PREAMBLE

    We, the alumni of the various campuses of the Mindanao State University, in order to unite ourselves for mutual support and benefit, to assist the University accomplish the ends for which it has been established, and in order to contribute to the development of Southern Philippines, in particular and the country, in general, do hereby organize ourselves and adopt the following Constitution and By-laws for our governance.

ARTICLE I: NAME, HEADQUARTERS AND OFFICIAL SEAL

Section 1. Official Name. The official name of our organization is The Mindanao State University Alumni Association (MSUAA), Inc., hereinafter referred to as MSUAA or the Association.

Section 2. Chapter Name. The chapter name shall always be prefixed with MSUAA followed by the name of the particular area or campus.

Section 3. Official Headquarters. The Association shall have its official headquarters at the campus of the Mindanao State University (MSU) in Marawi City and a business office at the MSU-Iligan Institute of Technology (MSU-IIT) Campus in Iligan City or at any other location as may hereafter be determined by the Board of Directors.

Section 4. Official Seal. The present Logo of MSUAA shall remain as the official seal of the Association

ARTICLE II: NATURE AND PURPOSE

Section 1. Nature. The MSUAA shall be a non-stock, non-profit, non-partisan, non-political, and nonsectarian organization.

Section 2. Primary Purpose. The primary purpose of the Association is to be an active and sustaining partner of the Mindanao State University, hereinafter referred to as the University, in realizing its goals, especially in providing quality education to the youth in Southern Philippines; to advance the cause of understanding, unity, peace and progress in the region; and to promote the welfare and well-being of its members and component chapters.

Section 3. Secondary Purposes. The secondary purposes of the Association are to:

(a) provide a venue for social interaction among the alumni and to undertake collective actions in support of the needs of its members and of the University;

(b) undertake activities that may help the members develop their potential and excel in their respective fields of endeavor;

(c) provide a forum for articulation and crystallization of alumni sentiments and concerns about the affairs of the University;

(d) advocate and engage in community programs and projects for sustainable development; and

(e) generate revenues and harness other resources in the pursuit of its goals and objectives.

ARTICLE III: MEMBERSHIP AND FEES

Section 1. Regular Member. A regular member is a graduate from any campus and unit of the University with a post-secondary education degree or diploma.

Section 2. Associate Member. An associate member is a former student of the University who earned at least fifty percent (50%) of the total units required in the degree/diploma program he or she had enrolled in, provided that he or she applies for an associate membership in and be accepted by a chapter in good standing, and pays the alumni membership fee.

Section 3. Honorary Member. An honorary member is a former member of the faculty and administration of the University or any individual who has contributed significantly to the interest of the Association and conferred honorary membership by the Board of Directors.

Section 4. Adopted Member. An adopted member is a former student of the University who earned less than fifty percent (50%) of the total units required in the degree/diploma program, or any member of the family of the alumni provided that he or she applies as an adopted member in a chapter in good standing, and pays the alumni membership fee.

Section 5. Member in Good Standing. A regular, associate, or adopted member is considered a
member in good standing if he or she

(a) is an active member of an MSUAA chapter in good standing and

(b) pays the annual dues and has no outstanding arrearages or has paid the lifetime membership fee.

Section 6. Lifetime Member. A lifetime member is a regular member who pays the lifetime dues which should not be less than Ten Thousand Pesos (P10,000.00), and conferred as such by the MSUAA Board of Directors.

Section 7. Alumni Fees. The alumni fee is collected by MSUAA from each graduating student of the University, the amount of which shall not be less than Two Hundred Pesos (P200.00), thereby making him or her a member of the Association. Sixty percent (60%) of the alumni fees collected from these students shall automatically accrue to the Association while forty percent (40%) shall go to the accredited MSUAA chapter of the campus where the fees are collected. On campuses where no MSUAA chapters have been organized and accredited, all alumni fees shall accrue to the Association.

