attendees whenever there are any attendees who are not attending the meeting onsite.

Section 3. Notice of Meetings.

The Association shall not be required to send notice to or maintain other contact with members for whom it has no current electronic address.

 

ARTICLE IX. POLICIES AND PROCEDURES

There shall be policies and procedures of the Association and guidelines for the operation of the Association, as they may be adopted from time to time by the Board.


ARTICLE X. PARLIAMENTARY PROCEDURE

Section 1. Board and Committee Meetings.

The monthly meetings of the Board and Association committees shall follow a conversational model. All members of the Association may have the opportunity to participate in the dialogue. Major decisions shall be made by majority vote of the Voting Members who are in attendance at said meeting.

Section 2. Annual Meeting.

Except as otherwise provided in the by-laws, the current edition of Robert's Rules of Order (http://www.robertsrules.com/) shall govern the procedure of the annual Alumnae Tea.  


ARTICLE XI. AMENDMENTS 

Section 1. Amendment at Meeting

These by-laws may be amended by a majority vote of the active members present and voting at any Annual Meeting

Section 2. Amendment Proposals.

Any Voting Member of the Alumnae may present amendments to the Board in writing at least thirty (30) days prior to the Annual Meeting. 

Section 3. Ministerial Corrections.

Ministerial corrections to these by-laws (such as the correction of typographical, spelling, numbering, and spacing errors) may be made by the Board without submission to the Membership for a vote.






© 2018 Harriet E. Richards Alumnae Association. All Rights Reserved.

Powered by Wild Apricot Membership Software