Changes to the AHA's Constitution

AHA Staff, September 2007

Editor's note: As readers will have noted from Executive Director Arnita Jones's essay, “Time for Change," the AHA's Council is proposing amendment of the Association's constitution to enable the AHA to meet its members' needs more effectively and efficiently. To facilitate debate about the proposed amendments, we are printing below the text of the constitution with the proposed amendments indicated by strike-throughs and blue text. The text will also be made available online. AHA members will be given an opportunity to debate the pros and cons of amending the constitution in a special web log created for this purpose.

Article I: Name

The name of this society shall be the American Historical Association.

Article II: Purpose

Its object shall be the promotion of historical studies through the encouragement of research, teaching, and publication; the collection and preservation of historical documents and artifacts; the dissemination of historical records and information; the broadening of historical knowledge among the general public; and the pursuit of kindred activities in the interest of history.

Article III: Membership

Membership in the Association shall be open to any person interested in history on the payment of one year's dues. Any member whose dues are in arrears shall be dropped from the roll. Members who have been so dropped may be reinstated at any time by the payment in advance of one year's dues. Only members in good standing shall have the right to vote or hold office in the Association. Honorary members of the Association may be elected by the Council. The Council may elect honorary members of the Association, and such honorary members shall be exempt from payment of dues.

Article IV: Officers

Section 1: The elected officers shall be: the president, the president-elect, the immediate past-president, and three vice-presidents. The appointed officers shall be: the executive director, the deputy executive director, the editor of the American Historical Review, and the controller, and such other officers as the Council considers necessary from time to time for the proper operation of the Association.

Section 2: The president shall be elected for a one-year term. It shall be his or her duty to preside at meetings of the Council and at the business meeting and to formulate policies and projects for presentation to the Council to fulfill the chartered obligations and purposes of the Association. After his or her term the president shall become the immediate past-president for a one-year term.

Section 3: The president-elect shall be elected for a one-year term. He or she shall be a member of the Council. If the office of president shall, through any cause, become vacant, the president-elect shall thereupon become president.

Section 4: Each of tThe vice-presidents shall be elected for a staggered three-year terms. He or she Each shall serve as a member of the Council and as chairman of a Ddivisionnal Committee of the Council (as described in Article VI). composed of one other member of the Council appointed annually by the president and three members each elected for staggered three-year terms. Division Committee composed of three other elected members of the Council. Section 5. It shall be the duty of each vice-president, under the direction of the Council and with the assistance of the executive director, to formulate policies and projects for submission to the Council on behalf of his or her respective dDivision.

Section 6 5: The executive director shall be the chief administrative officer of the Association. It shall be his or her duty, under the direction of the Council, to oversee the affairs of the Association, to have responsibility for the continuing operations of the Association, to supervise the work of its committees, to assist in the formulation of policies and projects for submission to the Council, to execute instructions of the Council, and to perform such other duties as the Council may direct.

The Council may appoint a deputy executive director who shall serve under the provisions of Article IV, Section 7 (which limits an individual term of appointment to a maximum duration of five years), as deputy and principal assistant to the executive director in the conduct of the continuing operations of the Association.  The deputy executive director shall assist in the supervision of its committees and support the divisions and the Council. (Approved by membership, November 1995, Confirmed by Council January 4, 1996.)

Section 7 6: The appointed officers shall be designated by the Council for specified terms of office not to exceed five years and shall be eligible for reappointment. They shall receive such compensation as the Council may determine.

Article V: Council

Section 1: There shall be a Council constituted as follows:

(a) The president, elected for a term of one yearthe president-elect, elected for a term of one year president-elect, immediate past-president, and the three vice-presidents, elected for staggered terms of three years.

(b) Nine members who have been elected to one of the Ddivisions of the Council. Elected members, six in number, chosen by ballot in the manner provided in Article VIII. These members shall be elected for a term of three years, two to be elected each year, except in the case of elections to complete unexpired terms.

(c) The immediate past president, who shall serve for a one-year term.

