CCCESFC
Organization Bylaws

BYLAWS

CALIFORNIA COMMUNITY COLLEGE ETHNIC STUDIES FACULTY COUNCIL

ARTICLE I

RECITALS AND DEFINITIONS

Section 1. Name of Organization. The name of this organization shall be the California Community College Ethnic Studies Faculty Council, henceforth referred to as “CCCESFC” or the “Organization” within this document.

Section 2. Organization is Nonprofit. This Organization has been formed pursuant to the California Nonprofit Mutual Benefit Corporation Law as a mutual benefit corporation.

Section 3. Specific Purpose. The purpose of the Organization shall be to:

(a) Advance the discipline(s) of Ethnic Studies with focus on sharing and diffusion of the knowledge and critical understanding of the histories, cultures, intellectual traditions, lived-experiences, and social struggles of the four historically racialized core ethnic groups: American Indians/Native Americans, African Americans, Asian Americans and Chicana/o/x/e and Latina/o/x/e Americans;

(b) Establish academic and professional standards to define the parameters of the autonomous four core Ethnic Studies disciplines (American Indian/Native American Studies, African American Studies, Asian American Studies and Chicana/o/x/e and Latina/o/x/e Studies) and to guide teaching, research, assessments, self-study, educational concepts, and modes of community and public engagement;

(c) Promote research, study, teaching, learning, scholarly exchange, curriculum design, quality education, publication, and professional development of faculty and students in the four core Ethnic Studies disciplines;

(d) Monitor and support the status, viability, well-being, and sustainability of Ethnic Studies curriculum, programs, departments and units in the academia;

(e) Link scholarship, teaching, learning, and community and public engagement through advocacy, activism, policy development, ongoing community capacity-building and involvement with issues, institutions, organizations, and movements concerned with building strong, self-affirming and resilient communities, a just and equitable society for all, and a good and sustainable world; and

(f) Take and present positions on proposed legislation, regulations and policy matters before appropriate agencies.

Section 4. Dissolution. This Organization is not organized, nor shall it be operated, for pecuniary gain or profit, and it does not contemplate the distribution of gains, profits, or dividends to its members and is organized solely for nonprofit purposes. No part of the profits or net income of this Organization shall ever inure to the benefit of any director, officer or member thereof, or to any individual. Upon the dissolution of the Organization, a prorated portion of its assets attributable to dues and remaining after payment of or provision for payment of all debts and liabilities of this Organization shall be distributed to its members, and the remaining assets shall be distributed to a nonprofit fund, foundation or corporation which has established its tax exempt status under Section 501(c) of the Internal Revenue Code.

ARTICLE II

PRINCIPAL OFFICE

The principal office of the Organization may be located at such place within the State of California as the Board of Directors may from time to time designate by resolution.

ARTICLE III

MEMBERSHIP

Section 1. Members of the Organization. Members of this Organization shall include and be limited to: persons who hold a faculty position in an Ethnic studies program or department at a California Community College campus, persons whose interests involve Ethnic studies, who pay and maintain current annual dues assessed by the Organization.

Section 2. Membership Types. There shall be 5 different types of membership organization: active (Regular) members, affiliate members, student members, life members, and honorary members.

(a) Regular Members - Ethnic Studies Faculty also known as the Assembly. Any person who holds a faculty position in an Ethnic studies program or department at a California Community College campus may be eligible for active membership in the Organization and eligible for all rights and privileges of active members. Membership on the Organization shall not lapse because of emerita/emeritus status, but emeritus and emerita faculty shall not be eligible to vote.

(b) Affiliate Members. Any former member who is no longer active, may be eligible for affiliate membership in the Organization. Any person, teacher, scholar, leader, administrator, community activist or other person who has a professional or intellectual interest in support of the Organization, students, faculty, communities, and disciplines of Ethnic Studies, may be eligible upon board approval. Associate members shall not be eligible for holding office or voting.

(c) Student Members. Any person enrolled as a full-time or part-time student majoring in one or more of the four core Ethnic Studies disciplines, may be eligible for student membership in the Organization. Student members shall be eligible for voting and serving on committees, but not holding elective offices except other than such positions specifically designated to be held by students.

