BYLAWS OF THE
MEDICAL COLLEGE OF VIRGINIA ALUMNI ASSOCIATION
VIRGINIA COMMONWEALTH UNIVERSITY
ARTICLE I
NAME
Section 1. Name
The name of this Association shall be the Medical College of Virginia Alumni
Association of Virginia Commonwealth University (MCVAA).
ARTICLE II
MISSION
Section 1. The mission of the MCVAA is to promote alumni involvement across all
areas of Virginia Commonwealth University in support of the University's mission and
to support alumni in furthering their career and educational goals.
Section 2. To carry out its mission, the Association will provide a continuous
connection of alumni to the University through programs, communication and
services; promote MCV, individual schools, faculty, students and alumni; encourage
an interdependence among the schools of MCV, the Association and the University;
and provide volunteer leadership to promote the University, individual schools of MCV
and the Association.
ARTICLE III
MEMBERSHIP
Section 1. Classes
There shall be four categories of members of the MCV Alumni Association –Corporate
Member, Active Member, Associate Member and Honorary Member.
Section 2. Corporate Membership
The sole corporate member of the corporation shall be Virginia Commonwealth
University Alumni, which must approve all proposed amendments to the Articles of
Incorporation of the Association and these Bylaws.
Section 3. Active Membership
Active membership shall be conferred annually on those alumni presenting payment of
the annual dues. Membership shall before the calendar year beginning with the
recorded date of dues receipt. Life membership shall be conferred on those persons
presenting payment of life dues. Membership shall be for the remainder of that person’s
life. Active Members may vote on any matters that may be submitted to them by the
Corporate Member and may hold office.
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Section 4. Associate Membership
All graduates of the Medical College of Virginia of VCU, former students, housestaff,
residents, faculty, and staff are associate members of the Association. Associate
members may neither vote, nor hold office.
Section 5. Honorary Membership
Honorary membership may be conferred on persons by action of the Board of Trustees
(the Board). Honorary members may neither vote, nor hold office.
ARTICLE IV
MEETINGS OF THE ASSOCIATION
Section 1.
a. The annual meeting of the Association shall be held at a time designated by the
Board of Trustees.
b. Special meetings of the Association may be held on call of the Board or on petition
of 5% of the Active Members of the Association.
c. Notice of all meetings of the Association shall be given at the direction of the
Secretary. Notice of special meetings shall state the objective of such meetings. Notice
of all meetings shall be mailed to members not less than fifteen days prior to the
scheduled date of the meetings.
Section 2. Quorum
A quorum of any meeting of the Association shall consist of 2% percent of Active
Members.
ARTICLE V
BOARD OF TRUSTEES
Section 1. Membership
a. There shall be no more than 38 members of the Board of Trustees.
b. The MCV Student Government Association President shall serve ex officio as a
voting Trustee. All other Trustees shall be elected by the incumbent Trustees and shall
include four representatives from each of the six divisions of MCV.
c. Terms of office for elected Trustees shall be three years. Trustees shall be eligible to
serve two consecutive full terms, and a trustee who fills an unexpired term is eligible
for election for two full terms..
d. The President of the University, a representative from the VCU Board of Visitors,
the Associate Vice President for University Alumni Relations and the Executive
Director of the Association shall be entitled to attend meetings of the Board of Trustees
and participate in discussions, but they shall not be considered Trustees and shall have
no right to vote.
e. Unless otherwise provided in these bylaws, vacancies on the Board shall be filled by
election by the Board.
f. Should any Trustee fail to attend more than two consecutive meetings without
approved excuses by the President, the member may be removed by action of the
Board.
Section 2. Duties
a. To manage the affairs of the Association to carry out the mission of the Association;
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b. To establish policies with regard to the operation of the Association, the MCV
Alumni House and Paul A. Gross Conference Center, and management of the
Association's resources;
c. To approve an annual operating budget;
d. With the Associate Vice President for University Alumni Relations, to hire an
Executive Director to implement policies established by the Board and maintain
operations of the Association.
e. To authorize awards of the Association including the Outstanding Alumnus Award
and the Hodges-Kay Service Award, and select the recipients from nominations
received.
f. To establish, review and approve changes in the programs of the Association
consistent with its mission.
g. To actively promote the general welfare of the Association's membership;
h. To establish the amount of dues.
i. To elect officers and fill vacancies.
Section 3. Meetings
a. Regular meetings of the Board shall be held at least two times a year. A special
meeting of the Board may be called at any time by the President of the Association or
by written request of three or more members of the Board.
b. Notices of meeting shall be mailed at the direction of the Secretary not less than 10
days before any such meeting, and in the case of special meetings shall state the
purpose thereof.
c. A quorum for any meeting of the Board shall consist of a majority of Trustees.
ARTICLE VI
OFFICERS AND ELECTIONS
Section 1. The officers of the Association shall be a President, a President-Elect, a Past
President, a Vice President representing each of the Association's divisions, a
Treasurer, an Assistant Treasurer and a Secretary. These officers shall be members of
the Board of Trustees.
