BY-LAWS OF THE AREA COMMISSION
For
TRIDENT TECHNICAL COLLEGE

ARTICLE I:    AREA COMMISSION COMPOSITION AND RESPONSIBILITIES

Section One - Composition

Trident Technical College shall be governed by an Area Commission consisting of nine members.  Three members from each of the three counties (Berkeley, Charleston, Dorchester) are recommended by the respective appointing body of each county and officially appointed by the Governor.

There shall also be three members of the Trident Technical College Foundation who serve as ex-officio (non-voting) members of the Area Commission.  These ex-officio members are the Foundation Chair, Vice Chair, and immediate past Chair.  These ex-officio member will rotate concurrent with their Foundation terms.

Section Two - Responsibilities & Authorities

1. The official title of the Area Commission shall be the Area Commission for Trident Technical College, formerly known as the Area Commission for Berkeley-Charleston-Dorchester Technical Education Center.
   
   
2. The Area Commission shall be a legislative body with all powers usually conferred upon such bodies to enable it to acquire, hold, and transfer real and personal property; enter into contracts; institute and defend legal actions and suits; and exercise such other rights and privileges as may be necessary for governing and  carrying out the provisions and purpose of the institution, in accordance with enabling laws and the policies of the State Board for Technical and Comprehensive Education.
   
   
3. The Area Commission shall administer its responsibility for the governance, development, and operation of Trident Technical College in accordance with the mission of the College and policy governance principles.

ARTICLE II:             OFFICERS AND DUTIES

Section One - Election and Term of Office

1. Officers of the Area Commission shall consist of a Chair, Vice Chair and Treasurer and shall be elected by the Commission from its membership.  The Chair, Vice Chair, and Treasurer shall be elected by simple majority vote for a period of two years and shall be eligible for re-election by the Commission but for no more than two consecutive terms.  When an officer vacancy occurs, it shall be filled for the remainder of the unexpired term in the same manner in which regular elections are made.  The service of an unexpired term as an officer shall not be included in the maximum two terms an officer may serve.  Election of officers shall be held at the last regularly scheduled meeting prior to July 1 of the election year.
   
   
2. By appointment of the Commission, the President of the College shall be the Chief Executive Officer of the Institution and serve as the Secretary of the Area Commission.

Section Two - Chair

The Chair shall be empowered to establish committees and appoint the members of such committees.  The Chair shall execute all contracts and other documents on authority by and in the name of the Commission, preside at all meetings of the Commission, call special meetings of the Commission, and discharge all other functions delegated to him or her by the Commission.  The Chair is the official spokesperson for the Commission.

Section Three - Vice Chair

The Vice Chair shall preside in the absence of the Chair, perform all duties of the Chair with full authority during the absence or disability of the Chair, and shall discharge any other functions delegated to him or her by the Chair or Commission.

Section Four - Treasurer

The Treasurer shall chair the Finance and Administration Committee and the Audit Committee.

Section Five - President of the College

1. As Chief Executive Officer of the Institution, the President is charged with the management of the college in accordance with all applicable federal and state laws and regulatory requirements and with the Executive Parameters Policies as established by the Area Commission.
   
   
2. The President also serves as Secretary of the Area Commission and is responsible for keeping an accurate record of the proceedings of the Area Commission. As Secretary, he or she shall have custody of the Corporate Seal of the Commission, affix it to official documents, and attest same by his or her signature.  The Secretary shall have custody of all official records and documents of the Area Commission and shall prepare or have prepared and maintained an indexed compilation of all by-laws and amendments thereto.  

ARTICLE III:            POWERS AND DUTIES OF THE AREA COMMISSION

Section One - The Area Commission

1. The Area Commission is a legislative body whose functions include the determination of broad policies and to act as trustees on behalf of the citizens of Berkeley, Charleston and Dorchester Counties.
   
   
2. The Area Commission shall be responsible for the development and adoption of by-laws, rules and regulations, and to take organizational actions deemed necessary to conduct business.
   
   
3. Within applicable laws and regulatory requirements, the Area Commission establishes policies to further the mission, vision, goals and values of the College.  In addition to the By-laws, the Area Commission acts in accordance with the Governance Principles and Governance Policies adopted and amended by the Area Commission.
   
   
4. The Area Commission makes every effort to assure that the institution is properly run by the President, and does not attempt to run its day-to-day operations.
   
   
5. The Area Commission's major responsibilities are to provide local governance and assist in the development and evaluation of the progress of the institution; it is extremely important that the President be held directly responsible for such progress and development.
   
   
6. The authority of the Area Commission rests in the Commissioners as a whole, not in individual commissions.  An individual member of the Area Commission can act in an official capacity only during a duly constituted meeting of the Area Commission, or when designated to do so by its official and recorded actions.

Section Two - Committees of the Area Commission

1. The Area Commission may establish such standing committees and such ad hoc committees, as it deems necessary to secure and protect the College's welfare.  The standing committees include the Executive, Building and Grounds, Finance and Administration, Curriculum, and the Audit committees.   The Chair shall appoint the chairpersons of the Building and Grounds, Curriculum, and any ad hoc committees. All standing committees except the Executive Committee are committees of the whole. 
   
   
2.  All Area Commission committee action shall be reported as a recommendation for consideration and action by the Commission at a regular or special meeting.
   
