B E T A G A M M A S I G M A, I N C. BOARD OF GOVERNORS POLICY MANUAL ARTICLE I - PROCEDURE FOR ADMISSION OF COLLEGIATE CHAPTERS Section 1. WRITTEN APPLICATION The administrative, teaching and research staff of a business unit which has business programs accredited by AACSB International – The Association to Advance Collegiate Schools of Business may make written application to the president/ceo for a collegiate chapter of Beta Gamma Sigma. Section 2. NOTIFICATION OF BOARD OF GOVERNORS The president/ceo, within ten days after receipt of an application and charter fee, shall notify each member of the Board of Governors. ARTICLE II - GOVERNMENT OF COLLEGIATE CHAPTERS The governing body of the collegiate chapter shall be in accordance with Article IV of the Bylaws of Beta Gamma Sigma, Inc. Section 1. COLLEGIATE CONSTITUTION AND BYLAWS Each new chapter must submit as part of its written application for a collegiate chapter of Beta Gamma Sigma one copy of its proposed governing documents to the president/ceo. These shall not be in violation of or contradictory to the terms of the Articles of Incorporation or Bylaws of Beta Gamma Sigma, Inc. Each collegiate chapter shall be under obligation to keep a current copy of its governing documents on file with the president/ceo. Section 2. CHAPTER ANNUAL REPORT Each collegiate chapter must submit an annual report to the president/ceo to maintain good standing with the Society. The report questionnaire will be provided to the secretary-treasurer of each chapter prior to the end of the fiscal year. Section 3. CHAPTER LEADERSHIP Collegiate chapters of Beta Gamma Sigma shall be organized and administered by the administrative, teaching or research staffs in that the officers shall be: President: The chapter shall honor a distinguished member of the administrative, teaching or research staffs who is a member of the Society by selecting him/her as President of the chapter. Secretary-Treasurer: The chapter shall honor a member of the administrative, teaching or research staffs who enjoys respect among students and faculty as an outstanding administrator, teacher or researcher and is a member of the Society by selecting him/her as Secretary/Treasurer of the chapter. Student President and Vice President(s): The chapter may select student(s) or administrative, teaching or research staff to fill the position(s) of Student president and Vice President(s) of the chapter. ARTICLE III - MEMBERSHIP Section 1. NOTICE OF ELIGIBILITY FOR COLLEGIATE CHAPTER MEMBERSHIP Eligibility for membership in a collegiate chapter it shall be certified by the dean or administrative head of the business unit as to thecandidates meeting the appropriate class rank qualifications for Beta Gamma Sigma or in the case of faculty and administrative or research staff by meeting the qualifications set forth in the Bylaws. Invited members for Beta Gamma Sigma shall be entered into the Beta Gamma Sigma Chapter Management System (CMS) by an an authorized faculty or staff member of the institution. Invited members enjoy all membership privileges upon completion of their Member Data Profile in the CMS. Section 2. CHAPTER RECOGNITION PROCEDURES Public Recognition of new members can be handled in any or all of the following ways: (a) a recognition ceremony of the chapter which elected that person to membership; (b) a school of business or university honors recognition event; and (c) at graduation or commencement exercises. Section 4. MEMBERSHIP FEES AND OTHER CHARGES The membership fee payable to the corporation for each member shall be $65 (U.S.) inclusive of the cost of the emblem. Unless other arrangements are made by the chapter secretary-treasurer, the membership fee is paid at the time of completion of the Member Data Profile through the Chapter Management system. The fee for the Chapter Honoree plaque shall be $85 (U.S.). Where the honoree is not already a member of the Society, the membership certificate and key will be provided at no additional charge. ARTICLE IV - PROCEDURE FOR ADMISSION OF ALUMNI CHAPTERS Each alumni group petitioning for an alumni chapter of Beta Gamma Sigma must submit a copy of governing documents appropriate for its own regulation to the president/ceo. ARTICLE V - GOVERNMENT OF ALUMNI CHAPTERS Beta Gamma Sigma alumni chapters must conduct their affairs in a manner to maintain the tax exempt status conferred upon them by virtue of being a part of Beta Gamma Sigma and to enhance the reputation of Beta Gamma Sigma. Each alumni chapter for which a charter has been granted shall be under obligation to file a current copy of its governing documents with the president/ceo which shall not be in violation of or contradictory to the terms of the Bylaws or Articles of Incorporation of Beta Gamma Sigma, Inc. or its mission and objectives. To remain in good standing, alumni chapters shall file an annual report in a form to be provided by the president/ceo and comply with rules and regulations for alumni chapters as provided in the alumni chapter handbook. ARTICLE VI - CONVENTION After the date and place of the convention have been fixed, the president/ceo shall send a notice to the secretary of each active collegiate and alumni chapter. Each of these chapters may select a delegate and provide credentials authorizing