(d)(c) The executive director, editor of the American Historical Review, deputy executive director and deputy executive director, serving and controller as a non-voting members.

Section 2: The Council shall conduct the business, manage the property, and care for the general interests of the Association. The Council shall fix the amount of dues and the date on which any change of dues becomes effective. It may appoint such committees as it deems necessary. The Council shall call an annual meeting of the Association at a place and time it deems appropriate. It shall report to the membership on its deliberations and actions through the publications of the Association and at the business meeting.

Section 3: To transact necessary business in the interim between meetings of the Council, there shall be an Executive Committee composed of the president, the president-elect, immediate past-president, and three vice presidents. not more than three other voting members of the Council elected annually by the Council. The Executive Committee in the conduct of its business shall be subject always to the general direction of the Council.

Section 4: For the general management of the financial affairs of the Association, there shall be a Finance Committee composed of the president, the president-elect, and not more than three other voting members of the Council elected annually by the Council.

Article VI: Divisions

Section 1: There Council of the Association shall have three divisions: shall be a Research Division, a Teaching Division, and a Professional Division. of the Association, each with its appropriate vice-president and divisional committee. Each division shall act under the direction of the Council, and be comprised of a vice-president and three other members elected to that division.

Section 2: It shall be the duty of the Research Division, under the direction of the Council, to help promote historical scholarship, to encourage the collection and preservation of historical documents and artifacts, to ensure equal access to information, and to foster the dissemination of information about historical records and research.

Section 3: It shall be the duty of the Teaching Division, under the direction of the Council, to collect and disseminate information about the training of teachers and about instructional techniques and materials, and to encourage excellence in the teaching of history in the schools, colleges, and universities.

Section 4: It shall be the duty of the Professional Division, under the direction of the Council, to promote integrity, fairness, and civility in the practice of history, to collect and disseminate information about employment opportunities, and to help ensure equal opportunities for all historians, regardless of individual membership in the Association.

Article VII: Business Meeting

Section 1: The Council shall call a business meeting, open to all members of the Association in good standing, to convene at the time of the annual meeting.

Section 2: The business meeting by a majority vote, may consider resolutions submitted by Council or by a petition signed by 1 percent of the membership, and deal with proposals of any kind concerning the affairs of the Association, receive reports of officers and committees, instruct officers and the Council, and exercise any powers not reserved to the Council, Nominating Committee, Board of Trustees, and elected or appointed officers of the Association.

Section 3: All measures adopted by the business meeting shall come before the Council for acceptance, nonconcurrence, or veto. If accepted by the Council, they shall be binding on the Association.

Section 3 4: The Council may veto any measure adopted at the business meeting that it believes to be in violation of the Association's constitution, or the law, or financially or administratively infeasible. The Council shall publish an explanation for each such veto. All measures adopted by the business meeting shall come before the Council for acceptance, nonconcurrence, or veto. If accepted by the Council, they shall be binding on the Association.

Section 4: The Council may veto any measure adopted by the business meeting that it believes to be in violation of the Association's constitution or which, on advice of counsel, it judges to be in violation of law. The Council shall publish an explanation for each such veto.

Section 5: The Council may vote not to concur in any measure adopted by the business meeting. Within ninety days of such vote, the Council shall submit the measure to a vote of the entire membership with an opportunity for the proponents of the measure and the Council to set forth their respective positions. of the Council meeting following the business meeting, the Council shall publish its opinion of each measure with which it does not concur and submit the measure to a mail ballot of the entire membership. If approved by a majority of the members in the mail ballot voting, the measure shall be binding on the Association.

Section 6: The Council may postpone implementation of any measure adopted by the business meeting or approved by mail ballot that in its judgment is financially or administratively unfeasible. The Council shall publish an explanation of each such decision and justify it at the subsequent business meeting.

Article VIII: Committees

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.

