Constitution and By-laws
Association of University Architects
CONSTITUTION
As adopted at the
2021 Annual Business Meeting
June 23, 2021
Article I. - Name
The name of this organization shall be The Association of University Architects.
Article II. – Purpose
Section 1. It is the purpose of the Association, composed of professional representatives of institutions of
higher learning:
- To achieve more effective planning of total physical environment in the field of higher education.
- To improve the design and construction standards of University buildings, recognizing the growth.
- To develop common bonds and establish standards that will ensure clarity of communications and render effective the interchange of information between members.
Article III. - Membership
(Eligibility, Conditions, and Obligations)
Section 1. Regular membership shall be open to Licensed Architects who are full-time employees of universities or four-year colleges, and who hold positions that have among their primary duties professional responsibility for the physical development of their institutions.
Section 2. Regular membership shall be limited to one representative per campus except as modified in Section 3 below.
Section 3. Licensed Architects who are full-time employees of four-year universities, four-year colleges, multi-campus four-year universities, or college systems and who are in responsible charge of the overall physical development of one or more campuses of the same university or system shall be eligible for regular membership.
Section 4. Members shall take an active interest in the Association as evidenced by contributions in the form of presentation of papers, work on committees, and attendance at and participation in the Association’s annual conferences.
Article IV. – Officers
The Officers of this Association shall be President, Vice President, Treasurer, and Secretary.
- Election and term of office:
- Any regular member of the Association shall be eligible for election to any office of the Association.
- The term of office shall be one year.
Constitution and By-laws. - Election of officers shall take place at the Annual Business Meeting of the Association. Officers shall be elected by a majority of the members attending the Annual Business Meeting.
- Newly elected officers shall take office immediately after the Annual Conference of the Association to which they were elected.
- In the event an elected officer loses eligibility for regular membership during the term of office, that officer may continue to serve in that office to the end of that term.
- In the event an officer vacates the office for any reason, the remaining members of the Board of Directors shall elect by majority vote another regular member of the Association to serve in that office for the remainder of the term.
- In the event, that an elected officer whose status is changed to Emeritus during the term of office, and is willing to remain actively engaged, that officer is eligible to serve as a voting member of the Board of Directors at the discretion of the remaining Board of Directors.
- In the event, that an elected officer whose status is changed to Affiliate during the term of office, and is willing to continue to remain actively engaged, that officer is eligible to serve as a voting member of the Board of Directors at the discretion of the remaining Board of Directors.
Article V. - Board of Directors
Section 1. The Board of Directors of the Association shall consist of: Officers of the Association and the preceding President of the Association. The President of the Association shall also be the President of the Board of Directors.
Section 2. The Board shall be responsible for the dates for the Annual Conference of the Association unless the exact date shall have been approved by the Association at its last Annual Business Meeting.
Section 3. The Board shall have the authority to appoint small "Action Committees" from its membership for the purpose of expediting its work. Such action committees may be voted authority by the majority of the Board of Directors to act for the Board as a whole. Each member of the Board is entitled to one vote. Proxy voting will not be permitted.
Section 4. At all meetings of the Board of Directors, three directors present shall constitute a quorum. In the absence of a quorum, any action taken will be advisory only but may become legal action if confirmed by a majority vote by mail, electronic mail, or other electronic means of the members of the Board of Directors.
Section 5. The Board may approve or modify the registration fee of the Annual Conference and program initiated by the host University.
Article VI. – Amendments
This constitution may be amended by a two-thirds vote of the members present and voting at the Annual Business Meeting, providing notice of the proposed amendment has been given to all members thirty days in advance of the Annual Business Meeting.
Association of University Architects
BY-LAWS
As adopted at the
2021 Annual Business Meeting
June 23, 2021
Article I. – Membership
Section 1. Regular Membership:
Those individuals meeting the membership requirements outlined in Article III of the Constitution are eligible for regular membership in the Association.
Section 2. Election to Regular Membership:
All applications for regular membership shall be submitted to the Membership Chair. The Membership Chair shall submit completed applications along with any additional information and a recommendation to the Board of Directors for approval or rejection of membership. An affirmative vote by three members of the Board of Directors shall be required for approval.
Section 3. Affiliate Membership:
Affiliate Membership is available to members, or former members, only under the following circumstances:
- If, after being a regular member for five (5) or more years, the member or former member no longer meets the eligibility requirements established in Article III of the Constitution because:
- The member enters private practice, or
- The member is employed by an entity other than an institution of higher education.
