Amended Bylaws of The College Key as of June 8, 2018

Article I. NAME

The name of this organization shall be The College Key.

Article II. PURPOSE

Section 1. The purpose of this organization is to recognize outstanding Bates men and women, to encourage and to recognize student academic and extracurricular achievement; to support academics, athletics, and student life; to provide student aid including scholarships and other kinds of financial assistance, to be a resource for student internships, to support campus improvements, and to contribute to the general welfare of the College in any way that seems advisable.

Section 2. The members shall act as key people in alumni organizations, as contact people to encourage qualified students to attend Bates, and provide other alumni services to the College in any way possible.

Article III. MEMBERSHIP

Section 1. Student Members

(a) Senior members shall be chosen from faculty and staff recommendations by the Committee on Undergraduate Members.

(b) Up to 5% of the members of a class may be selected for membership as seniors. In addition, up to six may be selected as juniors.

(1) Good academic standing

(2) Character

(3) Campus and community service

(4) Leadership

(5) Future promise

Section 2. Alumni Members

(a) Up to forty (40) alumni members may be proposed each year by the Committee on Alumni Members for election at the Annual Meeting. Alumni who did not graduate may be considered for membership on the basis of outstanding lifetime service to the College. There is no limit on the number of alumni members in a class.

(b) Selection criteria shall include:

(1) Service to the College

(2) Leadership in the community

(3) Success in chosen field

(4) Character

Section 3. Honorary Members

(a) Presidents of the College may be invited to become honorary members. Other persons who have rendered extraordinary service to the College may be proposed to the Annual Meeting by the Executive Committee for election as honorary members.

(b) The selection criteria shall be the same as for alumni members.

Article IV. OFFICERS AND DIRECTORS

Section 1. The officers of this organization shall consist of:

(a) President

(b) Vice President

(d) Staff Liaison

(e) Treasurer

(f) Auditor

Section 2. A slate of officers shall be nominated by the nominating committee and presented to the membership each year at the Annual Meeting. Additional nominations may be made from the floor.

Section 3:There shall be an Executive Committee consisting of:

(a) President

(b) Vice President

(d) Treasurer

Section 4. President and Vice President shall be elected for a three-year term at the Annual Meeting by vote of a majority of the members present.

Section 5. The Staff Liaison shall be a member of the Bates staff and shall serve as the primary liaison with the College. This position is not subject to the term limits in Section 7.

Section 6. The remaining officers shall be elected for a five-year term at the Annual Meeting by a vote of a majority of the members present.

Section 7. No individual shall serve a term on the Executive Committee longer than 10 consecutive years.

Section 8. If the President vacates the office before her/his term has expired, the Vice President shall succeed the President and serve until the next Annual Meeting at which time s/he shall be eligible to be elected to serve for a full three-year term. If the Vice President vacates the office before her/his term has expired, the Executive Committee shall elect a replacement, nominated by the Nominating Committee, to serve until the next Annual Meeting at which time s/he shall be eligible for election to a term that is coterminous with that of the President. If any other Executive Committee offices are vacated in mid-term, the Executive Committee may elect a replacement to serve until the next Annual Meeting at which time the Nominating Committee shall nominate a replacement to fill a full term.

Section 9. Duties

(a) The President is the Chief Executive Officer of the organization. The President is responsible for seeing that the officers and committees fulfill their duties in a timely manner. The President shall set the agenda and preside at Annual Meetings and Executive Committee meetings; and serve as an ex officio member of all committees.

(b) The Vice President shall perform the duties of the President if the President is not able to act or if the President resigns, shall be responsible for the encouragement and coordination of organizational activities, and shall serve as ex-officio member of all committees.

(c) The Secretary shall keep minutes of all proceedings of the organization and record the same, shall notify members of the date and location of the Annual Meeting at least two weeks before its date, and perform such other duties as are customary for such an officer.

(d) The Staff Liaison shall be a member of the Bates staff and shall collaborate with the Executive Committee to conduct the organization’s correspondence, annually prepare one or more newsletters for the membership, and perform other duties as requested by the Executive Committee.

(e) The Treasurer shall have charge of all funds belonging to the organization, and shall disburse the same according to the directions of the Annual Meeting or the Executive Committee. The Treasurer shall submit an account of receipts and disbursements during the past year at each Annual Meeting. The treasurer shall also be responsible for submitting any required federal, state, or local filings in a timely manner.

