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. |