Constitution
and Bylaws(amended
1997, 2001, 2006, 2007)
ARTICLE I --
Name
- The organization name shall
be the American Academy of
Advertising.
ARTICLE II --
Objectives
- The Academy is
established as a professional organization
for teachers in advertising and for
industry professionals who wish to
contribute to the development of
advertising
education.
-
The general
objectives of the Academy shall
be:
- To
provide an organization
through which all persons
interested in advertising
education may coordinate
their efforts to advance
academic and professional
advertising.
- To
assume leadership, especially
in academic circles, for an
objective and realistic
appraisal of the functions
and responsibilities of
advertising in modern
society.
- To
strive for increased
recognition by both educators
and industry professionals of
the value of and need for
professional education
programs for
advertising.
- To
stimulate research in
advertising, especially
research about professional
educational programs for
advertising.
- To
develop closer liaison with
academic disciplines with
which advertising is
concerned, not only in such
primary fields as business
administration,
communications, journalism,
and public relations, but
also in the behavioral
sciences, humanities, and
other liberal arts
areas.
- To
encourage closer cooperation
among teachers of advertising
for the development and
better use of teaching
materials and methods, for
the expansion of recruiting
programs, and for sponsorship
of scholarships and
internships, in order to
attract and to develop talent
for the field of
advertising.
- To
develop closer liaison with
the many organizations
associated with the
advertising
industry.
ARTICLE III --
Functions
-
The principal
functions of the Academy shall include
the following:
- Provide
an exchange of information
about teaching and teaching
materials of benefit to
teachers and their
students.
- Provide
a forum for the presentation
and discussion of problems in
the field of advertising as
may seem desirable and in
keeping with the general
purposes of the
Academy.
- Encourage
the publication of worthy
papers of an original nature
dealing with the teaching of
advertising and such related
subjects as may seem
desirable and in keeping with
the general purpose of the
Academy.
- Cooperation
with other organizations and
societies in activities that
promote the objectives of the
Academy.
- Perform
such activities as are
necessary in order that the
Academy may serve as the
recognized representative of
advertising education in
academic
circles.
- Contribute
to the improvement of the
teaching of advertising in
American universities and
abroad.
- Undertake
such other activities as may
be compatible with the
objectives of the
Academy.
ARTICLE IV --
Membership
- The Academy shall have
three categories of membership: Regular,
Student, and
Emeritus.
-
The basic
requirements for Regular membership
shall be as
follows:
- The
candidate shall be interested
in furthering professional
advertising education,
and/or
- The
candidate shall be a teacher
of advertising or a related
subject (marketing, public
relations, etc.) in a
college, university or other
academic institution and
shall teach at least one such
course during the school
year.
- A Regular member shall
have full voting privileges and shall be
eligible for all Academy
offices.
-
The basic
requirements for Student membership
shall be as
follows:
- The
student shall be currently
enrolled in a college or
university.
- The student shall be
interested in
advertising.
- A Student member may not
hold office nor have voting privilege, but
he or she shall be eligible to participate
in all other Academy activities and receive
Academy
publications.
-
A member shall
qualify as a Member Emeritus when the
following conditions have been
met:
- Retirement
from regular gainful
employment as a teacher or
industry professional upon
reaching retirement age or
because of poor
health.
- Continuous,
fully-paid membership in the
Academy for the five years
immediately preceding
retirement.
- An Emeritus member
shall have all the privileges
of Regular membership.
Emeritus membership dues will
be set by the Executive
Committee.
- Application for
membership in the Academy shall be filed
with the Executive Director. Membership in
the Academy shall be in accordance with
procedures to be established from time to
time by the Membership Committee to carry
out the intent expressed in the purpose and
membership qualification, Articles of the
Constitution, and in agreement with such
stipulations as may appear in the Bylaws of
the Academy.
ARTICLE V -- Officers and
Duties
- The Officers of the
Academy shall be the Past President, the
President, the President-Elect, the Vice
President, the Secretary, and the
Treasurer. These six officers shall serve
as the Executive Committee of the Academy.
