Bylaws

BYLAWS
of
SOKA UNIVERSITY OF AMERICA (SUA) ALUMNI ASSOCIATION

ARTICLE I. ORGANIZATIONAL STRUCTURE

Section 1.1. Relationship with the University. The Association and its functions including Class Representatives (as defined in ARTICLE VII), Regional Chapters (as defined in ARTICLE IX),
and ad-hoc Committees (as defined in ARTICLE X) are part of Soka University of America (“SUA” or the “University”). Activities of the Association are supported by the Board, Class Representatives, Regional Chapters, various Committees, and certain SUA staff, including, without limitation, the Alumni Relations Coordinator(s).

ARTICLE II. MEMBERSHIP

Section 2.1. Membership. The membership of the Association shall consist of members, associate members, and honorary members.

(a) Alumni members. Alumni members shall be such persons upon whom a bachelor’s degree is conferred by SUA. Alumni members shall have all the rights and privileges of membership as prescribed in Section 2.4. Alumni members may be subject to proceeding prescribed in Section 2.2.
(b) Associate members. Associate members shall be such persons who enrolled for a minimum duration of one (1) academic semester in SUA’s bachelor’s degree program but discontinued before receiving the bachelor’s degree from SUA, provided that the reasons for such discontinuation are not the result of probation, suspension, or expulsion due to violation of student code of conduct while at SUA. Associate members shall have all the rights and privileges of membership as prescribed in Section 2.4 with the exception of holding office on the Board, on a Committee, as a Class Representative, or as a Regional Chapter Representative. Associate members may be subject to proceeding prescribed in Section 2.2.
(c) Honorary members. Honorary members shall be such persons who have been so elected by the Board based on such persons’ meritorious service performed in the interest of SUA and the Association. Honorary members shall have all the rights and privileges of membership as prescribed in Section 2.4 with the exception of voting for elections of and/or holding office on the Board, on a Committee, as a Class Representative, or as a Regional Chapter Representative. Honorary members may be subject to proceedings prescribed in Section 2.2.

References in these Bylaws to “member(s)” shall mean member(s) of all of the three categories as defined in Section 2.1(a) through Section 2.1(c) unless specifically stated otherwise. No membership or right arising from membership shall be transferred. All rights of a member cease upon the member’s death.

Section 2.2. Sanction, Formal Warning, Suspension and Expulsion. A member may be sanctioned only for a just, reasonable, and sufficient cause. Such sanction shall be fair, reasonable, and commensurate with the seriousness of a violation of the Code of Conduct, the Charter, and/or the Bylaws by the member and based on the principle of progressive discipline. Sanctions include a formal warning, suspension, and expulsion. When the Board becomes aware through a formal written complaint of a possible violation of the Charter and/or the Bylaws by a member (the “Accused”), the Board shall immediately investigate the suspected violation. When such suspected violation is reported by another member (the “Complainant(s)”), the Board shall notify the Complainant(s) in writing of their rights as the Complainant(s) as prescribed in Section 2.2.(a) and the procedure of investigation and possible sanction(s) against the Accused as described herein. Upon timely investigation by the Board, the Board shall decide in good faith and in consultation with the University whether the suspected violation warrants a sanction against the Accused as well as the appropriate sanction against the Accused. When a sanction is warranted, the Board shall take appropriate corrective action, which include, but are not limited to the following:

(a) Formal Warning. The formal warning is the act of the Association informing the Accused of the possibility of his/her membership to be suspended in case of the occurrence of the condition(s) specified in the formal warning.
(b) Suspension. Suspension is the act of the Association in stripping the membership rights away from the Accused for a specified duration of time (the “Suspension Period”).
(c) Expulsion. Expulsion is the most severe form of sanction where the membership rights of the Accused shall be terminated. Membership may be reinstated only upon extraordinary circumstances where the Board finds it necessary or appropriate to do so in order to respect the mottoes and principles of the Association.
(d) 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 shall be kept confidential to the extent possible, consistent with the need to conduct an adequate investigation.

