I.C. Board of Directors Procedures

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I.C.1. MEETINGS

1.01 Meetings of the Board of Directors are to begin at 7 pm unless Cabinet notifies the Board of Directors otherwise.
1.02 Board meetings shall be chaired according to “BSC Parliamentary Procedure” (as outlined in the Board manual) or Robert’s Rules.
1.03 Any motion in the same semester that comes up for reconsideration shall be treated as a formal reconsideration requiring a 2/3 vote to be discussed again.
1.04 Board of Directors meetings shall be held at wheelchair accessible locations.

I.C.2. VOTING

2.01 The alumni association can select and send an alternate representative to serve on the Board in the absence of the Alumni rep.
2.02 Board reps shall not be bound by house instructions to vote in a certain manner on any point.
2.03 Calling a Roll Call Vote requires either 5 Board Reps or 1 Non-Board Rep BSC Member requesting such a vote. All roll call votes will be published in the Board packet.
2.04 When one member calls out ‘track record,’ the Board AA shall announce the motion by number. Board members will record how they voted on a slip of paper and pass it to the AA, who will record and publish the results. Hand votes will still be counted and will be the official recorded vote.

I.C.3. ATTENDANCE

3.01 During the Fall and Spring Semesters, each house shall owe five hours per week per Board Representative to the Central Level Workshift pool in addition to the hours they currently owe. Board Reps attending Board and Committee meetings shall earn credit for these hours. Attendance at Board or committees shall be worth five hours. Board Reps will not get credit for attending meetings of committees other than the one to which they are assigned. Board Reps will be credited with the full number of hours during weeks when no Board meetings are scheduled. The President may also set fines for non-attendance.
3.02 During the summer, Board Reps will receive two hours credit per week. If they miss a meeting, they will be fined four hours.
3.03 Board Reps who are more than twenty minutes late to a Board or assigned committee meeting shall receive half credit for the meeting. Board Reps who do not attend at least half of any mandatory meeting shall not receive any workshift credit for that meeting.
3.05 A substitute, authorized by the house or apartment president, may attend the meeting to replace a Board Rep.

I.C.4. ELECTIONS

1. Board Elections are held for the following positions: President, VP of Internal Affairs (VPIA), VP of Operations (VPO), VP of Financial Affairs (VPFA), VP of Member Education (VPME), Vice President of External Affairs, (VPEA) Vice President of Capital Affairs (VPCA), Member Advocate, ASUC-BSC Affairs Officer (Spring only), Cabinet-at-Large (2 in Fall/Spring, 3 in Summer). Unless specified elsewhere, all other committee-at-large members shall be selected by the chair of the committee. For all positions: Fall positions are elected in the prior Spring semester, Spring positions are elected in the prior Fall semester, and Summer positions are elected in the prior Spring semester.
2. All elections must occur no earlier than the next to last board meeting of a given semester.
3. Nominations for executive positions shall be opened at least one board meeting before the elections.
4. It shall be the responsibility of the BSC President and the BSC Board Reps to advertise these positions and election information at least one month in advance of the election date via a variety of methods such as email, flyers, the Member Resource Newsletter (MRN), and announcements at house council. Any elections conducted during the summer must be advertised by the Summer Vice-President at least two weeks in advance of the election.
5. Execs must make themselves available for a “Meet the Executives Night” before the elections in the Spring.
6. Members running for a position are encouraged to educate themselves on the responsibilities of the positions they are running for by doing both of the following:
a. Attend a Board, cabinet and/or committee meeting, whatever is most relevant
b. Meet with current officer/position before election
7. Candidates for executive positions are “strongly encouraged” to submit a 1 page written statement describing their reasons for running and why they might be a suitable candidate. The deadline for publication in the election day board pack is to be determined by the President.
8. Written statements and a list of nominees shall be published and copies shall be sent in the house run at least four days before the elections. This information must go out no later than the last house run before the elections.
9. There will be one-on-one trainings by old executives (or a suitable substitute) with new executives. The outgoing executives are responsible for setting up the meeting.

