RULES SECTION 5 ORGANIZATION 5 - Big 12 Conference

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RULESSECTION 5ORGANIZATION5.1Organization. Each Member Institution shall be represented in the Conference bya Chief Executive Officer (who shall be the President or Chancellor of each MemberInstitution and who shall serve as such Member Institution’s representative on the Boardof Directors), a Faculty Athletics Representative, an Athletics Director, and a SeniorWoman Administrator. The Conference shall be governed and administered by theBoard of Directors (also the “Board” or the “Board of Directors”), and the followingAdvisory Committees, as authorized in the Bylaws of the Conference: a Council ofFaculty Athletics Representatives (the “FAR Council”), a Board of Athletics Directors(also the “AD Board”) and a Board of Senior Woman Administrators (also the “SWABoard”) (each of the Council of Faculty Athletics Representatives, the Board ofAthletics Directors and the Board of Senior Woman Administrators may be referred toherein collectively as “Advisory Committees” and each individually as an “AdvisoryCommittee”). In addition, as authorized in the Bylaws, the Conference shall have suchStanding Committees as are specified in Section 5.4 herein.5.1.1Board of Directors. The Chief Executive Officer of each Member Institution(President or Chancellor) who is ultimately responsible for intercollegiateathletics shall serve on the Board of Directors. As the governing board ofthe Conference, the Board has authority over all functions and activities ofthe Conference not otherwise specifically limited by a Conference Rule.The powers and responsibilities of the Board of Directors are set forth inthe Bylaws.5.1.2Council of Faculty Athletics Representatives.(a) The Council of Faculty Athletics Representatives shall consist of arepresentative of each Member Institution appointed by the ChiefExecutive Officer of such Member Institution and shall be a person ofprofessorial rank who does not receive pay primarily for services renderedin connection with intercollegiate athletics (each a “Faculty AthleticsRepresentative”). It is the responsibility of the Council of FacultyAthletics Representatives to act on recommendations from the Boardof Athletics Directors and Board of Senior Woman Administrators, torecommend rule and policy changes or adaptations, act on all eligibilitymatters, recommend a Conference budget, review recommendationsfrom the Conference office, refer items for the attention of the Board ofAthletics Directors and the Board of Senior Woman Administrators, acton recommendations from Standing Committees which are referred toit, and evaluate accomplishment of the Conference’s purposes.(b) Except for eligibility matters of individual student-athletes, actions ofthe Council of Faculty Athletics Representatives shall be forwarded tothe Board of Directors for affirmation or approval. At the request of anythree (3) members of the Board of Directors, any such forwarded actionof the Council of Faculty Athletics Representatives will be placed onthe agenda for an Annual, Regular or Special Meeting of the Board ofDirectors and the Board of Directors will determine its final disposition.Except for those matters specified in Section 1.5.2, if three (3) membersof the Board of Directors do not request such action to be placed on theagenda of the Board of Directors within a period of thirty (30) days afternotification of the Board of Directors, the action of the Council of FacultyAthletics Representatives will be considered to be affirmed. Actions ofthe Council of Faculty Athletics Representatives requiring time-sensitiveresolution can be so designated by the Executive Committee of the Boardof Directors and shall be referred to the Board for expedited action.17