Section 2.3. Good Standing. Unless suspended pursuant to Section 2.2, every member shall be deemed in good standing.

Section 2.4. Rights and Privileges of Membership. Members of the Association shall have the following rights and privileges:

(a) To vote in all Association elections, provided that Members’ only voting right granted under these Bylaws is limited to Association elections and does not cover any other business of the Association;
(b) To run as a candidate for and serve on the Board, a Class Representative, a Regional Chapter Representative, or a member of the Academic Committee;
(c) To receive all official publications and notices of the Association;
(d) To participate in any event/meeting organized by the Association including the Annual Alumni Meeting;
(e) To participate in activities organized by the Class Representatives of the member’s class; and
(f) To be a member of a Regional Chapter established in the area where the member resides.

Associate members shall have the rights and privileges prescribed in (a) and (c) through (f) above.
Honorary members shall have the rights and privileges prescribed in (c) through (f) above.

Section 2.5. Dues. No dues are required for members of the Association to maintain their goodstanding.

ARTICLE III. MEMBERSHIP MEETINGS

Section 3.1. Annual Alumni Meeting. Meetings of the members (“Annual Alumni Meeting”) shall be held at any place as designated by the Board. The sole purpose of Annual Alumni Meeting shall be to provide members of the Association with opportunities to strengthen their bonds with one another and to reaffirm the mission of the University.

Section 3.2. Notice. Notice of Annual Alumni Meeting shall be given electronically via e-mail to all members whose e-mail addresses are known to the University.

ARTICLE IV. BOARD OF REPRESENTATIVES

Section 4.1. General Terms. The Board of Representatives (the “Board”) shall consist of at least three (3) representatives (the “Representative” individually and the “Representatives” collectively). There shall be no residency qualifications for being a Representative. The term of each Representative shall be three (3) years, beginning from the day of the Annual Alumni Meeting in the year the Representative is elected and ending on the day of the Annual Alumni Meeting of the year when the Representative completes his/her three (3) year term. When a Representative is elected to fill a vacancy created as described in Section 4.7., such newly elected Representative shall serve the term of the predecessor Representative, ending on the day when the predecessor Representative was scheduled to complete his/her term.

Section 4.2. Qualifications. Only alumni members of the Association who are in good standing, as prescribed in Section 2.3, may run for the position of the Board of Representatives. Alumni
members who are currently serving leadership roles in the Association may run for the position of Board of Representatives but must resign from their present leadership roles if elected as Board. In the event of electing an alumni member with an ongoing leadership role in the Association, the Board shall immediately activate a necessary process to fill the vacancy to be created by the election of such a member.

Section 4.3. Mission. The mission of the Board of Representatives is to determine and implement the Association’s strategic direction with the sole purpose of upholding the Association’s Mission, through constant dialogues with the Association’s members and the University.

Section 4.4. General Powers. All powers of the Association shall be exercised; its resources utilized; and its business, activities, and affairs conducted, by the Board or, if delegated, under the direction of the Board. The Board may delegate the management of the activities of the Association to any person or persons, or committee provided that all powers shall be exercised under the ultimate direction of the Board. The Board has no power to enter into contracts on behalf of the Association. Only the University has such power to enter into contracts on behalf of the Association. The Board may make requests to the University when entering into contracts is necessary to execute its duties as prescribed below.

Section 4.5. Duties. Unless otherwise decided by the Board, each Representative shall have equal rights, and shall share equally in the duties and responsibilities in service to the Association and its members, shall act in good faith, and with due care, and in the spirit of the Mission of the Association. In close collaboration with the University, the Board shall be responsible for the following duties:

