Berkeley Lab

User Executive Committee By-Laws

These UEC Bylaws represent the full extent of its individual and group responsibilities, authorities, accountabilities, capabilities, actions and methodologies needed to perform the duties as elected Members and Officers of The Molecular Foundry UEC. The UEC is an integral part of The Molecular Foundry Users Association (TMFUA) and is essential for conducting its business and meeting its operational needs. TMFUA operates under its own Charter (incorporated by reference; latest version) and it includes creation of the UEC.

For purposes of consistency and application, all references to “year” within these Bylaws shall be interpreted as calendar year, unless otherwise specified.

ARTICLE I • Organization Name and Purposes

Section 1: Organization Name
The organization name shall be The Molecular Foundry (TMF) Users Executive Committee (UEC) of The Molecular Foundry Users Association (TMFUA).

Section 2: Purposes
The TMFUA is organized exclusively to promote and foster the scientific, advisory, promotional and educational purposes of its members. Specifically, the UEC is empowered to carry out activities and wishes of The Molecular Foundry Users Association (TMFUA) in pursuit of these objectives.

ARTICLE II • The User Executive Committee (UEC)

Section 1: UEC Board and its Duties
The UEC Board shall consist of 10 at-large members who are elected or appointed annually from the TMFUA membership; a UEC member must also be a TMFUA member in good standing as defined in the TMFUA Charter. In addition, The Molecular Foundry User Program Office Manager and its User Proposal Administrator shall be ex-officio UEC Board members, but shall have no voting rights or decision-making powers on any item requiring UEC decision. UPO representatives serve without term limits.

The UEC Board members are individually and collectively tasked with executing the following duties:

  • Participate in multiple general duties and functions to support TMFUA and its members
  • Meet on a regular basis to conduct business aspects of TMFUA
  • Serve as the elected representatives of TMFUA membership
  • Serve as a liaison between TMFUA members and TMF Senior Managers and Directors
  • Serve as a liaison between TMFUA members and DOE representatives
  • Meet regularly to conduct all UEC business in furthering of its goals and objectives
  • Organize and conduct TMFUA’s Annual Users Meeting in conjunction with the Molecular Foundry administration
  • Serve as needed on both standing and UEC special subject committees to further the needs and interests of TMFUA

Section 2: UEC Board Members and their Definitions
There shall be ten (10) total active and voting UEC Board Members who have been elected via a regular TMFUA election process as identified in TMFUA Charter and defined within these Bylaws.

Board Members shall be elected from TMFUA membership in good standing to fill UEC positions.

NUFO Representative shall be appointed by the UEC to be its liaison with National User Facilities Organization (NUFO). The TMFUA member in good standing is appointed annually and need not be a current member of the Users Executive Committee. This appointed representative can serve for multiple years in order to maintain and enhance the experience of TMFUA in general educational efforts promoting the importance and impact of research performed at the TMF.

Industrial Members shall be elected from TMFUA membership in good standing according to the process defined in Article III of these Bylaws. An industrial member is defined as being an employee of and representing the for-profit interests of their organization or entity.

Student Representative shall be elected from TMFUA membership in good standing according to the process described in Article III of these Bylaws. A student representative is defined as a post doc, graduate or undergraduate individual who are furthering their educational and/or employment status through association with a place of learning.

User Program Office Manager shall be an ex-officio UEC Board Member.

User Proposal Administrator of the User Program Office shall be an ex-officio UEC Board Member.

Section 3: UEC Board Officers and their Duties
There shall be four UEC Board Officers, consisting of a Chairperson, a Vice Chairperson, a Recording Secretary, and an Immediate Past Chairperson. With the exception of NUFO Representative and Immediate Past Chairperson, UEC Board Officers shall be elected annually from UEC Board Members in good standing as described in TMFUA Charter. The regular duties of these Board Officers are summarized as follows:

The Chairperson shall convene regularly scheduled UEC meetings, shall preside at or (in the Chair’s absence or inability to participate) arrange for other UEC Officers to preside at all UEC meeting in the following order: Vice-Chairperson; Recording Secretary; Immediate Past Chair; UEC Members. The Chairperson also has authority to create Special Subject committees for purposes of meeting the goals and objectives of the UEC and the TMFUA it serves.

