By-Laws

By-Laws

Name:

The name of this not-for-profit organization will be Association for Distance Education and Independent Learning. The name reflects the broad inclusion of many aspects of distance education, online learning, and independent learning through synchronous or asynchronous means.

Purpose:

This association exists for all persons interested in distance education and independent learning, particularly for the purpose of providing professional development opportunities.

Objectives:
  • To provide and promote professional development opportunities and increased collegiality among distance education personnel and others interested in the field.
  • To foster and promote improved understanding and appreciation of distance education both within the secondary and higher education community and among the larger population.
  • To disseminate pertinent information to the membership.

Membership:

  • Membership is available on an individual basis only; there is no provision for institutional membership. Membership is open to anyone interested in the field of distance education and independent learning.
  • The Board of Directors of the organization will establish a membership year and a schedule for membership dues.
  • Lifetime Memberships:
    ADEIL Lifetime Memberships may be granted to individuals who have distinguished themselves for outstanding service in the field of distance education. Candidates must be carefully scrutinized, using the criteria immediately below:

    • Candidates must have been retired.
    • Candidates must have been a member of ADEIL for at least ten years and must have made a significant contribution to ADEIL as a board member, a committee person, or must have served in an official capacity in the ADEIL organization no less than four years. Lifetime Member candidates must be nominated by at least two current at-large members, and candidates are given this honor by a majority vote of the ADEIL Board of Directors at the annual fall meeting so that announcements can be made at the fall business meeting.
    • Lifetime Members may vote in ADEIL elections.
    • Lifetime Members are exempt from conference registration and membership fees.

Organization Administration:

  • The administration of the organization will consist of the elective executive positions detailed below and an elected Board of Directors. All individuals elected to serve in the executive positions or as members of the Board of Directors must be members in good standing of the organization at the time of their nomination, election, and service.

Executive Positions:

  • President. The president will serve a one-year term following a term as president-elect. The individual serving in this position will preside at meetings, appoint committee members, and generally carry out the usual functions of a president and presiding officer at meetings of the organization and the Board of Directors. The president may create ad hoc committees and task forces with the approval of the Executive Committee. The president will be an ex-officio member of all committees except for the Nominating Committee.
  • President-Elect. The president-elect will serve a one-year term. The individual serving in this position will temporarily assume the duties of president upon the absence or disability of the president. The president-elect will serve as the chair of the Planning Committee for the annual conference and workshop. Upon completion of her or his term of office, the president-elect will succeed to the presidency of the organization.
  • Secretary. The secretary will serve a two-year term. The individual serving in this position will keep accurate records of the annual business meeting of the organization, meetings of the Board of Directors, meetings of the Executive Committee, and generally carry out the duties of the secretary.
  • Treasurer. The treasurer will serve a two-year term. This individual will receive all moneys conveyed to the organization and deposit same in a depository voted upon by the Board of Directors. She or he will keep an accurate account of the income and disbursements in the books of the organization. These records will be examined regularly upon the request of the Board of Directors. Such an examination will be conducted in a manner approved by the Board of Directors. The treasurer will serve with whatever bond or surety the organization may require. The treasurer will monitor the membership list of the organization and provide membership information for the annual directory.
  • Immediate Past-President. Upon completion of his or her term as president, that individual will serve an additional one-year term as immediate past-president. The individual holding this position will chair the organization’s Nominating Committee.

Board of Directors:

The organization will have a Board of Directors. Membership of the board will consist of the president, president-elect, secretary, treasurer, immediate past-president, and eight individuals elected specifically to the board. In addition, the Board will include, ex officio, the member who is the registered agent for the state in which ADEIL is incorporated.

  • The eight individuals serving specifically on the board will serve two-year terms and will be elected in the following manner: Four members will be elected in odd-numbered years, and four members will be elected in even-numbered years. An individual may not be elected to more than two consecutive terms on the Board of Directors, unless the individual is appointed to fill a vacant position.
  • The board will establish committees as deemed appropriate. All committees will exist at the pleasure of the board. The board will exercise all powers and fulfill all responsibilities generally associated with such a group. The status of the Archivist will be ex officio.
  • A quorum of the board will consist of a majority of the membership of the Board of Directors.

Vacancies: Elected positions will be filled in the following manner.

