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1973 AAAS Constitution (Amended)

(Seventh; effective January 1, 1973; amended December 1977; December 1978; January 1988, January 1989)

Article I. Name

Section 1. The name of this organization shall be the AMERICAN ASSOCIATION FOR THE ADVANCEMENT OF SCIENCE.

Article II. Objectives*

Section 1. The objectives of the American Association for the Advancement of Science are to further the work of scientists, to facilitate cooperation among them, to foster scientific freedom and responsibility, to improve the effectiveness of science in the promotion of human welfare, to advance education in science, and to increase public understanding and appreciation of the importance and promise of the methods of science in human progress.

Article III. Membership and Affiliation

Section 1. Members. Any individual who supports the objectives of the Association and is willing to contribute to the achievement of those objectives is qualified for membership. Members shall be eligible to hold elective positions in the Association and shall have the right:

Section 2. Fellows. Any Member who is deemed to have made a meritorious contribution to the advancement of science may be elected a Fellow of the Association by the Council.

Section 3. Affiliated Organizations. Organizations that meet the criteria for affiliation which shall have been established by the Council may be elected by the Council as Affiliates of the Association. Affiliates shall have such privileges and obligations as the Board of Directors may determine.

Article IV. Electorates

Section 1. The Association shall be apportioned into no less than five Electorates for the purpose of electing members of the Council. Each Electorate shall have a Nominating Committee. Authority to determine the number and names of the Electorates shall be vested in the Council.

Article V. Sections

Section 1. The Association shall be organized in Sections in accordance with the interests of its Members. Each Section shall have a Section Committee. Authority to determine the Section structure shall be vested in the Council.

Article VI. Officers

Section 1. Elective Officers. The elective officers of the Association shall be the President-Elect, the President, the Chairman of the Board (the retiring President), and eight Directors. In an annual general election, the President-Elect and two Directors shall be elected by the Members from slates of candidates presented by the Committee on Nominations. Such slates shall include any nominations made by petition, as prescribed in the Bylaws. The term of the President-Elect shall be three years; he or she shall serve in the second year as President and in the third year as Chairman of the Board of Directors. The terms of the Directors shall be four years. Elective officers may not serve for more than eight consecutive years on the Board.

Section 2. Administrative Officers. The administrative officers of the Association shall be the Executive Officer, the Treasurer, the Section Secretaries, and such others as the Board of Directors may designate. All administrative officers except the Section Secretaries shall be appointed by the Board for such terms as it may determine. Each Section Secretary shall be appointed by the Section Steering Group for a term of four years.

Article VII. Council

Section 1. Duties. In furtherance of the objectives of the Association, the Council shall establish the general policies governing all programs of the Association. Its powers and responsibilities shall include the following:

Section 2. Membership. The Council shall consist of (a) the members of the Board of Directors, (b) the retiring Section Chairmen, (c) delegates from each Electorate, elected from among and by the members of the Electorate, (d) at least two delegates from the National Association of Academies of Science, and (e) one delegate from each Regional Division. Delegates shall serve terms of three years; they may serve a maximum of two consecutive terms. The President shall serve as chairman of the Council; the Executive Officer shall serve as secretary.

Article VIII. Board of Directors

Section 1. Duties. In consonance with the general policies established by the Council, the Board of Directors (hereinafter called "the Board") shall conduct the affairs of the Association. Its powers and responsibilities shall include the following:

Section 2. Membership. The Board shall consist of: the Chairman of the Board, the President, the President-Elect, the Treasurer, the eight Directors elected for four-year terms, up to two Directors appointed by the eleven Elective Officers for three-year staggered terms, and the Executive Officer, ex officio, without vote. Appointed Directors shall provide special expertise needed by the Board, and may not serve more than six years on the Board. The Executive Officer shall serve as secretary.

