I. Name and Purposes

  1. Name: The name of the organization is Regents Scholar Society at UCLA.
  2. Abbreviations: The Regents Scholar Society at UCLA may be abbreviated as RSSLA or, more commonly, RSS.
  3. Purpose: The organization is organized and operated for charitable and educational purposes within the guidelines of Internal Revenue Code § 501(c)3.
    • The purpose of this organization is:
    1. To establish a student organization committed to promoting excellence in scholarship, service, and leadership amongst Regents Scholars as well as in the neighboring local and UCLA communities;
    2. To establish an organization through which Regents Scholars at UCLA can meet, exchange thoughts, and interact in both social and intellectual environments;
    3. To provide resources to Regents Scholars including, but not limited to, support and direction as they make the transition to UCLA campus life; a means by which they can become involved in campus activities and events, as well as in community service initiatives and programs in the local community; opportunities to develop leadership skills; preparation for post-graduate opportunities and careers; and academic resources;
    4. To encourage interaction, foster peer support, and promote communication amongst Regents Scholar organizations across all University of California campuses.

II. Membership

  1. Qualifications: All UCLA students who have been awarded a Regents Scholarship are eligible for membership. Continued membership relies upon the maintenance of the academic standards set forth by the University of California Regents for continued scholarship eligibility. Students who graduate from UCLA as Regents Scholars in good standing become Alumni Members.
  2. Dues: Dues for members may be established by the Executive Board of Directors. Historically, the organization has not collected annual dues.
  3. Rights of Members: Each non-Alumni Member shall be eligible to cast one vote (or series of votes in a run-off) per Elections Meeting; elections occur annually towards the end of each school calendar year (See § 5.04). Members who will no longer hold an active Regents Scholarship in the following academic year are not eligible to vote, but are encouraged to proctor the election, tabulate votes, and announce the newly elected Executive Board of Directors, as set forth in § 5.05.

