ARTICLE 1: NAME

SECTION 1:

The name of this voluntary trade association is the Great Lakes Association of College Stores (the Association).

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SECTION 2:

The Association's principal office shall be located at the office of the Secretary or as otherwise determined by the Board of Directors.

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ARTICLE 2: OBJECTIVES

SECTION 1:

The objectives of this Association shall be:

A.            To unite into one organization those persons actively engaged in retail sales and whose primary business is selling, manufacturing, and distributing products and services to the Great Lakes area collegiate institutions.

B.            To develop effective communication and closer relationships and encourage cooperative spirit among its members.

C.           To assist all members in their efforts to serve their respective campuses more efficiently and effectively and to openly disseminate industry ideas and information among all members.

D.           To assist all members in their efforts to more efficiently and effectively serve their respective campuses and to openly disseminate industry ideas and information among all members To assimilate and distribute information and ideas through newsletters, email, and meetings.

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SECTION 2:

This Association is not organized for pecuniary profit, and it shall not make any distributions or dividends; it shall maintain compliance with the tax-exempt requirements of IRS Code Section 501(c)(6).

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ARTICLE 3: MEMBERS

SECTION 1:

The Association shall be composed of the following classes of members:

A.            Campus Retail Members shall be individuals responsible for directly selling merchandise to students, alumni, faculty, and staff of collegiate and secondary institutions. Campus Retail Members may vote and hold office.

B.            Associate Members shall be individual representatives of businesses that manufacture or distribute merchandise or provide services to Campus Retail Members. Associate Members may vote and hold office. Associate Members may not be individual representatives of businesses whose primary model is to bypass the campus store, as may be determined at the discretion of the Board of Directors.

C.           An Honorary Life Member may be any individual who has performed outstanding service and is subject to Executive Committee approval. Honorary Life Members are not eligible to vote or be elected as Directors or officers.

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SECTION 2:

The admission to membership and dismissal from membership to the Association shall be by the following standards.

A.            Admission. Any person meeting the qualifications outlined in Article 3, Section 1, Subparagraphs A and B may apply for active membership in the Association. When approved by the Executive Committee, and upon payment of the annual dues, they may become a member.

B.            Dismissal.

1.            Non-payment of dues by October 31st each year will result in automatically being dismissed from membership in the Association.

2.            Unethical behavior. Any member of the Association who feels another member has behaved contrary to the goals of this Association may submit a complaint to the Board of Directors to have that member dismissed. The complaint must be submitted in a signed statement addressed to the Chair, and the accused member shall be given a copy of the statement and sufficient time, at most two months, to answer the complaint. The Board of Directors will take the final action to dismiss the complaint or dismiss the member, at the discretion of the Board of Directors.

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ARTICLE 4: OFFICERS AND DIRECTORS

SECTION 1:

The officers of this Association shall be:

A.            President

B.            Vice-President

C.           Secretary

D.           Treasurer

E.            Immediate Past President

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SECTION 2:

In addition to the officers, there shall be five directors, at least two of whom shall be Associate members.

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SECTION 3:

The Executive Committee shall consist of the President, Vice President, Secretary, Treasurer, Immediate Past President, and five directors.

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SECTION 4:

All officers and directors shall be members in good standing of the Association.

 

SECTION 5:

The term of office for the officers and directors shall be:

A.            Officers: One year, except for the Secretary and Treasurer, who shall be elected for two years and

 

terms staggered so that one will retire and be replaced yearly. The Secretary and Treasurer may be elected to serve two consecutive two-year terms.

B.            Directors: Two years, terms staggered so that two directors are replaced yearly. Each director may serve no more than two consecutive two-year terms.

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SECTION 6:

Every effort shall be made to have college stores of all types and sizes from all localities in the Great Lakes area represented on the Executive Committee.

 

ARTICLE 5: ELECTION OF THE EXECUTIVE COMMITTEE

SECTION 1:

All members shall elect the Vice-President and the required number of directors annually by or at the fall meeting. The Secretary and the Treasurer shall be elected biennially at the fall meeting.

