ARTICLE
I
NAME
The name of this Association shall be the
American Association of Colleges of Nursing (AACN)
ARTICLE II
PURPOSES, FUNCTIONS
The American Association of Colleges of Nursing
is the national voice for baccalaureate and graduate-degree
nursing education. A unique asset for the nation, AACN serves
the public interest by providing standards and resources,
and by fostering innovation to advance professional nursing
education, research, and practice.
The American Association of Colleges of Nursing (AACN)
exists to serve the nation by:
a. Providing assistance to deans/directors and other members
of the nursing community through education, research, governmental
and public advocacy, and data collection;
b. Establishing standards for baccalaureate and graduate
nursing education and influencing deans/directors, institutions,
organizations, and agencies to accept and adopt those standards;
c. Influencing the nursing profession to improve health
care; and
d. Promoting public awareness and support of baccalaureate
and graduate nursing education, research and practice.
ARTICLE III
MEMBERSHIP
Membership categories for the Association are:
a. Institutional
b. Provisional Institutional
c. Emeritus
d. Honorary
e. Honorary Associate
Section 1. Institutional Membership
Institutional membership is open to any institution that
has a baccalaureate or higher degree program in nursing
that meets the following criteria:
a. Legal authorization to grant the credential to which
the program leads.
b. Institutional accreditation by an accrediting agency
recognized by the U.S. Secretary of Education.
c. Approval by the state agency that has legal authority
for educational programs in nursing. (Not applicable to
those programs in nursing over which the state board of
nursing has no jurisdiction.)
Section 2. Provisional Institutional Membership
Provisional institutional membership may be held for a
total of three (3) years and is open to any institution
that is in the process of developing a baccalaureate or
higher degree program in nursing that meets the following
criteria:
a. Legal authorization to grant the credential to which
the program leads.
b. Institutional accreditation by an accrediting agency
recognized by the U.S. Secretary of Education.
Section 3. Emeritus Membership
a. Emeritus membership may be conferred at the discretion
of the Board of Directors on thoseinstitutional representatives
who have retired from the deanship and upon whom the honorary
title emerita/emeritus has been conferred by their respective
institution.
b. Emeritus membership is conferred for the lifetime of
the recipient.
Section 4. Honorary and Honorary Associate Membership
a. Honorary membership may be extended at the discretion
of the Board of Directors to individuals who have resigned
the deanship. Criteria for selection include the following:
1. Individual has made a significant contribution to
Association goals during the period
served as an institutional representative, and
2. Individual is currently active in activities that
impact on nursing and health care.
b. Honorary associate membership may be extended at the
discretion of the Board of Directors
to any individual who has made an outstanding contribution
to the goals of the Association.
c. Honorary and honorary associate membership is conferred
for the lifetime of the recipient.
Section 5. Rights and Responsibilities of Members
a. The Institutional Member Representative:
1. Is the chief nurse administrator of the eligible
academic unit.
2. May hold an elected position of the Association.
3. May be appointed as chairperson or to serve on ad
hoc and standing
committees, projects, and task forces.
4. Is entitled to vote.
b. The Provisional Institutional Member Representative:
1. Is the chief nurse administrator of the eligible academic
unit.
2. May serve as a member of a committee or task force.
3. Is entitled to attend all meetings of the Association
as a non-voting member.
4. Is not eligible to hold an elected position or serve
as the chairperson of a standing committee.
5. Shall pay dues.
c. Emeritus, Honorary, and Honorary Associate Members:
1. May be requested by the President to serve as members
of committees; as chairperson or members of task forces,
projects, and ad hoc committees as appropriate to their
past achievements, contributions, and expertise.
2. Are entitled to attend all meetings of the Association
as non-voting members.
3. Are not eligible to hold elected positions or serve
as chairpersons of standing committees.
4. Emeritus members will not pay registration fees for
attendance at Annual and Semiannual Meetings.
5. Honorary and honorary associate members will pay
registration fees for attendance at Annual and Semiannual
Meetings while employed.
