California Association for Institutional Research
CAIR Constitution and Bylaws

Table of Contents

Updated by Robert A. Schwabe
CSU - San Bernardino (Retired)
October 17, 2005
Both a Codified version with embedded Amendments and
the Original document with all the Amendments are given.

For more information and to make suggestions, send mail to bob.daly@ucr.edu.
DATES OF ADOPTION AND AMENDMENTS

Adopted at the Annual Meeting in Los Angeles,
California on November 6, l987

Amended at the Annual Meeting in San Francisco,
California on November 4, l988

Updated by the President and Treasurer on
December 18, 1988

Amended at the Annual Meeting in San Diego,
California on November 3, l989

Amended at the Annual Meeting in San Jose,
California on November 19, 1993

Amended at the Annual Meeting in San Diego,
California on November 4, 1994

Amended at the Annual Meeting in Sacramento,
California on November 9, 1995

Amended at the Annual Meeting in San Francisco,
California on November 21, 1997

Amended at the Annual Meeting in San Diego,
California on November 13, 1998

Amended at the Annual Meeting in Fullerton,
California on November 17, 2004

CONSTITUTION (Codified)

Article I

NAME
The name of the organization shall be the California Association for Institutional Research (CAIR).

Article II

PURPOSES
The major purposes of this Association shall be to provide: 1) for the fostering of unity and cooperation among persons having interests and activities related to institutional research and/or planning in California institutions of postsecondary education; 2) for the dissemination of information and the interchange of ideas on problems of common interest; and 3) for the continued professional development of individuals engaged in institutional research and/or planning.

This Association is organized exclusively for educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code. (Amendment 2)

Article III

MEMBERSHIP AND VOTING
Section 1. Membership shall be open to any person actively engaged in institutional research and/or planning, or who has a professional interest related to these areas.

Section 2. Membership shall include all individuals who express interest in the Association and pay the required annual dues.

Section 3. Membership in the Association and election to any office or appointment to any committee shall not be based on race, ethnic origin, sex, age, or religious conviction.

Section 4. All members shall be eligible to vote at business sessions that are announced in an official conference program and in official elections or votes handled by mail.

Section 5. Emeritus membership may be awarded to retired persons with a minimum of ten (10) years of regular paid membership that includes CAIR leadership or professional contributions to the Association. (Amendment 14)

Article IV

OFFICERS
Section 1. The officers of the Association shall consist of a President, Vice President, Secretary, Treasurer and four (Amendment 12) Segmental Representative(s) (Amendment 18).

Section 2. PRESIDENT - The President shall: a) chair the Executive Committee and preside at the business meetings of the Association; b) appoint committee members unless membership is specified in this Constitution or in the Bylaws; c) work with committees in formulating policy and expediting the implementation of such policies; d) act as a liaison with related professional organizations; e) have general responsibility for promoting membership in the Association; and f) perform any other duties necessary to assist the Association in achieving its stated purposes. The term of office for the President shall be one year.

Section 3. VICE PRESIDENT - The Vice President shall: a) chair and plan the program for the annual conference; b) assist the President in other duties as the need arises; and c) assume the duties of the President in the event that the term cannot be fulfilled. The Vice President shall succeed to the office of President at the end of the one-year term as Vice President.

Section 4. SECRETARY - The Secretary shall: a) keep the minutes of the annual business meeting and of the meetings of the Executive Committee; b) distribute (Amendment 19) notices and proceedings of the annual conference; and c) perform any other duties as assigned. The term of office shall be be two years with elections held in odd-numbered years. (Amendment 10).

Section 5. TREASURER - The Treasurer shall: a) collect membership dues and conference registration fees; b) maintain and publish an annual list of the membership of the Association; c) provide for the payment of duly authorized expenses of the Association; d) prepare informal financial statements for the Executive Committee and complete a financial report for the annual business meeting; and e) perform any other duties as assigned. The term of office shall be two years, with the option of extending the term to three years. (Amendment 17) .

Section 6. SEGMENTAL REPRESENTATIVE(S) (Amendment 18) - The four (Amendment 12) Segmental Representative(s) (Amendment 18) shall perform all duties as assigned. There shall be one Segmental Representative (Amendment 18) elected as a representative from each of the following: the California Community Colleges; the California State University; the Independent California Colleges and Universities; and the University of California. (Amendment 13) The term of office shall be one year. A Segmental Representative (Amendment 18) may be reelected, consecutively, at most once to the same office. (Amendment 5)

Section 7. VACANCIES - Unless otherwise stated in the Constitution, the Executive Committee shall have the authority to fill a vacancy by appointing an Association member to fill an unexpired term. A person appointed to finish the term of Vice President must run for election to become President. If the elected President resigns, the Vice President completes the year as President and is also the President the following year. In all other situations, the person appointed to an unexpired term shall be eligible to be elected to serve a full term.

