UNIVERSITY OF SOUTHERN CALIFORNIA
Amended June 5, 1996
1.1 General
1.2 Term of Office
1.3 Vacancies
1.4 Officers of the Board
II. LIFE TRUSTEES AND TRUSTEES EMERITI
2.1 Life Trustees
2.2 Trustees Emeriti
3.1 Annual Meeting
3.2 Regular Meetings
3.3 Special Meetings
3.4 Notice
3.5 Place of Meetings
3.6 Quorum
3.7 Procedure and Voting
3.8 Waiver
3.9 Attendance by Officers
4.1 General
4.2 Executive Committee
4.3 Academic Affairs
Committee
4.4 Finance Committee
4.5 University
Development Committee
4.6 Alumni Affairs
Committee
4.7 Business Affairs
Committee
4.8 Board Personnel
Committee
4.9 Student Affairs
Committee
4.10 Audit Committee
4.11 Public Affairs
Committee
V. COMMITTEE ORGANIZATION AND MEETINGS
5.1 Ex-Officio Members
5.2 Appointments and Vacancies
5.3 Term of office
5.4 Chairman
5.5 Meetings
5.6 Call of Meetings
5.7 Notice of Meetings
5.8 Place of Meetings
5.9 Quorum
5.10 Committee Reports
Vl. OFFICERS OF THE CORPORATION
6.1 General
6.2 Chairman of the Board
6.3 Vice Chairman of the Board
6.4 President of the University
6.5 Senior Vice Presidents
6.6 Secretary of the University
6.7 Treasurer of the University
VII. ADMINISTRATIVE EXECUTIVES
7.1 General
8.1 General
8.2 Academic Deans and Directors
8.3 Division Chairmen and Department Heads
9.1 Schools and Colleges
9.2 Faculty
9.3 Courses of Instruction
9.4 Faculty Senate
9.5 Student Body
10.1 Honorary Degrees
10.2 Degrees in Course
10.3 Diplomas
10.4 Duplicate Diplomas
11.1 Fiscal Year
11.2 Execution of Documents
11.3 Amendments
11.4 Indemnification
1.1 GENERAL. The powers of this corporation (hereinafter sometimes referred to as "the University") shall be exercised, its property controlled, and its affairs conducted by a Board not to exceed forty-five Trustees, except that the maximum number of Trustees shall be fifty until the June 1997 annual meeting.
1.2 TERM OF OFFICE. The regular term of office of a Trustee shall be for five years and until the election of his/her successor. No person may serve as a Trustee, other than as a Life Trustee, after the annual meeting following his or her seventy-fifth birthday. The terms of office of one fifth of the authorized number of Trustees shall expire each year, and one fifth of the number shall be elected by the Board of Trustees at each annual meeting. The president-elect of the General Alumni Association shall be elected for a term of five years as a Trustee and shall not be eligible for re-election to a consecutive term. Any Trustee may resign his/her office at any time. The Board may, by approval of a majority of all members of the Board of Trustees, declare vacant the office of any Trustee who is absent from eight successive meetings of the Board. Prior to nominating a Trustee for re- election, the Board Personnel Committee shall carefully review that Trustee's attendance and participation at Board and committee meetings, participation in University events, fund raising on behalf of the University, and contributions to the life of the University.
1.3 VACANCIES. Any vacancy in the Board of Trustees may be filled by the Board or by a majority of the remaining Trustees though less than a quorum. A vacancy may be filled only for the unexpired portion of its term.
1.4 OFFICERS OF THE BOARD. The Board of Trustees shall elect, from among its members, a Chairman and one or more Vice Chairmen.
II. LIFE TRUSTEES AND TRUSTEES EMERITI
2.1 LIFE TRUSTEES. Any member of the Board of Trustees who has served a minimum of nine (9) years may be elected a Life Trustee. Any person who is a member of the Board of Trustees may if still serving as a Trustee upon attaining the age of seventy-five (75) years be elected by the Board as a Life Trustee. The Board may elect a person a Life Trustee who resigns after serving less than nine (9) years, if that person's resignation results from conditions of health. The term of office of a Life Trustee shall continue for his/her lifetime. A Life Trustee shall not be a member of the Board. He/she may attend meetings of the Board and its Committees and participate in discussions but without a vote.
