Bylaws of the Board
Article V. Officers of the Board of Trustees
Section A. Officers
The officers of the Board of Trustees shall consist of the Chair and Vice Chair, who shall be elected from members of the Board of Trustees, and a Secretary, Assistant Secretary, Treasurer and Assistant Treasurer, who need not be members of the board. Any trustee may run for office, regardless of the date of expiration of his or her term of appointment.
Section B. Terms of Office
The officers of the Board of Trustees shall be elected for two-year terms at the annual organizational meeting in August of odd-numbered years. The Chair of the Board may serve two consecutive two-year terms plus, if applicable, the unexpired remainder of a predecessor's term. After having served two consecutive terms as chair of the board, nothing contained in this section shall prohibit a trustee from subsequently serving as chair of the board so long as there is a two-year hiatus between the terms of office. The Board of Trustees shall have the power to remove any officer when in its judgment the interest of the University requires it.
Section C: Duties and Responsibilities
(1) Chair of the Board
The Chair of the Board shall preside at the meetings of the Board of Trustees. The Chair of the Board shall name and identify the duties and responsibilities of all committees of the board, and shall fill committee vacancies. The Chair of the Board shall be empowered and authorized to execute such instruments and documents, which would devolve upon the principal corporate officer.
(2) Vice Chair of the Board
In the absence of the Chair, the Vice Chair of the Board shall perform the duties ordinarily performed by the Chair of the Board of Trustees.
It shall be the duty of the Secretary to record all of the proceedings of the Board of Trustees, and to carefully preserve all of its books and papers. The Secretary shall be the custodian of the University seal of the Trustees of Indiana University and shall duly execute for and on behalf of the "Trustees of Indiana University" such instruments and documents as directed by the board. The Secretary shall cause all notices to be duly given in accordance with the Indiana Code and shall perform such other duties as the Board of Trustees may direct.
The Treasurer shall keep a true and faithful account of all moneys received and paid out and shall give such bonds for faithful performance as the duties of the Board of Trustees may require. The powers and duties of the treasurer are described in a policy approved by the Board of Trustees on September 10, 1988, and revised June 20, 1991.
Section D. Election of Officers
The election of the officers of the Board of Trustees shall be conducted at the organizational meeting in August in accordance with the following procedures:
- The Nominating Committee shall prepare a slate of at least one candidate for Chair , Vice Chair , Secretary, Assistant Secretary, Treasurer and Assistant Treasurer of the Board of Trustees.
- The report of the Nominating Committee shall be provided to each member of the Board of Trustees at least ten (10) calendar days prior to the organizational meeting.
- After the report of the Nominating Committee has been presented at the organizational meeting, nominations may be received from the floor.
- If there is only one nominee for each office, a member may move election of the nominated slate. The vote shall be by unanimous consent.
- If there are two or more nominees, election of each officer shall be conducted separately by roll call. The first nominee receiving at least five votes is elected.
- If there are three or more nominees and no one is elected on the first ballot, the nominee who received the least number of votes will be dropped. This procedure shall continue until a member has been elected.
E. Vacancy of An Office of the Board of Trustees
In the event of a vacancy in the office of Chair of the Board, the Vice Chair of the Board shall assume the position of Chair , and shall serve as Interim Chair until the next organizational meeting, at which time a Chair shall be elected to serve out the previous Chair’s 's term of office, and the Interim Chair shall return to the position of Vice Chair. Such election shall be conducted according to Section D. During the period that the Vice Chair serves as Interim Chair , an Interim Vice Chair shall be elected at a subsequent meeting of the board. Nominations may be made from the floor. Voting shall be conducted according to Section D.
In the event of a vacancy of any other office of the Board of Trustees, an election shall be held for the unexpired term at a subsequent meeting of the Board of Trustees. Nominations may be made from the floor. Voting shall be conducted according to Section D.