ARTICLE I. NAME
SECTION 1. The name of the Organization shall be Rochester Black Employees Association (RBEA).
SECTION 2. The primary location of the Organization shall be Monroe County in the state of New York.
ARTICLE II. PURPOSE
SECTION 1. VISION STATEMENT: Rochester Area Black Employees are equitably represented at all levels of management, key operational assignments, critical programs and projects. Management systems are in place, which routinely ensures and inspects their intake, growth and development. Xerox Management at all levels acknowledges Black Employee's measurable organizational value and ensures they are rewarded for their contributions. Black Employees recognize and accept their responsibility to reach out and share their knowledge and successes within the Black Community.
SECTION 2. MISSION STATEMENT: The Rochester Black Employees Association’s mission is:
· Identify and expose barriers to Black Employee advancement in the work environment, and to work in concert with Xerox Management to remove them.
· Foster and create vehicles for skills enhancement through training, seminars and networking.
· Encourage Xerox Black Employees to have a visible, positive impact within the Black Community by sharing and providing skills and support where appropriate.
SECTION 3. OPERATING PRINCIPLES:
A. Recognize, articulate and support the premise that Xerox Corporation has a legal, moral and social responsibility to:
· Employ, develop, promote and retain Black personnel on the basis of individual ability.
· Recognize that an aggressive Diversity Staffing Program, with special emphasis for Black employees, is fundamental to ensuring realization of that commitment.
B. Based on the principle that professional abilities and talents are possessed by individuals, and are not the exclusive trait of any one ethnic or racial group.
· Support all efforts to eliminate employment and promotion practices which tend to deny this fundamental principle.
· Practice by example and communicate this principle to appropriate levels of Management.
C. Recommendations to appropriate levels of Management methods and means to develop and Black Employee’s goals.
D. Provide support, advice, and counsel to local Xerox Black Caucus Groups.
E. Establish an effective two-way communication process between Management and Black Employees.
F. Foster the belief that excellent job performance is a keystone to career advancement.
G. Role model the aggressive pursuit of all available education and training opportunities.
H. Assist Black Employees within Xerox and the Monroe County Community who are adversely affected by discriminatory practices
I. Recognize the positive effect of spiritual enrichment among the Black community and support spiritual nourishment of all Black employees.
ARTICLE III. EXECUTIVE COMMITTEE
SECTION 1. The Executive Committee shall consist of the President, Vice-President, Secretary, Controller, Program Coordinator, Communications Coordinator and NBEA Liaison who are elected.
SECTION 2. Duties and Responsibilities:
A. Recommend policy for the Organization and maintain the bylaws.
B. Set Rochester Black Employees Association objectives for the calendar year and long-range goals and plans.
C. Provide a forum for proactive and/or reactive procedures.
D. Meet with Xerox Senior Staff to discuss items of mutual interest and concern, in conjunction with NBEA if appropriate.
E. Support Unity across Caucus Groups.
E. Financial member: pay dues, registration fees and participate in fund-raisers.
SECTION 3. The following are the offices of the Executive Committee. The general population will elect each office.
A. PRESIDENT:
· Principal elective officer of the Organization.
· Presides at all regular and Special Meetings of the Organization, the Executive Committee, and shall be a member ex-officio, with right to vote, of all committees except the Nominating Committee.
· Communicates and make suggestions to the Organization or to the Executive Committee on matters that promote the welfare and increase the usefulness of the Organization, and shall perform other duties as are necessarily incident to the office of President, or as may be prescribed by the Executive Committee.
· Responsible to the Executive Committee for the satisfactory operation of the Organization in accordance with these bylaws.
· Makes Executive Committee appointments subject to Executive Committee approval.
· Sign with the Treasurer all contracts or other committing documents authorized by the Executive Committee and give consent to sign checks for the disbursement of Organization funds.
· Together with selected members of the Executive Committee, meet with senior management, to discuss items of mutual interest and concern.
· As required, convene meetings of Black Managers, and/or other interested parties, in pursuit of the purposes for which the Organization was established.
· Officially represent the Organization at meetings of other organizations/ associations, which espouse similar purposes.
· Perform other duties as may be prescribed by the Executive Committee.
B. VICE-PRESIDENT:
· As requested or required, fill the responsibilities of President.
· Responsible for the administrative operations of the Organization. Shall work with the respective local representatives and the Program Coordinator in planning operational events, i.e. town meetings, advisor meetings, etc.
· Perform other duties as may be prescribed by the Executive Committee.
C. CONTROLLER:
· Shall collect and have charge of all funds due or belonging to this Organization and shall deposit it in bank or trust company approved by the Executive Committee: under direction of Executive Committee shall disburse funds.
· Keep financial books and accounts of the Organization and report the financial status of the Organization quarterly to the Executive Committee. Financial accounts and books shall be audited annually by the Executive Committee
· Sign with the consent of the President contracts or other committing documents authorized by the Executive Committee, and checks for the disbursement of Organization funds.
· Keep track of all Financial Members.
· Arrange the orderly transition of the Organization’s bank accounts to the new administration at the end of his/her time of office.
