Current BOAA Constitution

The object of this Association shall be: To aid in upholding the general welfare, campus prestige, and the scholastic, personal and educational interest of the Beta Omega Chapter of Theta Xi Fraternity, located at Virginia Polytechnic Institute and State University; to own, buy, sell or dispose of any real property on behalf of the Beta Omega Chapter of Theta Xi Fraternity; and to provide an organization whereby alumni members of the Chapter may continue to enrich their association with each other and with the undergraduate members of the Chapter.

The home office of the Association shall be located at the chapter residence of the Beta Omega Chapter of Theta Xi Fraternity.

The fiscal year of the Association shall be determined by the Board of Directors, and may not be changed without the approval of the Membership.

Every formally initiated or affiliated member of the Beta Omega Chapter of Theta Xi Fraternity (or of its predecessor, Tau Beta Upsilon -- Alpha Chapter) and every formally initiated member of Theta Xi Fraternity who has been appointed to serve as Chapter Advisor to Beta Omega Chapter of Theta Xi Fraternity shall automatically become a member of the Association and his membership shall continue until his death, unless he is formally expelled or suspended from Theta Xi Fraternity. Honorary membership in the Association may be conferred upon deserving individuals by vote of the Board of Directors.

There shall be called at least one meeting (the "Annual Meeting") of all the members of this Association each year at a time and place set by vote of the Board of Directors of the Association. Notice of the time and place of this meeting shall be furnished to all members by mail, the notice being mailed at least thirty days before the date set for the meeting. Other meetings ("Special Meetings") of the members may be called at any time, at any place within 300 miles of Blacksburg, Virginia, by any member of the Board of Directors upon receiving a majority vote of the Board of Directors, provided members are given fifteen days notice of the time and place of the meeting.

Ten voting members will be sufficient to transact business. Voting status can be secured in the following manners:

1.Payment of annual membership dues by the first day of the Association's fiscal year will secure voting status for that fiscal year;

2.Payment of annual membership dues after the first day of the Association's fiscal year will secure voting status beginning 15 days after such payment and continuing until the end of the fiscal year in which the payment was made.

Undergraduate and honorary members (except those on the Board of Directors) shall have no voting power.

Between Annual and Special Meetings of the members of the Association, legislation, except Constitutional Amendments, may be conducted by mail, when so voted by two-thirds of the members of the board of Directors. In such cases, the proposed legislation must be fully described on the ballot that is mailed to all voting members at their last known address. In the case of mail legislation, the vote of the majority of valid ballots cast to the Association Secretary within fifteen days after the mailing shall decide the outcome of the balloting.

Official notices and other communications with members may be delivered or received by postal mail or electronic mail. This applies to any reference in this Constitution to "mail". Each member is responsible for notifying the Association Secretary or the Communications Committee of any changes of his postal and/or electronic mail address, and of specifying if electronic mail is an acceptable alternative to postal mail for such communications. Responses to ballots and other mailings may be accepted in postal or electronic form, as determined by the Secretary.

All activities of the Association shall be guided by, and its ordinary powers vested in, a Board of Directors, which shall consist of nine voting members of the Association.

The Board of Directors shall consist of the following members of the Association: Seven elected Alumni directors designated as follows - President; Vice-President, Chapter Support; Vice-President, Property Management; Vice-President, Events; Vice-President, Membership Development; Treasurer; and Secretary, one active undergraduate member of the Chapter, and the Chapter Advisor. The President shall be considered the Chairman of the Board of Directors.

Each elected Director shall hold office until his successor is elected. An elected Director may succeed himself on the Board of Directors.

The Chapter Advisor shall be a permanent member of the Board of Directors. If no Chapter Advisor has been officially appointed by the President of Theta Xi Fraternity, the Chapter Advisor's position on the Board of Directors shall be filled by the undergraduate Chapter's President or the undergraduate Chapter's Treasurer, in the event that the former is already a member of the Board of Directors.

Alumni members of the Board of Directors shall be elected every two years by mail ballot submitted to all voting members of the Association, not more that forty-five nor less than thirty days before the date of the annual meeting. Each voting member of the Association shall be entitled to cast one vote for each Director to be elected, and the candidates who receive the majority of valid votes on the ballots cast to the Association Secretary within fifteen days after the mailing shall be declared elected and take office at the close of the Annual Meeting. In the event of a tie vote, another ballot shall be sent for those positions for which the vote is tied, and this process shall repeat until one candidate has received a majority of valid votes cast. The active undergraduate member of the Board of Directors shall be elected by a majority vote of the active undergraduate members at a regularly scheduled meeting of the Chapter.