  • If the president is unable to complete her or his term of office, the president-elect will fill the remainder of the term.
  • If the position of the president-elect becomes vacant, a special election, conducted by the Nominating Committee, will be held to fill the position.
  • In the event the position of secretary-treasurer becomes vacant, the Board of Directors will appoint an individual to fill the unexpired term.
  • Vacancies on the Board of Directors will be filled by individuals appointed by the president with the advice of the Executive Committee. Individuals appointed to the board in such a manner will serve for the unexpired term of the vacant position.

Meetings:

  • The Association for Distance Education and Independent Learning will either hold a business meeting in conjunction with its annual conference and workshop, or –in the absence of a conference–via a web conference.
  • The location of annual meetings will be determined by the Board of Directors in response to its call to institutions to host the annual conference and workshop. The selection of locations should be accomplished in such a manner that plans include each year’s annual meeting, the site for the next year’s meeting and, preferably, that of the following year’s meeting.
  • The Board of Directors will hold a minimum of one meeting per year, at the annual conference. The President may call additional meetings as she or he deems appropriate. If at all possible, these meetings will be held via electronic media, such as teleconferencing.
  • The registration fee for the annual conference and workshop will include annual professional membership dues, thus conferring membership in the organization on all attending this event.
  • All members of ADEIL will be entitled to vote during the annual business meeting and in instances of postal or electronic balloting.

Elections:

  • A Nominating Committee appointed by the president and chaired by the immediate past-president will be responsible for the election process. This committee will solicit nominations from the professional membership of the organization, construct a ballot, and conduct the election. To be eligible for nomination, a person must be a current member of ADEIL. In constructing the ballot, the Nominating Committee will strive to achieve a geographic and/or organizational balance that reflects the diversity of the membership.
  • For the office of President-elect only, nominees must have served or be serving as an ADEIL present or past officer, member of the Board of Directors, or committee chairperson.
  • All elections will be held by postal or online ballot conducted at least one month prior to the annual conference/workshop; provided a full slate of candidates for the open positions has been obtained.  If the full slate of candidates has not been obtained, elections may be postponed until all open positions have a candidate.  Open positions need to be filled by the first Board of Directors meeting of the new term.
  • All officers and board members will be elected by a simple plurality vote of those voting. If those voting fail to elect an officer by plurality vote, further balloting will continue until a plurality vote has been attained. For the Board of Directors, those individuals receiving the highest number of votes will be elected to fill the vacant positions.
  • If a tie occurs for Secretary, Treasurer, or Board member, the President with the advice of the Executive Committee will select a winner from one of the tied candidates.
  • If a tie occurs for President-Elect, a special election will be held to fill the position. In the unlikely event that the special election results in a tie, the Board (excluding the president) will select a winner from the tied candidates by private, majority vote. The president will serve as a tie-breaker should the Board’s vote result in a tie.
  • Those elected will assume their offices at the organization’s annual business meeting.

Hold Harmless Clause:

The board of directors and executive positions within ADEIL will indemnify and hold harmless each board member and/or executive officer (president, president-elect, secretary, treasurer, or immediate past-president), and also relatives and heirs of the named board members and officers, from all loss, cost, and reasonable expenses hereafter incurred in the payment, settlement, and defense of any claim, suit, or proceeding brought against an elected official of ADEIL or former elected official because of any action alleged to have been taken or omitted as a an elected or former official.

Parliamentary Authority:

The rules contained in Robert’s Rules of Order (Revised) will be the parliamentary authority in all cases not covered by these guidelines.

Adoption of Amendments to the By-Laws:

  • The By-Laws may be amended at general business meetings at the annual conference by a two-thirds vote of eligible voters attending the meeting or a vote may be conducted electronically and amended by a two-thirds of votes received from eligible members.
  • Notice of any proposed By-Law change(s) will be presented in person or by mail or electronic delivery to members before the vote, as determined by the president.

Addendum, November 2019: Committee Charges and Chair Duties

ADEIL Committee Name: Archives

Committee Charges: 

  • Collect and preserve the documents generated by AACIS/ADEIL.
  • Establish classifications and catalog the documents.  
  • Store the physical archive and create a digital version.
  • Make the archive available for consultation.

