U of M Club of Downriver
Articles of Association

Adopted May 10, 2004

We, the undersigned, residents of the Downriver area of Wayne County, Michigan have associated ourselves for the purposes hereinafter stated.

ARTICLE I – NAME

The name of this organization is the University of Michigan Club of Downriver.  For the purposes of this document the University of Michigan Club of Downriver shall be referred to as “the Club.”

ARTICLE II – PURPOSES

           

The Club is formed to promote, through cooperation with the Alumni Association of the University of Michigan:

  • The advancement of the interests of the University of Michigan.
  • Close fellowship among alumni, students and supporters of the University of Michigan.
  • The raising of funds to award Club Scholarships for University of Michigan students who are residents or former residents of the Downriver area.

ARTICLE III – MEMBERSHIP

All members of the University of Michigan Alumni Association who reside in the Downriver area shall be members of the Club.  Those who are not graduates of the University may be members of the Club if they become associate members of the Michigan Alumni Association.

ARTICLE IV – OFFICERS

The Club shall be governed by an elected Board of not-to-exceed fifteen members, to be known as the Board of Governors.  The officers of the Board of Governors shall be President, Vice President, Secretary, Treasurer, Immediate Past President & President Elect.

ARTICLE V – MEETINGS

Meetings to which the entire membership is invited shall be held at least twice each year, as determined by the Board of Governors.  One meeting shall be designated as the Annual Meeting, at which the election of the members of the Board of Governors will be held.

ARTICLE VI – BYLAWS

Such Bylaws may be adopted as deemed advisable.

ARTICLE VII – DISSOLUTION OF ASSOCIATION

If a two-thirds vote of the Board of Governors deems it advisable to cease operations of the Club and to dissolve the Articles of Association, no part of the earnings of the Club shall inure to the Board of Governors or to individual members of the Board of Governors.  Any remaining funds in the Club’s bank account(s) will automatically be sent as a contribution to the Alumni Association of the University of Michigan, as the last act of the Club Treasurer prior to dissolution.  Any Club property that has a monetary value will also be given to the Alumni Association.

ARTICLE VIII – AMENDMENTS

These Articles of Association may be amended by a majority vote of those members present at the Annual Meeting of the Club or by a unanimous vote at a meeting of the Board of Governors.  Any changes made by the Board of Governors alone shall be presented and reviewed with the membership at the Annual Meeting of the Club.

These Articles of Association were officially approved by a vote of the membership on May 15, 1995, amended on May 14, 1998, and amended again on May 10, 2004.

 Bylaws
Adopted May 10, 2004

University of Michigan Alumni Club of Downriver

 

Section One – LOCATION OF OFFICES

The Club shall lease a Post Office Box on a regular basis to receive mail.  The box number of this Post Office Box will be considered the Club’s official mailing address.  In addition the Board of Governors may decide to utilize the President’s address and/or the Secretary’s address as supplementary mailing addresses.  The Club President, Treasurer and Secretary will have keys to the Post Office Box unless the Board designates others from among its members to have keys.

Section Two – VACANCIES

All vacancies of unexpired terms of members of the Board of Governors shall be filled by nomination by the Club President and approval by a majority of the remaining members of the Board of Governors.  Any appointed Board of Governor’s member must run for office at the next Annual Meeting in order to keep his/her position on the Board.

Section Three – ANNUAL MEETING

The annual Meeting of the Club shall be held at such a time and place as the Board of Governors shall designate, with at least three weeks advance notice of the time and place of the meeting being given to all members of the Club.

Section Four – DUTIES OF BOARD MEMBERS & OFFICERS

It shall be the duty of all members of the Board of Governors to attend Board meetings, participate in leadership roles in Club activities and serve as advisors and counselors to other Club members.

It shall be the duty of the President to preside at all meetings of the Board and of the Club.  The President shall be the official contact person for the Club and will conduct all business with the Alumni Association of the University of Michigan, unless he/she delegates some of these responsibilities to other Board of Governor’s members.  The President shall appoint committee chairs as necessary.

It shall be the duty of the Vice President to preside at all Club activities when the President is absent.

It shall be the duty of the Secretary to keep records of all proceedings of all meetings of the Club, to assist the President in conducting all correspondence with the Executive Director and the designated Director of Club Activities of the Alumni Association of the University of Michigan at Ann Arbor, to assist in sending reports of all Club gatherings and other items of interest concerning the Club to the local press and to Ann Arbor for possible publication.

It shall be the duty of the Treasurer to receive all monies paid to the Club, to disburse money with the proper authorization of the President, or in his/her absence, the Vice President.  The Treasurer shall make a financial report at each meeting of the Board of Governors. 

If approved by the Board of Governors, the Secretary and Treasurer positions may be combined into a Secretary-Treasurer position, with one person assuming duties of both positions.

It shall be the duty of the Immediate Past President to be available for providing counsel and information to the President.

It shall be the duty of the President Elect to serve on the Board and to gain knowledge of the total Club operation, in preparation for future election to the Presidency.  This position may be combined with that of the Vice President, if approved by the Board of Governors.

Section Five – CHECK SIGNATURES

Checks issued on behalf of the Club shall be signed by the Treasurer and one other authorized Board member, usually the President.  At least three members of the Board of Governors shall be authorized to sign checks.  Each check will require two signatures to be deemed valid.

Section Six – FISCAL YEAR

The fiscal of the Club shall be July 1 through June 30.  The terms of office of the members of the Board of Governors as well as those of Club officers will be in keeping with the fiscal year of the Club.

Section Seven – QUORUM OF THE BOARD

One-third plus one members shall constitute a quorum sufficient to business at regular or special meetings of the Board of Governors, or any adjournment thereof.  If the President determines that an emergency exists and that Board action must be taken by polling Board members over the telephone line or by facsimile transmission, a majority of the Board must give assent to the President’s emergency proposal for it to be implemented.

Section Eight – TERMS OF OFFICE

Members of the Board of Governors shall be elected for staggered terms of three years.  If the full complement of fifteen Board members is in office, five members will have their three years terms expire annually in June.  Terms of office for the elected officers of the Club shall be for one year.  Members of the Board of Governors and officers may be re-elected.  Officers of the Club will be elected by members of the Board of Governors at the first meeting of the new fiscal year.

Section Nine – AMENDMENT OF BYLAWS

These Bylaws may be amended by a majority vote of the Board of Governors at any regularly scheduled meeting, providing that Board members have been notified at least one week prior of proposed changes.  The general membership will be notified of Bylaws changes at the following Annual Meeting.

Section Ten – CONDUCT OF MEETINGS

Robert’s Rules of Order shall govern parliamentary questions in the meeting of the Club.  Meetings of the Board of Governors shall also use Robert’s unless the majority decides otherwise.

These Bylaws of the University Club of Downriver were approved at the Annual Meeting held on May 15, 1995, arevised at the Annual Meeting held on on May 14, 1998, and revised again at the Annual Meeting held on May 10, 2004.