Bylaws

ARTICLE I – Authorization

The concept and basic structure of the University Senate were approved during the spring of 1967 by the Faculties of the School of Arts and Sciences, the School of Law, the School of Medicine, the School of Business Administration, and the Division of Graduate Studies and were endorsed by the Board of Trustees of Wake Forest College in June 1967. In fall 2009, the Senate voted to change its structure to a Faculty Senate, and in spring 2010, revised its Bylaws to reflect the change in structure. On April 29, 2015, March 16, 2016, November 15, 2017, February 21, 2024, and January 21, 2026 the Faculty Senate made additional changes to the Bylaws.

ARTICLE II – Membership

Section 1. Members

There are two classes of members: (1) elected representatives and (2) ex-officio. Only There are two classes of members: (1) elected representatives and (2) ex-officio. Only elected representatives are entitled to vote.

(a) Elected representatives, the Faculty Senators, shall be selected by faculty vote of their respective academic unit. The number of elected representatives shall be:

• fifteen from Wake Forest College;
• eight from the School of Medicine;
• six from the School of Business;
• two from the Graduate Schools (Graduate School of Arts & Sciences and Biomedical Graduate Program);
• three from the School of Law;
• two from the Z. Smith Reynolds Library;
• one from the Divinity School;

In the event that an elected representative is on leave the following semester or is unable to attend a significant number of meetings, the process of temporarily or permanently replacing a Senator will be followed as described in Section 5.

(b) Ex-officio members shall consist of the University President, Provost, Executive Vice President and Chief Financial Officer, the Deans of the academic units, a representative of the Staff Advisory Council, and Past Presidents of the Senate who continue as faculty members (unless serving in term as an elected Senator). Ex-officio members of the Senate have the right to (1) attend all Senate meetings, (2) participate in all debates and discussions in Senate meetings, and (3) be appointed or ask to be appointed as non-voting members of Senate committees.

(c) Changes to the above Senate membership may occur as follows: (1) If a new graduate or professional school is formed, coordinate in rank to the existing graduate and professional schools, its Dean shall become an ex-officio member and its faculty shall elect representation, with the number of representatives determined by the Senate based on a motion from the Executive Committee at a scheduled or called meeting of the Senate. (2) Additional ex-officio members may be added or later removed upon approval of the majority of the elected Senators.

(d) Senators-elect will be welcomed as guests at all meetings and will be included on all invitations and correspondence intended for elected Senators during the period between their election or April 1 preceding their term, whichever comes later, and July 1 of the year their term begins. They will have voice but not vote during this period.

Section 2. Terms of Office

Senate term-years shall run in alignment with the academic year, from July 1 through June 30. The elected representatives of the Senate shall serve for a term of four years and may not serve more than two consecutive full terms but would be eligible again after being off the Senate for at least one year. However, in order to balance term expiration dates of elected senators, the Senate Executive Committee may decide to inform, by March 1, a senator, their academic unit, and the Senate of the need to shorten or lengthen the term for a particular senator by one year.

Section 3. Eligibility for Elected Membership

Faculty Senators must hold the rank of Associate Professor, Associate Teaching Professor, Associate Professor of the Practice, Associate Librarian, Associate Teaching Librarian, or the equivalent or higher (as determined by the individual academic unit) at the time of election. Faculty holding administrative positions are not eligible for elected membership, with the exception of department chairs in the College and Business School or the equivalent in other units. In the event of a question regarding the eligibility of an elected representative, the Senate will decide the issue of eligibility based on a motion from the Executive Committee at a scheduled or called meeting of the Senate.

Section 4. Elections

(a) Regular elections to fill expiring terms in the Senate shall be held by the various academic units in the spring and those elected shall become Senators-elect on April 1, and begin their four-year term of service on July 1. When required as described in Section 5, replacements to fill vacancies in unexpired terms shall be selected by an election within the appropriate academic unit.

(b) Eligibility for voting in the election of Senators shall be determined by the faculties of the academic units. 