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SECTION 2:

The members shall make nominations, including self-nominations, to each office and supply the names of nominees to the Vice President at least 45 days before the beginning of the fall meeting. The Secretary shall make available to each voting member of the Association an electronic ballot listing all the candidates 30 days before the fall meeting. Voting will occur electronically to be completed at least two days before the fall meeting, at which the results will be announced. The records of the electronic voting will be kept by the Secretary and shared promptly with the Executive Committee for the President to report at the fall meeting.

 

SECTION 3:

The new Officers shall be installed before the adjournment of the fall meeting and shall serve until the following fall meeting. Officers may not continue to serve in the same role beyond the initial elected term but could be elected to another office. Directors shall be installed to serve until their term expires. Directors may not continue to serve past the initial elected term but could be elected to an office.

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SECTION 4:

If there is a vacancy for any office other than the President, the Executive Committee has the power to make an appointment from among the Officers and Directors.

 

SECTION 5:

The office of any officer or director shall be declared vacant immediately when an officer or director ceases to meet the requirements for membership, as stated in Article 3.

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ARTICLE 6: DUTIES OF THE OFFICERS

President

SECTION 1:

It shall be the duty of the President to:

A.            Preside at all Association and Executive Committee meetings and enforce all rules and regulations relating to the administration and the Association.

 

B.            Appoint all standing and special committees and chairpersons.

C.           Be authorized to sign checks in the Treasurer's absence.

D.           Maintain information on the Association's website and social media platforms.

E.            Direct other officers and directors in the performance of their duties.

F.             Serve as co-support for combined regional association meetings.

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Vice-President

SECTION 2:

It shall be the duty of the Vice-President to:

A.            Attend all Association meetings and participate in conference calls.

B.            Exercise all the powers and prerogatives of the President in the President's absence at meetings of the Association or the Executive Committee.

C.           Upon the death, resignation, or removal from office of the President, to assume the office of the President until the next scheduled election.

D.           Assume other duties as the President or Executive Committee may assign.

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Secretary

SECTION 3:

It shall be the duty of the Secretary to:

A.            Attend all Association meetings and participate in conference calls as scheduled.

B.            Send communications to the Association as directed by the President.

C.           Post the annual membership and meeting registration forms on the Association Website by June 1st

D.           Keep a complete and accurate register of all members of the Association and to provide additional reports as requested by the President.

E.            Keep a complete and accurate record of all Association and Executive Committee meetings and transmit it to the President within a reasonable time after the meetings adjourn. Maintain all Association records, including meeting minutes, financial reports, and membership register. Provide an incoming secretary with a file of current records and documents within 30 days of appointment.

G.           Assume other duties as the President or Executive Committee may assign.

H.           Help maintain information on the website and social media platforms.

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Treasurer

SECTION 4:

It shall be the duty of the Treasurer to:

A.            Attend all Association meetings and participate in conference calls as scheduled.

B.            Be responsible for overseeing all Association funds and keep complete and accurate records of all funds received and expended.

C.           Deposit monies in the name of and to the credit of the Association in such depositories as designated by the Executive Committee and collect membership dues and annual meeting registration fees.

D.           Create an annual budget by January 31. Prepare and maintain a quarterly actual expense report versus budget to be submitted to the Executive Committee by the 30th of March, June, September, and December.

E.            Provide the treasurer report at the Executive Committee and annual fall meetings.

F.             Pay all expenses up to $1,000.00 from the Association's funds with at least quarterly documentation and reporting to the Executive Committee, and to acquire the additional approval of the Executive Committee for payments over that amount.

G.           Assume other duties as the President or Executive Committee may assign.

H.           Oversee the preparation and submission of annual tax forms. Maintain tax-exempt status and update the address on file with the IRS and other government agencies.

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Past-President

SECTION 5:

It shall be the duty of the Immediate Past-President to:

A.            Attend all Association meetings and participate in conference calls as scheduled.

B.            Serve as an advisor and support the President and Executive Committee Members as needed.

C.           Help maintain the integrity of the Association.

 

Directors

SECTION 6:

It shall be the duty of the directors to:

A.            Attend all Association meetings and participate in conference calls as scheduled.

B.            Together with the Association's officers, to act as part of the Executive Committee and, as such, to have general supervision over the Association's affairs and to determine its policies.

