Chairman and Vice Chairman of the Board. The Board of Directors shall have a Chairman who shall be elected annually by a majority of the Directors present at the annual meeting. The Chairman of the Board shall preside at all meetings of the Board of Directors, shall serve as Chairman of the Executive Committee, shall appoint the chairman and membership of any ad hoc committee, and shall perform such other duties as shall be assigned by the Board of Directors. The Board of Directors shall also elect a Vice Chairman of the Board in the manner described above for election of the Chairman. The Vice Chairman of the Board shall assist the Chairman in the performance of his duties and shall preside at all meetings in the Chairman’s absence. Neither the Chairman of the Board nor any other elected member of the Board of Directors shall, by virtue of such position, participate in or supervise the day-to-day operations of the corporation, except upon the request of the President of the corporation with the concurrence of the Chairman of the Board, or, if the Chairman of the Board is requested to participate in or supervise such activities, the concurrence of the Board of Directors.
Responsibilities of a Director
Since the founding of the Arts and Sciences Foundation in 1975, its directors have served the College of Arts and Sciences through their counsel, advocacy and philanthropy. The College gratefully acknowledges the vital role of the Foundation in its development efforts and clearly states its expectations of directors.
• Directors of the Arts and Sciences Foundation, who are elected for three-year terms, serve as fiduciaries of the Foundation and advisors to the Dean of the College in accordance with Foundation by-laws, the Foundation mission statement and annual operating plans.
• Directors have an enthusiastic and faithful commitment to the College of Arts and Sciences and its central role in the University.
• Directors make the College of Arts and Sciences a priority for their personal philanthropy and provide financial support according to their means. As part of their giving, directors are expected to make an annual unrestricted gift to Arts and Sciences at the level of the Dean’s Circle.
• Directors actively assist the Dean and the Foundation staff with ongoing development efforts including comprehensive campaigns, special projects and annual giving.
• Directors attend two board meetings each year and participate actively in general board sessions as well as committee meetings. While these meetings will normally convene in Chapel Hill, they may also occur at off-campus locations.
• Directors serve the College as a whole, and not specific internal or external constituencies.
• Directors respect the confidentiality of information received as a member of the Arts and Sciences Foundation Board.
Number of Officers. The officers of the corporation shall be a President, a Vice President, a Secretary, and a Treasurer, and such other officers as may be appointed in accordance with the provision of Section 3 of this Article IV. Any two (2) offices or more may be held by one (1) person, except the offices of President and Secretary; but no officer shall sign or execute any document in more than one (1) capacity.
President. The Dean of the College of Arts and Sciences at the University of North Carolina at Chapel Hill shall serve as the President of the corporation, ex-officio.
Vice President. The Senior Associate Dean of the College of Arts and Sciences at the University of North Carolina at Chapel Hill shall serve as the Vice President of the corporation, ex-officio.
Secretary. The Executive Director of the corporation shall serve as the Secretary of the corporation, ex-officio, subject to election to the office of Secretary by the Board at its regular annual meeting.
Treasurer. The Senior Associate Dean of Finance and Planning of the College of Arts and Sciences at the University of North Carolina at Chapel Hill shall serve as the Treasurer of the corporation, ex-officio, subject to election by the Board at its regular annual meeting.

