BY-LAWS OF
EASTERN ASSOCIATION OF COLLEGES AND EMPLOYERS, INC.
(EACE)
Article 1
NAME
The name of this organization shall be: EASTERN ASSOCIATION OF COLLEGES AND EMPLOYERS,
INC. EACE is the accepted abbreviation. The association shall be referred to verbally as
Eastern ACE, pronouncing the last three letters of the acronym as the word they spell.
Article 2
MISSION
The Eastern Association of Colleges and Employers (EACE) develops educational programs
and services, and facilitates connections and interaction between employers who seek to
hire college students & alumni, the career services personnel who serve those students,
and the associate members who serve the profession.
Article 3
OFFICES
Section 1. REGISTERED OFFICE AND REGISTERED AGENT. The corporation shall have and maintain
such registered office and registered agent in the Commonwealth of Massachusetts as required
by law and as determined, from time to time, by the Board of Directors.
Section 2. OTHER OFFICES. The corporation may establish, have and maintain offices at such
places, within or outside of the Commonwealth of Massachusetts, as determined, from time to
time, by the Board of Directors.
Article 4
MEMBERSHIP
Section 1. Membership in this Association shall consist of College members,
Employer members, Associate members, Honorary members, Retired members, and
Student members. Membership may be either individual or institutional. Each
educational institution, employer or associate organization may have one or
more individual and/or institutional memberships. For each institutional membership,
one member as identified by that institution/organization shall be designated as
the principal member. Members from the same office/geographical location shall be
designated as additional members. If membership is paid by the institution, the
membership remains with it when an individual leaves the institution.
Section 2. COLLEGE Member
Eligibility for College membership is open to representatives engaged in
career services for students and/or graduates of degree granting colleges and
universities that are certified or approved by their respective state departments
of education or regional accrediting associations. Job responsibilities of College members must be in an area of career services
as defined below (the list is considered illustrative and not exclusive). At
institutions where an individual is assigned multiple responsibilities, a person
is eligible if the person is designated with responsibility for any of the following:
- career and life planning/counseling with students and/or alumni
- administration of experiential education programs, e.g. internships, cooperative education
- teaching or developing career development courses
- the supervision of staff that render the above services
- those who are prior members of this association or its predecessors, who
have a continued interest in the career services function and who submit a
statement indicating the nature of their interest, subject to the approval of the Board.
Section 3. EMPLOYER Member
Eligibility for Employer membership is open to HR/staffing professionals engaged,
solely for their own organizations, in the recruiting and hiring of students and/or
graduates from institutions of higher education. Job responsibilities of Employer members must be in an area as defined below
(the list is considered illustrative and not exclusive). In organizations where an
individual may have multiple responsibilities, a person is eligible if the person
is designated with responsibility for any of the following:
- college recruitment/college relations
- hiring of personnel from college campuses
- career development of college recruits/hires
- hiring of college graduates directly into divisions or functions, even if not
a part of the overall human resources function
- AA/EEO programs, career counseling function, training and development programs
- the supervision of staff that render the above services
- those who are prior members of this association or its predecessors, who have a
continued interest in the recruitment and hiring function and who submit a statement
indicating the nature of their interest, subject to the approval of the Board.
Section 4. ASSOCIATE Member
Eligibility for Associate membership is open to representatives of organizations
whose purpose is to provide a service to career services and/or HR/staffing functions,
and are complementary to, consonant with, and supportive of the purposes of this
Association, but who do not qualify for either College or Employer membership. Individuals and/or organizations providing the following services would be considered
eligible for Associate membership (the list is considered illustrative and not exclusive):
- recruitment advertising firms
- publishers of career materials
- job fair sponsors
- recruitment database providers
- media organizations
- consultants in career services, recruitment, outplacement
- outplacement firms
- those who are prior members of this association or its predecessors, who have a continued
interest in the recruitment and hiring function and who submit a statement indicating the
nature of their interest, subject to the approval of the Board.
Section 5. HONORARY Member
Eligibility for Honorary membership is granted by two-thirds vote of the Board of
Directors to individuals who have contributed to the field of career services and/or
HR/staffing professionals, have met the minimum criteria established by the Board of
Directors for Honorary Membership, and who are no longer eligible for College, Employer,
or Associate membership. (An Honorary member who subsequently becomes eligible for
College, Employer, or Associate membership must, in order to resume that membership,
temporarily relinquish Honorary membership.) Honorary members are exempt from the payment of membership dues. For the annual
conference and professional development events, a reduced registration fee may be
offered, subject to the approval of the Board of Directors. Honorary members have all rights of College, Employer, and Associate members, but
may not hold office.