(c) The election of Senate Officers shall occur as follows. The Senate President shall present a slate for a Nominating Committee for Senate Officers of three elected senators to the Senate at its December or January meeting (or equivalent virtual option). Nominations for this committee may also be accepted from the floor (or an equivalent virtual option).  Upon its election, it is the duty of this committee to inform the senators of the responsibilities of the Executive Committee and its officers, to solicit nominations from the Senators for candidates for officers, to provide oversight of the election and to prepare the ballot. In their deliberation of who should be included on the ballot, the Nominating Committee shall (1) analyze the length of the remaining Senate terms of the possible candidates with the intent of balancing experience and time remaining on the Senate; (2) apportion the officers among the various academic units of the University with attention to the proportional representation of those units on the Senate; (3) attempt to offer on the ballot more than one candidate for each office. The ballot will be distributed, and election will be held during (or within one week of, by virtual means) the March meeting of the Faculty Senate. Those elected will become Officers-elect of the Executive Committee on April 1, to begin their one-year terms of service on July 1.

Section 5. Permanent Resignation and Temporary Leave Replacements

(a) Permanent resignations occur when Senators voluntarily or obligatorily take leave from their Senate positions and responsibilities for any duration without the intention or ability to serve out the remainder of their elected term.

(b) Temporary leaves occur when Senators voluntarily or obligatorily take leave from their Senate positions and responsibilities, typically for 12 or fewer months, with elected service-time remaining upon their planned return. 

(c) Temporary leaves from the Senate of more than 12 months is generally not allowed. Requests for exceptions should be directed to the President of the Senate. 

(d) Replacement of Senators on temporary leave or upon permanent resignation will be handled as follows

(i) If the duration of the leave or remaining period of a vacated elected term is 6 months or less, then, upon the approval of the majority of the Executive Committee, the Senate President may propose either to leave the seat unfilled, appoint a faculty member from that unit who had been previously elected as a Senator from that unit to serve during the period in question, or direct the Dean of the relevant unit to conduct an election for a replacement Senator to serve during the period in question. In the case where there is no majority approval from the Executive Committee for any option, the Senate President will direct the Dean of the relevant unit to conduct an election for a replacement Senator. The term of a replacement Senator begins immediately once appointed or elected. If an appointment is made in this case, that Senator will have the full rights and responsibilities of an elected Senator during their appointment.

(ii) If the duration of the leave or remaining period of a vacated elected term is more than 6 months and less than or equal to 12 months, then, upon the approval of the majority of the Executive Committee, the Senate President may propose either to appoint a faculty member from that unit who had been previously elected as a Senator from that unit to serve during the period in question, or direct the Dean of the relevant unit to conduct an election for a replacement Senator to serve during the period in question. In the case where there is no majority approval from the Executive Committee for any option, the Senate President will direct the Dean of the relevant unit to conduct an election for a replacement Senator. The term of a replacement Senator begins immediately once appointed or elected. If an appointment is made in this case, that Senator will have the full rights and responsibilities of an elected Senator during their appointment.

(iii) If the duration of the remaining period of a vacated elected term is more than 12 months, then the Senate President will direct the Dean of the relevant unit to conduct an election for a replacement Senator. The term of a replacement Senator begins immediately once appointed or elected.

ARTICLE III – Organization

Section 1. Officers of the Senate

(a) The officers shall consist of a President, Vice President, Secretary, a Member-At-Large, and the immediate past Senate President, all of whom except for the immediate past Senate President must be concurrently serving as elected Senators. The immediate past Senate President may serve even if they are in an ex-officio status. In a case where the immediate past Senate President is unable to serve for any reason, that office will be held on the Executive Committee by the prior serving past Senate President. 

(b) Officers shall work to organize the activities of the Executive Committee and serve as its representatives in prescribed and general capacities. When necessary, the Senate President may identify another officer, or another elected Senator, to serve in their stead in an activity where their official participation is required or requested.

(c) All officers shall be elected annually at the March meeting of the Faculty Senate and assume office on April 1. Candidates shall be those members included on the ballot by the Nominating Committee or from the floor. Vacancies which may occur among the officers shall be filled promptly by nomination and vote of the elected representatives of the Senate.

Section 2. Senate Meetings

(a) The Senate President shall call at least six regular meetings each senate year. Elected and ex-officio members of the Senate are expected to attend regular meetings of the Senate, which are open to all University Faculty members. Special meetings may be called on the Senate President’s initiative or on the written request of twenty percent of the members of the Senate.

