Alumni Association By-Laws

ARTICLE IV

MEMBERSHIP

Section 1.
The categories of membership in this organization shall be:

A. Alumni Membership - any person who has received a degree from the Joseph L. Mailman School of Public Health of Columbia University or the College of Pharmaceutical Sciences or any former student from either college who was registered for not less than one full term.

B. Student Membership - all students actually enrolled in the School who have successfully completed at least one term of their course of study.

C. Affiliate Membership - all faculty members at the School, any person as shall apply to and be approved by the Board of Directors of this organization for affiliate membership.

Section 2
Membership in this organization shall be for life.

Section 3.
No dues shall be charged for the privilege of being a member,

Section 4.
Only alumni members may vote and hold office in this organization. Three students shall be elected to voting Board membership each year, for terms of one year, and shall not be entitled to hold office.

Section 5.
Alumni members of this organization shall be ipso facto members of the Alumni Federation of Columbia University, Inc.

ARTICLE V

FINANCES

Section 1.
The funds for this organization shall be appropriated by the Dean, on an annual basis, after consultation with the Board of Directors.

Section 2.
Funds generated by special events shall revert to the School for uses jointly determined and agreed upon by the Association and the Dean.

Section 3.
Funds from the treasury of the Pharmaceutical Sciences Alumni Association shall be set aside and held in escrow and the interest derived therefrom shall be used for Pharmacy related functions. The principal shall be distributed as determined by the Pharmaceutical Sciences Alumni of the Joseph L. Mailman School of Public Health of Columbia University and the College of Pharmaceutical Sciences Alumni Association's Executive Board. All Pharmacy related expenses shall be approved by a majority of the Pharmacy Board Members.

ARTICLE VI

BOARD OF DIRECTORS

Section 1.
Powers: This organization shall be governed by a Board of Directors, which shall have complete authority, except as specifically limited by these By-Laws, in all matters relating to the objectives, management, operations and business of this organization. The Board shall govern by resolutions passed by majority vote, unless otherwise stated in these By-Laws.

Section 2.
Composition: The Board shall consist of thirty-six (36) elected Directors (Twenty-one (21) members from the School of Public Health and fifteen (15) members from the School of Pharmaceutical Sciences), the President, president-elect, Secretary, the Pharmacy Officer, three (3) representatives of the Student Government Association, and the immediate Past President of the Alumni Association, all voting members. The immediate Past President of the Association will have voting privileges for a one year period. The Dean, Associate Dean for Development and Alumni Relations and the Coordinator of Alumni Relations, or their respective designees shall be ex-officio Directors.

Beginning in the year 2002, ten (10) of thirty-one (31) seats of the Combined Board will be allocated to the School of Pharmaceutical Sciences Alumni. In 2004, six (6) of twenty-seven (27) seats of the Combined Board will be allocated to the School of Pharmaceutical Sciences Alumni. Additionally, any College of Pharmaceutical Sciences Alumni may run for any other seat of the Combined Board under procedures set forth in the new alumni association By-Laws.

Section 3.
Elections: Directors who are not ex-officio Directors shall be elected from among and by alumni members of the School of Public Health and the School of Pharmaceutical Sciences, as appropriate for terms of three years, Elected Directors shall be eligible to serve for no more than two successive terms. Directors shall be classified into three successive, annual classes of approximately equal numbers. One class of Directors shall be elected at each annual meeting of this organization. The Board shall develop and promulgate election rules in advance of annual elections. Board Directors will be elected by alumni members by written ballot at the annual meeting. Votes will be cast in person or by written proxy. A slate of candidates, at least equal in number to the number of vacancies, will be voted on each year. Elections will be determined by a simple majority of votes cast.

Section 4.
Board Committees: the standing committees of the Board shall be: The Executive Committee, the Nominating Committee and the Development Committee. The President shall also appoint, from time to time, ad hoc committees, as he or she feels appropriate, as befits achievement of short term or long term goals.

Section 5.
Executive Committee: The Executive Committee of the Board of Directors shall consist of the Officers of the Board, i.e., the President, President Elect, Secretary, and the Pharmacy Officer. In addition, to these officers, the Executive Committee will include the Chair of the Nominating Committee and the Chair of the Development Committee. The function of the Executive Committee is to act on behalf of the Board on routine issues, when the full Board cannot be consulted.

Section 6.
Nominating Committee: The President appoints the Chair of this Committee whose responsibility it is to nominate candidates for election to the Board, to recommend to the full Board a slate of candidates for election at least 60 days prior to the annual meeting and to strive for a broad representation from the various disciplines among the alumni body. The Nominating Committee shall have 7 members including the Chair, the President Elect, 2 Board members, 2 non-Board members and the Associate Dean for Development. Should a member of the Nominating Committee accept nomination for election, such member shall resign from the Nominating Committee. Nominees for officers and Board Directors are subject to majority Board approval.