III. Organization

  1. Executive Board of Directors: The following student members compose an Executive Board of Directors (hereafter, the EBoard, the Board, the Executive Board, or Officers) which arrives at the decisions for events and procedures of the Society in light of the concerns and interests of all members.
  2. Description of Executive Board Positions and Duties: Executive Board members create positions under their respective offices to aid in organizing and planning their projects as defined by the Constitution and as recommended by the President. Each Executive Board member is ultimately responsible for the activities of his or her committee members and Supporting Officers. Board members may create additional committees, and should encourage collaboration between programs and committees. The Board Members and the respective responsibilities of their Office include:
    1. President: This officer presides at all Executive Board and General Meetings, oversees all organizational programs and activities, and directs the organization towards its goals. The President unifies the diverse projects of the Society and identifies areas for improvement and growth. This individual ensures that Board members are on task and that the needs of members are met. The President acts as the chief spokesperson and contact person for the Society and consults with the Society's advisors. In consultation with the Board, the President prepares a written agenda for the Executive Board meetings. The President co-directs the Leadership Development Committee with the Alumni Relations Liaison to promote excellence in scholarship and encourage successorship to the Executive Board. The President also nominates a Financial Oversight Committee pursuant to § 6.02 of this Constitution consisting of one or multiple persons to provide independent oversight of all financial dealings, budgets, and balances. The President shall hold Primary Signatory for all accounts, and it is the duty of the President to manage the appointment of additional signatories pursuant to § 3.03. The President has traditionally coordinated the Mythbusters and RSS Induction Ceremony events in the Fall. The President may make announcements to the entire society, either electronically through the Weekly Bulletin or in person at General Meetings.
    2. Internal Vice President: This officer assists the President with his or her duties, heads the Internal Affairs division and leads the Executive Board meetings in the event that the President is absent. The Internal Vice President organizes and directs logistical preparation of the bi-quarterly General Meetings pursuant to § 4.01, including planning the food, venue, and agenda. The Internal Vice President helps the President to monitor the progress of each Officer and oversees the Internal Affairs Committee. The IVP works to plan winter retreat and spring quarter banquet.
    3. External Vice President: The External Vice President heads the External Affairs division and oversees the Society's partnerships within the UCLA community and with outside groups or individuals. The External Vice President may seek opportunities to share resources and collaborate on projects with other campus organizations, student groups, and honor societies via an Honor Council. The External Vice President shall plan and organize SPIEL, an speaker event featuring students from the UCLA community. . Along with the Publicity Director, the External Vice President oversees the External Affairs Committee. The External Vice President may also partner with the Outreach Director to plan a reception for newly admitted scholars during spring quarter.
    4. Treasurer: This officer manages and disperses the Society's funds appropriately and compiles a quarterly financial report. The Treasurer is responsible for repaying members for club-related expenses and submitting receipts to corporate sponsors for reimbursement. The Treasurer also co-chairs the Funding Committee with the Corporate Relations Director. The Treasurer, with assistance from the President and Funding Committee, must submit the annual tax return and related correspondences to the IRS. The Treasurer may also hold Signatory pursuant to § 3.03 of this Constitution.
    5. Secretary: This officer records minutes at meetings and manages all documents arising from Society affairs. This director also creates and disperses a weekly email bulletin to active members that summarizes the week’s events. The Secretary heads the Logistics division of the society, supports other directors by assisting with room reservations on campus and other tasks as requested, collaborates with the Communications Director to maintain a database of members, and maintains document templates, rosters, and mailing lists. The Secretary also works in conjunction with the Treasurer and Corporate Relations Director as a signatory with bank account oversight authority. The Secretary shall co-direct the LAMP Committee.
    6. Activities Director: This officer organizes and co-directs the Activities-Outreach committee. With the aid of this committee, this director provides activities that offer members opportunities for social interaction. Such events could include social outings, bonfires, a Welcoming Social, and Society fundraisers.
    7. Communications Director: This officer organizes and maintains electronic forms of communication in order to publicize Society affairs and facilitate communication between members. The Communications Director maintains a list of members' e-mail addresses, oversees the Communications Committee, and processes messages and form submissions sent to the Society's e-mail account. This director updates the Regents Scholar Society Web Site and seeks ways to improve its resources and increase its appeal to members. This individual sometimes works in cooperation with the Publicity Director.
    8. Corporate Relations Director: This officer is responsible for fostering and maintaining relations with corporate sponsors and the Undergraduate Students Association at UCLA. Along with the Treasurer, the Corporate Relations Director oversees the Funding Committee, organizes fundraising events, and obtains funding for the Society's operations and activities through grants from the Undergraduate Students Association Council or corporate sponsors. The Corporate Relations Director may appoint Funding Coordinators to assist in acquiring new sponsorships.
    9. Educational Programs Director: This officer is responsible for planning events and activities that broaden the educational and research interests of members, including events where members can interact with students in graduate and professional schools. This individual co-directs the Internal Affairs Committee. This director shall maintain any Test Bank created by the society and shall oversee the Faculty Mentor program and any educational workshops put on by the society.
    10. Outreach Director: This officer organizes programs that foster interaction among Society members, high school students, and the University. The Outreach Director aims to increase membership by recruiting potential high school scholars. This director oversees any projects to interact with potential scholarship recipients and incoming Regents Scholars. The Outreach Director co-directs the Activities-Outreach Committee which coordinates a letter-writing campaign, mentoring program, the Overnight Stay Program, and Bruin Day activities. The Outreach Director appoints OSP coordinators and other coordinators as necessary.
    11. Publicity Director: This officer publicizes all Society events to members, and to the general UCLA community when applicable, by means of sign-boards and flyers and web-based communications. The Publicity Director is responsible for increasing the campus' awareness of the Society and seeking innovative ways to promote Society events. This director addresses Publicity issues and co-directs External Affairs Committee. In addition, this officer is responsible for designing and commissioning RSS clothing when in demand and with the support of a Design Committee if needed.
    12. Alumni Relations and UC Liason (ARL): This officer organizes programs that foster interaction among current society members and Regents Scholar Alumni Members and co-directs the Leadership Development Committee with the President. This director is also responsible for fostering relations with similar societies of the other University of California (UC) campuses. The Liaison is responsible for maintaining and expanding the alumni database and increasing the inter-UC events between other Regent Scholars. The ARL acts as a representative of the society in the exchange of information and ideas with other campus liaisons, and reports to the executive board on the activities of the other UC campus societies. This director relays updates of the Society's activities to other societies and helps cultivate the development of nascent Regents Scholar-based societies at other schools. This director is also responsible for making arrangements for the state conference with the host school on behalf of RSS, and on years that the UCLA Regents Scholar Society hosts, works jointly with the EVP in putting on the event. At the end of each academic year, the Liaison should invite graduating seniors to join the alumni email list and submit an alumni profile. There will be several events such as alumni mixers, panels, and workshops/seminars.
    13. LAMP Director: The LAMP Director is responsible for recruiting and training volunteer Society members for the Los Angeles Mentorship Program (LAMP). LAMP partners the Regents Scholar Society at UCLA with University High School in Santa Monica to provide tutoring, college preparation, and mentorship services to high school students from a variety of backgrounds. The LAMP Director works with the staff of University High School to organize AVID one-on-one tutorials, the SAT program, and academic workshops. The LAMP director co-directs the LAMP Committee with the Secretary and may appoint LAMP Coordinators for each of the three branches and serves as the support system/general organizer for these Coordinators. Additional duties may include applying for grants and buying materials necessary for running the program. Finally, the LAMP director is responsible for the continual expansion and improvement of LAMP.
    14. Community Service Director: The Community Service Director is responsible for organizing long-term and short-term community service events for the general membership. This director is charged with engaging in partnerships with other community service organizations on the UCLA campus and in the community at large in order to increase the presence of the Regents Scholar Society as a service-oriented organization. The Community Service Director may appoint volunteer coordinators and addresses issues of service in conjunction with the LAMP Director and by directing the Community Service Committee.
  3. Signatory: The President shall be the Primary Signatory for all accounts. The Secretary, Corporate Relations Director, and Treasurer comprise the remaining Signatories.
  4. Terms of Offices: All Executive Board members serve a term of one year beginning at the Inauguration Ceremony at the annual RSS Banquet and concluding at the same event the following year. See Article V for complete election procedures.