Section 2. Terms of Office
a. The term of office for the President and President-Elect, shall be two years. The
President and President-Elect shall not be eligible for re-election to those offices. The
term of office for Past President, Vice Presidents, Secretary, Treasurer and Assistant
Treasurer shall be two years.
b. The Vice Presidents, Secretary, Treasurer and Assistant Treasurer may serve a
maximum of two terms in any one office.
c. The Vice Presidents for the divisions of Allied Health Professions, Basic Health
Sciences and Medicine shall change in odd years and the divisions of Dentistry,
Pharmacy and Nursing shall change in even years.
Section 3. Duties of the Officers:
a. The PRESIDENT shall preside at all meetings of the Board of Trustees and serve as
chairman of the Executive Committee; shall have general supervision of the affairs of
the Association under the direction of the Board; shall sign or countersign all contracts
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and instruments of the Association; and perform all duties appropriate to the office as
required by the Board.
b. The PRESIDENT-ELECT in the absence of the President, shall perform the duties
of the President and shall assume the office of President in the event of a vacancy,
continuing in that office until the conclusion of this term.
c. The PAST PRESIDENT shall serve in an advisory role
d. The VICE PRESIDENTS shall serve as liaisons between the Association and their
divisions and shall perform such duties as assigned by the President.
e. The TREASURER shall oversee all funds of the Association; present the financial
status at meetings of the Board; and perform all duties appropriate to the office required
by the Board.
f. The ASSISTANT TREASURER shall, in the absence of the Treasurer, perform the
duties of the Treasurer and other duties as assigned by the President.
g. The SECRETARY shall direct the issuance of notices of all meetings of the Board;
shall submit for approval to the Board the minutes of Board meetings; and shall
perform all duties appropriate to the office.
h. Officers of the Association shall at no time incur any indebtedness on behalf of the
Association without prior approval of the Board of Trustees.
i. Officers of the Association may countersign checks of an amount determined by the
Board.
j. A member of the Executive Committee shall be appointed to serve as a
representative for the Association on the MCV Foundation’s Board of Trustees in
accordance with the MCV Foundation’s articles of incorporation.
Section 4. Elections
a. The OFFICERS of the Association, except for the Vice Presidents, shall be elected
by the Board of Trustees. The Vice Presidents shall present a slate of nominees selected
from the Board membership. The board then votes on the slate. The terms of office
shall coincide with the fiscal year.
b. The VICE PRESIDENTS of the Association may be the elected Presidents or Chairs
of the Divisions. The procedure for Divisional elections shall be consistent with the
Bylaws of the Association.
ARTICLE VII
EXECUTIVE COMMITTEE
a. The Executive Committee shall consist of the officers of the Association. The
Associate Vice President for University Alumni Relations and Executive Director of
the Association shall serve as non-voting ex-officio members.
b. Except as provided in Article VIII, the Executive Committee shall exercise all
powers of the Trustees between meetings of the Board.
c. Meeting of the Executive Committee shall be called at the discretion of the President
or upon written request by three or more of its members.
d. A quorum of the Executive Committee shall consist of a majority of its members.
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ARTICLE VIII COMMITTEES
Section 1. There shall be the following committees:
Bylaws Committee, Finance/Audit Committee Membership Committee, and
Scholarship Committee.
a. Board members’ talents, resources and interest shall be considered in making
appointments to committees.
b. There is to be a minimum of 3 divisions represented on each committee
c. There is to be a minimum of 4, and a maximum of 8, board members on each
committee.
Section 2. The Bylaws Committee shall review and propose changes in the Bylaws for
consideration by the Board of Trustees and review changes in the Bylaws of the
Divisions to insure consistency with the Bylaws of the Association.
Section 3. The Finance/Audit Committee shall propose fiscal policy for the
Association and review the Budget prior to consideration by the Board. The budget
shall be based on fiscal year July 1- June 30. This committee shall ensure that an audit
of the accounts and funds of the Association is performed by a Certified Public
Accountant. The audit is reported to the Board of Trustees and VCU Board of Visitors.
Section 4. The Membership Committee shall propose policy for consideration by the
Board and monitor the membership program.
Section 5. The Scholarship Committee shall propose scholarship policy for
consideration by the Board, and review scholarship applications utilizing set award
criteria to recommend recipients to the Board for their approval.
Section 6. The Board of Trustees may approve ad hoc committees as necessary.
Section 7. No committee may amend the Articles of Incorporation or these Bylaws, fill
vacancies on the Board of Trustees or any of its committees, approve a plan of merger
or consolidation, approve the sale, lease, exchange or other disposition or the mortgage,
pledge or other encumbrance, of all or substantially all of the assets of the Association,
or approve the dissolution of the Association or revoke a voluntary dissolution.
ARTICLE IX
DIVISIONS
a. The alumni of each of the schools of the MCV Campus shall organize as divisions
and develop bylaws consistent with the bylaws of the Association.
b. The President or Chairman of each of the Divisions may serve as a Vice President of
the Association.
ARTICLE X
AMENDMENTS
Unless otherwise provided by statute or the Articles of Incorporation these Bylaws may
be amended at any meeting of the Board of Trustees by a majority vote of the members
of the Board then in office, provided that notice of such proposed action was provided
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with the meeting notice. Such action shall be effective at the close of the meeting
where adopted unless otherwise specified.
Revised: 4/19/97
10/3/02
6/8/06
2/26/09
8/1/13
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