(b) Notice of regular meetings of the Senate and an agenda with related materials shall be sent to Senate members at least one week before the meeting. The Deans of each academic unit, as ex-officio members of the Senate, shall notify the faculty of the academic unit of such meetings. Special called meetings shall require either two working days of prior notice, or agreement of a quorum of elected representatives to meet earlier than two working days. An agenda and related materials will also be sent to the Senate two days before special meetings or as soon as possible before a called meeting scheduled to meet earlier than two days. Voting at all meetings shall be limited to those items on the agenda.

(c) The agenda of meetings shall be determined by the Senate President with consultation from the Executive Committee, except as may be otherwise directed by a vote of the Senate.

(d) Meetings of the Senate shall be guided by parliamentary rules which will be made available to the Senate by an appropriate medium. If a dispute arises over a matter of procedure, a senator may move that discussion on the matter be tabled.  If the motion receives a second and then passes, the matter shall be tabled and discussed at the next Executive Committee meeting. The Executive Committee shall present a motion to resolve the conflict to the body at the next Senate meeting.

(e) A majority of the elected representatives of the Senate (more than half) shall constitute a quorum. The Senate can hear reports and deliberate, however voting must occur with a quorum present. Thus, Senators who cannot regularly attend meetings should resign their positions in order to allow individuals who can participate to be elected in their places.

(f) Minutes of each Senate meeting shall be kept by the Senate Secretary. The minutes shall be available for inspection by faculty members. Any appropriate medium may be used to ensure issuance of the minutes within two weeks after the Senate meeting and they will be published on the Faculty Senate website.

(g) The outgoing and incoming Senate Presidents shall orient, by documentation or meeting, newly elected representatives prior to the first meeting of the following Senate year. 

(h) The Senate President will arrange an annual Senate meeting with the President of the University. At this meeting, attendance for which is limited to the Senate, the President of the University will provide a written report of the actions taken by the administration in response to the resolutions passed by the Senate in the previous year requiring administrative action, as well as report on major actions, initiatives, and programs underway and in planning. The President of the University will take questions from the Senate regarding these actions, as well as questions on other pressing matters.

Section 3. Executive Committee

The Senate Executive Committee shall consist of the officers and the chairpersons of the standing committees. If the immediate past-President of the Senate is no longer on the Senate, they shall serve as a non-voting advisor to the Executive Committee. The Senate Executive Committee shall meet regularly with and advise the Provost, and other relevant administrators, on decisions, initiatives, planning, strategies and other activities related to policy, finance, infrastructure, faculty work and compensation, and the general operation of the University and its constituent units and members. The Executive Committee serves as an organizing and leadership body for the Faculty Senate. The Senate, through search committee appointments and other advice from the Executive Committee, will play a substantive and participatory role in the hiring of Senior University officials and in the selection of persons for honorary degrees.

Senior University Officials’ Positions

When a senior administrator position is open (academic unit deans, vice presidents or equivalent, provost, or president), the Senate President and members of the Executive Committee shall meet with the Provost (or in the case of a vacancy of the Provost, with the President). The Provost will confidentially provide the Executive Committee with the names of the proposed search committee. The Executive Committee shall then advise the Provost regarding the composition of the proposed search committee and provide to the Provost a list of at least four senators, from which the Provost will select two to serve on the search committee.

At the end of each academic year that has had a senior administrator search, the Executive Committee will meet with the Senator(s) or other faculty members who were on the committee(s) and, while respecting appropriate concerns regarding confidentiality, interview them about the conduct of the search. The Executive Committee will then communicate with the Provost regarding any suggestions for the conduct of future searches.

Honorary Degree Candidates

Each year, the Senate President and members of the Executive Committee shall meet with the Provost and discuss proposed honorary degrees for that academic year. As individual schools propose honorary-degree recipients, the Executive Committee will discuss the choice and provide advice to the Provost. The Executive Committee must approve the recommendations before they are communicated by the University President for approval by the Board of Trustees.

Section 4. Standing Committees

The standing committees of the Senate are the Committee on Athletics, Committee on Capital Planning, Committee on Fringe Benefits, Committee on Salaries, the Committee of Collegiate Senators, the Committee of Medical School Senators, and the Committee on Academic Freedom and Responsibility. Chairs and members of committees are established via various appointment and election processes as described in their charges, with appointment by the Senate President being the most common mechanism which shall be completed promptly at the beginning of each term of the Senate and implemented with balance among the academic units when possible.

