Articles of Association & Bylaws
Adopted: 3/11/2002; Last Revised: 06/19/2015
UMCGC Articles of Association
Article One – NAME
The name of this organization is The University of Michigan Club of Greater Chicago (hereinafter “UMCGC”).
Article Two – PURPOSES
UMCGC is formed to promote the following goals, independently of and/or through cooperation with the University of Michigan and the Alumni Association of the University of Michigan:
1) Support and service the four brand pillars of the Alumni Association of the University of Michigan
a) Celebrate, by keeping the University of Michigan close and the Michigan spirit alive (HONOR)
b) Excel, by accessing the best learning for life (ENRICH)
c) Connect, and harness the power of the University of Michigan community (CONNECT)
d) Give back, by supporting our communities, our alumni and the future leaders and best (GIVE)
2) Foster a spirit of loyalty and fraternity among members of the Alumni Association of The University of Michigan and UMCGC.
3) Effect united action in promoting the general welfare of the University as an educational institution.
4) Create closer fellowship among the alumni, friends, and the students of The University of Michigan.
5) Liaison between prospective University of Michigan students in secondary schools in the area and The University of Michigan.
6) Raise money and award scholarships to prospective University of Michigan students in the greater Chicago area.
7) Sponsor educational programs for area University of Michigan Alumni Association members.
8) Support charitable activities in the greater Chicago area.
Article Three – MEMBERSHIP
UMCGC members are considered to be all greater Chicago area alumni and friends who are members of the Alumni Association of the University of Michigan and those who choose to participate with the UMCGC from outside the greater Chicago area.
Article Four – OFFICERS
There shall be selected by the Board and affirmed in the same manner as Directors, membership by ballot at the Annual Meeting, a President, a Vice President, Chairs of Programming, Membership, Marketing and Communications, and Scholarship (where chair positions may be held by one or two persons), a Secretary, and a Treasurer whose duties and terms of office are specified in the accompanying Bylaws (collectively, “Officers”). By a two-thirds majority vote, the Board may create up to two (2) additional officer positions in addition to those listed herein. All Officer nominees are required to be officers or directors prior to their nomination. Officers may be reelected for subsequent terms with a limit of six consecutive years of service following which they must take a mandatory sabbatical year off. After this seventh year, they may be reelected as a Director or Officer. No Director or Officer can serve on the Board for more than six consecutive years.
Article Five – DIRECTORS
The UMCGC shall be governed by the Officers and twenty-two (22) Directors. New Directors and Officers shall be nominated by the then existing Directors and Officers (collectively the “Board”) two weeks prior to the Annual Meeting and affirmed by a vote of the members by ballot distributed and returned just prior to or at the Annual Meeting. All votes of the members shall be given due consideration and deference by the Board in its election of Directors, which shall occur as soon as practical following the annual meeting. Directors shall be elected for a term of three years. Directors may be elected for subsequent terms with a limit of six consecutive years of service following which they must take a mandatory sabbatical year off. After this seventh year, they may be reelected as a Director. No Director or Officer can serve on the Board for more than six consecutive years with the following exception. An officer can serve a seventh year in the position of Immediate Past President if they served as President in their sixth year on the Board. If a Director or Officer should resign before his or her term ends, or if a Director or Officer reaches the 6 year limit of continuous service before his or her term ends, the President with concurrence of a two- thirds vote of the Board in attendance, may replace the Director or Officer until the next election, at which time a replacement will be elected by the membership for the remainder of the unexpired term.
Article Six – MEETINGS
An Annual Meeting of the Board shall be held in April of each year for the election of Directors and Officers; UMCGC members shall be invited to the Annual Meeting (and guests are welcomed). There shall be at least five other meetings of the Board each year. Additional meetings of the Board may be called when deemed necessary by a majority of the Officers. Notice of such meeting may be provided by e-mail, or with mailed notice, provided such notice is given at least seven days prior to said meeting.
Article Seven – BYLAWS
Such Bylaws may be adopted as from time to time as shall be deemed advisable for the governance of the UMCGC by a majority of the Board.
Article Eight – AMENDMENT
These Articles of Association may be amended by a two-thirds majority vote of members in good standing voting at the Annual Meeting of the UMCGC or at other such time as a vote is called for by two- thirds of the Board.
Section 1 – DUTIES OF DIRECTORS AND OFFICERS
President: It shall be the duty of the President to call meetings of the Directors and Officers (referred to collectively as the “Board”) and/or the Executive Committee of UMCGC, to supervise and coordinate the activities of the UMCGC and to see that the annual meeting is held as called for by the Articles of Association. If the President is to be absent from a Board meeting, the Vice President shall preside at that meeting. The President may, with a majority vote of the Board, appoint standing or temporary committees for the UMCGC, as well as chairpersons for those committees. The President is the main liaison to the Alumni Association of the University of Michigan.
