OFFICERS
Section 1. Officers. The College shall have a Chair of the Board, a Vice-Chair, a President and a Secretary. The Board, or a duly appointed officer if authorized by the Board, may also elect additional officers, each of whom shall have the authority and shall perform the duties prescribed by the Board or a duly appointed officer if authorized by the Board. The same individual may simultaneously hold more than one (1) office in the College, except the offices of President and Secretary. Officers shall be nominated by the Board committee responsible for trusteeship matters, or in the absence of same, by the Agenda Committee, and elected by the Board at its annual meeting or at any regular or special meeting of the Board. Despite the expiration of an officer's term, he or she shall continue to serve until his or her successor is appointed and qualified. An officer may resign at any time by delivering his or her resignation to the College. A resignation shall be effective when delivered unless it specifies a later effective date. If a resignation is made effective at a later date and the College accepts the future effective date, the Board may fill the pending vacancy before the effective date if the Board provides that the successor shall not take office until the effective date. Subject to any applicable contract rights, the Board may remove any officer at any time with or without cause, and any officer or assistant officer, if appointed by another officer, may likewise be removed by such officer. The appointment of an officer does not itself create contract rights, and an officer's removal shall not affect the officer's contract rights, if any, with the College. An officer's resignation shall not affect the College's contract rights, if any, with the officer.
Section 2. Term and Duties of Chair and Vice-Chair of the Board. The Chair of the Board shall preside at all meetings of the Board, and in the absence of the Chair, the Vice-Chair shall preside at any such meeting. Additionally, the Chair shall have the authority to select the chairs of Board committees, determine the membership of such committees, create ad hoc Board committees for such limited purposes as the Chair may determine, and have such other duties and responsibilities as the Board may, from time to time, determine. The Vice-Chair shall have such duties and responsibilities as he or she and the Chair may, from time to time, determine. The Chair shall serve for an initial term of three (3) years or until his or her successor is elected and qualified. Sixty (60) days prior to the end of the Chair’s initial term or such other time as circumstances may require, the Board committee responsible for trusteeship matters, or in the absence of same, the Agenda Committee, shall perform an intentional review of the initial term of the Chair and, upon the recommendation to the Board, the Chair may be elected for another three (3) year term by the Board. Sixty (60) days prior to the end of the Chair’s second term, or such other time as circumstances may require, and upon the determination by the Board committee on trusteeship matters or, in the absence of same, the Agenda Committee, that extenuating circumstances exist, the Board, in its sole discretion, may appoint the Chair to serve for up to an additional two (2) consecutive one-year terms following such two (2) consecutive three-year terms.
The Vice-Chair shall serve for an initial term of two (2) years or until his or her successor is elected and qualified, and may be elected by the Board for another two (2) year term thereafter. Sixty (60) days prior to the end of the Vice-Chair’s second term, or such other time as circumstances may require, and upon the determination by the Board committee on trusteeship matters or, in the absence of same, the Agenda Committee, that extenuating circumstances exist, the Board, in its sole discretion, may appoint the Vice-Chair to serve for an additional one (1) year term following such two (2) consecutive two-year terms.
Section 3. Duties of President. The President shall sign and execute all contracts in the name of the College, when authorized to do so by the Board; he or she shall appoint and discharge agents and employees, subject to approval of the Board; and he or she shall have the authority to generally manage the business and affairs of the College and perform all the duties incidental to the office.
Section 4. Duties of the Secretary. The Secretary shall keep the minutes of the meetings of the Board; he or she shall authenticate records of the College; he or she shall attend to the giving and serving of all notices of the College as required of him or her; he or she shall have charge of the minute book and such other records of the College as the Board may direct; he or she shall attend to such correspondence as may be assigned to him or her, and perform all duties incidental to the office.