Article I – Mission Statement
The American College Dance Association exists to support and affirm dance in higher education through Regional Conferences, the adjudication process, and National Festivals. The educational mission of the Association is to foster creative potential, to honor multiple approaches to scholarly and creative research and activity, to promote excellence in choreography and/or performance, and to give presence and value to diversity in dance. The Association acts as a national membership service Association to strengthen the educational network for students and faculty within the academic dance community.
The Association shall operate without profit, so that no part of its earnings or assets shall ever be distributed as a dividend or inure to the benefit of any private shareholder or individual. The Association does not discriminate in leadership, admission or access to its programs and activities.
Article II – General Membership
Section l – Categories
There are two categories of membership: Institutional and Individual.
- Institutional Members include dance groups or dance departments/programs of institutions of higher learning. Each Institutional Member shall designate an individual, faculty or staff, in its employ who shall act as its authorized voting representative (faculty liaison) at the General Membership meetings. It is expected that this individual be in communication with all involved faculty, staff and students at her/his institution to properly represent them at the membership meetings. Each Member Institution shall have one vote for all official votes put to the General Membership. An authorized voting representative may only represent one Institutional Member in any single year.
- Individual Members include any individual or organization (other than Institutional Members) interested in the mission of the Association. Individual Members who serve on the Board of Directors may choose to become Individual Lifetime Members. Individual Members have the right to attend and participate in all General Membership meetings including the right to vote in all official votes of the Association put to the General Membership.
Section 2 – Dues
The Board of Directors shall establish dues for each category of membership. Upon the remittance of dues by an individual, organization, or institution said entity shall immediately become a member in the appropriate category as outlined in Article II, Section l for the duration of the term procured (one year, two years, or lifetime).
Section 3 – Meetings
A General Membership Meeting shall be held at least once during each fiscal year at a time and place to be set by the Board of Directors. The President of the Board may call special meetings of the membership. Additionally, upon written request of not less than twenty (20) Individual and/or Institutional Members, the Vice President for Membership may call special meetings of the membership.
The membership of the Association will be informed concerning matters of Policy and Procedure either through the membership meetings convened at each Regional Conference, or via email or other communication. At least thirty (30) days written notice will be given for any meeting of the membership. This written notice may refer to notifications and schedules posted on the ACDA and/or Regional Conference websites. Any members attending a Conference out of their ‘home region’ are encouraged to attend the membership meeting at the Conference they are attending to have their voice heard. Minutes of the membership meetings and any advisory votes cast shall be conveyed to the Board of Directors via the Regional Representatives and Regional Directors. When an official vote is required of the membership for elections or other policy issues, a ballot will be sent electronically to all members. An official vote requires a minimum response rate of 30% of the membership involved. In situations when there is only one candidate per open Board position on the ballot there is no minimum response rate required.
Article III – Board of Directors
Section l – Composition
The Board of Directors shall consist of Regional Representatives and Regional Directors from each region, and the Officers of the Board (Executive Committee). The membership of the Board shall consist of not less than thirty (30) or more than sixty (60) Directors, the specific number to be determined by the Board of Directors. The number of Board of Directors shall be defined as elected members, excluding any pro tempore members.
Section 2 – Qualifications
Every Director must be an Individual Member of the Association in good standing during her/his term of service. Each Director must have either some experience in dance prior to being nominated to serve on the Board, e.g., experience in professional dance, dance education at the college level, dance administration, and/or scholarly research in dance or have professional expertise outside of the range of dance that could serve the Association e.g., financial or legal advisor.
Section 3 – Powers
The Board of Directors shall have membership voting privileges as individual members of the Association and will exercise all the usual powers of the directors of a business association, including the immediate government and direction of the affairs of the Association. The Board of Directors shall make rules and regulations that they deem necessary or proper for the government of the Association, and for the due and orderly conduct of its affairs and the management of its property, not inconsistent with the Bylaws of the Association. The Board of Directors may exercise all powers not expressly given to the General Membership.
Section 4 – Meetings
The Board of Directors will meet at least once a year and at such other times and places as the Board of Directors or the President of the Board may direct. At meetings of the Board of Directors, a quorum for transaction of business shall consist of at least 51% of the elected Directors. At all meetings of the Board, business shall be transacted by a simple majority vote of all Directors present, (excluding amendments to the Bylaws, which require a two-thirds majority vote, see Article VIII) no proxy votes will be allowed. Any action so taken will be deemed to be the action of the full Board.
The Secretary of the Association, or in her/his absence a Secretary pro tempore chosen by the Executive Committee, will keep a record of all its proceedings. These records will be available to any member.
Section 5 – Nomination of Directors
The Board of Directors will determine policy and procedures for nominations and elections of Board Members. The Vice President for Nominations and Elections will invite self-nominations for Directors from the General Membership.
Section 6 – Terms of Office
Each Director of the Board shall be elected for no more than two (2) consecutive three-year terms after which s/he must rotate off the Board for a period of at least one year. Re-nomination may occur after one or more years of absence.