Article IX. Amendments

Section 1. Amendments to the Constitution may be proposed by the Board, by the Committee on Council Affairs, by any member of the Council, or by petition signed by at least two hundred Members of the Association. Proposed amendments shall be submitted to the Committee on Council Affairs, through the Executive Officer, for presentation to and preliminary action by the Council. A duly proposed amendment shall be presented at the first Council meeting held sixty or more days after its submission and shall be published to the Members at least thirty days in advance of that meeting. A proposed amendment shall be submitted to the Members of the Association for mail ballot at the time of the next annual general election following the Council meeting at which it was presented if (a) a majority of the Council so votes or (b) it bears the signatures of one thousand or more Members of the Association. The mailing shall include a statement of the Council’s position regarding the proposed amendment. A proposed amendment shall require for its adoption a favorable vote of a majority of all Members or, failing that, of two-thirds of the Members who return ballots. A ratified amendment shall become effective upon its adoption.

Article X. Tax-Exempt Status

Section 1. The Association is nonstock and nonprofit. No part of the net earnings of the Association shall inure to the benefit of, or be distributable to, its Directors, officers, or other private persons, except that the Association shall be authorized or empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the objectives set forth in Article II of the Constitution. No substantial part of the activities of the Association shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Association shall not participate in, or intervene in, any political campaign on behalf of any candidate for public office. Notwithstanding any of the provisions of the Constitution, the Association shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from Federal income tax under Section 501(c)3 of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) or (b) by a corporation, contributions to which are deductible under Section 170(c)2 of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).

Section 2. If in any one year the Association is found to be a private foundation, then and in that event, its income for each such taxable year shall be distributed at such time and in such manner as not to subject the foundation to tax under Section 4942 of the Internal Revenue Code, and the foundation shall not engage in any act of self-dealing [as defined in Section 4941(d) of the Internal Revenue Code], and shall not retain any excess business holdings [as defined in Section 4943(c) of the Internal Revenue Code], and shall not make any investments in such manner as to subject the foundation to tax under Section 4944 of the Internal Revenue Code, and shall not make any taxable expenditures [as defined in Section 4945(d) of the Internal Revenue Code].

Article XI. Dissolution

Section 1. In the event of dissolution or termination of the Association, the Board shall, after the payment of all of the liabilities of the Association, dispose of all of the assets of the Association exclusively for the objectives of the Association, in such manner, or to such organization or organizations organized exclusively for charitable, educational, or scientific purposes as shall at the time qualify as an exempt organization or organizations under Section 501(c)3 of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law) as the Board shall determine. Any of such assets not so disposed of shall be disposed of by the Court of Common Pleas of the County in which the principal office of the Association is then located, exclusively for such purposes or to such organization or organizations as said Court shall determine, which are organized and operated exclusively for such purposes.

BYLAWS

Article I. Membership and Affiliation

Section 1. Members. Members shall receive such publications, shall have such additional privileges, and shall pay such dues and fees as the Board may determine. A Member may be dropped from membership for nonpayment of dues.

Fifty-Year Members (Members who have paid dues for fifty years) and Life Members (Members who have paid a life membership fee of such amount as the Board shall have prescribed) shall be exempt from the payment of dues and shall retain all the rights and privileges of membership.

Section 2. Fellows. A Member whose efforts on behalf of the advancement of science or its applications are scientifically or socially distinguished may, by virtue of such meritorious contribution, be elected a Fellow by the Council. The Executive Officer shall annually present to the Council a slate of nominees for such election. Nominations may be made by the Steering Groups of the Section Committees (see Bylaw Article III, Section 3); by the Executive Officer; and by any three Fellows, provided that at least one of the three are not affiliated with the institution of the nominee.

To be included on the slate, a nomination — whatever its source — must have the approval of a majority of the members of the Steering Group of the Section Committee to which the nomination has been referred and must have no more than two members opposed. However, if the Steering Group of the Section Committee fails to approve a nomination by three Fellows or by the Executive Officer, the nominator(s) may appeal to the Committee on Council Affairs for review and possible reversal of that action. The number of nominees on the slate may not exceed 0.5 percent of the membership of the Association. The number of persons nominated annually by the Steering Group of a Section Committee may not exceed 0.4 percent of the membership who are enrolled in the corresponding Electorate as their primary Electorate.