The President is Chairperson of the
Executive
Committee.
- The Past President shall
be chairperson of the Nominating
Committee.
- The President shall
preside at all meetings of the Academy, but
may delegate this responsibility when
necessary. The President shall have
whatever authority may be required between
annual meetings of the Academy, but may not
encroach on any specific grants of
authority that may be made hereinafter by
this Constitution to particular officers or
committees. The President shall normally
serve as Chairperson of the Program
Committee. The President shall present a
report of the status and progress of the
Academy at the annual
meeting.
- The President-Elect shall
act for the President in his or her absence
or disability, and shall perform such
duties as may be assigned by the President
or by this Constitution hereinafter. The
President-Elect shall serve as coordinator
of the special topics for the
conference.
- The Vice President shall
act for the President-Elect in his or her
absence or disability and shall perform
such duties as may be assigned by the
President. The Vice President shall serve
as Coordinator of the conference papers and
editor of the Conference Proceedings,
unless he or she
declines.
- The Secretary shall keep
the minutes of all business meetings of the
Academy and carry out all other activities
assigned by the
President.
- The Treasurer shall be
responsible for the oversight of the funds
of the Academy. The Treasurer shall present
a financial report of the Academy's
financial affairs to the Executive
Committee and to the membership at the
Academy's annual meeting, and shall perform
such other duties as may pertain to this
office.
- An Executive Director
shall be selected by the Executive
Committee to assist it in its work. The
Executive Director shall meet with the
Executive Committee, but shall not have a
vote. The Executive Director shall, on
instructions from the Executive Committee,
be responsible for all Member and Financial
& Business Services of the Academy,
including such duties as: issuing
checks; collecting membership dues;
maintaining a complete and accurate
accounting of all receipts, disbursements,
and membership records; initiating and
coordinating periodic mailings; contracting
with the printers of the annual conference
Proceedings and Membership Directory;
maintaining copies of past conference
proceedings and other Academy documents,
and executing such other duties as are
necessary. The Executive Committee shall
authorize the reimbursement of the
Executive Director's reasonable expenses
incurred in the performance of Academy
duties.
- A Director of Conference
Services shall be selected by the Executive
Committee to assist it in its work. The
Director of Conference Services shall
report to the Executive Committee. The
Director shall, on instructions from the
Executive Committee, be responsible for
making hotel & other accommodations for
the annual AAA conference, including:
initiating and maintaining contacts with
conference bureaus and hotel chains for
purposes of arranging future conference
sites; negotiating contracts with hotels
& other service providers; negotiating
promotional fees with conference exhibitors
and advertisers; overseeing the conference
registration desk; coordinating a variety
of other activities associated with current
and future conference events; and executing
such other duties as are necessary. The
Executive Committee shall authorize the
reimbursement of the Director's reasonable
expenses incurred in the performance of
Academy duties.
ARTICLE VI --
Election and
Tenure
- The nominating committee
shall consist of the three immediate past
presidents of the Academy with the current
past president serving as chairperson. The
nominating committee shall prepare a slate
of officers to be presented to the Academy
membership no later than 15 days before the
election deadline. In addition to its
nominations, the Committee shall also
include on the ballot the names of any
candidates nominated by not fewer than 10
members of the Academy and presented to the
nominating committee no less than 90 days
before the election deadline. All nominees
shall be contacted by the nominating
committee to confirm their willingness to
be a candidate in the election. All
nominees must be members of the Academy.
Those elected are expected to attend both
the regular Executive Committee meeting
held at the conference and the mid-year
Executive Committee
meeting.
- The President-Elect
automatically becomes President the
following year. The President automatically
becomes Past President the following
year.
- The Past President,
President, President-Elect, Vice President,
and Secretary shall serve for terms of one
year. The Treasurer shall serve for a term
of two years.