(d) Life Members. Any person who has qualified for membership in Article III, Section (2 a-c), of the Organization and with board approval, may be eligible to pay a one time amount set by the Board of Directors for life membership and are exempt from annual dues for the rest of their lives. Life members who are not active in the Organization, shall not be eligible for the rights and privileges of active members.

(e) Honorary Members. Any person designated as such by the Executive Leadership and Membership Committee for outstanding achievement or service in the advancement of the four core disciplines and communities of Ethnic Studies. Honorary members are not eligible to vote or hold office and therefore do not have to pay fees.

Section 3. Membership to join by Invitation. Membership to join by invitation may be extended by the Board of Directors. The Board of Directors may propose members to join by invitation and a two-thirds majority vote of the Board is required.

Section 4. Eligibility for membership for appointed or elected officer positions may not be limited on the basis of race, religion, national origin, ethnicity, color, age, gender, gender identity, marital status, citizenship, sexual orientation, or disability. The Organization shall have no rules or policies that discriminate on the basis of race, religion, national origin, ethnicity, color, age, gender, gender identity, marital status, citizenship, sexual orientation, or disability.

Section 5. Composition. The Assembly shall be constituted by all the active members of the Organization.

Section 6. Rights and Responsibilities. The rights and responsibilities of the Assembly shall be:

(a) Participating regularly in sessions of the Assembly;

(b) Serving on committees of the Organization;

(d) Dissemination of important information on the discipline and the Organization to their respective campuses;

(e) Facilitating the implementation of policies and goals of the Organization on their respective campuses; and

(f) Monitoring and advising the Organization on important and actionable matters concerning Ethnic Studies, faculty, students, departments and program issues across the state.

Section 6. Dues. All persons so designated as eligible for active membership shall become a member upon payment of annual dues set by the Board of Directors. Active membership shall be for one year beginning July 1 ending June 30, and shall be renewed annually with payment of dues. Only members in good standing shall have the right to vote and hold office on the Council. In order to be in good standing, a member must be current in the payment of all dues.

Section 7. Loss and Reinstatement of Membership. Any member whose dues are in arrears and has been notified in writing shall be dropped from the roster of membership. Notice of this action shall also be given. A member who has been dropped may be reinstated at any time by full payment of dues.

Section 8. Rates of Dues. Dues shall be set by the Board of Directors. The Board of Directors shall establish a dues rate for students lower than the dues rate for active members. It may also establish rates lower for other persons designated as meriting such consideration. Honorary members shall be exempt from payment of dues.

Section 9. Subcommittees. Special Committees may be established by the Executive Leadership and shall perform such duties as defined in their establishment. The following permanent subcommittees are hereby established within the governing structure of the Organization:

(a) Archival Committee (AC)

(b) Curriculum & Assessment Committee (CAC)

(d) Membership Committee (MC)

(e) Newsletter & Publications Committee (NPC)

(f) Political Action and Advocacy/Legislative Committee (PAACL)

(g) Public Relations, Outreach & Communications Committee (PROCC)

The Board of Directors shall appoint, and may remove, committee members and a Chairperson for each committee.

ARTICLE IV

ASSEMBLY VOTING

Section 1. Voting. Business cannot be conducted unless a quorum of the membership is present. A quorum for this organization is defined as a majority of the voting membership.

Section 2. Proxy Voting Prohibited. Members must be present to vote. Absentee or proxy voting is not permitted.

Section 3. Good standing. In order to vote a member must be in good standing. In order to be in good standing, a member must be current in the payment of all dues.

ARTICLE V

BOARD OF DIRECTORS

Section 1. General Powers. Subject to the provisions of the California Nonprofit Mutual Benefit Corporation Law, the business and affairs of the Organization shall be vested in and exercised by, the Organization’s Board of Directors. The Board of Directors shall constitute and conduct itself based on the foundational principles of self-determination and equal representation of the four core ethnic studies groups: American Indian/Native American; African American; Asian American and Chicana/o/x/e and Latina/o/x/e American. This self-determination and equal representation shall be achieved through statewide discipline-specific caucuses of each of the four Ethnic Studies groups who shall elect their own representatives to the Leadership. The Leadership/Officers so elected and constituted shall have full authority to represent and advance the discipline-specific and collective interests of Ethnic Studies and the Organization.