(f) The Auditor shall conduct a yearly audit of the financial records of the organization and present a report to the Executive Committee thirty days prior to the Annual Meeting.

Article V. COMMITTEES

Section 1. Each standing committee shall have four members, three to be appointed by the Executive Committee. The Executive Committee shall designate an officer as ex officio member of each Committee, with full voting power, unless otherwise provided. Appointed committee members shall serve staggered five-year terms; the Chair, designated by The Executive Committee, shall serve for a year at a time. The Nominating Committee annually shall propose nominees to fill any expiring or vacant terms as required.

Section 2. The Committee on Undergraduate Membership shall consist of four members of the organization who are also members of the College Faculty or staff, if available and qualified. None of them are required to be an officer. Undergraduate members elected as Juniors may be asked to serve as ex officio members of this committee in their Senior year. If four members are not available and qualified, the nominating committee shall propose persons who are not members of the faculty or staff. This committee shall provide a list of recommended members to the Executive Committee for approval prior to the induction ceremony.

Section 3. The Committee on Alumni Membership shall present to the Executive Committee a list of not more than forty Alumni, to be elected into membership at the Annual Meeting pursuant to a vote of the majority of members present at the Annual Meeting.

Section 4. The Committee on Scholarships and Programs shall serve in an advisory capacity in directing the service and funding activities of the Key, subject to any instructions, conditions, or votes of the Annual Meeting, or directions of the Executive Committee. It will monitor the choice of recipients of the College Key Scholarships, the Mabel Eaton College Key Scholarship, and such other scholarships as the organization may offer; shall recognize the recipients of the Lindholm Awards, and may propose recipients of the Distinguished Service Awards and such other awards as the organization may offer for approval by the Executive Committee. The Treasurer shall serve as the Executive Committee member ex officio.

Section 5. The Nominating Committee shall present nominations of officers to be elected at the Annual Meeting, as provided in the Bylaws. The Nominating Committee may also present names for appointment to committee membership to the Executive Committee.

Section 6: The Executive Committee, assisted by the Staff Liaison, shall conduct the business of the organization between annual meetings, including authorizing expenditures of funds.

Section 7. In the event of a tie vote in a Committee, the vote of the Chair of the Committee shall control.

Section 8. The Executive Committee may constitute and disband ad hoc committees, and shall elect the members and chairs thereof.

Section 9. The Executive Committee shall conduct a review of the Bylaws every three years.

Article VI. DUES

Section 1. Membership shall be for life. Members are expected to stay current with annual dues.

Section 2. Annual dues shall be thirty dollars, except for Junior year electees (no dues for Senior year), and for the first five years after graduation, fifteen dollars. The amount of dues may be changed by a majority vote of the members present at the Annual Meeting.

Section 3. Dues shall be paid by all members until they reach their 50th Reunion, at which point they become Life Members. Life members are not required to pay dues, but are encouraged to contribute any amount they wish.

Article VII. ANNUAL MEETING

Section 1. The Annual Meeting shall be held yearly on the Bates campus during Alumni Weekend, unless the Executive Committee selects a different date.

Section 2. Notice of the Annual Meeting must be given either separately or as part of a newsletter, and shall be mailed at least 15 days prior to the Annual Meeting.

Section 3. A quorum for the Annual Meeting or any other meeting of members shall consist of 25 members.

Section 4. The officers, and alumni members shall be elected at the Annual Meeting.

Section 5. The Treasurer and all standing committees shall make their reports at the Annual Meeting.

Section 6. Upon request, the Executive Committee may offer a means of remote participation (phone/webcast) for the Annual Meeting.

Article VIII. AMENDMENTS

Section 1. These Bylaws may be amended by vote of a majority of the members present at an Annual Meeting; or at a special meeting subject to rescission as provided in the restated articles or incorporation.

Section 2. Notice of a proposed change in the Bylaws must be mailed to the membership at least 45 days prior to the meeting at which they are to be voted on.

Article IX. DISSOLUTION

Section 1. Upon dissolution of this organization, all of its assets remaining after paying or making provision for payment of all the liabilities of the Organization shall be distributed exclusively for the purpose or purposes of the Organization, in such a manner, or to an organization or organizations and operated exclusively for any one or more exempt purposes and as shall at the time qualify as an exempt organization or organizations under Section 501 © (6) of the Internal Revenue Code of 1954 and as from time to time amended (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine.