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The Caltech Alumni Association Board of Directors is a governance board responsible for executing the Association’s Mission and Strategic Plan in alignment with the strategic goals of Caltech. Directors have fiduciary responsibilities and are responsible for setting CAA’s direction and examining strategy.
The Board and its Directors are not responsible for the day-to-day operations of CAA, which are overseen by CAA Staff and include the creation and leadership of programs, events, and related efforts.
The Caltech Alumni Association Board is a governance board. Accordingly, the Board does not create or lead programs, events, alumni-facing content, or other efforts; those are the responsibilities of the CAA Staff and Caltech executive leadership. CAA Staff works to support the Board and Association by overseeing the day-to-day operations of CAA, including the creation and leadership of CAA programs, events, and alumni-facing content, among other important tasks.
Directors of the Board have fiduciary duties and operate in accordance with the Association’s Bylaws for managing finances and strategy.
A Director of the Board of the Caltech Alumni Association is a leader responsible for providing strategic guidance and oversight to the CAA across its various functions. The Board of Directors’ ultimate role is to assist the Alumni Association’s President/Chief Executive Officer, Staff, and volunteers in carrying out the Mission and Strategic Plan of the Association in concert with the strategic goals of the Institute. Board members hold fiduciary responsibility for more than $10 million in annual reserves and operating budgets for programs and communications.
Directors of the Board are asked to commit a considerable amount of time and resources to the CAA, including participating in approximately 20 events throughout the year and contributing financially and through their network to the Alumni Association as well as the Institute. In addition to attending regular quarterly Board meetings, Members of the Board of Directors are expected to serve on at least one Standing Committee and participate in monthly meetings as needed. Members are also expected to attend and assist with CAA events and special meetings, including Seminar Day, an annual retreat, reunions, and other events and alumni experiences.
CAA is a nonprofit governing board. A nonprofit governing board oversees operations through periodic meetings to discuss and vote on the organization’s Mission, Vision, strategic directions, and performance. Board Directors serve with term limits to ensure turnover and succession of members and diversity of ideas. They offer strategy, oversight, and accountability. Governing boards like CAA refrain from involvement in the day-to-day operations of an organization.
Board members form policy based on information and recommendations provided by the Caltech Alumni Association’s Executive Director, staff, and alumni, as well as from other community members, Caltech administrators, students, faculty and staff, Institute constituents, friends, and professional colleagues, and by studying trends and conducting market research.
Directors of the Board are most successful when they are:
· Focused on strategic goals for the long-term viability of the Caltech Alumni Association
· Motivated to fulfill the mission of the Alumni Association;
· Willing to actively support board decisions and work with fellow Directors of the Board in a spirit of cooperation;
· Refraining from actions and involvement that might prove embarrassing to or in conflict with the Mission, Vision, and Values of the Alumni Association or Caltech.
The Board is guided first and foremost by the CAA Bylaws. Directors of the Board familiarize themselves with these Bylaws and commit to the significant responsibilities of a not-for-profit governing board. The Board reviews its efficacy, composition, organization, and responsibilities annually and improves performance accordingly. The Board also evaluates and proposes prospective board members, and fills vacancies as needed.
Eligibility requirements are as follows:
· Caltech degree holders classified as an alumnus/a by Caltech are eligible for service on the Board
· Current trustees on the Caltech Board of Trustees are not eligible for service on the Alumni Association Board of Directors
· Non-degree holders and honorary alumni are not eligible for service on the Board of Directors
To develop its report for the Board's Candidate slate, the Nomination Proposal Committee also considers a set of relevant attributes for Directors of the Board including:
Alumni may nominate themselves and/or each other to be considered for the annual slate of nominees for Director positions during the Open Nomination Period. These nominees will be considered by the Nomination Proposal Committee for inclusion on the initial candidate slate.
In addition to the initial slate prepared by the Board, and to further ensure an inclusive and open nomination process, candidates for Directors of the Board may also be nominated via petition during the Open Petition Period with the signatures of at least 50 regular association members in good standing. Note that the petition period will open in June after the initial slate is announced.
In the case of an election, additional information for slate nominees and petition nominees will be posted on candidate profile pages on the website prior to voting.
Directors on the Board of the CAA serve 3-year terms, and approximately one-third of the Board rolls off and is replenished with a new cohort of Directors each year.
Webpage last updated: June 1, 2023
Electronic transmission voting (voting by e-mail) was allowed for members before the pandemic and continues to be allowed. However, there are requirements that must be followed in order for voting by email to be legal and proper. See information concerning these requirements.