Section 6. RETIRED Member
Eligibility for Retired membership is granted by two-thirds vote of the Board of
Directors to individuals who are no longer eligible for College, Employer, or Associate
membership. (A Retired member who subsequently becomes eligible for College, Employer,
or Associate membership must, in order to resume that membership, temporarily relinquish
Retired Membership.) Retired members are exempt from the payment of dues. Retired members have all rights of College, Employer, and Associate members, but may not vote or hold office.
Section 7. STUDENT Member
Eligibility for Student membership is open to students enrolled at an accredited
degree granting institution and preparing for a career in career services and/or HR/staffing.
A student may retain this Student membership status for up to one year following completion
of degree requirements unless or until the student is eligible for membership in one of the
above categories. Student membership is not open to any individual who would be eligible for
membership under the above categories. Student members may not vote, hold office or chair a committee.
Section 8. CONDITIONS OF MEMBERSHIP
Membership in this regional association does not require membership in the national
organization. Requests for initial membership or for change from one type of membership to another,
or notification of a significant change of duties and/or employer, shall be made to the EACE
administrative office and appropriate forms will be provided. The EACE administrative office shall receive, review and take appropriate action on all
applications for membership, reporting same to the Board of Directors, and may request review
and recommendations by the Board of Directors on specific applications. All final decisions
regarding individual qualifications for membership rest with the Board of Directors. Membership in this Association is expressly conditioned upon compliance with the purpose
of the Association and with its principles for professional conduct. Any member who fails to
comply with the purpose/principles of the Association may be placed on probation, suspended
from membership or excluded from membership. The power to enforce this is vested with the
Board of Directors, which must follow appropriate procedures to take any action against any
member. Such action requires a three-quarters vote of the full Board of Directors. A decision
of the Board of Directors to exclude a member from membership in EACE or place a member on
probation or suspension may be appealed to the membership at the next annual meeting. A
two-thirds vote of all members present shall be required to reverse a decision of the Board
of Directors.
Article 5
BOARD OF DIRECTORS
Section 1. The operation and management of the affairs of the Association shall be vested
in a 11 voting member Board of Directors consisting of the 3 elected officers (President,
President-Elect and Director, Finance) and 8 other elected directors.
a. Effective July 1, 2004, the Director, Diversity Advancement and Director, Member Services
positions will be merged to create a single position entitled Director, Diversity and Member Services.
b. Effective December 14, 2006 The Regional Director, National Association of Colleges and
Employers (NACE) has been replaced by the Director, Leadership Development.
Section 2. The Board of Directors shall consist of:
- PRESIDENT
- PRESIDENT-ELECT
- DIRECTOR, FINANCE
- DIRECTOR, PROFESSIONAL DEVELOPMENT
- DIRECTOR, MEMBERSHIP RECRUITMENT AND RETENTION
- DIRECTOR, PUBLIC RELATIONS AND COMMUNICATIONS
- DIRECTOR, LEADERSHIP DEVELOPMENT
- DIRECTOR, TECHNOLOGY AND INFORMATION MANAGEMENT
- DIRECTOR, COLLEGE MEMBER SERVICES
- DIRECTOR, EMPLOYER MEMBER SERVICES
- PAST PRESIDENT
Section 3. Membership on the Board of Directors will be automatic for the individuals
elected or appointed to the positions specified above. Each officer and director shall
take office as a director on the July 1st after election to the particular position and
shall serve as an officer or director for a term, which is concurrent with the term of
the position to which he or she has been elected. For director positions that rotate among
membership categories, should the director's employment status change impacting the director's
membership category, the individual shall remain on the Board at the Board's discretion. The
Nominating Committee, in constructing the next election slate, would determine which membership
category would be most appropriate for the succeeding director. This would be in accordance
with the goal of ensuring representation on the Board from all eligible membership categories.
Section 4. VACANCIES: In the event a position on the Board becomes vacant, the President shall
recommend successors to the Board of Directors for approval and appointment to serve the un-expired
term of officers and directors of the Board. If the President should vacate the office or be unable
to serve, the President-Elect shall fill the un-expired term. If the position of President-Elect
becomes vacant for any reason, the Board of Directors shall appoint a replacement who shall serve
until a successor is elected at the next regular election.