- Voting shall be by e-mail
ballot in advance on the beginning of the
new fiscal year. The results of the
election shall be announced in the first
general communication to the membership
following the election, whether a
newsletter or some other general mailing or
at the annual conference. Officers take
office at the beginning of the Academy
fiscal year.
ARTICLE VII -- Fiscal
Year
- The Academy's fiscal year
shall be the regular calendar year starting
January 1 and ending December
31.
ARTICLE VIII
-- Relations with Other
Organizations
- The Academy must have an
independent existence to achieve its
objectives. However, cooperation with other
societies is desirable. But it must not
lead to the submergence of the Academy in
the activities of these
societies.
ARTICLE IX --
Amendments
-
This Constitution may
be amended:
- in
an e-mail ballot taken at any
time, by two-thirds of the
members voting, but by at
least 20 percent of the
members. Ballots must be
received by members at least
30 days prior to the deadline
for voting
or:
- in the annual
business meeting of the
Academy, at the time of the
annual convention, by
two-thirds of the members
present at the business
meeting or having returned a
mail ballot prior to the
convention. Such votes shall
be taken only if the
membership has received an
e-mail ballot at least 30
days before the convention,
and has received prior
notification of the vote at
least two times in the
Newsletter or other mailings
to the membership, the first
notification being at least
three months prior to the
annual convention. The
results shall be determined
and announced immediately by
at least two members of the
Executive
Committee.
- Any 10 members of the
Academy may by written request cause the
Executive Committee to take a ballot on the
proposed amendments.
- Voting shall be conducted
under conditions that insure secrecy and
accuracy. A report of the results shall be
announced in the first general
communication to the membership following
the closing date for mail balloting or
following a vote at the annual
meeting.
ARTICLE X --
Bylaws
- The conduct of the
Academy's business shall be governed by the
Bylaws.
- The provisions of the Bylaws
may not conflict with the provisions
of this Constitution, from which they
derive their sanction.
Bylaws
ARTICLE I --
Committees
-
The standing
committees of the Academy shall be the
Executive Committee, the Program
Committee, the Publications Committee,
the Research Committee, the Finance
Committee, the Membership Committee,
the Nominating Committee, and the
Awards Committee. Other committees
shall be appointed by the President and
serve as required.
- The
President-Elect shall appoint
all committee chairpersons
for the year in which he or
she serves as President no
later than December 1 of the
year preceding the year in
which he or she takes office.
He or she shall appoint for
that year all committee
members on the recommendation
of the chairperson of the
particular committee and by
general solicitation of
Academy members. Members of
standing committees shall
serve for one year or until
properly appointed successors
have been named, except in
the case of the Publications
Committee, whose members
serve for four
years.
- The
President may appoint with
the advice of the Executive
Committee such special
committees as he or she may
believe are necessary.
Appointments shall expire
with the completion of the
specified assignment or at
the end of the current
year.
- All committees serve
under the authority of, and
their decisions must be
approved by, the Executive
Committee.
-
The Executive
Committee shall serve as the governing
body of the Academy. All policies of
the Academy must be approved by the
Executive Committee. Any important
questions of policy interpretation or
application shall be submitted by the
President to the Executive Committee
for its recommendations.
In case of
extraordinary conditions, such as a
national emergency, rendering one or
more annual meetings impractical, the
current Executive Committee is charged
with the responsibility for maintenance
and preservation of the Academy, its
finances and records until a new set of
officers has been elected and new
committee chairpersons have been
appointed.
- It shall be the duty of
the Finance Committee to advise the
officers of the Academy about the handling
of funds and to conduct at least an annual
review of the finances of the Academy each
year, a report of which shall be furnished
to the members of the annual meetings of
the Academy. Members of the Finance
Committee shall not currently be members of
the Executive Committee and shall not have
been members of the Executive Committee for
at least three
years.