I.C.5. ELECTIONS PROCESS

1. Board elections shall be conducted according to the following process: there shall be six segments: a general introduction to the job description, nominations, a period of introductory statements by each candidate, a questions period, a time for statements and debate with the candidates out of the room, and a voting segment.
2. There shall be a time limit set for each segment. This time limit shall be based upon the number of candidates who are running for the position in question. A simple 2/3 majority may only extend the time limit for any segment.
3. The general job description shall be briefly described by someone who is not running for office: this could be an incumbent, someone who has performed the job in the past, or the Chairperson.
4. Time Limits: Opening Statements are limited to 1 minute per candidate. The Questions period should be limited to 2 minutes per candidate. The Discussion and Debate Period should be limited to 2 minutes per candidate.
5. The voting segment shall be conducted as follows:
Single Positions
a) Shall be defined as an elected job title which one individual can hold (for instance President, VPIA, VPEA, etc).
b) If one candidate running is for the position, then Board may elect that candidate by acclimation.
c) If two candidates are running, then the candidates shall leave the room and a roll call vote shall be conducted.
d) If three or more candidates are running, then the candidates shall leave the room and a roll call vote shall be conducted. Instant runoff voting shall be used to determine the winner.
Multiple Positions
a) Shall be defined as an elected job title with multiple electees (for instance Cabinet-At-Large).
b) If there are an equal number of candidates as position openings, then Board may elect the candidates by acclimation, but on an individual basis.
c) If there are more candidates than the number of position openings, then the candidates shall leave the room and a roll call vote shall be conducted. Instant runoff voting shall be used to determine the winner.
6. Instant Runoff Voting
a) Voting members shall rank all candidates in preference order.
i. If a member abstains from ranking a position, it will count as a preference but will not be eliminated according to 4.11(b)(i). Instead, it will be removed in addition to the candidate receiving the least amount of votes as described by 4.11(b)(ii).
b) All of the primary preferences shall be counted.
i. If a candidate receives a majority, then they shall be determined the winner.
ii. If no candidate receives a majority, then the primary preference receiving the least amount of votes shall be eliminated from the count.
1. If there is a tie for the lowest preference, then the tied candidates shall all be eliminated.
A. In the case that all candidates are tied for the lowest preference, then the secondary preferences shall be counted and added to the primary preferences. The candidate receiving the least amount of votes shall be eliminated from the count.
2. Only eliminated preferences will change in the recount. The next highest ranking preference, that has not been eliminated, will represent the primary preference of the voting member (but may actually be the second, third, fourth, etc. preference).
3. Repeat 4.11b until a majority is reached.
c) If multiple candidates are being elected for a shared position, then 4.11.b shall determine the first winner.
i. After selecting the first winner, that candidate is removed from the count. Repeat 4.11b until the proper number of candidates has been elected.
ii. After selecting the second winner, that candidate is removed from the count. In addition, the first winner remains off the count. Continue to remove winning candidates from the count until the proper number of candidates has been elected.
d) When procedure 4.11 is used, the ranked voting of all candidates from 4.11a shall be published.

I.C.6. BOARD REP ELIGIBILITY

Pursuant to V.A.7 of the Bylaws.

I.C.7. EXECUTIVE SESSION

7.01 When there is a motion to go into executive session, the meeting shall go into executive session until the motion is voted upon.
7.02 The penalty for breaking the confidentiality of executive session shall be decided by the Board on a case-bycase basis.

I.C.8. CONSENT AGENDA

8.01 There shall be a five-minute time limit on discussion of each individual consent agenda item.
8.02 Items may be removed from the consent agenda by 4 reps from at least 2 different houses.
8.03 All items removed from the consent agenda will be placed at the beginning or end of the agenda.

