< Back to graphic version

Middlesex County College - Bylaws

Top level navigation bar

AT A GLANCE | PRESIDENT'S GREETING | NEWS & EVENTS | MAPS & DIRECTIONS | EMPLOYMENT

Navigation Trail

Home > About Middlesex > Board of Trustees Policy Book > BOARD OF TRUSTEES > Bylaws

Second level navigation

Table of Contents
FOREWORD
BOARD OF TRUSTEES
VISION, MISSION, GOALS AND OBJECTIVES
ADMINISTRATION
HUMAN RESOURCES
FINANCE
ACADEMIC AFFAIRS
STUDENT AFFAIRS
COLLEGE FOUNDATION

Bylaws

 

MIDDLESEX COUNTY COLLEGE
BOARD OF TRUSTEES
Bylaws
 
ARTICLE I
NAME

The official name of the College is Middlesex County College, (“College.”). The legal name of the body corporate is the Board of Trustees of Middlesex County College, (“Board”). 

ARTICLE II
PURPOSE
 
Recognizing the broad range of needs for greater educational opportunity beyond high school in the community, Middlesex County College will offer programs of study to meet the following major purposes: 

 a. Associate Degree and Certificate programs in the organized occupational fields of business, health services, commerce, and industrial and related technologies.  Curricula in these areas are designed to prepare graduates for employment and careers in the business, commercial, industrial, and health facilities of Middlesex County in particular, and the State of New Jersey generally.

b. Associate Degree and Certificate programs in the fields of the liberal arts and sciences.  Curricula in this area are designed to assure the graduate maximum transfer of credits to baccalaureate degree granting institutions. 

c. Community centered programs of both degree credit and noncredit value, of varied length and character, in response to the particular educational, occupational, and cultural needs of the people of Middlesex County.

ARTICLE III
CONSTRUCTION AND APPLICATION
These Bylaws are a general statement of the powers and duties of the Board of Trustees and in no way limit the authority of the Board.  Notwithstanding anything contained in these Bylaws, the Board of Trustees retains full authority to modify these Bylaws in whole or in part, and to otherwise establish policies for conducting the affairs of the College.

ARTICLE IV
POWERS AND DUTIES
 
Section 4.1 – Legislative Findings. The Board of Trustees is responsible for the overall planning and policy making of the College in fulfillment of the purposes stated in Article II of these Bylaws.  The Board, appointed pursuant to N.J.S.A. 18A:64 A-1 et seq., shall be responsible for the management and control of the College and for the custody of College property.  Subject to rules and regulations of the State, or other relevant authorities, the Board of Trustees will establish broad general policies and programs to govern the operations and management of the College, leaving the details of administration to the President of the College and his/her staff.
 