Section 8. Membership Dues. The Annual Dues of each regular member shall be determined by the Board of Directors of the Chapter, the amount of which shall not be less than Three Hundred Pesos (P300.00). Forty percent (40%) of the annual dues shall be remitted to the Association while the other sixty percent (60%) remains with the chapter. For the Lifetime Membership Fee of not less than Ten Thousand Pesos (P10,000.00), thirty percent (30%) thereof shall be remitted to the Association and seventy percent (70%) remains with the chapter. If the Lifetime Member is not a member of any chapter, 100% of the lifetime membership fee shall accrue to the Association.

Section 9. Rights and Privileges.

(a) At the chapter level, a regular member in good standing shall have the right to attend any regular or special meeting of the alumni chapter to which he or she is affiliated, to participate in its deliberations and shall be entitled to vote and to be voted upon. At the Association level, the provision in Section 2 Article V of this Constitution and By-Laws (CBL) shall apply.

(b) Honorary and associate members shall enjoy the rights and privileges of regular members in good standing, except the right to vote and to be voted upon.

(c) A lifetime member shall be entitled to a ten percent (10%) discount on registration fee during alumni grand reunions and conventions and to be accorded special recognition during the saidevents.

Section 10. Suspension of Membership. Any member of the association may be suspended in accordance with the rules provided for in this CBL.

ARTICLE IV: ORGANIZATION

Section 1. Components. Organizationally, the MSUAA shall operate through its accredited chapters within and outside the Philippines.

Section 2. Organizing a Chapter. At least 50 alumni of the University may organize a chapter. Only one (1) chapter may be created and established in a municipality, city, province, region or state, provided, however, that in an area where there is an existing MSUS campus, a campus-based chapter may be established therein, provided further that the members shall include only MSU alumni currently employed or have been employed at the said campus. The geographic and membership coverage of chapters to be organized not consistent with the above provision shall be determined by the Board of the Directors of the Association.

Section 3. Chapter Accreditation. For accreditation as a component chapter of the Association, a newly organized chapter should comply with the following requirements:

(a) Application for accreditation;

(b) Submission of a list of members categorized into regular, associate, honorary, adopted, and
lifetime;

(c) Submission of a list of officers duly elected in accordance with the provisions of the MSUAA CBL
and Election Code; and

(d) Payment of the required chapter accreditation fee.

Section 4. Chapter Autonomy. Every chapter is autonomous in the conduct of its affairs but in a manner consistent with the Constitution and By-laws, policies and directions of the Association.

Section 5. Chapter in Good Standing. A Chapter in good standing (a) is one that has maintained at least twenty-five (25) regular members in good standing; (b) has remitted the Association’s share from its members’ annual dues and the alumni fees collected, in the case of campus-based chapters; and (c) has fully complied with the following additional requirements:

1. List of officers as provided for in the MSUAA CBL

2. List of members in good standing classified into regular, honorary, associate, adopted and lifetime

3. Accomplishment report for the last two years, including organizational development efforts

4. Financial report for the last two years

5. Recommendations for organizational development

ARTICLE V: GENERAL ASSEMBLY

Section 1. Composition. The General Assembly shall be composed of the incumbent Board of Directors and all the presidents, vice presidents, secretaries, treasurers, and presidents-in waiting of the component MSUAA chapters in good standing.

Section 2. Proxy. In the absence of any of the officers of a chapter per Section 1 Article V, other duly authorized chapter officers or members in good standing may be designated by the chapter to participate in the General Assembly. Such designation shall be

submitted to the COMELEC and/or the Association Secretary before the scheduled meeting for validation and confirmation purposes. The designated representatives for chapters outside the Philippines who may not be members of the concerned chapters may be allowed to vote.

Section 3. Power. The General Assembly shall be the highest governing and policy-making body of the Association. It shall also exercise the following powers:

a. Elect the members of the Board of Directors during its biennial convention;

b. Adopt, amend, or revise the Constitution and By-laws of the Association;

c. Hear and decide on all impeachment cases;

d. Review and confirm the actions of the Board of Directors; and

e. Discharge all other functions allowed by law.