- The Program Committee
shall be responsible for planning,
organizing, and staging the annual meeting
of the Academy and such meetings as may be
called by the President with the approval
of the Executive Committee. The Program
Committee shall secure papers and speakers
and perform such other duties as may be
required by its responsibility. The
incoming President shall act as Program
Committee Chairperson. The incoming
President-Elect shall serve as coordinator
of special topics for the conference. The
incoming Vice President, as coordinator of
the conference papers, is also the
Conference Proceedings editor. If the Vice
President declines to be Proceedings
editor, the Publications Committee shall
appoint the editor. The Director of
Conference Services shall coordinate
functions necessary to planning,
organizing, and staging the annual
conference in conjunction with the other
members of the Program
Committee.
- The Research Committee
shall propose means to stimulate research
in advertising and to encourage and improve
the research efforts of Academy
members.
- The Membership Committee
shall promote membership in the
Academy.
-
The Publications
Committee shall be responsible for the
editorial and business operations of
the Academy's
publications.
- Specific
duties of the Publications
Committee include editorial
policy and management,
appointment of editorial and
business staff, and the
financial coordination of all
publications.
- The
Publications Committee shall
consist of nine members, each
appointed to serve a
four-year term and in such a
manner as to insure
continuity within the
Committee. One of the nine
members shall be appointed
chairperson by the
President.
-
Appointment to the Publications
Committee shall be by the
President of the Academy and
shall occur through the
following
means:
- When a
vacancy occurs, the
Publication Committee will
prepare a slate of possible
replacements that will
include at least one more
than the number of
vacancies.
-
The
slate will be presented
to the President of the
Academy who will then
make the appointments
within the following
options:
-
Reduce the slate of
names but leave
enough candidates
to fill vacancies.
These candidates
would thus be
appointed by the
President.
-
Reduce the slate of
names but leave
more names than
there are
vacancies. The
Committee would
then decide, from
among the reduced
slate, who they
would recommend for
appointment. These
candidates would
then be appointed
by the
President.
-
Reduce the slate of
names to no less
than the number of
vacancies and add
new candidates. The
Committee would
then decide, from
among the revised
slate, who they
would recommend for
appointment. These
candidates would
then be appointed
by the
President.
-
Reject enough
candidates on the
slate of names so
the list is less
than the number of
vacancies. Under
this option, the
President is
required to prepare
a written report
detailing why each
slated candidate
was unsuitable. The
report will guide
the Committee in
forming a new slate
of
candidates.
- The chairpersons of all
standing committees shall report to the
President and shall render twice annually,
prior to the Executive Committee meetings,
a report of the activities and
accomplishments of their
committees.
-
The Academy shall
hold at least one business meeting each
year at the national conference, called
by the President and approved by the
Executive Committee, with at least 30
days notice to members, unless
prevented by a national
emergency.
ARTICLE II --
Honors
- Fellow
-
- The
Fellow Award is the most
prestigious award given by
the Academy. While other
Academy awards honor members
for outstanding achievement
in a single area (e.g.,
teaching excellence,
outstanding research, and
distinguished service), the
designation of Fellow is for
a lifetime of achievement in
the advancement of
advertising scholarship,
education, and service to the
discipline. Thus, the
Fellow is the Academy’s
broadest and most prestigious
award. The basic requirement
shall be evidence of a
substantial contribution to
the accomplishment of the
objectives stated in Article
II of the Constitution,
evidenced by the following
accomplishments:
-
- Principal
responsibility for
publication of significant
contributions to
advertising scholarship in
recognized journals or in
book form;
and
- Recognition
of a nationally known
academic or practitioner
who has contributed notably
to the value and importance
of advertising education;
and
- Significant
service contribution to
advertising education at
the college, university or
professional
level.
- Any
member of the Academy may
nominate another member. The
nominating materials are sent
to the AAA Nominating
Committee. The Nominating
Committee consists of the
three most recent past
Presidents of the Academy. To
be considered, the materials
must include specific
evidence of the nominee’s
outstanding achievements in
the areas outlined
above.
