The name of the organization is the University of Southern Maine Board of Visitors, henceforth to be referred to as the Board, and it is hereby created effective March 1, 1998.
This Board is created pursuant to Maine P&S Laws 1997, Chapter 37. The purposes of the Board of Visitors shall be those set forth in the statute: Advocate for the University of Southern Maine, raise private funds for the University, advise the President of the University on community and regional needs, and review for final recommendation to the University of Maine System Board of Trustees tuition increases, new academic programs and the five-year plan of the University.
This organization shall consist of appointed members, ex-officio voting members, and ex-officio non-voting members.
Appointed members shall total not more than 20 in number. Appointed members shall be recommended by the President of the University of Southern Maine, based on input from the Nominating Committee of the Board, and confirmed by the University of Maine System Board of Trustees. The membership shall reflect the mission of the University of Southern Maine and the region it serves, shall be drawn from the external University community, and shall demonstrate sensitivity to diversity.
The regular term of appointment for appointed members shall be three years and appointed members may serve a maximum of three terms. So that the terms of appointment shall be staggered, initial appointments shall be made so that one-third of appointed members are appointed for one year, one-third are appointed for two years; and one-third are appointed for three-years. The Board of Visitors may, upon the recommendation of the Executive Committee, extend the term of a member for a period of not more than one three year term if the Board of Visitors determines that it is in the best interests of the organization.Each term shall expire on July 1 of the appropriate year.
Ex-officio non-voting members shall consist of President of the University of Southern Maine and the Chairs of the University’s Faculty Senate, Student Senate, Professional Staff Senate, and Classified Staff Senate, or the Chair’s respective designees, Chair of the University of Southern Maine Foundation, the Chair of the University of Southern Maine Corporate Partners, the Chair of the Advocacy Council and the President of the University of Southern Maine Alumni Association Board of Directors.
The terms of ex-officio non-voting members shall automatically terminate when they relinquish their office.
Ex-officio non-voting members shall be entitled to attend Board meetings, but shall not be entitled to vote at such meetings. In addition, the Senate Chairs or their designees shall not be entitled to hold office.
The Board shall hold a minimum of four regular meetings each year. At the annual meeting, which shall be the last regular meeting scheduled in each academic year, the Board shall establish a schedule of meetings for the ensuing year.
Members of the Board may receive reimbursement for travel and other necessary expenses for attendance at Board meetings.
Appointed membersmay vote at any meeting and shall be entitled to one vote. Although attendance at meetings is preferred, members may attend meetings in person or by teleconference of other communication devices.
At the last meeting of the university’s academic year, the Board shall elect from among its members a Chair and a Vice-Chair, who shall each serve a two year term or until their successors are elected.
The Chair shall preside at all meetings of the Board. The Chair shall perform all the duties commonly incident to his/her office and such other duties as the Board shall from time to time designate.
The Vice-Chair shall, in the absence of the Chair, preside at meetings of the Board and shall fulfill the other duties of the office of the Chair when the Chair finds it impossible to fulfill them. The Vice-Chair shall perform such other duties as the Board shall from time to time designate.
VII. EXECUTIVE COMMITTEE
The Chair, Vice -Chair, immediate past chair, the President of the University and the Chairs of Each Committee shall constitute the Executive Committee. The Executive Committee shall be responsible for the management of the business of the Board between Board meetings, subject to the approval of the Board members.
Meetings of the Executive Committee may be held at any time or place whenever called by the Chair of the Board or the President of the University of Southern Maine.
The President of the University of Southern Maine shall be responsible for maintaining all records and correspondence of the Board and for administering the Board’s finances. The President shall also be responsible for ensuring that accurate minutes are kept of all meetings and actions of the Board.
There shall be created a nominating committee of at least three members who shall present to the President of the University of Southern Maine names of candidates for open positions on the Board for his or her consideration.
Committees, standing or special, shall be appointed by the Chair of the Board or the Executive Committee from time to time, as deemed necessary to carry out the work of the organization. The Chair of the board shall be an ex-officio member of all committees except the Nominating Committee
X. RESIGNATION AND REMOVALS
Any member or officer of the Board may resign at any time by giving written notice to the President of the University of Southern Maine or to the Chair of the Board. The members of the Board may remove from office any officer by two-thirds majority vote at a meeting called for such purpose, provided that at least two-weeks’ notice of such meeting has been given to all Board members in writing.
If any office of the Board becomes vacant, the Board may choose by majority vote a successor who shall hold office until the expiration of the vacancy’s term.
These by-laws may be amended, added to, altered or repealed in whole or in part at any annual or special meeting by vote of two-thirds of the members of the Board.