Section 4.2 – Duties and Powers. The Board, subject to law, shall have the following powers and duties: 
a. To make and file an Annual Report in the manner prescribed by State regulation to appropriate state entities, and to the Board of Chosen Freeholders of Middlesex County. 
b. To adopt or change the name of the College.
c. To adopt and use a corporate seal.
d. To sue and be sued.
e. To approve the educational curricula and programs of the College.
f. To set qualifications, appoint, and fix the compensation and term of office of President of the College who shall be the executive officer and an ex officio member of the Board.
g. To appoint, upon nomination of the President, members of the administrative and teaching staffs and fix their compensation and terms of employment.
h. To approve the administrative structure and personnel organization of the College.
i. Upon nomination of the President, to appoint or employ such other officers, agents, and employees as may be required, and to fix and determine their qualifications, duties, compensation, terms of office, and all other conditions and terms of employment and retention.
j. To fix and determine tuition rates and other fees to be paid by students.
k. To grant certificates and degrees.
l. To review and approve budgets for capital and operating requirements for submission to the State and the Board of School Estimate, and to authorize and approve expenditures.
m. To enter into contracts and agreements with the State or any of its political subdivisions; with the United States; with any public body, department, or other agency of the state or the United States; or with any individual, firm, or corporation which are deemed necessary or advisable by the Board for carrying out the purposes of the College.
n. To accept from any government or governmental department, agency, or other public or private body, or from any individual or other source, grants or contributions of money or property to be used for, or in aid of, any of the purposes of the College.
o. To acquire (by gift, purchase, condemnation or otherwise), own, lease, use and maintain, and operate property, whether real, personal or mixed, or any interest therein, which is necessary or desirable for College purposes. 
p. To determine if any property, both real and personal, owned or leased by the College, is no longer necessary for College purposes, and to sell, lease, rent, or dispose of the same at such price, and in such manner, and upon such terms and conditions as shall be established or required by law. 
q. To exercise the right of eminent domain, pursuant to the provisions of Title 20 of the New Jersey statutes, to acquire any property or interest therein.
r. To provide for an annual audit of the accounts of the College to ensure effective financial management, propriety of financial transactions, and full disclosure of fiscal activities of the College.
s. To make and promulgate such rules and regulations not inconsistent with law or with the rules and regulations of the State, that are necessary and proper for the administration and operation of the College. 
t. To exercise all other powers which may be reasonably necessary for the establishment, maintenance, and operation of the College, not inconsistent with the laws or rules and regulations required by appropriate State or federal authority.
u. To establish committees and otherwise facilitate Board matters, and to alter and amend any function or procedure of Board activity not inconsistent with law or regulation.
 
Section 4.3 – Composition of the Board of Trustees: The Board of Trustees shall consist of:
a. Eight members appointed by the Board of Chosen Freeholders of Middlesex County.
b. Two members appointed by the Governor of the State of New Jersey.
c. The Middlesex County Superintendent of Schools shall be an ex-officio member.
d. The President of the College shall be a non-voting ex-officio member.
e.  A representative of the previous year’s graduating class, selected by the graduating class, shall be a voting member and shall serve a one-year term commencing at the first meeting in July immediately following his/her election. (See Procedure: Student Representative Selection Criteria)
f. Of the appointed members, at least two shall be women.
 
ARTICLE V
OFFICERS
 
Section 5.1 – Officers. The Board of Trustees shall organize annually at the November Annual meeting. At this meeting, the Board shall elect a Chairman, Vice Chairman, Treasurer, Secretary, and Assistant Secretary, and they shall take office immediately.   They shall be elected by and from the members of the Board of Trustees, except for the Assistant Secretary. All officers shall be chosen by ballot, the votes of a majority of a quorum of the Board, as defined herein, being necessary for election. Officers will hold office until their successors take office. Any vacancy occurring in an office during the year shall be filled by an election of the Board as soon as possible thereafter.
 
Section 5.2 – Duties of Officers.
a. Chairman -    The Chairman shall preside at all meetings of the Board and discharge the duties which ordinarily pertain to that office.  He/she shall be a member ex officio of all committees and shall be entitled to vote at all meetings of the Board and of all its committees.  Unless otherwise provided herein, or otherwise determined by the Board, the Chairman shall appoint all standing, special, ad hoc, and advisory committees and shall designate the chairman of such committees.  The Chairman is empowered to execute all documents, receipts, releases, or other instruments requiring the signature of an authorized representative of the Board.  The Chairman shall coordinate all Board activities and ensure that all Board directives and policies are complied with.
b. Vice Chairman - The Vice Chairman shall serve as Chairman and exercise the powers and duties of that office during the Chairman's absence or inability to act.  He/she shall exercise such other powers and duties as may be delegated to him/her by the Chairman.
c. Treasurer - The Treasurer shall be responsible for ensuring the safekeeping of all funds paid to the College.  These funds shall be kept in accounts in the name of the College, in a bank or banks designated by the Board.  The Treasurer shall be responsible for the establishment and periodic review, with the Finance Committee, of a system of procedures and controls covering the collection, internal handling, and disbursement of all monies due to, or owed by, the College.  Said system, and any changes therein, shall be approved by the Board of Trustees.  The Treasurer shall render periodic accounts of the financial condition of the College as required by the Board of Trustees.
d. Secretary - The Secretary shall be responsible for taking the minutes for the Board meetings.
He/she shall have charge, under the direction of the Board, of all official records and papers belonging to the Board; certify copies of Board resolutions, as required; witness the signature of the Chairman of the Board on documents which require such signature; maintain the College seal; sign legal advertisements; and such other duties that may be assigned from time to time by the Board.
e. Assistant Secretary - The Assistant Secretary shall, either in the absence of the Secretary or at the request of the Secretary or the Chairman of the Board, exercise the powers and duties of the Office of the Secretary.
 