(a) Build a strong network among the members of the Association;
(b) Welcome new graduates to the Alumni Association;
(c) Preside at the Annual Alumni Meeting;
(d) Attend functions to represent the membership;
(e) Coordinate and oversee the election and nomination proceedings for Class Representatives, Regional Chapter Representatives, and leaders of special committees;
(f) Assess the growth of alumni presence in different geographical areas and establish Regional Chapters as deemed appropriate and in accordance with the establishment criteria as provided in Section 9.3.
(g) Provide guidance and support for Class Representatives, Regional Chapters, and special committees in carrying out their respective duties;
(h) Determine allocation and utilization of the Association’s resources in pursuit of the Association’s Mission.
(i) Submit an annual report of the activities of the Association to the members of the Association and the offices of SUA’s president and the founder;
(j) Establish various Committees as provided in Section 10.1,
(k) Carry out investigation and sanction processes in close coordination with the University in the event of suspected violation of the Charter and/or the Bylaws.
(l) Meet at least once a year with SUA’s President;
(m) Conduct other necessary business in order to further the mission of the Association.

Section 4.6. Removal. The Representative who has missed meetings of the Board for a period of three consecutive months or more may be deemed inactive. In such instance, the Board shall review the circumstances and decide, by consensus, on a full removal or retention of the inactive Representative. If a Representative resigns either voluntarily or involuntarily, the vacancy shall be filled as prescribed in the section below. The Representative who becomes subject to any of the sanctions prescribed in Section 2.2 shall be removed from the Board. Upon removal of the Representative, the vacancy shall be filled as prescribed in the section below.

Section 4.7. Vacancies. Upon a vacancy resulting from death, resignation, removal, disqualification or otherwise, the Board shall (a) call for a special election to fill the position for the remainder of the term if the remainder of the term is longer than one (1) calendar year or (b) appoint a person to fill the vacancy if the remainder of the term is one (1) calendar year or less in order to avoid any possibility of a deadlocked board.

ARTICLE V. BOARD MEETINGS

Section 5.1. Annual Board Meeting. The Annual Board Meeting shall be held either prior to or promptly following the Annual Alumni Meeting. Annual Board Meetings may be dedicated to, among others:

(a) Review of the Charter and/or the Bylaws and its relevance to the demands and strategic directions of the Association;
(b) Analyze the Association’s resource utilization with preliminary planning of the upcoming fiscal year’s budget; and
(c) Decide overall strategic direction of the Association.

Section 5.2. Regular Meetings and Notice. Regular meetings of the Board shall be held at least quarterly at an agreed upon time and place. Notice shall be given at least electronically via e-mail to all Representatives at least 24 hours prior to the commencement of the meeting.

Section 5.3. Special Meetings and Notice. Special Meetings of the Board shall be held upon request of any Representative(s) provided that at least fifty percent of the Board of Representatives agree on the time and location of the Special Meeting and notice is given at least electronically via email to all Representatives at least 24 hours prior to the commencement of the meeting.

Section 5.4. Quorum. In order for any decisions that affect the Association to be valid, a quorum shall be attended by at least fifty percent of the Board of Representatives.

ARTICLE VI. ELECTION OF BOARD OF REPRESENTATIVES

Section 6.1. General Election. An election for the position of one (1) Representative replacing another Representative, who would complete his/her three (3) year-term at the end of the Annual Meeting, shall take place annually, sixty (60) calendar days prior to the Annual Alumni Alumni Meeting (the “General Election”). If an alternative date is proposed for the General Election, the Board shall decide by majority vote on the proposed alternate date. If an alternate date is approved under this section, the Board shall immediately notify the membership of such changes and the reasons thereof.

Section 6.2. Special Election. A special election shall be held within sixty (60) calendar days after vacancies in the Board occur unless otherwise provided for in Section 4.7. The newly elected Representative(s) shall be announced via email and the Association’s official website.