- If, after being a regular member for two (2) or more years, a member no longer meets the eligibility requirements established in Article III of the Constitution because:
- The member relocates to another institution of higher education that already has a campus representative in the Association, or
- The member relocates to another institution of higher education but the new position does not meet the eligibility requirements for regular membership, or
- There is a change in the member’s employment responsibility within the same institution of higher education that no longer meets the eligibility requirements for regular membership.
- An Affiliate Membership confers and is subject to all the rights, privileges, and responsibilities of regular membership with the exception of the following limitations:
- Affiliate members shall not be entitled to vote or to be elected as an officer;
- Overt or covert solicitation of public or professional associations or the use of the term "AffiliateMember of the Association of University Architects" for such purposes is forbidden.
- Affiliate Members agree to accept a subordinate position with regard to institutional support of a voting membership in the Association. Failure to comply with any one of the foregoing will result in membership termination.
- Affiliate Membership may be conferred only after the written request of the ineligible Member and upon the approval of the Board of Directors.
- It is noted that Affiliate Members are to pay full dues and are subject to Termination of Membership in accordance with Section 6 of these By-Laws.
- An Affiliate Member who, because of a change in employment and/or responsibility becomes eligible for reinstatement as a regular member, may be reinstated by presenting a request to the Board of Directors stating their present circumstances. An affirmative vote by three members of the Board of Directors shall be required for reinstatement.
Section 4. Emeritus Membership:
Members of long-standing, who have worked diligently for the success of the Association, who are retiring from their position which previously entitled them to membership, and who are not otherwise eligible for Affiliate Membership may be elected to Emeritus Membership in the Association by recommendation of the Board of Directors and a majority of the votes cast by members present and voting in any Annual Business Meeting of this Association. A member of long-standing shall be defined as a member with a minimum of ten (10) years of Regular and/or Affiliate membership. Such emeritus members shall not be required to pay dues, and shall not be entitled to vote or to be elected as an officer, but may attend all meetings, and shall receive annually, free of charge, a copy of any publication of this Association.
Section 5. Honorary Membership:
The Honorary Membership recognizes those individuals who have made a major contribution to the field of campus planning and design and who would otherwise not be eligible for membership in the Association. Itis intended that Honorary Membership be reserved for very special individuals and that it be conferred only on an occasional basis. This membership may be conferred posthumously.
Any member of the Association may nominate an individual for Honorary Membership. Such nomination shall be made in writing to the Board of Directors and shall include a full resume of the individual to be considered along with all pertinent information in support of the nomination. An affirmative vote of three members of the Board of Directors shall be required to recommend approval of the nomination to the members at an Annual Business Meeting of the Association. A three-fourths vote by the members present and voting at the Annual Business Meeting will be required to confer Honorary Membership. Honorary members shall not be required to pay dues or be entitled to vote, but may attend all meetings, and shall receive annually, free of charge, a copy of all publications of this Association.
Section 6. Termination of Membership:
Membership in the Association may be terminated by the following actions:
- Resignation;
- When the conditions for eligibility as described in the Constitution cease to exist;
- The lack of interest in the Association, as evidenced by failure to attend meetings, nonparticipation, or failure to pay dues, shall be sufficient cause for the Board of Directors, by a majority vote, to drop such person from the membership roll. Members who miss three consecutive Annual Conferences, or who miss three of five Annual Conferences, for the purpose of these By-Laws, are considered to have a lack of interest. The Secretary of the Association shall promptly notify the member concerned of any pending action terminating membership at least one month prior to the Board meeting at which it will be considered, and inform the member that they may present in writing any extenuating circumstances that the Board should consider in reaching its decision. The Secretary shall also notify the member concerned of the Board’s decision and, if necessary, of the right of appeal provided for in Section 8.
Section 7. Change of Employment:
In the event of a member changing employment from one institution to another, membership may be retained provided the new position possesses the appropriate qualifications and is so certified by the Board.
Section 8. Appeals:
Any appeal by an individual of a decision made by the Board of Directors with respect to membership or Termination of membership must be made in writing to the Board. It shall be placed by the Board before the membership for discussion. A three-fourths majority vote by the membership present will be required to overturn the action taken by the Board.
Section 9. Rights and Privileges:
A member is entitled to:
- A copy of the proceedings of the Annual Conference of the Association, synopses of prepared papers, electronic documents, and the minutes of the Annual Business Meeting;
- Propose, subject to the approval of the Board, the name or names of guests to be invited to the Annual Conference;
- Offer nominations of potential Officers of the Association and Distinguished Service Awards;
- Suggest subjects for papers or discussions at the meetings of the Association.