Section 4. Regular Meeting. The General Assembly shall meet annually every second week of November at a place as determined by the Board.

Section 5. Special Meeting. The Board of Directors may, by a majority vote of all its members, call a Special Meeting at any time to consider urgent matters requiring immediate collective action. The notice of special general assembly meetings shall be served to the members at least two (2) weeks before the schedule.

Section 6. Quorum. A simple majority shall constitute the quorum of any regular or Special Meeting of the General Assembly.

Section 7. Notice of Meeting. The Notice of the regular General Assembly meeting, specifically indicating the agenda, shall be served at least one (1) month before the scheduled meeting by SMS, email, social media, or any other electronic means.

Section 8. Order of Business. As far as practicable, the Order of Business of a regular General Assembly shall include:

a. Call to order

b. Roll call

c. Proof of due notice

d. Declaration of a quorum

e. Consideration of the Minutes of the last General Assembly meeting

f. Matters arising from the Minutes

g. Report of the President on the State of the Association

h. Report of the Chapter Presidents

i. Unfinished business

j. New business

k. Other matters

l. Elections of the Board of Directors

ARTICLE VI: BOARD OF DIRECTORS AND OTHER ASSOCIATION OFFICERS

Section 1. Composition. There shall be fifteen (15) members of the Board of Directors, 13 of whom shall be elected by the General Assembly. The incoming President and the outgoing President of the Association shall sit as the 14th and the 15th members of the Board of Directors.

Section 2. Association Officers. The newly elected members of the Board of Directors shall in turnelect from among themselves the officers of the Association, namely, the President, Vice President, Presidentin-Waiting, Secretary, Treasurer, Auditor and Public Relations Officer.

Section 3. Board Chair and Vice Chair. The President and the Vice-President shall be the Chairperson and the Vice-Chairperson of the Board of Directors, respectively.

Section 4. President-in-Waiting. The President-in-Waiting shall automatically assume the presidency of the Association upon the expiration of the term of the incumbent President.

Section 5. The Outgoing President. The outgoing President who has served at least a year in the position shall automatically sit in the incoming Board as Immediate Past President. He or she is not eligible for election as President in-Waiting

ARTICLE VII: QUALIFICATIONS AND TERMS OF OFFICE OF THE OFFICERS

Section 1. The term of all members of the Board of Directors and the officers of the Association, except for the Association President, shall be two (2) years, for a maximum of two (2) consecutive regular terms, starting from January 1st of every other year, after having been elected and qualified. As the case may be, however, the Association President who continues to sit in the incoming Board for another term as Immediate Past President may serve for a maximum of four consecutive terms, first as Member of the Board, second as President-in-Waiting, then as President, and finally as Immediate Past President.

Section 2. Any elected chapter officer, who is presently in good standing, may qualify for election as member of the Board of Directors of the Association, provided that he or she is officially endorsed through a resolution by the chapter where he or she is affiliated.

Section 3. The President, President-in-Waiting or Vice President must not be an employee in any capacity of the University or any of its units at the time of election. Subsequent employment with the University will terminate the right to hold office as the MSUAA President or Vice President.

Section 4. To qualify as President, President-in-Waiting or Vice-President, he or she must be an incumbent or past president of a chapter in good standing.

ARTICLE VIII: POWERS AND FUNCTIONS OF THE BOARD OF DIRECTORS AND OFFICERS

Section 1. The Board of Directors. The Board of Directors shall exercise the corporate powers of the MSUAA such as, but not limited to, enact or adopt resolutions, promulgate policies, and create programs and projects in order to achieve the goals and objectives of the Association. It shall have the exclusive power to accredit a chapter and to supervise the Association’s component chapters.

Section 2. BOD Secretariat. The Board of Directors may create a secretariat, establish an office of the Executive Director, or carry out other organizational initiatives to help the president implement the programs of the Association.

