Bylaws
These revised Bylaws of the American Astronomical Society were adopted by the AAS Membership in June 1986, and amended in June 1989, June 1993, January 1997, June 1998, June 2000, June 2001, June 2002, June 2004 and June 2005.
ARTICLE I. MEMBERSHIP
1. Classes of Membership
a. Individual membership in the American Astronomical Society shall be classified as follows: Members (designated throughout with capital M), Associate Members, Junior Members, Honorary Members and Patrons.
b. Any person deemed capable of preparing an acceptable paper upon some subject of astronomy or related branch of science may be elected a Member.
c. Any person seriously interested in the advancement of astronomy or related fields may be elected an Associate Member if he or she is 28 years of age or older, or a Junior Member if he or she is under 28 years of age. Full time students pursuing a degree in astronomy or a related science are eligible for Junior Membership, regardless of age.
d. Any astronomer of distinction who is not resident in North America may be elected as an Honorary Member.
e. Any person who has rendered conspicuous service to astronomy other than through scientific contributions may be elected a Patron of the Society.
f. Organizational memberships are open to corporations and other entities desirous of encouraging the work of the Society.
g. The Council and each Division may permit certain individuals who have an interest that is allied with those represented by the members of the AAS or its Divisions to become Affiliate members. These individuals may participate in the activities of the Society or the relevant Division, as appropriate, but may not vote, hold office, or serve on AAS Committees. The Council or the appropriate Division shall establish the qualifications, dues, and privileges of Affiliate membership.
h. Any individual who would qualify for membership under b or c above who is resident outside the United States and its territories may become an International Affiliate of the Society. These individuals may participate in the activities of the Society or the relevant Division, as appropriate, but may not vote, hold office, or serve on AAS Committees. The Council shall establish the qualification process, dues, and privileges for International Affiliates.
2. Method of election of Individual Members
a. Applicants for Member, Associate Member or Junior Member may at any time be elected by the Council or its designated representative after nomination by two Members. Unless he or she furnishes proof of full time student status, any Junior Member reaching 28 years of age automatically becomes an Associate Member at the beginning of the subsequent year.
b. Junior or Associate Members wishing to upgrade to Member must be nominated by two Members.
c. Nominations for Honorary Member must be signed by no fewer than five Members. The Council may elect no more than one Honorary Member per year.
d. Patrons of the Society must be elected by the Council. Patrons may be elected posthumously.
3. Dues and Privileges of Membership
The Council will determine the dues for each class of member. Junior Member and Emeritus Member dues will be set at a lower rate than the rate set for Member and Associate Member dues. Changes in the dues will be announced at the annual business meeting of the Society. Honorary Members and Patrons pay no dues. All Members, Associate Members, Junior Members, Honorary Members and Patrons shall have the right to attend meetings of members and to vote in the annual election and to vote on amendments to the Constitution and to receive such publications as the Council may authorize. Only Members have the right to hold office or to chair committees of the Society.
4. Emeritus Status
Any member who has retired from gainful employment and whose years of membership in the Society total at least ten (10), shall be eligible to be transferred to the Emeritus status in the class of membership held at the time of that request. Dues for members in Emeritus status shall be set at 50% of the Council-determined dues for active members, rounded up to the nearest dollar. The implementation of dues for those members in Emeritus status shall go into force for any member changing to Emeritus status after 1 January 1998. The Council shall determine any additional rights or privileges of Emeriti members. Requests for transfer to Emeritus status shall be submitted to the Executive Office of the Society for approval.
5. Termination of Membership
Members of any class may resign by notifying the Executive Office or the Secretary in writing. Membership in the Society may be suspended or terminated by vote of the Council for conduct adjudged to be detrimental to the interests of the Society. Failure to pay dues within the time set by the Council shall be deemed sufficient cause for suspension. In exceptional cases of financial difficulty, membership dues may be waived or reduced for one year upon individual request to the Secretary or Executive Officer.
6. Organizational Membership
The Council may establish classes of membership for corporations, publishers and non-profit organizations. The Council shall set the qualifications, dues and application procedure for each class of organizational membership in the Society. The Council also shall establish the benefits which accrue to organizational members.
