Article I: Name
The name of this organization is the Austin Peay State University Retirees Association.
Article II: Purpose
The purpose of this Association is to promote the welfare of retired faculty and staff through various programs and activities, to support continued investment with the University, and to participate in activities that benefit our community in general.
Article III: Membership
Section I: Regular Members: Any faculty member or staff member who has retired from Austin Peay State University shall be eligible for regular membership in the Association upon the payment of dues. Regular members have voting privileges and are eligible to hold office.
Section II: Associate Members: Associate membership in the Association shall be open to the spouses or domestic partners of regular members, surviving spouses or domestic partners of deceased regular members and to retired persons who are or have been active in APSU affairs and whose continued efforts demonstrate a desire to further the purposes of the Association.
Section III: Termination of membership: A member may terminate membership by written notice to the treasurer of the Association or by non-payment of annual dues.
Article IV: Administration
Section I: Governing Body: The governing body of the Association shall be a Board of Directors consisting of elected members - the Association President, Vice President, Secretary, Treasurer, three (3) Directors-at-Large, and a Publicity Director; and two Ex-Officio Directors - the immediate past Association President and a University representative appointed by the President of Austin Peay State University. The Board of Directors shall determine the use of all Association funds.
Section II: Terms of Office: a) The Association President and Vice President shall serve terms of one year and no more than three (3) consecutive terms in the same position. b) The Secretary, Treasurer, and Directors-at-Large shall serve terms of 3 years and no more than three (3) consecutive terms without an intervening year out of that office.
(c) Directors serve terms of office as follows:
Director A, 2-year term
Director B, 2-year term
Director C, 3-year term
Director D, 3-year term
Director E, 4-year term. Parliamentarian.
Director F, Appointed/reappointed by the Board. Publicity Director.
Director G, 3-year term. Ex-officio immediate past president. Eligible for re-election with no intervening year.
Director H, Indefinite term. University Representative, serves at the pleasure of the President of the University
(d) The Board of Directors may upon a majority affirmative vote vacate a directorship if the holder of that position acts to impede the pursuit of Association objectives.
(e) The Board of Directors may upon a majority vote remove a member of the Board if absent for three (3) consecutive meetings without presenting too the Board a bona fide reason for such absence, or if a Director attends fewer than 50% of Board meetings within a single year without a bona fide reason.
Section III: Vacancies: a) If the office of the Association President becomes vacant, the Vice-President shall complete the unexpired term. b) Vacancies in other positions on the Board shall be by nomination and appointment based on a majority vote of the Board of Directors. Appointees shall serve to the end of the normal term and may then stand for election as if a first time candidate.
Article V: Duties of Board Members
Section I: President: The Association president shall preside at all meetings of the Association and at all Board of Directors meetings; shall appoint, with the advice of the Board of Directors, committees as needed; shall serve as an ex-officio member of all committees except the Nominating Committee; shall represent the Association in all matters authorized by the Board of Directors.
Section II: Vice-President: The Vice-President shall, in the absence of the Association President or at said President's request, preside over meetings and otherwise act for the President. In case of resignation or death of the Association President, the Vice-President automatically becomes President for the unexpired term.
Section III: Secretary: The Secretary shall record the minutes of all meetings of the Board of Directors and the Association and shall be responsible for preparing and distributing meetings notices to the membership. In addition, the Secretary shall serve as the chair of the Membership committee. Copies of all official documents of the association and membership lists shall be organized by the Secretary and submitted for permanent recording on the APSURA website.
Section IV: Treasurer: The Treasurer shall keep and maintain the financial records of the Association; collect and deposit dues, and pay all bills. The Treasurer shall present an annual financial statement and such other financial statements as may be requested to the Board of Directors and to members of the Association at regular meetings.
Section V: Publicity Director: The Publicity Director shall work with the other Directors to inform members and the larger community of the activities of APSURA. The Director shall strive to present a balanced image of the various recreational and service pursuits of the organization, with special attention to the accomplishments of individual members.
Section VI: Directors-at-Large: The Directors-at-Large shall have particular responsibility for promoting the stated purpose of the Association and to foster participation in its activities.
Article VI: Committees
Section I: Nominating Committee: A Nominating Committee shall be appointed by the Board of Directors in time to include names of nominees in the notice for the General Meeting of the Association. Its membership shall include a member of the Board of Directors (not ending a term of office) designated as chairperson and two (2) regular members.
Section II: Membership Committee: A Membership Committee shall be appointed annually to assist the Secretary in encouraging membership, processing requests for membership, and maintaining a current record of the Association’s membership. The committee shall consist of the Secretary, as Chair, and, at least, one (1) other member appointed from the General Membership of the association.
Section III: Other committees: Additional Committees may be appointed, as needed, by the Association President with the advice of the Board of Directors.
Article VII: Dues
Section I: Annual Dues: The annual dues for all members shall be set by the Board of Directors. Dues shall be due and payable July 1 of the fiscal year.
Article VIII: Meetings
Section I: Meeting Authority: The Association President and/or the Board of Directors shall call meetings of the general membership. The annual meeting and other Association membership meetings are to be held at a time and place decided by the Board of Directors. A quorum shall consist of the membership present to conduct Association business. All actions by the board, its committees, and the association as a whole shall require a simple majority vote of members present. Meetings are to be conducted in accordance with Robert's Rules of Order.
Section II: Board of Directors Meetings: The Board of Directors shall meet at least two times per year upon call of the Association President. A quorum of the Board shall consist of five (5) members.
Section III: Special Meetings: Special Association meetings shall be called by the Association President, by a majority of the Board of Directors, or on written petition of ten (10) percent of the membership. A written notice of a special meeting stating the purpose shall be distributed by the Secretary to the membership not less than two weeks before the meeting.
Article IX: Elections
Section I: Eligibility for Nomination: Any Regular Member shall be eligible for nomination to any office in the Association or to the Board of Directors.
Section II: Nominations: The Nominating Committee shall prepare a list of candidates and shall send same to the Regular Members no later than fifteen (15) days prior to the annual meetings, which is the time of the election. Additional nominations may be made by mail directed to the Nominating Committee, to be received by that committee no later than seven (7) days prior to the election. The Nominating Committee shall be responsible for preparing all ballots, which are, in turn, distributed by the Secretary.
Section III: Elections: Election of officers and the Board of Directors shall take place at the annual Association meeting. There shall be no absentee ballots. The Nominating Committee shall serve as the elections committee, shall determine the results of the election, and shall report same to the membership.
Section IV: Voting: The officers and Board of Directors shall be elected by secret ballot if there is more than one nominee for a specific office; otherwise a voice vote shall be in order.
Section V: Installation: Newly elected officers and Board of Directors shall assume their duties on the first day of the fiscal year following their elections.
Article X: Non-Discrimination Policy
The Austin Peay State University Retirees Association does not discriminate on the basis of age, race, color, national origin, sexual orientation, medical condition or disability in any of its policies, practices or procedures. This policy statement covers membership and participation in the Association.
Article XI: Amendment of By-Laws
The Original Bylaws were signed and enacted by the below listed on May 1, 2009
Albert Bekus, Association President
Tim Hall, APSU President
Mitch Robinson, APSU VPFA
Roy Gregory, Executive Director APSU Foundation
The Original Bylaws were amended, as shown above, at the annual general membership meeting held on June 5, 2012.