The Board of Directors may delegate the management of the activities of the Organization to any person or persons, or committee, provided that notwithstanding any such delegation the activities and affairs of the Organization shall continue to be managed and all Organizational powers shall continue to be exercised under the ultimate direction of the Board.

Section 2. Number and qualification. The Board of Directors shall consist of the following persons, and must be Ethnic Studies discipline faculty in the California Community College system whose memberships are in good standing with all dues and assessments current and not subject to any suspension.

(a) Co-Chairs (2) serving staggered terms;

(b) Secretary (1);

(d) Caucus Representatives (4) one for each of the four core disciplines;

(e) Student Representatives (2) one from northern regions and one from southern regions; and

(f) Northern and Southern Representatives (4) two from the north and two from the south

a. Northern and Southern Representatives will be elected from the Lead Regional Advocates (2 per region representing 10 regions - 5 northern regions, and 5 southern regions) who are voted on by their respective northern and southern regional assembly members.

b. Refer to the 10 regions as outlined by the CCCESFC regional flowchart

(g) At Large Members (2) appointed by the Executive Leadership

a. The Executive Leadership consists of the Co-Chairs, Secretary, Treasurer, and Caucus Representatives.

Section 3. Rights and Responsibilities of the Board. The Board of Directors shall:

(a) Establish the policies, priorities, and goals of the Organization;

(b) Adopt the agenda and rules governing its meetings;

(c) Enact measures as may be necessary to carry out policies and achieve the goals and objectives of the Organization within the framework of the Bylaws;

(d) Establish academic standards for the disciplines of Ethnic Studies;

(e) Receive, review and rule on recommendations and petitions filed by a group of members in good standing from at least five campuses;

(f) Receive policy issues from members while the Assembly is in session. The Assembly may then take up the matter or refer it to the Board of Directors to review and formulate those matters and submit them for membership discussion at a subsequent meeting of the Assembly;

(g) Approve and establish subsidiary structures;

(h) Establish dues;

(i) Approve budgets;

(j) Approving changes of the By-Laws and reviewing and approving social policy statements and other matters deemed of similar weight and significance;

(k) Approves signatories (Co-Chairs & Treasurer) to bank accounts; and

(l) Take and present positions on proposed legislation, regulations and policy matters before appropriate agencies

Section 4. Duties of the Executive Leadership of the Board of Directors. The Executive Leadership of the Board of Directors is made up of the Co-Chairs, Secretary, Treasurer and the Caucus Representatives (4).

The Executive Leadership shall:

(a) Create an agenda for meetings;

(b) Provide minutes from meetings to the Board of Directors and general Assembly;

(d) Appoints At-Large Members with approval from the Board of Directors;

(e) Opens and maintains bank account(s).

Section 5. Any officer who, during the term of office, ceases to be a voting member, or fails to maintain the above stipulated status shall be removed from office and a replacement shall be elected.

ARTICLE VI

OFFICERS

Section 1. Officers. The officers of the Organization shall be two Co-Chairs, a Treasurer and a Secretary, four Caucus Representatives, two Student Representatives; and four total, (2) Northern and (2) Southern Representatives.

Section 2. Co-Chairs. The Co-Chairs shall serve as the chief executive officers of the organization, shall preside at all meetings of the organization and shall prepare the agenda for meetings. The Co-Chairs shall appoint all committees and committee chairs. The Co-Chairs shall have other powers and duties of management usually vested in chief executive officers, as may be prescribed by the Board of Directors. The Co-Chairs shall enter into contracts on behalf of the Organization. Co-Chairs shall not serve in any other leadership capacity except as a Lead Regional Advocate and Caucus member. As a Caucus member, Co-Chairs may not serve as a Caucus Representative or in any other capacity on the Board of Directors due to a conflict of interest in positions.

