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Bylaws of the Board of Trustees

Revised by the Board of Trustees
Macomb Community College
June 18, 2002

CONTENTS

1.0 Bylaws - Board of Trustees
1.1 Corporate Name
1.2 Legal Authority
1.3 Bylaws
1.4 The Board of Trustees
1.5 Officers of the Board of Trustees
1.6 Duties of the Board of Trustees
1.7 Committees of the Board of Trustees
1.8 Meetings of the Board of Trustees
1.9 Order of Business and Procedures
1.10 Authority of Members
1.11 Administration of the College
1.12 Legal Counsel
1.13 Auditor
1.14 Employment of Personnel
1.15 Delegates Representing the College at Workshops, Seminars, Conferences and Similar Functions
1.16 Budgets and Accounting of Funds

1.1 CORPORATE NAME

The community college district shall be contained within the geographical limits of Macomb County, Michigan, and shall be a corporate body by the name and style of the “Community College District of the County of Macomb.” The institution governed within said district shall be known as “Macomb Community College” and may include one or more campuses with individual identification.

1.2 LEGAL AUTHORITY

The Community College District of the County of Macomb derives its authority from the Constitution of the State of Michigan, the Acts of the State Legislature, specifically Act 331, Public Acts of 1966, commonly known as the Michigan Community College Act, and legal decisions of the courts of the State of Michigan.

1.3 BYLAWS & INSTITUTIONAL POLICIES

The Board of Trustees shall operate in accordance with bylaws and institutional policies established by the Board and in compliance with the State Statutes, Act 331, Public Acts of 1966 as amended.

1.3-1 An amendment of the Bylaws may be adopted by a majority vote of the Board of Trustees at any regular meeting, provided the proposed amendment shall have been presented to the Board at a previous meeting at least fourteen (14) days prior to action to adopt the amendment.

1.3-2 Bylaws may be suspended at any special or regular meeting of the Board by the affirmative vote of two-thirds (five) of the members of the Board of Trustees, and such action shall apply to that meeting only.

1.3-3 When there shall be any question concerning procedure not addressed by the bylaws, the current edition of Robert's "Rules of Order Newly Revised" shall govern in all cases to which they are applicable and in which they are not inconsistent with the Bylaws. General legal counsel shall be the interpreter of Robert's "Rules of Order Newly Revised," subject to a final decision by the chairperson.

1.3-4 No matter of policy shall be approved unless it has been previously presented in writing and discussed at a previous regular meeting of the Board of Trustees. This rule may be waived by the consent of no less than five (5) members of the Board present and voting at the meeting at which the policy is first presented.

1.4 THE BOARD OF TRUSTEES

The governing board of Macomb Community College shall be a Board of Trustees composed of seven (7) members elected at large from and by the citizens of the district on a nonpartisan basis and shall be elected for a term of six (6) years.

1.4-1 The “Board of Trustees” shall consist of those duly elected and/or appointed trustees in compliance with State Statutes. When a vacancy shall occur, the remaining members shall constitute the Board and the vacancy shall be filled within thirty (30) days in accordance with the State Statutes.

1.5 OFFICERS OF THE BOARD OF TRUSTEES

The officers of the Board shall be a chairperson, a vice chairperson, a secretary, and a treasurer, who shall be members of the Board. Officers shall be elected for a term of two (2) years, subject to removal from said offices by resolution of the Board.

In the event of an absence of any officer at a regular or special meeting of the Board called in accordance with Section 1.8 of these Bylaws, the chairperson may appoint a member to act in that capacity for that meeting with the authority recognized for the office in question.

1.5-1 The Chairperson of the Board The chairperson shall have the recognized powers of that office and shall be charged with the ordinary duties pertaining to that office. The chairperson shall appoint all special committees designated to study the business of the Board and call special meetings of the Board when deemed necessary. In case a vacancy shall occur in the office of the chairperson, the vice chairperson shall step up within thirty (30) days after the time the vacancy should occur and assume the office of the chairperson for the unexpired term of that office.

1.5-2 The Vice Chairperson of the Board The vice chairperson shall have the recognized powers of that office and shall be charged with the ordinary duties pertaining to that office. In the absence of the chairperson from any meeting of the Board, the vice chairperson shall take the chair and assume the duties of the chairperson for that meeting. In the event the vice chairperson shall step up to assume the vacant office of the chairperson, or in case a vacancy shall occur in the office of vice chairperson, the Board shall elect a new vice chairperson within thirty (30) days.

1.5-3 The Secretary of the Board The secretary shall cause all Board records to be placed in safekeeping. The secretary, or a person designated by the secretary, shall keep the minutes of all meetings, send out proper notices of all meetings, conduct the official correspondence of the Board of Trustees and act as agent of the Board in connection with construction projects which are contracted for and by the Board. The secretary shall perform such other duties as the Board of Trustees may direct and as are required by law. In the absence of both the chairperson and vice chairperson from any meeting of the Board, the secretary shall take the chair and assume the duties of the chairperson for that meeting.