Section 6. Appointment to Emeritus, Honorary, and Honorary
Associate Membership
a. Individuals to be considered for appointment to emeritus,
honorary, and honorary associate membership will be nominated
to the Board of Directors by at least three institutional
members of the Association and must be approved by the majority
of the Board.
b. Not withstanding paragraph a above, past presidents
of AACN shall automatically be granted honorary membership
upon resignation from the deanship.
ARTICLE IV
DUES
Section 1. Establishment of Dues
a. Dues shall be established at the Annual Meeting and
shall become effective July 1 of the following fiscal year.
ARTICLE V
MEETINGS OF THE ASSOCIATION
Section 1. Meetings
a. The Association shall hold one annual meeting in the
spring of each year and a semiannual meeting in the fall
and at other times as the Board of Directors shall determine.
b. The representative of each institutional member whose
dues are paid is eligible to cast one vote.
Section 2. Quorum and Vote
Representatives of one-fourth of the institutional members
shall constitute a quorum. The majority of votes cast shall
decide any matter brought before such meeting unless otherwise
specified in these bylaws.
ARTICLE VI
BOARD OF DIRECTORS
Section 1. Powers
All powers of the Association are vested in and shall be
exercised by the Board of Directors during intervals between
meetings of the Association unless otherwise prescribed
in these bylaws.
Section 2. Membership
The Board of Directors shall consist of:
a. The elected officers.
b. Seven elected members-at-large who shall serve a two-year
term and who may serve no more than two consecutive terms.
Section 3. General
a. The Board shall meet at least twice annually and with
such additional frequency as the business of the Board shall
require.
b. Notice
The President or Secretary shall provide Directors prior
notice of meetings in accordance with established policies.
c. Quorum
The majority of members shall constitute a quorum for
the Board of Directors providing two elected officers are
among those present or participating.
d. Voting
Unless otherwise specified in these bylaws, action of
the Board of Directors shall be by majority vote of those
members present and voting at a meeting at which a quorum
has been established.
e. Minutes
The Secretary shall make or cause to be made true and
complete minutes of all Board meetings and other Board actions.
Where Board action is taken other than by meeting in person,
the results of Board action shall be circulated in writing
to all Board Members as soon thereafter as feasible, and
appended to the minutes of the next meeting of the Board
held in person.
Section 4. Executive Committee
During intervals between meetings of the Board of Directors,
the Executive Committee, comprised of the President, the
President-elect, the Secretary, and the Treasurer, is vested
with the power to approve of or respond to conditions of
grants and contracts or to represent the Board with Executive
Committees or Boards of other organizations and other powers
that the Board shall from time to time delegate. The Executive
Director serves as staff to the Executive Committee. Minutes
of the Executive Committee should be kept and reported at
the next Board meeting.
Section 5. Vacancies
a. If a vacancy occurs among the elected officers of the
Association, the Board shall fill the vacancy until an election
is held to fill the unexpired term.
b. Board appointees to fill such a vacancy in the office
of President, President-elect, Secretary, or Treasurer shall
come from the existing members of the Board.
c. If a vacancy occurs in both the offices of the President
and President-elect, the Secretary shall serve as President
until the vacancy is filled by a Board appointee.
d. If a vacancy occurs among the elected members-at-large
within six months before the member's term of office ends,
the executive committee will determine whether the vacancy
will be filled and if so, how to fill the vacancy.
e. A special election will be held by mail ballot to fill
any vacant member-at-large position if more than six months
remains in the term.
ARTICLE VII
OFFICERS
Section 1. Officers
The Officers of the association shall be the President,
President-elect, Treasurer and Secretary. The offices of
President and Secretary may not be held by the same person.
Section 2. Term of Office
a. The Officers shall be elected by ballot to serve a term
of two years or until their successors are elected.
b. The Secretary and Treasurer may not serve more than
two consecutive terms in the same office. The President
and President-elect may not serve more than one full, elected
term in office. No one shall hold more than one office at
a time.
c. The term of office shall begin at the close of the Annual
Meeting at which officers are declared elected.