The Vice-Chairperson shall be selected by vote at the first UEC meeting of a new calendar year after the Chairperson has been determined. The Vice-Chairperson shall assist the Chairperson in carrying out her/his duties, as well as serve as Chairperson for standing committees as designated by the full UEC Charter. Participation on any non-standing committee that from time to time may be formed at request of the full UEC may also be undertaken by this person. The current Vice-Chairperson shall be designated incoming Chairperson for the forthcoming calendar year, but shall have no special duties or obligations associated with this future status.

The Recording Secretary shall be responsible for keeping documented records of all UEC meetings and actions, including taking minutes at all UEC meetings, sending meeting announcements to all UEC and TMFUA members, distributing copies of the meeting agendas and resulting minutes to all UEC and TMFUA members, and assuring that historical records are maintained for the UEC.

The Immediate Past Chairperson shall serve as a resource to the UEC and be responsible for support of its actions and decisions. The Immediate Past Chairperson is eligible to serve on any committee constituted and duly authorized by either the TMFUA Charter or any special subject committees of the UECs creation.

Section 4: UEC Responsibilities
The UEC is responsible for implementing overall policy and direction of TMFUA and representing its members in an effective and professional manner. These responsibilities are carried out via various mechanisms which encourage TMFUA members to bring issues to UEC attention and allow its Board Members to address the concerns raised with TMF senior management and Directors.

Section 5: UEC Authorities
The UEC is delegated with the authority to decide matters within its purview and as ascribed to it in the TMFUA Charter. Additional authority may be assigned by TMF Directors as needed to operate.

Section 6: UEC Accountabilities
The UEC is accountable to TMFUA members, TMF Senior Managers and Directors, and to DOE and its political subdivisions for carrying out the programs needed to maintain and grow a healthy and safe user community at The Molecular Foundry.

Section 7: UEC Expenses
The UEC has no separate budget in terms of operating funds. It relies on the funds provided at the discretion of TMF’s Director for allowable expenses, as well as contributions from various external entities to cover its unallowable expenses under DOE guidelines and regulations.

Section 8: UEC Compensation
UEC members shall receive no compensation for their efforts, other than pre-approved reasonable expenses in pursuit of achieving the UEC and TMFUA objectives and goal.

ARTICLE III  UEC Elections

Section 1: UEC Elections
UEC members shall be elected from TMFUA members who are in good standing. Elections shall be conducted annually and electronically via the User Program Office and its resources. The slate of candidates for UEC Board positions is prepared and presented by TMFUA Nominations Committee.

Section 2: Terms of Service
All elected UEC Board members shall serve three year terms and be eligible for re-election. Separate considerations and limitations exist for UEC Officers, as defined in Article II, Section 2 of the Bylaws.

Section 3: Election Processes
Voting to elect new UEC members for the following year shall take place on-line and conclude within two months after the end of TMFUA’s Annual Users Meeting, but not later than December 31st of a calendar year. New UEC members shall be notified during December of the preceding calendar year in which they were elected to serve.

All newly elected UEC officers will be announced on-line at least two week prior to their being seated at the first regularly scheduled monthly UEC meeting following the year they were elected.

In the event of a challenge to the election of any UEC Board member, the final decision with respect to the challenge shall be made by the Immediate Past Chairperson, in consultation with current UEC Board members.

ARTICLE IV  UEC Meetings

Section 1: UEC Regular Board Meetings
The UEC Board shall meet at least monthly at an agreed upon time and place; attendance by Board members can be either in person or electronically. There shall be a written agenda of items that are proposed for discussion. Any TMFUA member in good standing may attend UEC Board meetings.

Section 2: Annual Users Meeting
The UEC shall organize and then preside over a scheduled Annual Users Meeting, in accordance with TMFUA Charter. The dates, times and contents of this meeting shall be planned in coordination with TMF Directors, the User Program Office and representatives of other participating User facilities. Funding for this event may be provided from various sources both within and external to LBNL.

Section 3: UEC Standing Committee Meetings
The TMFUA Charter defines two Standing Committees that includes the UEC and the Nominations Committee. Nothing in these Bylaws shall be construed as affecting or influencing the Nominations Committee workings or decisions.