ARTICLE II. OFFICERS OF THE SOCIETY
1. Enumeration of Officers
The elected officers of the American Astronomical Society shall be President, President Elect, or in alternate years, Past President, three Vice Presidents, Secretary, Treasurer, Education Officer, and Chair of the Publications Board. The Council shall appoint an Executive Officer. Among these the President, the Secretary, the Treasurer, and the Executive Officer shall serve as the officers of the corporation.
In addition, the Council may appoint such other corporate officers as it deems fit. Any such other officers chosen by the Council shall hold office for such period, have such authority and perform such duties as the Council may from time to time determine. No officer appointed by the Council pursuant to this provision shall serve as a member of the Council by reason of his or her appointment. Any officer appointed by the Council pursuant to this provision may be removed, either with or without cause, by the affirmative vote of a majority of the whole Council.
2. Terms of Office
a. Upon his or her election, the President shall serve one (1) year as President-Elect, two (2) years as President and one (1) year as Past-President.
b. Vice-Presidents serve for three (3) years. One is to be elected each year.
c. The President and Vice-Presidents are not eligible for immediate reelection.
d. The Treasurer, Secretary and Education Officer serve for three years and may succeed themselves twice for a total of nine (9) years.
e. The Chair of the Publications Board serves for three (3) years, and is not eligible for immediate reelection.
f. The term of the Executive Officer shall be three (3) years.
g. The terms of office of the elected officers shall formally commence at the close of the annual business meeting following the election.
3. Vacancies
a. If the office of President becomes vacant, the President-Elect shall act as President for the remainder of the unexpired term and shall then continue to serve as President for the term for which he or she originally was elected. If no President-Elect exists, the senior Vice-President shall act as President until the next annual business meeting at which time a new President-Elect will take office and serve as President for three years.
b. If the Treasurer, Secretary or Education Officer no longer can serve, the Council may fill the office for the remainder of the unexpired term.
c. In the event of a situation not specifically covered in these Bylaws, the Council has the power, by a vote of the majority of the Council, to fill any vacancy which may arise among the Officers. Such an appointment shall be limited to the unexpired term of the vacancy being filled.
4. Duties of Officers
a. The President shall preside over Council meetings and Society business meetings and shall perform other duties usually associated with this office.
b. The Vice-Presidents, as representatives of the Council, will have the responsibility for the overall scientific content of the major meetings of the Society, including review speakers and special sessions, and to support and advise the Executive Officer in maintaining the scientific quality of the program.
c. The Secretary shall be responsible for keeping an accurate record of all meetings of the Council and for preparing the official minutes of the Council meetings. He or she shall give, or cause to be given, all notices in accordance with these Bylaws or as required by law and in general, shall perform all duties customary to the office of Secretary.
d. The Treasurer shall be responsible for the financial affairs of the Society. He or she shall perform all duties customary to that office, shall be responsible for all corporate funds and securities, and shall keep, or cause to be kept, full and accurate accounts of receipts and disbursements in the books of the corporation. The Treasurer shall deposit or invest, or cause to be deposited or invested, all monies or other valuable effects in the name of the Society in such depositories or investments as shall be selected by the Council or its authorized representatives. The Treasurer shall render annually to the Council, or when the Council so requires, an account of the financial condition of the Society. He or she shall secure audits of the financial operations of the Society as needed.
e. The Education Officer, under the direction of the Council, shall be responsible for the oversight of all educational activities of the Society. The Education Officer shall chair the Council-appointed committee which will provide advice to the Council regarding the education programs of the AAS.
f. The Executive Officer shall serve as the Chief Executive Officer of the Society, and subject to the control of the Council, shall perform the duties customary to that office and shall manage, supervise and control the affairs of the Society in accordance with the policies and directives approved by the Council.
g. In addition to these tasks, the officers shall perform other tasks as enumerated elsewhere in the Bylaws or as assigned by the Council.
