Members Discussion Forum: AHA Constitution Changes

In the September issue of Perspectives we introduced a number of proposed changes in the constitution that Council approved at its June, 2007, meeting. An identical version of the proposed changes appeared here from October 1 through 15, with an invitation for comments from members.

The comments received from members pointed out a few editing and formatting errors, and others reflected a need for further information about the changes. Perhaps most significantly, a number of members expressed concerns about the petition required to place items before the business meeting. We should have noted that this requirement currently appears in the Association's by-laws, so this was not a new requirement. This was intended to enshrine the opportunity for petition in the constitution, while raising the threshold for petitions. Given the ease with which petitions can be circulated on the Internet, we initially thought it made sense to raise the bar a bit, from 25 members to one percent of the membership. In light of the concerns expressed about this provision and with Council's approval, the 1 percent requirement has now been deleted. So the requirement reverts back to 25 members described in the bylaws.

 

Article VIII: Committees

Existing Text With Mark Up

Section 1: The Nominating Committee shall consist of nine members, each of whom shall serve a term of three years. Three shall be elected each year. The president shall fill by ad interim appointment any vacancy that may occur between annual meetings.

Section 1: There shall be a Nominating Committee consisting of nine members, three of whom shall be elected each year. In the event of a vacancy, the president shall appoint an interim member to serve until the next annual election.

(a) The Nominating Committee shall nominate annually a candidate for president, and two candidates for each of the following: president-elect, a vice-president, each position on the divisions, each position on the Nominating Committee and Committee on Committees, and any elected position that is vacant.

 (b) Nominations may also be made to any of the foregoing positions by petition supported by the signature of not less than one hundred members of the Association in good standing indicating the position for which the petition is intended. Nominations by petition must be received by the chair of the Nominating Committee not less than sixty days prior to the distribution of ballots three months prior to the annual meeting.

Section 2: There shall be a Finance Committee comprised of the president, president-elect, and not less than one additional member of the Council selected by the president. In addition, upon nomination by the president, the Council may appoint additional persons to the fFinance Committee provided that at all times a majority of the committee is composed of elected Council members. The Finance Committee shall monitor the financial condition of the Association, supervise the performance of any financial advisors or consultants, and report periodically to the Council.

Section 3: There shall be a Committee on Committees consisting of five members.  The president-elect shall serve as chair and four members shall will be elected to staggered three-year terms. The committee shall nominate AHA members to serve on appointive committees of the Association, subject to approval by the Council.

 

Proposed Revised Text

Section 1: There shall be a Nominating Committee consisting of nine members, three of whom shall be elected each year. In the event of a vacancy, the president shall appoint an interim member to serve until the next annual election.

(a) The Nominating Committee shall nominate annually a candidate for president, and two candidates for each of the following: president-elect, a vice-president, each position on the divisions, each position on the Nominating Committee and Committee on Committees, and any elected position that is vacant.

 (b) Nominations may also be made to any of the foregoing positions by petition supported by the signature of not less than one hundred members of the Association in good standing indicating the position for which the petition is intended. Nominations by petition must be received by the chair of the Nominating Committee not less than sixty days prior to the distribution of ballots.

Section 2: There shall be a Finance Committee comprised of the president, president-elect, and not less than one additional member of the Council selected by the president. In addition, upon nomination by the president, the Council may appoint additional persons to the Finance Committee provided that at all times a majority of the committee is composed of elected Council members. The Finance Committee shall monitor the financial condition of the Association, supervise the performance of any financial advisors or consultants, and report periodically to the Council.

Section 3: There shall be a Committee on Committees consisting of five members.  The president-elect shall serve as chair and four members shall be elected to staggered three-year terms. The committee shall nominate AHA members to serve on appointive committees of the Association, subject to approval by the Council.

Explanatory Notes












Section 1: The changes to this section are largely stylistic, except in adjusting the time allowed to petition for alternate candidates.

































Section 2: This reconstituted Finance Committee replaces the Board of Trustees (formerly described in Article IX), which currently oversees investments.

 

AHA Member's Comments on Article VIII: Committees

2 members have commented
as of 6:04:27 AM 6/20/13
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Financial Committee member
I totally agree with Mr. Ford on the appoinment of one or even two members to have a good financial background to serve on the AHA Financial Committee.

—Mr. Adrian K. Winham , Posted: October 14, 2007 12:43 PM

Sarbanes-Oxley Requirements Even for the AHA
The application of Sarbanes-Oxley requirements for auditing means that at least one person with a documented financial or business background ought to be on the Finance Committee of non-profits. I recommend that the AHA, if possible, require that a member with a documented financial or business background be appointed by the President to the Finance Committee to ensure compliance with federal law and to enhance the fiscal standing of the organization. Charles Ford, Professor and Chair, History Norfolk State University, Norfolk, VA

—Charles Ford, Posted: October 12, 2007 2:15 PM

The period for discussion is now past. However, additional revisions are being prepared, and will be posted for further commentary on or about October 19th.

Article I: Name
Article II: Purpose
Article III Membership 12 Comments | Last Comment Posted: 2:59 PM Nov 02, 2007
Article IV: Officers 4 Comments | Last Comment Posted: 2:18 PM Nov 12, 2007
Article V: Council 3 Comments | Last Comment Posted: 2:13 PM Nov 01, 2007
Article VI: Divisions 4 Comments | Last Comment Posted: 4:17 PM Nov 08, 2007
Article VII: Business Meeting 4 Comments | Last Comment Posted: 1:24 PM Oct 15, 2007
Article VIII: Committees 2 Comments | Last Comment Posted: 12:43 PM Oct 14, 2007
Article IX: Elections 7 Comments | Last Comment Posted: 9:40 PM Nov 06, 2007
Article X: Amendments 3 Comments | Last Comment Posted: 7:06 PM Nov 01, 2007
Article XI: Bylaws
Article XII: Interim Procedures