Board of Regents of the University System of Georgia Bylaws [1997]

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1997 Board of Regents of the University System of Georgia

Department of Human and

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External Resources

244 Washington Street, SW

Atlanta, Georgia 30334-9007

(404) 656-2250

BOARD OF REGENTS BYLAWS
Contents
I. Name, Charter. Membership and Seal ............................................ p. 5
1.1 Name 1.2 Charter and Constitutional Authority 1.3 lvlembership 1.4 Attendance 1.5 Seal 1.6 Institutions of the Uni\'ersity System
II. Office of the Board of Regents .......... p. 9 11.1 Regents' Office 11.2 Reimbursement of Regents' Expenses
and Compensation
III. Meetings of the Board ..................... p. 10 111.1 Hl!,gular .Meetings 111.2 Special lvleetin,gs 111..1 Notice 111.4 Quorum 111.5 ()rder of Business JIJ.(, Open 1\lectings and Exccuti\'c Session 111.7 Minutes 111.8 A,gcnda Ill') Appcarancl!s Before the Board
IV. Officers and Their Duties ................. p.l4 IY.l Officers 1\'.2 Elections and Term of Officers l\'.3 Rcmo\'al of Officers 1\'..! \'acancies 1\'.5 Chair 1\'.(, \'icc Chair 1\'.7 Chancellor IV.S Secretary to the Board of Regents l\'.9 Treasurer ]\'. 1() Other Officers 1\'.11 Delegation of Duties of Officers