5. Eligibility for Holding Office
All Members of the Society are eligible to become Officers or Councilors. In addition to being a Member, the President-elect also must previously have served as an elected Officer or Councilor. Junior and Associate Members are not eligible to be Officers or Councilors. In addition to being a Member, the Chairs of the Publications Board and Astronomy Education Board (the Education Officer) ordinarily will have served previously or be serving as a member of the Publications Board or Astronomy Education Board, respectively. Associate Members are eligible to serve on Society committees; they are not eligible to chair Society committees. Junior Members are not eligible to chair or to serve on Society committees.
ARTICLE III. COUNCIL
1. Powers and Responsibilities
The Council shall be the governing body of the Society and shall manage, direct and control the affairs and property of the Society. The Council shall, within the limits of the Bylaws, determine the policies of the Society and changes therein. It shall actively prosecute the Society’s purposes and shall have discretion in the disbursement of the Society’s funds. It may adopt such rules and regulations for the conduct of its business as it deems advisable, and may, in the execution of its powers, appoint such agents as it may consider necessary.
2. Composition of the Council
The Council shall consist of the elected officers of the Society (President, President-Elect or Past-President, Vice-Presidents, Secretary, Treasurer and Education Officer), the Executive Officer, the Chair of the Publications Board, and nine Councilors, three of whom are elected from among the Members of the Society each year to serve for a period of three years. The elected Councilors shall not be eligible for immediate reelection.
3. Organization of the Council
a. The President shall serve as Chairperson of the Council. In his or her absence the President-Elect, or in the case of the latter’s absence one of the Vice-Presidents, in order of seniority, shall serve as Chair.
b. The Secretary of the Society will act as secretary of the Council. In his or her absence a substitute for that meeting will be appointed by the Executive Committee.
4. Meetings of the Council
a. The Council shall meet at least once each year. The annual meeting of the Council shall be held not less than one and no more than thirty (30) days prior to the annual business meeting of the Society.
b. Additional meetings of the Council may be held at such other times as the President may decide.
c. A request in writing to the President from four members of the Council shall render the convocation of the Council obligatory.
d. At any meeting of the Council, one-half of the entire membership of the Council shall constitute a quorum and, except as otherwise provided by these Bylaws, a majority of such a quorum shall decide any question that may come before the meeting.
e. The Secretary or President shall provide to Council notice by mail of any Council meeting no less than thirty (30) days before the date of the meeting. This notice shall include at a minimum the time and location of the meeting. An agenda containing at least the principal items of business shall be transmitted to Council Members not less than ten (10) days prior to the Council meeting.
f. In the interim between regularly scheduled meetings the Council may meet and vote through a telephonic conference, provided all notice requirements for a meeting have been satisfied. In such a conference call each member must be able to speak and each must be able to hear all other members participating in the call. A two-thirds (2/3) majority vote of the total Council membership is required to decide the question.
g. The Council has the power, by a vote of the majority of the Council, to fill any vacancy which may arise among the elected Councilors. This appointment shall be limited to the unexpired term of the vacancy being filled.
ARTICLE IV. ELECTION OF OFFICERS AND COUNCILORS
1. Nominations
The slate of candidates for Officers and Councilors shall be prepared by the Nominating Committee. At least two candidates shall be proposed by the Nominating Committee for each vacancy for President, Vice-President and Councilor. For the position of Chair of the Publications Board, the Nominating Committee, in consultation with the Executive Committee and the Publications Board, shall propose one or two candidates. For the position of Secretary, Treasurer and Education Officer, the Nominating Committee, in consultation with the Executive Committee of the Society, shall propose one candidate for each vacancy. Members of the Nominating Committee are ineligible for nomination to office.
2. Write-in Nominations
The proposed slate of candidates must be announced to the members of the Society, along with a deadline not less than forty-five (45) days after the mailing of the announcement before which additional candidates may be proposed. Additional nominations may be made in writing and must be signed by at least thirty (30) voting Members of the Society. No Member may sign for more than one additional nominee per year.
3. Balloting
In order to be included on the final slate of candidates, the candidate must supply written consent that he or she is willing to serve, if elected. The ballot shall be distributed, by mail or electronic means, to all individual members no less than forty-five (45) days before the deadline for counting. No provision for write-in candidates will be made on the ballot.
