State University of New York SUNY Center for Professional Development By-laws Adopted: November 1996 Revised for Organization Name Changes - December 2002 Revised for Organization Name Change � May 2007 1 Name The name of the organization is the SUNY Center for Professional Development Development. 2 Mission, Roles and Functions The SUNY Center for Professional Development is a cooperative, voluntary organization funded by its members and the SUNY system. It provides technology training and professional development activities for faculty and staff at its member institutions. It may also provide services to other institutions on a cost basis. The SUNY Center for Professional Development�s Objectives are: A. To define campus needs for training and professional development and respond to them by offering services that satisfy them in a cost effective manner. B. To help identify best new technologies that support and advance the academic, administrative and technical missions of the SUNY system and provide training and professional development to support and implement those technologies. C. To support University wide programs and initiatives through training and development, and where effective, planning and implementation. D. To foster collaboration and information sharing among member institutions both within and across functions and disciplines. 3 Principles of Organization and Operation Services and activities undertaken by the SUNY Center for Professional Development are determined on several principles: A. Existing services and activities will continue to meet the expectations and needs of members while remaining cost-effective. B. New services and activities will be cost effective and beneficial to membership. C. Membership is voluntary and brings defined benefits and access to SUNY Center for Professional Development services and activities. D. New programs and offerings will be considered in light of their potential for self sufficiency and their possible impact on existing services. E. Services provided to non-member institutions will be based on their self-sufficiency and will not detract from core services. 4 Governance A. The SUNY Center for Professional Development is supported by and reports to the Office of Learning Environments of the Office of the Provost and Vice-Chancellor for Academic Affairs of SUNY System Administration, which bears final responsibility for the Center. B. SUNY Center for Professional Development policies and procedures are governed by its members. C. Each participating campus designates a voting member on the SUNY Center for Professional Development�s Liaison Committee. D. The Liaison Committee elects the Executive Board. E. The policy, direction, and accountability of the SUNY Center for Professional Development shall be under the stewardship of a Director guided by a Liaison Committee and its Executive Board representing the member campuses, System Administration, and other entities of the State University as specified. F. General administrative support of the SUNY Center for Professional Development is provided by the host campus, coordinated by the Director under the advisement of the Liaison Committee and the Executive Board. 5 Membership Requirements A. Membership is open to all SUNY state-operated, statutory, and community colleges, and to SUNY-operated projects and programs B. Affiliated organizations may be accepted as Affiliate Members as determined by the Liaison Committee. C. An organization as defined above may become a member upon application to the Director of the SUNY Center for Professional Development. D. Each member must pay an annual member fee as set by the SUNY Center for Professional Development�s Liaison Committee. E. Membership fees are due at the start of each SUNY fiscal year (currently July 1st).� F. Membership fees are not refundable. G. Members wishing to leave the SUNY Center for Professional Development must give at least 12 months written notice, prior to the beginning of a new SUNY fiscal year, of their intention to withdraw. Failure to give 12 months advance notice of intention to withdraw will result in the campus being required to pay an additional year of membership. 6 Liaison Committee A. The Liaison Committee shall consist of one voting member from each member institution and non-voting representatives from other organizations as deemed appropriate by the Executive Board. B. Appointment to the Liaison Committee shall be made as follows: C. One representative from each member appointed by the campus President or institutional CEO. D. The Ex-officio Members of the Executive Board serve as non-voting members. E. The Liaison Committee may designate as appropriate other individuals to act as non-voting Honorary Liaison Committee members. F. The presence of a majority of voting members of the Liaison Committee members shall be necessary to constitute a quorum of the Liaison Committee. G. The Liaison Committee shall elect Executive Board members in accordance with these by-laws. Only institution-appointed Liaison Committee voting members may be elected to the Executive Board. The Chair of the Executive Board will also be Chair of the Liaison Committee. H. The Liaison Committee shall meet at least twice a year. Other meetings shall be called by the Chair as deemed necessary. Emergency business including voting on motions may be conducted as needed. I. Duties of the Liaison Committee are as follows: 1. Elect members of the Executive Board from among the voting members of the Liaison Committee. 2. Review and adopt the budget as submitted by the Executive Board. 3. Review and endorse long range plans and goals as submitted by the Executive Board. 