BY-LAWS OF THE TENNESEE BETA ALUMNI ASSOCIATION OF SIGMA ALPHA EPSILON

ARTICLE I - NAME

Section 1.  Name.  The name of this association shall be the Tennessee Beta Alumni
Association of Sigma Alpha Epsilon.

ARTICLE II - PURPOSE

Section 1.  Purpose.  The purpose of this Association, as an official body of the National Fraternity shall be:

A.    To promote the interest and welfare of the Fraternity as an institution devoted to high ideals of manhood, scholarship, and exemplary conduct.

B.     To serve as a continuing factor of Sigma Alpha Epsilon in the lives of alumni brothers no longer associated with the Collegiate Chapter of Tennessee Beta at Middle Tennessee State University.

C.     To serve as a bond between all members of the Fraternity, particularly between the Alumni and the Chapter Collegiate.

D.    To serve as a sponsor of activities designed to promote the interest of all members of Sigma Alpha Epsilon.

ARTICLE III - MEMBERSHIP

Section 1.  Membership.  All alumni brothers of the Collegiate Chapter of Sigma Alpha Epsilon Tennessee Beta at Middle Tennessee State University are considered Members of this alumni association. Members may be in either good standing or not.  The Board of Directors may reject an applicant for membership in the Association if the proposed member is not in good standing in the Fraternity or if he has engaged in or does engage in conduct that is illegal. 

Section 2. Members.  All Members may attend all social and philanthropic events scheduled by the Board of Director’s Committees. All members in good standing may attend any meeting of the Board of Directors.

Section 3.  Good Standing. All members in good standing are defined as upon application and payment of the dues prescribed by the By Laws that govern The Board of Directors of the Association.  The Board of Directors may remove an existing member if he has engaged in or does engage in conduct that is illegal or non-payment of dues.

ARTICLE IV - GOVERNANCE

Section 1.  Structure.  Notwithstanding Article V Section 1 of these bylaws, the government of this Association shall be vested in the following governing bodies and Officers, ranking in the order named, with authority and duties as hereinafter provided:

A.    Meeting of Members

B.     The Board of Directors

C.     President

D.    Vice President

E.     Secretary

F.      Treasurer

Section 2. Meeting of Members.

A.    The Annual Meeting of the Association shall be held at the annual designated event (Summer Party), for the election of Officers and Directors and to conduct such other business as may be presented.  Nominations for directors and officers may be presented by the Board of Directors or by any of the members in good standing from the floor.

B.     Special meetings of the Association may be called by the Board of Directors or by the written request of ten (10) or more Alumni Association members in good standing.  Notice of such meetings, specifically setting forth the purpose of the meeting shall be sent to the membership at least fourteen (14) days prior to the date of any such special meeting.

C.     The President will preside over all Alumni Association Meetings of the Members.

Section 3.  Voting. 

A.    Every member of the Alumni Association in good standing has the right to vote upon any question lawfully coming before the Alumni Association for consideration.  A member must be present in person to vote, except as provided by sub-section B of this section.  Except where otherwise herein noted, a simple majority vote is required to approve any motion.  A simple majority is more than half of the votes cast (50% plus one) by persons legally entitled to vote, excluding blanks and abstentions.

B.     A member in good standing, that is unable to attend a meeting whereupon a question lawfully coming before the Alumni Association is considered, may submit an email vote. Any email vote must be submitted to the Secretary and President prior to a vote. No response to an email ballot will be considered an affirmative vote.  The affirmative vote does not apply to election voting.

Section 4.  Rules of Order.  Any questions on parliamentary procedure not provided for in the Fraternity Laws, or within these by-laws, shall be determined by Roberts Rules of Order, Newly Revised.

ARTICLE V - BOARD OF DIRECTORS

Section 1.  The Board of Directors.  Management of the affairs and operation of the Association shall be vested in the Board of Directors.

A.    The Board of Directors shall be composed of seven (7) or more members in good standing: Three (3) members elected at large; plus the President; the Vice President; the Secretary; and the Treasurer.  A minimum of four board members must reside in the Greater Nashville/Murfreesboro area.  Should any board member resign or be unable to serve out him term, the remaining members of the Board of Directors shall elect a member to serve out his remaining term of office.  The President of the Association shall be the Chairman of the Board of Directors.

B.     The Chairman shall call meetings of the Board of Directors at a minimum of two (2) times per year.

1.      Within eight (8) weeks following the election of a new administration at the Annual Members' Meeting.

C.     Meetings of the Board of Directors may also be scheduled by the President or called by mutual agreement of five (5) or more board members.  Notice of such meetings, specifically setting forth the purpose of the meeting shall be sent to all board members at least fourteen (14) days prior to the date of any such meeting.