IV. Meeting Procedures

  1. General Meetings: Plans for at least one general meeting per quarter are made by the Executive Board. General Meetings are open to current Members, Alumni-Members, and invited guests.
  2. Executive Board Meetings: During the meetings of the Executive Board, events are discussed and planned for the Society, progress is updated, and attention is given to problems. Board members report on the status of their programs and committees, whose actions are subject to Board approval. A two-thirds majority of the Board Members shall constitute a quorum for the transaction of business; however, all acts still require a two-thirds majority of all Executive Board members, regardless of the number of Board Members in attendance. The Executive Board meets once over the summer during the Summer Executive Board Retreat and twice per quarter a short time prior to each General Meeting. Additional Executive Board Meetings may be proposed by any Board member and set with two-thirds approval of the Executive Board. All procedural votes require two-thirds approval. Votes via electronic communication are allowed, as per § 4.03.
  3. Action Without Meeting: Any action required or permitted to be taken at a meeting of the Executive Board (including amendment of these Bylaws) may be taken without a meeting if all the Members of the Board agree to taking the action without a meeting and to approving the specific action. Such consents shall have the same force and effect as a normal vote of the Board. All procedural votes require two-thirds approval.
  4. Committee Meetings: Each Committee meets at least twice per quarter and as by need. Committee Meeting times and locations are determined by the presiding Officer(s) of each Committee. A list of Committees and the respective presiding Officer(s) is as follows:
  5. Meeting Minutes: During the Executive Board meetings, minutes shall be taken to keep an accurate account and provide a record of precedents set by the members. In addition, all other Meetings of the type defined by Article IV of this Constitution must either record keep minutes or submit a Meeting Agenda to the Secretary enumerating the topics to be covered in advance of meeting. All minutes and agendas shall be kept on permanent record by the Secretary and made available to all inquiry by Executive Board members and the UCLA Administration.