BOARD OF REGENTS BYLAWS
Name, Charter, Membership and Seal
1.1 Name
The official name of the Board of Regents under its constitutional charter is "Board of Regents of the University System of Georgia."
1.2 Charter and Constitutional Authority
The charter of the Board of Regents consists of the original charter of the Trustees of the University of Georgia embodied in the Act of the General Assembly of the State of Georgia approved January 27, 1785 and modified by a subsequent Act of the General Assembly of Georgia in 1931 as follows:
Be it further enacted by the Authority aforesaid, that there is hereby set up and constituted a department of the State Government of Georgia, to be known as the "Board of Regents of the University System of Georgia". The name of the corporation heretofore established and existing under the name and style, "Trustees of the University of Georgia" be and the same is hereby changed to "Regents of the University System of Georgia."
The government, control and management of the University System of Georgia and each of its institutions is vested by the People of Georgia exclusively with the Board of Regents of the University System of
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Georgia. The Board of Regents possesses such other authority as is granted by Article VIII, Section IV of the Constitution of the State of Georgia and by acts of the General Assembly.
1.3 Membership
The Board of Regents shall consist of one member from each congressional district in the state and five additional members from the state at large, appointed by the Governor and confirmed by the Senate. The Governor shall not he a member of said Board. The term of each member shall he seven years. Members shall serve until their successors arc appointed and qualified. In the C\'Cnt of a \'acancy on the Board by death, resignation, removal or any other reason than the expiration of a member's term, the Governor shall fill such \'acancy; and the person so appointed shall serve until confirmed by the Senate and, upon confirmation, shall serve for the unexpired term of office.
1.4 Attendance
It shall he the duty of the members of the Board of Regents to attend the meetings of the Board so as to take part in its deliberations. The office of any member of the Board shall be vacated if such member neglects to furnish an excuse in writing to the Board for absence from two consecutive meetings of the Board. If any member fails to attend three successive meetings of the Board, without good and valid cause or
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excuse and/or without leave of absence from the Chair, or, if the Chair for any cause cannot act, from the Vice Chair of the Board, that member's office shall he declared vacant by the Board, and the Secretary of the Board shall notify the Governor of a vacancy on the Board, and the Governor shall fill the same.
The Executive Committee of the Board shall meet and confer with any member of the Board who fails to attend meetings of the Board, regular or special, and to participate in a substantial way in the activities of the Board. If the Board member continues thereafter to absent himself or herself from Board meetings and from participating substantially in Board acti\'itics, the Chair shall so advise the Gmernor, in writing, and request that appropriate action be taken.
1.5 Seal
The official Seal of the Board of Regents shall contain an inner circle and an outer circle. The inner circle shall he a facsimile of the inner circle of the Great Seal of the State of Georgia. It portrays three pillars supporting an arch, with the word "Constitution" engraved within the same, emblematic of the Constitution, supported by the three departments of government, viz., the legislative, judicial and executivethe first pillar having engraved on it "Wisdom", the second ".Justice", and the third "l\1oderation"; on the right of the last pillar a
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man standing with drawn sword, representing the aid of the military in the defense of the Constitution. Beneath the base on which the pillars are placed shall he inscribed the date "1785" signifying the founding of the first public university in Georgia. The outer circle shall have inscribed therein the words "Board of Regents of the University System of Georgia."
1.6 Institutions of the University System
The University System of Georgia shall consist of the following institutions and such other institutions as may he established hy the Regents from time to time:
Research Universities Georgia Institute of Technology, Atlanta Georgia State University, Atlanta Medical College of Georgia, Augusta University of Georgia, Athens
Regional Universities Georgia Southern University, Statesboro Valdosta State University, Valdosta
State Colleges and Universities Albany State University, Albany Armstrong Atlantic State University, Savannah Augusta State University, Augusta Clayton College & State University, Morrow Columbus State University, Columbus Fort Valley State University, Fort Valley Georgia College & State University,
Milledgeville
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Georgia Southwestern State University, Americus
Kennesaw State University, Marietta North Georgia College & State University,
Dahlonega Savannah State University, Savannah Southern Polytechnic State University,
Marietta State University of West Georgia, Carrollton
Associate Degree Colleges
Abraham Baldwin Agricultural College, Tifton Atlanta Metropolitan College, Atlanta Bainbridge College, Bainbridge Brunswick College, Brunswick Dalton College, Dalton Darton College, Albany DeKalb College, Clarkston East Georgia College, Swainsboro Floyd College, Rome Gainesville College, Gainesville Gordon College, Barnesville Macon College, Macon Middle Georgia College, Cochran South Georgia College, Douglas Waycross College, Waycross
II Office of the Board of Regents
The office of the Board of Regents of the University System of Georgia shall he in the State Office complex in Atlanta, Georgia, to the extent that space shall permit. If it is deemed necessary hy the Board, other office facilities may he maintained elsewhere
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within reasonable proximity to the State Capitol. Unless otherwise determined by the Board, regular and special meetings of the Board and its committees shall be held in the Board room in the office of the Board of Regents.
11.2 Reimbursement of Regents' Expenses and Compensation
The reimbursement of Regents' expenses incurred while conducting the otficial business of the University System of Georgia shall be made according to The Board of Regent..;;' Guidelines for Reimbursement of Regent.'>' Expenses.