4. Nominating and Voting Procedure
The Council shall determine such additional requirements and procedures as needed and shall assign the responsibilities for preparing the ballot and recording the votes. Electronic voting shall be permitted if the Council determines it is appropriate. All questions of procedure and interpretation shall be resolved by the Council.
ARTICLE V. MEETINGS OF THE SOCIETY
1. Meetings
There shall be an annual meeting and such other meetings of the Society as the Council shall designate. The Council shall determine the time and place of the annual meeting of the Society, and shall provide for an annual business meeting, which shall be held in conjunction with a scientific meeting of the Society, at which the President, Treasurer and other officers at the discretion of the Council, shall report to the Membership.
2. Announcements of Meetings
An announcement of each scientific meeting shall be mailed to all members not less than twenty-one (21) days before the meeting. The announcement of the annual business meeting shall be included in the announcement of the scientific meeting at which it is to be held.
3. Agenda and Program
The Council shall have charge of the agenda of business meetings and the program of scientific meetings. The Council may establish rules for the presentation of papers at meetings of the Society.
4. Participation in Meetings
All members may attend scientific meetings of the Society. Organizational members of the Society may participate in the program of scientific meetings in such ways as established by the Council. They also may provide exhibits judged to be of interest to other members of the Society. The regulations and charges for such exhibits shall be set by the Council or its designated representative.
ARTICLE VI. COMMITTEES
1. The Nominating Committee
a. The Nominating Committee shall consist of five Members of the Society. All Members are eligible to serve except those who are voting members of the Council. Associate Members and Junior Members are not eligible.
b. Each member of the Nominating Committee shall serve three years and shall not be eligible for immediate reelection to the Nominating Committee. The terms of the five members shall be staggered so that no more than two Members are elected in any one year.
c. Candidates for membership on the Nominating Committee shall be nominated from the floor of the annual business meeting by a Member. At least two names shall be proposed for each vacancy.
d. The proposed slate of candidates for the Nominating Committee must be announced to the members of the Society along with a deadline not less than forty-five (45) days after the mailing of the announcement before which additional candidates may be proposed. Additional nominations may be made in writing to the Secretary and must be signed by at least five (5) Members of the Society. No Member may sign for more than one additional nominee per year.
e. In order to be included on the final slate of candidates, the candidate must supply written consent that he or she is willing to serve. The ballot shall be distributed, by mail or electronic means, to all members no less than forty-five (45) days before the deadline for counting. No provision for write-in candidates will be made on the ballot.
f. The Council shall determine such additional requirements and procedures as are needed and shall assign the responsibilities for preparing the ballot and recording the votes. All questions of procedure and interpretation shall be resolved by the Council.
g. Within two weeks after the election, the Secretary shall announce to all old and new members of the Nominating Committee its new composition. The term of office of new members starts and the term of office of outgoing members terminates on the date of this announcement.
h. If a vacancy occurs during the term of a member of the Nominating Committee, it shall be filled by the candidate who had the next highest number of votes on the most recent ballot. The new member shall continue in office for the duration of the unexpired term.
i. Each new Chairperson of the Nominating Committee shall be selected from the committee by a poll of its newly constituted members conducted by the outgoing Chairperson. The new Chairperson shall have served at least one year on the Nominating Committee before being eligible for this position. No Chairperson may serve in that capacity more than one year of the term for which he or she was elected to the Nominating Committee.
2. Executive Committee
The President, President-elect or Past-President, the two senior Vice-Presidents, Secretary, Treasurer, and Executive Officer, plus any additional Officers or Councilors designated by the Council, shall serve as an Executive Committee to act for the Council between Council meetings on all matters. Such actions of the Executive Committee shall be reported to the Council at its next regularly scheduled meeting.