ARTICLE VI
COMMITTEES
 
Section 6.1 – Creation and Composition. The Board may approve by a vote of not fewer than five affirmative votes at any regular or special meeting of the Board, the creation of any standing committees it deems necessary.  All standing committees, unless otherwise specified by the Board, shall be composed of three members of the Board appointed by the Board Chairman, one of whom shall be designated as committee chairman by the Chairman of the Board.  The Board may at any regular or special meeting approve the following modifications to the composition of any existing standing committee or newly created standing committee:
1. That such standing committee may consist of more than three members; and
2. That such standing committee may consist of both non Board members and members of the Board.  Any non Board member of a committee shall be appointed by the Chairman of the Board of Trustees.  The Chairman may change the composition of the membership of any committee at any meeting of the Board.
 
Section 6.2 – Function. All Board committees, unless specifically provided otherwise by the Board, are established solely for the purpose of conducting studies, making recommendations, reporting, informing, and advising the Board on matters pertaining to the operation of the College and other legal functions of the Board.  Committees shall have no supervisory, administrative, or executive functions and shall not interfere with and shall not usurp or duplicate any function under the control or responsibility of College executive personnel.  The Board shall specify the functions of any newly created standing committee.
 
Section 6.3 – Quorum. A majority of the members of a committee, exclusive of ex officio members, shall constitute a quorum.  In addition, if Board members wish to attend a meeting of a committee of which they are not members, they need to inform the Assistant Secretary of the Board to ensure compliance with the Open Public Meetings Act.
 
Section 6.4 – Proceedings. Standing Committees shall submit such reports and recommendations as are appropriate to the Board for Board action.  Except as otherwise specified, each standing committee will have full power to prescribe its own approach and procedures for resolving committee action and fulfilling its mission.
 