Chair Duties: 

  • Participate in Board meetings as Archives Committee Chair.
  • Update the Board on relevant issues and projects.
  • Recruit committee members from current ADEIL members.
  • Facilitate committee meetings. 
  • Update the website (or provide information to web chair) annually. 
  • Communicate to the membership how archives can be accessed.
  • Advise the Board on matters relating to the preservation, cataloging, and storage of the archives.

The current classification system, reflecting the type of documentation generated by AACIS/ADEIL  is: 

https://adeil.org/wp-content/uploads/2019/11/The-current-ADEIL-Archive-classification-system.pdf

ADEIL Committee Name: Awards

Committee Charges: 

  • Define the due date for accepting award nominations (Consider the time of year and the availability of committee members.).
    • Update the website with this info.
  •  Update the judging forms/rubrics with the committee before sending the call for award nominations.
    •  Update the website with this info.
  • Send an email to all current ADEIL members inviting them to consider ADEIL Award nominations (get the list from Membership chair).
  • Compile spreadsheet with judging results, identify winners.
  • After winners are identified, send emails to each person who nominated courses, inviting them to bring the winner to the conference.
  • Create a presentation about award nominations and results to present at the conference.
  • Get award certificates printed and arrange with the treasurer for monetary awards.
  •  Maintain the Excel document of all ADEIL Awards presented over the years.
  • Prepare and submit the end of year report to the Board  

Chair Duties: 

  • Participate in Board meetings as Awards Committee Chair
  • Update the Board on relevant issues and projects, including results of award nomination process and review
  • Recruit committee members from current ADEIL members
  • Establish an awards committee, comprised of paid (dues) members. 
    • Collect contact information from each judge to use to update the website.
  • Ensure committee members have access to nominations and send email starting the judging process. Send several more emails as judging deadline approaches.
  • Facilitate committee meetings 
  • If unable to attend the conference to present the award, arrange for a committee member to do this.
  • After the presentation, send compiled results to each person who nominated, to include feedback.  Do not reveal the names of committee members. 
  • Update the website (or provide information to web chair) annually, also update website with changes to award nomination process and award winners. 
  • Communicate to the membership any changes in awards nomination process, assessment rubrics, and award winners
  • Advise the Board on matters relating to awards,

All Committee Members will: 

  • Send brief bio info with photo to awards chair.
  • Give input into updates needed for award rubrics.
  • Commit to receiving nominations and maintaining a timeline.
  • Complete review of nominations and provide constructive feedback using provided rubrics/award points (Committee member may not complete review of course submitted by own program.). 

ADEIL Committee Name: By-Laws

Committee Charges: 

  • Annually reassess the efficacy of the By-Laws and recommend possible changes to the chair and ADEIL board. 
  • Proofread By-Laws in the ADEIL site and forward any corrections to the web committee.
  • Coordinate proposal, discussion, and voting on any changes to By-Laws.

Chair Duties: 

  • Participate in Board meetings as Committee Chair or ensure that  a member of the committee attend every board meeting to serve as a resource person regarding policies and procedures.
  • Update the Board on relevant issues and projects.
  • Recruit committee members from current ADEIL members.
  • Facilitate committee meetings. 
  • Update the website (or provide information to web chair) annually. 
  • Communicate to the membership any changes in By-Laws.
  • Advise the Board on matters relating to By-Laws.

ADEIL Committee Name: Conference

Committee Charges: 

  • Support the host with drafting a call for proposals:
      • Promote the call for proposals on social media and in professional networks.
  • Support the local host with reviewing conference proposals: 
      • Assist with scheduling details of conference sessions.
      • Assist with social media promotion via ADEIL social media accounts..
  • Provide additional assistance during the conference as needed 

Chair Duties: 

    • The chair is the president-elect.
    • Participate in Board meetings as Conference Committee Chair
    • Update the Board on relevant issues and projects
    • Recruit committee members from current ADEIL members
    • Facilitate committee meetings 
    • Update the website (or provide information to web chair) annually 
    • Communicate to the membership regular conference updates
    • Advise the Board on matters relating to conference planning and pricing.
  • Communicate regularly with local host 
  • Offer advice/support with the planning process 
  • Provide assistance with budgetary planning
  • Provide copies of ADEIL conference planning handbook
  • Ensure that the membership chair receives an updated membership list from conference host

ADEIL Committee Name: Elections

Committee Charges: 

  • Send a call for nomination for board and officer positions. 
  • Recruit nominations 
  • Encourage membership to vote. 
  • Coordinate election with an online ballot. 
  • Communicate the results of the election. 