Section 3. Affiliates. Each Affiliate shall enroll in from one to generally not more than five Sections of the Association, subject to the approval of the respective Section Committees, including that of Section Y-General Interest in Science and Engineering, with three exceptions: (i) If an Affiliate applies for enrollment only in Section Y, such enrollment shall be automatic. (ii) If an Affiliate’s application for enrollment in one or more Sections other than Section Y is not approved by at least one of those Sections, the Affiliate shall be enrolled automatically in Section Y. (iii) If an Affiliate’s application for enrollment in two or more Sections, one of which is Section Y, is not approved by one or more Sections other than Section Y, it shall be enrolled automatically in Section Y. Each Affiliate shall appoint a representative to the Section Committee of each Section in which it is enrolled; such representatives must be Members of the Association.

Failure of the Affiliate to appoint within one year a representative to at least one Section Committee will result in initiation of disaffiliation procedures. In addition, failure of the Affiliate to appoint within one year a representative to other Sections in which it is enrolled will result in automatic cancellation of enrollment in those Sections.

At three-year intervals, the Executive Officer shall communicate with all Affiliates to assure that they wish to continue their affiliation. If an Affiliate replies in the negative or fails to reply in due course, disaffiliation shall be automatic and the term(s) of its Section Committee representative(s) shall expire simultaneously with the lapse of affiliation.

Affiliated organizations that no longer meet the criteria for affiliation may be disaffiliated by the Council in accordance with procedures which shall have been established by the Council. Action on a motion to terminate affiliation may be taken only at a meeting of the Council. Such motion shall require for its adoption an affirmative vote of two-thirds of the members present.

Section 4. National Association of Academies of Science. The National Association of Academies of Science, a group composed of two representatives from each of the affiliated academies of science, shall serve as liaison among the academies and between the academies and the Council. It shall elect its officers for such terms as it shall prescribe and shall hold its meetings and otherwise conduct its affairs as it deems desirable. It shall at appropriate intervals elect two delegates to the Council, each of whom shall serve a term of three years. It shall not re-elect a delegate who is completing two consecutive terms.

Article II. Electorates

Section 1. The electorates shall be subsets of the twenty-four Sections of the Association (see Bylaw Article III), consisting of those Members who are enrolled as voting members of the Sections (see Section 3 of this Article).

Section 2. Prerogatives of Electorates. Each Electorate shall be entitled to elect (a) one or more delegates to the Council (one delegate if the Electorate has 2999 or fewer members, two delegates if it has from 3000 to 5999 members, and so on, thereby adding one delegate for each successive increment of 3000 members); (b) the six members of its own Nominating Committee (see Bylaw Article V, Section 3); (c) the Chairman-Elect of the corresponding Section; and (d) the members-at-large of the corresponding Section Committee. The number of Council delegates per Electorate is based on the number of Members enrolled in each Electorate as their primary Electorate. At five-year intervals, on the basis of the number of Members then enrolled in each Electorate as their primary Electorate, the Council shall reconsider the validity of the formula which determines the number of Council delegates to be elected by the Electorates [see (a) above] and, when necessary to insure equitable representation of the Members, shall change the formula and amend the relevant portion of this Section accordingly.

Section 3. Prerogatives of Members of Electorates. Each Member may enroll in one to three Electorates, may vote in each Electorate in which he or she is enrolled, and shall be eligible for election by those Electorates to any position filled by vote of an Electorate, except that no Member may be nominated for office in more than one Section at a time.