Section 6.3. Election Notice. A notice of an election of the Representative(s) shall be posted on the website of the Association as well as emailed to all alumni members and associate members of the Association at least thirty (30) calendar days prior to the election and shall contain the following:

(a) Date of the election;
(b) Position to be filled;
(c) Description of voter qualifications;
(d) Statement calling for candidates to run for the Board;
(e) Description of the duty of the position and the qualification to run for the Board;

Section 6.4. Declaration of Candidacy. Every alumni member of the Association who is running for the Board position shall declare his/her candidacy by submitting the candidacy application (the “Application”) to the Board by the day prescribed by the Board (the “Candidacy Deadline”). Candidacy Deadline shall be at least one (1) calendar week, but no earlier than two (2) calendar weeks before the beginning of the voting procedure. In the case where no one or only one candidate declares his/her candidacy upon the expiration of the Candidacy Deadline, the Board shall call for a postponement of the Candidacy Deadline for one calendar week. Upon the expiration of this extended Candidacy Deadline, if it remains that no candidate had declared his/her candidacy, the Board shall appoint by majority vote the succeeding Representative with his/her consent, and there shall be no election for that year. Upon the expiration of the same extended Candidacy Deadline where at least one candidate had previously declared his/her candidacy and no other candidacy declares his/her candidacy, the Board shall proceed with the online voting procedures as provided below with that one and only candidate. All elected Representatives shall be eligible for running for re-election, with no maximum number of terms.

Section 6.5. Online Voting Procedures and Ballots. Upon the expiration of the Candidacy Deadline, the Board shall notify all alumni members and associate members of the Association via email and the Association’s official website by providing the following information in order to initiate the online voting procedures.

(a) Notice. The notice shall be emailed to all alumni members and associate members of the Association in good standing at least seven (7) calendar days prior to a General Election and Special Election. The notice shall contain the following:

(i) Description of voting procedures;
(ii) Beginning and ending dates of the election;
(iii) The Representative to be replaced;
(iv) Description of voter qualifications;
(v) Description of the duty and the qualification to run for the Board;
(vi) Name(s) of the candidate(s); and
(vii) Application submitted by the candidate(s).

(b) Ballot. A ballot shall be emailed to all alumni members and associate members of the Association in good standing on the first day of the election, which shall be open for at least five (5)
calendar days.

Section 6.6. Tallying Procedures and Election Results. All votes shall be tallied by the University immediately following the termination of the online voting process. The candidate(s)
receiving the greatest number of votes up to the number of positions to be filled, shall be elected. In the event of a tied-vote, the Board shall extend the election for another five (5) calendar days in order to solicit more votes and break the tie. The newly elected Representative(s) shall be announced via email and the Association’s official website and shall assume office on the day of the Annual Alumni Meeting. The University shall retain custody of the ballots for at least ninety (90) days after the announcement of the election results.

ARTICLE VII. CLASS REPRESENTATIVES

Section 7.1. General Terms. Class Representatives will consist of up to two representatives for each class. There shall be no residency qualifications for being a Class Representative. The term of Class Representatives shall be five years; beginning from the day the election results are announced.

Section 7.2. Qualifications. Only alumni members of the Association, as prescribed in Section 2.1. (a), who are in good standing, as prescribed in Section 2.3, may run for the position of Class Representative. Alumni members who are currently serving on the Board of Representatives or as Regional Chapter Representatives cannot run for the position of Class Representative. Candidates should be able to fulfill the Class Representative duties as prescribed in Section 7.6.

Section 7.3. Mission. The mission of the Class Representatives is to develop unique support networks rooted in lifelong friendships among classmates, thereby contributing to the realization of the Mission of the Association.

Section 7.4. General Powers. Class Representatives have the right and duty to vote for any proposed changes to the Association’s Charter and/or the By-Laws and to utilize resources as
approved by the Board. Class Representatives may also establish and appoint various sub-committees as necessary. Class Representatives have no power to enter into contracts on behalf of the Association. Only the University has such power to enter into contracts on behalf of the Association. Class Representatives may make requests to the University when entering into contracts as necessary to execute its duties as prescribed below.

Section 7.5. Fiscal. Any assets of the Classes shall be the property of SUA, whether or not maintained in the name of the classes or the Association. All the financial transactions to be advanced toward events/meetings shall be first proposed to and thereafter approved by the Board and the University.