3. Publications Board
a. The Publications Board shall regularly review the publication policies of each of the Society’s publications and shall, in consultation with the Editors, report its findings and recommendations to the Council. This Board shall, when required, nominate for Council approval an Editor or Editor-in-Chief for each publication. This Board will be available to the Editors and will act as an advisory Editorial Board for each publication when called upon to do so.
b. There shall be seven (or eight) voting members of the Publications Board, six serving in rotation for terms of four years, dating from the first of January in the year following their election, and the seventh (and eighth) being the Chair (and Chair-elect) who shall be elected by the membership in accord with procedures for election of Council Members. The Publications Board chair-elect shall serve for a full year on the Publications Board as chair-elect, beginning with the Annual Business Meeting immediately following election and continuing until taking office as Chair. The Publications Board Chair-elect would have the right to attend Council meetings, but without voting privileges. Each year the Council shall elect new Board Members as required from a slate proposed by the Nominating Committee in consultation with the journal Editors. Written consent to serve shall be required of all candidates for Board Membership before their names are placed on the slate. In the event the chair is serving as a member of the Publications Board at the time of election, that election shall be deemed to create a vacancy on the Publications Board and the appropriate procedures for filling such a vacancy shall be followed.
4. Astronomy Education Board
a. The Astronomy Education Board shall regularly review the Society’s education policies and activities, and shall report its findings and recommendations to the Council. This Board will be available to the Education Officer and the Director of Education Activities when called upon for advice.
b. There shall be ten voting members of the Astronomy Education Board, nine serving in rotation for terms of three years, dating from the Annual Business meeting following their election, and the tenth being the Education Officer. Each year the Council shall elect new AEB Members as required from a slate proposed by the Nominating Committee in consultation with the Executive Committee and the Education Officer. Written consent to serve shall be required of all candidates for AEB Membership before their names are placed on the slate. In the event the Education Officer is serving as a member of the Astronomy Education Board at the time of election as Education Officer, that election shall be deemed to create a vacancy on the Astronomy Education Board and the appropriate procedures for filling such a vacancy shall be followed.
5. Additional Committees
The Council may appoint such other standing or ad hoc committees as it needs.
ARTICLE VII. SUBUNITS OF THE SOCIETY
1. Divisions of the Society for Special Subjects
a. The Council may appoint an Organizing Committee for the purpose of setting up a Division of the American Astronomical Society for a special subject. This action is in order whenever the present general meetings of the society as a whole, as well as its other activities, do not effectively and sufficiently contribute to the advancement of the research in the subject area because either:
1) a subject belonging to the discipline of astronomy in its broadest sense has grown unusually rapidly in research activity and has developed specialized approaches, or:
2) it receives a large portion of its key research contributions from scientists who are not professional astronomers in the conventional sense.
At the time such a Division is established, the Council shall appoint a temporary Chairperson of the Organizing Committee whose duty it shall be to conduct the election of the new Division’s permanent Chairperson.
b. The Organizing Committee shall draw up the Bylaws governing the organization and the procedures of the Division subject to the following restrictions:
1) The Bylaws shall provide for such officers as are deemed necessary to administer the Division and for the formation of the Committee of the Division which shall be its governing body.
2) The Bylaws of the Division shall prescribe that Division officers shall be voting Members of the Division. Divisional Chairpersons, Secretaries and Treasurers (or Secretary/Treasurers if that is the case) shall be Members of the AAS.
3) The Bylaws shall prescribe the lengths and conditions of the terms of office for the officers, the method of their nomination and election, as well as the method of the nomination and election of Division Members.
4) The Bylaws shall prescribe a procedure for amending the Bylaws.
5) The Bylaws may contain additional provisions which are not inconsistent with the Bylaws and Constitution of the Society and which do not interfere in any way with the activities or affairs of the Society.