Article III. Sections

Section 1. Authority to establish and terminate Sections shall be vested in the Council. The Sections of the Association are:

Section on Mathematics (A)

Section on Physics (B)

Section on Chemistry (C)

Section on Astronomy (D)

Section on Geology and Geography (E)

Section on Biological Sciences (G)

Section on Anthropology (H)

Section on Psychology (J)

Section on Social, Economic, and Political Sciences (K)

Section on History and Philosophy of Science (L)

Section on Engineering (M)

Section on Medical Sciences (N)

Section on Agriculture, Food, and Renewable Resources (O)

Section on Industrial Science and Technology (P)

Section on Education (Q)

Section on Dentistry (R)

Section on Pharmaceutical Sciences (S)

Section on Information, Computing, and Communication (T)

Section on Statistics (U)

Section on Neuroscience (V)

Section on Atmospheric and Hydrospheric Sciences (W)

Section on Societal Impacts of Science and Engineering (X)

Section on General Interest in Science and Engineering (Y)

Section on Linguistics and Language Sciences (Z)

Section 2. Section Committees.

Section 3. Steering Groups of the Section Committees.

Article IV. Officers

Section 1. Duties.

Section 2. Requirement for Election or Appointment. Membership in the Association shall be a requirement for election or appointment (a) to the Board, the Council, the Section Committees, and the Committee on Nominations and (b) as officers of the Regional Divisions and the Local Branches.

Membership in the Electorate shall be a requirement for election as Council delegate of an Electorate, member of an Electorate’s Nominating Committee, Section Chairman-Elect, Section Secretary, and member-at-large of a Section Committee.

Article V. Nominations and Elections

Section 1. Committee on Nominations.

Section 2. Annual General Election Procedures. In an annual general election, slates bearing at least two nominations for each of the following positions shall be presented to the Members of the Association for election by mail ballot:

Nominations for (a) and (b) shall be presented by the Committee on Nominations (see Section 1 of this Article). Nominations for (c) shall be presented by the Committee on Council Affairs [see Bylaw Article VI, Section 1 (a)].

Slates of nominees for positions (a), (b), and (c) shall be published to the Members at least sixty days in advance of the issuance of ballots. Additional names may be placed in nomination for any of these positions by petition of at least one hundred Members submitted to the Executive Officer within forty-five days following such publication. Biographical information concerning the nominees shall be published at or about the time ballots are issued.

Section 3. Nominating Committees of the Electorates.

Section 4. Annual Election Procedures of the Electorates. In an annual election, slates bearing at least two nominations for each of the following positions which are to be filled shall be presented to the members of each Electorate for election by mail ballot:

Nominations for these positions shall be presented to each Electorate by its Nominating Committee [see Section 3 (a) of this Article].

Slates of nominees for these positions shall be published to the Members at least sixty days in advance of the issuance of ballots. Additional names may be placed in nomination for any of these positions by petition of at least fifty members of an Electorate submitted to the Executive Officer within forty-five days following such publication. Biographical information concerning the nominees shall be published at or about the time ballots are issued.

Section 5. Nomination by Petition. Any petition to place additional names in nomination for any position to be filled through election by the Members or by the Electorates shall be accompanied by a curriculum vitae of the nominee and the nominee’s statement of acceptance of nomination.

Article VI. Council

Section 1. Committee on Council Affairs.

Section 2. Terms of Council Members. The terms of Council members are stated in Constitution Article VII, Section 2. New members shall take office immediately following the Annual Meeting held after their election.

Section 3. Vacancies on the Council. In the event of a vacancy in the position of a Council delegate, the appropriate nominating committee shall fill the vacancy for the remainder of the unexpired term.

Section 4. Council Meetings. The Council shall meet at least once annually. It may hold special meetings at the call of the President or upon the written request of at least one-fourth of the members of the Council submitted to the Executive Officer. If the President is unavailable at any session, the President-Elect shall preside. If neither is available, the Council members in attendance shall elect a chairman for that session. One-half of the members of the Council shall constitute a quorum.

Section 5. Meeting Procedures. Matters to be included on the agenda for action at any regular or special meeting of the Council shall be submitted in writing to the Executive Officer at least sixty days in advance of the meeting. The Executive Officer shall refer such matters to the Committee on Council Affairs for possible inclusion in the written agenda for the meeting.

