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Constitution and Bylaws
Emeriti Center Adm 815
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Revised 5/16/14

Article I – Name

The name of this organization shall be The Emeriti Association of California State University, Los Angeles , referred to herein as “The Association.” It shall be a nonprofit organization.

Article II – Purpose

The purposes of The Association are:

1. To secure, enhance, and maintain the status, rights, and privileges of the emeriti faculty members of California State University , Los Angeles .

2. To encourage members to carry on scholarly endeavors contributing to the educational community of the University.

3. To serve the educational community at the University, college, school, and department levels.

4. To contribute to the University's mission by such means as may be determined by The Association.

5. To provide for the general welfare of the members of The Emeriti Association of California State University, Los Angeles .

Article III – Membership Privileges

Section 1. Membership shall be defined in the Bylaws.

Section 2. All members in good standing shall be entitled to participate in the activities of The Association, including holding office and voting on all matters presented to the membership.

Article IV – Officers

The duties of the officers shall be defined in the Bylaws.

Section 1. The officers of The Association shall be President, Vice President for Administration (President-Elect), Vice President for Programs, Immediate Past President, Membership Secretary, Secretary, Treasurer, and Academic Senate Representative. Replacements for those officers whose terms are due to expire shall be elected at the annual meeting and take office on the following July 1.

Section 2. The President, Vice President for Administration, Immediate Past President, and Academic Senate Representative shall serve one-year terms. The Vice President for Programs and the Membership Secretary shall serve two-year terms, taking office in alternate years. The Secretary and the Treasurer shall serve two-year terms, taking office in alternate years.

Article V – Executive Committee

Section 1. The Executive Committee of The Association shall consist of the officers designated in Article IV, Section 1, plus chairs of standing committees, appointed officers, and six members-at-large nominated by the President and approved by majority vote of the Executive Committee members present and voting. Members-at-large shall serve three-year terms, taking office in alternate years. Special tasks may be assigned on an ad hoc basis to appropriate members of the Association.

Section 2. Vacancies occurring among the officers or on the Executive Committee shall be filled by a majority vote of the Executive Committee present and voting. Persons selected to fill such vacancies shall serve out the remaining terms of the respective positions.

Section 3. Inactive* members of the Executive Committee shall be asked if their absence from Committee meetings is temporary. If they declare that they do not intend to resume regular participation, they may, at the recommendation of a majority of the Executive Committee (present and voting), be awarded Honorary Membership and continue to be listed on the Committee roster. All inactive Committee members who intend to remain inactive may be replaced by newly elected active members.

* Inactive is defined as continuous absence from Executive Committee meetings for more than one full quarter.

Section 4. Based on distinguished service to the Association and the Executive Committee, Life Executive Committee Membership may be awarded following a recommendation from a nominating committee appointed by the President and approved by a two-thirds vote of the Executive Committee present and voting at a regular meeting.

Section 5. Meetings of the Executive Committee shall be held at least monthly, unless cancelled at a previous meeting by majority vote of the Executive Committee members present and voting. A quorum shall consist of at least three members of the Executive Committee, one of whom must be an officer.

Article VI – General Membership Meetings

Section 1. One meeting each year, normally in the spring, shall be designated as the Annual Meeting, which shall be called to present reports of the officers and the committees and to conduct elections. At least two weeks' written notice shall be given of the time and place of this meeting.

Section 2. Additional general membership meetings of The Association may be called by the Executive Committee, or shall be called upon petition of at least ten percent of the membership.

Article VII – Nomination Procedures

The President shall appoint a Nominations Committee that shall present a slate of candidates for open offices at the annual meeting; additional nominations may be made from the floor at the annual meeting.

Article VIII - Amendments

Section 1. Proposed amendments to this Constitution may be presented to the membership either upon majority vote of the Executive Committee or by petition signed by not less than ten percent of the membership, and presented to the Secretary.

Section 2. All proposed amendments shall be sent to each member by the Secretary not less than two weeks before the annual meeting.

Section 3. Ratification of proposed amendments shall take place at the annual meeting, and shall require a majority vote of members in attendance, provided that at least twenty members of The Association are present. If fewer than twenty members are in attendance at the annual meeting, the amendments(s) shall be submitted to the entire membership with a mail ballot. A majority vote of those responding shall constitute adoption, if in favor, or rejection, if opposed.

Revision of Constitution, Articles V and VII, approved May 12, 2000.

Article V, Section 3, approved May 14, 2004.

Revised: 5/16/14

Article I – Membership

The classes of membership are as follows:

Section 1. Regular membership: open to all faculty members who are granted Emeritus status by California State University, Los Angeles. In an unusual circumstance, a retired faculty member who does not have Emeritus status may be invited to join by the Executive Committee.

Section 2. Associate Membership: open to (a) retired University faculty members who are not eligible for Regular Membership; (b) spouses of all members and surviving spouses of deceased members; (c) adjunct faculty who have taught courses for at least ten academic years at California State University, Los Angeles; and (d) staff who have worked at least ten years in areas closely related to Academic Affairs.

Spouses and surviving spouses shall receive Associate Membership at their request and payment of appropriate dues. All other non-emeriti must be approved for Associate Membership by at least two-thirds of those voting in an Executive Committee meeting following nomination by at least two members of the Executive Committee.

Section 3. Life Membership: open to all members upon payment of an established amount. Surviving spouses of deceased life members shall be granted complimentary non-voting Life Membership. Members in good standing shall be granted Life Membership on attaining the age of ninety.

Section 4. Honorary Membership: awarded to any individual deemed deserving of the honor for service to education by majority vote of the Executive Committee members present.