Section 3. Duties of Office
a. Officers of this Association shall perform the duties
usually performed by such officers, together with such duties
as shall be prescribed by the Association membership, by
the Board of Directors, and by Robert's Rules of Order,
Newly Revised when not in conflict with the bylaws of this
Association.
b. The President of the Association shall:
1. Preside at all meetings of the Association and the
Board of Directors.
2. Appoint members to standing committees except for
the Nominating Committee.
3. Appoint chairpersons to standing committees except
for the Nominating Committee from the elected members-at-large
of the Board of Directors.
4. Appoint chairpersons and members to special and ad
hoc committees, task forces, and projects.
5. Be an ex-officio member of all committees except
the Nominating Committee.
6. Delegate administrative functions to the Executive
Director.
7. Give approval on behalf of the organization to all
grant or contract applications.
8. Serve as a signatory officer for the Association.
9. Serve as an official spokesperson for the Association.
c. The President-elect of the Association shall:
1. Assume the duties of the President in the President's
absence.
2. Perform such other functions in the interest of the
Association as may be assigned by the President.
d. The Treasurer of the Association shall:
1. Make regular financial reports to the membership
of the Association and to the Board of Directors.
2. Serve as chairperson of the Finance Committee and
report its recommendations to the Board of Directors.
e. The Secretary of the Association shall:
1. Cause the minutes to be taken.
2. Issue the call to meetings.
ARTICLE VIII
ELECTIONS
Section 1. Elected Positions
Elected positions in the Association shall be President,
President-Elect, Secretary, Treasurer, seven Board members-at-large
and four members of the Nominating Committee. All elected
individuals must be from institutions whose annual dues
are paid.
Section 2. Method of Election
a. Elections shall take place by mail ballot prior to each
Annual Meeting.
b. Ballots setting forth the slate of candidates shall
be mailed at least 45 but not more than 90 days prior to
the opening date of the Annual Meeting.
c. Unless otherwise called for in the bylaws, the slate
of candidates for election will be as follows:
1. In even-numbered years, the President-elect, Secretary,
three Board members-at-large, and two Nominating Committee
members will be elected for a 2-year term.
2. In odd-numbered years, the Treasurer, four Board
members-at-large and two Nominating Committee members
will be elected for a 2-year term.
d. The President-elect shall assume the office of President
in even-numbered years.
Section 3. Report
Ballots shall be counted by tellers appointed by the President
and results shall be announced by the President.
ARTICLE IX
NOMINATING COMMITTEE
Section 1. Nominating Committee Membership
In all years after 2004, the Nominating Committee shall
consist of five members including four elected members and
the immediate past-president. Elections will be via a mail
ballot at the same time and under the same guidelines as
other elected positions.
Section 2. Duties of the Nominating Committee
It shall be the duty of the Nominating Committee to:
a. Prepare a slate of candidates for the offices and positions
on the Board to be filled as described in Article VIII,
2c.
b Determine members' interest in serving on the Board of
Directors or on the Nominating Committee.
c. Accept nominations from the membership prior to developing
the ballot.
d. Obtain the consent of each candidate to serve.
e. Report at the business session of the fall meeting and
take nominations from the floor.
f. Nominating Committee members cannot nominate themselves
for Board positions.
Section 3. Vacancies
If a vacancy of one of the members occurs, that vacancy
shall be filled from the unelected members on the ballot
for the Nominating Committee on the basis of the highest
number of votes.