Section 6.5 – Standing Committees.   The Standing Committees of the Board shall be: 
a. Committee on Finance
  1. Review the proposed operating and capital budgets of the College as presented by the President of the College, and make recommendations for approval to the Board of Trustees;
  2. Review with management its plan for maintaining the fiscal integrity of the institution.  To this end, the financial control system must assure internal and external constituencies that financial resources are being properly managed and accounted for and that the institution is complying with applicable policies and laws; and monitor the performance of management’s internal financial control in conjunction with the independent auditor’s annual review; and review with the College President and with the College’s independent auditor, the annual audit report and the results of the auditor’s annual examination;
  3. Review the long range financial and facilities master plan requirements for the operation of the College;
  4. Recommend the types and amounts of insurance to be carried by the College, and make recommendations relative thereto;
  5. To select an auditor and recommend retention to the Board of Trustees annually; and
  6. Examine all other financial matters which the Board shall designate.
b. Committee on Facilities
  1. Recommend to the Board of Trustees for approval, all requirements for buildings and grounds, construction and maintenance, both temporary and permanent, provided, however, that maintenance or alteration projects for which funds are available having a gross cost of $10,000 or less; and which do not involve outside contractors, may be approved by the President without prior committee review;
  2. Recommend professional personnel and consultants relating to facilities and grounds;
  3. Review plans to meet future facilities and requirements of the College, including cost estimates, review coordination of such plans and applicable capital financing with all appropriate organizations, committees and individuals;
  4. Recommend acceptance of bid responses for goods and services, based on parameters established by the County Colleges Contracts Law (N.J.S.A. 18A:64A 25.1 et seq.); Examine all other facilities matters which the Board shall designate.
c.  Committee on Human Resources
  1. Receive recommendations from the President for the appointment of all personnel to the positions authorized by the Board and recommend to the Board the candidates to receive such appointment;
  2. Recommend to the Board: salary structure, grades, and titles for all college employees;
  3. All personnel policies and standards and salaries, working conditions, or grievance procedures for employees which the Committee deems appropriate for consideration by the Board;
  4. Provide liaison, through the President, to employees of the College with respect to salaries, working conditions, and grievance procedures;
  5. Review and recommend agreements entered into with bargaining unit employees that govern salaries, working conditions, and grievance procedures;
  6. Receive complaints or grievances from employees or their collective bargaining representatives, after exhaustion of administrative or contractual procedures, and recommend disposition of such cases to the Board; and
  7. Handle all other matters relating to personnel management or labor relations which the Board shall designate;
  8. Review and recommend policy regarding the Affirmative Action Plan with the Committee on Academic Student, Alumni, and Minority Affairs.
d. Committee on Academic, Student, Alumni and Minority Affairs
  1. Recommend to the Board for approval the educational programs, curricula, and admission policies of the College;
  2. Recommend policies leading to the attainment of high academic standards, accreditation, and quality of education in fulfillment of the stated purposes of the College; and
  3. Recommend methods of liaison with institutions, groups or individuals, public and private, for the express purpose of enhancing county, community, and College relations;
  4. Stimulate community interest in fulfillment of the stated purposes of the College; and
  5. Receive from the Chairperson or other members of the Board of Trustees, the College President, students or alumni, matters of direct concern to the Board; and
  6. Recommend policies relating to student and instructional support services;
  7. Review and recommend to the Board for approval College strategic plans  and priorities;
  8. Review the results of instructional and program assessments;
  9. Recommend and present to the Board all other Academic, Student, Alumni and Minority Affairs matters which the Committee deems appropriate for consideration by the Board of Trustees;
  10. Review and recommend policies regarding the recruitment, enrollment and retention of  minority students and employees;
  11. Serve as a resource for College personnel and groups regarding the interests, concerns, and needs of minority students and employees;
  12. Review and recommend, in conjunction with the Committee on Human Resources, policies regarding the Affirmative Action Plan.
e.  Ad Hoc Committees – In addition to the standing committees, the Chairman of the Board shall appoint such ad hoc committees and special committees composed of Board members as the Board may, from time to time, deem necessary to conduct its business.  The Chairman of the Board of Trustees shall be a member ex officio of all such committees, and exercise a vote. Each ad hoc and special committee shall submit a report to the Board of Trustees as directed by the Board.  Such committee shall be considered disbanded on acceptance of this report by the Board of Trustees or when discharged by the Chairman of the Board.
f. Advisory Committees – The Board of Trustees shall approve the establishment of advisory committees.  The Board Chairman shall appoint members of these committees, with Board members holding ex officio membership in all advisory committees. Members of advisory committees shall be appointed for up to a two year term and may be reappointed at the expiration of their term.  Non Board members must receive prior written approval of the Board to incur any expense in pursuance of committee work in order to receive reimbursement.
g. Board of School Estimate – Election of two members of the Board of Trustees to represent the College on the Board of School Estimate shall be held at the Annual Meeting of the Board of Trustees, and any vacancy in the Board’s membership by reason of the resignation, death, or removal of any member thereof shall be filled by the Board of Trustees at their next regular or special meeting.
 
ARTICLE VII
BOARD MEETINGS
 
Section 7.1 – Annual Meeting. The Annual Meeting of the Board of Trustees shall be held in November at the same time and place as the regular meeting.  The regular order of business will be suspended to accommodate the election of officers, election of two members to serve on the Board of School Estimate, reaffirmation of existing policies, the adoption of revised or new policies, and the presentation of the annual report by the President of the College for the fiscal year ended on the preceding June 30th; and such other business as the Board may deem appropriate.
 
