Article I:  Name of Organization


      The name of the organization shall be the Pennsylvania Association of Colleges and Employers.


Article II:  Purpose and Objectives


        Section 1:        This association is organized exclusively for educational purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under Section 501(C)(3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future Internal Revenue Service Law).


      Section 2:        The purposes of this organization are as follows:


·         To serve as a communication network for internship/co-operative education professionals, career planning and placement professionals, and human resource professionals.

·         To support and advocate an educational strategy that fosters career development and integrates practical work experience with academic study.

·         To promote professional development through seminars, workshops and other programs.

·         To encourage involvement in the positive economic development of Pennsylvania.

·         To act as a clearinghouse of economic and legislative information for the advancement of career development and employment activities.

·         To represent Pennsylvania in national activities and establish strong working relationships with other related organizations across the United States.


      Section 3:        No part of the earnings of this organization shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the association shall be empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in Article II.  No substantial part of the activities of the organization shall be the carrying on of propaganda or otherwise attempting to influence legislation.  The organization shall not participate in or intervene (including publishing or distribution of statements) in any political campaign on behalf of any candidates for public office.


                        Notwithstanding any other provisions of these articles, the organization shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal Income Tax under Section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).


Article III:   Membership


        Section 1:        Membership will be open to all individuals, organizations, and institutions that are interested in the furthering the concept of work-based learning, the career development process, and the employment of college students.  Individual dues-paying members in good standing shall be entitled to one vote.  Compliance with the requirements of the Constitution and By-Laws shall constitute good standing.


      Section 2:        Individual Membership carries one vote.  It is available to faculty and staff engaged in internship, co-operative education, and career development on a college campus or employment activities within a business, government agency, social service agency or other organization.


      Section 3:        In the event of retirement or change of job/occupation, a member may qualify for a special membership defined as follows:


                        Honorary membership shall be awarded by the Executive Board to individuals residing/working in the Commonwealth of Pennsylvania who do not qualify for active Individual membership as defined, but have supported or made significant contribution to the field of career services.  Nominations for honorary membership shall be made to the Executive Board for action at its next regularly scheduled meeting.  Honorary members do not pay dues, vote, or hold elected office in the Association.


                        Emeritus membership shall be awarded by the Executive Board to current active members retiring from the profession.  Nominations for Emeritus membership shall be made to the Executive Board for action at its next regularly scheduled meeting. The Emeritus Member does not pay dues, vote, or hold elected office in the Association.


                        Formal application for any category of membership shall be filed with the Membership Chairperson for appropriate action.


Section 4:        Annual dues will be established by the Association, upon recommendation of the Executive Board.  Dues shall be payable by the last day of the quarter based on the anniversary date of joining or renewing membership.



      Section 5:        The operational year will run from July 1 through June 30.  Newly elected officers and chairpersons will assume duties and responsibilities upon July 1.


Article IV:   Officers


      Section 1:        The operation and management of this Association shall be vested in an Executive Board that shall consist of the elected officials (President, President-Elect, Secretary, Treasurer), immediate past-president, Membership Chair, Communications Chair, and four members-at-large.  The President shall serve as chair of the Executive Board, which will be responsible for transacting the business of the association not reserved to the membership under the constitution and by-laws.


a.     The President shall preside at all business and Executive Board meetings of the Association, shall recommend and appoint, with approval of the Executive Board, all chairpersons and members of all committees, shall be an ex-officio of all committees, and shall administer any business of the Association between regular meetings.


                              b.   The President-Elect shall serve as chair of the Annual Conference Committee, and shall perform the duties of the President if the President is absent, disabled, or so requests.  The President-Elect shall perform other duties as assigned by the president.


                              c.   The Secretary shall keep all official minutes of the business meetings of the Association and the Executive Board and shall serve as historian of the Association.  The Secretary shall perform any other duties as assigned by the President.


                              d.   The Treasurer shall be responsible for all monetary receipts and expenditures of the Association and shall report upon them at all Executive Board and general business meetings.  The Treasurer shall perform any other duties as assigned by the President.


      Section 2:        Elections and Terms of Officers


                              a.   The officers shall be nominated for office according to the Constitution, with the President and President-Elect elected for one-year terms and the Secretary, Treasurer, Communications Chair, and Membership Chair elected for two-year terms.  The Secretary and Membership Chair shall be elected in even years. The Treasurer and Communications Chair shall be elected in odd years. These positions may be re-elected for a second term as an incumbent, but cannot serve beyond a total of two consecutive terms in the office originally selected for vote by the membership.


                              b.   The member elected to the position of President-Elect shall be an officer of the Association for three consecutive terms, one each as President-Elect, President, and Past President.