5.1.3Board of Athletics Directors. The Board of Athletics Directors shallconsist of representatives of each Member Institution appointed by the ChiefExecutive Officer of such institution who shall be a Director of Athleticsat that Member Institution (each an “Athletics Director”). The AthleticsDirector shall be a full-time employee of the Member Institution. The Boardof Athletics Directors shall:(a)Constitute the body of the Conference responsible for carryingout Conference operations and implement policies and proceduresrelated to competition, including scheduling, television and bowlnegotiations, championship and tournament site selection andprocedures, and officiating; and(b)Be responsible for oversight of all authorized enterprises andactivities of the Conference.Actions of the Board of Athletics Directors shall be forwarded tothe Council of Faculty Athletics Representatives for further action.If approved by the FAR Council, the effectiveness of any actionshall be determined in accordance with Section 5.1.2-(b).5.1.45.1.5Board of Senior Woman Administrators. The Board of Senior WomanAdministrators shall consist of the highest ranking female intercollegiateathletics administrator (or the next highest ranking female athleticsadministrator provided the Athletics Director is female) of each MemberInstitution as appointed by the institution. The Senior Woman Administratorshall be a full-time female employee of the Member Institution. Actions ofthe Board of Senior Woman Administrators shall be forwarded to the Boardof Athletics Directors. The SWA Board shall:(a)Constitute the body of the Conference responsible for providinginitial review of sport committee recommendations, policies andprocedures related to all competition other than football and men’sbasketball; and(b)Assist in the operation of the Conference by providing advice andadvocacy involving any Conference issue and more specificallyby providing leadership through proposing Conference actions andpolicies for the enhancement of gender equity and diversity.Noncontroversial Recommendations. An advisory group or standingcommittee whose charge is to take initial action on sport committeerecommendations may use its discretion to designate a sport recommendationas noncontroversial, provided the recommendation has no budget impact,no adverse academic impact and does not significantly alter current policiesand procedures. Such recommendations will be forwarded to all governancegroups. Upon receipt of the report and for “check and balance” purposes,the governance groups will have 10 business days to request further reviewof any sport recommendation based on any concern that the matter could beconsidered controversial in nature. At the conclusion of the 10 business days,recommendations that do not receive a request for further review shall beconsidered affirmed. Designation of a recommendation as non-controversialrequires a unanimous vote of the advisory group/standing committee. Forpurposes of this policy, a business day is any weekday that is not recognizedas a national holiday, including any weekday which an institution is closedfor other reasons (e.g., holiday break).18

5.2Chair and Vice Chair of Each Advisory Committee. Beginning July 1 of eachyear, the Faculty Athletics Representative, Athletics Director and Senior WomanAdministrator from each Member Institution shall serve as Chair of each of theCouncil of Faculty Athletics Representatives, Board of Senior Woman Administratorsand the Board of Athletics Directors for one year in the following order. In theabsence of the Chair, the Vice-Chair may exercise all of the powers of the Chair.The Vice-Chair shall be designated from the Member Institution that will serve asChair for the ensuing nsas State UniversityOklahoma State UniversityUniversity of KansasTexas Tech UniversityTexas Christian UniversityWest Virginia UniversityBaylor UniversityUniversity of OklahomaIowa State UniversityUniversity of Texas at AustinProcedures for Meetings of Advisory Committees.5.3.1Agenda Items. In advance of each regularly scheduled Advisory Committeemeeting, proposed agenda items shall be solicited from the committee’smembership by the Conference staff. In consultation with the Commissioner,the chair of each Advisory Committee shall have the responsibility forpreparing and distributing the agenda ten (10) days before the meeting andmay place additional items on the agenda to be distributed. With the consentof seven of the members of an Advisory Committee, items requiring actionmay be added to the agenda established for a meeting of each of the Councilof Faculty Athletics Representatives, the Board of Athletics Directors or theBoard of Senior Women Administrators, as the case may be. A discussionitem may be added to the agenda of an Advisory Committee meeting at thediscretion of the Chair. A discussion item added by the Chair may becomean action item with the consent of the seven members of the committee.5.3.2Substitutions. Substitute representatives shall not be permitted forFaculty Athletics Representatives, Athletics Directors or Senior WomanAdministrators at regularly scheduled meetings of each such AdvisoryCommittee, except when the Chief Executive Officer of a Member Institutionrequests such representation.5.3.3Annual Meetings. At least one (1) Annual Meeting of each of the AdvisoryCommittees shall be held. At the Annual Meeting, each Advisory Committeeshall recognize the next Chair who shall serve a one-year term according tothe rotation plan established by Section 5.2.5.3.4Regular Meetings. Regular meetings of each of the Advisory Committeesshall be held at such times as each such committee may determine; provided,however, in addition to the Annual Meeting of each of the AdvisoryCommittees, there shall be at least three regular meetings of each suchAdvisory Committee.5.3.5Special Meetings. Special Meetings of each of the Advisory Committeesmay be called by or at the request of a majority of the Board of Directors,the Executive Committee of the Board of Directors, the Chair of each suchAdvisory Committee, or five of the members of such Advisory Committeeupon written or printed notice served personally on each member of theAdvisory Committee or by mail, electronic mail or facsimile to his or heraddress.19

