GUAA Bylaws

(As approved August 20, 2020)

Article I—Name

This organization shall be known as the Gallaudet University Alumni Association (GUAA).

Article II—Objectives

• To preserve and increase the influence and prestige of Gallaudet University as an institution of higher education for deaf people.
• To address those concerns that affect the welfare of deaf people in general, especially those associated with education.
• To perpetuate the friendships formed during college life and promote social and fraternal relations among alumni of different college generations.

Article III—Membership

Section 1. The life membership of this Association shall be divided into four classes.

• Active
• Associate
• Honorary
• Subscribing

Honorary and subscribing members shall be entitled to all of the Association privileges except voting, making motions, and holding office.

Section 2. Active members shall include all individuals who have graduated from Gallaudet University. Only active members are entitled to hold office in this Association.

Section 3. Associate members shall include all individuals who have matriculated at the University but did not graduate.

Section 4. Honorary members shall include:

• All individuals upon whom the University has conferred an honorary degree;
• Any person deemed worthy by the Association, as determined by a two-thirds vote of the Board of Directors.

Section 5. Subscribing members shall include: individuals who do not qualify for active or associate membership, i.e., supporters and friends of Gallaudet University.

Section 6. Each active, associate and subscribing member shall pay a one-time life membership fee as may be determined by the Board of Directors.

Article IV—Meetings

Section 1. The Board of Directors shall meet twice yearly, preferably in the fall, to coincide with the University’s Homecoming Weekend, and in the spring, to coincide with the University’s Charter Day celebration.

Section 2. The Board of Directors shall have power to call membership meetings at any time.

Section 3. All meetings shall be governed by the current version of Roberts’ Rules of Order Newly Revised.

Article V—Officers and Board of Directors

Section 1.The officers of this Association shall be a President, a Vice President, a Secretary, and a Treasurer.

Section 2. There shall be a Board of Directors composed of the officers named in Section 1, four members-at-large to be elected by Active and Associate members of the Association, and two additional members-at-large to be appointed by the Board of Directors.

Section 3. The Treasurer shall be from within a 50-mile radius of the Washington, D.C. area. He or she shall be bonded in an amount appropriate to the circumstances.

Section 4. The four elected members-at-large shall each represent one of four regions of the continental United States, including corresponding regions in Canada. The four regions shall be known as the West Region, Middle Region, East Region, and Home Region (District of Columbia, Maryland, and Virginia). The longitude boundaries of these regions shall be determined one year prior to the GUAA Election and shall reflect as nearly possible equal distribution of members who reside in those regions. The computation to determine the East Region shall not include the number of members residing in the Home Region. Each member-at-large shall be elected only by voting members from within his or her region. Voting members who reside outside these regions may cast only one vote for a member-at-large from any one region.

Section 5. The two additional appointed members-at-large shall be chosen by the Board of Directors at the first meeting of their term, and shall join the board at the second meeting and serve the remainder of the term. They shall be chosen to provide specific expertise to the Board of Directors and/or to provide greater diversity in Board of Directors membership.

Section 6. An Executive Director shall be appointed by the usual procedure of University administrative appointments. He or she shall be a non-voting ex-officio member of the Board.

Section 7. Terms of Elected Officers and Board Members

• Elected officers shall serve a term of four years, beginning after the fall Board meeting in the year that they are elected.
• Elected officers and elected Board members-at-large may serve a maximum of two consecutive terms in the same position.

Section 8. Terms of Appointed Board Members

• Appointed Board members at large shall serve from the time they are appointed to the end of the term for which they are appointed.
• Appointed Board of Directors members, except the Treasurer, may serve a maximum of two consecutive terms in the same position. The Treasurer may serve a maximum of three consecutive terms.

Article VI—Duties of Officers and Board of Directors

Section 1.The Board of Directors shall have the power to determine the general policy of the Association between meetings. It may make all the laws and regulations for the guidance of this Association not otherwise provided for by these Bylaws. Except for the position of the Executive Director, the Board of Directors shall fill all vacancies among officers occurring between meetings and may remove, by unanimous vote, officers who are delinquent in their official duties.

The Board of Directors shall have general supervision of the funds of this Association, and shall approve all deposits and investments proposed by the Treasurer.

Section 2. The President shall preside at all Board and membership meetings, and shall have such other duties as are incidental to his/her office, including power to appoint all committees subject to the approval of the Board of Directors. He or she shall submit a written report at each meeting.

Section 3. The Vice President shall, in the absence of the President, carry out all the President’s duties; and shall have other duties as are incidental to his/her office.