Alumni candidates for election to the Board of Directors shall be selected by a nominating ballot. This ballot shall be submitted by mail to all voting members of the Association every two years, not less than sixty days before the date of the Annual Meeting. This ballot shall consist of one space for each of the four Alumni Directors and shall ask if the member will accept nomination for a position on the Board of Directors. No member may hold more that one office at one time. Only voting members of the Association shall be considered qualified candidates. The two qualified candidates for each office who receive the highest number of votes on the nomination ballots cast to the Association Secretary within fifteen days after the mailing shall be declared the nominees.

Unless otherwise provided for, vacancies on the Board of Directors between elections shall be filled for the unexpired terms by appointment of the majority of the Board of Directors.

The Board of Directors shall meet at least two times during each school year and as many additional times as is deemed necessary by a majority of the Board of Directors or by the President of the Association. The time and place of the meetings shall be decided by the majority of the Board of Directors, provided the place is convenient to most Directors. Announcements of the meetings must be mailed to all Directors by the Secretary at least fifteen days in advance, unless meetings are called with a unanimous waiver of notice.

The necessary quorum for transaction of business at any meeting of the Board of Directors shall be a majority of currently serving Directors, including at least half of the currently serving elected Directors.

Business of the Association will be completely transacted by the Board of Directors who shall have the power to act on behalf of the Association in all matters.

The Board of Directors shall, before the 30th day of each fiscal year, adopt a budget for the fiscal year and distribute it to members. Distribution may be by mail or electronic publication in any manner that makes the budget reasonably available to the membership. The Board of Directors shall consider, and may amend, a proposed budget which shall be developed by the Treasurer in consultation with the Finance Committee, and which shall be presented to the Board with a written recommendation from the Finance Committee.

The offices of the Association shall be filled by the Alumni members of the Board of Directors as follows: President as President, Vice-President, Chapter Support as Vice-President, Secretary as Secretary, Treasurer as Treasurer, and any additional officers deemed necessary by the Board of Directors.

Officers shall serve concurrent with their respective terms on the Board of Directors. An Officer may succeed himself as an Officer of the Association.

The duties and powers of the officers shall be as follows, in addition to those prescribed by the parliamentary authority adopted by the Association:

The President shall be the executive officer of the Association and shall preside at all meetings of the members and of the Board of Directors. It shall be his duty to advise the other officers of their duties and to keep informed of their performance, to appoint and supervise the functions of all committees, and in general to direct all functions of the Association. Each year he shall address the undergraduate members and associate member class on the organization and the functions of the Association.

The Vice-President shall assist the President and assume the powers and duties of the President in the latter's absence or inability to serve. The Vice President shall also lead the Alumni Advising Committee.

The Secretary shall keep proper written minutes of all meetings of the members and of the Board, in a permanent record book. He shall be responsible for the mailing of all notices and ballots, and shall furnish a written report of the results of all balloting. He shall preserve all records of the Association, and shall maintain an up-to-date mailing list of all members. He shall work with the Events Committee to see that all members are informed of the activities and plans of the Board, through the alumni newsletter, and shall prepare an annual report of the Association's activities for presentation at the annual meeting and distribution to the entire membership, in lieu of a similar report by the President. The secretary shall cooperate with the Information Technology Chairman to make relevant records and information available to members on the Internet.

The Treasurer shall receive and disburse all funds of the Association in accordance with the budget. The Treasurer shall not disburse funds in excess of five thousand dollars ($5,000), which are either above the amounts in the adopted budget, or for items not included in the adopted budget, without the approval of the Finance Committee or a majority of voting members of the Association. He shall keep complete records of the financial condition of the Association and render an annual audit and written report for presentation at the annual meeting and distribution to the entire membership. The Treasurer will conform to such regulations concerning methods of accounting, auditing, bonding, and safeguarding of property as the Grand Lodge of Theta Xi Fraternity may prescribe. The Association shall ensure that the Treasurer is bonded in an amount no less than the liquid assets of the Association. The Treasurer shall serve as Chairman of the Finance Committee.

The following standing committees shall be appointed. Except as otherwise provided for, a chair shall be appointed for each committee from the voting alumni members, and any willing individuals may be appointed as members of the committees:

The Finance Committee shall consist of five voting alumni members in addition to the Treasurer, who shall be its Chairman. These members shall be nominated for Committee membership by the Treasurer and may be appointed by the President with the approval of the Board of Directors. Except as otherwise provided for, Committee appointments shall expire at the end of the fifth fiscal year served during the appointment. If a Committee member resigns or is removed, a successor may be appointed as above to serve the balance of the original appointment. Committee members may be re-appointed to the committee at the end of their appointments. Committee members may be removed by a three-fourths (3/4) vote of all members of the Board of Directors or by a majority of voting members present at a properly convened Annual or Special Meeting of the Association.