Section 7.
Development Committee: The President appoints the Chair of this committee who will recommend to the Executive Committee and the full Board, programs of an educational or fundraising nature, consistent with the goals and mission of the Alumni Association.

Section 8.
Officers: The officers of the Board shall be the President, the President Elect, Secretary, and the Pharmacy Officer. The officers of the Board shall be elected by Board members at its first meeting after the annual meeting. Candidates will be elected by a simple majority of those voting in person or by proxy. Such officers shall be elected by the Board of Directors from members of its own body. No person shall hold more than one of these offices at the same time, and these persons shall serve for a period of one year. The term of office of any Directors elected as Officers shall be extended, if necessary, so that they may complete their terms of office. In such circumstances, new Directors shall be elected to hold their former seats. For a valid election of officers, two-thirds of voting Board members present or by proxy must take part in the election of officers either in person or by formal proxy.

Section 9.
Removal from Office: Directors may be removed from Office and/or from the Board for cause by the Board itself No Director shall be removed from Office or the Board without due process nor without the approval of at least three-fourths of the voting members of the Board. 'Me Board shall define and promulgate what constitutes cause for removal, but this may not be done ex-post facto. Three consecutive absences would automatically generate a standard letter from the President of the Board requesting immediate response as to that director's commitment or resignation.

Section 10.
Vacancies: The Board of Directors may, at its discretion, fill any vacancy among elected Directors prior to elections. Such appointments shall be for the balance of the term of the seat being filled. Appointed Directors shall enjoy the same rights and privileges as elected Directors.

Section 11.
Meetings: The Board of Directors shall meet a minimum of six times per year, which includes the annual meeting as discussed in Article VII of these By-Laws.

Section 12.
Duties of officers:
The duties of the Officers of the Board shall, at a minimum, be as follows:

President: The President shall be the Chief Executive Officer of this organization and shall preside at all meetings of the Board of Directors and this organization. The President shall have the power to appoint, with the approval of the Board of Directors, such committees of this organization as may, in his/her judgement, be necessary and convenient for the achievement of the organization's objectives. The President shall appoint standing committee and the chairpersons of such committees. The President shall be an ex-officio member of all committees. The President shall be responsible for the direction and management of the business of this organization and shall see that the orders and resolutions of the Board are carried out. The President shall serve as intermediary in deliberations with the Dean. The President shall submit a report to the membership on the significant events of his/her administration at the annual meeting of this organization. At the end of his/her term, the President shall automatically assume the role of Immediate Past President.

President Elect: The President Elect shall serve as an advisor and assistant to the President and shall assume the duties of the President in the absence, resignation, incapacitation or removal from office of the President. The President Elect, under usual circumstances, will become the President at the conclusion of the President's term. In such circumstances, the President Elect shall also be responsible for planning, developing and implementing the Annual Meeting of this organization.

Secretary: The Secretary shall maintain and assist in the recording and distribution of the minutes, records and documents of this organization, as directed by the Board. The Secretary shall maintain and promulgate an accurate list of the membership of the Board of Directors, which shall include the addresses and telephone numbers of the Directors. An assistant secretary may be appointed to assist in these duties.

Pharmacy Officer : The Pharmacy Officer or designee shall act in a fiduciary capacity for the escrowed Pharmacy funds, and shall be accountable to the Pharmacy Board members, and shall be the pharmacy representative on the Alumni Council of the Columbia University Alumni Federation and act on behalf of the Pharmacy Alumni regarding any and all Alumni Federation business. The Pharmacy Officer shall approve the content of all communications to the Pharmacy alumni and shall cosign all such communications.

ARTICLE VII

ANNUAL MEETING
The membership of this organization shall be invited to meet once a year and the date of such general meeting shall be set by the Board of Directors and promulgated to the membership at least sixty days in advance. In addition to any business that will legitimately come before the membership, annual elections for Directors to the Board shall take place at this meeting.

ARTICLE VIII

AMENDMENTS
These By-Laws may not be amended unless such amendment is first approved by a two thirds vote of an official meeting of the Board of Directors. Amendments must be approved by a majority vote of the membership at an annual meeting or through a special balloting procedure approved by the Board of Directors.

ARTICLE IX

RATIFICATION
After adequate notification, ratification of this version of the By-Laws should occur through a special balloting and acceptance by a majority of those voting. For future ratification of By-Laws, after adequate notification, a majority of those alumni voting in a special balloting will determine ratification.