Source: Section 10.42 of Advising California Nonprofit Corporations entitled “Electronic Transmission by or to the Corporation,” published by Continuing Education of the Bar, 2021.
Electronic voting is available for CAA Members, provided an individual member makes such a request in a signed document and indicates an email address to be used for casting ballots. Each individual must make this request. The organization may not make a blanket decision to allow members to vote electronically either through an administrative action or by popular vote of members.
If you would like to change your voting preference to electronic, you may download, complete, and return the Consent to Use of Electronic Transmissions form by email to info@alumni.caltech.edu or by mail to Caltech Alumni Association, MC 1-97, 1200 E California Blvd, Pasadena, CA, 91125.
Based on the 2021 ballot printing and delivery, ballots cost from $1 to $1.50 each to print and mail. When possible, CAA inserts ballots into other publications already scheduled to mail to lessen organizational mailing costs. Since each meeting announcement and ballot can cost in excess of $25,000, CAA is taking extra measures with legal counsel to limit the number of mailings required to conduct regular administrative business.
CAA is currently consulting legal counsel to determine whether Meeting Announcements and ballots may be distributed via email to the preferred address in Advance, based on state guidelines that permit virtual meetings.
The Caltech Alumni Association Board of Directors updated the Association’s Bylaws in 2021 to improve the Board’s operations, increase transparency and accountability, be more responsive to the Association’s members, especially during the ongoing COVID-19 pandemic, and address items that were missing from the previous bylaws, such as procedures for resignations and replacements of Directors and Officers. Adopted in November 2021, the current Bylaws were the culmination of nearly two years of review. For information about the changes, please visit the About CAA Bylaws tab.
Following is a list of Frequently Asked Questions and Answers regarding the recent update of Caltech Alumni Association’s Bylaws:
The Caltech Alumni Association Board of Directors has periodically updated the Association’s bylaws many times over the years. Most recently in 2019, the Board initiated a thorough review of bylaws, in light of membership changes adopted in 2018, to determine how it could ensure its bylaws were in line with other high-performing alumni associations. The review was led by the Board's Governance Task Force, and guided by best practices recommendations from BoardSource, a recognized leader in nonprofit board research, leadership, and support.
The Board adopted revised bylaws based on the review recommendations in November 2021 to improve the Board’s operations, increase transparency and accountability, be more responsive to its members, and address items that were missing from the previous bylaws, such as procedures for resignations and replacements of Directors and Officers. As in the past, the Board updated and adopted sections of the bylaws that are under its authority to revise.
No. Members have the same voting rights they had prior to the bylaws update.
The recently adopted bylaws change some Board titles to conform to titles used by other high-performing alumni associations. Secretary duties were divided between the new position of Vice Chair, Governance, and the Corporate Secretary. The Vice Chair, Governance is responsible for leading the Nominations Committee and Governance Committee. Following are the changes in titles:
Below are detailed descriptions of the responsibilities, which are essentially the same as they were in the previous bylaws except in the case of Vice Chair, Governance, which is a new position:
The bylaws update improves the Board’s operations by creating new committees and a new Board officer position to better address important matters before the Board. The new standing committees are the Governance, Finance, and Audit committees. The new Board Officer is the Vice Chair, Governance, who is responsible for ensuring a fair nomination process and providing leadership for the Governance Committee.
The bylaws update also includes simple changes to clarify language and dates, such as including language to better reflect evolving calendars and the removal of arbitrary dates. For instance, the previous bylaws required the Nominations Committee meet on Jan. 15 of every year. The updated bylaws say the Nominations Committee will now meet 6 months before the annual meeting.
The bylaws update increases transparency and accountability by including a receipt and disbursement of funds section to ensure the Board's fundraising and spending align with the Association's purpose and objectives. The update also clarifies prohibitions on Conflicts of Interest and compensation for Directors and Committee members. In addition, the updated bylaws include an objectives section that clearly defines the Association’s goals, and they seek to ensure the Association properly maintains its articles, bylaws, and other records.
The bylaws update provides more clarity about the Association’s priorities and helps facilitate the Association’s transition to digital communications to better respond and engage with CAA members. This digital transition has been especially important during the significant changes in communications necessitated by the COVID-19 pandemic. Currently, California nonprofit code does not allow the Board to make digital voting available to all members; each member must make that request individually. To request electronic voting, please download, complete, and return the Consent to Use of Electronic Transmissions form by email to info@alumni.caltech.edu or by mail to Caltech Alumni Association, MC 1-97, 1200 E California Blvd, Pasadena, CA, 91125.