Chair Duties: 

  • Participate in Board meetings as Committee Chair.
  • Update the Board on relevant issues and projects.
  • Recruit committee members from current ADEIL members
  • Facilitate committee meetings. 
  • Update the website (or provide information to web chair) annually. 
  • Communicate to the membership information about the elections process.
  • Advise the Board on matters relating to elections.

ADEIL Committee Name: Membership

Committee Charges: 

    • Keep active and inactive membership lists up-to-date in ADEIL’s designated email marketing automation tool (e.g. MailChimp). 
    • Send out newsletters via ADEIL’s designated email marketing automation tool (e.g. MailChimp). 
    • Maintain the Membership portion of the website to ensure clarity and ease of use for returning and prospective members.
    • Monitor GDPR.

Chair Duties: 

  • Participate in Board meetings as Membership Committee Chair
  • Communicate regularly with the treasurer and conference chair regarding membership status of new/existing members
  • Update the Board on relevant issues and projects
  • Recruit committee members from current ADEIL members
  • Facilitate committee meetings 
  • Update the website (or provide information to web chair) annually 
  • Communicate to the membership when fees are due
  • Advise the Board on matters relating to membership lists and email campaigns.

ADEIL Committee Name: Research

Committee Charges: 

    • Update award criteria as needed and post to the website.
    • Send an email to all current ADEIL members inviting them to distribute research award information as appropriate. 
    • Publicize research awards through other avenues.
    • Solicit suggestions for the Group Read on the ADEIL LinkedIn group
      • Solicit questions for discussion to be posted to the LinkedIn Group.

Chair Duties: 

  • Participate in Board meetings as Research Committee Chair.
  • Update the Board on relevant issues and projects.
  • Recruit committee members from current ADEIL members.
  • Facilitate committee meetings. 
  • Update the website (or provide information to web chair) annually. 
  • Communicate to the membership.
  • Advise the Board on matters relating to ….

Current Projects: 

  • Establish criteria for the Evan Smith Thesis/Dissertation Award
      • Implement criteria for the Evan Smith Thesis/Dissertation Award
  • Incorporate the Research Award from the Awards Committee:
      • Present Criteria for both awards to the Board for approval.
      • Establish monetary award amounts or other appropriate recognition and present to the Board for approval.

ADEIL Committee Name: Social Media

Committee Charges: 

  • Ensure that ADEIL fully participates in its social media (e,g Linkedin, Facebook) 
  • Take an active role in personally participating in ADEIL social media 
  • Compile a Quarterly report to the board re. the traffic for all ADEIL’s social media  
  • Recommend to the board the addition, elimination and/or suspension of participation in social media 

Chair Duties: 

  • Participate in Board meetings as Committee Chair
  • Update the Board on relevant issues and projects
  • Recruit committee members from current ADEIL members
  • Facilitate committee meetings 
  • Update the website (or provide information to web chair) annually 
  • Communicate to the membership any changes in social media platforms and usages 
  • Advise the Board on matters relating to effective social media use.

ADEIL Committee Name: Website

Committee Charges: 

  • Monitor ADEIL gmail account, reply to emails or forward on to president as appropriate
  • Ensure that all aspects of the web page are fully functioning and easy to navigate 
  • Ensure that the website is up to date 
  • Make recommendations regarding updates of website content layout (e.g. templates)
  • Offer training to committee chairs so individual committee chairs may update committee portions of the website

Chair Duties: 

  • Participate in Board meetings as Committee Chair
  • Update the Board on relevant issues and projects
  • Recruit committee members from current ADEIL members
  • Facilitate committee meetings 
  • Update the website (or provide information to web chair) annually 
  • Communicate to the membership any changes to the website
  • Advise the Board on matters relating to URL hosting, templates, and best practices for UD in website layout and tagging
  • Serve as the contact person for website updates
  • Ensure that a minimum of 3 people have full information and access to facilitate seamless site maintenance in the event that the chair is unavailable due to illness or the like
  • Hosting question

Last revised 11/2019.