Section 3. The President. The President shall be the Chief Executive Officer of the Association. In addition, he or she shall exercise the following powers, functions and duties:

(a) He or she shall be the Alumni Representative to the MSU Board of Regents;

(b) He or she shall be the Chairperson and Presiding Officer of the Board of Directors;

(c) He or she shall exercise and execute or implement the duly approved resolutions of the Board of Directors and the General Assembly

(d) He or she shall issue or revoke appointments and/or designations and other personnel actions subject to the confirmation by the Board of Directors at its succeeding meeting;

(e) He or she shall renders reports on the meetings of the MSU Board of Regents and other activities of the MSUAA during the regular meetings of the Board of Directors; and

(f) He or she shall perform such other functions and duties as may be authorized by the Board of Directors.

Section 4. The Vice-President. The Vice-President shall perform the following powers and functions:

(a) He or she shall act as President of the MSUAA during any temporary absence, incapacity,or suspension of the President,

(b) He or she shall succeed as President of the Association for the unexpired term of the latter in case of permanent disability, death, resignation or removal from office; and

(c) He or she shall perform such other powers and functions as maybe authorized by the Board of Directors.

Section 5. The President- in-Waiting. The President-in-Waiting shall automatically assume the Office of the President upon the completion of the regular term of the incumbent President and shall exercise all powers and authority inherent in the office. While waiting for assumption to said office, he or she shall sit as a regular member of the Board of Directors and may chair any standing committee of the Association.

Section 6. The Secretary to the Board of Directors. The Secretary shall receive and transmit communications of the Association and shall keep all its records. He or she shall also perform other functions or duties inherent to the position and those which the Board of Directors may assign.

Section 7. The Treasurer. The Treasurer shall be the custodian of the funds of the MSUAA. He or she shall perform such other functions inherent to the position of Treasurer and those that the Board of Directors may, from time to time, assign. He or she shall disburse funds of the MSUAA in accordance with generally accepted accounting and auditing procedures.

Section 8. The Auditor. The Auditor shall conduct periodic audit of the book of accounts of the MSUAA and submit to the Board of Directors reports of the financial condition of MSUAA whenever so required.

Section 9. The Public Relations Officer. The Public Relations Officer, in addition to the traditional functions of her or his office, shall be the Chairperson of the Committee on Publications.

Section 10. Standing Committees. The MSUAA shall have the following Standing Committees and functions and whose Chairpersons shall be appointed by the President from among the members of the Board:

a. Committee on Revenue Generation: To develop and recommend policies and program designs for approval of the Board of Directors, and to oversee implementation of approved
programs and projects to generate funds for the Association.

b. Committee on Community Programs and Projects: To develop and recommend development policies and program designs for approval by the Board of Directors, and to oversee implementation of approved programs and projects for the socio-economic development of local communities in Southern Philippines.

c. Committee on Scholarship and Academic Enhancement Program: To develop and recommend policies and program designs for approval of the Board of Directors, and to oversee implementation of approved programs and projects to assist promising but financially-challenged students of the various campuses of the University through scholarship grants and fellowships, and to provide assistance to the University in the educational advancement of its faculty, acquisition of books, laboratory equipment, and other materials that may enhance the teaching learning environment of the various campuses of the University.

d. Job-placement Committee: To develop and recommend policies and program designs for approval of the Board of Directors, and to oversee implementation of approved programs and projects to help particularly new graduates access to employment or entrepreneurial opportunities.

e. Membership Development Committee. To ensure the creation and development of more chapters, to receive and screen applications for chapter membership with the MSUAA and top resent the same for approval of the Board of Directors, and to prepare and maintain a comprehensive directory of members.

f. Publication Committee. To develop and recommend policies and program designs for approval of the Board of Directors, and to oversee implementation thereof; and to develop and maintain a communication and public relations program through cyberspace, printed media, and other means that shall project the programs, activities and accomplishments of the Association.

g. Constitutional Committee. To monitor the implementation of the provisions of the CBL, both at the Association and chapter levels, to revisit the CBL regularly for possible amendments, and to undertake research and documentation towards continuing organizational development.

h. Finance Committee. To ensure the installation of financial systems and procedures and monitor implementation of the same.Section 11. Committee Chairpersonship. Each committee shall be chaired by a member of the Board of Directors. The Chair, with the confirmation of the President, may constitute her or his committee from among the members of the Board and/or from any chapter members in good standing of her or his choice.