2.2 TRUSTEES EMERITI. The Board of Trustees may elect a Chancellor Emeritus (Honorary) and a President Emeritus (Honorary) and may elect Trustees Emeriti from among those Trustees who have completed terms as Chancellor or President of the University and who have been elected and are serving as Chancellor Emeritus or President Emeritus, who have also completed their regular term of service on the Board, and who have rendered outstanding service to the University. A Trustee Emeritus shall not be a member of the Board. He/she may attend meetings of the Board and participate in discussions but without a vote.
3.1 ANNUAL MEETING. The annual meeting of the Board of Trustees shall be held each year on the first Wednesday of June.
3.2 REGULAR MEETINGS. Regular meetings of the Board of Trustees shall be held on the first Wednesday of February, October, and December; provided, however, that if any such day is a legal holiday the regular meeting shall be held on the next ensuing day which is not a legal holiday.
3.3 SPECIAL MEETINGS. Special meetings of the Board of Trustees may be called at any time by the Chairman of the Board or by any five members of the Board or by the President of the University. Each such call shall be in writing directed to the Secretary of the University.
3.4 NOTICE. Notice of every regular meeting shall specify the time and place of the meeting. Notice of each regular meeting shall be mailed to each member of the Board of Trustees at least ten days prior to the meeting. Notice of each special meeting shall be mailed to each member of the Board at least three days prior to the meeting.
3.5 PLACE OF MEETINGS. All meetings of the Board of Trustees shall be held at the place specified in the notice of the meeting. committees may meet at a time and place at their discretion, and committees may meet in whole or in part by teleconference.
3.6 QUORUM. Fifteen members of the Board of Trustees shall constitute a quorum for the transaction of any business at any meeting of the Board.
3.7 PROCEDURE AND VOTING. Subject to the provisions of these Bylaws, governing law and such modifications as the Board of Trustees may make by resolution or by practice, general parliamentary rules shall be observed in conducting the business of the Board. Each Board member present shall be entitled to one vote on each matter placed before the meeting. At an annual meeting, Trustees whose terms are expiring may be reelected and until the election of their successor shall be entitled to vote on all matters, including the election of their successors.
3.8 WAIVER. The transactions of any meeting of the Board of Trustees, however called or noticed and wherever held, shall be valid as though at a meeting duly held after regular call and notice if a quorum is present, and if, either before or after the meeting, each of the Trustees not present signs a written waiver of notice, or a consent to the holding of such meeting, or an approval of the minutes thereof.
3.9 ATTENDANCE BY OFFICERS. The Senior Vice Presidents and the Treasurer of the University shall attend meetings of the Board of Trustees as directed by the Chairman of the Board or the President of the University.
4.1 GENERAL. There shall be ten standing Committees of the Board of Trustees, appointed as provided in Section 5.2 as follows:
(a) Executive Committee
(b) Academic Affairs Committee
(c) Finance Committee
(d) University Development Committee
(e) Alumni Affairs Committee
(f) Business Affairs Committee
(g) Board Personnel Committee
(h) Student Affairs Committee
(i) Audit Committee
(j) Public Affairs Committee
There may also be such special committees as may be established by the Board. The size, duties, and authority of each special committee may be prescribed by the Board.
(a) MEMBERSHIP. The Executive Committee shall consist of no fewer than seven nor more than eleven members of the Board of Trustees including, as ex-officio members, the Chairman of the Board and, if he/she is a Trustee, the President of the University, nominated by the Board Personnel Committee and approved by a majority vote of the Board of Trustees.
(b) POWERS. When the Board of Trustees is not in session, the Executive Committee shall have all of the power and authority of the Board except:
(1) The filling of vacancies on the Board of Trustees or in any Committee which has the authority of the Board.
(2) The fixing of compensation of the Trustees for serving on the Board or on any Committee.
(3) The amendment or repeal of Bylaws or the adoption of new Bylaws.
(4) The amendment or repeal of any resolution of the Board which by its express terms is not so amendable or repealable.
(5) The appointment of Committees of the Board or the members thereof.
(6) The expenditure of corporate funds to support a nominee for Trustee after there are more people nominated for Trustee than can be elected.
(7) The approval of any self-dealing transaction except as provided by law.
