ARTICLE I- MEMBERSHIP

1) Representation

Twenty-six (26) members shall be elected to the Professional Employees Council representing the different constituencies in the manner provided for in these By-Laws and the Standard Operating Procedures.

2) Previous Chair

Should the previous Chair of the Council not hold one of the elected seats on the Council in the year following his/her term as Chair, that person shall be included, for the sake of continuity, as an extra member of the Council for a period of one year.

3) Eligibility and Change in Status

a. Any constituent allowed to hold elected office and not already serving on the Council is eligible for membership on the Council.
b. Any member whose status changes while at the University shall have the option of continuing his/her term of office under the status that she/he was elected, provided that she/he is still employed at the University.

4) Nominations and Elections

a. Any constituent may submit names in nomination for election to the Council. Individuals may nominate for any seat up for election and may nominate themselves for election.
b. Willingness of nominees shall be confirmed and eligibility for the office shall be verified. A ballot containing the names of verified eligible candidates shall be distributed to the appropriate constituency areas.
c. The ballot shall list the name, and organizational unit of each candidate. No other information about the candidate shall be listed.

5) Terms of Office, Length of Terms

a. All terms of office shall be two (2) years in length, with the exception of a replacement term due to the vacancy of a seat.
b. The terms of office shall be staggered so that in any one year, half the seats are up for election.

6) Resignation, Removal, and Censure

a. The Council may govern its members as to appropriate conduct and responsibility to the Council and its constituency, including the removal and/or censure of a member.
b. Any member who resigns loses all rights and privileges extended as a result of membership on the Council, including vote, office, and committee appointment.
c. The method for Removal and Censure of a member shall be described by the Executive Committee, and it shall be within the power of the committee to make recommendations to the general membership regarding such matters.
d. The seat of any member who resigns or is removed by the Council shall be deemed vacant and offered to the candidate who received the next highest number of votes in the previous election for the seat. If there is no eligible candidate, the Council shall appoint an individual to fulfill the term of office.

ARTICLE II- OFFICERS

1) Establishment of Offices

a. The council shall provide for the following officers to conduct its business: Chair Vice Chair Secretary
b. Officers shall serve terms of one (1) year. The Chair may not serve consecutive terms. The Vice Chair and Secretary may serve a maximum of two (2) consecutive terms of office.
c. If a vacancy occurs in the office of the Chair, the Vice Chair shall automatically serve as Chair for the remainder of the term. In the event of a vacancy in any other office, the Council shall select a new officer in accordance with the procedures set forth in the Standard Operating Procedures.

2) Duties of Officers

a. The duties of the Chair shall be: · To act as the official representative of the Council · To act as the presiding officer at all meetings of the Council and general meetings of the constituency · To serve as chair of the Executive Committee and preside at Executive Committee meetings · To obligate the Council in matters approved by the appropriate internal bodies.
b. The duties of the Vice Chair shall be: · To act as an official representative of the Council · To serve on the Executive Committee · To assume the duties and powers of the Chair in the event of his/her absence or vacancy of office · To perform all duties assigned by the membership of the Council or the Chair.
c. The duties of the Secretary shall be: · To serve as the official record keeper of the Council by recording minutes of the Council’s meetings and maintaining files of the various committee reports · To coordinate distribution of the minutes and any other general information to the constituents · To serve on the Executive Committee · To perform other duties as may be assigned by the Council or at the request of the Chair.

ARTICLE III- COMMITTEES

1) Standing Committees

Standing committees shall have defined scope and authority; shall hold regular meetings, and shall maintain a regular membership of no less than four (4). The Chair of each standing committee shall be appointed from the Council membership by the Council. These committees shall bring recommendations for action to the full Council. Standing Committees will be established by the PEC in accordance with the Constitution of the Professional Employee Council.

a) Executive Committee The Executive Committee shall be composed of the current elected officers and the chairs of the other standing committees. Ex-officio members may be designated in the Standard Operating Procedures. The Chair of PEC shall serve as the chair of the Executive Committee. The Executive Committee shall function as specified in the By-Laws and the Standard Operating Procedures.
b) Rules Committee The Rules Committee shall perform as specified in these By-Laws and the Standard Operating Procedures.
c) Professional Development Committee The Professional Development Committee shall perform as specified in these By-Laws and the Standard Operating Procedures.
d) Communications Committee The Communications Committee shall perform as specified in these By-Laws and the Standard Operating Procedures.
e) Distinguished Service Award Committee The Distinguished Service Award Committee shall perform as specified in these Bu-Laws and the Standard Operating Procedures.

2) Ad Hoc Committees

Ad hoc committees may be established by the Council at any time by designation of membership and charges. Ad hoc committees shall have a defined scope and authority and shall hold meetings as necessary to conduct business. The Chair of each ad hoc committee may be appointed bu the Council or elected from and by the membership of the committee. Ad hoc committees are intent-specific and may conduct investigations and make recommendations for action within their areas of influence to the full Council.

3) Appointment of Members of Standing Committees

a) Members of all standing committees shall be selected by the Council from the constituency. The Chair of each standing committee shall be appointed by the Council and must be one of the elected members of the Council. Guests may be invited by a committee to attend its meetings.
b) The Council shall establish Standard Operating Procedures to provide for the prompt establishment of committee membership, charges, frequency of meetings, powers, and reporting responsibilities.

ARTICLE IV- MEETINGS AND METHOD OF BUSINESS

1) Meetings

a) The Council shall establish a calendar of regular business meetings at the first meeting of each semester. This calendar shall be made available to all members.
b) The Council shall hold regular meetings in a place and at a time accessible to the general constituency.
c) Special meetings may be called in accordance with the Standard Operating Procedures of the Council.
d) All business meetings of the Council shall be held in open session. The Council shall take no official action in closed session.

2) Validity of Business

a) The Council shall serve as the representative voice of the professional employees in governance matters and, as such, may conduct business on their behalf.
b) The Council shall provide for the accurate recording and safe-keeping of all transactions, business, etc as may be conducted in its behalf.
c) The business of the Council shall be conducted in accordance with a set of Standard Operating Procedures.

3) Rules of Order and Standard Operating Procedures

a) The Council shall enact rules to govern its voting membership, including procedures for appeals of action, reconsideration, etc.
b) The Council shall provide for a set of Standard Operating Procedures, to be reviewed and approved by each newly elected Council.
c) The Rules Committee shall be responsible for establishing the Standard Operating Procedures and for reviewing all changes, making recommendations, etc. on the Council’s and its Committees’ procedures.
d) By accepting office, each member agrees to abide by Council rules and operating procedures; to conduct himself/herself in a manner appropriate to his/her office; and to accept the decision of the Council and its Committees or to follow the appropriate procedures for appeal of those decisions.

ARTICLE V- SPECIAL PROVISIONS

1) Provision for Matters Not Expressly Covered a) Any item not expressly covered in the Constitution and By-Laws may be decided by the Council. b) The Council may enact no rule or decision in conflict with the Constitution and By-Laws of the Council.

2) Interpretation of Meaning A Parliamentarian shall provide a professional opinion on the meaning of the rules and regulations of the Council and shall render opinion on the orderly conduct of business, conflict of rules, etc.

3) Amendment These By-Laws may be amended in accordance with the procedures for amendment specified in the Constitution of the Professional Employees Council.

4) Enforcement The enforcement powers of these By-Laws are vested in the officers and membership of the Council.

5) Recognition of University Governance System The Council shall support the concept of University-wide governance and shall agree to work diligently to ensure the continued effectiveness of the university governance system.

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