Bylaw Amendments - 2010

The Bylaws Committee, under the leadership of Caol Lomneth, have worked on clarifying the way the Association currently operates and putting this into our Bylaws. These amendments were approved by Executive Council on May 18, 2010.

This notice was posted to the AACA web site on May 18, 2010.

Download the proposed AACA bylaw amendments - approved on May 18, 2010.

An explanatory preamble follows:

The 2010 Amendments to the Bylaws cover a variety of Articles and Sections. The most substantial changes were made in Article VIII on Committees. Other less substantial but important changes are proposed for the articles dealing with membership and election of members (II & III), the Executive Committee acting on behalf of Council between meetings (IV), duties and election sequence of Officers (V), and minor changes to timing of voting events (VII & X).

COMMITTEES: There are three major additions to Article VIII. Amemdments are proposed to add the Meeting Oversight and Program Planning (MOPP) Committee as a Standing Committee of the Association. Within the MOPP Committee, Annual Meeting Committees are created to direct each annual meeting. This structure has now been in place for the past year and a half and has proven itself an important addition to the Association as we are now well along with planning for the 2011 meeting in Columbus at The Ohio State University. The formal addition of the MOPP Committee and its global responsibilities for meetings and programs, under the chair of the Program Secretary, made it necessary to also rewrite the descriptions and charge to previous Program Committee.

The amendment proposed for the Journal Committee's description and charge (Article VIII, Section 6) is also completely rewritten from the previous description of the committee. The necessity of this amendment was presented to the Executive Committee when it reviewed the "Publisher Agreement" which is a legally binding contract signed by the AACA and BACA with John Wiley & Sons to publish Clinical Anatomy. AACA and BACA are joint owners of the journal and exercise management authority in proportion to the number of paid up members in each Association. In March, the numbers provided by Wiley were 390 AACA members and 110 BACA members. The proposed Amendment uses this governance ration as a starting point and provides a mechanism to its alteration through time. Some of the details in this amendment are necessary because the Wiley Publisher Agreement specifically gives the authority to both Associations to make appointments, set policy and sign agreements that have a financial consequences. Since the proposed Journal Committee will exercise independent power from Council it was felt that it membership should be comprised of elected officer rather than appointees and that it should be chaired by the senior officer with the most experience on the Council. The requirement to create a Journal Committee consistent with our legal obligations under the Publisher Contract had previously escaped notice by the Council. Minor amendments to the descriptions of some of the Officers (Article V) was made to make them consistent with being ex officio members of the Journal Committee.

The descriptions of the Special Interest Committees have been updated to reflect the actual objectives and goals of the Anatomical Services, Career Development and Educational Affairs Committees. These are largely elaborations upon the previous descriptions and were submitted to the Bylaws Committee by the individual Special Interest Committees.

MEMBERSHIP & ELECTION OF MEMBERS: Amendments are proposed to Sections in Acticle II that clarify some of the categories and status of members. Article III, covering the application process, has been significantly simplified to give more freedom to the Membership Committee to adjust the application process to be fully electronic and permit as needed modifications to the online application form.

ELECTION SEQUENCE OF OFFICERS: Under the Article VII in the current Bylaws, there is an uneven distribution in the sequence of officer elections that goes back to when we amended the Bylaws in 2002. For example, in 2010 the Treasurer's position was up for election. Next year, 2011, the Association Secretary, Program Secretary and the President-Elect will appear on the ballot. In 2012, there will be not officer on the Ballot. The proposed amendment to Article VII adjusts this sequence by extending the term of the Program Secretary for on additional year. This will then set up a sequence where one officer (Treasurer, Association Secretary then Program Secretary) will be elected in three successive years and the President-Elect selected every other year. This will balance out the Nominations Committee's task of finding candidates and provide for a more even transition of officers on the Council.

An another important amendment is proposed for Article VII that covers an oversight made in 2002. Currently, Article V, Section I prohibits an officer from holding more than one position. This section is amended and shifted to Article VI, Section 3 to read that any member of the Council is prohibited from holding more than one position. An example of the reasoning for this amended is that why is prohibited from a member holding two officer position but not a sitting Councilor from simultaneously also being an officer? The addition of Subsection A to Article VI, Section 3 rectifies this oversight when the Bylaws were previously revised.

Additional changes are proposed in the dates of events in the election and amendment process (Articles VII & X). These amendments are proposed based upon the experiences over past 8 years that have demonstrated short intervals were appropriate for the posting of candidates states and for balloting.

GOVERNANCE: An important new Subsection of Section 1 is proposed for Article IV. Under the current Bylaws, the Executive Committee is given full authority to act on behalf of Council between Council meetings. This past year we had a situation develop that pointed out the need for a specific process that would give Council a means to review decisions made by the Council's Executive Committee on its behalf. The proposed amendment creates a needed check and balance to the authority of the Executive Committee as well as insures that its decisions are promptly circulated to the Council to review.

Web Site Comments to: Brian R. MacPherson