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NC-AAUP BYLAWS NORTH CAROLINA STATE CONFERENCE OF THE 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; Apr. 2005; Apr. 2007; April 2008. ARTICLE I - NAME and PURPOSE 1. The name of this organization shall be the North Carolina State Conference of the American Association of University Professors. It is identified by the acronym NC-AAUP. 2. 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 faculty and academic professionals (see AAUP guidelines for categories covered); 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 and academic professionals in both public and private institutions of higher learning; and to communicate state-wide concerns to the national AAUP. ARTICLE II - MEMBERSHIP AND DUES 1. All North Carolina members in good standing of the AAUP are active members of the North Carolina State Conference. 2. The dues for the North Carolina State 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. A. 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. B. Dues for the North Carolina State Conference are mandatory and are part of the membership dues to the national AAUP. The national AAUP shall automatically change Conference dues proportionally with changes in national AAUP dues. ARTICLE III - OFFICERS AND DELEGATES 1. 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. 2. 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, unless those offices have been combined. 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 re-election, except as provided for in Section 4-D of this Article. The officers shall assume their duties on May 1st after their election by mail ballot. They shall serve until their successors take office. Delegates are also elected by mail ballot to serve at the National AAUP meeting following their election. In the case that an elected delegate is not able to attend the national meeting, an officer of the state conference may serve as an alternate. 3. ELECTIONS A. 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. In addition to nominations made by the nominating committee, other nominations, including nominations for delegates to the national AAUP meeting, may be made to the nominating committee by any member of the North Carolina State Conference. The State Conference may publish the statements of the candidates in its own newsletters and on its website and may solicit and publish additional statements, provided that all candidates are afforded an equal opportunity to prepare such additional statements. Electioneering on electronic discussion lists or Listservs created or maintained by national, state, or local AAUP organizations is strictly prohibited. B. A ballot with the names of all of the nominees for elected office and those nominated to serve as delegates shall be mailed to all North Carolina State Conference members by the nominating committee at least thirty (30) days before votes are due. Elections for officers and delegates shall take place via secret mail ballot in accordance with the provisions for voting contained in ARTICLE VI - MEETINGS, and according to the principles specified by the national AAUP. Elections shall be conducted by mail, in a manner sufficient to ensure the secrecy of the ballots cast. Secrecy of a mail ballot is ensured by the use of a double envelope system for return of the voted ballots with the necessary voter identification appearing only on the outer envelope in regular-mail elections. Notice of election shall be mailed to all eligible voters by first-class mail to their last known home address, at least thirty (30) days before they are due to be returned. Ballots shall be returned and received on or before April 15, or the next business day, if April 15 falls on a weekend. Counting of ballots shall begin on the business day immediately following the last date for the receipt of ballots and continue until such counting is complete. All ballots shall be secured during any hiatus in the counting. At least one nominations committee member who is not a candidate for office shall witness the counting of ballots. Results of the election shall be announced on the NC-AAUP website, via the email listserv, and in the next newsletter. 4. DUTIES A. 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 shall 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. B. 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. C. 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. D. 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. E. 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. F. 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. G. 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. H. 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 1. 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 at the national AAUP. The ex-officio members shall have no vote on the Executive Committee but shall be counted for the purposes of a quorum. 2. The members-at-large shall be elected to staggered two-year terms by mailed secret ballot. 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. 3. The Executive Committee is empowered to act for the Conference when necessary between called state 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 called state meeting of the Conference. 4. The Executive Committee may appoint the Conference communications officer(s) to a term(s) of office that shall be determined by the Executive Committee. The Executive Committee may reappoint them at its discretion. The Executive Committee has final authority over the editorial policy, frequency and format of the newsletter, website, and other official communications to the membership. 5. The Executive 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 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 1. 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. 2. 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. 3. 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 1. 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 thirty (30) days before the National Annual Meeting. 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. 2. 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. 3. ATTENDANCE AND VOTING - All regular and special meetings of the state Conference shall be open to all active members in good standing of the Conference, who shall have the privilege of the floor and of voting. All faculty members, academic professionals, and graduate students of an institution of higher education in the state of North Carolina may attend meetings. Attendees who are not 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. 4. 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, which are not in conflict with the Constitution of the national AAUP or ordinances or laws of statutory authorities. 5. MOTIONS AND RESOLUTIONS - All motions and resolutions for the business sessions of the Conference shall be presented in writing to the Secretary, who shall 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 and on its website. Actions of the Conference shall not bind the local chapters without their authorization. 6. NOTIFICATION - All members of the Conference shall be notified at least thirty (30) days 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 thirty (30) days prior to the Annual State Conference Annual or Special Meeting. Enactment of amendments shall require a two-thirds (2/3) 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 shall go into immediate effect, replacing the Bylaws of 1992, 2005, 2007, and their subsequent amendments, upon their recommendation by the Executive Committee by majority vote, and the approval by two-thirds (2/3) 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 (2/3) of the voting members. Approved on April 5, 2008
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