Section 5. VOTING: Each member of the Board of Directors shall be entitled to one vote. A
majority of the Board of Directors shall constitute a quorum. A majority of the quorum shall be
sufficient to act. Exceptions are provided in the by-laws around issues of membership.
Article 6
OFFICERS
Section 1. The President, President-Elect and Director, Finance are the legal designated
officers of the Association. Officers shall be from the active, eligible members, in good standing.
Section 2. The term of office for the President and President-Elect is one year. The succession
from President-Elect to President to immediate Past President shall be automatic without further
election. The Director, Finance shall serve for two years. An officer shall serve no more than
two consecutive terms in the same office.
Section 3. DUTIES of the officers shall include, but not be limited to the following:
President: shall preside at all Association business meetings and chair the Board of
Directors. The President shall appoint all chairpersons of committees with approval of the
Board, unless the chairpersons are designated by these by-laws. The President shall be an ex
officio member of all committees and administer the business of the Association between
regular Board of Director meetings, exercising authority consistent with these by-laws. The
President shall, with the approval of the Board of Directors, attend bi-annual meetings of
national and regional presidents and annual meetings of other regional associations at the
expense of the Association. The President shall call all regular and special meetings of the
Association. The President shall perform such duties as are incidental to the office, or may
be assigned by the Board of Directors. President-Elect: shall succeed to the office of the President following completion
of the President-Elect term of office, assuming the person continues to meet the criteria.
The President-Elect shall perform all duties of the President in the absence, disability
of or at the request of the President and shall serve as President for the remainder of the
term should the President's office become vacant. The President-Elect shall perform other
duties as assigned by the President or the Board of Directors. Director, Finance: must be bonded, the cost of which shall be borne by the Association.
The Director, Finance shall have custody of the funds and securities of the organization and
shall keep regular books of the accounts. The Director, Finance, with the approval of the Board
of Directors, will arrange for an annual audit of the financial books of the Association. The
Director, Finance shall perform such other duties as are incidental to that office or as shall
be assigned by the President or the Board.
Article 7
OTHER DIRECTORS
Section 1. Non-officer directors of the Board shall include Director, Professional
Development; Director, Membership Recruitment and Retention; Director, Public Relations
and Communications; Director, Technology and Information Management; Past President;
Director, Leadership Development; Director, Employer Member Services; and, Director,
College Member Services. These directors shall be from the active, eligible members,
in good standing.
Section 2. Except for the Past President, whose term of office is one year, the term of
office for the directors is two years. A director shall serve no more than two consecutive
terms in the same office.
Section 3. The duties of the directors shall include, but not be limited to the following:
The Director, Professional Development shall serve as the liaison to the
Professional Development Committee (which provides coordination and leadership for all
EACE professional development activities including, but not limited to, workshops and
other activities, shall promote professional, ethical, and legal standards), and shall
perform such duties as are assigned by the President or the Board of Directors. The Director, Membership Recruitment and Retention shall engage in activities for
recruitment, retention and development of members. The Director shall engage in activities
and act as a liaison to those committees and task forces, which provide services to members
including the Membership and Diversity Advancement Committees. The Director shall perform
such duties as are assigned by the President and the Board of Directors. To ensure representation
of all eligible membership categories, best efforts shall be made to ensure that the Director,
upon completion of a term, is not to be succeeded by a member from the same membership category. The Director, Public Relations and Communications shall engage in activities for the
internal and external communications of the Association. The Director will act as a liaison
to the Public Relations and Newsletter Committees and to those committees and task forces,
which promote EACE and shall perform such duties as are assigned by the President or the
Board of Directors. To ensure representation of all eligible membership categories, best
efforts shall be made to ensure that the Director, upon completion of a term, is not to be
succeeded by a member from the same membership category. The Director, Technology and Information Management shall serve as liaison to the
Technology Resources Committee, analyze the availability and promote the optimal use of
technology for association activities, creatively enhance the integration of technology
with the acquisition and distribution of information important to EACE members, and perform
such duties as are assigned by the President and the Board of Directors. The Past President shall serve as chair of the Nominating Committee and shall perform
such duties as are assigned by the President or the Board of Directors. The Director Leadership Development shall create and coordinate leadership development
within EACE including identification and training of committee chairs, conference chairs, and
Board Members, work with the Past President to identify candidates for annual and special
elections, lead the Board in developing annual goals, action plans, metrics and resources
needed relevant to leadership development and the EACE Strategic Plan, and perform such duties
as assigned by the President and the Board of Directors. Director, Employer Member Services shall work with other board members so that the
employer voice is heard. The Director will be an employer member. The Director shall perform
such duties as are assigned by the President and the Board of Directors. Director, College Member Services shall work with other board members so that the
college voice is heard. The Director will be a college member. The Director shall perform
such duties as are assigned by the President and the Board of Directors.
