1. The name of this organization shall be the Colorado Conference of the American Association of University Professors. The Conference shall operate as a social welfare organization under Section 501(c)(4) of the Internal Revenue Code for the purposes state below. The Conference is formally chartered by the American Association of University Professors (AAUP). The national AAUP is an unincorporated national membership organization, which is tax exempt under Section 501(c)(3) of the Internal Revenue Code.

2. The objectives of the Conference shall be to further cooperation among AAUP chapters in Colorado and to promote the principles and policies of the AAUP within the state of Colorado. Those principles and policies include promoting the interests of higher education; protecting academic freedom and tenure; facilitating cooperation among all facets of college and university communities; encouraging and facilitating shared governance; and advancing the standards, ideals, and welfare of the academic profession.

3. In furtherance of the purposes described above, but not in limitation thereof, the Conference shall have the power to conduct studies; to disseminate statistics and other information; to disseminate information on the principles and practices of education; to build and maintain legislative relations; to engage in various fund-raising activities; to seek external funding to support conference activities; to conduct promotional activities, including advertising and publicity, in or by any suitable manner of media; to hold such property as is necessary to accomplish its purposes; and to employ individuals to represent the Conference in lawsuits, negotiations, and for other purposes. This Conference is organized and operated for the above stated purposes, and for other nonprofit purposes, and no part of any net earnings shall inure to the benefit of any member.

4. Anyone eligible for Active, Associate, Retired, Emeritus, Part Time, or Graduate Student membership in the National Association shall be eligible for membership of similar class in this Conference.

1. Officers: The Executive Council of the Colorado Conference shall consist of the President, Vice President for Legislative Affairs, Vice President for Administrative Affairs, Secretary, Treasurer, Immediate Past President, the President or designated representative from each Colorado university or college chapter of the AAUP, and three additional Council members elected from campuses without AAUP chapters.1

a. The officers and at-large members shall be elected in alternate years for two year terms.

b. No more than two members of the Executive Council may be from the same Colorado institution of higher education.

c. To be eligible for the office of President, a candidate must have been a member of the Executive Council within the ten years preceding the election.

2. Election of Officers: Election of officers shall be by secret ballot.

3. Duties: The Executive Council shall act as the governing body of the Conference between Conference meetings. It shall assume responsibility for the Conference’s continuing effective presence in the state of Colorado, keeping all positions on the Executive Council filled as vacancies occur. Other duties of the Executive Council shall be specified in the Conference By-Laws.

1. The Conference shall meet annually in the fall at such time and place as may be decided upon by the Executive Council.

a. Members present shall constitute a quorum.

b. Notification of the Annual Meeting of the Conference shall be distributed at least thirty days prior to the scheduled meeting.

c. The agenda will normally be distributed to Conference members at least three weeks before the meeting.

2. Special Conference meetings may be called by the Executive Council. The Council shall convene such a meeting within thirty days of the decision.

3. All members of the Conference who attend a regular Annual or Special meeting of the Conference shall be eligible to vote on all matters before the body, provided that their national and state dues are current, except as provided in the next paragraph.

4. Proportional voting: The active members of the Conference in each Chapter may elect not more than one delegate for each fifteen active members or fraction thereof at the institution, to any Annual or Special meeting of the Conference. All members of the Conference shall be entitled to the privileges of the floor, but only active members may vote. On request of one-fifth of the delegates present, a proportional vote shall be taken. In a proportional vote, the elected delegate(s) from each Chapter shall be entitled to a number of votes equal to the number of active members at the institution. Any other active member not at an institution represented by an elected delegate shall be entitled to an individual vote. In case a Chapter has more than one delegate, each delegate may cast an equal portion of the votes to which the Chapter is entitled.

5. In extraordinary circumstances, upon request of unanimous vote of the Executive Council, the Conference may conduct a vote by e-mail. The Conference Vice President will be responsible for distribution of the ballot to each Chapter President and to all other Conference members not represented by a Chapter. Each Chapter may cast as many votes as a unit as it has Conference members in good standing. Chapters and individual members not represented by a Chapter must respond within fourteen calendar days.

Any mandatory collection of Colorado Conference dues and fees by the Conference must be approved by a majority vote of the Conference membership through a secret ballot.2

Conference dues collected by the Conference shall be set either by a majority vote of the delegates voting at the Annual Meeting or by a majority vote of the members of the Conference Executive Council that is then ratified at the next Special or Annual Conference Meeting. Alternatively, integrated mandatory dues may be collected by the national office of the AAUP according to their fee schedule.

No part of the net earnings of this organization shall inure to the benefit of or be distributed to any director, employee or other individual, partnership, estate, trust or corporation having a personal or private interest in the Conference. Compensation for services actually rendered and reimbursement for expenses actually incurred in attending to the affairs of the Conference shall be limited to reasonable amounts.

Upon dissolution of the Conference, assets shall be disposed of exclusively for the purposes of the Conference or distributed to such organizations that shall, at the time, promote goals compatible to those of the Conference and shall qualify as exempt organizations under Sections 501(c)(4) or 501(c)(3) of the Internal Revenue Code.

1. Procedure: Robert’s Rules of Order, current revisions, shall be the authority for this Chapter in matters of parliamentary procedure. Provisions in this Constitution or By-Laws shall prevail over any contrary provisions in Robert’s Rules of Order.

2. By-Laws: The Chapter may adopt other such rules and By-Laws for the conduct of business as it deems necessary. Proposed By-Laws shall be circulated in writing to all members as part of the Conference meeting agenda and shall be read and discussed at a meeting of the Conference. By-Laws shall become effective by a simple majority of the members present and voting at the Conference Annual Meeting. By-Laws may be suspended by a two-thirds majority vote of delegates present and voting at the Annual Meeting of the Conference.

Amendments to this Constitution must be proposed by the Executive Council or petition of twenty (20) percent of the Conference membership to the Executive Council. Proposed amendments must be circulated in the Conference agenda in advance of the Conference meeting. Enactment of an amendment or a new constitution shall require a two-thirds majority of the eligible voters present at the Conference annual meeting.

This Constitution will be effective immediately upon adoption by the Conference at the Annual Meeting.
Note: This Constitution was adopted at a State Conference Meeting on April 26, 2003.

 

(Partial – more to be added later)

1. Duties of the Executive Council include:

a. To meet regularly to conduct the business of the Conference between Conference meetings;

b. To set the agenda for Conference meetings;

c. To create standing and ad hoc committees from time to time as they are deemed necessary to promote the welfare of the Conference. The chairperson and members of these committees shall be appointed by the Executive Council;

d. To select the members of the Nominating Committee

e. To distribute all official correspondence to all members of the Executive Council;

f. To fill interim vacancies of any elective offices;

g. To interpret the provisions of this Constitution;

h. To follow the latest revision of Robert’s Rules of Order in its scheduled meetings and where applicable, or by request, unless otherwise specified by this Constitution or By-Laws.

2. The Nominating Committee shall attempt to nominate at least two (2) candidates for each elective Conference office.

a. The Nominating Committee shall distribute a mail in ballot to each member of the Conference at least sixty (60) days prior to the date of the annual meeting of the Conference.

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¹ Amended November 1, 2003, deleted phrase “and five members … elected at large,….”
² Amendment added November, 2004.