Section 5. Membership in any category is contingent upon payment of dues set for that category.

Article II – Dues and Assessments

Section 1. Dues for all categories of membership in The Association and any assessments shall be recommended by the Executive Committee and approved by the membership at the annual meeting. Unless there are subsequent changes, such approval shall continue.

Section 2. The fiscal year for The Association shall run from each July 1 through the following June 30.

Article III – Duties of Officers

Section 1. The President shall preside at all meetings of The Association and of the Executive Committee, exercise general supervision of Association affairs, and serve as an ex officio member of all committees. The President shall biennially appoint an ad hoc audit committee to examine the finances of The Association and report the results to the Executive Committee.

Section 2. The Vice President for Administration shall be the President-Elect and shall assist the President as directed and assume the duties of President in event of absence, disability, or vacancy of the office.

Section 3. The Vice President for Programs shall be responsible for arranging programs, activities, and hospitality.

Section 4. The Membership Secretary shall be responsible for recruitment of new members and the maintenance of membership records.

Section 5. The Secretary shall maintain all current Association records other than financial, provide minutes of Executive Committee meetings, and communicate with the membership as directed by the President.

Section 6. The Treasurer shall be responsible for the deposit of dues and assessments, maintenance of financial records, and custodianship of Association funds. After the close of each fiscal year, the Treasurer shall present to the Executive Committee a complete statement of the financial condition of The Association. The signature of the Treasurer shall be required on all checks drawn on Association accounts.

Article IV – Committees

Section 1. All committees are appointed by the President in consultation with the Executive Committee. Chairs of all committees shall meet with the Executive Committee upon request to plan and evaluate activities.

Section 2. The Standing Committees are: (1) Emeriti Fellowship Awards; (2) Emeritimes Editorial Board; (3) Fiscal Affairs; (4) Nominations (chaired by the President); and (5) Programs and Publicity (chaired by the Vice-President for Programs).

Section 3. Ad hoc committees and Association liaison representatives areappointed by the President as the need arises. Three California State University Emeritus and Retired Faculty Association (CSU-ERFA) Representatives from the Association shall be nominated by the President and approved by the Executive Committee to serve three-year terms starting serially in three consecutive years. Representatives may be reappointed at the pleasure of the President and the Executive Committee. If a representative cannot complete the three-year term, the remainder of it shall be filled by a replacement selected in the same manner.

Section 4. Each committee shall file an annual written report with the Secretary.

Article V - Membership and Guidelines for the Editorial Board of The Emeritimes

Charge: The Editorial Board is responsible for The Emeritimes, the Association's newsletter, and its content. The Board, through its Chair, reports periodically to the Executive Committee about the contents and the publication and distribution schedule of The Emeritimes.  The Board makes recommendations to the Executive Committee on any policy issues.
Membership: The members of the Editorial Board shall be appointed by the President of the Association with the advice and consent of the Executive Committee.  The members shall include the Editor ex-officio, the Chair, and the Circulation Coordinator, who shall serve as Vice Chair.  There will also be at least three members at large.
Duties: The Chair, in consultation with the Editor, may write and help identify others to write material for inclusion in The Emeritimes.  The Chair also assists the Editor in implementing copy deadlines.  
The Editor, in consultation with the Chair, works to identify the content for each issue. The Editor also consults with the Association President and others when appropriate and relevant to content.  
The Editor edits all copy, including writing and rewriting, and is responsible for matters of style, typography, and arrangement of content. The Editor works with the Graphics Designer, the University's manager of print services, and, as needed, the University's Pubic Affairs office.
The Circulation Coordinator works with the Editor and the Chair to prepare and assemble the materials and arrange for services needed to distribute each issue.

Article VI – Tax Exempt Status

Section 1. The Association is a nonprofit organization. In event of dissolution, its net assets other than trust funds shall be distributed to one or more nonprofit corporations organized and operated for the benefit of the California State University , Los Angeles . The selection of such corporations(s) shall be made by the Executive Committee of The Association from among those approved by the President of the University and the Board of Trustees of The California State University. All such corporations must be qualified for federal income tax exemption under Sections 501(a) and 501(c) of the United States Internal Revenue Code of 1954, and be organized and operated exclusively for charitable, scientific, literary or educational purposes or for a combination of such purposes.

Section 2. Alternatively, in event of dissolution, the Executive Committee of The Association may elect to distribute its net assets other than trust funds to the California State University , Los Angeles .

Section 3. In event of dissolution, if The Association holds any assets in trust, those assets shall be disposed of in such manner as may be directed by decree of the Superior Court of Los Angeles County , upon petition therefore by the Attorney General or by any person concerned in the liquidation.

Section 4. In no event shall any assets of The Association accrue to the benefit of, or be distributed to, any of its members or officers.

Article VII – Parliamentary Procedures

Section 1. Robert's Rules of Order, Revised, shall be the authority for the conduct of all meetings of The Association.

Section 2. A quorum shall consist of the members present at regularly-called meetings, except as specified in the Constitution, Article VIII, Section 3.

Article VIII. – Amendments to the Bylaws

These Bylaws may be amended by majority vote of the Executive Committee. All such changes shall be reported to the membership in the normal cycle of communication published in the newsletter.

Revisions of Bylaws, Article I approved 10/8/98; 11/12/98; Section3 5/12/01

Revisions of Bylaws, Articles III & IV approved 12/9/99; Article IV, Section 2 1/13/00

Article III, Section 4 11/14/02; Article IV, Section 3 1/8/04

Revisions of Bylaws, Article V approved 7/14/16, Subsequent Articles were renumbered

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