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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