6) Before adoption of the Bylaws by the Organizing Committee, as well as subsequent amendments to these Bylaws by the Committee of the Division, they shall be submitted forty-five (45) days prior to the next Council meeting via the Society’s Secretary to the Council of the Society for approval.
c. Each Division shall normally hold at least one Division meeting per year. All members of the Society shall have the right to attend such Division meetings. Announcements of Division meetings shall be published and distributed to all Society members.
d. The Treasurer of each Division shall submit annually a formal account of the finances of the Division to the Treasurer or Executive Officer of the Society for inclusion in the general accounts of the Society and for presentation to the Council. Division accounts may be audited if such action is deemed desirable by the Council.
e. Each Division shall be independently responsible for organizing its Division meetings. The Chairperson of each Division, or an alternate appointed by the Division, has the right to attend meetings of the Council, and to report upon Division activities, but not to vote.
f. Any Division may be dissolved at the discretion of the Council.
2. Working Groups
a. Whenever it becomes apparent that coordinated action in a specific area would be beneficial, the Council may establish a Working Group for that subject and shall appoint a Chairperson and a steering committee. Steering committee members must be either Associate or Full Members of the Society. The steering committee shall decide the subsequent structure and organization of the Working Group.
b. Working Groups may hold meetings, identify problem areas, and take such actions as are necessary for the purpose of coordinating and aiding in the general purposes of the Society as are not inconsistent with the Bylaws and policies of the Society and that do not interfere with the other activities or affairs of the Society.
c. The Working Groups shall be responsible to the Council and shall submit annually to the Council a report of their activities for comment and approval.
d. Working Groups which fail to submit an annual report shall be presumed to have filled their need and will be deemed to have been dissolved. The Council may dissolve a Working Group at any time.
ARTICLE VIII. AMERICAN ASTRONOMICAL SOCIETY PUBLICATIONS
1. Publications
The Society shall publish refereed scientific journals of original content material such as the Astronomical Journal and Astrophysical Journal and other publications including but not limited to journals, monographs, databases, proceedings and reprint series as may be deemed advisable by the Council.
The Society shall publish additional materials in support of the work of the Society, including but not limited to educational materials, career services, historical materials, and public policy documents. Society publications may be made available in a variety of print and electronic media.
2. Editors
Each journal of original scientific content material shall have an Editor (or Editor-in-chief) who shall be responsible for the overall content and management of the journal. The Council, with advice from the Publications Board, shall appoint each Editor. The term of the Editor shall be set by the Council and may be renewable. The Editor of each journal shall have the right to attend meetings of the Council, but not to vote.
The Editor may propose and the Council, with advice from the Publications Board, may appoint additional editors to assist in the editorial process. The term of the appointment shall be set by the Council.
3. Finances
A restricted fund shall be designated by the Council for the operation of its journals. The reserve fund shall be maintained at a level of at least one-half (1/2) of the annual operating expenses of its journals.
The Treasurer shall annually review and report to the Council on the financial operation of each journal. The Council shall set the page charges and subscription rates for the coming budget year at a level which will maintain the required level in the journals fund or, in the case of a deficiency, which will restore the level within three years.
ARTICLE IX. AMENDMENTS
1. Procedure for Amendment
These Bylaws may be amended, altered or repealed in whole or in part, or new Bylaws may be adopted by the affirmative vote of two-thirds (2/3) of the entire Council at any regular or special meeting of the Council, provided that at least eight weeks written notice of the proposed changes has been given to the members of the AAS.
2. Temporary Suspension
At any properly convened meeting of the Council, individual articles of these Bylaws may be suspended until the next succeeding Council meeting by a two-thirds (2/3) vote of the total membership of the Council.
ARTICLE X. NON-DISCRIMINATION IN PROFESSIONAL ACTIVITIES
As a professional society, the AAS must provide an environment that encourages the free expression and exchange of scientific ideas. In pursuit of that environment, the AAS is committed to the philosophy of equality of opportunity and treatment for all members, regardless of gender, race, ethnic origin, religion, age, marital status, sexual orientation, disabilities, or any other reason not related to scientific merit. All functions of the Society must be conducted in a professional atmosphere in which all participants are treated with courtesy and respect. It is the responsibility of the chairperson of an AAS committee, of the organizers of any AAS meeting, and of the members themselves to ensure that such an atmosphere is maintained. Furthermore, the rich diversity of the Society’s membership and of the astronomical community in general is a resource that should be drawn upon when selecting organizing committees, invited speakers, and nominees for office and for special prizes.