ARTICLE X
COMMITTEES
Section 1. Standing Committees
In addition to the Nominating Committee, which is elected
by the membership, there shall be four standing committees
of the Association;
a. Finance
b. Governmental Affairs
c. Membership
d. Program
Section 2. Committee Membership
a. The Finance Committee shall have at least two members
appointed by the President in addition to the chairperson
who is the Treasurer of the Association.
b. The remaining standing committees except the elected
Nominating Committee shall have a chairperson appointed
by the President from the elected members-at-large of the
Board of Directors, and at least two other members of the
Association appointed by the President.
c. All committee chairpersons are appointed for a two-year
term. Not more than one-half the members of any committee
may be reappointed.
d. If a vacancy occurs in a committee chairpersonship,
except the Nominating Committee, the President shall appoint
as a replacement another Board member to serve the unexpired
term.
e. Terms of committee members shall be concurrent with
the term of the President. Interim appointments shall terminate
with the appointing President's term of office.
Section 3. Duties of Standing Committees
a. The Finance Committee shall:
1. Develop annual multi-year financial plans to fund
association programs.
2. Conduct quarterly reviews of progress against financial
plan.
3. Oversee association investments.
4. Review annual audit of association operations.
5. Oversee presentation of financial plan to the Board
of Directors and membership.
6. Develop guidelines for financial management.
7. Recommend to the Board changes in dues structure
as indicated by budgetary needs.
8. Recommend criteria and costs for hardship consideration
to the Board; implement criteria and policy.
b. The Governmental Affairs Committee shall:
1. Facilitate interchange between the Association's
members and legislative, regulatory, and policy-making
bodies.
2. Advise the President, Board of Directors, and staff
on legislative, regulatory, and policy matters relating
to nursing education, nursing research, and related issues.
3. Recommend individuals to the President for nomination
to federal agency committees, task forces, and advisory
groups.
c. The Membership Committee shall:
1. Review institutional and provisional institutional
membership applications.
2. Oversee the annual review of institutional eligibility
and make recommendations to the Board for termination
of membership when appropriate.
3. Plan, implement and evaluate recruitment and retention
strategies.
d. The Program Committee shall:
1. Plan and make arrangements for program meetings of
the Association.
2. Carry out other responsibilities delegated by the
Board.
Section 4. Other Committees/Task Forces
The President shall appoint such other committees or task
forces as deemed necessary to carry on the work of the Association.
Section 5. Duties of Committee Chairperson
a. Develop rules of procedure for committee operation.
b. Call meetings of the committee.
c. Develop an annual budget to cover committee activities
and submit to Finance Committee on request for inclusion
in the fiscal year's budget.
d. Present a report of committee activities at Board
meetings and to the membership at the Annual Meeting.
Section 6. Committee Meetings
Each committee shall meet at least annually and at other
times as deemed by the chairperson to be necessary for accomplishing
committee business. Committee activities may be carried
out by correspondence, conference phone call, or electronic
mail.
ARTICLE XI
EXECUTIVE DIRECTOR
An Executive Director shall be employed by and be responsible
to the Board of Directors. The Executive Director shall
manage the business and activities of the association including
managing and directing all operations, programs, activities
and affairs of the Association.
ARTICLE XII
PUBLICATIONS
The Association shall have an official publication and
an editor shall be appointed for a specified term by the
Board of Directors.
ARTICLE XIII
PARLIAMENTARY AUTHORITY
The rules contained in Robert's Rules of Order, Newly Revised
shall govern the Association in all cases to which they
are applicable and in which they are consistent with these
bylaws.
ARTICLE XIV
AMENDMENT OF BYLAWS
Section 1. These bylaws may be amended at any meeting
by a 2/3 majority vote of those present and voting, provided
one month previous notice has been given to the membership
and the proposed amendments have been approved by the Board
of Directors.
Section 2. If no previous notice has been given,
and/or the proposed amendments have not been approved by
the Board of Directors, these bylaws may be amended by a
99 percent vote of those present and voting at any meeting.
ARTICLE XV
INDEMNIFICATIONS
The Association shall indemnify the Executive
Director and each officer and Board member-at-large of the
Association against expenses incurred in connection with
the defense of any action brought against the Executive
Director or officer or Board member-at-large as a result
of their duties on behalf of the Association unless it is
determined that the individuals involved did not act in
good faith in the performance of their duties.
December 2005