Section 8. SUCCESSION - Elected Officials cannot succeed themselves in the same office except for the Secretary and Treasurer and (Amendment 1) as noted in Section 7.

Section 9. ELECTION OF OFFICERS - All officers shall be elected via a ballot made available (Amendment 15) to the membership not more than three and not less than one month before the annual conference. The slate shall include at least two candidates for each office and will provide for a write-in candidate. An officer will be elected by a simple majority and will assume office at the end of the annual business meeting. The entire membership shall vote for the offices of President, Vice-President, Secretary and Treasurer. Members from each segment shall elect the Segmental Representative(s) (Amendment 18) from their respective segment. (Amendment 8)

Article V EXECUTIVE COMMITTEE

Section 1. The Executive Committee shall be composed of the officers designated in Article IV and the immediate Past President. (Amendment 7)

Section 2. The Executive Committee shall: a) conduct the general affairs of the Association between its annual meetings; b) set the time and location of the next annual meeting; c) function as a budget committee; d) fill vacancies as noted in Article IV; and e) conduct the annual election.

Section 3. The Executive Committee shall enforce the following statement of compliance with the Internal Revenue Code: Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under section 501(c)(3) of the Internal Revenue code of 1954 (or the corresponding provision of any future United States Internal Revenue Law ) or (b) by the corporation contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law). (Amendment 3).

Section 4. The Executive Committee shall upon the dissolution of the Association comply with the following statement: Upon the winding up and dissolution of this corporation, after paying or adequately providing for the debts and obligations of the corporation, the remaining assets shall be distributed to a nonprofit fund, foundation, or corporation which is organized and operated exclusively for charitable, educational, religious and/or scientific purposes and which has established its tax exempt status under section 501(c)(3) of the Internal Revenue Code. (Amendment 4 )

Article VI AMENDMENTS

This Constitution may be amended at the annual business meeting.

Section 1. Proposed amendments to this Constitution: a) may be submitted to any member of the Executive Committee by a member of this Association in writing at least sixty (60) days prior to the annual meeting, or; b) may originate through actions in the Executive Committee.

Section 2. Proposed amendments shall be circulated at least thirty (30) days prior to the annual business meeting and at the annual business meeting by the Secretary.

Section 3. Proposed changes to this Constitution conforming with Section 1. and 2. of this Article shall become effective at the end of the annual business meeting at which they are approved by two-thirds of the members present.

Article VII BYLAWS

The Association shall adopt bylaws consistent with this Constitution as required for the conduct of its affairs.

Section 1. Proposed changes in the bylaws: a) may be submitted in writing to any member of the Executive Committee at least sixty (60) days prior to the annual meeting; or, b) may be proposed through action originating in the Executive Committee.

Section 2. The Secretary shall be responsible for distributing (Amendment 16) any proposed bylaws or amendment(s) initiated in accordance with Section 1. of this Article, and for submitting them to the members for consideration at the annual business meeting.

Section 3. A proposed change in the bylaws shall become effective at the end of the annual business meeting at which it was approved by a majority of the members present.

Article VIII ADOPTION

This Constitution and Bylaws will be adopted by the Association at an annual meeting by a two-thirds vote of the members present.

CONSTITUTION (Original)

Article I

NAME
The name of the organization shall be the California Association for Institutional Research (CAIR).

Article II

PURPOSES
The major purposes of this Association shall be to provide: 1) for the fostering of unity and cooperation among persons having interests and activities related to institutional research and/or planning in California institutions of postsecondary education; 2) for the dissemination of information and the interchange of ideas on problems of common interest; and 3) for the continued professional development of individuals engaged in institutional research and/or planning.

Article III

MEMBERSHIP AND VOTING
Section 1. Membership shall be open to any person actively engaged in institutional research and/or planning, or who has a professional interest related to these areas.

Section 2. Membership shall include all individuals who express interest in the Association and pay the required annual dues.

Section 3. Membership in the Association and election to any office or appointment to any committee shall not be based on race, ethnic origin, sex, age, or religious conviction.

Section 4. All members shall be eligible to vote at business sessions that are announced in an official conference program and in official elections or votes handled by mail.

Article IV

OFFICERS
Section 1. The officers of the Association shall consist of a President, Vice President, Secretary, Treasurer and five Officers-At-Large.