   
3. The Executive Committee shall consist of the Chair, the Vice-Chair and the Treasurer of the Area Commission.  The Chair of the Area Commission shall serve as a Chair of the Executive Committee.
   
   
4. The Executive Committee, during the intervals between the meetings of the Commission shall have and exercise all powers, privileges and prerogatives of the Commission except those requiring a quorum or in the event of an emergency.  A quorum must be present to hire or dismiss a President.  All of the acts of the Executive Committee made in accordance with these by-laws shall be reported to the full commission and shall be reflected in the minutes of a Commission meeting.
   
   
5. The Chair of the Executive Committee may call meetings of the Executive Committee at any time with reasonable notice. 
   
   
6. At or before each meeting of the Commission, the Executive Committee shall submit minutes of its activities since the last meeting of the Commission, with such suggestions and recommendations as it shall deem expedient for the best interests of the College.  The Executive Committee may at any time request the counsel of the members of the Commission before making a decision even if the committee is authorized to act.

Section Three – Commission Member Orientation and Professional Development  

1. The Area Commission and College President, to the best of their abilities, will assist each newly appointed member to understand the board’s functions, governance structure, policies and responsibilities. The Commission Chair and the President will conduct a timely orientation for each newly appointed member and will provide the new member with materials pertinent to the governance structure, policies and responsibilities of the Commission, including a copy of the Commission’s Bylaws.
   
   
2. The Area Commission will encourage all members to participate in meetings and activities of the South Carolina Association of Technical College Commissioners as well as regional and national ACCT organizations; and commissioners will be further encouraged to study and examine the materials received from such organizations to support the implementation of their function as members of the Commission.
   
   
3. The College’s budget will include funds for travel expenses for individual members to advance their development as members of the Commission.  When the full Commission does not attend a conference, convention or workshop, those who do participate may be requested to share information, recommendations and materials acquired at the meeting.
   
   
4.  The College President may request members of the staff to appear before the Commission from time to time to present and discuss new developments in various program areas.

ARTICLE IV:               MEETINGS   

Section One - Regular Meetings

The regular meetings of the Commission shall be held at least every other month beginning in January, unless the Chair shall fix other times and/or places of the meetings.

Section Two - Special Meetings

The time, place and purpose of special meetings may be fixed by the Chair or by four members of the Commission.  The business to be transacted at any special meeting of the Commission shall be confined to such matters as have been specified in the call to members and officers of the Commission.

Section Three - Notices of Meetings

Members and officers of the Commission and the President shall be notified in writing by the Secretary or a person designated by the Secretary of the time and place of all meetings and the purpose or purposes of special meetings at least seventy-two (72) hours in advance of meetings, except, the Chair shall have authority to call special meetings without such notice for what the Chair deems to be an emergency meeting. 

Section Four - Quorum

Five members of the Commission in attendance, in person or by telephone conference or video conference (telephone or video conferencing means the Commissioner not physically present must be able to hear the voices of the other Commissioners and they to hear him or her) at meetings shall constitute a quorum for the transaction of business.  Ex-officio members are not counted when determining if there is a quorum.  No business shall be transacted without an affirmative vote of at least five members of the Commission.

Section Five - Agenda

1. The President of the College shall provide the Chair with a list of those items to be presented to the Commission with his or her recommendations.  Commission members and all other persons must submit agenda items for consideration to the President or the Chair at least 14 days prior to the Commission meetings.
   
   
2. In emergencies, the Chair, upon request of the President or members of the Commission, may add items to the agenda regardless of the date he or she receives such items.
   
   
3. The Trident Technical College Foundation shall report on its activities and offer comments and advice.

Section Six - Order of Business

The regular order of business at meetings of the Commission may be:

1. Call to Order, Moment of Silent Reflection, Announcements and/or Introduction of Guests
2. Recognitions
3. TTC Foundation Report
4. Approval of Minutes
5. Monitoring Information
6. Approval of Consent Agenda Items
7. Governance Process Policies
8. Executive Parameters Policies
9. Commission-President Relationship Policies
10. Institutional Goals Policies
11. President's Report
12. Commission - Comments, Updates and New Business
13. Executive Session, If Necessary
14. Adjournment

Section Seven - Parliamentary Rules

The latest edition of Robert's Rules of Order shall be followed in conducting meetings of the Commission unless otherwise provided by the Commission.

Section Eight - Individual and/or Group Presentations

Any individual or organized group desiring to appear before the Commission shall state in writing the purpose of such appearance and the name of each person who is to appear as a spokesperson.  The statement shall be filed with the President or the Chair at least fourteen (14) calendar days prior to the meeting at which the presentation is to be made.

ARTICLE VI:           REVIEW AND AMENDMENT OF BY-LAWS

These by-laws may be altered, repealed, amended or added to by a majority vote of all members of the Commission at any regular meeting or at any special meeting called for that purpose.  Any proposed change in the by-laws must be presented to the Commission at least one week prior to the time at which they are formally considered.  

These by-laws should be reviewed at least every four years in odd years.

Approved by TTC AC: 09/74
Revised by TTC AC:    03/79
Revised by TTC AC:    07/87
Approved by TTC AC: 08/88
Approved by TTC AC: 09/91
Approved by TTC AC: 09/98
Approved by TTC AC:0 8/02
Approved by TTC AC: 01/08
Approved by TTC AC: 09/12
Revised by TTC AC:    01/16
Revised by TTC AC:    09/21