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By-Laws.

UVALDE HIGH SCHOOL ALUMNI ASSOCIATION
BYLAWS

Revised 2010

Article I
Name and Office

Section 1. Name of Association. The name of this association shall be Uvalde High School Alumni Association, Inc.  Hereinafter, the term “Association” will be synonymous with the term “Corporation.”

Section 2. Principal Office. The principal office of the corporation shall be located in the City of Uvalde, County of Uvalde, State of Texas.  The Association may also have such offices at such other places within the State as the Board of Directors may from time to time determine.  A Texas office of the Association must always be maintained so as to keep State incorporation.

Article II
Purpose

This association shall be a not-for-profit corporation chartered by the Secretary of State of the State of Texas.   Its purpose will be to promote a spirit of fellowship among graduates of UHS, to foster loyalty from its members, and to increase financial support for Uvalde High School.

Article III
Members

Section 1. Membership Eligibility. Any former student of Uvalde High School shall be eligible for membership into the Association.

Section 2. Qualifications. Qualifications for membership and the manner of and admission into membership shall be prescribed by such rules and regulations as may be prescribed by the Board of Directors.  Such rules and regulations may prescribe, with respect to all members, the amount and manner of imposing and collecting any initiation fees, dues or other fees, assessments, fines and penalties, the manner of suspension or termination of membership, and reinstatement of membership.

Section 3. Termination from Membership. The right or interest of a member shall not terminate except upon the happening of any of the following events: death, resignation, non-payment of dues, dissolution or liquidation of the Association.

Section 4. Honorary Life Membership. Upon the signed recommendation of one member, seconded by another member, and by a three-fourths ballot vote of those attending the annual meeting, honorary life membership may be conferred upon an adult alumnus of Uvalde High School.  An honorary member shall have none of the obligations of membership in the Association but shall be entitled to all of the privileges except those of making motions, of voting, and of holding office.

Article IV
Board of Directors

Section 1. Board Members. The Association shall be managed by a Board of Directors that are each elected for two-year terms.  Each director shall be at least 18 years of age, a former student of Uvalde High School and shall be a member of the Association.  At no time shall the number of directors of the board be less than five.  The number of Directors may be increased or decreased by action of the members of the Board of Directors, provided that any action by the Board of Directors to affect such increase or decrease shall require the vote of a majority of the entire Board of Directors.  No decrease shall shorten the term of any Director then in office.

Section 2. Board’s Duties and Powers. The Executive Board shall have general supervision of the affairs of the Association meetings, make recommendations to the Association, and perform such other duties as are specified in these bylaws.  The Executive Board shall be subject to the orders of the Association, and none of its acts shall conflict with action taken by the Association.

Section 3. Vacancies on Board. Written notice will be sent to the membership not less than ninety (90) days before each Annual Meeting of Members informing them of vacancies on the board.  This written notice may be in the form of an individual notice or as part of a newsletter sent to members.  Any member in good standing may choose to run for one of the vacancies by notifying the Recording Secretary in writing within fifteen (15) days of receiving the written notification of pending vacancy.

(A) All candidates shall be provided with a questionnaire that must be answered and returned along with their application for candidacy in order to inform the membership of their qualifications for office. 

(B) Ballots and proxy designation forms shall be sent to the membership no later than thirty days before the Annual Meeting. Ballots and/or proxy designation forms shall be returned by U.S. Postal Service or through means of Electronic Mail or Facsimile to the Recording Secretary of the Board.  Ballots must be received before the Annual Meeting of Members in order to be counted.

Section 4. Removal from Board. Any and all members of the Board of Directors may be removed with or without cause by a majority of votes submitted within a designated timeframe by the members of the Association.  The Board of Directors may remove any director for cause only.

(A) A Director may resign at any time by giving written notice to the Board of Directors or to an officer of the Association.  Unless otherwise specified in the notice, the resignation shall take effect upon receipt thereof by the Board of Directors or such officer.  Board acceptance of such resignation shall not be necessary to make it effective.

Section 5. New Directors/Vacancies. Newly created directorships or vacancies in the Board of Directors may be filled by a vote of the majority of the Board members.  Any director so elected, will serve until the next election of directors.

Section 6. Annual Meeting of the Board. The Annual Meeting of the Board of Directors shall be held as soon as possible following the Annual Membership Meeting.  All other meetings shall be held at such time and place as shall be fixed by the Board of Directors from time to time.

Section 7. Quorum for Board Meetings. At any meetings of the Board of Directors a majority of the directors shall constitute a quorum.

Section 8. Presiding at Board Meetings. The President of the Board shall preside at all meetings of the Board of Directors.  In his/her absence, the Vice-President shall preside.  If there is no Vice-President then any other director chosen by the Board shall preside.

Article V
Officers

Section 1. Officers and Duties. The officers of the Association shall be a President, a Vice-President, a Treasurer, A Recording Secretary, a Corresponding Secretary and other officers, as named.  These officers shall perform the duties prescribed by these bylaws and by the parliamentary authority adopted by the Association.

Section 2. Nomination Procedure, Time of Elections. The Board shall appoint a Nominating Committee consisting of five members.  It shall be the duty of this committee to nominate candidates for the offices to be filled at the annual meeting.  The Nominating Committee shall report one month prior to the annual meeting.  Before the election at the annual meeting additional nominations from the floor shall be permitted.

Section 3. Ballot Election, Term of Office. The officers shall be elected by ballot to serve for two years or until their successors are elected, and their term of office shall begin at the close of the annual meeting at which they are elected.

Section 4. Office-Holding Limitations. No member shall hold more than one office at a time.

Section 5. President. The President of the Board shall be the chief executive officer of the Association, shall have the responsibility for the general management of the affairs of the Association, and shall coordinate all Association planning and action, working closely with the Committee Chairs and the Vice-President; and is an ex-officio member of all standing and special committees.