Members of the Board shall not accept gifts, honoraria, or other forms of compensation from University System institutions or cooperative organizations for speaking of other activities at events sponsored by University System institutions.
Ill Meetings of the Board
111.1 Regular Meetings
The Board shall meet monthly on the second Wednesday and the preceding Tuesday in the office of the Board of Regents unless otherwise determined by the Board. The regular monthly meeting of the Board shall begin at one o'clock on Tuesday afternoon unless otherwise determined by the Board.
111.2 Special Meetings
Special meetings of the Board of
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followed in conducting the business of the Board. The following shall be the order of business at each meeting of the Board, but the rules of order may be suspended by the Board and individual categories listed below may he omitted when no business of that type is required:
a. Roll call b. Consideration of minutes of last
regular meeting and of special meetings held subsequently and their approval or amendment c. Election of officers d. Reports of standing committees e. Reports of special committees f. Report of the Chancellor g. Reports of other officers h. Unfinished business i. New business j. Petitions and communications.
111.6 Open Meetings and Executive Session
.All sessions of the Board and its committees shall he open to the public and the media except during executive session. The Board of Regents and its committees may, upon open, majority vote of those members present and constituting a quorum for business, meet in executive session to consider and act upon any matter which Georgia law permits. After an executive session of the Board or of any of its committees, the Board or committee shall announce publicly all actions taken in executive
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may either place the requested item on the agenda or reject it, notifying the individual or group of the reasons for his or her decision. The Chancellor may refer any such request to the Chair for referral to a committee of the Board.
When deemed proper, the Chair or a majority of the Board may waive these rules and hear any person on any subject.
In addition, persons other than presidents or agency heads, who desire to appear before a committee on the Board may petition the Chancellor or the Secretary of the Board.
IV. Officers and Their Duties
IV. 1 Officers
The officers of the Board of Regents shall he the Chair, the Vice Chair, the Chancellor, the Secretary to the Board, and the Treasurer.
IV.2 Election and Term of Office
The Chair and the Vice Chair shall be elected at the June monthly meeting and shall hold their offices for a minimum of one year. The Chancellor shall hold office at the pleasure of the Board. Except as provided in Section 11 of Article IV of these Bylaws, no one person shall hold more than one office.
IV.3 Removal of Officers
Officers may he removed at any time by the Board by the affirmative vote of a majority of the Board.
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IV.4 Vacancies
Vacancies shall be filled by the Board as soon as practicable.
IV.S Chair
The Chair shall be a member of the Board, shall preside at the meetings of the Board with the authority to vote, shall appoint members of all committees, and shall designate the chair of each committee. The Chair shall be an ex officio member of all committees with the authority to vote. The Chair, upon the authority of the Board and in the name of the Board of Regents of the University System of Georgia, may execute all notes, bonds, deeds, contracts, and other documents requiring the Seal. The Chair shall submit the annual report of the Board of Regents to the Governor.
IV.6 Vice Chair
The Vice Chair shall be a member of the Board and shall perform the duties and have the powers of the Chair during the absence or disability of the Chair.
IV. 7 Chancellor
The Board of Regents shall elect the Chancellor who shall hold office at the pleasure of the Board. In case of any vacancy in the position of chancellor, the Board shall name an Acting Chancellor who shall serve until the office of the Chancellor shall be filled.
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The Chancellor shall be the chief administrative officer of the University System as well as the chief executive officer of the Board of Regents and, as such, shall perform all of those duties that are prescribed by these Bylaws or in the Policy :t-.lanual of the Board.
IV.8 Secretary to the Board of Regents
The Secretary to the Board shall be elected by the Board, upon the recommendation of the Chancellor, and shall not be a member thereof. The Secretary to the Board shall perform those duties as determined by the Board or as set forth in these Bylaws or in the Policy 11anual of the Board.
IV.9 Treasurer
The Treasurer shall perform such duties and have such powers as the Board may authorize or as may be assigned to him or her by the Chancellor and as set forth in these Bylaws or in the Policy Manual of the Board.
IV. 10 Other Officers
The Board of Regents may establish or abolish from time to time such offices and positions as may be necessary to carry out the functions of the Board.
IV.11 Delegation of Duties of Officers
l'Jotwithstanding any other provision of these Bylaws, in case of the absence of any officers of the Board of Regents, or for any other reason that the Board may deem
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sufficient, the Board of Regents may delegate the powers or duties of such officers to any member of the Board, provided a majority of the Board concurs therein.
v Duties of the Board and its
Committees
V.1 In General
The Board of Regents shall be responsible for the operation of the University System of Georgia as provided by the Constitution of the State of Georgia and laws enacted pursuant thereto. The Committees of the Board shall review policy matters in the areas of jurisdiction assigned to them and advise the Board as to what, if any, changes of policy should be made. Each of the standing committees shall keep informed with respect to the manner in which the policies of the Board are being administered in its jurisdiction.
The Chair may authorize special committees with whatever membership is desired by the Chair.
Committees of the Board shall meet monthly on the Tuesday preceding the second Wednesday of each month unless determined otherwise hy the chair of the respective committee. The time and place of each committee meeting, whether regular or special, shall he determined by the chair of the committee and communicated by the Secretary to the Board. Business transacted