Vice President: It shall be the duty of the Vice President to preside over the Board meetings when the President is unavailable and to prepare the annual report for the Alumni Association.
Programming Chair(s): The Programming Chair(s) oversees the Programming Committee and the Programming Sub-committee chairs to coordinate all of the programs following election to office. In carrying out these responsibilities, the Chair(s) will be assisted by a committee of Board members and other UMCGC members. The Chair(s) shall be responsible for forwarding information to the Marketing and Communications Chair for all information on programs and other matters of interest to UMCGC members. The Chair(s) shall talk with the President or Vice President prior to all Board meetings to update his/her portion of the agenda.
Marketing and Communications Chair(s): The Marketing and Communications Chair(s) shall oversee the Marketing and Communications Committee and all its functions and shall act as the main liaison to the Alumni Association of the University of Michigan for all communications matters following election to office. In carrying out these responsibilities, the Chair(s) will be assisted by a committee of Board members and other UMCGC members. The Chair(s) shall talk with the President or Vice President prior to all Board meetings to update his/her portion of the agenda.
Scholarship Chair(s): The Scholarship Chair(s) shall oversee the Scholarship Committee and all its functions and shall act as the main liaison to the Office of Financial Aid of the University of Michigan following election to office. In carrying out these responsibilities, the Chair(s) will be assisted by a committee of Board members and other UMCGC members. The Chair(s) shall talk with the President or Vice President prior to all Board meetings to update his/her portion of the agenda.
Secretary: It shall be the duty of the Secretary to give notice to the Board of its meetings, to track attendance and keep a record of the proceedings of all Board meetings of the UMCGC, tally votes from the Board and general membership, distribute minutes to the Board, and provide, maintain and circulate current copies of UMCGC’s Articles of Association and Bylaws.
Treasurer: It shall be the duty of the Treasurer to receive all funds paid to the UMCGC, and to disburse money on orders/invoices properly authorized. It shall also be the Treasurer’s responsibility to see that any substantial balances are appropriately invested and that scholarship funds are transferred to the Office of Financial Aid of the University of Michigan. The Treasurer shall also present a Treasurer’s Report at the Annual Meeting and produce financial statements for the UMCGC on a quarterly and fiscal year-end basis. The Treasurer and the President shall be authorized to distribute funds on behalf of UMCGC.
Directors: The primary responsibility of UMCGC Directors is to assist the Officers in the administration of the UMCGC. Directors should serve as liaisons between the UMCGC leadership and the membership and community at large. Directorship requires attendance at Board meetings or a substantial contribution to the work of UMCGC. Attendance at Board meetings can be in-person or on the phone. Directors should stand ready to assist in the leadership of UMCGC as needed. Specific duties and expectations include:
1) regular (a minimum of 50%) attendance at Board meetings over a rolling 12 month period;
2) regular attendance at UMCGC events (minimum 3 events per year);
3) service on a least one standing or special committee;
4) providing assistance to Officers in formation and execution of UMCGC policy; and
5) a current dues paying member of the Alumni Association of the University of Michigan.
The Board may remove a Director or Officer:
(i) who does not meet the criteria set forth above in Section 1, or
(ii) for good cause, by a vote of a majority of the Board.
The Director or Officer will be notified by the President or Secretary of the proposed removal, and provided an opportunity for a fair hearing prior to the vote at the next Board meeting.
Immediate Past President: Serves on the Nominating Committee and the Executive Committee and is considered a voting member of the Board of Directors.
Honorary Director: A designation voted on by the majority of the Board of Directors to recognize individuals who have served the UMCGC and earned lifetime status. Honorary Directors are not considered to be voting members of the Board of Directors.
Section 2 – TERMS OF OFFICE FOR OFFICERS
The President and Vice President are elected for a one-year term and may be renominated and reelected for one additional term, for a total of two years of consecutive service in that office. Committee Chairs, Treasurer, and Secretary are elected for a one-year term and may be reelected for two additional terms, for a total of three years of consecutive service in any single office.
Section 3 – QUORUM AND VOTING
A quorum for the Board shall consist of 50% of the Board. Actions by the Board must be at least eight (8) Board members voting in the affirmative. Voting by Internet or telephone is permitted.
Section 4 – COMMITTEES
UMCGC has six Standing Committees:
(a) the Nominating Committee;
(b) the Marketing and Communications Committee;
(c) the Programming Committee;
(d) the Membership Committee;
(e) the Scholarship Committee; and
(f) the Executive Committee.