(c) REGULAR MEETINGS. Regular meetings of the Executive Committee shall be held on the first Wednesday of January, March, May, September, and November; provided, however, that if any such day is a legal holiday, the regular meeting shall be held on the next ensuing day which is not a legal holiday.
4.3 ACADEMIC AFFAIRS COMMITTEE
(a) MEMBERSHIP. The Academic Affairs Committee shall consist of not less than five members of the Board of Trustees in addition to the ex-officio members. The Senior Vice President, Academic Affairs, and Provost shall attend meetings of the Committee and may participate in discussions but without a vote.
(b) POWERS AND DUTIES. The Academic Affairs Committee shall have the following duties with regard to educational policies and operations:
(1) To review, periodically, patterns of appointment, promotion, and assignments of tenure to the faculty, and to advise on the establishment of chairs and professorships.
(2) To consider regular, special, and proposed academic programs and to recommend programs leading to construction , of major academic facilities, subject to later review of architectural plans and financing by other Committees.
(3) To review and advise on major changes in academic organization.
(4) To advise on academic policies affecting faculty titles, degree standards, admissions, research, and related academic matters.
(5) To consider recommendations for the bestowal of honorary degrees and advise on individuals of distinction and extraordinary accomplishment who merit this recognition.
(6) To examine, periodically, the resources of scholarly material in and plans for libraries and special collections.
By the provisions of Section 6.4(d) of Article VI, responsibility for the educational program is delegated to the President. Therefore, the duties of this Committee shall be advisory and not executive or administrative in character.
(a) MEMBERSHIP. The Finance Committee shall consist of not less than five members of the Board of Trustees in addition to the exofficio members. The Senior Vice President, Administration, and Chief Financial officer, and the Treasurer of the University shall attend meetings of the Committee and may participate in discussions but without a vote.
(b) POWERS AND DUTIES. The Finance Committee shall have the following powers and duties with regard to the general financial and budgetary affairs of the University:
(1) To exercise general supervision of the financial books and records of the University.
(2) To accept gifts to the University, but acceptance of offered gifts may be withheld pending acceptance by the Board.
(3) To instruct the Treasurer of the University in the investment of endowment and other funds of the University.
(4) To instruct the Treasurer of the University to sell assets of the University.
(5) To fix all the terms and conditions of any sale or lease of the University real property.
(6) To consider the proposals of the President of the University concerning the annual operating budget and to make recommendations concerning the budget to the Board.
(7) To establish procedures for the presentation of the budget and for operation under the budget as approved.
(8) To review periodically the financial position of the University.
(9) To perform such other and further acts as may be authorized by these Bylaws or by resolution of the Board or of the Executive Committee.
(10) To review and advise the Board concerning tuition rates and all compulsory fees.
4.5 UNIVERSITY DEVELOPMENT COMMITTEE
(a) MEMBERSHIP. The University Development Committee shall consist of not less than five members of the Board of Trustees in addition to the ex-officio members. The Senior Vice President, University Advancement shall attend meetings of the Committee and may participate in discussions but without a vote.
(b) POWERS AND DUTIES. The University Development Committee shall consider and recommend development programs and purposes to the Board.
(a) MEMBERSHIP. The Alumni Affairs Committee shall consist of not less than five members of the Board, two of whom shall be president and president-elect of the General Alumni Association. The Senior Vice President, University Advancement shall attend meetings of the Committee and may participate in discussions but without a vote.
(b) POWERS AND DUTIES. The Alumni Affairs Committee shall consider and recommend to the Board programs and policies for the Alumni Department which will strengthen relations among Trustees, the University, and its alumni.
4.7 BUSINESS AFFAIRS COMMITTEE
(a) MEMBERSHIP. The Business Affairs Committee shall consist of not less than five members of the Board of Trustees in addition to the ex-officio members. The Senior Vice President, Administration, and Chief Financial Officer shall attend meetings of the Committee and may participate in discussions but without a vote.
(b) POWERS AND DUTIES. The Business Affairs Committee shall have the following powers and duties:
(1) To consider and make recommendations to the Board on the programs and policies of the Division of Business Affairs including: (i) Facilities Planning and Management Services (ii) Auxiliary Services (iii) Safety and Risk Management Services (iv) Security Services, and (v) Administrative Services.