Section 7.2 – Regular Meetings. The Board of Trustees shall hold a regular meeting on the fourth Wednesday in each month for the conduct of its business or such other date as the Board may determine and disseminate pursuant to the Open Public Meetings Law.  A regular meeting of the Board of Trustees will be convened by the Chairman immediately following the Annual Meeting.
 
Section 7.3 – Special Meetings. Special meetings shall be held on the call of the Chairman or on the written request of three trustees, addressed to the Secretary. Special meetings may be called on at least forty-eight hours notice to each trustee, either by telephone, mail, or electronically. Notice to the members of the Board may be waived if agreed to by all members of the Board.  The Chairman, in calling a special meeting, shall give due consideration to the request of any trustee as to the time and place of any such meeting.  The specific matter to be considered at a special meeting shall be stated and no other matter shall be considered at said meeting, except with the consent of all of the members of the Board of Trustees. Call for a special meeting, during a regular meeting, which call is approved by a majority of the members of the Board at that meeting, is not subject to the aforementioned requirements, provided that the Secretary of the Board shall give notice of the special meeting to any absent member of the Board prior to the date of the special meeting.  Special meetings shall be held in compliance with the Notice and other provisions of the Open Public Meetings Law.
 
Section 7.4 – Attendance of Public. All regular meetings and special meetings shall be open to attendance by the public.  At an appropriate point in any public meeting, any person shall be given the floor, subject to the control of the Chairman.  Any trustee may request the privilege of the floor for any invited guest, official, or citizen in attendance. 
 
Section 7.5 - Notices. Notice of the date, time, and place of the next following regular meeting shall be announced at every regular Board meeting.  All regular meetings shall be held on the College campus. Regular meetings shall be attended by the President of the College or his/her designee, and such other personnel as the Chairman of the Board of Trustees may specifically request to attend. 
 
Section 7.6 – Minutes. The Secretary shall ensure that the minutes of the meetings are properly prepared.  In his/her absence at any particular meeting, the Assistant Secretary shall act as Secretary.  Written minutes of meetings of the Board of Trustees shall be distributed to all trustees within one week prior to the next meeting.  They shall also be distributed to such other persons as the Board may designate by resolution.  The Minute Book shall be kept in the Office of the President and shall be open to the public.
 
Section 7.7 – Quorum. At all meetings of the Board, the presence in person, by telephone or electronically, of a majority of the entire Board shall constitute a quorum for the transaction of business.  Attendance at a regular or special meeting of the Board shall be recorded by the Secretary.  If a quorum is not present at any meeting of trustees, the trustees present thereat may call the roll, record the names of absentees, and adjourn.  All matters properly arising before a meeting at which a quorum is present shall be decided by vote of a majority of the members present, unless otherwise specified.
 
Section 7.8 – Presiding Officer. The Chairman, or the Vice Chairman in the Chairman's absence, shall preside at all meetings of the Board.  In case the Chairman and Vice Chairman shall not attend at the time appointed for any meeting of the Board, the Secretary shall record attendance of the trustees present, and on appearance of a quorum, shall call the Board to order.  A Chairman pro tempore shall be elected by the Board of Trustees for that meeting, or until the appearance of the Chairman or the Vice Chairman.  The presiding officer shall decide all questions of order, subject to appeal by the members present. 
 
Section 7.9 – Order of Business. At all regular meetings, excluding Special Meetings and the Annual Meeting, the business before the Board shall be disposed of in the following order. The Chairman may, with the consent of the Board, change the order of business for any valid reason.
a. Announcement by Secretary that a quorum is present.
b. Consideration of minutes of last regular meeting of the Board and any subsequent special meeting.
c. Approval or amendment of Minutes.
d. Unfinished business.
e. Reports of standing committees.
f. Reports of special, ad hoc, and advisory committees.
g. Reports of other officers and agents.
h. Report of the President.
i.  New business and communications.
j.  Recognition and hearing from citizens.
k. Adjournment.
 