1.5-4 The Treasurer of the Board The treasurer shall cause the cash, securities, and assets of the College to be properly reported upon the books of record of the College. All funds of the district shall be disbursed on the proper signature of the treasurer of the Board or other College officials which the Board may designate. The books shall record all receipts, disbursements, and transactions by the treasurer or other College officials which the Board may designate.

In the absence of the chairperson, the vice chairperson and the secretary from any meeting of the Board, the treasurer shall take the chair and assume the duties of the chairperson for that meeting.

1.6 DUTIES OF THE BOARD OF TRUSTEES

The Board of Trustees reserves to itself the institutional policy making functions of the College. Specific duties of the Board of Trustees shall be:

1.6-1 Interpret the needs of the College and community as they relate to one another.

1.6-2 Develop institutional policies in accordance with the educational needs of the people to be served by the College.

1.6-3 Furnish financial means by which the educational programs may be carried out. 1.6-4 Select and employ the Chief Executive Officer of the district.

1.6-5 Review and pass upon recommendations of the Chief Executive Officer for the regular appointment of full-time administrators and faculty and the discharge of full-time employees other than faculty and administrators.

1.6-6 Provide means for keeping the people of the county informed of the purpose, value, conditions and needs of education provided by the College. 1.6-7 Other powers and duties as set forth in State Statutes.

1.7 COMMITTEES OF THE BOARD OF TRUSTEES

There shall be no standing committees of the Board; however, there may be appointed certain special committees to study pertinent problems. These committees shall be appointed by the chairperson for certain expressed purposes.

1.8 MEETINGS OF THE BOARD OF TRUSTEES

The regular meetings of the Board of Trustees shall be held on the third Tuesday of each month at 7:30 p.m. at a location designated by the Board. All meetings of the Board shall be open to the public and held in compliance with Act 267, Public Acts of 1976, known as the Open Meetings Act. Minutes shall be kept for all public meetings and shall be available at the official address of the Board of Trustees, as required by the Act.

1.8-1 Change of Date for Board Meetings If for some reason there are conflicts which would make it advisable to make a change in the schedule of regular meetings, the meeting dates, times and/or locations may be changed by action of a majority of the Board members.

1.8-2 Special Meetings Special meetings may be called by the chairperson or by not less than two (2) Board members. No business shall be transacted except that for which the meeting was called, and which shall be stated in the call, except business which shall have the affirmative approval of two-thirds (five) of the members of the Board. Notice of special meetings shall be sent to Board members by messenger at least twenty-four (24) hours before the hour of the meeting or by mail at least seventy-two (72) hours prior to the meeting time.

1.8-3 Public Notice of Meetings Public notice of the schedule of regular meetings, changes in the schedule of regular meetings, any rescheduled regular meetings, any regular meeting which is recessed for more than thirty-six (36) hours, and/or any special meeting shall be given and posted as required by the Open Meetings Act.

1.8-4 Executive Sessions Executive sessions may be called only for those purposes provided in the Open Meetings Act. The calling of such sessions shall be in accordance with the Act and shall require a roll call vote when specified in the Act. Separate minutes shall be taken and kept as required by the Act.

1.8-5 Reorganization Meeting

The reorganization meeting of the Board of Trustees shall be held on the first Monday in January following a general election, except when the first Monday shall fall on a legal holiday, or the day on which such holiday is observed, in which case the reorganization meeting shall be held on the next succeeding Monday.

1.9 ORDER OF BUSINESS AND PROCEDURES

The transaction of business by the Board of Trustees shall be at a regular meeting or a special meeting. A quorum as set forth in State Statute is necessary to transact business. A record shall be kept of all such business transacted.

1.9-1 The order of business at regular meetings shall be:

1.0 Call to Order
2.0 Roll Call
3.0 Approval of Agenda
4.0 Approval of Minutes
5.0 Board of Trustees Reports/Proposals
6.0 President’s Reports
7.0 Financial Reports
8.0 Personnel Reports
9.0 Audience Participation
10.0 Reports of Administration - Information Items
11.0 Reports of Administration - Action Items
12.0 Policy Actions
13.0 Adjournment

1.9-2 The agenda for all regular meetings shall be made available to Board members prior to the time of meeting, and no business shall be transacted except that which shall appear on the agenda unless there is unanimous consent of those present. Any deletions or additions to the agenda shall be made at the time of approval of the agenda and with the unanimous consent of those Board members present.

1.10 AUTHORITY OF MEMBERS

The Board of Trustees shall have those powers as enumerated in the Constitution of the State of Michigan 1963, the Community College Act of 1966, the Bylaws of the Board, and those powers implied therein.

