American Association of University Professors
Article 1: Name, Objectives, and Membership
- The name of this organization shall be the Missouri Conference of the American Association of University Professors (“Conference”). The Conference shall operate as a social welfare organization under Section 501(c)(4) of the Internal Revenue Code for the below stated purposes. The Conference is formally chartered by the American Association of University Professors (“AAUP”). The national AAUP is an unincorporated national membership organization, which is tax exempt under Section 501(c)(3) of the Internal Revenue Code.
- The objectives of the Conference shall be to further cooperation among AAUP chapters in Missouri, and to promote the principles and policies of the AAUP within the State of Missouri. Those principles and policies include promoting the interests of higher education and scholarly research; protecting academic freedom and tenure; facilitating cooperation among all facets of college and university communities; and advancing the standards, ideals and welfare of the academic profession.
- Membership in the Conference, as in the chapters, shall be open to all Missouri members of the national Association. Representation shall be through chapter affiliation.
Article II: Officers
- The officers of the Missouri Conference (who collectively constitute the Executive Council of the Conference) shall be a President, a Vice President, a Secretary-Treasurer, and six additional Council Members: the Immediate Past President, and five members elected at large.
- The election of officers to fill vacancies on the Executive Council shall be by a majority of eligible voters present and voting at the Annual Meeting, from a slate submitted by the Nominating Committee or on nomination from the floor. The Nominating Committee shall be appointed by the President approximately sixty (60) days prior to the Annual Meeting. Not more than two (2) members of any one chapter may serve as officers at the same time. The Executive Council shall be empowered to fill interim vacancies of any elective offices.
- The term of office of the Executive Council shall be two (2) years. All members of the Executive Council shall be eligible for election at the pleasure of the Conference, with the exception of the President, who shall be limited to two consecutive terms. To be eligible for the Office of President the candidate should be a member of the Executive Council at the time of nomination.
- The duties of these officers shall be those usually associated with their several offices. The Executive Council shall conduct the business of the Conference between Annual Meetings, recommend policy and action at the Annual Meeting, carry out the purposes and directives of the Conference, and meet as often as necessary to perform its executive function.
- An Executive Secretary may be chosen and appointed by the Executive Council, for a term of office determined by the Executive Council, and assigned duties and responsibilities determined by the Executive Council. The office budget and stipend of the Executive Secretary will be determined by the Executive Council.
Article III: Conference Meetings and Procedures
- The Conference shall meet annually in the spring at such time and place as may be decided upon by the Executive Council. Representatives of five Missouri Chapters at the Conference meeting shall constitute a quorum. The Agenda will normally be distributed to the chapters at least three weeks before the meetings.
- Special Conference meetings may be called by the Executive Council, or upon petition by any five AAUP Chapters in Missouri. A Conference meeting requested by such petition shall be held within sixty days from the date of receipt of the petition by the President or Executive Secretary.
- All members of the Conference, who attend a regular Annual or special meeting of the Conference, shall be eligible to vote on all matters before the body, provided that national and state dues are current, except as provided in the next paragraph.
- Upon request of a majority of those chapters present at the annual or special meeting, any resolution before the floor may be voted on by proportional representation with each chapter casting as many votes as it has members whose national and state dues are current according to the last quarterly roster provided by the national office. For purposes of chapter representation, each AAUP member at an institution of higher education at which there is no chartered AAUP chapter shall be entitled to be a member of a single statewide chapter, called the State Chapter.
Article IV: Dues
Conference dues shall be set by either a majority vote of the delegates voting at an annual Conference meeting; or a majority vote of the members of the Conference Executive Council that is then ratified at the next special or regular Conference meeting.
Article V: Prohibition Against Private Inurement
No part of the net earnings of this organization shall inure to the benefit of or be distributed to any director, employee or other individual, partnership, estate, trust or corporation having a personal or private interest in the Conference. Compensation for services actually rendered and reimbursement for expenses actually incurred in attending to the affairs of the Conference shall be limited to reasonable amounts.
Article VI: Dissolution
Upon dissolution of the Conference, assets shall be disposed of exclusively for the purposes of the Conference or distributed to such organizations that shall, at the time, promote goals compatible to those of the Conference and shall qualify as exempt organizations under Sections 501(c)(4) or 501(c)(3) of the Internal Revenue Code.
Article VII: By-laws
By-laws may be adopted at Conference meetings.
Amendments to this Constitution must be proposed by Chapter resolution to the Executive Council at least four (4) weeks before the Conference meeting or by the Executive Council, itself. Proposed amendments must be circulated in the agenda in advance of the Conference meeting. Enactment of an amendment or a new constitution shall require a two-thirds majority of the eligible voters present at the Annual Meeting.
IX: Enabling Act
This Constitution will be in effect immediately upon adoption by the Conference at the Annual Meeting.
Adopted, Annual Meeting, April 17, 1982.
Amended, Annual Meeting, April 6, 1991.
Amended, Annual Meeting, April 1, 2000.
MOAAAUP — DEFENDING ACADEMIC FREEDOM AND SHARED GOVERNANCE ACROSS MISSOURI