D.    At any Board of Directors meeting, five members of The Board of Directors shall constitute a quorum. A quorum always refers to the number of members of The Board of Directors present and not the number of members voting.  If  quorum is present, a vote is valid even though less than the quorum actually vote.

ARTICLE VI - OFFICERS

Section 1.  Officers.  The Officers of the Association shall be:

A.    President

B.     Vice President

C.     Secretary

D.    Treasurer

Section 2.  All officers shall serve until their replacements have been installed.  All officers shall immediately transfer to their properly qualified successors all monies, books, and other property of the Alumni Association in their possession or under their control.

Section 3.  Rotation.  Should the President resign or be unable to complete his term, the Vice President will serve as acting President for the remainder of the term and a new Vice President will be voted upon by the Board of Directors.

Section 4. Removal of Officers. Any officer, elected or appointed, may be removed by a majority vote of the Board of Directors at a meeting of the Board of Directors, wherein quorum is established, should the officer be found to be derelict of his duties as set forth in these by-laws, falls out of good standing with the Fraternity or the Alumni Association, or engages in conduct that is illegal.  Following the removal an officer under this section, said officer may appeal the Board of Directors’ decision for removal within thirty (30) days of the removal to the Alumni Association as a whole. The ranking elected officer shall preside over the appeal. The Association may overturn the removal of the officer and reinstate him as an officer upon a two-thirds majority of those members in good standing, present and voting.

ARTICLE VII - DUTIES OF OFFICERS

Section 1.  President.  The President shall:

A.    Act as Chairman of the Board of Directors.

B.     Abstain from voting unless there is a necessity to break a tie vote.

C.     Preside at Annual Meetings, meetings of the Board of Directors, and at other social functions;

D.    Publish and enforce orders from the Eminent Supreme Archon, the Supreme Council, and the Association's Board of Directors; 

E.     Enforce a strict observance of these by-laws of the Association and the Fraternity Laws.

Section 2.  Vice President.  The Vice President shall:

A.    Perform the duties of the President in the absence of that officer;

B.     Perform the duties as may be designated by the President or other lawful authority;

C.     Supervise all committee chairmen and committee activity and provide reports to the Board of Directors from time to time and at all Board of Director meetings.

Section 3.   Secretary.  The Secretary shall:

A.    Record the minutes of the Board and Annual Member's Meetings and make available for view by members in good standing with the Alumni Association within ten (10) days after all meetings;

B.     Keep the official roll and mailing list of the Alumni Association members;

C.     Submit any reports required by the National Fraternity including, but not limited to, the annual report of current officers and activities for the preceding year to the Eminent Supreme Recorder on April 1 of each year;

D.    Keep a true and correct copy of the Fraternity Laws, Province Laws, and these by-laws;

E.     Notify members of special meetings of the Alumni Association;

F.      Periodically, as set forth by the Board of Directors, publish a newsletter for the benefit of the Association outlining upcoming events, news, and other items prescribed by the Board of Directors.

Section 4.  Treasurer.  The Treasurer shall:

A.    Have the responsibility to collect all dues, assessment, and fines,

B.     Initiate all disbursement of the Association funds, including but not limited to, payment of the Association's annual dues to the National Fraternity;

C.     Notify in writing, all members of the Board of Directors of any disbursement of Association funds.

D.    Maintain a roster of all dues paying members; 

E.     Render an annual financial statement of the Association at the Annual Meeting of the Members and shall present financial statements to the Board of Director at the regularly scheduled meetings.  The Association's fiscal year shall run from January to December of that calendar year. 

F.      Update financial statements at minimum, every 90 days. Requests shall be fulfilled in a timely manner no fewer than ten (10) days from prior date of the written request. 

G.    Grant all written requests made by Members in good-standing to view Association financial statements.

ARTICLE VIII - COMMITTEES

Section 1.  Committees.  The Vice President, with the consent of the Board of Directors, shall each year appoint committees sufficient to conduct the business and purposes of the Association, including but not limited to:

A.    Homecoming Reunion Committee

B.     Summer Alumni Golf Tournament/Calcutta Committee

C.     Winter and Spring Social Function Committee

D.    Young Alumni Committee

E.     Scholarship Committee

F.      Philanthropy Committee

G.    Nominations and Awards Committee

It is anticipated by these by-laws that each member of the Board of Directors must be willing to hold responsibility as chairman of one of the above committees.  If there are not enough directors to chair each committee, then any member appointed to chair a committee should automatically receive consideration for becoming a member of the Board of Directors for that ensuing year.  Nothing in these by-laws shall limit the number of committees or committee chairmen the Alumni Association may have.