Section 7.10 – Rules of Order. The Board shall be governed in its procedure by parliamentary rules and usage as set forth in Roberts Rules of Order, current edition, in determining questions of parliamentary procedure not herein specifically provided.
 
Section 7.11 – Roll Call. At the request of any member the individual member votes on any question shall be called and entered upon the Minutes. 
 
Section 7.12 – Motions. All motions made and seconded shall be considered to be legally before the Board for action.
 
ARTICLE VIII
MISCELLANEOUS PROVISIONS
 
Section 8.1 – College Fiscal Year. The fiscal year of the College shall be from July 1 to June 30,inclusive.
 
Section 8.2 – Security.   The Board shall require each of its officers, (i.e., any) and each administrative officer and employee handling funds of the College to furnish such bond or other security for the faithful performance of his/her duties as shall, in the determination of the Board or Bylaws, afford reasonable protection to the College, the reasonable cost thereof to be borne by the College.
 
Section 8.3 - Books and Records. All books and records shall be kept at the Middlesex County College campus in Edison, New Jersey, unless otherwise specified in these Bylaws or by the Board.
 
Section 8.4 – Claims and Expenditures. No claim or demand shall be paid unless it is authorized by law and the rules of the Board of Trustees, and funds for which have theretofore been appropriated by the Board.
 
Section 8.5 – Compensation of Trustees. Trustees shall receive no compensation for their services, but shall be reimbursed, as the Board may direct, for their expenses actually and necessarily incurred by them in the performance of their duties.
 
Section 8.6 – Audit. The Board shall appoint annually an independent certified public accountant to audit the financial records of the College and related activities maintained at its direction, and report the results of the audits to the Board and such other authority as required.  Such audits shall be in addition to the continuing review of the Finance Committee.
 
Section 8.7 - Encumbrances. No property or other valuables of the College and no present or future income or credit of the College shall be encumbered in any way without a majority vote at a meeting of six (6) members of the Board of Trustees, the notice for which meeting must set forth in writing full details of the proposed encumbrance.  The Board shall retain full authority to encumber in behalf of the College. 
 
Section 8.8 – Bank Depository. All funds received by the College shall be deposited promptly to the credit of the College in such banks, trust companies, or other depositories as the Board may approve or designate, and all such funds shall be withdrawn only when properly authorized. Authority to establish such bank accounts must first be authorized by the Board.
 
Section 8.9 – Amendment of Bylaws. An amendment to the Bylaws may be adopted at any regular or special meeting of the Board following a meeting at which it was proposed.  Copies of the proposed amendment must be mailed to each member of the Board at least five working days before it is to be voted upon, together with a statement of the name of the sponsor and time and date of the meeting at which it is to be acted upon.  No proposed amendment shall be adopted unless prior notice, as above, has been given and upon the affirmative vote of at least two thirds of those voting at a meeting of the Board.
 
Section 8.10 – Suspension of the Bylaws. The Bylaws may be suspended at any meeting of the Board, with the affirmative vote of six members of the Board
 
Section 8.11 Limitations. No part of these Bylaws shall in any way limit the statutory authority of the Board of Trustees, nor shall it be interpreted to be in conflict with the Laws of the State of New Jersey or the rules and regulations of the State.
 
 
Revised:        October 24, 1989
                        March 27, 1990
                        May 22, 1990
                        March 24, 1993
                        November 17, 1993
                        December 18, 2002                        
                        November 16, 2009

 

Search

Footer navigation

About Middlesex  |  Directions  |  Campus Directory   |  Employment   |  Library  |  Campus Cruiser
2600 Woodbridge Avenue | Edison, NJ 08818 - 3050 | Phone: 732.548.6000 | Information Line: 732.906.2555
Recommend this Page  |  Page Feedback  |  Website Disclaimer

< Back to graphic version