5.3.6Executive Meetings. Executive Meetings consist of the Board of Directors,together with the Council of Faculty Athletics Representatives, Board ofAthletics Directors, and Board of Senior Woman Administrators and shallbe held upon the call of the Executive Committee of the Board of Directors.The Chair of the Board of Directors or his or her designee presides at suchExecutive Meetings. The agenda for such meetings can include any itemrelative to Conference operation, rules, or policies. At least one ExecutiveMeeting shall be held each year.5.3.7Joint Meetings. Joint Meetings consist of the Council of Faculty AthleticsRepresentatives, Board of Athletics Directors, and Board of Senior WomanAdministrators, and shall be held upon the call of the Chair of the Council ofFaculty Athletics Representatives. Each Member Institution will have onevote at such Joint Meeting, which vote will be placed by the Faculty AthleticsRepresentative. The agenda for such meetings shall be prepared by the Chairof the Council of Faculty Athletics Representatives and can include any itemrelative to Conference operation, rules, or policies. Joint Meetings may beheld at the time of each annual or regular meeting of the FAR Council, ADBoard and SWA Board. Normally, at least two Joint meetings shall be heldeach year.5.3.8Enactment of Rules. New Rules shall not be applied retroactively, excepta currently enrolled student-athlete shall receive the benefit of any new Rulethat works to the student-athlete’s advantage.5.3.9Notice. Notice of any meeting of an Advisory Committee shall be given atleast ten (10) days previously thereto by written notice delivered personally,by facsimile, mail, overnight mail, or electronic mail to each member at hisor her business address. If mailed or overnight mailed, such notice shall bedeemed to be delivered when deposited in the United States mail, with postagethereon prepaid. If notice is given by electronic mail or facsimile, such noticeshall be deemed to be delivered upon receipt. Except as otherwise providedin Section 5.3.1 herein, the business to be transacted at and the purpose ofany meeting of each Advisory Committee must be specified in the notice orwaiver of notice of such meeting.5.3.10Place of Meeting. Meetings of each Advisory Committee shall be held atsuch place as provided in the resolution, notice, waiver of notice or call ofsuch meeting, or if not otherwise designated, at the Principal Office of theConference.5.3.11Conduct of Meeting. Subject to the last sentence of this paragraph, the Chairof each Advisory Committee shall have the right and authority to prescribesuch rules, regulations and procedures and to do all such acts and things asare necessary or desirable for the proper conduct of the meeting. At any timeat the beginning of or during a meeting, however, a member may demandon the record of such meeting that Robert’s Rules of Order be followed withrespect to any subsequent action at such meeting with respect to a specificissue specified in such demand.5.3.12Quorum. Seven or more members of each Advisory Committee shallconstitute a quorum for the transaction of business, and the vote of sixor more members of such Advisory Committee shall be required for theapproval of any matter before such Advisory Committee. If less than sevenmembers are present at a meeting, a majority of the members present mayadjourn the meeting without further notice. If a duly-called meeting beginswith a quorum and subsequently enough members leave so that the meetinglacks a quorum, the consideration of business may continue subject to therequirement that matters for consideration still must be approved by six ormore members. Except as otherwise requested by a member, the vote of20