(2) To consider and make recommendations to the Board on the University's campus master plans.
(3) To review and make recommendations to the Board on all major capital facilities proposals including: (i) site selection, (II) appointment of architect, (iii) review of schematic design, (iv) review of final design, and (v) naming of facilities.
(c) RECOMMENDATIONS. Expenditures resulting from Business Affairs Committee recommendations shall be authorized by the Finance Committee.
(a) MEMBERSHIP. The Board Personnel Committee shall consist of not less than five members of the Board of Trustees in addition to the ex-officio members.
(b) POWERS AND DUTIES. The Board Personnel Committee shall make nominations for Trustees, officers of the Board, and the President of the Associates and shall submit all such nominations to the Executive Committee at its regular May meeting for the approval of the Executive Committee. All nominations approved by the Executive Committee shall then be submitted by the Board Personnel Committee to the Board at the annual meeting of the Board or at the next regular meeting of the Board in the case of a nomination to fill a vacancy created by other than expiration of a term. In the case of a nomination to fill a vacancy created by other than expiration of a term, the Board Personnel Committee shall make and submit its nomination to the Executive Committee at the earliest regular meeting of the Executive Committee.
In addition, the Board Personnel Committee shall submit nominations from the membership of the Board of Trustees for the Executive Committee of the Board, to the Board of Trustees directly for action at the Board's annual meeting.
(a) MEMBERSHIP. The Student Affairs Committee shall consist of not less than five members of the Board of Trustees in addition to the ex-officio members. The Senior Vice President, Academic Affairs, and Provost shall attend meetings of the Committee and may participate in discussions but without a vote.
(b) POWERS AND DUTIES. The Student Affairs Committee shall consider and recommend to the Board of Trustees programs and policies relating to student affairs.
(a) MEMBERSHIP. The Audit Committee shall consist of not less than three members of the Board of Trustees who are not officers or employees of the University.
(b) POWERS AND DUTIES. The Audit Committee shall have the following powers and duties:
(1) Recommend annually, to the Board, the appointment of the university's independent public accountants.
(2) Review the scope of the independent public accountants' audits and the related fees.
(3) Review management's evaluation of the adequacy of the university's internal accounting controls and the extent to which major recommendations made by the independent public accountants and the University's Director of Internal Audit have been implemented.
(4) Review with the independent public accountants, upon completion of their audit, the University's financial statements and related notes, the results of their examination and any report or opinion proposed to be rendered in connection therewith.
(5) Review the scope of the internal audit program with the University's Director of Internal Audit.
(6) Perform such other and further acts as may be authorized by these Bylaws or by resolution of the Board or of the Executive Committee.
(a) MEMBERSHIP. The Public Affairs Committee shall consist of not less than five members of the Board of Trustees in addition to the ex-officio members.
(b) POWERS AND DUTIES. The Public Affairs Committee shall consider and recommend to the Board of Trustees programs and purposes which will strengthen the university's outreach and communications with the public at large, the mass communications media, and elected and appointed government officials at local, state, and federal laws.
V. COMMITTEE ORGANIZATION AND MEETINGS
5.1 EX-OFFICIO MEMBERS. The Chairman of the Board and, if he/she is a Trustee, the President of the University shall be exofficio members of each standing and special Committee other than the Audit Committee.
5.2 APPOINTMENTS AND VACANCIES. The members, except members exofficio, of the Committees shall be nominated by the Chairman of the Board and appointed by a majority vote of the Board of Trustees.
5.3 TERM OF OFFICE. Each member of a standing Committee shall be a member thereof until the next annual meeting of the Board of Trustees. Each member of a special Committee shall be a member thereof until the Board determines that the work of the Committee has been completed. Any member of any Committee shall cease being such upon ceasing to be a voting member of the Board.
5.4 CHAIRMAN. The Chairman of the Board may designate the Chairman and Vice Chairman of each Committee. Otherwise such posts may be filled by the Committee.
5.5 MEETINGS. Each standing Committee shall meet at its discretion, and may establish regular meeting dates.
5.6 CALL OF MEETINGS. A meeting of any Committee may be called by the Chairman of the Board, the President of the University, the Chairman of the Committee, or any two members of the Committee.