· Arrange for the bonding of President and Controller at the expense of the Organization, in such a sum, as the Executive Committee shall prescribe, should such bonding become appropriate.
· Perform other duties as may be prescribed by the Executive Committee.
D. SECRETARY:
· Keep an accurate record of the proceedings of all meetings of the Organization, the Executive Committee, and of any committees when so requested.
· Maintain a current list of all members, Executive Committee Members, and members of committees.
· Responsible for the issuance of notices for all regular and special meetings of the Executive Committee.
· Shall be responsible for the coordination of Regular and Special Meetings and other meetings convened by the President or his/her designee.
· Responsible for all correspondence of the Organization.
· Act as the RBEA historian.
· Perform other duties as may be prescribed by the Executive Committee.
E. PROGRAM COORDINATOR:
· Act as a catalyst for engaging all members in the planning and implementation of agreed upon activities.
· Defines the scope of services and activities the organization will provide its membership.
· Responsible for coordination of the planning and implementation of agreed upon activities.
· Perform other duties as may be prescribed by the Executive Committee.
F. COMMUNICATION COORDINATOR:
· Responsible for ensuring and developing ongoing communications and collateral's to the General Body. These responsibilities should utilize various media as deem appropriate by the Communication Coordinator.
· Act as focal point for the Organization Representatives.
· Responsible for communicating RBEA activities.
· Maintain a list of all Executive Committee Members, Advisors, Organization representatives, General Body members and Committees Members.
· Perform other duties as may be prescribed by the Executive Committee.
G. NBEA LIAISON:
· Represent the organization at the NBEA national level and ensure that the RBEA is highly visible to the NBEA.
· Coordinate activities between RBEA and other caucus groups.
· Assist in the sharing of best practices/programs between RBEA and other caucus groups.
· Act as a catalyst to ensure RBEA and NBEA are in sync.
· Perform other duties as may be prescribed by the Executive Committee.
H. CHAPLAIN:
· Provide leadership for the spiritual development of the Organization by embracing all cultural and spiritual heritage of African-Americans to enhance the health and well being of members and family.
· Provide counsel to elected officers and advisors.
· Provide prayer and acknowledgment as appropriate at meetings, conferences and other activities.
· Expected to attend RBEA Executive Committee meetings.
· Perform other duties as may be prescribed by the Executive Committee.
Chaplain is an appointed position. Appointment shall be by the RBEA President with concurrence of the RBEA Executive Committee.
SECTION 4. ELECTION/APPOINTMENT AND TERMS:
· The RBEA Executive Committee shall be elected by the General Body consistent with the process contained in these by-laws.
· Elected officers shall serve a 2-year term beginning in January following the election.
· Appointments shall be for a term of one year and can be renewed annually at the discretion of the President and the Executive Committee.
· The term for appointed positions begins in January.
SECTION 5. RE-ELECTION: Officers on the RBEA Executive Committee can be re-elected to an office for two (2) concurrent terms (maximum of four (4) years).
SECTION 6. VACANCIES: The RBEA Executive Committee will be responsible for filling vacancies. The RBEA Executive Committee can select someone to fill the vacant office until the next election cycle.
SECTION 7. REMOVAL: The RBEA Executive Committee, Advisors or Organization Representative may petition the removal of any officer on the Executive Committee. The removal of an officer will require a vote of the RBEA Executive Committee and Advisors. An affirmative vote of two-thirds (2/3) of the RBEA Executive Committee and Advisors is required for removal.
ARTICLE IV. ADVISORY BOARD
SECTION 1. Minimum of two (2) and a maximum of four (4).
SECTION 2. To the extent possible, the Advisory Board shall be cross-organizational.
SECTION 3. Roles and Responsibilities:
· Shall be available to the RBEA officers and commit to mentor at least one officer.
· Provide information to RBEA on Xerox business direction, needs, skill requirements, key jobs/positions and strategies. Share advice and knowledge to facilitate the incorporation of this information into RBEA strategies and activities.
· Be a visible supporter of RBEA including within the work environment and the support of events.
· Is a financial member: pay dues, registration fees and participate in fund-raisers.
· Inspect and provide input on RBEA operating procedures.
SECTION 4. APPOINTMENTS AND TERMS: Shall be recruited by the RBEA officers for a term of two (2) years.
ARTICLE V. ORGANIZATION REPRESENTATIVES
SECTION 1. PURPOSE: Act as a liaison between the general body and the Executive Board. The selected representative(s) will be responsible for communicating pertinent information between Executive Board and their organization's general body; voicing issues and concerns of their general body to the Executive Committee. The method for communication between the Organization Representatives and the RBEA Executive Committee will be called out in Article VI. of the RBEA By-Laws.
SECTION 2. COMPOSITION: The Organization Representatives will consists of representatives from a chosen number of Xerox divisions, organizations or groups. The number of representatives will be determined by the RBEA Executive Committee.
SECTION 3. SELECTION & TERMS:
The Organization Representatives:
· Will be selected by members of the groups of which they are a member. The selection process will be determined by the individual groups.