Section 6.  Vice-President. In the absence of the president, the vice-president will preside at all meetings of the Association.  S/he shall serve as chair of the Program Committee.  The Vice-President works closely with the President and Executive Board assisting in the planning and action of the Association.  The Vice-President, in the absence of the President, will act as the official representative of the Association.

Section 7. Treasurer. The Treasurer shall have the care and custody of all the funds and securities of the Association, and shall deposit said funds in the name of the Association in such bank and investment accounts as the Board of Directors may from time to time determine.  The Treasurer shall, when duly authorized by the Board of Directors, sign and execute all checks and contracts in the name of the Association when counter-signed by some other member of the Board who has been authorized by the Board of Directors.

Section 8. Recording Secretary. The Recording Secretary shall keep the minutes of the Board of Directors and the minutes of the Annual Membership Meeting.  S/he is the custodian of the records, except those specifically assigned to others.  In cooperation with the Corresponding Secretary s/he will conduct the record taking of any elections or votes conducted through the U.S. Postal Service or by electronic mail or by facsimile.

Section 9. Corresponding Secretary. The Corresponding Secretary shall serve all notices for the Association that shall have been authorized by the Board of Directors.  She/he will conduct all written notices pertaining to meetings of the Association.  In cooperation with the Recording Secretary s/he will conduct the record taking of any elections or votes conducted through the U.S. Postal Service or by electronic mail or by facsimile.

Article VI
Meetings

Section 1. Annual Meeting. The annual meeting shall be held at the time of the Uvalde High School Homecoming and shall be for the purpose of electing officers, receiving reports of officers and committees, and for any other business that may arise.

Section 2. Special Meetings. Special meetings may be called by the President or by the Executive Board and shall be called upon the written request of thirty members of the Association.  The purpose of the meeting shall be stated in the call.

Section 3. Written Notice of Meeting. Written notice stating the place, day and hour of the meeting shall be given for all meetings.  Notice for an Annual Meeting and notices for special meetings shall state the purpose or purposes for which the meeting is called.  At any Special Meeting, only the business stated in the Notice of Meeting may be transacted thereat.

(A) Notice of Meeting shall be given either personally, by Electronic mail or by fax or by first class mail not less than ten (10) days nor more than fifty (50) days before the date of the meeting, to each member at his/her address recorded on the records of the Association, or at such other address which the member may have furnished in writing to the Recording Secretary of the Association.

Section 4. Annual Report. At each Annual Meeting of Members, the Board of Directors shall present an Annual Report.  Such report shall be filed with the records of the Association and entered in the minutes of the proceedings of such Annual Meeting of Members.

Section 5. Quorum. Fifteen members of the Association shall constitute a quorum.

Article VII
Committees

Section 1. Finance Committee. A Finance Committee composed of the Treasurer and two other members shall be appointed by the President promptly after each annual meeting.  It shall be the duty of this committee to oversee the funds of the Association and to make proper accounting for expenditures.

Section 2. Program Committee. A Program Committee of three members shall be appointed by the President promptly after the annual meeting, whose duty it shall be to plan the annual meeting program of the Association.  This committee’s report shall be submitted to the Association for its approval by one month prior to the forthcoming annual meeting.  The Vice-President shall serve as chair of this committee.

Section 3. Membership Committee. The Membership Committee works to increase an active membership in the Uvalde High School Alumni Association. This committee acts as a welcoming body for our new members, as well as a resource for membership questions from current members.  Committee members work closely with the Public Relations Committee to design brochures, mailings, and other printed materials that promote membership in UHSAA.

Section 4. Public Relations Committee. The Public Relations Committee works closely with all committee chairs to promote the purpose and objectives of UHSAA, to keep before the public the value and importance of the association, and to publicize programs in the region and nationally. The PR committee works in tandem with the Program Committee to promote the annual membership meeting, and with the Membership Committee to maintain and increase membership.

Section 5. Scholarship Committee. The Scholarship Committee shall be responsible for planning and administering the UHSAA Scholarship program for graduating seniors of UHS who have distinguished themselves academically.  Committee members are involved in reviewing scholarship applications, choosing finalists, and presenting the scholarships at the UHS Awards Ceremony in May.

Section 6.  Website Committee. The Website Committee is responsible for the design, maintenance, timely updating, and security of the UHSAA website, a primary means of communication among the UHSAA membership and interested individuals.

Section 7. Other Committees; President’s Ex-Officio Committee Membership. Such other committees, standing or special, shall be appointed by the President as the Association or the Executive Board shall from time to time deem necessary to carry on the work of the Association.  The President shall be ex-officio a member of all committees except the Nominating Committee.

Article VIII
Parliamentary Authority

The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order the Association may adopt.

Article IX
Amendment of Bylaws

These bylaws may be amended at any regular meeting of the Association by a two-thirds vote, provided that the amendment has been submitted in writing at least one month prior to the annual meeting.

Article X
Dissolution

Should for whatever reason, the UHS Alumni Association cease to exist, the following will happen:  (1) All outstanding legal obligations of the Association will be paid;  (2) Any assets owned by the Association will be sold.  (3) All funds in bank and investment accounts will be transferred to Southwest Texas Junior College (SWTJC), Uvalde , Texas, with the stipulation that these funds will be designated “UHSAA Scholarship Awards.” Said funds are to be used only to provide scholarships to graduating Uvalde High School seniors.  If the amount is sufficient to satisfy the requirements of SWTJC an endowment shall be established.  If not, then the funds will be awarded until all funds have been depleted.

 

These Bylaws of the Uvalde High School

Alumni Association, Inc. were approved

at the UHSAA Annual Meeting in Uvalde,

Texas on Saturday, September 11, 2010.