Section 7.6. Duties. With support from, and in coordination with the Board of Representatives and the University, the primary responsibility of Class Representatives is to serve as links among their classmates, and to SUA. Specifically, the Class Representatives shall be responsible for the following duties:

(a) Build and maintain a strong network among the class;
(b) Communicate pertinent information to the members of the class;
(c) Assist the University in keeping record of the members of the class up to date;
(d) Communicate and facilitate opportunities for classmates to share updates to the University, the Association and in class communications;
(e) Encourage participation in Association activities and class events;
(f) Maintain regular communications with the Board of Representatives and the University;
(g) Exercise the right to vote on proposed changes to the Association charter and/or by-laws; and
(h) Abide by the Confidentiality Agreement Form.
(i) Such other necessary business in order to further the mission of the Class Representatives and the Association

Section 7.7. Removal. A Class Representative who has failed to carry out his/her duties for a period of three consecutive months or more may be deemed inactive. In such instance, the Board shall review the circumstances and decide, by consensus, on a full removal or retention of the inactive Class Representative. The Class Representative(s) who becomes subject to any of the sanctions prescribed in Section 2.2 shall be removed from his/her position as a Class Representative. Upon removal of the representative, the vacancy shall be filled as prescribed in Article VIII.

Section 7.8. Vacancies. Upon a vacancy resulting from death, resignation, removal, disqualification, or otherwise before the completion of the five-year term, the Board shall call for a Class Representative Election as prescribed in Article VIII.

ARTICLE VIII. ELECTION OF CLASS REPRESENTATIVES

Section 8.1. General Election. An election for the position of up to two Class Representatives will take place within 90 days before or after the completion of the current Class Representative’s five-year term, or within 90 days after a Class Representative vacancy arises as prescribed in Section 7.8. Elections for newly graduated classes will take place within the 90-day period after graduation. The election of Class Representatives prescribed herein, however, does not apply to the Classes of 2011, 2013, and 2015 until the current Class Representatives of these classes as of May 28, 2016, end their previously agreed upon two-year terms in 2017. Thereafter, the election of Class Representatives prescribed herein shall apply to these Classes of 2011, 2013, and 2015.

Section 8.2. Election Notice. A notice of an election of class representative(s) shall be posted on the website of the Association as well as emailed to all members of said class at least thirty (30) calendar days prior to the election and shall contain the following:

(a) Date of the election;
(b) Position to be filled;
(c) Description of voter qualifications;
(d) Statement calling for candidates to run for the position of Class Representatives;
(e) Description of the duty of the position and the qualification to run for the position;

Section 8.3. Declaration of Candidacy. Every alumni member of the Association interested in running for the position of Class Representatives shall declare his/her candidacy by submitting the candidacy application (the “Application”) to the Board by the day prescribed by the Board (the “Candidacy Deadline”). Candidacy Deadline shall be at least one (1) calendar week, but no earlier than two (2) calendar weeks before the beginning of the voting procedure. An election is valid with a minimum of one candidate. In the event that no candidates declare his/her candidacy upon the expiration of the Candidacy Deadline, the Board shall call for a postponement of the Candidacy Deadline for one calendar week. Upon the expiration of this extended Candidacy Deadline, if it remains that no candidate had declared his/her candidacy, the Board shall appoint by majority vote an Interim Class Communicator with his/her consent who will carry out duties as prescribed in Section 7.6.(a) through Section 7.6.(i), EXCEPT the right to vote on proposed changes to the Association’s Charter and/or the By-laws as prescribed in Section 7.6.(g), for the duration of a oneyear term, and there shall be no Class Representative. Upon the completion of the one-year term of Class Communicator’s position, an election for the position of Class Representatives will be held as prescribed in ARTICLE VIII. Class Representatives shall be eligible for running for re-election, with no maximum number of terms.

Section 8.4. Online Voting Procedures and Ballots. Upon the expiration of the Candidacy Deadline, the Board shall notify all alumni members and associate members of the appropriate class in good standing via email and the Association’s official website by providing the following information in order to initiate the online voting procedures.