Article IX: Elections

Section 1 2: There Nominating Committee shall nominate, by shall be an annual mail ballot, election candidates for the offices of president, president-elect; a Division vice-president; and members of the Ddivisionsal Committee, member of the, Nominating Committee, and elected member of the  Committee on Committees; and the unexpired term of any elected position that is vacant. On the annual ballot the Nominating Committee shall, except as hereinafter provided, present one name for the office of president, two names for the office of president-elect, and two or more names for each office of vice-president which shall be prospectively vacant, and two or more names for each position on the Council, on the Nominating Committee, on the Committee on Committees, and on the Divisional Committees, where like prospective vacancies shall exist, and the names of any persons nominated by petition as specified in Section 3 of this Article. But the Council may, in its bylaws or by resolution, provide for additional nominations to be made by the Nominating Committee for any position where there is a vacancy through death or by resignation of a candidate.

Section 3: Nominations may also be made by petitions carrying in each case the signatures of one hundred or more members of the Association in good standing and indicating in each case the particular vacancy for which the nomination is intended. Nominations by petition must be in the hands of the chairman of the Nominating Committee at least three months before the annual meeting. In distributing the annual ballot by mail to the members of the Association, the Nominating Committee shall present and identify such candidates nominated by petition along with its own candidates, having first ascertained that all candidates have consented to stand for election.

Section 4 2: The annual ballot shall be distributed mailed to the full membership of the Association at least six weeks before the annual meeting. No vote received after the due date specified on the ballot shall be valid. Election shall be by plurality of the votes cast for each vacancy. The votes shall be counted and checked in such manner as the Nominating Committee shall prescribe and shall then be sealed in a box and deposited in the headquarters of the Association, where they shall be kept for at least one year. The results of the election shall be announced at the business meeting and in the publications of the Association. In the case of a tie vote, the choice among the tied candidates shall be made by the business meeting a coin flip shall determine the winner.

Section 3: The Nominating Committee shall act as the supervisor of any election and all issues relating to any election shall be referred to it for final decision. The Nominating Committee shall keep all records of elections in a secure place for a period of not less than one year.

Article IX

There shall be a Board of Trustees, five in number, consisting of a chairman and four other members, nominated by the Council and elected at the business meeting of the Association. Election shall be for a term of five years except in the case of an election to complete an unexpired term. The Board of Trustees, acting by a majority thereof, shall have the power, under the policy direction of the Council, to invest and reinvest the permanent funds of the Association with authority to employ such agents, investment counsel, and banks or trust companies as it may deem wise in carrying out its duties, and with further authority to delegate and transfer to any bank or trust company all its power to invest or reinvest. Neither the Board of Trustees nor any bank or trust company to whom it may so transfer its power shall be controlled in its discretion by any statute or other law applicable to fiduciaries, and the liabilities of the individual members of the board and of any such bank or trust company shall be limited to good faith and lack of actual or willful misconduct in the discharge of the duties resting on them. The Finance Committee of the Council shall meet at least once each year with the Board of Trustees of the Association to discuss investment policies and the financial needs of the Association.

Article X: Amendments

Amendments to this constitution may be proposed by: (1) by the Council, (2) by petition to the Council of one hundred or more members in good standing, or (3) by resolution at an annual business meeting on a majority affirmative vote of twenty-five members in good standing. Any amendment shall be reported to the membership with arguments pro and con, if appropriate, and shall be included in the next annual vote for election of officers and committee members. Any amendment receiving a plurality of the votes cast in the election shall be considered adopted. An amendment so proposed shall be reported to the membership through an appropriate Association publication at least six weeks in advance of the subsequent earliest annual business meeting for which such notice is possible, and shall be placed on the agenda of that meeting for discussion and advisory vote. Thereafter, the proposed amendment shall be submitted to the membership of the Association, accompanied by summary statements of the pro and con arguments thereon, for approval or rejection by mail ballot.

Article XI: Bylaws

The Council may adopt bylaws not inconsistent with the provisions of the constitution on any matter of concern to the Association.

Article XII: Interim Procedures

On the adoption of this constitution, the Council shall have the power to decide the details of the transition from the existing organization to that embodied in this document.