5.7 NOTICE OF MEETINGS. Notice of any regular meeting or special meeting of a Committee may be by telegram or by telephone message to, or left for, each member at business office or residence (in either case at least 48 hours before the time fixed for the meeting) or by mailing written notice to him at least 72 hours before the time fixed for the meeting.
5.8 PLACE OF MEETINGS. Each Committee meeting shall be held at the place specified in the notice of the meeting.
5.9 QUORUM. A majority of the authorized number of members shall constitute a quorum of the Executive Committee. Four members shall constitute a quorum of all other standing Committees of the Board of Trustees except the Audit Committee for which two members shall constitute a quorum. The quorum requirements for special Committees of the Board of Trustees shall be as prescribed by the Board. If a quorum is once present at any Committee meeting, business may continue to be transacted by a majority of those present notwithstanding the withdrawal of enough members to leave less than a quorum if any action taken is approved by at least a majority of the required quorum for such meeting.
5.10 COMMITTEE REPORTS. The Chairman of each standing Committee or his/her delegate shall make a report on the activities of the committee at the annual meeting and at each regular meeting of the Board.
VI. OFFICERS OF THE CORPORATION
6.1 GENERAL. At each annual meeting the Board of Trustees shall elect the following officers of the corporation:
(a) Chairman of the Board
(b) One or more Vice Chairmen of the Board
(c) President of the University
(d) Senior Vice President, Academic Affairs, and Provost
(e) Senior Vice President, Administration, and Chief Financial Officer
(f) Senior Vice President, University Advancement
(g) Secretary of the University
(h) Treasurer of the University
and such assistant or other officers as the Board may find necessary or appropriate. All officers shall serve at the pleasure of the Board. Any two or more offices may be held by the same person except that neither the Secretary of the University nor the Senior Vice President, Administration, and Chief Financial officer of the University may serve concurrently as the President of the University or Chairman of the Board, and the Treasurer of the University may not serve concurrently in any other capacity as an officer of the corporation.
No Trustee shall serve as Chairman of the Board for more than five consecutive one year terms. No Trustee shall serve as Vice Chairman of the Board for more than five consecutive one year terms.
6.2 CHAIRMAN OF THE BOARD. The Chairman of the Board shall preside at all meetings of the Board of Trustees and of the Executive Committee with the usual powers of a presiding officer.
6.3 VICE CHAIRMAN OF THE BOARD. In the absence of the Chairman of the Board, a Vice Chairman designated by the Chairman shall perform his/her duties. If the Chairman fails to designate a Vice Chairman and if more than one Vice Chairman is present, a majority of the Trustees present at a meeting of the Board of Trustees, or a majority of the Committee members present at a meeting of the Executive Committee, shall designate which of such Vice Chairmen shall perform the duties of the Chairman of the Board.
6.4 PRESIDENT OF THE UNIVERSITY
(a) GENERAL. The President of the University shall be elected by the Board of Trustees. He/she shall be the chief executive officer of the corporation in charge of all its operations. He/she shall be responsible for carrying out policies established by the Board; but he/she may delegate any of his/her functions. All of the officers of the corporation, except the Chairman and Vice Chairmen of the Board, all administrative executives, and all academic officers of the University shall be subject to the direction of the President.
(b) SELECTION OF OFFICERS. The President of the University shall nominate the officers of the corporation except the Chairman and the Vice Chairmen of the Board, and shall confirm their appointment upon the approval of the Board.
(c) SELECTION OF ACADEMIC STAFF. The President of the University shall appoint the dean or director of each college or school of the University together with such division chairmen, department heads, or other division heads or assistants throughout the University as may be necessary or appropriate to carry out the work of the University. The President shall determine the term of office and the duties of each such member of the academic staff.
(d) ACADEMIC PROGRAM. The President of the University shall have full power of appointment, direction, and supervision of the faculties and the organization thereof. He/she shall be an exofficio member of the faculty of each college or school and may, at his/her election, act as the presiding officer of each faculty and of the University Faculty. He/she shall have the right to cast the deciding vote in any such group in case of a tie. He/she may appoint such committees of any faculty as he/she shall deem wise and proper and shall be a member ex-officio of all such committees.
(e) FISCAL PROGRAM. The President of the University, with the advice and assistance of the other officers of the corporation, shall prepare an annual operating budget for the University. Such budget shall be considered by the Finance Committee before presentation to the Board.