(a) Notice. The notice shall be emailed to all alumni members and associate members in good standing of the appropriate class at least seven (7) calendar days prior to a Class Representative(s) election. The notice shall contain the following:

(i) Description of voting procedures;
(ii) Beginning and ending dates of the election;
(iii) The class representative(s) to be replaced;
(iv) Description of voter qualifications;
(v) Description of the duty and the qualification to run for Class Representatives;
(vi) Name(s) of the candidate(s); and
(vii) Application submitted by the candidate(s).

(b) Ballot. A ballot shall be emailed to all alumni members and associate members of the appropriate class in good standing on the first day of the election, which shall be open for at least five (5) calendar days.

Section 8.5. Tallying Procedures and Election Results. All votes shall be tallied by the University immediately following the termination of the online voting process. The candidates
receiving the greatest number of votes up to the number of positions to be filled shall be elected. In the event of a tied-vote, the Board shall extend the election for another five (5) calendar days in order to solicit more votes and break the tie. The newly elected class representative(s) shall assume office on the day the election results are announced to the Association. The University shall retain custody of the ballots for at least ninety (90) days after the announcement of the election results. The newly elected Class Representative(s) shall be announced to all members of the Association via email and the Association’s official website.

ARTICLE IX. REGIONAL CHAPTERS

Section 9.1. Name. The name of the Regional Chapter of the Association (“Regional Chapter(s)”) shall include the name of the city or other geographical area where such Regional Chapter is
established.

Section 9.2. Mission. The mission of the Regional Chapters is to play a central role in the global development of the Association’s network by creating localized opportunities for the members of the Association to develop and strengthen bonds of friendship, thereby continuing to fulfill and advance the Mission of the Association.

Section 9.3. Establishment. Regional Chapters shall not be separately incorporated but shall be a division of the Association and, therefore, a part of SUA. Any assets of the Regional Chapter shall be the property of SUA, whether or not maintained in the name of the Regional Chapter or the Association. Regional Chapters can be established if the Board deems such establishment reasonable and appropriate by two-thirds vote. The following conditions apply as guidelines before establishing any Regional Chapters.

(a) At least twenty (20) members reside in the given geographical area where the Regional Chapter is proposed to be established;
(b) Two (2) Regional Chapter Representatives are ready and willing to commit to carry out Regional Chapter Representative roles as detailed in Section 9.6.(c). for a minimum of three (3) consecutive years; and,
(c) Such other conditions that the Board finds important before establishing a new Regional Chapter.

Section 9.4. Membership. Regional Chapter membership shall be the members of the Association residing in the geographical area where the Regional Chapter is established. Any member of the Association in good standing, as defined in Section 2.3, however, may attend events/meetings of any Regional Chapter.

Section 9.5. Fiscal. Any assets of the Regional Chapter shall be the property of SUA, whether or not maintained in the name of the Regional Chapter or the Association. All the financial transactions to be advanced toward the Regional Chapter events/meetings shall be first proposed to and thereafter approved by the Board and the University.

Section 9.6. Regional Chapter Representatives. Each Regional Chapter shall be run by two (2) Regional Chapter Representatives who apply and are appointed by the Board by a majority vote.

(a) Qualifications. Only alumni members of the Association, as prescribed in Section 2.1.(a), who are in good standing, as prescribed by Section 2.3, may apply for the position of Regional Chapter Representatives. Alumni members who are currently serving as Class Representatives or members of the Board of Representatives cannot apply for the position of Regional Chapter Representatives.

(b) General Powers. Regional Chapter Representatives have the power to carry out various activities in pursuit of the mission of Regional Chapters and to utilize resources as approved by the Board. Regional Chapter Representatives may also establish and appoint various sub-committees as necessary and consistent with the Mission of the Association. Regional Chapter Representatives have no power to enter into any contracts on behalf of the Regional Chapter or the Association. Regional Chapter Representatives may make requests to the University to enter into contracts on behalf of the Regional Chapter.