said delegate to vote and to represent the chapter on matters brought before the convention. ARTICLE VII - DUTIES OF THE CORPORATE OFFICERS Section 1. BOARD CHAIR The chair of the Board of Governors shall preside at all conventions or conferences that may be held by delegates of the chapters. The chair shall have authority to call for an assembly of delegates from each chapter whenever it is the chair‘s judgment that the best interests of the Society demand such a conference. The chair shall also serve as chair of the executive committee. Section 2. VICE CHAIR The vice chair shall exercise the powers of the chair when the latter is for any reason unable to execute them, and shall assume such responsibilities as may be delegated by the chair. Section 3. SECRETARY-TREASURER The secretary-treasurer shall keep official minutes of the Society. The secretary-treasurer may sign all vouchers which are initiated for the withdrawal of current funds and sign all checks drawn on the current fund account; normally, however, these responsibilities will be executed by those members of the corporate office staff as designated by the Board of Governors (hereafter referred to as designated staff). The secretary-treasurer shall report on the finances of the Society to the delegates at the Convention. The secretary-treasurer shall, with the advice of the executive committee, supervise the investment of the surplus funds of the Society. In the absence of the secretary-treasurer or in the event of this officer's failure or inability to act, the vice chair shall, with the advice of the executive committee, supervise the investment of surplus funds until a functioning secretary-treasurer shall be available. ARTICLE VIII - DUTIES OF THE PRESIDENT/CEO AND ASSOCIATE EXECUTIVE OFFICER Section 1. PRESIDENT/CEO The president/ceo, reporting to the chair shall serve as an ex officio, voting member of the Board of Governors and the executive committee. As chief executive officer of the Society, the president/ceo is responsible for the implementation of policies of the Board of Governors and the operations of the Society. The president/ceo may vote on all issues except those concerning employment, compensation, or other issues when there is a potential conflict of interest as determined by the chair. Section 2. ASSOCIATE EXECUTIVE OFFICER The associate executive officer reports to the president/ceo who shall determine, and report to the Board of Governors, his or her specific responsibilities. It is the intent that such responsibilities shall be managerial in nature as exemplified by the following: assist in formulating the agenda for the Board of Governors and the executive committee; represent the Society during campus visits; work with selected committees in the development and implementation of programs fulfilling the Society's mission; supervise selected employees; and assume operating responsibility for the office and the Society in the absence of the president/ceo. ARTICLE IX - DEPOSIT AND DISBURSEMENT OF FUNDS Section 1. CURRENT FUNDS All current funds of Beta Gamma Sigma shall be deposited promptly by the designated staff in checking accounts in banks which have been approved by the chair and the secretary-treasurer. All withdrawals of current funds shall be signed by the designated staff or the secretary-treasurer. Copies of all vouchers drawn authorizing a disbursement from current funds shall be maintained in the records of the corporate office. Section 2. SURPLUS FUNDS Surplus funds of the Society may be invested in bonds, stocks, or interest-bearing savings accounts or expended in accordance with policies established by the Board of Governors. Checks received for dividends, interest, redemption, or sale of these investments shall be deposited by the designated staff in the current fund account. Surplus funds deposited in savings banks which have been approved by the president and the secretary-treasurer may be withdrawn by the designated staff or the secretary-treasurer for deposit in the current fund. The secretary-treasurer or the designated staff shall have full authority to execute documents designed to purchase, sell, transfer, or collect upon stocks, bonds, or other investments; and, under rules for the handling of surplus funds, to initiate the deposit to and withdrawal from interest-bearing savings accounts of the investment fund of the Society. The designated staff shall have authority to cast the vote of the Society on all matters usually referred to the owners of securities. The secretary-treasurer and the designated staff shall be bonded for a lesser of the amount of the Society's current funds, investments, and savings accounts as of July 1 each year, or $3,000,000. ARTICLE X - COMMITTEES The corporate organization shall include the following committees: executive committee and audit committee. In addition, the chair shall appoint members to other committees which the Board of Governors has authorized to carry out the mission and objectives of Beta Gamma Sigma. Section 1. EXECUTIVE COMMITTEE Subsection 1. Appointment of Members The executive committee of the Board of Governors shall consist of the chair, vice chair, secretarytreasurer, president/ceo, the immediate past chair, and one additional member of the Board. Subsection 