(f) ENFORCEMENT OF RULES. The President of the University shall be responsible for the enforcement of all rules and regulations of the University.
(g) ABSENCE OR INCAPACITY. In the absence or incapacity of the President, his/her duties shall be performed by such Senior Vice President as may be designated by the President, or in the absence of such designation, by the Senior Vice President, Academic Affairs, and Provost.
6.5 SENIOR VICE PRESIDENTS
(a) The Senior Vice Presidents of the corporation shall be:
(1) Senior Vice President, Academic Affairs, and Provost
(2) Senior Vice President, Administration, and Chief Financial Officer
(3) Senior Vice President, University Advancement
(b) The Senior Vice Presidents shall have such duties as are from time to time prescribed by the President.
6.6 SECRETARY OF THE UNIVERSITY. It shall be the duty of the Secretary of the University to keep full records of the proceedings of the Board of Trustees, to keep the seal of the corporation and when so instructed to affix the same to documents as required, and to send all proper notices.
6.7 TREASURER OF THE UNIVERSITY. The Treasurer of the University shall have custody of all securities and other assets and other valuable documents of the corporation but may place the same in a custodian account under such arrangements as may be approved by the Board, the Executive Committee, or the Finance Committee. With the approval of the Finance Committee he/she shall invest, reinvest, or sell assets of the corporation. If required by the Board he/she shall give a bond for the faithful performance of his/her duties.
VII. ADMINISTRATIVE EXECUTIVES
7.1 GENERAL. The President of the University may from time to time appoint administrative executives of the University with the title of vice president, which executives shall not be officers of the corporation.
8.1 GENERAL. The President of the University shall appoint the following academic officers, who shall not be officers of the corporation:
(a) Academic Deans and Directors
(b) Division and Department Chairmen
(c) Such other Academic officers as may be designated by the Board
Academic officers shall be subject to the immediate direction of the Senior Vice President, Academic Affairs, and Provost as directed from time to time by the President.
8.2 ACADEMIC DEANS AND DIRECTORS. The academic dean or director of each college, school, or other administrative unit of the University shall, subject to the provisions of Section 8.1, be the chief administrative officer thereof and shall be responsible for the proper preparation and conduct of its educational program. He/she shall continuously study the academic program and needs of his/her unit and shall make an annual report to the President of the University through the Senior Vice President to whose immediate direction he/she is subject. He/she shall supervise the progress and look after the academic welfare of the students of his/her unit and shall furnish such information concerning his/her school as may be requested by the President.
8.3 DIVISION CHAIRMEN AND DEPARTMENT HEADS. The chairman or head of each academic division or department of each college, school, or other administrative unit of the University under its dean or director shall, subject to the provisions of Section 8.1, be its chief administrative officer. He/she shall be responsible for the organization and maintenance of the work of his/her department and shall make periodic reports to his/her dean or director to furnish such information as may be requested.
9.1 SCHOOLS AND COLLEGES. The Schools and Colleges of the University shall be:
(a) The College of Letters, Arts, and Sciences School of International
Relations School of Journalism School of Philosophy School of Religion
(b) The Graduate School
(c) The School of Architecture
(d) The School of Business Elaine and Kenneth Leventhal School of Accounting
(e) The Graduate School of Business Administration
(f) The School of Cinema-Television
(g) The Annenberg School for Communication
(h) The School of Dentistry
(i) The School of Education
(j) The School of Engineering
(k) The School of Fine Arts
(1) The School of Gerontology
(m) The School of Law
(n) The School of Medicine
(o) The School of Music
(p) The School of Pharmacy
(q) The School of Urban Planning and Development
(r) The School of Public Administration
(s) The School of Social Work
(t) The School of Theatre
and such other Schools and Colleges as the board may establish.
9.2 FACULTY
(a) COMPOSITION. The University Faculty shall consist of the President of the University; the Senior vice President, Academic Affairs, and Provost; Academic Deans and Directors; and members of the teaching and research staffs holding the following titles: Professors, Associate Professors, Assistant Professors, Instructors, and Librarians.
