Arkansas Governors School Alumni Association

ARTICLE I
NAME AND PURPOSE
Section 1. Name.
The name of this organization shall be the AGS Alumni doing business as Arkansas Governors
School Alumni Association (AGS Alumni Association or Association), with its domicile and
principal place of business in Little Rock, Arkansas.
Section 2. Purpose.
This corporation is organized exclusively for charitable and educational purposes, including the
making of distributions to organizations that qualify as exempt organizations under section
501(c)(3) of the Internal Revenue Code, or the corresponding section of any future United States
Internal Revenue Code. More specifically, and without limiting the foregoing, the corporation is
organized and operated to provide a platform for gifted education, to promote and enhance
Arkansas Governors School, to provide a place for AGS alumni to network and socialize with each
other, to keep archives of Arkansas Governors School memorabilia, and to keep alumni informed
of the current Arkansas Governors School class. The business of the Association will be
conducted under the name AGS ALUMNI Arkansas Governors School Alumni Association,
Inc., AGS Alumni Association, or such other name as the Board of Directors may designate.

ARTICLE II
MEMBERS
Section 1. Regular Members.
All individuals who complete any session of Arkansas Governors School and who pay dues as set
forth in Article IV of these Bylaws shall be voting members of the Association.
Section 2. Associate Members.
All individuals who complete any session of Arkansas Governors School but who not pay dues as
set forth in Article IV of these Bylaws shall be associate members of the Association with all rights
and privileges accorded regular members, except for the right to elect members of the Board of
Directors and the right to hold office in the Association.
Section 3. Ex officio members

The current director of Arkansas Governors School will enjoy ex officio membership status of the
Association. Also, founder of Arkansas Governors School former President Bill Clinton will enjoy
ex officio membership status to the association.
Section 4. Termination of Membership.
Any regular member may resign from regular membership at any time by notifying the Secretary of
the Association in writing or by failing to pay membership dues by March 31st with the exception of
2013 which will be 60 days after the granting of nonprofit status.
PART III
PRIVILEGES OF VOTING MEMBERS
Privileges and rights of voting members include the following:
1.
Ability to elect members of the Board of Directors
2.
Ability to serve on the executive board and the standing committees of the Association.
3.
Ability to vote on the speaker, movie, or cultural event that will be presented to the current
Arkansas Governors School class during their session.
4.
Discounts to social and educational events of the Association.
ARTICLE IV
DUES.
Section 1.
Part 1. First year out of AGS.
Voting membership privileges are granted to any alumni who is within one year of his or her
graduation from Arkansas Governors School. Dues are zero dollars ($0.00)
Part 2. Dues for members between one year and five years out of AGS.
Voting membership dues for members within five years of graduation of Arkansas Governors
School is twenty five dollars ($25.00). The 2013 calendar year will have dues of $25.00 for this
group.
Part 3.
Voting membership dues for members outside of five years of graduation of Arkansas Governors
School is fifty dollars. ($50.00).
Part 4.
During the 2013 year or the within the one calendar year after the Internal Revenue Service grants
501(c)(3) status, all members except the group listed in part 1 of this Section will have dues of
twenty five ($25.00) with a deadline of sixty (60) days after the date of nonprofit status from the
Internal Revenue Service.

Section 2 Timing
Dues will be on a yearly basis with a deadline of March 31st with the exception of the 2013 calendar
year in which the deadline will be sixty days after the date of nonprofit status from the Internal
Revenue Service.
ARTICLE IV
OPERATING CALENDAR
The alumni organization will operate on a calendar year starting with January 1st.
ARTICLE V
DUTIES OF OFFICERS
Section 1. PRESIDENT.
The President shall appoint all chairpersons of the standing committees,
subject to ratification by the Executive Board. The President shall preside at all
regular meetings of the membership, the Executive Board and the Board of
Directors.
Section 2. PRESIDENT-ELECT.
The President-Elect shall act in all matters as the President in the absence
of the President. The President-Elect at the end of her term shall succeed to the
office of President without further election.
Section 3. SECRETARY.
The Secretary shall keep minutes of the meetings of the Executive Board,
Board of Directors and the membership at large, and shall maintain a copy of
same in the Association's minute book. Additionally, the Secretary shall furnish a
summary of all minutes to members upon request and shall maintain records
detailing activities of the Association.
Section 4. PARLIAMENTARIAN.
The Parliamentarian is in charge of governing all Executive Board, Board
of Directors and regular membership meeting in accordance with Robert's Rules
of Order, Revised . The Parliamentarian shall keep a record of attendance at all
Board of Directors' meetings. The Parliamentarian shall notify any Board of
Directors member of unexcused absences as outlined in the Bylaws (Part V).
The Parliamentarian shall maintain a current copy of the Constitution and Bylaws
of the Association.
Section 5. TREASURER.
The Treasurer shall receive all Association income, make special
disbursements as approved by the Board of Directors, pay routine bills, maintain
an itemized account of all receipts and disbursements, submit an itemized written
report at each Board of Directors' meeting to be filed with the minutes, maintain a
current membership list and submit an itemized budget for approval at the