2. Duties The executive committee shall facilitate the policy-making role of the Board (1) by receiving and reviewing recommendations submitted by various constituencies; and (2) by developing and proposing to the Board (a) long-range objectives and plans, and (b) appropriate organizational modifications (including necessary Bylaws and Board Policy Manual changes.,(3) managing the investments of the Society under the broader guidelines for investment set forth by the Board of Governors and (4) serving as the personnel committee for the Society. The executive committee acts on behalf of the Board of Governors between Board meetings and reports actions to the Board for approval. Section 4 2. AUDIT COMMITTEE Subsection 1. Appointment of Members The audit committee shall consist of a chairman appointed by the chair from the Board, and two other Board members appointed by the chair. Subsection 2. Duties The audit committee is responsible for assisting the Board in fulfilling its fiduciary responsibilities related to accounting and reporting practices and to maintain a direct line of communication between the Board of Governors and the independent accountants to provide for exchanges of views and information, as such, the audit committee reports directly to the Board. The audit committee shall review the financial statements with the independent accountants prior to recommending approval by the Board, appraise the effectiveness of the audit effort, and recommend the appointment of the independent accountants for the ensuing year. The audit committee may also recommend strategies that would improve the financial control mechanisms of the Society ARTICLE XI - PUBLICATIONS Section 1. The Board of Governors may authorize for distribution in print or otherwise publications relevant to the mission and objectives of the Society. Section 2. RITUAL The ritual adopted by the organization in 1934 as amended and subject to amendment by the Board of Governors shall be the official ritual. The Beta Gamma Sigma Ritual will be published and supplied to chapters for induction recognition ceremonies. ARTICLE XII - EMBLEM This emblem shall be a gold key of such design as is registered in the United States Patent Office on Registry No. 561,939 on July 22, 1952, and as renewed subsequently. ARTICLE XIII – POLICIES REGARDING CONDUCT OF BUSINESS Section 1. CONFLICT OF INTEREST POLICY Beta Gamma Sigma and all Officers, Directors and Employees shall avoid any conflict between their respective personal, professional or business interests and the interests of the Society, in any and all actions taken by them on behalf of the Society in their respective capacities. If any Officer, Director or Employee of the Society has any direct or indirect interest in, or relationship with, any individual or organization that proposes to enter into any transaction with the Society, including but not limited to transactions involving: a. the sale, purchase, lease or rental of any property or other asset; b. employment, or rendition of services, personal or otherwise; c. the award of any grant, contract, or subcontract; d. the investment or deposit of any funds of the Association; such person shall give notice of such interest or relationship and shall thereafter refrain from discussing or voting on the particular transaction in which he has an interest, or otherwise attempting to exert any influence on the Society to affect a decision to participate or not participate in such transaction. Section 2. CODE OF CONDUCT (WHISTLE BLOWER POLICY) General Beta Gamma Sigma (BGS) Code of Ethics and Conduct (“Code”) requires directors, officers and employees to observe high standards of business and personal ethics in the conduct of their duties and responsibilities. As employees and representatives of the BGS, we must practice honesty and integrity in fulfilling our responsibilities and comply with all applicable laws and regulations. Reporting Responsibility It is the responsibility of all directors, officers and employees to comply with the Code and to report violations or suspected violations in accordance with this Whistleblower Policy. No Retaliation No director, officer or employee who in good faith reports a violation of the Code shall suffer harassment, retaliation or adverse employment consequence. An employee who retaliates against someone who has reported a violation in good faith is subject to discipline up to and including termination of employment. This Whistleblower Policy is intended to encourage and enable employees and others to raise serious concerns within BGS prior to seeking resolution outside the Organization. Reporting Violations The Code addresses BGS’s open door policy and suggests that employees share their questions, concerns, suggestions or complaints with someone who can address them properly. In most cases, an employee’s supervisor is in the best position to address an area of concern. However, if you are not comfortable speaking with your supervisor or you are not satisfied with your supervisor’s response, you are encouraged to speak with anyone in management whom you are comfortable in approaching. Supervisors and managers are required to report suspected violations of the Code of Conduct to the Organization’s Compliance Officer, who has specific