C.           Serve on committees as determined.

D.           Assume other duties as the President or Executive Committee may assign.

 

Committees

SECTION 7:

The President shall have the power to appoint any such standing, special, or ad-hoc committees that the Executive Committee may consider advisable or as the Association membership may

authorize. The following is a standing committee:

Annual Meeting Committee will consist of the President, appointed Campus Retail Members and Associate Members, and volunteers. The President will nominate two co-chairs to oversee the selection of the annual meeting location, determine the educational-related sessions, coordinate all general details, and oversee all sub-committees with the support and approval of the Executive Committee.

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ARTICLE 7: MEETINGS OF THE ASSOCIATION

SECTION 1:

All meetings under these bylaws may be held in any manner permissible by law, including electronic means. One in-person meeting shall be held annually in the fall (subject to review by the Executive Committee) to transact all business. Trade shows are not prohibited or required but may be held at the discretion of the Executive Committee. All meeting locations will be determined by the Executive Committee.

 

SECTION 2:

The Executive Committee may call additional membership meetings at any time and place best suited to conducting business. With the Executive Committee's approval, the Association shall bear reasonable expenses incurred in attending the special meetings of the officers and directors, including travel to and from.

 

SECTION 3:

Quorum. Normally, those members attending a member meeting shall constitute a quorum of members, but recognizing through adverse weather conditions or unusual circumstances outside the control of the Association, the attendance could conceivably be small, the Executive Committee may in its discretion request a second vote on any major change affecting the Association at the next meeting, and hold that motion in abeyance until the second vote has been taken. Five members of the Executive Committee in attendance will constitute a quorum of the Executive Committee at any regular or special meeting.

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SECTION 4:

Reasonable travel expenses incurred by the officers and directors in attending special meetings or to support and advance the Association's objectives shall be borne by the Association, with the approval of the Executive Committee. The approved expenses include:

• Mileage for personal travel to approved business meetings is reimbursable and is calculated at the current rate determined annually by the Internal Revenue Service for the shortest practicable route. When practical, officers and directors are encouraged to carpool.

• Reimbursement for lodging in the event an overnight stay is required for an extended planning meeting, typically once per year over two days.

Officers and directors are not reimbursed for mileage or lodging expenses for the annual fall meeting. However, circumstances may arise when an officer or director incurs expenses. The President will review the circumstances, and the Executive Committee will determine whether to reimburse them.

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ARTICLE 8: VOTING

SECTION 1:

All voting under these bylaws may be made in any manner permissible by law, including by electronic means. The eligible voting members of the Association shall be the designated individuals (one per member) in good standing, in all voting matters. Within ten days after the announced call for a vote on the proposed action, each entity will be entitled to one electronic vote to be submitted. The above assumes one vote per Campus Retail Member per school and one vote per Associate Member per business; if there are more than one individual member from any such organization, they must vote only through one of them. There shall be no voting by proxy.

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SECTION 2:

If an individual of a Campus Retail Member or Associate Member other than the previously designated member is elected to an office, then that individual shall become the only voting member for the term of office.

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SECTION 3:

Each member of the Executive Committee shall be entitled to one vote in all meetings of the Executive Committee. A majority vote at a meeting where a quorum is present will pass any resolution or motion. The President will exercise their vote in an Executive Committee meeting only in the event of a tie.

 

ARTICLE 9: DUES AND FEES

SECTION 1:

The Executive Committee shall establish the amounts of all annual dues and fees to the Association, subject to the approval of the membership.

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SECTION 2:

Annual dues are due and payable to the Great Lakes Association of College Stores on or before October 31 of each year.

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ARTICLE 10: FISCAL YEAR

SECTION 1:

The Association's fiscal year shall be from July 1 through June 30.

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ARTICLE 11: RULES

SECTION 1:

All meetings of this Association shall be governed by the rules of Parliamentary procedure as laid down in   Rules of Order (Revised).

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ARTICLE 12: AMENDMENTS

SECTION 1:

Amendments to the Association's bylaws will be proposed via email and made by the Board of Directors. The bylaws will be available to the membership via the association website.