A matter not included in the written agenda for the meeting may be taken up by the Council only if:

Any matter taken up by the Council shall be considered adopted if a majority of the members present vote in favor of it, with five exceptions: (i) A resolution shall require an affirmative vote of two-thirds of the members present. (ii) A motion to terminate affiliation shall require an affirmative vote of two-thirds of the members present. (iii) A proposed amendment to the Bylaws shall require an affirmative vote of a majority of the entire Council. (iv) A proposed amendment to the Constitution shall require for its submission to the Members of the Association for mail ballot an affirmative vote of a majority of the entire Council. (v) A motion to recall an elective member of the Board shall require for its submission to the Members of the Association for mail ballot an affirmative vote of three-fourths of the members present.

By ruling of the presiding officer, or on motion of any Council member supported by at least one-third of the Council members present and voting, any matter on the agenda that has not yet come to vote, with the exceptions of a proposed amendment to the Constitution or a motion to recall an elective member of the Board, may be submitted to the entire Council membership for a mail ballot, and shall require for its approval a favorable vote of a majority of the Council members, except that a resolution shall require for its adoption a favorable vote of two-thirds of those members.

Section 6. Interim Procedures. During intervals between Council meetings, members of the Council may be polled by mail on matters of Council business, except as precluded by the Constitution and Bylaws, when so authorized by action of the Council, of the Committee on Council Affairs, or of the Board, or on petition signed by at least one hundred Members of the Association and submitted to the Executive Officer. If such a matter involves external action by officers or other representatives of the Association, a summary of arguments for and against the proposed action, approved by the President, shall be submitted with it.

Article VII. Board of Directors

Section 1. Meetings. The Board shall hold at least four meetings a year. It may convene in additional meetings at the call of the Chairman or upon agreement of a majority of its members. If the Chairman is unavailable at any session, the President or President-Elect shall preside. A simple majority of voting members of the Board shall constitute a quorum.

Section. 2. Executive Committee.

Section 3. Terms of Board Members. The terms of Board members are stated in Constitution Article VI, Section 1. New members shall take office immediately following the Annual Meeting held after their election.

Section 4. Vacancies on the Board. Within sixty days of the occurrence of any vacancy in an elective position on the Board, the Board shall fill the vacancy for the remainder of the unexpired term.

Section 5. Recall of Elective Members of the Board. Individual elective members of the Board may be recalled by action initiated by any Council member at any Council meeting. If at least three-fourths of the Council members in attendance at the meeting so vote, a proposal to recall shall be submitted, within thirty days of the meeting, to the Members of the Association for mail ballot. A proposal to recall shall require for its adoption an affirmative vote of a majority of all Members or, failing that, of two-thirds of the Members who return ballots, provided that the number of affirmative votes cast is no less than two-thirds of the number of ballots cast in the election at which the Board member was elected. If the vote is to recall, the recall shall become effective at the close of the balloting.

Article VIII. Financial Administration

Section 1. Control and Administration. The deposit, investment, and disbursement of all funds shall be subject to the direction of the Board. The Executive Officer shall be custodian of the current operating funds. The Treasurer shall be responsible for the control and administration of all investment funds; endowment, trust, and gift funds; and such other funds as the Board may designate.

Section 2. Accounting. All incoming funds shall be received by the Executive Officer, entered in the Association’s books, and deposited or invested as shall have been prescribed by the Board. The Executive Officer shall keep proper accounts of all financial transactions of the Association. The accounts of the Association shall be audited annually by a certified public accountant selected by the Board.

Section 3. Budget. The Board shall annually adopt a budget allocating funds of the Association for the purpose of carrying out the objectives of the Association.

Section 4. Contracts. The Executive Officer is empowered and authorized to enter into contracts for the Association that have been approved by the Board or that are required for the conduct of the Association’s activities specifically provided for in the approved annual budget.

Section 5. Checks. Checks drawn on the accounts of the Association shall bear the signature of any one of several individuals whom the Board shall have authorized to sign checks on behalf of the Association.