Non-Board members may be assigned to these committees (other than the Nominating and Executive Committees) in such numbers as the scope of the jobs at hand dictate. The President, with the majority vote of the Board, may add standing or temporary committees as needed. The Chair(s) for each committee then existing shall be responsible for submitting a budget in writing to the Treasurer by April 30 of each year, said budget to be reviewed and rejected, accepted as-is or accepted with modifications by the Board in May.
1. The Nominating Committee
The ongoing strength of the UMCGC lies on the hands of the Nominating Committee. This committee shall be chaired by the President. The Nominating Committee shall consist of the Chair, one other Board member (selected by a majority of the Board in May of every year) and the immediate Past President. It shall be its duty to present names to be voted on by the Board as vacancies on the Board occur during the year and to prepare a slate of nominees to serve as Directors and Officers for election prior to the Annual Meeting. The slate of nominees must be approved by a majority of the Board prior to submission to the membership. An affirmation ballot, with the aforesaid nominees for Directors and Officers shall be presented to those UMCGC members attending the Annual Meeting. Absent good cause, the Board shall elect those Directors and Officers receiving the majority of the ballots cast at the Annual Meeting. The Nominating Committee may request the assistance of the Board in preparing the slate.
2. The Marketing and Communications Committee
The duties of this Committee shall include but not be limited to the following:
1) Writing, editing and submitting copy for True Blue or other Alumni Association sponsored mailings
2) Creation and distribution of regular UMCGC e-mail updates, including by market segment as needed
3) Proposing strategies to market the benefits of the Club to the whole membership and/or specific segments
4) Assisting other committees with creation and execution of flyers, postcards, and other mailers
5) Maintaining the UMCGC website
6) Managing the MAC database and Club e-mail distribution list
7) Liaison to the Administrative Assistant(s) for the Club
8) Other communications activities as agreed upon by the Board
9) Committee is responsible for having a representative attend events that are planned by the committee
3. The Programming Committee
The duties of the Programming Committee shall include but not be limited to the following:
1) Determine subcommittees and elect subcommittee chairs that best fulfill the annual programming goals of the UMCGC.
2) Plan events for the UMCGC including, Sports-O-Rama, Spring Forecast, and the Annual Meeting.
3) Ensure that the Communications Committee is informed of all events with sufficient time to make sure members are notified of events and encouraged to attend
4) Inform the Board of ‘lessons learned’ from each major event
5) Committee is responsible for having a representative attend events that are planned by the committee
4. The Scholarship Committee
The duties of the Scholarship Committee shall include, but not be limited to, the following:
1) The solicitation of qualified candidates in the greater Chicago area, based on the approved
criteria in the Scholarship Committee Guidelines, with input from the Office of Financial Aid of the University of Michigan; reviewing applications submitted from the candidates; and interviewing a list of finalists for scholarships.
2) The nomination of candidates to receive awards from the Scholarship Fund, recommendation on the amount to award each nominee, and presentation of those candidates to the Board for selection.
3) The notice of scholarships to recipients and coordination of distributions of scholarships with the Office of Financial Aid of the University of Michigan.
4) The dissemination of information regarding The University of Michigan to prospective students (e.g., college nights, meetings of area students, etc.).
5) The creation and execution of an annual fund raising campaign.
6) The coordination of the raising of funds to support the Scholarship Funds.
7) The recommendation to the Board on how to manage and distribute the Scholarship Funds based on the Scholarship Committee Guidelines attached to the By-laws as Exhibit 1.
8) The responsibility to have a representative attend events that are planned by the Scholarship Committee.
5. The Membership Committee
The duties of this Committee shall include but not be limited to the following:
1) Create and execute strategies to welcome new graduates moving to Chicago
2) Plan, with the Programming Committee, an annual welcoming event each August or September for new alumni
3) Create and execute strategies to welcome relocating alumni to Chicago
4) Create strategies, with the Alumni Association, to market the value proposition of membership to current members
5) Lead Board recruitment efforts to identify volunteers to serve on committees and to join the Board
6) Committee is responsible for having a representative attend events that are planned by the committee
6. The Executive Committee
The Executive Committee is comprised of all officers of the UMCGC. The duties of this Committee shall include but not be limited to the following:
1) Set overall strategy for the UMCGC
2) Lead efforts to revise Articles of Association and By-Laws as needed
Section 5 – ANNUAL MEETING OF MEMBERS
The Annual Meeting of the Board and members shall be held at such an hour or place in April each year as the Board or President may designate, proper notices being sent to all dues-paying members at least ten (10) days before the meeting. Any member in good standing may attend. Such notice shall accompany the notice of the election of Directors and Officers. The quorum for an annual meeting shall be twelve (12) Board Members.