4. Review the annual report as submitted by the Executive Board. 5. Represent member concerns regarding the administration, operation, and function of the Center. 6. Inform the campus President or his designee about Center activities and services. 7 Executive Board The Executive Board shall consist of five voting members who shall represent the member institutions. At all times two of these five members must represent at least one voting member from a SUNY Community College and one voting member from a SUNY state-operated campus. There will also be several ex-officio non-voting members to provide representation from other SUNY organizations and constituencies. Membership of the Executive Board shall be comprised as follows: 1. Five voting members shall be elected by the Liaison Committee from within the Liaison Committee membership. 2. The five voting members of the Executive Board shall by majority vote elect the Chair of the Executive Board, from within the Executive Board membership, to a one-year term. The Chair of the Executive Board may not be elected for more than two consecutive terms but may serve for more than two terms. 3. An ex-officio non-voting member may represent each of the following: a) The SUNY Office of the Provost (designated by Provost) b) A senior level Provost or Academic Vice President from one of the SUNY campuses c) The SUNY Business Officers' Association (SUBOA) d) The Community College Business Officers' Association (CC-BOA) e) The Information Technology Exchange Center (ITEC) f) An administrative liaison appointed by the host campus g) University wide programs (including but not limited to) the SICAS Center, the SUNY Learning Network, SUNY CourseSpace, the office of Library and Information Services, and Security and Information Policy h) Additional ad hoc members as deemed appropriate by the Executive Board Each voting Executive Board member shall be elected for a three-year term, except that initially, the duration of individual Executive Board member terms will be staggered so that all member terms will not expire in the same year.� After the first election, all elections shall be for a three-year term.� Term of office begin on July 1st and to end on June 30th. The presence of three voting members of the Executive Board shall be necessary to constitute a quorum of the Executive Board. If a voting member of the Executive Board is not able to complete his/her term, the Executive Board will appoint a member from within the Liaison Committee to serve until the expiration of the term of the vacating voting member. An Executive Board member will be removed from office if more than three meetings are missed in one year without prior consent of the chair. Duties of the Executive Board are as follows: 1. Review and if necessary modify the budget and make recommendations for expenditures. 2. Annually review, modify, and approve long and short range plans as submitted by the Director. This includes provision of counsel on operational priorities, staffing needs and offerings. 3. Review and if necessary modify the annual report drafted by the Director. This report should be submitted to the Executive Board for review by the Director no later than August 15th of each year. 4. Arbitration of member issues. 5. Establish ad hoc committees and councils as needed. 6. Establish the criteria whereby other institutions may join the Office. 7. Participate with SUNY Office of the Provost in the hiring, evaluation, and renewal of the Director. 8 Host Campus The host campus shall be determined by the Executive Board and SUNY Office of the Provost. The functions and duties of the host campus shall be to: 1. Provide access to business services for the Center 2. Designate an administrative liaison who serves as an ex-officio member of the Executive Board and the Advisory Committee 9 Director The Director is the chief position at the Center with these primary functions: 1. Provide vision and leadership for the Center under the guidance of the Advisory Committee, Executive Board, and SUNY Office of the Provost. 2. Coordinate Center activities with other SUNY functions and programs. 3. Administer Center functions and programs including (but not limited to): budget, delivery of services, facilities planning/management, automation of processes. 4. Prepare annual report and budget for review by the Executive Board. 5. Receive direction for policy, programs and activities from and report formally and regularly to the Executive Board and SUNY Office of the Provost. 6. Maintain regular contact with the administrative liaison from the host campus to discuss policies and procedures that impact the Center. Hiring, evaluation, and renewal of the Director are joint responsibilities of SUNY Office of the Provost and the Executive Board. 10 Amendment of the By-laws These by-laws may be amended by a two-thirds vote of the Advisory Committee at any meeting of the Advisory Committee, provided that there shall have been a distribution (or reading) of the proposed amendment to members not less than 10 days prior to the meeting at which the amendment(s) shall by voted upon. In cases where a face-to-face meeting is not possible, members may vote via US mail, an on-line meeting or electronic mail. Amendments may be proposed by any member of the Executive Board for distribution to the entire membership. 11 Effective Date These by-laws become effective upon the endorsement of the majority of member organizations. 12 Charter Members Charter Members of the Office as of April 18, 1990 Alfred Buffalo College Canton Cobleskill Cortland Delhi Farmingdale Geneseo Health Science Center at Brooklyn Health Science Center at Syracuse Morrisville