The Finance Committee shall be responsible for assisting the Treasurer in development of a budget for the Association, and shall monitor the financial state of the Association. It shall provide guidance to the Treasurer and the Board of Directors on matters relating to the finances, assets, and investments of the Association, and shall be consulted on all proposals which may have significant impact on the finances of the Association. The Finance Committee shall provide a written recommendation on any budget proposed to the Board of Directors by the Treasurer.

The Finance Committee shall promptly review and either approve or disapprove any proposed expenditures in excess of five thousand dollars ($5,000) which are either above the amounts in the adopted Budget, or for items not included in the adopted Budget. Approval of the Finance Committee shall be required for all such expenditures.

The Alumni Advising Committee (AAC) will be the key liaison between the active chapter and the Association. The form, structure, and membership of the AAC shall be documented in a written charter, which shall be approved by the Board of Directors and the Chapter.

The Scholarship Committee shall be responsible for advising and assisting the active Chapter in promoting in each member an intellectual curiosity that assures the highest scholarship rating consistent with his ability. To this end, and consistent with the object of the Association, the Scholarship Committee shall create and manage awards, incentive programs, and assistance programs. The funding for these activities shall be managed in coordination with the Board of Directors in consultation with the Finance Committee. The Scholarship Committee shall review the academic progress of Chapter members and shall report to the Board of Directors and Membership on this progress.

The Events Committee shall be responsible for planning, announcement, organization, and implementation of events related to the Association. The Vice-President, Events shall be the chairman of the Events Committee. The committee shall work with the chapter in co-coordinating and publicizing chapter events which are focused on member of the Association.

The Membership Committee shall be responsible for promoting dues-paying membership in the Association. This shall include notification of deadlines and promotion of benefits of membership and membership renewal. The committee shall consist of one chairman, who shall be the Vice-President, Membership Development, and three Association members. The three members shall be appointed annually by the President, with the approval of the Board of Directors.

The Information Technology Committee shall be responsible for planning, implementing, and maintaining resources and methods to facilitate the proper management and use of the Association's membership, event and other information. This shall include establishment and maintenance of a web site for the Association, e-mail lists for the notification of members, and providing assistance to other Officers and Committees of the Association in the Information Technology aspects of their duties. The Committee shall include at least one member of the active chapter.

The communications committee shall assist the Secretary in the performance of his duties, and shall ensure that timely notices as required by this Constitution are delivered in proper form. The Communications Committee shall coordinate with other Officers and Committees as necessary to provide relevant information to members on a regular basis. This shall include the publication of newsletters no less than two times per year, which shall be mailed to all voting members and such other persons as the Board of Directors may determine. These newsletters shall also be available in electronic form concurrent with their mailing. The Secretary shall serve as chairman of the Communications Committee.

The Elections Committee shall be responsible for encouraging members to seek elected office within the Association, and shall assist members in pursuing the nomination and election processes. To this end, the Elections Committee will solicit statements of desire and qualification from members interested in serving in an elected office, which shall not exceed 500 words per member. The Elections Committee shall provide any statements received to the Communications Committee for inclusion with the nominating ballots. The Elections Committee shall make every effort to ensure that at least one interested candidate is presented for each elected office at the time of nominations.

The Property Management Committee shall be responsible for overseeing maintenance and improvements to the real property of the Association. The Property Management Committee shall be chaired by the Vice President, Property Management.

The Committee on Constitution shall have charge of all revisions of the Constitution, shall suggest such amendments and changes thereof as it sees fit and shall advise the Membership and the Board of Directors as to the Constitutionality of any matter. At the request of the Board of Directors, the Committee on Constitution shall draft proposed amendments to the Constitution to give effect to policies on which the Board seeks a declaration by the Membership, which amendments shall be submitted for vote by the Committee on Constitution, together with the Committee's recommendations; provided, however, that the Committee may propose such alternate amendments as it deems fit. All proposed legislation amending or affecting this Constitution shall be referred to the Committee on Constitution for drafting and recommendation. The Committee on Constitution may not be required to complete drafts of proposed amendments in less than thirty (30) days after receipt of a request.

The President, with the approval of the Board of Directors, may create any special committees deemed necessary, may appoint voting members to chair these committees, and may appoint any willing individuals to serve on these committees. The purpose of these committees shall be stated at the time of their creation. These committees shall report to the Board of Directors and/or the membership as requested by the President. These committees shall be dissolved when, in the opinion of the President, they have fulfilled their stated purpose, or by majority vote of the Board of Directors.