August Board of Directors' meeting. As a result of the treasurers duties, the treasurer must be
living in Arkansas during the time of tenure.
ARTICLE VI
DUTIES OF THE EXECUTIVE BOARD AND BOARD OF DIRECTORS
Section 1. EXECUTIVE BOARD.
The Executive Board shall have the power to approve non-budgeted
expenditures, nominate and present a slate of candidates for office at the April
meeting, and perform other duties as delegated by the Board of Directors or
membership at large. Executive Board action may be taken at any time by an
affirmative vote of three members. The President shall vote only in the event of a
tie.3
Section 2. BOARD OF DIRECTORS.
Part I. The Board of directors will include the members of the Executive Board as well as the
chairs of the Standing Committees and representatives of the 5 year class reps of Arkansas
Governors School.
Part 2. The Board of Directors shall conduct the general business of the
Association. Action may be taken by an affirmative vote of the majority of the
directors present at a Board meeting. The President shall vote only in the event
of a tie.
Section 3. PROXY.
The Executive Board and Board of Directors may not vote by proxy.
ARTICLE VII
NAMES AND DUTIES OF THE STANDING COMMITTEES
Section 1. STANDING COMMITTEES.
The standing committees shall be The Movie and Speaker Committee
Development, Reunion and Meetings, Membership, Communications, Scholarship,
Social.
Section 2. MOVIE AND SPEAKER COMMITTEE
Part 1. The Movie and Speaker Committee is responsible for selecting the movie and/or
speaker that will be presented to the current Arkansas Governors School class during their tenure.
It will be used as part of the educational or cultural programming for the current Arkansas
Governors School.
Part 2. The current director of Arkansas Governors School will automatically be a member
of this committee.

Section 3. DEVELOPMENT COMMITTEE.

The Development Committee shall be responsible for all aspects of fundraising for the
AGS Alumni Association.
Section 4. MEMBERSHIP COMMITTEE.
The Membership Committee will be responsible for locating alumni and recruiting them to
be voting members.
Section 5. COMMUNICATIONS COMMITTEE.
Part 1. The Communications Committee shall promote the publicity of the Association.
Part 2. The Communications Committee is responsible for regular postings on the AGS
Alumni website/blog.
Part 3. The Communications Committee is responsible for any advertising and press
releases for its meetings and reunions.
Section 6. SCHOLARSHIP COMMITTEE.
Part 1.
The Scholarship Committee shall plan and coordinate scholarships
awarded by the Association, and shall represent the Association in all respects concerning
scholarships awarded by the Association.
Section 7. SOCIAL COMMITTEE.
Part 1. The Social Committee shall plan and organize social events of the Association.
Part 2. The Social Committee is responsible for planning the annual meeting and reunion..
Part 3. The Social Committee is also responsible for planning social events in locations
around the state of Arkansas and the US where there might be a group of AGS alums.
ARTICLE VIII
REMOVAL
Section 1. REMOVAL.
A Board of Directors member may be removed from office for failure to
perform the duties of the designated office. Upon the recommendation of the
Board of Directors and a majority vote of the members present at a regularly
scheduled monthly meeting, the Board member shall be removed from office.
Section 2. REMOVAL PROCEDURE.
The Parliamentarian will notify the Board member in writing of the
impending removal action at least ten (10) days prior to the Board of Directors
meeting at which the recommendation for removal will be discussed. The
notification will include the reason for the alleged non-performance of the Board