(c) Duties. As the primary actors in the realization of the Association’s mission in given geographical areas, the duties of Regional Chapter Representatives shall include, without limitation,
the following:
(i) Encourage and facilitate interactions among Regional Chapter members through physical and virtual events and communication activities. Specifically, plan and host at least one (1) annual
meeting for the Regional Chapter, and prepare and distribute at least one (1) Regional Chapter communication using an appropriate medium per calendar year;
(ii) Communicate pertinent information to the members of the Regional Chapter;
(iii) Assist the University in keeping record of the members of the Regional Chapter up to date;
(iv) Communicate and facilitate opportunities for members of the Regional Chapter to share updates to the University, the Association, and within the Regional Chapter
(v) Communicate clearly with the Board prior to and after each event organized in the Regional Chapter;
(vi) Attend quarterly teleconferences with the Board;
(vii) Abide by the Confidentiality Agreement Form, and
(viii) Such other necessary business in order to further the mission of the Regional Chapter and the Association.

(d) Term. The term of the Regional Chapter Representatives shall be three (3) years with the option of extending the term up to five (5) years if so indicated/desired by the Regional Chapter
Representatives at the end of the three-year term and at the approval of the Board. Regional Chapter Representatives may be eligible for re-appointment, with no maximum number of terms.

(e) Removal. A Regional Chapter Representative who has failed to carry out his/her duties for a period of three consecutive months or more may be deemed inactive. In such instance, the Board shall review the circumstances and decide, by consensus, on a full removal or retention of the inactive Regional Chapter Representative. The Regional Chapter Representative(s) who becomes subject to any of the sanctions prescribed in Section 2.2 shall be removed from his/her position as a Regional Chapter Representative. If a Regional Chapter Representative resigns either voluntarily or involuntarily, the vacancy shall be filled as prescribed in the section below.

(f) Vacancies. Upon a vacancy resulting from death, resignation, removal, disqualification, or otherwise before the completion of the three-year term, the Board shall appoint a Regional Chapter Representative according to Section 9.6.

Section 9.7. Dissolution. Regional Chapters may be dissolved by the Board by two-thirds vote, provided that such a decision to dissolve a Regional Chapter is made after thorough consideration and consultation among the Board and with executive officers of the University.

ARTICLE X. COMMITTEES

Section 10.1. Establishment. The Board shall have the power to create and mandate committees at any time and for any purpose in pursuit of the Mission of the Association. In establishing such a committee, a Terms of Reference should be developed and agreed on by consensus. Similarly, the Board shall have the power to dissolve such committees at any time.

Section 10.2. Academic Committee. Only Academic Committee is established by the Bylaws. The Academic Committee shall consist of at least three members who are selected by the current members of the Academic Committee and approved by the Board. The term of the members of the Academic Committee shall be three (3) years. The purpose of the Academic Committee shall be to further the knowledge and research of Soka Education by, without limitation, advising the Soka Education Student Research Project and attending to all aspects pertaining to the annual Soka Education Conference.

ARTICLE XI. AMENDMENTS

Section 11.1. Amendments to the Bylaws. These Bylaws may be amended by the vote of the University’s executive officer as elected by the President of the University, a two-third majority vote of the members of the Board, and a simple majority vote of Class Representatives, provided that (1) the proposed amendment(s) shall be prepared and presented by or to the Board and the Board approves the proposal and elects a Resolution through consultation with key stakeholders of the Association; (2) thereafter, the executive officer of the University approves the Resolution; (3) upon such approval, the Board notifies the members of the Association of the Resolution at least two weeks prior to the voting; and (4) the members of the Association shall vote by proxy and approve the Resolution. The Class Representatives shall be the proxyholders of the members of the Association. Such proxy shall be presumed to be executed and valid unless the contrary is shown. The notice of proxy voting shall state the Resolution and describe that their respective Class Representatives shall vote as their
proxyholders and that they, as members of the Association, have the right to submit in writing the intent to revoke the proxy as well as the grounds for objection to or approval of the Resolution to the Board at least 48 hours before the voting takes place. The Board shall provide such intent of revocation and grounds for objection to or approval of the Resolution submitted by any members of the Association verbatim to the Class Representatives 48 hours prior to the voting at the latest.


Last Updated June 28, 2016