Section 4. The Executive Director shall be the promotional officer of the Association, furthering the interests of local chapters and serving the general welfare of the Association. He or she, or his/her representative, shall be a non-voting ex-officio member of all committees appointed under or by the authority of the President, and shall perform any other appropriate duties assigned to him/her by the Board of Directors.

Section 5. The Secretary shall be responsible for the minutes of the Association and the Board of Directors and shall cooperate with the Executive Director in promoting the interests of the Association. He or she shall submit a written report at the regular meeting and make semi-annual reports on Board activities and decisions to members.

Section 6. The Treasurer shall receive all funds of the Association and shall pay out such funds as he or she is directed by the Board of Directors. He or she shall be in charge of the Association’s permanent funds, the purposes of which shall not be altered without the approval of the membership:

• The Edward Miner Gallaudet Memorial Fund shall be used primarily to provide funds to support the Association’s Election Procedure and any other GUAA activity as determined by the Board.
• The Percival Hall Endowment Fund, which is an accumulation of the membership dues and whose income goes to the General Fund.
• The General Fund, which is to be the general activity fund of the Association.
• The Charles R. Ely, G-1892/Donald A. Padden, 1945, Athletic Endowment Fund, which is to be used to support athletic programs at Gallaudet University.

He or she shall submit a written report at the regular meeting and make annual reports to members. He or she shall have other duties as are incidental to this office.

Article VII—Elections

Section 1. Nominations and elections of officers and Board members at large shall be conducted by an Election Committee which shall consist of eight members selected by the President with the advice and consent of the Board at least one year before the election. Nominations and elections shall be conducted in accordance with the timetable set up in “Procedures for Nominating and Electing Gallaudet University Alumni Association Officers and Board Members.”

Section 2. The Election Committee’s responsibilities shall be to:

• Seek nominations for officers and Board membership from all active and associate members of the GUAA. Active members may nominate themselves or other active members. Associate members may nominate active members.
• Obtain written consent of those nominated to serve and to prepare a tentative slate.
• Prepare and disseminate official ballots to all active members.

Section 3. In case nominations for a specific position are not received from members, or should those nominated decline to serve, the Election Committee shall be authorized to place name(s) on the ballots for that position after having first obtained the written consent of the person or persons involved.

Section 4. The official election ballots shall be sent out no later than six weeks before the start of the new term and shall be returned to the Election Committee for official counting.

Section 5. The officers and Board Members shall be elected by a majority vote of ballots returned. An exception is in the positions of Treasurer, two-appointed members-at-large, and the Executive Director.

Section 6. The Treasurer shall be selected by the current Board from among a pool of no more than three candidates. The slate of candidates for this office shall be determined according to the “Procedures for Nominating and Electing Gallaudet University Alumni Association Officers and Board Members.”

Article VIII—Alumni Chapters

Section 1. Chapters may be organized upon application of at least five alumni life members of this Association provided that a copy of the Chapter Bylaws is submitted to the President.

Section 2.The formation of chapters shall be approved by the Board of Directors.

Section 3.Alumni chapters that hold at least one meeting or activity annually shall be considered Active Chapters.

Section 4. Chapters that do not hold one meeting or activity annually shall be considered Liaison Chapters. Each Liaison Chapter shall have one liaison or contact person, that shall be recognized by the GUAA Board. Such chapters may become Active again at any time by vote of at least five alumni life members from the local community.

Article IX–Amendments

Section 1. Any active or associate member may submit proposed amendments to these Bylaws in writing to the Board of Directors at any time. Each proposed amendment must be accompanied by a rationale.

Section 2. All proposed amendments to the Bylaws, with accompanying rationales, shall be reviewed by the GUAA Board of Directors.

Section 3. An affirmative vote of two-thirds of associate and active members casting valid votes shall be required to adopt a proposed amendment.

Article X—Dissolution

Upon the affirmative vote of a majority of the Board of Directors and the approval by two-thirds of the membership of this Association, this Association shall be dissolved and the Treasurer shall cause to be transferred all the funds, including deposits and investments, and all other assets and property of the Association, to Gallaudet University, for full and unrestricted use and benefit of the latter, as its Board of Trustees may direct.

Revision History: Revised June 21-22, 1967
Amended by mail April, 1971
Revised June 22-23, 1973
Revised June 14-15, 1979
Revised June 20-21, 1985
Revised July 16-17, 1992
Revised October 9, 1998
Revised April 7, 2000
Revised October 20, 2006
Revised October 23, 2015
Revised October 7, 2016
Revised August 20, 2020