V. Election Procedures

  1. Elected Body: All Executive Board offices, as detailed in § 3.02(A)-(M), including midterm vacancies, are to be filled by the procedures below.
  2. Nominations: A Nominations Meeting will occur after or immediately preceding the final General Meeting of the academic year and no later than one week prior to the Elections Meeting. Candidates must be nominated. Candidates may nominate themselves. A candidate may refuse the nomination.
  3. Restrictions on Nominations: Only a Member previously on the Executive Board may announce candidacy or be nominated for the Office of President. All other Executive Board Offices are open to the entire Membership and must be filled by Members.
  4. Electorate: All eligible Members are entitled to one vote per voting cycle, as detailed in § 2.02.
  5. Election Requirements: A simple majority vote is needed to win. Majority vote is determined by secret ballot of the general membership. No electronic votes or votes by proxy will be permitted for elections. Candidates may vote. If no candidate receives a simple majority of votes, a runoff election between the two candidates with the most votes will be held.
  6. Elections Meeting Arbitration: All election procedures, excluding the explicit procedures of § 5.01 through 5.11 are to be decided by a volunteer committee comprised of graduating Regents Scholars and/or Alumni Members. This group holds the authority to establish speech procedures, time restrictions, and other matters of decorum, and to address any and all questions and concerns regarding the elections process.
  7. Transitions Meeting: A Transition Meeting among members of the incoming and outgoing Executive Board Officers will be held at a time after the Elections Meeting, but before Inauguration. At this meeting, all documents, records, capital goods, and transition packets are transferred to the incoming Executive Board Members.
  8. Inauguration: Newly elected Board Members are inaugurated and assume all responsibilities of their Office during the closing ceremony of the Spring Banquet. All Executive Board members recite the Oath of Office, except the President who recites the Presidential Oath of Office.
  9. Co-Officers: A Co-Officer may be added if approved by two-thirds of the Board and confirmed by a majority vote of members present at the next general meeting. Responsibilities are shared equally by both persons holding the same office.
  10. Removal From Office and Resignation: Removal of any Officer may be proposed by anyone, but must be approved by at least a two-third vote of the other Executive Board. An Officer may submit written notification of resignation to the President, and must furnish all documents, records, capital goods, and transition packets. A mid-year Transition Meeting may be held between the resigning Officer, President, and replacement Officer as selected through the procedures of § 5.11.
  11. Mid-term Vacancies: In the event of a midterm vacancy, if there exists a Co-Officer, that person will have sole control of the Office for the remainder of the term, unless there is a need for another Co-Officer. If no Co-Officer exists or a new Co-Officer must be elected, the Executive Board will hold an emergency meeting and nominate a replacement given two-thirds approval by the Executive Officers. This nominee will temporarily perform the duties of the position until the individual is confirmed by a majority membership vote of those present at the next General Meeting.

VI. Financial Procedures

  1. Disclosure of Financial Records: All financial records will be open to the perusal of the Executive Board and UCLA Administration.
  2. Independent Oversight: Independent oversight of financial operations, including read-only access to financial dealings, budgets, and balances, may be given to at least one non-Board Member, Alumni Member, or UCLA Official as nominated by the President and unanimously approved of the Executive Board. These persons comprise the Financial Oversight Committee but are extended no further Rights or entitlements beyond those normally bestowed upon such persons by this Constitution.
  3. Fiscal Year: The fiscal year of the organization shall be June 1 - May 31 but may be changed by resolution of the Executive board.
  4. Spending Procedure: Executive Board Officers may be reimbursed for expenditures within the amount requested by that Officer and approved by the President and Treasurer in the annual budget. If an officer Requests a higher monetary allotment than initially requested and approved, only the President has the authority to approve the request. These additional monetary allotments approved by the President can be overturned with a two-thirds majority vote of the remaining Board Members. The Treasurer is responsible for reimbursing all approved expenditures.
  5. Checks, Drafts, Etc.: All checks, orders for the payment of money, bills of lading, warehouse receipts, obligations, bills of exchange, insurance certificates, and like reparations shall be signed or endorsed by a signatory as defined per § 3.03 and in such manner as shall from time to time be be determined by resolution of the Executive Board or of any committee to which such authority has been delegated by the Board.

VII. Conflict of Interest Policy

  1. Conflict of Interest Policy: The Executive Board of Directors adopts the Conflict of Interest Policy as detailed in Articles I through VIII of Appendix A. These policies may be amended and changed by resolution of the Executive Board through the same procedure as Amendment to the Bylaws as detailed in Article IX of this Constitution.