Section 4: UEC Special Subject Subcommittee Meetings
The UEC Chairperson shall have authority to convene subcommittees to address special subjects. These special subcommittees shall have at least 3 TMFUA members, one of which shall be a UEC Board member. A subcommittee may set its own meeting schedules to conduct the business with which it has been tasked, but shall have no decision powers. Meeting minutes shall be kept and forwarded to the Recording Secretary, and a line item on regular Board meetings shall be included to allow discussion of its findings and progress towards its objectives.

Each special subject subcommittee authorized by the UEC Chairperson shall be of limited duration, as needed to carry out tasks with which it has been chartered. The duration of each subcommittee shall be designated by the UEC Chairperson at the time of appointment, but in no case shall this time be longer than six (6) months after holding its first scheduled meeting.

Section 5: Special Meetings
Special meetings may be called by the UEC Chairperson or by agreement from a simple majority of all UEC Board members. Timing and announcement of these meetings shall be determined by the UEC Chairperson, but should allow UEC members sufficient time to properly prepare for them. All special meetings must include an agenda and recorded minutes available to all TMFUA members.

Section 6: Rules of Order
The UEC shall have the authority to adopt rules of order consistent with the TMFUA Charter as well as being internally consistent with the other Bylaws in this document.

Section 7: Meeting Quorum
A quorum shall be determined by at least 50% percent of full Board members being present before any official business can be transacted, motions made, or votes taken and decisions recorded.

Section 8: Meeting Notice
Official UEC meetings requires each Board and TMFUA member to be provided with a documented notice (either written or e-mail) at least ten (10) calendar days prior to the scheduled meeting.

Section 9: Voting
All matters that impact TMFUA members in good standing shall be decided via a vote taken at a regular UEC member meeting. Each elected UEC member shall have only one (1) vote in a decision process. All decisions must be based on items found on the written agenda distributed according to Section 8 of this Article. A decision is reached when the simple majority of UEC members present reach agreement. All votes are recorded by UEC member name and their vote position.

Section 10: Decisions
A simple majority of Board members present at a meeting shall be sufficient to cause passage of the item being considered. All items requiring decision by the UEC Board shall be documented, as well as the vote of each Board member present. All decisions taken by the Board shall be included in the Meeting Minutes and distributed to all TMFUA members.

Section 11: UEC Member Conduct
UEC Board members shall always conduct themselves in a professional manner when carrying out UEC duties and responsibilities.

Section 12: UEC Vacancies
When a vacancy on the UEC exists, nominations for new members shall be received from present Board members by the Secretary two weeks in advance of a Board meeting. The nominations shall be sent out to Board members with the regular Board meeting announcement, to be voted upon at the next UEC regular Board meeting. These vacancies will be filled only to the end of the particular Board member’s term.

Section 13: UEC Resignation, Termination and Absences
Resignation from the Board must be in writing and received by the Secretary. To be effective, the resignation shall be announced at the next regularly scheduled monthly Board meeting and the resigned members’ vacancy can then be filled according to Section 12 of these Bylaws.

A Board member shall be removed from the Board for excess absences if s/he has three unexcused or unannounced absences from monthly Board meetings in any one calendar year. A UEC member may be removed for other reasons by a three-fourths vote of the remaining directors.

Section 14: UEC Special Meetings

Special meetings of the Board shall be called upon the request of the Chair or one-third of the Board members in good standing. Notices of special meetings shall be sent out by the UEC Secretary to each Board member postmarked a minimum of two weeks in advance.

ARTICLE V  Bylaws Adoption and Amendment Process

Section 1:
These Bylaws may be adopted and/or amended when necessary by a two-thirds majority vote of the UEC Board. Any proposed amendments must be submitted to the Recording Secretary. Amendments shall be sent out with UEC regular Board meeting agendas at least one month prior to amendment voting.

The proposed amendment shall be read aloud to at both UEC Board meetings, first when it is introduced as well as prior to its being voted on at the subsequent Board meeting. The results of UEC voting on any amendment shall be recorded in Board meeting minutes as well as in the Bylaws Revision History block.

Revisions to contents of the TMFUA Bylaws shall be made by the UEC Recording Secretary, who is the official keeper of this document.