Article II. – Finances
Section 1. Dues:
- Annual membership dues of this Association shall be as determined by the Board of Directors and shall be due and payable at the time of the Annual Conference.
- A registration fee shall be charged for those in attendance at the Annual Conference.
Section 2. General Fund:
All income from membership dues, and all income from other sources, shall be deposited in a bank and shall be available to pay the expenses of the Association as provided for in the Constitution.
Section 3. Bonds and Audits:
The Board of Directors shall provide for all fiscal arrangements, may require bonds for the officers of the Association charged with the handling of funds, and may provide for audits of the accounts.
Article III. – Officers
Section 1. The President shall:
- Be the executive officer of the Association
- Be a member of and President of the Board of Directors.
- Preside at the meetings of the Association and at all meetings of the Board of Directors.
- Have authority to appoint all committees and task-forces of the Association not otherwise provided for.
- Be responsible for the general supervision and direction of the affairs of the Association.
Section 2. The Vice President shall:
- Occupy the office and assume the functions of the President in their absence.
- Assign responsibilities to scribes, photographers, sketch artists and others to gather and record highlights of the Annual Conference. Oversee creation of an electronic publication to be posted on the AUA website and committed to archives.
Section 3. The Treasurer shall:
- Collect all dues and other money owing to the Association and have custody of all funds. The Treasurer may be bonded as directed by the Board of Directors.
- Pay all bills and other obligations against the Association except individual bills for unbudgeted expenses in excess of One Hundred Dollars ($500.00), which shall be referred to and receive the approval of the Board of Directors before payment.
- Keep financial records and render a report at the Annual Business Meeting of the Association, showing all receipts and expenditures for the current year.
- Prepare the proposed operating budget for the next fiscal year of the Association.
Section 4. The Secretary shall:
- Keep a record of the minutes of the Annual Business Meetings and of the meetings of the Board of Directors, distribute the minutes to the members of the Association, and send a copy of such minutes to the Vice President for publication in the annual newsletter.
- Respond to miscellaneous correspondence throughout the year.
- In coordination with the membership, chair obtain pertinent information concerning applicants and maintain the official membership records, including the Association’s membership directory.
Section 5. The Past President shall:
- Review and evaluate the documents pertaining to the governance and operation of the Association and propose necessary changes to the Board.
- Serve as Chair of the Nominating Committee.
- Be responsible for the creation, delivery, and presentation of the various gifts, awards, certificates, and resolutions.
Article IV. - Board of Directors
The Board of Directors shall:
- Rule on questions of policy that arise between Annual Conferences.
- Act as the membership committee in coordination with the membership chair.
- Authorize expenditures from the Association treasury for unbudgeted obligations in excess of $500 during the interim between Annual Conferences of the Association.
- Following a recommendation by the President, propose to the Association Membership for its approval by majority vote at the Annual Business Meeting, a Nominating Committee consisting of the immediate Past President as Chair, two additional Past Presidents, and three regular members in good standing. The Nominating Committee will solicit nominations for officers from the membership, review the nominations, and forward to the Board for its approval a recommendation of a slate of candidates to stand for election as officers at the following Annual Business Meeting, as provided for in the constitution.
Article V. – Meetings
Section 1. Annual Conference and Business Meeting:
- The Annual Conference shall be held at a place selected by a majority of the votes cast at a preceding Annual Business Meeting. In case of a tie, the Board of Directors shall decide.
- An Annual Business Meeting will be held at each Annual Conference, at which the Association’s official business shall be transacted as provided for in the Constitution and By-Laws. Only members will be admitted to the Annual Business Meeting.
- A majority of the voting members of this Association shall constitute a quorum to transact business at the Annual Business Meeting.
Section 2. Procedure:
- The Association shall be governed by Robert's Rules of Order.
- Each Regular member shall be entitled to one vote.
Article VI. – Publications
Create a synopsis of the program presented at the Annual Conference. (see Article III. – Officers, Section2. The Vice President, Item b.) Prepare and distribute to the members as part of the electronic publications be posted on the AUA website.
The Board of Directors may authorize the distribution of any other material that it considers to be of value to the members and may authorize the payment of same from any funds available.
A copy of the minutes of the Annual Business Meeting shall be prepared by the Secretary and sent to the Vice President for publication in the annual newsletter.
Article VII. – Amendments
These By-Laws may be amended at any Annual Business Meeting by a majority vote of the members present and voting without previous notice.