Section 2.  Committee Members.  All committee members will be selected by their committee chairman.  All appointees may be subject to approval by the Board of Directors.  If a member resigns or is unable to otherwise fulfill his term, then the committee chairman will select a replacement subject to approval by the Board of Directors.

Section 3.  Other Committees.  Special function committees, or other committees, which the Vice President deems necessary, may be appointed by the Vice President, subject to the approval of the Board of Directors.  The Board of Directors may also appoint such committees as they may deem appropriate. 

ARTICLE IX – DUES AND GOOD STANDING

Section 1.  Dues.  The Alumni Association shall be financed by annual membership dues and are subject to change and approval by the Board of Directors. The collection of dues shall begin on January 1 the year following the adoption of these by-laws. Dues shall be set annually, but will begin at $50.00 per member. Association Membership Dues shall be reviewed by the Board of Directors annually.  Any recommendations for change must be presented to the Association at Annual Meeting of the Members for vote of approval.  Notice to any recommendations must be given to members in good standing for review at a minimum of thirty (30) days before the Annual Meeting. Any other fees or funding are subject to approval by the Board of Directors.

Section 2. Good Standing. Any Alumni Association member that fails to submit payment of his dues to the Treasurer for one (1) year shall be automatically considered not in good standing with the Alumni Association, until said member begins payment of dues.

Section 3. Privileges of Members in Good Standing.  All members of the Association in good standing shall be privileged to:

A.    A vote in Annual Meetings of the Association as well as all special meetings of the Association called by the Board of Directors or by the written request of ten (10) or more Alumni Association members in good standing;

B.     Make written requests to the Office of Treasurer for access to the current financial statement of the Association.  Members in good standing that make written request do so as a privilege, if it is found by the Board of Directors of the Association or Members of the Association that member(s) in good standing share information requested of said financial statement to persons not belonging to the Association, member not in good standing; that member’s privilege for said request will be forfeited.  Members who have this privilege forfeited may have a written appeal to the Board of Directors to have appeal heard at the next Board of Directors meeting.  Any member who forfeits said privilege more than once in a five (5) year period, loses said privilege;

C.     Access to the minutes of Annual Meetings of the Association as well as all special meetings of the Association called by the Board of Directors or by the written request of ten (10) or more Alumni Association members in good standing;

D.    The Association’s newsletter published by the Office of Secretary of the Association;

E.     Free Admission to the Calcutta Event, the night before the Summer Golf Tournament.

F.      May run for an office or an at-large member of Board of Directors.

Note- The Board of Directors may establish on an annual basis more privileges for Members in good standing of the Association that choose to voluntarily make donations exceeding the above mentioned dues.  These privileges will be established by the Board of Directors and shared with all members of the Association. 

ARTICLE X - DELEGATES

Section 1.  National Conventions.  At a Board of Directors meeting no less than thirty days and no more than four months preceding a Fraternity Convention, one delegate and one alternate delegate from the Membership shall be elected to represent the Tennessee Beta Alumni Association at the convention (if the President is available to attend, he will be the delegate of choice).  The Alumni Association shall pay the elected delegate an appropriate mileage allowance and the Fraternity Convention registration fee, only if such funds are available and applied for by the delegate.

Section 2.  Province Conventions.  At a Board of Directors meeting no less than thirty days and no more than four months preceding a Province Convention, one delegate and one alternate delegate from the Membership shall be elected to represent the Tennessee Beta Alumni Association at the convention (if the President is available to attend, he will be the delegate of choice).  The Alumni Association shall pay any registration fee, only if such funds are available and applied for by the delegate.

ARTICLE XI - BY-LAWS

Section 1.  These by-laws will become effective upon the adoption of two-thirds of the members in good standing at the 2012 Annual Meeting.

Section 2.  Amendments to these by-laws may be proposed by the Board of Directors or by any ten (10) members of the Association in good standing upon request to the Board of Directors.  Such amendments shall be presented to the membership at the next Annual Meeting or a Special Meeting called for that purpose pursuant to the procedures set forth above.  The text of the proposed amendments shall be made available to the membership no less than thirty (30) days prior to the meeting.  Amendments to the by-laws shall be adopted upon a two-thirds majority of those members in good-standing, present, and voting.