VIII. Non-Discrimination Policy

  1. Non-Discrimination Policy: The Regents Scholar Society at UCLA, in accordance with applicable Federal and State law and University Policy, does not discriminate on the basis of including, but not limited to, race, color, national origin, religion, sex, disability, age, medical condition, ancestry, marital status, citizenship, sexual orientation, or status as a special disabled Veteran. The Regents Scholar Society at UCLA also prohibits sexual harassment. This Non-Discrimination Policy covers organization membership, access to organization programs and activities, and the general treatment of members in the organization.

IX. Amendment to the Bylaws

  1. Amendment Procedure: Any change to these Bylaws and Constitution may be proposed by any member, but must be approved by at least a two-thirds majority vote of the Executive Board.
  2. Record of Amendment: A record of all previous and subsequent amended versions of these Bylaws shall be kept on permanent record on file with the Secretary and be open to the perusal of all Members, the Executive Board, and the UCLA Administration.
  3. Most Recent Amendment: The date of the most recent amendment to these Constitutional Bylaws is to be published below.
    • Last amended February 15, 2016

Appendix A

Conflict of Interest Policy

  1. Purpose: The purpose of the conflict of interest policy is to protect the interest of this tax- exempt organization (Regents Scholar Society at UCLA; hitherto the Organization) when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the Organization, or might result in a possible excess benefit transaction. This Conflict of Interest policy may supplement but not replace any applicable state and federal laws governing conflicts of interest applicable to nonprofit and charitable organizations.
  2. Definitions
    1. Interested Person: Any director, principal officer, or member of a committee with governing board delegated powers, who has a direct or indirect financial interest, as defined below, is an interested person.
    2. Financial Interest: A person has a financial interest if the person has, directly or indirectly, through business, investment, or family:
      1. An ownership or investment interest in any entity with which the Organization has a transaction or arrangement,
      2. A compensation arrangement with the Organization or with any entity or individual with which the Organization has a transaction or arrangement, or
      3. A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the Organization is negotiating a transaction or arrangement. Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial. A financial interest is not necessarily a conflict of interest. Under Article III, Section 2, a person who has a financial interest may have a conflict of interest only if the appropriate governing board or committee decides that a conflict of interest exists.
  3. Procedures
    1. Duty to Disclose: In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement.
    2. Determining Whether a Conflict of Interest Exists: After disclosure of the financial interest and all material facts, and after any discussion with the interested person, the interested person shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists.
    3. Procedures for Addressing a Conflict of Interest: The procedures for addressing a conflict of interest are as follows:
      1. An interested person may make a presentation at the governing board or committee meeting, but after the presentation, the interested person shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.
      2. The chairperson of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.
      3. After exercising due diligence, the governing board or committee shall determine whether the Organization can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.
      4. If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the Organization's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement.
    4. Violations of the Conflict of Interest Policy: Violations of the Conflict of Interest Policy shall be dealt with as follows:
      1. If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose.
      2. If, after hearing the member's response and after making further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.
  4. Records of Proceedings: The Minutes of the governing board and all committees with board delegated powers shall contain:
    1. The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the governing board's or committee's decision as to whether a conflict of interest in fact existed.
    2. Thenamesofthepersonswhowerepresentfordiscussionsandvotes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.
  5. Compensation: Compensation issues concerning interested parties shall be dealt with as follows:
    1. A voting member of the governing board who receives compensation, directly or indirectly, from the Organization for services is precluded from voting on matters pertaining to that member's compensation.
    2. A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization for services is precluded from voting on matters pertaining to that member's compensation.
    3. No voting member of the governing board or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization, either individually or collectively, is prohibited from providing information to any committee regarding compensation.
  6. Annual Statements: Each director, principal officer and member of a committee with governing board delegated powers shall annually sign a statement which affirms such person:
    1. Has received a copy of the Conflict of Interest Policy,
    2. Has read and understands the policy,
    3. Has agreed to comply with the policy, and
    4. Understands the Organization is charitable and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes.
  7. Periodic Reviews: To ensure the Organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects:
    1. Whether compensation arrangements and benefits are reasonable, based on competent survey information, and the result of arm's length bargaining.
    2. Whether partnerships, joint ventures, and arrangements with management organizations conform to the Organization's written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes and do not result in inurement, impermissible private benefit or in an excess benefit transaction.
  8. Use of Outside Experts: When conducting the periodic reviews as provided for in Article VII, the Organization may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the governing board of its responsibility for ensuring periodic reviews are conduced.