Amendment by Substitute Resolution: Replacement of the 1992 Constitution of NC-AAUP
NORTH CAROLINA CONFERENCE AMERICAN ASSOCIATION OF UNIVERSITY PROFESSORS BYLAWS
Adopted: Nov. 16, 1957. Amended: Mar. 1965; 1967; Feb. 1974; Mar. 1977; Sept. 30, 1978; Apr. 12, 1980; Mar. 19, 1983; Apr.1, 1989; Mar. 1992.
ARTICLE I - NAME and PURPOSE
- The name of this organization shall be The North Carolina Conference: The State Organization of the American Association of University Professors. It is identified by the acronym NC-AAUP.
- The purposes of this organization shall be to facilitate cooperation among the AAUP chapters in the State of North Carolina; to promote higher education and research in the state of North Carolina; to promote the welfare of the professorate; to advance the causes of academic freedom, tenure, shared governance, due process, and the other objectives of the AAUP; to represent statewide the interests and concerns of faculty members of public and private institutions of higher learning; and to communicate state-wide concerns to the National AAUP.
ARTICLE II – MEMBERSHIP AND DUES
- All North Carolina members in good standing of the AAUP are active members of the North Carolina Conference.
- The dues of the North Carolina Conference shall be set by the Conference at any normal business session of a regular meeting by Active NC-AAUP members voting in accordance with the provisions for voting in ARTICLE VI – MEETINGS.
- All members of the Conference shall have been notified of any changes in dues proposed by the Executive Committee or five (5) Conference members no later than 30 days before the scheduled business session of a regular meeting at which the change shall be voted on.
- Dues for the North Carolina Conference are mandatory and are included with membership dues to the national AAUP. The national AAUP will automatically change Conference dues proportionally with changes in national AAUP dues.
ARTICLE III – OFFICERS
- NAMES - The officers of the Conference shall be a President, a Vice-president, a Secretary, and a Treasurer. The offices of Secretary and Treasurer may be combined into a single office of Secretary-Treasurer if desired, and approved at a Conference Business Session.
- TERMS - The term of office of the Conference officers shall be for two years. The President and the Vice-president shall be elected in alternate years. The Secretary and Treasurer shall be elected in alternate years. In the first year following adoption of these by-laws the terms of the continuing officers and new officers shall be adjusted as needed by the Executive Committee to assure the appropriate future alternation. The President shall not be eligible for immediate reelection, except as provided for in Section 4-D of this Article. The officers shall assume their duties at the close of the meeting at which they are elected and shall serve until their successors take office.
- The President, acting with the advice and consent of the Executive Committee, shall appoint a nominating committee of three (3) members. The nominating committee shall select a slate of nominees for the offices to be filled at the Annual Meeting. The names of the nominees shall be sent to the members either directly by the Secretary at least one (1) month before the Annual Meeting, or by announcement in the Conference newsletter published immediately prior to the Annual Meeting.
- In addition to nominations made by the Nominating Committee, other nominations may be made from the floor at the Annual Meeting.
- Elections shall take place at the Annual Meeting of the Conference by secret ballot in accordance with the provisions for voting contained in ARTICLE VI – MEETINGS.
- The President shall preside at the meetings of the Conference and at the meetings of the Executive Committee; shall call meetings of the Executive Committee and special meetings of the Conference in accordance with ARTICLE VI – MEETINGS; and shall arrange for an audit of the financial records of the Conference. The results of the audit will be reported to the Annual Meeting of the Conference. The President shall serve as a signatory on all Conference accounts, along with the Treasurer, as may be required by financial and legal institutions.
- With the advice and consent of the Executive Committee, as the need arises, the President may name standing or special committees; and appoint a member to fill the un-expired term of office if a vacancy occurs among the officers.
- The Vice-president shall preside at the meetings of the Conference or of the Executive Committee in the absence of the President, and serve as Program Chair for meetings of the Conference.
- In case of a vacancy in the office of the President, the Vice-president shall succeed to the office for the un-expired term, and then may be elected to an additional term as President.
- The Secretary shall issue notices for meetings of the Conference and the Executive Committee; keep minutes of all meetings, keep the records of the Conference; maintain a roster of the Conference membership; and notify the national AAUP office of the names of the current officers of the Conference.
- The Treasurer shall have custody of all monies and securities of the Conference and keep regular books of account; disburse the funds of the conference as approved by the Executive Committee or the membership; make regular reports of all transactions and of the financial condition of the Conference; and transfer all necessary signature forms for banks and other institutions to the successor in the office within thirty (30) days of leaving office.
- Each officer shall perform such other duties applicable to the office as determined by the Conference, or Executive Committee, or as prescribed by the parliamentary authority adopted by the Conference.