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at all special meetings shall be confined to objects stated in the call.
A Committee of the Board shall not consider any request for re-examination of matters that have been previously acted upon hy the Board within a period of one year unless, upon presentation of new evidence, the Chair of the Committee determines that it should he reconsidered.
V.2 Communications with the Board of Regents
The Chancellor shall he responsible for presenting official matters to the Board. Official communications to Board members shall he forwarded to the Chancellor. If the matter requires Board action, the Chancellor shall insure either the Board or one of its committees receives the item. If the matter docs not require Board action, the Chancellor normally shall inform the appropriate Rcgent(s) of its disposition.
A member of the Board of Regents shall not recommend any person for employment at any of the units of the l.'niYersity System.
Although no individual Board member has the authority to commit the Board to a particular action, a member of the Board may propose any action at any time, subject to the procedural rules listed in Article III.:'i of these Bylaws.
No provision of these Bylaws or the Policy Manual of the Board of regents should
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be interpreted as limiting in any way the right of any member of J:he Board of Regents from soliciting or receiving any information which the member believes is required in order to fulfill his or her constitutional obligations as a member of the Board.
V.3 Standing Committees
There shall be the following standing committees:
a. Executive Committee b. Strategic Planning Committee c. Committee on Real Estate and Facilities d. Committee on Education, Research,
and Extension e. Committee on Finance and Business
Operations f. Teaching Hospital Committee g. Committee on Organization and Law h. Audit Committee
Unless otherwise determined hy the Board, each standing committee shall consist of not less than three, nor more than nine members. A majority of the members of a committee shall constitute a quorum for the transaction of business. Each standing committee and each special committee shall keep minutes of its meetings and shall report the same at the next regular monthly meeting of the Board. The Chair of the Board shall he an ex officio member of all committees with the authority to vote. The Chancellor shall be an ex officio member of all committees without the authority to vote.
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The Chair shall from time to time appoint members of the Board to such special or ad hoc committees as he or she may deem necessary or advisable to fulfill the duties and responsibilities of the Board.
The Executive Committee of the Board shall consist of the Chair of the Board, the Vice Chair of the Board, the Chancellor (ex officio and non-voting), and three additional members of the Board who arc appointed by the Board Chair. The Board Chair shall serve as Chair of the Executive Committee and the Chancellor shall sene as the Committee's secretary.
V.4 Specific Duties of Standing Committees
The standing committees of the Board shall have such powers, duties and responsibilities as may be assigned to them by the Board Chair.
V.5 Appearances Before Committees
A president of an institution of the Uni\ersity System, with the approval of the: Chancellor, may appc:ar before the: appropriate committe:<: of the Board concc:rning matters affecting his or hc:r institution.
Other persons desiring to appear before a committee of the Board shall make: a request in writing to the Secretary of the Board at least seven days before the scheduled meeting of the committee at which he or she wishes to appear. This request must set forth the purpose of such appearance.
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The Secretary shall transmit the written request to the chair of the committee concerned for approval. The Secretary shall inform the person or persons of the chair's decision.
VI Heads of Institutions of the University System
The President of each institution in the University System shall he the executive head of the institution and of all its departments, and shall exercise such supervision and direction as will promote the effective and efficient operation of the institution. He or she shall he responsible to the Chancellor for the operation and management of the institution and for the execution of all directives of the Board and the Chancellor.
VII Budgets of Institutions
The Board shall make the allocation of funds to the several institutions at the June meeting or the next regular meeting following the approval of the Appropriations Act or as soon thereafter as may he practicable in each year and shall approve the budgets of the institutions and of the office of the Board of Regents at the regular May meeting in each year, or as soon thereafter as may be practicable.
The Board of Regents shall he the only medium through which all formal requests shall be made for appropriations from the General Assembly and the Governor of the State of Georgia.
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VIII Appeals
Any person in the University System aggrieved by a final decision of the president of an institution, may apply to the Board of Regents, without prejudice to his or her position, for a review of the decision. The application for review shall be submitted in writing to the Board's Senior Vice Chancellor for Human and External Resources within a period of twenty days following the decision of the president. It shall state the decision complained of and the redress desired. A hearing before the Board (or a committee of or appointed by the Board) is not a matter of right, but is within the sound discretion of the Board.
The Board may, in its discretion, refer a matter for mediation, arbitration or c\'aluation of settlement options. If an application for review is granted, the Board, a committee of the Board, a committee appointed by the Board, or a Hearing Officer appointed by the Board, shall investigate the matter thoroughly and report its findings and recommendations to the Board. The decision of the Board shall be final and binding for all purposes.
IX Amendment
These Bylaws may be amended or repealed at any regular meeting by an affirmative vote of not less than nine members of the Board; provided however, that any proposed amendment to these Bylaws shall be submitted to the Secretary
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