Section 3. Treasurer. The Treasurer shall handle all financial affairs and budgeting of the organization, maintain all necessary accounting records, and prepare financial reports for the membership. The Treasurer shall collect all dues (if applicable) and revenue and deposit it into the Organization’s bank account. The Treasurer shall work with the Secretary to communicate and notify members when dues are due. The Treasurer shall not serve in any other leadership capacity except as a Lead Regional Advocate and Caucus member. As a Caucus member, the Treasurer shall not serve as a Caucus Representative on the Board of Directors due to a conflict of interest in positions.

Section 4. Secretary. The Secretary shall take minutes at all meetings of the organization, keep these on file, and submit copies to organization members upon request. The Secretary shall be responsible for all Organization correspondence and shall keep copies on file. The Secretary shall maintain membership records for the organization. The Secretary shall update the Organizations website. The Secretary shall not serve in any other leadership capacity except as a Lead Regional Advocate and Caucus member. As a Caucus member, the Secretary shall not serve as a Caucus Representative on the Board of Directors due to conflict of interest in positions.

Section 5. Discipline Specific Caucus Representatives (4). Caucus Representatives shall communicate with and respectively represent Caucus members from each of the four core groups. Caucus Representatives shall bring concerns, policy ideas, proposals and resolutions to the Board of Directors. Caucus Representatives shall not serve in any other capacity on the Board of Directors while serving as a Caucus Representative. Caucus Representatives may also serve as a Lead Regional Advocate while serving as a Caucus Representative.

Section 6. Student Representatives (2). Student Representatives shall communicate with and represent student membership in the organization and bring concerns, policy ideas, proposals and resolutions to the Board of Directors. Student Representatives can only hold this type of leadership position.

Section 7. Regional Representatives (4). Regional Representatives shall communicate with and represent their regional representatives from the ten regions (5) northern and (5) southern regions respectively. Regional Representatives shall bring concerns, policy ideas, proposals and resolutions to the Board of Directors. A Regional Representative shall not serve on the Board of Directors in any other capacity except as a Lead Regional Advocate and Caucus member. As a Caucus member, the Regional Representative shall not serve as a Caucus Representative on the Board of Directors due to conflict of interest in positions.

Section 8. Lead Regional Advocates (20 two for each region). Lead Regional Advocates shall communicate with and represent members in each one of their respective ten regions. There shall be at least two Lead Regional Advocates representing each region. Board members can serve as Lead Regional Advocates as well as Board positions.

Section 8. Election of Co-Chairs, Treasurer and Secretary. Elections are held no later than the second Friday of May bi-annually and shall take place at a regularly scheduled meeting of the organization at which a quorum is present. At least one week’s notice shall be provided for any meeting at which an election is to be held. Nominations for officers shall be made at the regular meeting immediately preceding the election. Nominations may also be made from the floor immediately prior to the election for each office. Members may nominate themselves for an office. Officers shall be elected by majority vote. If no candidate receives a majority vote, a runoff election shall be held between the two candidates receiving the highest number of votes. Votes shall be cast by secret ballot; however, when there is only one candidate for an office, a motion may be made to elect the candidate.

Section 9. Election of Discipline Specific Caucus Representatives. Elections are held no later than the first Friday of May annually and shall take place at a regularly scheduled meeting of the Caucus at which a quorum is present. At least one week’s notice shall be provided for any meeting at which an election is to be held. Nominations shall be made at the regular meeting immediately preceding the election. Nominations may also be made from the floor immediately prior to the election for each office. Members may nominate themselves as a Caucus Representative. A Caucus Representative shall be elected by majority vote of their respective caucus. If no candidate receives a majority vote, a runoff election shall be held between the two candidates receiving the highest number of votes. Votes shall be cast by secret ballot; however, when there is only one candidate, a motion may be made to elect that candidate.