and exclusive responsibility to investigate all reported violations. For suspected fraud, or when you are not satisfied or uncomfortable with following the Organization’s open door policy, individuals should contact the Organization’s Compliance Officer directly. Compliance Officer The Organization’s Compliance Officer is responsible for investigating and resolving all reported complaints and allegations concerning violations of the Code and, at his discretion, shall advise the president/ceo and/or the audit committee. The Compliance Officer has direct access to the audit committee of the board of directors and is required to report to the audit committee at least annually on compliance activity. The Organization’s Compliance Officer is the chair of the audit committee. Accounting and Auditing Matters The audit committee of the board of directors shall address all reported concerns or complaints regarding corporate accounting practices, internal controls or auditing. The Compliance Officer shall immediately notify the audit committee of any such complaint and work with the committee until the matter is resolved. Acting in Good Faith Anyone filing a complaint concerning a violation or suspected violation of the Code must be acting in good faith and have reasonable grounds for believing the information disclosed indicates a violation of the Code. Any allegations that prove not to be substantiated and which prove to have been made maliciously or knowingly to be false will be viewed as a serious disciplinary offense. Confidentiality Violations or suspected violations may be submitted on a confidential basis by the complainant or may be submitted anonymously. Reports of violations or suspected violations will be kept confidential to the extent possible, consistent with the need to conduct an adequate investigation. Handling of Reported Violations The Compliance Officer will notify the sender and acknowledge receipt of the reported violation or suspected violation within five business days. All reports will be promptly investigated and appropriate corrective action will be taken if warranted by the investigation. Used with permission, Copyright 2004, National Council of Nonprofit Associations, www.ncna.org Section 3 RECORD RETENTION AND DOCUMENT DESTRUCTION POLICY Beta Gamma Sigma (BGS) shall retain records for the period of their immediate or current use, unless longer retention is necessary for historical reference or to comply with contractual or legal requirements. Records and documents outlined in this policy includes paper, electronic files (including e-mail) regardless of where the document is stored, including network servers, desktop or laptop computers and handheld computers and other wireless devices with text messaging capabilities. Beta Gamma Sigma shall not knowingly destroy a document with the intent to obstruct or influence an “investigation or proper administration of any matter within the jurisdiction of any department agency of the United States . . . or in relation to or contemplation of such matter or case." If an official investigation is underway or even suspected, document purging must stop in order to avoid criminal obstruction. In order to eliminate accidental or innocent destruction, BGS has the following document retention policy: Type of Document Accounts receivable and payable ledgers, general ledgers, internal audit reports, and trial balance journals and schedules Annual audited financial statements and audit reports Articles of Incorporation, Charter, Bylaws, minutes and other incorporation records Bank Reconciliation Bank Statements, deposit records, electronic fund transfer documents, and cancelled checks Chart of Accounts Contracts, mortgages, notes and leases (still in effect) Contracts, mortgages, notes and leases (expired) Correspondence (general) Correspondence (legal and important matters) Correspondence (with customers and vendors) Depreciation schedules Employment applications Garnishments Insurance policies, records, current accident reports, claims (still in effect) Insurance policies, records, accident reports, claims (expired) Inventory records Invoices (to customers, from vendors) Loan documents and notes Personnel files (employee demographic Retention Period 7 years Permanently Permanently 3 years 3 years Permanently Permanently 7 years 3 years Permanently 2 years Permanently 3 years from making the record or taking the personnel action 7 years Permanently 3 years 7 years 7 years Permanently 7 years information and compensation records) Personnel files (I-9’s) Personnel files (payroll records and summaries including records related to employee’s leave) Personnel files (terminated employees) Retirement and pension records including Summary Plan Descriptions (ERISA) Tax Returns and worksheets Timesheets Trademark registrations and copyrights Workers Compensation documentation 7 years after date of hire or 1 year after termination 7 years 7 years after termination Permanently Permanently 7 years Permanently 10 years after 1st closure ARTICLE XIV- REVISION OF THE BOARD POLICY MANUAL The Board Policy Manual of Beta Gamma Sigma may be revised by a three-fourths majority vote of the Board of Governors. #### Beta Gamma Sigma, Inc. bpmanul2.doc Revised July 1, 2008 Revised June 2, 2014