1.10-1 The Board shall act as a collective body and individual members of the Board of Trusteesshall assume no authority to act independently without prior Board approval.

1.10-2 Subject to the Board's "Rules Governing Conflicts of Interest By and Employment of Trustees" and MCLA 15.321, et seq., an Act relating to the conduct of public servants in respect to governmental decisions and contract with public entities, no member of the Board of Trustees shall directly or indirectly receive any pecuniary reward or compensation out of the funds of the College; however, reimbursement for reasonable and necessary expenses incurred in the discharge of official duties as a Board member may be allowed pursuant to "Guidelines for Board of Trustees Expense Reimbursement."

1.10-3 Members of the Board shall have the right to take or refrain from taking a position on any issue, and to participate as individuals in community meetings and activities; however, they shall exercise reasonable care to clarify that they are acting, speaking, or writing as individuals, and not on behalf of the College or the Board.

1.11 ADMINISTRATION OF THE COLLEGE

The administrative and directive functions shall be delegated to the chief executive officer appointed by the Board of Trustees. The chief executive officer or his/her designee shall devise ways and means for executing efficiently the institutional policies adopted by the Board and shall develop,establish, and execute administrative policies and regulations for the operation of the College, and shall keep the Board informed of progress.

1.11-1 The chief executive officer shall be known as the President of Macomb Community College.

1.11-2 The chief executive officer shall attend all regular and special meetings of the Board unless excused by the chairperson of the Board.

1.11-3 Appropriate employees shall attend meetings of the Board when requested by the President of the College.

1.12 OFFICE OF GENERAL COUNSEL

A representative of the Office of General Counsel shall be present at all regular and special meetings of the Board.

1.12-1 The Office of General Counsel shall furnish written Legal Opinions to the Board and/or the President or the President's designee on all matters referred for Legal Opinion.

1.12-2 The Office of General Counsel shall act on behalf of the Board of Trustees in all court administrative hearings and other such proceedings and perform any other duties which shall be prescribed by the Board or deemed necessary by the President or the President's designee.

1.13 AUDITOR

A certified public accountant (individual or firm) shall be appointed as auditor by the Board of Trustees to conduct an audit of any and all funds for which the Board of Trustees is directly or indirectly accountable and shall perform other services requested by the Board, the President or a person designated by the President.

1.13-1 The appointment of the auditor shall be considered by the Board in October of each year. The auditor so appointed shall be required to present an annual audit in accordance with accepted practices within ninety (90) days after the end of the fiscal year.

1.13-2 When deemed necessary by a majority vote of the Board of Trustees at a regular meeting or at a special meeting when proper notice has been given, audits in addition to the annual audit may be requested.

1.14 EMPLOYMENT OF PERSONNEL

All administrative and faculty personnel employed on a regular full-time basis shall be recommended by the President and approved by the Board of Trustees with compensation commensurate with established salary schedules and/or collective bargaining agreements.

1.14-1 All other full-time, part-time and student employees may be employed at the discretion of the President or his/her designee of the College when such employment is within the approved budget established for such purpose.

1.14-2 The compensation for employees of the College shall be determined by the Board of Trustees; however, the Board, when adopting the annual budget or at other appropriate times, may authorize funds to be expended for salaries, wages or services at the discretion of the President.

1.14-3 In any case where compensation shall exceed that established by the Board of Trustees or shall depart materially from established policy, it shall be the duty of the President to make recommendations to the Board for approval prior to the time compensation is given.

1.15 DELEGATES REPRESENTING THE COLLEGE AT WORKSHOPS, SEMINARS, CONFERENCES AND SIMILAR FUNCTIONS

A Member of the Board of Trustees or a College employee may be appointed as delegate by the Board of Trustees or the President to represent the College on appropriate occasions; however, no such delegate may commit the College to any doctrine, policy or action without prior approval of thePresident and/or the Board.

1.16 BUDGETS AND ACCOUNTING OF FUNDS

The Board of Trustees shall approve capital outlay and operating budgets and shall charge the administration with the responsibility of following accepted accounting procedures as established by the Department of Education of the State of Michigan for income and disbursements.

1.16-1 A suitable record shall be made of all income, disbursements and transactions, and shall be properly approved through established administrative procedures and in compliance with budgetary guidelines.

1.16-2 Budget units of the College shall operate within separate allotments assigned through the approved budget. It shall be the duty of the President to approve or disapprove expenditures beyond line item allotments but still within budgetary limitations. Expenditures in excess of accepted budgetary limitations must be approved by the Board.

1.16-3 At the end of the fiscal year the balance of credits in the operating budget shall, unless otherwise specifically ordered by the Board of Trustees, be returned to the general fund for reapportionment.