Section 10. Election of Student Representatives. Elections are held no later than the first Friday of May annually and shall take place at a regularly scheduled meeting of the Student membership at which a quorum is present. At least one week’s notice shall be provided for any meeting at which an election is to be held. Nominations shall be made at the regular meeting immediately preceding the election. Nominations may also be made from the floor immediately prior to the election for each office. Members may nominate themselves as a Student Representative. A Student Representative shall be elected by majority vote of their respective region. There will be a northern regional and southern regional Student Representative. If no two candidates receive a majority vote, runoff elections shall be held between the candidates receiving the highest number of votes. Votes shall be cast by secret ballot; however, when there is only one candidate for each region, a motion may be made to elect both candidates.

Section 11. Election of Regional Representatives. Elections are held no later than the first Friday of May annually and shall take place at a regularly scheduled meeting of the Regional Membership at which quorum is present. At least one week’s notice shall be provided for any meeting at which an election is to be held. Nominations shall be made at the regular meeting immediately preceding the election. Nominations may also be made from the floor immediately prior to the election for each office. Members may nominate themselves for an office. Four Regional Representatives (two for the northern region and two for the southern region) shall be elected by majority vote. If no candidate receives a majority vote, a runoff election shall be held between the candidates receiving the highest number of votes. Votes shall be cast by secret ballot; however, when there are only four candidates (two from the north regions and two from the south regions), a motion may be made to elect the candidates by the membership respectively by the northern regional membership and the souther regional membership.

Section 12. Election of Lead Regional Advocates. Elections are held no later than the first Friday of May annually and shall take place at a regularly scheduled meeting of the Regional Membership at which quorum is present. At least one week’s notice shall be provided for any meeting at which an election is to be held. Nominations shall be made at the regular meeting immediately preceding the election. Nominations may also be made from the floor immediately prior to the election for each office. Members may nominate themselves for an office. Lead Regional Advocates shall be elected by majority vote. If no candidate receives a majority vote, a runoff election shall be held between the candidates receiving the highest number of votes. Votes shall be cast by secret ballot; however, when there are only two candidates for a Lead Regional Advocae in any given region, a motion may be made to elect the candidates by the members in their respective region.

Section 13. Term of Office. Two year terms will be held by all officers. The Board of Directors reserves the right to appoint officers if no one runs for the office. Each Board member shall hold office for a term of 2 years, commencing on July 1 of the calendar year and until a successor has been elected and qualified.

Section 14. Impeachment. Any member may initiate officer removal by the following procedure:

(a) Petition the Board of Directors with signature of 1/3 of all voting members petition should state reason for removal;

(b) Board of Directors shall then notify officers and call for removal vote within fourteen days of filing the petition;

(d) At the meeting for removal, the petition stated grievances shall be made public and the officer charged shall be allowed to respond to the charges of the petition; and

(e) Removal from office shall require a vote of 2/3 of all voting members.

Section 15. Vacancy of Office. In case of resignation or removal of any officer, an interim acting officer shall be appointed by the Board of Directors. The Co-Chairs shall call for an election within fourteen days after vacancy of any office. Elections shall be conducted as stated in the bylaws. Should the office of Co-Chairs become vacant, there will be a call for an election for Co-Chair consistent with the elections process set forth in the bylaws.

ARTICLE VII

MEETINGS

Section 1. Regular Member Meetings. Regular members shall meet twice a year. The dates, times and means or place shall be determined by the Executive Leadership. Notice shall be given in an appropriate manner and in adequate time for planning and preparation.

Section 2. Special Member Meetings. Special meetings may be called by the Co-Chairs or a majority of the Board of Directors. All members must be given a minimum of 24 hours’ notice prior to the meeting time.

Section 3. General Assembly. Business cannot be conducted unless a simple majority of the Board of Directors is present and a quorum for this organization is present. A quorum for this organization is defined as a majority of the voting membership.

Section 4. Board of Directors Meetings. The Board of Directors shall meet once a month at such times that shall be fixed by the Board of Directors.

Business cannot be conducted unless a simple majority of the leadership is present and a quorum for this organization is present. A quorum for the Board of Directors is defined as a majority of the Board Membership.

Section 5: The Executive Leadership Meetings. The Executive Leadership shall meet at such times as shall from time to time be fixed by the Executive Leadership.

Business cannot be conducted unless a simple majority of the leadership is present and a quorum for this organization is present. A quorum for the Executive Leadership is defined as a majority of the Executive Leadership Team.