The bylaws update provides procedures for Officer and Director resignation and replacement, as well as adds consecutive term limits for Directors. It also makes changes throughout the document to reflect the new titles for Board of Directors, officers, and staff.
For nearly two years, just after previous bylaws were adopted in 2018, the Association studied ways to improve its operations and effectiveness to benefit its current members and future alumni. Updated Bylaws were adopted by the Board in November 2021.
To identify high-performing potential Board members capable of effectively leading the Caltech Alumni Association (CAA), a large and complex organization that represents more than 25,000 Caltech alumni across the world, the Nomination Proposal Committee receives nominations and advises the Board in carefully developing an initial slate of candidates for CAA Board of Director seats that will be vacated in September of each year.
The Nomination Proposal Committee is guided by the principle that the Board should represent the diverse perspectives of all Caltech alumni. It comprises 6 Directors of the Board and 4 alumni not affiliated with the Board to ensure the CAA’s broader needs and priorities are addressed to benefit all members.
While taking account of the Board’s present composition and the organization’s future needs to develop its report for the Board's Candidate slate, the Nomination Proposal Committee considers a set of relevant attributes including:
As outlined in the Board and Members Frequently Asked Questions (FAQs), the nominations process includes two periods for identifying board candidates: an Open Nomination Period, which closes in April; and an Open Petition Period, which closes in July.
Nominations may be submitted at any time using the Online Submission Portal.
For information about the nomination and election processes, visit the Board and Members FAQs.
Acceptance Documents are reviewed by the Nomination Proposal Committee and CAA staff. Nominees and interested parties may also be invited for video interviews with the Nomination Proposal Committee. If eligible petitions are received, the acceptance documents and relevant information for all candidates will be published on the CAA website during the Open Ballot period (August – September).
If no additional nominations beyond the initial slate are made during the petition period, nominations shall be closed, and the Secretary will cast the unanimous vote to elect those slate nominees at the Annual Meeting of Members.
If additional candidates are received during the Open Petitions Period, a ballot shall be prepared and distributed to each CAA member. Once the Open Petitions Period has ended and all eligible votes are received, the Board will canvass the vote and notify those elected prior to the Annual Meeting of Members. In the event of a tie, the Board shall elect one of the tied candidates by plurality vote. Elected Directors will be formally announced at the Annual Meeting of Members to ensure full transparency to all CAA members.
To further ensure inclusivity and responsiveness to its members, the Caltech Alumni Association (CAA) Board of Directors also introduced e-voting in 2022. CAA members who wish to vote electronically may do so by opting to receive an electronic ballot and communications.
To ensure CAA members are aware and have the opportunity to participate in the nomination and election processes, a brief timeline of notable events is included below:
For additional information and answers to questions about the Election and Nomination processes and CAA Bylaws, please visit Board and Members Resources.
Webpage last updated: June 1, 2023
As it does each year, the Nomination Proposal Committee will receive nominations to develop a slate of candidates for Board of Director seats, replacing the Directors whose terms are ending. A slate of five (5) nominees will be announced in June, and the positions will be vacated and new candidates elected at the Annual Meeting of Members in September after terms end.
To help ensure inclusivity and become more responsive to its members, the Caltech Alumni Association (CAA) Board of Directors previously introduced e-voting in 2022.
CAA members who wish to vote electronically may do so by opting to receive an electronic ballot and communications link here.
The Caltech Alumni Association Board of Directors’ ultimate role is to assist the Alumni Association’s President/Chief Executive Officer and volunteers in carrying out the Mission and Strategic Plan of the Association in concert with the strategic goals of the Institute and other affiliated organizations, which include alumni learning, community development, and engagement. Board members hold fiduciary responsibility for more than $10 million in annual reserves and operating budgets for programs and communications. The CAA provides board members with indemnification insurance.
Directors of the Board are asked to commit a considerable amount of time and resources to the CAA, including participating in approximately 20 events throughout the year and contributing financially to the Alumni Association as well as the Institute.
In addition to attending regular quarterly Board meetings, Members of the Board of Directors are expected to serve on at least one Standing Committee and participate in monthly meetings as needed. Members are also expected to attend and assist with CAA events and special meetings, including Seminar Day, an annual retreat, reunions, and other events and alumni experiences.
Eligibility requirements are as follows:
While taking account of the Board’s present composition and the organization’s future needs, the Nomination Proposal Committee considers additional attributes, including:
During the Open Nominations Period, prospective candidates may be invited to participate in informational video interviews with CAA leadership and Nomination Proposal Committee members. During the nomination period, the Committee will consider Acceptance Documents.