Section 12. Creation of Other Committees. The President may create other committees deemed necessary subject to the confirmation of the Board of Directors.

Section 13. Chapter Officers. All component chapters of MSUAA shall have the same aforementioned set of officers and standing committees; provided that a chapter is free to create other committees it may deem necessary.

Section 14. Vacancy in the BOD. Should there be any vacancy in the office of the Board of Directors, except that of the incoming president, the Board may fill up the vacancy by appointing a member of the General Assembly. In the case of the incoming president, the vacancy shall be filled up by special election in a manner prescribed by the Board.

ARTICLE IX: BOARD MEETINGS

Section 1. Regular Meeting. The Board of Directors shall meet at least every quarter on the date as may be determined by the members.

Section 2. Special Meetings. The President may call a special meeting of the Board or upon petition of at least five (5) members of the Board of Directors.

Section 3. Quorum. A simple majority shall constitute the quorum of any regular or special meetings of the Board of Directors.

Section 4. Notice of Meeting. The notice of the regular Board of Directors’ meeting, indicating the agenda and attaching the minutes of the previous meeting, shall be served at least one (1) month before the scheduled meeting by SMS, email or through social media

ARTICLE X: GRAND REUNION AND CONVENTION

Section 1. Grand Alumni Reunion and Convention. There shall be an MSUAA Grand Reunion and Convention every 3rd quarter of every other year, with the host and the specific dates to be decided upon by the General Assembly.

ARTICLE XI: COMMISSION ON ELECTIONS

Section 1. Composition, Powers and Duties. There shall be a Commission on Elections (COMELEC) composed of a Chairperson and two (2) Commissioners to be appointed by the Board of Directors. The commission shall, in addition to other powers, functions and duties provided for in this Constitution and By-laws, exercise the following:

(a) To conduct, regulate and supervise all elections for the elective officers of the Association and, for this purpose, may deputize chapter members in good standing as election officers;

(b) To prescribe by majority vote any or all rules or regulations except as herein provided and consistent with the pertinent and duly approved regulations of the Board of Directors on the conduct of elections;

(c) To keep an updated register of voting delegates and an accurate record of all election results;

(d) To receive and decide all electoral protests including candidacy contest and decide within fifteen

(15) days from receipt thereof in accordance with the procedures and guidelines promulgated by the Board of Directors. The decision of the COMELEC shall be final and executory;

(e) To supervise elections of officers of the local chapters; and

(f) To perform such other functions and duties as may be directed by the General Assembly.

Section 2. Qualification of Appointee to the COMELEC. The nominee or appointee to the COMELEC shall be a member in good standing in any of the accredited chapters.

Section 3. Term of Office. The term of office for the members of the COMELEC shall be two (2) years and shall start upon appointment.

ARTICLE XII: ELECTIONS

Section 1. Election Schedule. The elections of the members of the Board of Directors and the officers of the Association shall be held within the fourth quarter of every other year during the General Assembly, the specific date and place to be determined by the Board of Directors.

Section 2. Manner of Elections. The elections shall be by secret balloting or in any other appropriate mode administered and supervised by the MSUAA Commission on Election.

Section 3. Election of the President. Except for the President who shall be elected one (1) term ahead, as President- in-Waiting, the elections of the rest of the members of the Board of Directors and the subsequent officers shall be as provided for in Section 1, Article XII of this CBL.

Section 4. Voting Delegates. Prior to the elections, the Secretariat shall submit the qualified voting delegates to the Board of Directors for its approval for submission to the COMELEC of the Association.

Section 5. Supervision of Chapter Elections. The election of officers of the chapters shall be supervised by the MSUAA COMELEC

ARTICLE XIII: ALUMNI REPRESENTATION IN THE MSU BOARD OF REGENTS

Section 1. Alumni Regent. The President of the MSUAA shall represent the Association in the Board of Regents of the Mindanao State University as Alumni Regent.