With the majority approval of the Executive Committee, the Senate President and Standing Committee Chairs may invite non-senators who have particular expertise and interest in such matters to participate at committee meetings and serve as non-voting members of standing or ad-hoc committees.

At least once during each Senate-year, all Senate Committees shall make reports and recommendations to the Senate involving initiatives and activities within their purview which have implications for the University, its academic units, or faculty.

(a) The Senate Committee on Capital Planning: chair and members appointed by the Senate President. This committee shall monitor, evaluate, and participate in the University’s program planning, capital planning and other long-range planning processes. The Committee should meet regularly with the Executive Vice President and Chief Financial Officer, Vice President for Facilities Real, Estate, and Planning, and other officials, groups, and committees involved in the planning of the University’s programs, infrastructure, and other capital activities. The Chair of this Committee sits on the University Space Planning Group.

(b) The Senate Committee on University Integration: chair and members appointed by the Senate President. This committee shall initiate discussions, identify opportunities, and aid and advise in the implementation of projects and programs that foster cooperation and communication between various components of the University, including across the units operating on the Reynolda, Downtown/Innovation Quarter, Charlotte, and other Wake Forest University campuses or sites. The Committee will also provide evaluation and recommendations for organizational programs and systems that affect such collaborative efforts.

(c) The Senate Committee on Fringe Benefits: chair and members appointed by the Senate President. This Committee shall develop and advocate for improvements in fringe benefits. The Committee shall be included in all discussion or meetings of the Administration concerning fringe benefits and serve as a conduit of information from the University faculties to the responsible University administrator on benefits issues, including direct receipt of concerns about benefits programs from faculty.  Notably, the Committee shall be represented, along with the Senate Committee on Salaries and the Senate Executive Committee, in administrative discussions and decisions pertaining to the University’s funding pools and distribution plans, policies, strategies, and other activities regarding faculty compensation.

(d) The Senate Committee on Athletics: chair and members appointed by the Senate President. This committee shall examine and address issues of critical importance to intercollegiate athletics and Wake Forest University in partnership with key stakeholders and/or relevant governing structures and committees both on and off campus (e.g. Director of Athletics, Faculty Athletics Representative to the NCAA, Faculty Athletics Committee, Student Athletics Advisory Committee). The committee shall also address issues concerning the financial and educational impact that intercollegiate athletics have on the University. Three additional charges are to foster transparency, promote student-athlete wellbeing, and facilitate an active role for faculty governance in relevant aspects of the Wake Forest University Athletics Program. 

(e) The Senate Committee on Compensation: chair and members appointed by the Senate President. This committee shall gather current and past information regarding salaries and other University payments to employees of Wake Forest University across all its campuses. It shall make use of existing public information including but not limited to the annual information provided by the American Association of University Professors (AAUP) and other relevant data routinely made available to federal and state governmental entities as required by respective regulations and law. The committee shall be encouraged to contextualize their findings by comparison with other institutions of higher education. Notably, the Committee shall be represented, along with the Senate Committee on Fringe Benefits and the Senate Executive Committee, in administrative discussions and decisions pertaining to the University’s funding pools and distribution plans, policies, strategies, and other activities regarding faculty compensation.

(f) The Senate Committee of the Collegiate Senators: chair elected annually by its members; membership consists of all elected Senators within the College. This Committee is generally concerned with important issues related to Wake Forest College and its governance. Any member(s) of the Collegiate Senators may propose issues for the Committee to address. The President or the Executive Committee of the Faculty Senate may also formally request that the Collegiate Senators address issues of special importance to the college or the university. The specific agenda of the Collegiate Senators is determined by its chair in consultation with its membership.

(g) The Senate Committee of the Medical School Senators: chair elected annually by its members; membership consists of all elected Senators within the School of Medicine. This Committee is generally concerned with important issues related to Wake Forest Medical School and its governance. Any member(s) of the Medical School Senators may propose issues for the Committee to address. The President or the Executive Committee of the Faculty Senate may also formally request that the Medical School Senators address issues of special importance to the medical school or the university. The specific agenda of the Medical School Senators is determined by its chair in consultation with its membership.

(h) The elected senators from other academic units of the University may similarly form an advisory council if they so desire. In that event, the functions and prerogatives of such a committee would track those of the Committee of the Collegiate Senators and the Committee of the Medical School Senators.