individual members of each Advisory Committee on any matter shall not berecorded in the minutes for such meeting. The individual votes of membersof each Advisory Committee shall not be divulged by the Conference or byany other member of such Advisory Committee in press announcements,except as consented to in advance by such member.5.45.3.13Actions Without a Meeting. Any action that is required to be or may betaken at an Advisory Committee meeting may be taken without a meetingif consents in writing, setting forth the action so taken, are executed by allof the members of such Advisory Committee. Such consents shall have thesame force and effect as a unanimous vote at a meeting duly held. Suchconsents shall be filed with the minutes of such Advisory Committee.5.3.14Participation. Members of an Advisory Committee may participate in ameeting by means of teleconference or similar communication equipmentas long as all persons participating in the meeting can hear each person;participation in a meeting in this manner shall constitute presence in personat the meeting.Standing Committees.5.4.1Procedures for Meetings. Unless otherwise provided, appointments toStanding Committees will be made by the Administrative Committee. EachStanding Committee shall meet on an “as needed” basis. Meetings of theStanding Committees may be called by the Board of Directors, the ExecutiveCommittee of the Board of Directors, the Commissioner, or by the Chair ora majority of the members of such Standing Committee. Unless waived inwriting by each member, notice of any meeting of a Standing Committeeshall be given at least ten (10) days previously thereto by written noticedelivered personally, by facsimile, mail, electronic mail, or overnight mailto each member of such Standing Committee at his or her business address.Meetings of each Standing Committee shall be held at such place as shall beprovided for in the notice of such meeting. Members of a Standing Committeemay participate in a meeting by means of a teleconference or other similarcommunication equipment as long as all persons participating in the meetingcan hear each person. Recommendations shall be forwarded in a mannerconsistent with Exhibit I (Governance Structure).5.4.2Administrative Committee. The Administrative Committee shall beresponsible for (1) the process for determining membership and chairship ofStanding Committees on the basis of interest and experience; (2) coordinatingthe Conference’s nominating process for NCAA Committees; and (3) assistingthe Conference staff in planning the Conference’s meetings and services. Themembership of the Committee shall be comprised of the then current chairof the Council of Faculty Athletics Representatives, the immediate outgoingchair of the Board of Athletics Directors, and the incoming chair of theBoard of Senior Woman Administrators, each serving one-year terms. Thecomposition will also include two additional members from each AdvisoryCommittee and the two additional FARs shall be the immediate outgoing chairand the incoming chair. At least six of the institutions must be represented.5.4.3Audit Committee. The Audit Committee’s primary purposes are to: (1)assist Board oversight of the integrity of the Conference’s financial statementsand systems of internal controls regarding finance, accounting, and legalcompliance; and (2) exercise its direct responsibility for the appointment,compensation, oversight and retention of the Conference’s independentauditors in performing audit services for the Conference and assist Boardoversight of such auditor’s qualifications, independence and performance.This Committee shall be comprised of the immediate past Chair of the Board,the current Vice-Chair of the Board, and the Treasurer of the Board, with21

the Big 12 Chief Financial Officer serving as staff liaison to the Committee.The Treasurer shall serve as the Chair of the Audit Committee. The ChiefFinancial Officer of the University from which the Chair represents shall beconsidered an ex-officio member of the Committee.5.4.4Interpretations Committee.(a)Scope of Authority: The Interpretations Committee has authorityto:i)Interpret a conference rule on an appeal from a member institutionpursuant to C.R .7.1.ii)Interpret a conference rule on a referral by the Commissioner.The Commissioner has the discretion to refer a request for aninterpretation either to the Council of FARs or to the InterpretationsCommittee.iii) Grant a waiver pursuant to C.R. 7.6 when the Council of FARs ona temporary basis specifically has delegated such authority to theInterpretations Committee.iv) Render a decision on appeal from a member institution of a positivedrug test finding in accordance with the Conference’s drug testingprotocol. Any such decision is final and unappealable.(b)Composition. The Interpretations Committee shall consist of thecurrent and next chair of the Council of FARs (according to therotation set forth in Section 5.2) and the Commissioner. In theevent a matter involves the Member Institution of one of the FARson the Interpretations Committee, that FAR shall be replaced bythe immediate past chair of the Council of FARs or the successorFAR from that institution. In the event a matter involves both FARson the committee, the second replacement FAR shall be from themember institution next in the rotation to chair the Council of FAR.(c)Appeal to Council of FARs. Appeal to Council of FARs. Aninterpretation of the Interpretations Committee pursuant to (a)(i) or (a)(ii) above is final as to the particular case for whichthe interpretation was rendered subject only to an appeal to theCouncil of FARs by the FAR of the involved member institution.The Council of FARs may approve, disapprove or modify aninterpretation; the decision of the Council of FARs is final.(d)Review by Council of FARs of Unappealed Interpretationpursuant to (a)(i) or (a)(ii) above. An unappealed interpretationrendered by the Commissioner or the Interpretations Committeeis final as to the particular case for which the interpretation wasrendered. Any such unappealed interpretation otherwise

procedures related to all competition other than football and men’s basketball; and (b) Assist in the operation of the Conference by providing advice and . 2015-2016 University of Kansas . 2019-2020 Baylor University 2020-2021 University of Oklahoma 2021-2022 Iowa State University 2022-2023 University of Texas at Austin 5.3 Procedures for .

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