Section 2. Term of Office. The term of office of the Alumni Regent shall be coterminous with her or his term as President of the Association. The same shall be officially communicated by the outgoing Alumni Regent to the Chair of the Board of Regents and to the President of the University.

Section 3. Responsibilities. The Alumni Regent shall, among others, represent the interest of the alumni in the Board of Regents and, hence, he or she shall consult from time to time with the Board of Directors on important matters to be taken up in the meetings of the Board of Regents. He or she shall render reports to the Board of Directors regarding meetings of the Board of Regents.

ARTICLE XIV: IMPEACHMENT/REMOVAL FROM OFFICE

Section 1. Ground for Impeachment/Removal from Office. Any elected official of the MSUAA may be impeached or removed from office, after due process, on the following grounds:

a) graft and corruption;

b) gross negligence of duty;

c) failure to attend three

(3) consecutive meetings of the Board of Directors; and additionally, in the case of the President, failure to call three (3) consecutive regular sessions of the Board of Directors.

Section 2. Initiation of Impeachment. In the case of the President, impeachment proceedings may be initiated by a simple majority of the members of the Board of Directors or by at least ten (10) members of the General Assembly by filing a verified petition with the Impeachment Commission.

Section 3: Impeachment Requirement. At least two-thirds (2/3) majority vote of the General Assembly is required to impeach the MSUAA President.

ARTICLE XV: IMPEACHMENT COMMISSION

Section 1. Composition. The Presidents of accredited chapters of MSUAA shall elect from among themselves five (5) members who shall compose the Impeachment Commission, whenever necessary.

Section 2. Regulation. In no case shall any member of the Impeachment Commission be a member of the national Board of Directors of MSUAA or the Commission on Elections.

Section 3. Powers, Functions, and Duties. The Impeachment Commission shall exercise the following powers, functions and duties: (a) to choose from among themselves the chairperson and the secretary of the Commission; (b) to receive and verify the impeachment petition; and (c) to submit to the General Assembly its findings within 30 days upon receipt of the petition.

ARTICLE XVI: FUNDS OF THE ASSOCIATION

Section 1. Source of Funds. The funds of the Association shall be derived from alumni fees, chapter accreditation fees, annual dues, gifts, grants and donations, and from revenue generating projects not contrary to law.

Section 2. Depository Bank/s. The funds of the Association shall be kept in a reputable bank or banks as may be designated by the Board of Directors.

Section 3. Financial System. The financial systems and procedures of the Association shall be as promulgated by the Board of Directors.

ARTICLE XVII: AMENDMENTS

Section 1. Amendment Period. Amendments to or revision of this Constitution and By-Laws may be proposed and introduced after a period of at least five (5) years from its ratification.

Section 2. Procedure. The proposed amendments or revisions shall be endorsed by the Board of Directors to the General Assembly for its ratification or approval during a regular or special meeting, or through a referendum called for the purpose. The amended or revised Constitution and By-Laws shall be submitted to the Securities and Exchange Commission for its appropriate action.

Section 3. Ratification. Any action to amend, revise and ratify the Constitution and By-Laws of the Association shall require at least two-thirds (2/3) majority vote of the entire membership of the General Assembly in a meeting called for the purpose or in a referendum.

ARTICLE XVIII: TRANSITORY PROVISIONS

Section 1. Transitory Officers. All officers and members of the Board of Directors elected prior to the adoption of this Constitution and By-Laws shall continue to exercise the functions of their offices until the next set of officers shall have been elected and qualified.

Section 2. Repealing Clause. All provisions of the previous Constitution and By-Laws, and rules and regulations inconsistent herewith are hereby repealed, upon the effectivity of this amended CBL.

Section 3. Effectivity. This amended/revised Constitution and By-laws of The Mindanao StateUniversity Alumni Association (MSUAA, Inc.) shall take effect fifteen (15) days upon its ratification by the General Assembly.