· Will serve term of two (2) years.
ARTICLE VI. MEETINGS
SECTION 1. EXECUTIVE COMMITTEE MEETING: The Rochester Black Employees Association Executive Committee shall meet at least monthly at such time and place as the Committee deems appropriate. Special meetings of the Executive Committee shall be called by the President, duly authorized representative of the President, or upon written request of a majority of the Executive Committee. Written notice shall be required announcing the call a Special Meeting, specifying the purpose(s) for which the meeting will be held. The business at any Special Meeting shall be confined to the matter stated in the notice.
SECTION 2. RBEA BOARD MEETING: The Rochester Black Employees Association Executive Committee and Organization Representatives, shall meet quarterly or as required. Notification regarding a meeting will be sent thirty (30) days prior to the meeting, with a weekly follow-up beginning two weeks prior to the meeting. The agenda shall be determined by the Executive Committee and published by the RBEA Secretary.
SECTION 3. GENERAL BODY MEETING: The Rochester Black Employees Association Executive Committee shall hold quarterly General Body Meetings or as required. Notification regarding a meeting will be sent thirty (30) days prior to the meeting, with weekly follow-up beginning two weeks prior to the meeting. The agenda shall be determined by the Executive Committee and published by the RBEA Secretary.
ARTICLE VII. ELECTION PROCESS
SECTION 1. The RBEA Election Process covers the seven (7) elected positions on the Executive Committee:
A. President
B. Vice-President
C. Controller
D. Secretary
E. Communications Coordinator
F. Programs Coordinator
G. NBEA Liaison
SECTION 2: The Chaplain is appointed by Executive Committee.
SECTION 3: The nomination process for any of the seven (7) elected positions on the Executive Committee is:
A. A General Call for nominations will be made to the membership ninety days prior to the scheduled election.
B. All nominations shall be submitted to the RBEA Executive Committee sixty (60) days prior to the scheduled election.
C. Each Nominee must submit their biography to the RBEA Secretary by the specified date established by the RBEA Executive Committee.
SECTION 4: The following minimum criteria must be met by each nominee:
A. Nominees for the office of the President must have a minimum five (5) years Xerox experience.
B. Nominees for the office of Secretary must have access to Xerox PC Mail and the Internet.
C. It is preferable that Nominees for the office of Treasurer have prior experience/expertise in financial management, financial analysis or in position(s) with responsibilities similar to those of the office of the Treasurer.
D. Additional criteria for nomination can be established by the RBEA Executive Committee, based upon Board policies.
E. It is preferable that Nominees for any of the seven (7) elected positions have Caucus Group experience.
F. Financial Member of RBEA.
ARTICLE VIII.MEMBERSHIP
SECTION 1. GENERAL BODY: All African Americans or persons of African origin employed by the Document Company - Xerox, its subsidiaries or affiliates, in Monroe County, are considered a part of RBEA General Body.
SECTION 2. FINANCIAL MEMBER: Anyone part of the General Body who pays annual dues for the current fiscal year.
SECTION 3. ACKNOWLEDGMENT OF MEMBERSHIP: Upon acceptance of the application and payment, RBEA welcomes the new member and distributes membership cards and other introductory items.
ARTICLE IX.FINANCE AND PROPERTY
SECTION 1. The Organization shall not be operated for profit, and its entire properties, assets and funds shall be used only to accomplish the objectives and purposes specified in these bylaws. On dissolution of the Organization, any funds remaining shall be distributed to one or more established organized and qualified charitable, educational, scientific, or philanthropic organization(s) selected by the RBEA Executive Committee. No parts of said funds shall be distributed to members of the Organization.
SECTION 2. Upon application for membership, the applicant shall agree to pay one year’s dues. The annual dues for each member of the RBEA shall be collected annually. The annual dues are non-refundable. The amount of dues will be determined by the Executive Committee annually.
SECTION 3. RBEA funds will be used per Executive Committee approval for the following:
· Teleconference Calls
· Travel to National meetings as appropriate
· Programs and/or educational events sponsored by RBEA
· Scholarship Funds and other Non- Profit organizations i.e.
- College’s
- High School(s)
- Elementary School(s)
- UNCF
- Urban League
- NAACP
- Others to be determined
· Condolences
· Authorized and documented expenses
SECTION 4. We shall solicit sponsors to generate additional revenue to support the Annual Budget.
SECTION 5. Fiscal Year: January to December.
ARTICLE X.AFFILIATIONS
In furtherance of its purposes, the Rochester Black Employees Association shall seek and maintain affiliations with individuals and groups or organizations that support this organization’s purposes as outlined herein.
ARTICLE XI.AMENDMENTS TO BY-LAWS
SECTION 1. These bylaws may be altered, amended or repealed in whole or in part by the affirmative vote of two-thirds (2/3) of the RBEA Board and Advisors present at any meeting, or at any special meeting called for this purpose, or where such proposed actions have been incorporated in the notice of the meeting.
Adopted in Rochester, New York
February___, 1999
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President