of Directors member and the date of the hearing. If an action to recommend

removal of the Board member is approved by the Board of Directors, it must be
presented for a vote to the membership at the next regularly scheduled monthly
meeting. The Board member must be notified in writing of the proposed vote at
least five (5) days prior to the monthly meeting.
Section 3. UNEXCUSED ABSENCES.
Three unexcused absences from Board of Director meetings in a fiscal
year may be grounds for removal. Unexcused absences occur when the Board
member fails to notify the President or the Parliamentarian that the Board
member will be absent from a Board of Directors meeting. The Parliamentarian
shall notify the Board member in writing when the Board member receives two
unexcused absences in a fiscal year. This notification shall occur within ten (10)
days of the second unexcused absence. The Parliamentarian shall notify the
Board member and the President when a Board member receives three (3)
unexcused absences. Notification shall occur within ten (10) days of the third
unexcused absence. The President shall schedule the discussion of the removal
recommendation on the agenda of the next scheduled Board of Directors
meeting.
ARTICLE IX
CLASS REPRESENTATIVES
Section 1. Class Representative Structure
There will be class representatives in 5 year increments as following: 1980-1984, 1985-1989,
1990-1994 rep, 1995-1999, 2000-2004, 2005-2009, 2010-present, etc. A new rep will be assigned in
the year 2015 for the next four years.
Section 2. Purpose of Class Representatives
Class Representatives will provide the board with input from his or her classmate
constitutents and represent their interests to the Board. The Representatives will also communicate
Board activities to his constituents.
Section 3. Duties of the Class Representatives
Class Representatives are expected to attend board meetings and communicate with their
constituents.
ARTICLE X
MEETINGS ONLINE AND TELEPHONE
Part 1. Due to the distributed nature of AGS alumni and their representatives, meetings and votes
may be held through on-line means. On-line meetings that call for instant participation (chat

sessions via Skype , for example) must be announced to all participants at least two weeks in
advance. Discussions held in Bulletin Board System or Group forums (such as a Yahoo Group or
on-line Bulletin Board System) are considered a valid meeting.
ARTICLE XI
Section 1. DATE AND PLACE.
Executive Board meetings will be quarterly.
Section 2. SPECIAL MEETINGS.
Special meetings will be called by the President with at least a five day notice.
Section 3. BOARD OF DIRECTORS AND EXECUTIVE BOARD MEETINGS.
Executive board meetings will be bi monthly on the third Tuesday or a date set by the
executive board at the beginning of each year.
Section 4. INFORMAL ACTION.
ARTICLE XI
ELECTIONS
Section 1. ELECTION OF OFFICERS.
Election of officers will be during the first week of the current Governors School session.
Section 2. PRESIDENT-ELECT QUALIFICATIONS.
A candidate for the position of President-Elect of the Association shall
have previously served on the Board of Directors within three (3) years of their
nomination. A candidate must be an alumni of Arkansas Governors School and must be a regular
member. A candidate must have the ability for web conferencing in order to attend meetings or
live close enough to attend the meetings in person.
Section 3. TREASURER QUALIFICATIONS
A candidate for treasurer must live in Arkansas and live in a town with a branch of the bank that is
used by the association. The treasurer must have had previous experience with either the board or
a committee. Accounting experience preferred. A candidate must be an alumni of Arkansas
Governors School and a regular member. A candidate must have the ability for web conferencing
in order to attend meetings or live close enough to attend the meetings in person.
Section 4. SECRETARY QUALIFICATIONS
A candidate must be an alumni of Arkansas Governors School and a regular member. A candidate
must have the ability for web conferencing in order to attend meetings or live close enough to
attend the meetings in person.

Section 5. PARLIAMENTARIAN
A candidate must be an alumni of Arkansas Governors School and a regular member. A candidate
must have the ability for web conferencing in order to attend meetings or live close enough to
attend the meetings in person.
ARTICLE XII
Section 1.

Voting methods

Any votes by general members will be held via online over a two week period. There will be an
announcement of these voting periods for a period of at least thirty (30) days before the voting
election. Any election will be won by a simple majority of the persons who opted to vote for the
particular cause or office.
Section 2.

Amendments to these bylaws

Any amendments to the bylaws must be approved by the executive board and then put to a vote
before the general members before they are ratified.
Section 3.

Timing of Voting

All voting for officers will commence at the last day of the current Arkansas Governors School and
last for two weeks afterwards. The current class will elect a class representative while they are still at
Arkansas Governors School and will notify the President via the Director at the end of the term.
Section 4.

Process to elect executive board

All executive board members will be nominated or turn in a petition with at least 5 signatures from
5 general members to be turned in no later than May 1st of the calendar year. The executive board
will then fact check to determine that the nominated person possesses the qualifications listed in
ARTICLE XI. If the current executive board deems the nominee is qualified his or her name will
be placed on the ballot. If the current executive board deems the nominee is unqualified, the
President will notify the nominee of the deficiencies. The drafters of these Bylaws recognizes that a
new organization will not possess any officer nominees to have the prerequisite years of experience
as outlined by these bylaws and so those qualifications will be waived for the first five years of
existence or 2020, as determined by the executive board of 2018.
ARTICLE XII
PARLIAMENTARY AUTHORITY
Section 1. AUTHORITY.
All parliamentary procedural matters shall be governed by Robert's Rules
of Order, Revised