Section 6. Fiscal Year. The fiscal year of the Association shall be from January 1 through December 31.

Section 7. Committee on Investment and Finance.

Article IX. Publications

Section 1. The publications of the Association shall be those specified by the Board. They shall be issued in such manner as the Board may direct.

Article X. Scientific Meetings

Section 1. The Association shall hold an Annual Meeting and may hold other scientific meetings at such times and places as the Board shall have determined. The programs and arrangements for the Association’s meetings shall be under the general cognizance of the Board.

Article XI. Committees

Section 1. Standing Committees. The standing committees of the Association are:

Section 2. Other Committees.

Article XII. Regional Divisions and Local Branches

Section 1. Regional Divisions and Local Branches of the Association may be established and terminated by the Council. Each Regional Division and Local Branch shall be organized and operated exclusively to carry out, within its respective territory, the objectives of the Association. The Regional Divisions and Local Branches are:

Section 2. Government. Each Regional Division and Local Branch shall make bylaws for its own government which shall be subject to the approval of the Council of the Association and shall not be inconsistent with the Constitution and Bylaws of the Association. Such bylaws and amendments thereto shall be submitted to the Council, through the Executive Officer of the Association, for approval. Each Regional Division and Local Branch shall elect its officers for such terms as it shall prescribe and shall hold its meetings and otherwise conduct its affairs as it deems desirable, subject to the relevant provisions of the Bylaws of the Association and to such special provisions as the Council of the Association may establish. Each Regional Division and Local Branch shall annually submit to the Board a financial statement and a written report of its activities in a form prescribed by the Executive Officer.

Section 3. Finances. Each Regional Division and Local Branch may annually submit to the Board its proposed budget for the following year. Such budgets shall be comprehensive statements; they shall include estimates of all anticipated expenses, whatever their nature, and all expected income, whatever its source. The Board shall review such proposed budgets and allocate funds for those budget items, in such amounts, as it deems appropriate.

Article XIII. Participating Organizations

Section 1. Organizations whose activities are planned and directed in close relationship with those of the Association may, upon recommendation by the Board and approval by the Council, be designated Participating Organizations. The Board may review the policies of a Participating Organization at any time and make recommendations thereon to the Participating Organization. The Participating Organization shall be invited to have a representative in attendance at such a review. The Participating Organizations are:

Article XIV. Official Statements

Section 1. The Association shall not be responsible for statements or opinions advanced by any of its officers, or presented in papers or in discussions at meetings of the Association or its Sections, committees, Regional Divisions, or Local Branches, or printed in its publications, except for those authorized by the Board or by the Council.

Article XV. Parliamentary Authority

Section 1. Robert’s Rules of Order, except when inconsistent with the Constitution and Bylaws of the Association, shall govern the meetings of the Council, Board, Sections, and committees.

Article XVI. Amendments

Section 1. Amendments to the Bylaws may be proposed by the Board, by the Committee on Council Affairs, by any member of the Council, or by petition signed by at least one hundred Members of the Association. Proposed amendments shall be submitted to the Committee on Council Affairs, through the Executive Officer, for presentation to and action by the Council. A proposed amendment, if intended for presentation at a Council meeting, must be submitted at least thirty days in advance of the meeting. The Committee on Council Affairs shall present all duly proposed amendments to the Council, either at a meeting (provided that copies have been distributed to the Council members in advance) or by mail. Whether presented at a meeting or by mail, a proposed amendment shall require for its adoption a favorable vote of a majority of the entire Council. If a proposed amendment fails of adoption at a meeting of the Council, the Committee on Council Affairs may subsequently submit it to the entire Council for mail ballot. Such submission shall include a statement of the Committee on Council Affairs’ position regarding the proposed amendment. A ratified amendment shall become effective upon its adoption.

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*The AAAS Council amended Article II in December 1977 to include "to foster scientific freedom and responsibility" and again in January 1989 to include "to advance education in science".

**The original Alaska Division was changed to the Arctic Division in 1982.