- Following the end of the term or when a successor has been installed, each officer shall turn over all appropriate records and documents pertaining to the office to the successor in the office within thirty (30) days of leaving office.
ARTICLE IV – EXECUTIVE COMMITTEE
- The Executive Committee shall consist of the officers as defined in Article III, the Immediate Past-President, two (2) additional members-at-large, and, at the discretion of the Executive Committee, designated ex-officio members who fulfill significant responsibilities at the Conference or national level. The ex-officio members shall have no vote on the Executive Committee but shall be counted for the purposes of a quorum.
- The members-at-large shall be elected to staggered two-year terms at the Annual Meeting from members of the Conference. One member-at-large must be an active member of the faculty at a private institution. The other member-at-large must be an active member of the faculty at a public institution.
- The Committee is empowered to act for the Conference when necessary between regular meetings of the Conference, except for election of officers, changing dues, approval of resolutions and other matters specified in these Bylaws for action by members in a regular meeting of the Conference.
- The Executive Committee may appoint the Conference’s communications officer(s) to a term(s) of office that shall be determined by the Committee. The Committee may reappoint them at its discretion. The Committee has final authority over the editorial policy, frequency and format of the Newsletter, website, and other official communications to the membership.
- The Committee shall meet in a timely manner as needed to plan the operations and activities of the Conference; carry out the business of the Conference between the regular meetings; establish and define staff positions; authorize the funding of activities for the Conference; and determine the schedule, agenda, program participants, location and accommodations for all meetings.
ARTICLE V - STATE COUNCIL
- The State Council shall consist of the Executive Committee, special members appointed by the President with the approval of the rest of the State Council membership, the presidents of all local chapters in the state who are in attendance at the Council meeting, or their designees, and the chairs of any Conference standing committees.
- The Council shall implement Conference policies as set at Conference meetings, review the work of the Executive Committee, and facilitate collective action by chapters on matters of professional concern.
- Meetings of the Council may be called by the Executive Committee or by petition of five (5) members eligible to participate in the Council meeting. A quorum of the Council shall be determined according to Robert’s Rules of Order.
ARTICLE VI – MEETINGS
- REGULAR MEETINGS - There shall be an Annual Meeting, the time and place to be determined by the Executive Committee. The Annual Meeting shall be held at least one (1) month before the National Annual Meeting. Delegates to the succeeding national conference of AAUP may be elected at the Annual meeting, or by the Executive Committee. Other regular meetings may be held at the discretion of the Executive Committee. Any business of the Conference may be conducted in a business session of a regular meeting, and programs of interest may be held in conjunction with the meeting.
- SPECIAL MEETINGS - The President may call special meetings of the Conference. The President shall call a special meeting on the recommendation of the Executive Committee, or at the request of ten (10) members of the Conference. Only the business contained in the request and notification of a special meeting may be acted upon at the meeting.
- ATTENDANCE AND VOTING - All meetings of the Conference shall be open to all active members of the Conference, who shall have the privilege of the floor and of voting. All faculty members of an institution of higher education in the state of North Carolina may attend meetings. Attendees who are not active members of AAUP, and who wish to speak should request permission from the presiding officer, but such attendees shall not vote on the business of the Conference.
- PARLIAMENTARY AUTHORITY - The conduct of all meetings of the Conference shall follow the most recent edition of Robert's Rules of Order for all parliamentary matters not covered in these Bylaws, and is not in conflict with the Constitution of the national AAUP or ordinances or laws of statutory authorities.
- MOTIONS AND RESOLUTIONS - All motions and resolutions for the business sessions of the Conference shall be presented in writing to the Secretary who will read the motion or resolution prior to a vote by the members. Resolutions and motions adopted by the Conference shall be published in the Conference newsletter. Actions of the Conference shall not bind the local chapters without their authorization.
- NOTIFICATION - All members of the Conference shall be notified at least one (1) month prior to any meeting of the Conference. The provisional agenda for the meeting shall be included in the notice.
ARTICLE VII – AMENDMENTS TO THE BYLAWS
Amendments to these Bylaws may be proposed by the Executive Committee or by ten (10) members of the Conference. Such proposals shall be submitted in writing to the Conference membership at least one (1) month prior to the Annual Meeting. Enactment of amendments shall require a two-thirds (2/3rd) majority of the votes cast in accordance with the provisions for voting specified in Article VI – MEETINGS.
ARTICLE VIII - RATIFICATION OF THESE BYLAWS
These Bylaws shall be considered ratified, and will go into immediate effect, replacing the Bylaws of 1992 and their subsequent amendments, upon their recommendation by the Executive Committee by majority vote, and the approval by two-thirds (2/3rd) of the members voting at a subsequent Annual Meeting. They may be amended from the floor of the ratifying meeting by a vote of two-thirds (2/3rd) of the voting members.
Approved on _____________________________