Section 6 – DUES
All dues are to be determined by the Alumni Association of the University of Michigan in Ann Arbor and paid to the Alumni Association of the University of Michigan in Ann Arbor directly by the member.
Section 7 – RULES OF ORDER
Roberts Rules of Order, or any other set of Rules of Order duly adopted by a two-thirds majority of the Board of the Club, shall govern parliamentary procedure in the meetings of the Club.
Section 8 -- MEETINGS OF THE BOARD
Members are encouraged and welcome to attend Board meetings but will have no voting rights at such meetings and may be excluded upon an affirmative vote by two-thirds of the Board members.
Section 9 – AMENDMENT OF BYLAWS
A simple majority vote by the Board shall be sufficient to amend these Bylaws.
Section 10 – MISCELLANEOUS
1. Fiscal Year: The fiscal year of the UMCGC shall begin on May 1 of each year, and end on April 30 of the following year.
EXHIBIT 1 TO THE UNIVERSITY OF MICHIGAN CLUB OF GREATER CHICAGO BY-LAWS
SCHOLARSHIP COMMITTEE GUIDELINES
Role of Board for Scholarship Committee
The entire board is responsible for the stewardship of the scholarship funds. Each year, the Scholarship Committee (“Committee”) should review and recommend a multi-year plan for the stewardship of the Club’s scholarship funds to the board. This plan should include the amount of scholarships to award each year, establish short and long-term goals for fundraising, and recommend how the scholarship funds will be allocated between all of the endowed funds and expendable funds.
Criteria for Selection of Recipients
UMCGC scholarships are non-renewable (i.e., they are only for the upcoming academic year). All four-year undergraduate students (including those who may have received one or more scholarships in previous years) who (1) live in the greater Chicago-land area, and (2) are academically and financially eligible may apply for a scholarship.
Timeline for Selection of Recipients
The solicitation of qualified candidates will be completed between January and April of each year. Review of candidate applications will occur between March and April, with interviews of the highest qualified applicants, when necessary, occurring by April 30. The committee’s nominations for scholarship award recipients will be submitted to the Board for approval in April each year.
Criteria for Scholarship Award Amounts
The total amount of scholarships the Committee awards in a single year is based on two factors. First, the amount of interest deposited in the Club’s expendable account during the calendar year from the Club’s endowment funds. Second, the amount of funds raised for the expendable account by the Club during the calendar year. For example, if the Club’s expendable account earns $15,000 of income from January 1, 2012 to December 31, 2012 from the Endowment Funds, and the Club raised $15,000 from fundraising activities between January 1, 2012 and December 31, 2012, then the Club could award up to $30,000 for scholarships for the 2013-14 school year. However, this amount is subject to the requirements of the multi-year plan.
Multi-Year Plan for 2015 to 2018
- The expendable account should maintain a balance between $30,000 and $75,000 at the end of each calendar year.
- Any amount over $75,000 in the expendable account at the end of a calendar year should be transferred to the Club’s endowment fund.
- If the expendable account has less than $30,000 at the end of a calendar year, the amount of scholarships awarded in the following year should be reduced until the the amount in the expendable account reaches a minimum of $30,000.
- The Club should award up to $25,000 in scholarships each year, assuming the expendable account is projected to have a minimum of $30,000 at the end of the calendar year (after accounting for the current year’s scholarship commitments).
Specific Rules for Specific Funds
- For the Kritt-Wilson Scholarship Fund, the Club will award it as a $2,500 scholarship each year. The Club will keep $2,500 in that account at the end of each year and reinvest any amounts over this amount back into the Kritt-Wilson endowment. This will ensure the Club will have sufficient funds to award the scholarship each year. This annual $2,500 scholarship will be counted as part of the $25,000 the Club awards each year.
- For the Steven Vandervoort Funds, the Club will award it as a $5,000 4-year scholarship (total of $20,000). This annual $5,000 scholarship will be counted as part of the $25,000 the Club awards each year. All funds in the Vandervoort expendable account should first be used to award the annual $5,000 scholarship. This Scholarship was awarded as a new scholarship for school year 2012-13, and thus, cannot be awarded again until 2017-18 school year.
Amendments to Guidelines
By unanimous vote of the Scholarship Committee, these guidelines may be amended at any Committee meeting. If the Committee cannot reach a unanimous vote, the proposed amendment to the guidelines will be presented to the Board. The amendment then may be approved by the same standards to approve amendments to the by-laws.