(i) The Committee on Academic Freedom and Responsibility: chair appointed by the Senate Executive Committee, membership elected by each academic unit as described below and in the Faculty Handbook. This Committee is composed of fifteen faculty members of the rank of tenured full professor or librarian. The committee chair is appointed by the Senate Executive Committee from among all eligible faculty, regardless of their Senate affiliation. The remaining members are elected within each of the College, Library, Business, Divinity, Graduate, Law, and Medical Schools by their respective faculties. The members of this committee are responsible for addressing issues related to academic freedom and responsibility generally and specifically as they arise in the University. Such issues may be brought to the attention of the chair by University officials, Senators, the Senate, or by faculty they represent. The Committee also has the responsibility of serving as members of panels for the dismissal of a tenured faculty member as described in the Faculty Handbook. Committee members need not be members of the Senate. The Senate shall further convene this committee as deemed necessary.

Section 5. Creation and Termination of Committees

The Senate may create ad hoc and additional standing committees and determine their purposes and duration. Standing committees of the Senate can only be established by an amendment to the Senate Bylaws. The President of the Senate may create ad hoc committees and determine their purposes and durations; such actions should be submitted to the full Senate for ratification at the next Senate meeting. The Senate may terminate any committee. Standing committees of the Senate can only be terminated by an amendment to the Senate Bylaws. The President of the Senate may terminate an ad hoc committee, once again subject to ratification by the full Senate at the next Senate meeting.

Section 6. Additional Appointments

The President of the Faculty Senate sits on the University Gift Acceptance Committee and on the University Priorities Committee.

The Senate President shall appoint Senate representative(s) to other advisory committees and bodies as requested by relevant officials or deemed appropriate by the Senate.

It shall be the responsibility of each delegation of Senators to give regular reports to their academic unit about Senate business. The chairs of the Committee of the Collegiate Senators and the Committee of the Medical Senators shall serve as the communications liaisons to those units.

Section 7. Joint Senate/Faculty Forums

By a majority vote, the Senate may authorize the Senate President to conduct one or more joint Senate/Faculty forums in any academic unit of the University during that term of the Faculty Senate.  The agendas of the joint Senate/Faculty forums will be set by the Senate.

ARTICLE IV – Functions and Actions of the University Faculty Senate

The functions of the Senate shall be as follows:

1. To consider matters pertaining to the general welfare of the University community.
2. To participate in long-range planning for the University.
3. To participate in the selection and appointment of senior administrative officers.
4. To approve the recommendations for honorary degrees before they are communicated by the University President for approval by the Board of Trustees.
5. To represent the faculty on various administrative committees of the University and Board of Trustees, and to participate as requested by the Board of Trustees in the nomination process for faculty representatives to Trustee committees.
6. To take part in activities and initiatives authorized, or permitted, by the Trustees from time to time.

The actions of the Faculty Senate may include the following:

1. To report to, make recommendations, and otherwise advise the Faculty of the University regarding key aspects of the University’s operation, including policy, planning, decisions, and other relevant information.

2. To report to, make recommendations, and otherwise advise the Administration and Board of Trustees of University regarding key aspects of the University’s operation, including policy, planning, decisions, and other relevant information.

3. To produce formal “White Paper” documents that are moved through the Executive Committee or Faculty Senate via a majority vote and represent pointed concerns and interests of the Senate regarding the University or its Faculty. “White Papers” are shared with the Senate and delivered to the University Provost and any other relevant officials. As a component of shared governance, these documents are expected to generate discussions and additional responses from their recipients. 

4. To produce formal “Resolutions” which are moved through the Faculty Senate via a two-thirds vote and represent specific desired actions, processes, and outcomes that enhance the University or its Faculty. “Resolutions” are the most precise and formal actions of the Senate and should be the result of attention and discussion among Senators about the need to achieve a specific goal. They are delivered to the President and Provost of the University, and any other relevant officials. As a component of shared governance, “resolutions” are expected to receive direct responses, including acceptance or strategic discussion, from their recipients and are to receive a formal response, describing the status of the “resolution,” at the President of the University’s Annual Address to the Senate.

ARTICLE V – Amendments

These Bylaws may be amended at any meeting of the Faculty Senate (that has a quorum in attendance) by two-thirds vote of the elected representatives present, provided a copy of any proposed amendment has been distributed to the members of the Senate at a preceding meeting or at least two weeks in advance of the meeting at which the proposed amendment is to be acted upon.