Section 2. PRESIDENT - The President shall: a) chair the Executive Committee and preside at the business meetings of the Association; b) appoint committee members unless membership is specified in this Constitution or in the Bylaws; c) work with committees in formulating policy and expediting the implementation of such policies; d) act as a liaison with related professional organizations; e) have general responsibility for promoting membership in the Association; and f) perform any other duties necessary to assist the Association in achieving its stated purposes. The term of office for the President shall be one year.

Section 3. VICE PRESIDENT - The Vice President shall: a) chair and plan the program for the annual conference; b) assist the President in other duties as the need arises; and c) assume the duties of the President in the event that the term cannot be fulfilled. The Vice President shall succeed to the office of President at the end of the one-year term as Vice President.

Section 4. SECRETARY - The Secretary shall: a) keep the minutes of the annual business meeting and of the meetings of the Executive Committee; b) print and distribute notices and proceedings of the annual conference; and c) perform any other duties as assigned. The term of office shall be one year.

Section 5. TREASURER - The Treasurer shall: a) collect membership dues and conference registration fees; b) maintain and publish an annual list of the membership of the Association; c) provide for the payment of duly authorized expenses of the Association; d) prepare informal financial statements for the Executive Committee and complete a financial report for the annual business meeting; and e) perform any other duties as assigned. The term of office shall be one year.

Section 6. OFFICERS-AT-LARGE - The five Officers-At-Large shall perform all duties as assigned. There shall be one Officer-At-Large elected as a representative from each of the following: the California Community Colleges; the California State University; the Independent California Colleges and Universities; the University of California; and an entity such as the California Postsecondary Education Commission. The term of office shall be one year.

Section 7. VACANCIES - Unless otherwise stated in the Constitution, the Executive Committee shall have the authority to fill a vacancy by appointing an Association member to fill an unexpired term. A person appointed to finish the term of Vice President must run for election to become President. If the elected President resigns, the Vice President completes the year as President and is also the President the following year. In all other situations, the person appointed to an unexpired term shall be eligible to be elected to serve a full term.

Section 8. SUCCESSION - Elected Officials cannot succeed themselves in the same office except as noted in Section 7.

Section 9. ELECTION OF OFFICERS - All officers shall be elected via a mail ballot sent to the membership not more than three and not less than one month before the annual conference. The slate shall include at least two candidates for each office and will provide for a write-in candidate. An officer will be elected by a simple majority and will assume office at the end of the annual business meeting.

Article V EXECUTIVE COMMITTEE

Section 1. The Executive Committee shall be composed of the officers designated in Article IV.

Section 2. The Executive Committee shall: a) conduct the general affairs of the Association between its annual meetings; b) set the time and location of the next annual meeting; c) function as a budget committee; d) fill vacancies as noted in Article IV; and e) conduct the annual election.

Article VI AMENDMENTS

This Constitution may be amended at the annual business meeting.

Section 1. Proposed amendments to this Constitution: a) may be submitted to any member of the Executive Committee by a member of this Association in writing at least sixty (60) days prior to the annual meeting, or; b) may originate through actions in the Executive Committee.

Section 2. Proposed amendments shall be circulated at least thirty (30) days prior to the annual business meeting and at the annual business meeting by the Secretary.

Section 3. Proposed changes to this Constitution conforming with Section 1. and 2. of this Article shall become effective at the end of the annual business meeting at which they are approved by two-thirds of the members present.

Article VII BYLAWS

The Association shall adopt bylaws consistent with this Constitution as required for the conduct of its affairs.

Section 1.
Proposed changes in the bylaws: a) may be submitted in writing to any member of the Executive Committee at least sixty (60) days prior to the annual meeting; or, b) may be proposed through action originating in the Executive Committee.

Section 2. The Secretary shall be responsible for printing any proposed bylaws or amendment(s) initiated in accordance with Section 1. of this Article, and for submitting them to the members for consideration at the annual business meeting.

Section 3. A proposed change in the bylaws shall become effective at the end of the annual business meeting at which it was approved by a majority of the members present.

Article VIII ADOPTION

This Constitution and Bylaws will be adopted by the Association at an annual meeting by a two-thirds vote of the members present.



AMENDMENTS TO THE CONSTITUTION

Amendment 1: That Article IV OFFICERS Section 8. SUCCESSION be amended to read, "Elected Officials cannot succeed themselves in the same office except for the Secretary and Treasurer and as noted in Section 7."

Adopted by the membership at the annual business meeting on Friday, November 4, 1988.

Amendment 2:
That Article II PURPOSES be amended to include the following as a second paragraph, "This Association is organized exclusively for educational purposes within the meaning of section 501(c)(3) of the Internal Revenue Code.

