Adopted March 1987
revised April 1990
revised April 1994
revised April 1995
revised April 1999
revised March 2000
revised May 2005
revised May 2006
revised April 2008
BYLAWS OF THE BOARD OF VISITORS
UNIVERSITY OF OREGON
SCHOOL OF ARCHITECTURE AND ALLIED ARTS
1. Purpose of the Board. The mission of the Board of Visitors is to assist the School of Architecture and Allied Arts in developing the quality of its educational and research/creative work. To accomplish this mission, the Board will:
a. Join with the Dean’s office, departments, and centers in seeking financial and other means to further develop the quality of the education, research/creative work, and facilities in the school.
b. Serve in a liaison and advocacy role between the school and the professions, UO President and administration, Oregon University System, Oregon State Legislature, alumni, and the public at large.
c. Assist the faculty and administration in presenting to the professions and to the public the needs of the programs or the school.
d. Serve as an aid to the Dean, faculty, and students in self-study and evaluation of the school and its programs.
2. Expectations of Board Members.
a. Members of the Board of Visitors are expected to attend the regular bi-annual meetings. It is recognized that unforeseen circumstances may prevent a member from attending a regular meeting. The member is responsible to apprise the Dean and the Office of External Relations and Communications if the member is unable to attend.
b. Board members are asked to provide generous personal and/or corporate support thus, setting an example for charitable giving to the school. Each member will be asked to give annually to the A&AA Dean’s Fund and at the UO President’s Society level or greater (or according to ability), ensuring 100% board participation.
c. All members are asked to identify and cultivate prospects, and to assist and advise in solicitation of new gifts.
d. Board members shall assume responsibility for council assignments.
e. Members area asked to participate and attend school and university events and functions to provide for visibility, networking, and advocacy for the school. Such events may include alumni receptions, gala events, President’s Associates events and other officially sponsored outreach activities.
f. Members are expected to lead in advocacy of the School of Architecture and Allied Arts through a commitment to be well informed to the mission, goals and programs of the school and to assist with communication with internal and external constituents.
g. Members are asked to foster a creative and positive problem-solving approach to school programs and needs through creative thinking, feedback, and advice.
3. Composition of the Board.
a. Membership. The Board of Visitors shall be composed of members who will represent the school as a whole as well as the major fields within it. Sensitivity and the ability to relate to the academic and professional diversity of the school are desired. The Board shall have no more than 40 members and no fewer than 25. Membership shall not be limited to the alumni of the School of Architecture and Allied Arts, nor to residents of the State of Oregon.
Each year in the spring, nominations shall be forwarded by the Board of Visitors and the departments of the school to the Dean, who will make recommendations for membership to the University President. Appointments will be made by the University President for three-year terms. Reappointment is possible for one additional term of three years.
In nominating a person to serve, the following factors shall be considered:
• professional background, expertise, and relationship to the educational and research programs in the school.
• industry or research professionals with knowledge of state-of-the-art practices and an interest in the disciplines of the school.
• balance of ages, ethnic backgrounds, and gender considered in board composition.
• geographical distribution primarily but not limited to Oregon and the United States.
• demonstrated support of the School and the University through volunteer leadership, financial contributions, or capacity to give.
b. Attendance and Vacancies. If a member has missed three meetings in an appointed term, the Dean may consider these absences as a voluntary resignation from the Board of Visitors. At such times, the Dean, may open the position to nomination and appointment of a new member.
If a member does not complete an appointed term, the remaining members and the departments may nominate a successor to the Dean to complete the unexpired term, with appointment to be made by the University President.
4. Officers of the Board. At each annual meeting, the Board of Visitors shall elect from its membership a Chair, Vice-Chair, and Secretary/Treasurer who shall serve in such offices for one to two years and until their successors are elected. Neither the Chair nor the Vice-Chair shall serve in their respective capacities for more than two years in any six-year period. An officer may complete the term of office regardless of the six-year limitation on membership, by having a one-year extension of appointment if necessary.
5. Quorum and Conduct of Meetings. Attendance at a meeting by a majority of the duly appointed members of the Board of Visitors shall constitute a quorum. At the meetings of the Board, business may be conducted in such order as the Board my determine. The Chair shall preside at all meetings of the Board. The Vice-Chair shall assume the duties of the Chair during absence of the Chair. If neither the Chair nor the Vice-Chair is present at any meeting, another member of the Board, chosen by a majority of those present at any meeting, shall preside. The Secretary/Treasurer shall keep, or cause to be kept, complete and accurate minutes of the proceedings of the Board, and be responsible for any monies contributed to the University Foundation in support of the Board of Visitors' program and activities.
The work of the Board of Visitors will be facilitated by the staff of the Dean’s Office, the Office of External Relations and Communications, by the departments, and by the Faculty and Student Advisory Committees.
6. Meetings of the Board.
a. Regular Meetings. Two regularly scheduled meetings of the Board shall be held on the University of Oregon campus each year, one during the fall and one during the spring. The date and place of each meeting shall be set by the Chair of the Board of Visitors in consultation with the Dean of the School of Architecture and Allied Arts. The annual meeting of the Board shall be the spring meeting. Notice of the time and place of the two regular meetings shall be given in writing at least six weeks prior to the meeting.
b. Special Meetings. Special meetings of the Board may be called at any time by the Chair or upon the request of eight members. Notice of the agenda, time, and place of special meetings shall be given by letter, telephone or other appropriate means of communication at least seventy-two (72) hours prior to the time fixed for the meeting.
7. Councils of the Board.
a. Executive Council. The Executive Council shall consist of the Chair, the Vice-Chair, the Secretary/Treasurer, the immediate past chair, and no less than two and no more than four members at-large appointed by the Chair at the annual spring meeting. The immediate past chair of the Board shall serve on the Executive Council and may complete an additional one-year extension of appointment, if necessary, regardless of the six-year limitation on membership. The Executive Council shall meet at such times, as the Chair shall determine and shall assume the responsibilities assigned to it by the Chair or by the Board. The Chair and/or the Executive Council may appoint such other Task Force(s) as may be necessary from time to time to further the purposes of the Board of Visitors.
b. Councils. The Executive Council, with the consent of the Board members present at the spring meeting, may establish councils. Such councils shall serve as independent working groups of the Board for specific purposes and are able to meet independently of regular Board of Visitors meetings. The Councils report back to the full Board with recommendations for Board actions or policy direction.
8. Actions without a Meeting. Any action permitted by the Executive Committee may be taken without a meeting if written consent, setting forth the action taken, is granted by a majority of the members of the Executive Council. Such action shall be file in the records of the Board meeting.
9. Records and Reports. The Board shall submit an annual report of its activities and observations to the University President and the Dean of the School. Minutes of meeting shall be kept as well as other records and accounts of business as necessary. Such records shall be maintained in the Office of External Relations and Communications of the School of Architecture and Allied Arts.
10. Finances. The school recognizes the contributions that the Board members will make to the advancement of the school and will provide for meals during sessions. Funds for travel costs to meetings and overnight lodging are not provided. Travel, lodging, and other costs can be regarded as a contribution to the school for which tax benefits may be claimed.
11. Amendments to Bylaws. These bylaws may be amended or changed by a majority vote of those present at any regular meeting of the Board or by the written vote of a majority of the Board of Visitors.
Adopted with revisions August 2008.