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(APPROVED 4/11/94)

CONSTITUTION AND BY-LAWS

AMERICAN ASSOCIATION OF UNIVERSITY PROFESSORS

UNIVERSITY OF LOUISVILLE CHAPTER

ARTICLE I--Name The name of the organization shall be the University of Louisville Chapter of the American Association of University Professors.

ARTICLE II--Purpose The purpose of this organization shall be: to promote the general objectives of the American Association of University Professors, namely to advance the standards and ideals of the academic profession; to facilitate cooperation among faculty at the University of Louisville; and to promote the interests of higher education and research.

ARTICLE III--Membership Membership in the University of Louisville Chapter requires payment of dues both to the National Organization and University of Louisville Chapter. State conference dues are optional.

ARTICLE IV--Officers The officer shall be a President, Vice President, Secretary, and a Treasurer. The terms of office for these officer shall be two years. The officers shall be elected at the Spring Chapter meeting in odd numbered years in the manner prescribed in the By-laws.

ARTICLE V--Meetings There shall be at least two chapter meetings a year (Fall and Spring). Additional chapter meetings may be called by the Executive Committee,

the President or at the written request of two members of the Chapter. A quorum shall be defined as the number of members present.

ARTICLE VI--By Laws By-laws of this Constitution may be adopted or altered at any chapter meeting by a majority vote of the members present and voting. Written (hardcopy) notice of the proposed By-laws or changes in existing Bylaws shall be sent to the members at least two weeks prior to the meeting.

ARTICLE VII--Amendments This Constitution may be amended at any chapter meeting by a two-thirds vote of the member" present and voting. Written (hardcopy) notice of the proposed amendments shall be sent to the members at least two weeks prior to the meeting.

I. Duties of the Officers

A. The President

1. The President shall be the chief spokesperson for the Chapter.

2. The President shall preside at all Chapter meetings and meetings of the Executive Committee.

3a. The President shall call meetings of the Executive Committee.

b. The President shall call Chapter meetings as specified in Article V of the Constitution.

4. The President shall appoint members to the Standing Committees and shall designate the chairs in consultation with the Executive Committee.

5. The President, in consultation with the Executive Committee, shall appoint a member to fill any unexpired term of an officer if a vacancy occurs.

6. The President shall make an annual report on the state of the Chapter at the Spring Chapter Meeting.

B. The Vice President

1. The Vice President shall be responsible for special projects as directed by the Executive Committee.

2. The Vice President shall fulfill the duties of the President in the absence of the President.

3. The Vice President shall fill the unexpired term of the President if a vacancy occurs.

C. The Secretary

1. The Secretary shall prepare minutes of the meetings of the Chapter and the Executive Committee.

2. The Secretary shall notify all members and other appropriate individuals of Chapter meetings and activities.

3. The Secretary shall notify all members of nominees for office and of proposed By-laws and amendments to the Constitution.

4. The Secretary shall maintain a current distribution list of the members.

5. The Secretary shall arrange for rooms for all meetings of the Executive Committee and the Chapter and Chapter sponsored events. -

6. The Secretary shall file chapter documents with the University Archives and Record Center.

D. The Treasurer

1. The Treasurer shall deposit all Moneys in the Chapter account and shall keep a record of all moneys received and disbursed.

2. The Treasurer shall make a formal report of the Chapter finances at the Spring Chapter meeting.

3. The Treasurer shall arrange with the University Payroll Department for payroll deduction of membership dues and shall maintain necessary records.

4. The Treasurer shall, from the Chapter treasury, pay any bills incurred by the Chapter.

II.. Elections

A. The President, in consultation with the Executive Committee,shall appoint a nominating committee of three members before February first in odd numbered years.

B. The Nominating Committee shall prepare a slate with at least one nominee for each office to be filled. Nominations may be made from the floor with prior consent of the person nominated.

C. The election of officers shall be held at the Spring Chapter meeting in odd numbered years, as specified in Article IV of the Constitution.

III. The Executive Committee

A. Composition

1. The members of the Executive Committee shall consist of the elected officers of the Chapter, two members-at-large selected by the officers    and the chairs of the standing committees. The past president also may serve ex officio.

2. Appointed member. of the Executive Committee shall serve for one year and may be reappointed.

3. Vacancies shall be filled in the same manner as vacancies of office.

B. Meetings

1. The Executive Committee shall meet at least once a month during the Fall and Spring Semesters.

2. Meetings of the Executive Committee shall be open to any member of the campus community.

C. Role

1. The Executive Committee shall guide the development of the overall program of the Chapter.

2. The Executive Committee shall establish the agenda for the Chapter meetings.

3. The Executive Committee shall serve as an informal Committee on Committees, appointing ad hoc or special committees.

4. The Executive Committee is empowered to act on behalf of the Chapter in those situations which require a rapid response

IV. Other Standing Committees

A. Composition

1. Each Committee shall consist of at least three members.

2. Members shall be appointed for two years and may be reappointed.

3. Vacancies shall be filled by appointment.

B. Chapter Standing Committees

1. Campus Academic Freedom and Faculty Tenure (Committee A)

2. Professional Ethics (Committee B)

3. Representation of Economic and Professional Interests/CollectiveBargaining (Committee N)

4. Relationships of HigherEducation to Federal and State Governments (Committee R).

5. College and University Government (Committee T)

6. The Status of Women in the Academic Profession (Committee W)

V. Publications, Workshop. and other Educational Activities.

A. Publications and reports may be issued by the Chapter subject to approval of the Executive Committee. All publications. shall become a part of the archival collection of the Chapter.

B. Annual reports of activities, membership number, financial status, and a roster of any new officers shall be reported to the chapter members at the Spring Chapter meeting.

C. The names, addresses, and telephone numbers of new officers shall be submitted to the National Office immediately following their election.

VI. Parliamentary Procedures

A. Roberts' Rules of Order shall be the authority for this organization in matters of parliamentary procedure-

VII. Delegates to the Kentucky Conference; National Conference

A. For each twenty members and portion thereof, the Chapter shall elect one official delegate to the Kentucky Conference with one vote allowed at the annual convention for each delegate present.

B. The President or the President's designate shall attend the annual National Conference. Funds to defray such travel connected expenses may be allocated on approval of the Executive Committee.

VIII. Severability

A. If any part of these bylaws should be declared inoperable, invalid, or void by a recognized authority such a. the National Conference of the American Association of University Professors or a court of competent jurisdiction, the remaining parts shall be in effect and in full force without prejudice.

END