Article 8
COMMITTEES
Section 1. The new President shall, not later than thirty (30) days following taking
office, appoint chairpersons to the Standing Committee for which the role of chair is
not prescribed in these bylaws, subject to the approval of the Board of Directors.
Section 2. Standing Committees shall consist of those committees whose primary functions
are directed toward supporting the Association's purposes and mission. The Standing Committees
are: Annual Conference, Awards/Research Grants, Consulting, Diversity Advancement, Finance,
Long Range Planning, Membership, Mentoring, Newsletter, Nominating, Professional Development,
Professional Exchange, Public Relations, Sponsorship, and Technology Resources.
Section 3. The President shall establish any other committees judged desirable and appoint
chairpersons, subject to the approval of the Board of Directors. Committees may be terminated,
or changed in status by the Board, except as otherwise provided in these by-laws. Committees
may make and submit recommendations, but shall not have any directive powers.
Section 4. The chairperson of each committee shall appoint the members of the committee,
subject to the approval of the President. The President may make recommendations to these
chairpersons on the selection of committee members. The duties of each committee are described
in the appropriate policy manual(s).
Article 9
DUES AND FISCAL POLICY
Section 1. The fiscal year shall be a twelve-month period beginning July 1 and ending June 30.
Section 2. Dues shall be determined by the Board of Directors.
Section 3. The Director, Finance, President, and Conference Treasurers shall be bonded by the Association.
Section 4. Monies may be withdrawn from the general operating fund with the approval of
the Board of Directors for the purpose of purchasing legal income bearing investments. All
such investments shall be registered in the name of the Association.
Article 10
MEETINGS AND CONFERENCES
Section 1. The Annual Meeting of the Membership and the Annual Meeting of the Board of
Directors shall be held on such date and at such place as may be determined by the Board.
The President shall determine other business meetings and conferences. At least a 30-day
notice shall be given for all meetings.
Section 2. A simple majority of eligible voters attending a regularly called meeting may
conduct the business of the Association.
Section 3. Policies and procedures pertaining to conference attendance and fees shall be
approved by the Board of Directors.
Article 11
NOMINATIONS/ELECTIONS
Section 1. There shall be a Nominating Committee consisting of a chairperson and at
least four (4) members whose names shall be made known to the membership. The chairperson
shall be the Past President or, if unable to serve, the chairperson shall be designated
by the President with the approval of the Board of Directors.
Section 2. The Nominating Committee shall solicit suggestions from the entire membership
for nomination of officers and directors of the Board of Directors. A slate shall be
constructed by the committee based on membership suggestions and input from committee members.
An official ballot shall be submitted to the membership eligible to vote in a timely manner.
Section 3. The election of officers and directors shall be by ballot, via mail, fax or
other electronic means, and shall be concluded at least 60 days prior to the annual meeting or
at the annual meeting, as determined by the Board of Directors. Votes for write-in candidates
added to the official ballot will be accepted. Each member shall have one vote. The candidate
receiving the highest number of votes shall be considered elected. Ties shall be decided by a
runoff of the top 2 candidates.
Article 12
AMENDMENTS
Amendments to the by-laws shall be adopted by the Board of Directors and voted upon by the
membership. All members must be advised via mail, fax or other electronic means of the proposed
amendments at least thirty (30) days prior to the vote. The vote shall be conducted by mail,
fax or other electronic means. An affirmative vote of a majority of the votes cast shall be
required for passage.
Article 13
PROHIBITED ACTIVITIES & DISPOSITION OF PROPERTY
Section 1. The Association is not organized for profit, and no part of its receipts or any
net earnings shall inure to the benefit of or be distributed to its members, officers, directors,
or other private persons, except that the Association shall be authorized and empowered to make
payments and disbursements in furtherance of its exclusively charitable and educational purposes
as set forth in this section of this article.
Section 2. Upon dissolution, the Association shall, after paying or making provisions for payment
of all liabilities of the Association, dispose of all its net assets, if any, exclusively to such
charitable or other organizations as shall at the time qualify as exempt organizations under Section
501(c)(3) of the Internal Revenue Code as now in effect or under any like section or any amendment to
said code or any successor federal tax statute.
(As amended October 2008)
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