Section 6. In order to vote a member must be in good standing which means paid dues.

ARTCILE VIII

DISCIPLINE OF MEMBERS

Section 1. All members of the CCCESFC are expected to uphold the rules and regulations and adhere to the policies and procedures set forth in the Organization Policies.

Section 2. Members that violate the Code of Conduct and Organization policies may have their membership in the organization terminated.

Section 3. When a member believes that another member has engaged in conduct that is detrimental to the organization, a conversation should be held with the Board of Directors. If warranted, a written charge may be filed with the Board of Directors. The Board of Directors shall review the charge(s) and may conduct a preliminary investigation if deemed appropriate. If the preliminary investigation concludes that misconduct appears to have occurred, the

Board of Directors shall determine if any sanctions are warranted. Possible sanctions may include but not limited to, a reprimand, removal from office, a fine or other corrective remedy.

ARTICLE IX

MISCELLANEOUS

Section 1. Description of Dues and Assessments to Which Members Are Subject. All members of the Corporation shall be obligated to pay dues in amounts to be set by the Board from time to time.

Section 2. Checks. All checks or demands for money and notes of the Organization shall be signed by the co-chairs, treasurer, or by such other officer or officers or such other person or persons as the Board of Directors may from time to time designate.

Section 3. Operating Account. There shall be established and maintained a cash deposit account to be known as the “Operating Account" into which shall be deposited all dues as fixed and determined for all Members.

Section 4. Other Accounts. The Board shall maintain any other accounts it shall deem necessary to carry out its purpose, including reserve accounts.

Section 5. Financial Statements. No later than 120 days after the close of the Corporation's fiscal year, the Board shall direct the preparation of an annual financial report, which shall contain the information and be distributed in the manner required by §§8321 and 8322 of the California Corporations Code.

Section 6. Annual Statement of General information. As and when required by §8210 of the California Corporations Code, the Corporation shall file with the Secretary of State of the State of California, on the prescribed form, a statement setting forth the authorized number of directors, the names and complete business or residence addresses of all incumbent directors, the names and complete business or residence addresses of the chief executive officer, secretary and chief financial officer, the street address of its principal office in this state, together with a designation of the agent of the Corporation for the purpose of service of process.

Section 7. Construction and Definitions. Unless the context requires otherwise or a term is specifically defined herein, the general provisions, rules of construction, and definitions in the California Nonprofit Mutual Benefit Corporation Law shall govern the construction of these Bylaws. Without limiting the generality of the foregoing, the masculine gender includes the feminine and neuter, and singular number includes the plural and the plural number includes the singular.

Section 8. Indemnification of Corporate Agents. Any person who was or is a director, officer, employee or other agent of the Corporation (collectively Agents) may be indemnified by the Corporation for any claims, demands, causes of action, expenses or liabilities arising out of, or pertaining to, the Agent’s service to or on behalf of the Corporation to the full extent permitted by §7237 of the California Corporations Code.

ARTICLE X

AMENDMENTS

Section 1. Amendment of Bylaws. Proposed amendments to these bylaws shall be presented to the membership, in writing, one meeting prior to the meeting where the amendment will be voted upon. The Executive Committee and/or Bylaws Committee shall review and make recommendations on all bylaw revisions prior to consideration by the membership. Bylaw amendments require approval by two-thirds of the voting members present at a regular meeting. The amendment shall be effective immediately unless otherwise stipulated in the amendment. A copy of any amendments to these bylaws must be submitted to the Leadership within two weeks after adoption.

CERTIFICATE OF SECRETARY

The undersigned secretary of the corporation known as California Community College Ethnic Studies Faculty Council does hereby certify that the above and foregoing Bylaws consisting of 10 pages, were duly adopted by affirmative vote of the Board of Directors and that they now constitute the official Bylaws of the Organization.

By: Dr. Malika Hollinside

[Dr. Malika Hollinside, Secretary]

Dated: July 18, 2024

CCCESFC

CCCESFC Organization Bylaws

CCCESFC
Organization Bylaws