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Appendix A: Constituency

Constituency

Walla Walla University is owned and operated by the North Pacific Union Conference of Seventh-day Adventists, comprising Alaska, Idaho, Oregon, Montana, and Washington. In accordance with the by-laws of that union conference, the delegates from the constituency meet in business session, at which time they elect the Board of Trustees of Walla Walla University.

  1. Constituent Membership:

    The University shall have a Constituent Membership as provided in section 3, Designation of Constituent Membership.

  2. Functions of the Constituent Membership:

    It shall be the function of the Constituent Members to attend the official Constituent Membership meetings of the University, to inform themselves on the business of the University to be transacted, to elect the members of the Board of Trustees, to receive the report of the Auditor for the previous period, and to transact such other business as may properly come before the Constituent Membership.

  3. Designation of Constituent Membership:

    The Constituent Members of the University shall be members of the Seventh-day Adventist Church in good and regular standing and shall consist of the following:

    1. The members of the Executive Committee of the North Pacific Union Conference of Seventh-day Adventist

    2. The members of the Executive Committee of the General Conference of Seventh-day Adventists in attendance at the Constituent Membership meeting

    3. The Board of Trustees of the University

    4. The delegates duly and regularly elected, appointed, or selected to any regularly called session of the North Pacific Union Conference of Seventh-day Adventists, according to the adopted and established rules and regulations thereof. For purposes of this subsection, delegates chosen for any regular session shall continue as Constituent Members of the University until new delegates are qualified for the next succeeding regular session thereof, so long as the delegate continues to be a member in good and regular standing of the Seventh-day Adventist Church and resides within the territory of the North Pacific Union Conference of Seventh-day Adventists.

  4. Constituent Membership Meetings and Notice:

    Constituent Membership meetings shall be held in conjunction with the regularly scheduled constituency session of the North Pacific Union Conference of Seventh-day Adventists at the time and place established for such session, unless otherwise provided for as to time and place by the Board of Trustees. Written notice of Constituent Membership meetings shall be given to the Members in person or by mail not less than ten (10) nor more than fifty (50) days before the date of the meeting and shall be effective when mailed to the last known address of the member. The notice shall specify the time and place of the meeting.

  5. Officers of the Constituent Members:

    The Constituent Membership in session shall be chaired by the President of the North Pacific Union Conference of Seventh-day Adventists. The President of the University shall serve as Secretary of the constituent meetings. It shall be the function of the Secretary of the constituent meetings to keep a full and complete record of the proceedings of the meetings of the Constituent Members of the University pursuant to Article Nine, Section 9.1, and to provide such records to the Secretary of the University for safekeeping as provided in Article Seven, Section 7.4

  6. Nominating Committee:

    The Executive Committee of the Board of Trustees shall serve as the Nominating Committee at the Constituent Membership meeting. The Nominating Committee shall recommend to the Constituent Members of the University the names of twenty-nine (29) individuals to be considered for positions on the Board of Trustees.

  7. Special Meetings and Notice:

    Special Constituent Membership meetings may be called by the Board of Trustees or by written request of not less than thirty percent (30%) of the Constituent Members delivered to the Chair, Vice Chair or Secretary of the Board of Trustees. Written notice of the special meeting shall be given to the Constituent Members in person or by mail not less than ten (10) nor more than fifty (50) days before the date of the meeting and shall be effective when mailed to the last known address of the member. The notice shall specify the time and place of the meeting. Only items of business specifically set forth in the written notice shall be considered at a special meeting.

  8. Quorum:

    A majority of the Constituent Members shall constitute a quorum for the transaction of business, and once a quorum has been established and the meeting declared in session, those members present shall transact such business as may properly come before them regardless of the fact that a lesser number than a quorum shall at any time thereafter be present during the meeting.

  9. Voting:

    1. Voting shall be by voice, roll call, or hand at the discretion of the Chair of the constituent meeting, unless a secret ballot is requested by at least twenty percent (20%) of the Constituent Members, in which case ballots shall be counted by a committee of three (3) individuals appointed by the Chair of the Constituent Membership meetings.

    2. Each Constituent Member shall have one vote, and only one, on any question. No Constituent Member may vote by proxy; provided, however, the Board of Trustees may, by a two-thirds (2/3) vote, authorize a vote by proxy at special meetings.

  10. Rules of Order and Parliamentarian:

    Constituent Membership meetings shall be conducted according to Roberts' Rules of Order, latest edition. The Chair of the Constituent Membership meetings shall appoint a parliamentarian to assist in conducting the business such meetings.