- The
Nominating Committee reviews
all nominations and
determines whether a
nomination will be forwarded
to the membership for the
decisive vote. This is not an
annual award and there will
be years when the Nominating
Committee does not forward
any candidates for a
membership vote. In a year
when an election for Fellow
will be held, the Nominating
Committee is restricted to
forwarding a maximum of one
name for the membership’s
consideration. The Nominating
Committee oversees the
election.
- The
designation of Fellow of the
American Academy of
Advertising shall be
determined by a two-thirds
majority of those voting in
an authorized ballot sent to
the membership of the
Academy.
- Distinguished Service
Award
-
- The
Distinguished Service Award
is given by the Academy to
individuals who have rendered
distinguished service to the
Academy and/or advertising
education.
- One
need not be a member of the
Academy to be considered for
this
award.
- The
Awards Committee shall
forward to the Executive
Committee its nominations for
this and other awards.
The Executive Committee shall
approve or reject each
nomination. The Executive
Committee shall not consider
any nominations except those
coming from the Awards
Committee.
- Any
member may forward the names
of candidates to the Awards
Committee through the
Chairman or any committee
member.
- It
is expected that the
Distinguished Service Award
will be given infrequently
and only for truly
distinguished
service.
ARTICLE III --
Dues
- Annual dues of the
American Academy of Advertising shall be
set by the majority vote of the Executive
Committee.
-
Only persons who have
paid dues for the current fiscal year
are members of the
Academy.
ARTICLE IV --
Amendments
-
These Bylaws may be
amended:
- in
an e-mail ballot taken at any
time, by two-thirds of the
members voting, but by at
least 20 percent of the
members. Ballots must be
received by members at least
30 days prior to the deadline
for voting
or:
- in the annual
business meeting of the
Academy, at the time of the
annual convention, by
two-thirds of the members
present at the business
meeting or having returned
the mail ballot prior to the
convention. Such votes shall
be taken only if the
membership has received an
e-mail ballot at least 3 days
before the convention, and
has received prior
notification of the vote at
least two times in the
Newsletter or other mailings
to the membership, the first
notification being at least
three months prior to the
annual convention. The
results shall be determined
and announced immediately by
at least two members of the
Executive
Committee.
- Any 10 members of the
Academy may by written request cause the
Executive Committee to take a ballot on
proposed
amendments.
-
Voting shall be
conducted under conditions that insure
secrecy and accuracy. A report of the
results shall be announced in the first
general communication to the membership
following the closing date for mail
balloting or following a vote at the
annual
meeting.
ARTICLE V -- Hold Harmless
Provision
Subject to applicable Utah
law, the American Academy of
Advertising, A Utah nonprofit
corporation, shall indemnify and hold
harmless each of its current and
former Executive Committee members
(also known as trustees under Utah
corporate law) and officers, each
member of any committee appointed
directly or indirectly by the
President or the Executive Committee
or any committee chairperson, the
Executive Director, its employees, and
publication editors, or any person who
may have served at the Academy's
request as a trustee, director or
officer of another organization or
corporation, against any and all
liability arising out of any acts or
any failure to act of the Executive
Committee members, officers, committee
members, Executive Director, employees
and publication editors, or arising
out of their status as Executive
Committee members, officers, committee
members, Executive Director,
employees, and publication editors,
unless any such act or failure to act
is a result of gross negligence or
criminal intent. It is intended that
the foregoing indemnification shall
include indemnification against all
costs and expenses including, by way
or illustration but not of limitation,
attorneys' fees and costs reasonably
incurred in connection with the
defense of any claim, action or
proceeding, whether civil, criminal,
administrative or other, in which any
such Executive Committee member,
officer, committee member, Executive
Director, employee, or publication
editor, may be involved by virtue of
such person having the status of an
Executive Committee member, officer,
committee member, Executive Director,
employee, or publication editor;
provided, however, that such indemnity
shall not be operative with respect to
any matters to which such person shall
have been finally adjudged in such
action or proceeding to be liable for
gross negligence or criminal intent in
the performance of his/her
duties.
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