Membership dues shall be solicited from each alumni member, under the supervision of the Board of Directors, and the payment of such dues by the first day of the fiscal year will be required from each alumni member to retain his voting rights for the next fiscal year, but the payment of such dues is not required to retain membership in the Association. Membership dues paid after the first day of the fiscal year will secure voting rights beginning 15 days after such payment and continuing until the end of the fiscal year. The currently-serving Chapter Advisor and the undergraduate member of the Board of Directors shall be entitled to voting rights without regard to the payment of membership dues. Members with voting rights shall be referred to as "voting members" throughout this Constitution.

Within the guidance of the adopted budget, funds obtained from such dues solicitations will be used to finance, in cooperation with the undergraduate members, any and all projects in the interest of better alumni relations, including the chapter alumni publications, membership directories, reunion notification and promotion, annual reports and ballots, and appeals for alumni aid. Funds not used for theses projects will be available for the house maintenance, improvement, or other use as determined by the Board of Directors.

Additional assessments and subscriptions may be authorized from time to time by the Board of Directors, provided such appeals are voluntary and non-contributors suffer no loss of membership status or voting rights.

Voting members may be accorded additional benefits, including supplementary newsletters, discounts on Association events, and other benefits as determined by the Board of Directors. Only voting members may serve in Association offices or chair Association committees.

From time to time, the Board of Directors may authorize the Association to offer additional services to non-members of the Association in exchange for fees or contributions, consistent with the object of the Association. These may include subscriptions to written or electronic newsletters, notification of events, discounted participation in Association events, or such other goods or services as the Board may see fit. Any such offers shall be submitted to the Finance Committee for review, and shall require approval of the Board of Directors. Such offers to non-members shall not constitute an offer of membership in the Association, nor shall they imply any of the rights or obligations of membership, except as specifically designated in such offers.

In the event that the charter of the Beta Omega Chapter of Theta Xi Fraternity is withdrawn for any reason for a period in excess of thirty-six (36) consecutive months, the assets of the Association shall be held in escrow for a period of ten years, after which, if the charter of the Chapter has not been restored, all Association assets shall be contributed to the Theta Xi Foundation, an educational and charitable Foundation headquartered in St. Louis, Missouri.

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with this Constitution and any special rules of order the Association may adopt.

Subject to the approval of the membership of the Association, the Board of Directors may enact such By-Laws as are not in conflict with this Constitution.

Article II, Section 3 and Article VI, Section 1 were amended to specify duration of valid voting status based on payment of dues.

Beginning with the spring meeting 1992, election of officers will be held every other year.

The alumni board of directors was expanded from 6 members to 9 members. The duties of the Vice President were expanded to include the Alumni Advising Committee. The annual meeting no longer needs to occur in Spring. The reference to a specific amount for annual dues was removed.

Chapter advisor made member of association automatically. Option of using e-mail for notification, voting and other communications allowed, subject to consent of individual members. Conflicting language on terms of office and timing of annual meeting removed. Correction of various typographical and form errors. Election ballots to be sent only to voting members. Executive board quorum re-worded to handle catastrophic situations (majority resigns, etc.) Elected positions and committee chairmanships limited to voting members. Membership not required for committee appointees. Standing committees added: AAC, Scholarship, Events, Membership, IT, Communications, Elections. Semi-annual newsletters required from Communications Committee. Secretary linked with IT committee. Rushing Committee and Active Alumni Activities committee deleted. President/Board authorized to create special committees. Voting members defined. Additional benefits to voting members authorized. Board authorized to accept donations/fees from non-members. Dissolution of Association assets because of chapter "inactivity" re-worded, with initial three-year hiatus clause added. Parliamentary Authority article inserted before Amendment article.

Fiscal year defined, and used as basis for voting membership period. Discontinued use of "this Association". Removed unused "Chairman" and "Vice-Chairman" elected positions. Removed appointed Director positions from Board, removed Past President position from Board. Added VPs, Property Management, Events, Membership Development. Changed VP to VP, Chapter Support. Temporary clause inserted to call for Special Election to fill newly-created elected Director positions. Budget required of Board, to be developed by Treasurer with Finance Committee. Co-signing requirement for checks eliminated, bonding of Treasurer required. Finance committee membership redefined, approval required for out-of-budget expenditures. Temporary clause inserted to allow initial appointment of first members of Finance Committee under new structure. Property Management Committee added. Committee on Constitution added.

Temporary clauses in Constitution removed as the conditions specified by each of them were met.