(b) COMMITTEES. The University Faculty shall be organized into committees. These committees shall be appointed by the President of the University. Each shall meet at regular intervals during the academic year. Each shall appoint a secretary who shall keep a record of its proceedings. Each may make such rules of procedure, and provide for such subcommittees, as may be deemed proper. The President of the University may appoint to any such committee one or more persons not members of the Faculty.
(c) POWERS AND DUTIES OF COMMITTEES. Each such committee shall perform such duties as may be fixed by, and shall have such powers and exercise such authority as shall be delegated to it by the President of the University. The powers and duties to be so divided among, and assigned to, the various committees may include the following powers and duties, subject to the approval of, and a power of review in, the President of the University, and subject always to the policies and directives of the Board in effect from time to time.
(1) To prescribe requirements for admission, courses of study, conditions of graduation, the nature of degrees to be conferred in course, and rules and methods for the conduct of the educational work of the Institution;
(2) To recommend to the President of the University persons to receive the awards of fellowships, scholarships, prizes, and grants-in-aid;
(3) To recommend to the President of the University candidates for Honorary Degrees;
(4) To investigate all cases of misconduct of students, and violations of rules of the University by students, and through the proper officers, to administer such discipline as they determine appropriate under the circumstances; and
(5) To prescribe rules for the regulation of student publications, athletics, intercollegiate games, social and professional activities, and other student affairs.
9.3 COURSES OF INSTRUCTION. The courses of instruction in the several schools and colleges shall be prescribed by their several faculties, on the recommendation of the appropriate faculty committee and subject to the approval of the President of the University.
9.4 FACULTY SENATE. The Faculty Senate, as from time to time elected or designated by the faculty, shall be a deliberative and consultative body, with power to make studies, reports, and recommendations to the President of the University in any and all matters pertinent to the well-being of the faculty.
9.5 STUDENT BODY
(a) COMPOSITION. The Student Body of the University shall consist of all students from time to time registered in the University.
(b) REPRESENTATION. The Student Senate is the official undergraduate student representative government of the University of Southern California with power to make studies, reports, and recommendations to the President of the University in any and all matters pertaining to the well-being of the undergraduate student body.
10.1 HONORARY DEGREES. Honorary degrees shall be conferred by the President of the University upon those persons and at such occasions as may be approved by the Board of Trustees.
10.2 DEGREES IN COURSE. Degrees in course shall be conferred by the President of the University upon recommendation of the appropriate faculty and approval by the Board.
10.3 DIPLOMAS. Diplomas shall be in such form and signed in such a manner as may be determined by the Board of Trustees.
10.4 DUPLICATE DIPLOMAS. A duplicate diploma shall be issued to a graduate only to replace a diploma that has been damaged or destroyed. The University shall require appropriate evidence, including the return of any damaged diploma, and may assess an appropriate fee.
11.1 FISCAL YEAR. The fiscal year of the corporation shall commence on the first day of July of each calendar year and shall conclude on and with the thirtieth day of June of the next succeeding calendar year, each such fiscal year to be denominated by the number of the calendar year in which the fiscal year starts.
11.2 EXECUTION OF DOCUMENTS . Except as otherwise required by law or by the Board of Trustees, documents shall be executed on behalf of the University as follows:
All contracts, deeds, leases, notes, and other instruments in writing shall be signed by any one of:
Chairman of the Board
Any Vice Chairman of the Board
President of the University
Any Senior Vice President
Treasurer of the University
In addition to the above, the President may give written authorization to other administrative executives to sign various described classifications of documents.
Any Vice President executing a document may be described in the document as Vice President without using the full title.
11.3 AMENDMENTS. These Bylaws may be amended or repealed or new Bylaws adopted by the Board of Trustees on written assent of a majority of the Trustees then in office or by vote of a majority of those present at a meeting of the Board duly held. A copy of each proposal to adopt, amend, or repeal a Bylaw shall be mailed to each member of the Board at least thirty days prior to its adoption. A majority of the Trustees then in office may waive the Bylaw amendment mailing requirement and in any event the action taken need not be identical in form or effect to the proposal.
11.4 INDEMNIFICATION. The University, upon appropriate resolution of its Board of Trustees, will indemnify and hold harmless its Trustees, Officers, and employees from and against all expenses reasonably incurred in any legal proceeding brought against them or any of them arising out of the performance of their duties as Trustees, Officers, or employees of the University to the full extent allowed by the law of California.