I.C.9. BY-LAWS CHANGES

9.01 Any proposed By-laws change included in the minutes shall be considered to have been given the required twenty-five days notice.
9.02 A corporation fee shall be interpreted as an increase in fee that affects the workshift rate.
9.03 A membership assessment shall be interpreted as a fee that is assessed across the board and has no effect upon the workshift rate.

I.C.10. EXECUTIVE PERFORMANCE EVALUATIONS

10.01 By the second Board meeting of the semester, Board shall elect a Presidential Review Committee (PRC) with the VPIA as chair in addition to at least two board reps, to conduct surveys and a review of the President. A performance evaluation shall be submitted to the Board at the third to last Board meeting of the semester. The President can request executive session. The President may not serve on the PRC.
10.02 The Board may express concerns, comments, and praises about the performance of the executives. The

Board may also issue directives and set goals for the executives.

10.03 During the Fall and Spring, the President shall conduct two surveys and written evaluations of the Vice Presidents each semester. The President shall present the first evaluation to Board some time during the first half of the semester, and the second evaluation before the VP compensation elections. The Evaluations may be conducted in executive session at the request of the Vice President. The surveys may be distributed to all Board Reps, and to House-Level Managers, AdCom Reps, staff, and Administrative Assistants, as the President deems appropriate.
10.04 For the first evaluation, the President shall summarize the results of the survey responses, noting which are mentioned frequently.
10.05 For the second evaluation, the President shall publish the survey responses verbatim, identifying respondents according to the following categories: as Board Reps (or AdCom Reps) in that Executive’s committee, Board Reps not in that Executive’s committee, staff, AdCom Reps, and other members.
10.06 Each evaluation survey shall explicitly state the manner in which the responses will be handled (i.e., printed

verbatim or summarized, labeled or not, etc.).

10.07 During the summer, the Board AA shall conduct a review of the Summer President and the Summer Vice- President. The Board AA shall present this review before the summer compensation election at the last Summer Board meeting.

1.C.11. STUDENT EXECUTIVE COMPENSATION ELECTIONS

11.01 Compensation elections for BSC executives shall be held at the last Board meeting. Executives shall have the

opportunity to explain their job performance with written and/or verbal responses.

11.02 The compensation election shall cover the period from day one of the contract period until the last day of

the semester.

11.03 The compensation election shall be conducted by the Board Administrative Assistant. The compensation ballots shall present the following options for each executive’s compensation: yes or no to full compensation and bonuses.
11.04 The ballots shall be signed by each Board Rep or authorized substitute and presented to the Board Administrative Assistant (AA) at a designated time during the Board meeting. The AA shall count and record the ballots after the meeting in the presence of at least two board reps. The AA shall inform each executive of the election results as soon as possible. The results of compensation elections shall be published in the next Board Packet.
11.05 Each Board Rep shall have one vote in compensation elections.

1.C.12. EXECUTIVE DIRECTOR REVIEW COMMITTEE (EDRC)

12.01 That there be a minor EDRC in fall with the president and a Board of Directors member with at least one semester Board of Directors experience, elected by the Board to review the ED’s performance and progress toward goals.
12.02 The final review by the Board should be based not only on the current review, but also on the past review.
12.03 In the spring, a major EDRC—with an executive and three people with at least one year of central level or house manager experience elected by the Board—shall do a major review of the ED’s performance and report on everything including the possibility of a bonus and/or pay changes. The EDRC could include the ED of an outside organization at the option of the Board. The EDRC shall elect a chair.

I.C.13. MINUTES AND RECORDS

13.01 That Committee and Board minutes follow the format specified by the Chair.
13.02 All motions passed on the Consent Calendar shall be explicitly listed in the minutes of the meeting of the Board.
13.03 Cabinet actions that pass, fail, or refer motions must be published before the next board meeting so the Board may be aware of all decisions and have the opportunity to discuss them, if it so desires.