Adopted by the President and Treasurer on Friday, December 16, 1988 in lieu of the full Executive Committee.

Adopted by the membership at the annual business meeting on Friday, November 3, 1989.

Amendment 3: That Article V EXECUTIVE COMMITTEE be amended by the addition of a Section 3. The Executive Committee shall enforce the following statement of compliance with the Internal Revenue Code: Notwithstanding any other provision of these articles, the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under section 501(c)(3) of the Internal Revenue code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation contributions to which are deductible under section 170(c)(2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).

Adopted by the President and Treasurer on Friday, December 16, 1988 in lieu of the full Executive Committee.

Adopted by the membership at the annual business meeting on Friday, November 3, 1989.

Amendment 4: That Article V EXECUTIVE COMMITTEE be amended by the addition of a Section 4. The Executive Committee shall upon the dissolution of the Association comply with the following statement: Upon the winding up and dissolution of this corpo- ration, after paying or adequately providing for the debts and obligations of the corporation, the remaining assets shall be distributed to a nonprofit fund, foundation, or corporation which is organized and operated exclusively for charitable, educational, religious and/or scientific purposes and which has established its tax exempt status under section 501(c)(3) of the Internal Revenue Code.

Adopted by the President and Treasurer on Friday, December 16, 1988 in lieu of the full Executive Committee.

Adopted by the membership at the annual business meeting on Friday, November 3, 1989.

Amendment 5: That Article IV OFFICERS Section 6. OFFICERS-AT-LARGE be amended with the additional sentence: "An Officer-At-Large may be reelected, consecutively, at most once to the same office."

Adopted by the membership at the annual business meeting on Friday, November 3, 1989.

Amendment 6: That the second sentence of Article IV OFFICERS Section 9. ELECTION OF OFFICERS be amended to read, "The slate shall include a candidate or candidates for each office and will provide for a write-in candidate."

Adopted by the membership at the annual business meeting on Friday, November 3, 1989.

Amendment 7: That Article V EXECUTIVE COMMITTEE Section 1. be amended to read, "The Executive Committee shall be composed of the officers designated in Article IV and the Immediate Past President."

Adopted by the membership at the annual business meeting on Friday, November 3, 1989.

Amendment 8: That Article IV OFFICERS Section 9. ELECTION OF OFFICERS be amended to read, "The entire membership shall vote for the offices of President, Vice-President, Secretary and Treasurer. Members from each segment shall elect the Officer-At-Large from their respective segment."

Adopted by the membership at the annual business meeting on Friday, November 19, 1993.

Amendment 9: That Article IV OFFICERS Section 5. TREASURER be amended to read, "The term of office shall be two years."

Adopted by the membership at the annual business meeting on Thursday, November 9, 1995.

Amendment 10: That Article IV OFFICERS Section 4. SECRETARY be amended to read, "The term of office shall be two years with elections held in odd-numbered years."

Adopted by the membership at the annual business meeting on Friday, November 21, 1997.

Amendment 11: That Article IV OFFICERS Section 5. TREASURER be amended to read, "The term of office shall be two years with elections held in even-numbered years."

Adopted by the membership at the annual business meeting on Friday, November 21, 1997.

Amendment 12: That Article IV OFFICERS Section 1 be amended to read, "The officers of the Association shall consist of a President, Vice President, Secretary and four Officers-At-Large."

Adopted by the membership at the annual business meeting on Friday, November 13, 1998.

Amendment 13: That Article III MEMBERSHIP AND VOTING shall be amended with the addition of the following: "The four Officers-At-Large shall perform all duties as assigned. There shall be one Officer-At-Large elected as a representative from each of the following: the California Community Colleges; the California State University; the Independent California Colleges and Universities; and the University of California. The term of office shall be one year."

Adopted by the membership at the annual business meeting on Friday, November 13, 1998.

Amendment 14: That Article III MEMBERSHIP AND VOTING shall be amended with the addition of the following: "Section 5. Emeritus membership may be awarded to retired persons with a minimum of ten (10) years of regular paid membership that includes CAIR leadership or professional contributions to the Association."

Adopted by the membership at the annual business meeting on Friday, November 17, 2005.

Amendment 15: That Article IV OFFICERS Section 9 ELECTION OF OFFICERS shall be amended by replacing the phrase "mail ballot sent" by "ballot made available."

Adopted by the membership at the annual business meeting on Friday, November 17, 2005.

Amendment 16: That Article VII BY LAWS Section 2 shall be amended by replacing the word "printing" by "distributing."