                              c.   The Immediate Past President will chair the Nominations Committee.  A committee of not fewer than three persons (one each representing internship/co-op, career development and employer membership) will be selected by the chair to nominate at least one candidate for each anticipated vacancy of the Association (except for President, as stated in this Article).  The slate shall be forwarded to the membership via e-mail, fax or mail, and additional nominations will be solicited.  A ballot will be developed from the slate and any additional nominations and forwarded to members via e-mail, fax or mail for vote within sixty days before the Annual Meeting.  The majority of the ballots returned by the date specified by the Nominations Committee shall determine the outcome of the election.


                              d.   In the absence of the President, the responsibility for that office shall be performed by the President-Elect.


                                    If the office of President becomes vacant within the first nine months following the Annual Meeting, the President-Elect shall assume the office of the President and shall call on the Chairperson of the Nominations Committee to convene the Committee to select candidates for the office of President-Elect


                                    If the President-Elect assumes the office of President ninety days or less prior to the Annual Meeting, this new president shall appoint, with the approval of the Executive Board, a person from the membership not already serving on the Executive Board to assume the duties, but not the office of the President-Elect.


                                    If the President-Elect assumes the office and serves as President for fewer than nine months, that individual shall be eligible for election to a full term as President, effective at the next Annual Meeting.


                                    When an office other than President is left vacant for any cause, the President, with the approval of the Executive Board, shall make an appointment to fill that office for the unexpired term.


                                    If the Office of President and President-Elect shall become vacant, the Executive Board shall elect a temporary President and temporary President-elect to serve until the office is filled by due process in the next election.


Article V:         Members-at-Large and Committee Chairs


      Section 1:              The Communications Chair shall be responsible for submitting articles for regional, national, and international publications, for designing and distributing Association literature, and for maintenance of the organization web site and semester newsletters.  The Communication Chair will be elected for a two-year term.


      Section 2:              The Membership Chair shall be responsible for collecting membership dues and for maintaining up-to-date membership lists, mailing labels, and electronic distribution lists.  The Chair shall be responsible for the presentation of new members to the Executive Board for acceptance as members.  The Membership Chair will be elected for a two-year term.


      Section 3:              There shall be four Members-at-Large.  These members should represent the carious geographic and professional areas of the general membership. Members-at-Large should be utilized as a balancing agent to ensure that the Executive Board is comprised of equal interests that represent its full membership.  The term of office for the Members-at-Large shall be two years, with two Members-at-Large being elected each year.  They shall be eligible for election to a second consecutive term of office, but cannot serve beyond a total of two consecutive terms in that position.  Each member-at-large position will be designated to serve as a chairperson of a standing committee.  Standing committees include Grants, Student of the Year, Government/External Affairs, and Professional Development.


     Section 4:              Other Committee Chairs may be appointed as needed by the President, with the approval of the Executive Board.


Article VI:        Meetings and Procedures


       Section 1:              The Association shall have an Annual Business Meeting, held in conjunction with the annual conference, at which time business proposed by the Executive Board and/or membership shall be acted upon.


     Section 2:              The Executive Board shall meet at least two times during the year, in addition to the Annual Meeting.


     Section 3:              Additional meetings shall be called if requested by 10% of the members, or at the discretion of the Executive Board or the President.


     Section 4:               Voting privileges are extended to all members who have paid their membership dues for the current year.  Issues shall be decided by a majority vote of those in attendance at any Association meeting.  A mail, fax, or e-mail vote on items of special interest may be called for by a majority of those present and voting or at the discretion of the executive Board.  The Executive Board has the discretion to authorize and Institutional vote rather than an Individual vote if it deems necessary.


      Section 5:             Roberts Rules of Order shall be in effect at all Executive Board, general and committee meetings of the Association.  The Immediate Past President shall be the parliamentarian.


Article VII:       Amendments


                   Amendments to the Constitution shall be made by a majority vote of those in attendance at any Association meeting.  Ballots can also be returned by mail or fax within a stipulated time frame for those who cannot attend the Association Meeting.


Article VIII:      Financial Commitments


The Association will financially support three JoAnne Day Student of the Year Awards (one technical, one non-profit and one business related).  Proposals for additional professional development or organizational financial commitments may be submitted to the Board for consideration.



Article IX:        Dissolution


                   Upon dissolution of the Association, assets shall be distributed for one or more exempt purposes within the meaning of Section 501© (3) of the Internal Revenue Code, or corresponding section of any future federal tax code, or shall be distributed to the federal government or to a state or local government, for a public purpose.  Any such asset not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the association is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operate exclusively for such purposes.


Proposed:       May 15, 2002

Adopted:         July 1, 2002

Amended:        June 15, 2006, April 7, 2011, August 25, 2011