Four months before the Annual Meeting of Members, the Board meets as a nominating committee for the purpose of receiving the report of the Nomination Proposal Committee and creating an initial slate of nominees for Board of Director positions. The initial slate consists of one (1) nomination for each of the five (5) Directors whose terms expire in September.
In addition to the initial slate prepared by the Board, and to further ensure an inclusive and open nomination process, candidates for Directors to the Board may also be nominated via petition during the Open Petitions Period with the signatures of at least 50 regular association members in good standing. Note that the petition period will open after the initial slate is announced.
If additional eligible candidates are received during the petition period, a ballot containing all eligible candidates from both the Open Nominations and Open Petitions Periods shall be prepared and distributed to each regular member. The nominees that receive the largest number of votes shall be elected. In the event of a tie, the Board shall elect one of the tied candidates by plurality vote. NOTE: Members may request electronic ballots in advance at the following link here.
Prior to the Annual Meeting of Members, the Board will canvass the vote and notify those elected. Elected Directors will be formally announced at the Annual Meeting of Members to ensure full transparency to all members.
If no additional nominations beyond the initial slate are made during the petition period, nominations shall be closed, and the Secretary will cast the unanimous vote to elect the slate nominees selected during the Open Nomination Period at the Annual Meeting of Members.
Directors on the Board of the CAA serve 3-year terms, and approximately one-third of the Board rolls off and is replenished with a new cohort of Directors each year.
Individuals who must be Caltech alumni should be nominated for Director to the Board based on their personal qualifications and commitment to CAA’s mission and vision.
The CAA bylaws provide two open periods to receive candidate names: Open Nominations Period and Open Petitions Period.
Here are notable dates for the annual nomination and election cycle:
For additional information and answers to questions about the Election and Nomination processes and CAA Bylaws, please visit Board and Members Resources.
Alumni may nominate themselves and/or each other to be considered for the annual slate of nominees for Director positions during the Open Nominations Period. These nominees will be considered by the Nomination Proposal Committee for inclusion on the initial slate.
Candidates for Directors of the Board may also be nominated during the Open Petitions Period, which will open after the slate is announced in June, via a petition with the signatures of at least 50 regular members in good standing.
Individuals who wish to qualify by petition for election are expected to notify the Secretary of the Board of their intent and to submit a formal Nominee’s Acceptance Letter and Supporting Documents during the petition period. We encourage all interested parties to submit their interest in service during the open nominations period. Incomplete petitions will be considered withdrawn.
To learn more and nominate an individual, including yourself, please visit this link.
Nominees must formally accept their nomination as outlined on the CAA Board of Directors’ Nominations Submission Portal, where detailed instructions for submitting the Nominee’s Formal Acceptance are provided. Nominations not formally accepted during the nomination period will be considered withdrawn. Incomplete nominations will be considered withdrawn, as well.
Acceptance Documents are reviewed by the Nomination Proposal Committee, Board, and CAA staff. Nominees and interested parties may also be invited for video interviews with the Nomination Proposal Committee. Successful slate nominees and their relevant information will be published on the CAA website during the Open Ballot period.
In the case of an election, additional information for slate nominees and petition nominees will be posted on candidate profile pages on the website.
The Nomination Proposal Committee oversees the Board nomination and election processes, and under the CAA bylaws, are guided by the principle that membership on the Board should be inclusive and broad enough to reflect the diverse perspectives of Caltech alumni.
For additional information or answers to questions about the Election and Nomination processes or CAA Bylaws, please visit this link.
Webpage last updated: May 2, 2023
Friday, September 23, 5:30 PM
Hybrid event, accessible in person and online
Thank you for your interest in attending the Caltech Alumni Association's Annual Meeting of Members. Learn about CAA's accomplishments over the last year, thank outgoing Board of Directors members, and congratulate new Board members.
December Annual Meeting Minutes
This meeting is open only to members of the CAA. You may choose to register to attend virtually or in person using the links below.
Proof of Vaccination
Consistent with Caltech's vaccination policy, all attendees at the in-person Annual Meeting of Members must be able to provide proof of their fully vaccinated and boosted status, if they are eligible for a booster dose or more than 30 days post becoming eligible; or have proof of a negative viral test result from within 72 hours prior to the event. Acceptable viral tests include a PCR test or a proctored antigen test.
The timeframe for acceptable viral test results is subject to public health requirements and may change in accordance with those rules and regulations.
To see Caltech’s Coronavirus information, visit together.caltech.edu.
These are the five inductees for the 2022 CAA Board positions.