Section 7 – Regional Directors
One elected Board Member within each region will be nominated by the Executive Committee to serve as Regional Director with that individual’s consent. Upon approval of the regional membership the Regional Director may serve a total of two (2) three-year terms before rotating out of the position for at least one year. An incumbent Regional Director must communicate to the President her/his intent to be considered for a second term six months prior to the end of the first term. Under unusual circumstances, as determined by the President, the Executive Committee may nominate an individual not currently serving on the Board to serve as Regional Director or they may nominate a current Regional Director to serve a third term. In either case the Executive Committee will forward the nomination for approval of the membership in the nominee’s region. The Board shall determine the function of the Regional Directors.
Article IV – Officers
Section l – Election Process, Positions, and Terms of Office
The Board of Directors will elect the Officers of the Board. The Officers of the Board include: President, Vice-Presidents, Treasurer, and Secretary, all of whom will be elected from among the current or recent Directors (within three (3) years of having served on the Board). These Officers of the Board will also be referred to as the Executive Committee. The term of office for all officers shall be for three (3) years, with the exception of the President who serves a one-year term as President Elect, a four-year term as President, and an additional one-year term as Past President (a six-year commitment to the Association). At the time an officer is elected, s/he will complete the fiscal year in her/his current position and then begin a new term of service as an Officer of the Board. The Treasurer may be re-elected without limitation. Other officers may be re-elected for a second three-year term, but cannot serve on the Executive Committee in the same capacity for more than six (6) consecutive years, with the exception of the President and Treasurer, as outlined. If an office has not been filled through an election process, or if a vacancy occurs during a term of office, the President may appoint a Board Member to fill that office until a successor is duly elected.
Section 2 – Duties
The President of the Board of Directors is the chief executive officer of the Association and will execute the policies of the Association as directed by the Board of Directors. The duties of the other officers of the Association will be such as usually pertaining to their respective offices. Additionally, the duties of each officer of the Association will include those as are prescribed and assigned to them by the President of the Board of Directors.
Section 3 – Additional Officers and Agents
The Executive Committee will have the power to appoint or hire officers, employees, or agents, as may be necessary in their judgment for the conduct of the business of the Association, and designate their titles and compensation, if any. Additionally, the Executive Committee will have the right to create new Officers of the Board positions, to rename, redefine, and/or eliminate Officers of the Board when in their judgment such changes are necessary for the Association. These changes shall be ratified upon the majority vote of the Board of Directors. All Officers of the Board will have full voting rights, while employees, or agents will not have voting privileges in the Association.
Article V – Committees
Section l – Executive Committee
The Executive Committee will consist of the Officers of the Association and will have and all powers of the Board, which may lawfully be delegated in the management of the business and affairs of the Association. It will meet at the call of the President of the Board. To conduct business of the Executive Committee, a quorum requires a simple majority of the voting members.
Section 2 – Special Committees
Such other standing or special committees as may be required to assist and advise the Board of Directors may be appointed by the President of the Board or elected by the Board of Directors, and may include members of the Association who are not Directors.
Article VI – Advisory Board
The President, in consultation with the Executive Committee, may appoint an Advisory Board to the Board of Directors. This Advisory Board shall consist of outstanding individuals who are willing and qualified to advise and support the work of the Association. The Advisory Board Members need not be members of the Association and will not have the right to vote but may attend and participate in all membership and Board Meetings. The terms of appointment, annual or renewing, are determined by the President and in all cases conclude at the end of the term of the President who appointed said individuals.
Article VII – Reports
Section l – Fiscal Year
The fiscal year will begin on the first day of July and end on the thirtieth day of June.
Section 2 – Financial Report
The Financial Report will be created by the Executive Director, Treasurer, and outside auditing service (when applicable). The Executive Director will keep a proper record of all monies received for the Association from all sources, and keep proper vouchers indicating the amount and nature of all expenditures. The monies of the Association will be maintained in the name of the Association and all deposits and payments will be made in its name.
The Treasurer will make a financial report to the Board at least once annually. Additional financial reports for Board-related business will be made available to Directors of the Board in such form(s) as may be requested.
Section 3 – Audit
A designee selected by the Executive Committee will audit the accounts of the Association periodically, as determined by the Executive Committee.
Section 4 – President’s Report
The President of the Board will present an annual report to the Board and to the members.
Article VIII – Amendments
The Board of Directors must approve any amendments to the Bylaws. Approval must be by a two-thirds majority vote. Proposed changes to Bylaws will be discussed at regular General Membership Meetings held at Regional Conferences prior to the Board vote. Members shall have a minimum of thirty (30) days notice prior to a vote concerning proposed amendments. Members are encouraged to discuss the issue(s) with their Regional Representatives and Regional Director.
The Executive Committee may make a recommendation, pro or con, concerning each proposed amendment when it comes up for action.
Article IX – Conduct of Business
All meetings of the Board of Directors and the Executive Committee will be conducted in accordance with Robert’s Rules of Order.
Article X – Dissolution
In the event of the dissolution of the Association, any surplus funds remaining in the treasury after the satisfaction of all liabilities will be distributed to one or more national nonprofit organizations concerned with dance at the direction of the Board of Directors.
Amended November 2014