Adopted by the membership at the annual business meeting on Friday, November 17, 2005.

Amendment 17: That Article IV OFFICERS Section 5 TREASURER shall be amended by replacing the sentence "The term of office shall be two years with elections held in even-numbered years. (Amendment 9 &11)" by the sentence "The term of office shall be two years, with the option of extending the term to three years."

Adopted by the membership at the annual business meeting on Friday, November 17, 2005.

Amendment 18: That Article IV OFFICERS Section 1, 6, and 9 shall be amended by replacing all references to "Officer(s)-At-Large" by "Segmental Representative(s)."

Adopted by the membership at the annual business meeting on Friday, November 17, 2005.

Amendment 19: That Article IV OFFICERS Section 5 SECRETARY shall be amended by replacing the phrase "print and distribute" by "distribute."

Adopted by the membership at the annual business meeting on Friday, November 17, 2005.

BYLAWS (Codified)

Section 1.
ANNUAL CONFERENCE

The annual conference of the Association shall be held each year at a site and date determined by the Executive Committee and announced at the annual business meeting. The annual business meeting shall be held in conjunction with the annual conference.

Section 2.
CALENDAR

The fiscal year of the Association shall begin January 1. (Amendments 1&2)

Section 3.
DUES

The membership dues should be reviewed annually by the Executive Committee. The changes in the membership dues must be approved by a majority of those attending the annual business meeting.

Section 4.
COMMITTEES

A. A Local Arrangements Committee shall be appointed by the Executive Committee. This committee shall handle arrangements for the annual conference.

B. A Program Committee, chaired by the Vice President, shall be appointed by the Executive Committee.

C. A Nominating Committee, composed of four members and chaired by the immediate past-president, shall be appointed by the Executive Committee.

D. Such other committees as deemed necessary for the welfare of the Association may be appointed by the Executive Committee.

Section 5.
QUORUM

A Quorum to conduct the business of the Association at the annual business meeting shall consist of twenty (20) members. (Amendment 3)

A Quorum at each Executive Committee meeting shall consist of six (6) voting members including the President and at least two Segmental Representatives. (Amendment 4)

Section 6.
EXECUTIVE COMMITTEE MEETINGS

The Executive Committee shall hold a minimum of two in-person meetings each calendar year. (Amendment 5)



BYLAWS (Original)

Section 1.
ANNUAL CONFERENCE

The annual conference of the Association shall be held each year at a site and date determined by the Executive Committee and announced at the annual business meeting. The annual business meeting shall be held in conjunction with the annual conference.

Section 2.
CALENDAR

The fiscal year of the Association shall begin January 1.

Section 3.
DUES

The membership dues should be reviewed annually by the Executive Committee. The changes in the membership dues must be approved by a majority of those attending the annual business meeting.

Section 4.
COMMITTEES

A. A Local Arrangements Committee shall be appointed by the Executive Committee. This committee shall handle arrangements for the annual conference.

B. A Program Committee, chaired by the Vice President, shall be appointed by the Executive Committee.

C. A Nominating Committee, composed of four members and chaired by the immediate past-president, shall be appointed by the Executive Committee.

D. Such other committees as deemed necessary for the welfare of the Association may be appointed by the Executive Committee.

Section 5.
QUORUM

A Quorum to conduct the business of the Association shall consist of twenty-five (25) percent of the members attending the annual conference.



AMENDMENTS TO THE BYLAWS

Amendment 1: That Section 2. CALENDAR be amended to read, "The fiscal year of the Association shall begin September 1."

Adopted by the membership at the annual business meeting on Friday, November 4, 1988.

Amendment 2: That Section 2. CALENDAR be amended to read, "The fiscal year of the Association shall begin January 1."

Adopted by the membership at the annual business meeting on Friday, November 4, 1994.

Amendment 3: That Section 5 QUORUM of the Bylaws shall be amended to read: "A Quorum to conduct the business of the Association at the annual business meeting shall consist of twenty (20) members."

Adopted by the membership at the annual business meeting on Friday, November 17, 2004.

Amendment 4: That Section 5 QUORUM of the Bylaws shall be amended further to add the following: "A Quorum at each Executive Committee meeting shall consist of six (6) voting members including the President and at least two Segmental Representatives."

Adopted by the membership at the annual business meeting on Friday, November 17, 2004.

Amendment 5: That the following section be added to the Bylaws: "Section 6 EXECUTIVE COMMITTEE MEETINGS The Executive Committee shall hold a minimum of two in-person meetings each calendar year."

Adopted by the membership at the annual business meeting on Friday, November 17, 2004.