American Genetic Association

Registered with the state of Maryland, 1990

Article I. Name

Section 1. The name of the association shall be the American Genetic Association (hereinafter called "the Association").

Article II. Purpose

Section 1. The purpose of the Association shall be to encourage the study of genetics and to promote the application of genetic principles to plant and animal improvement and to the advancement of human welfare.

Article III. Membership and Dues

Section 1. The Association shall consist of individual members, student members, emeritus members, life members, patrons, honorary members, and sustaining members.
- A. Individual members. Persons interested in the purpose of the Association shall be eligible for membership. Where husband and wife both qualify as individuals members and they elect a combined membership, each of them shall be entitled to all privileges except for receiving only one subscription to The Journal of Heredity.
- B. Student members. Persons interested in the purposes of the Association who are principally full or part-time students or post-doctoral trainees shall be eligible for student membership.
- C. Emeritus members. Members in good standing, when permanently retired, shall be granted emeritus membership upon confirmation of retirement.
- D. Life members. Members in good standing may become life members by paying to the Association an amount fixed by the Council, and thereafter, shall not be required to pay dues.
- E. Patrons. Persons may become patrons by paying to the Association an amount fixed by the Council. Patrons shall be considered life members.
- F. Honorary members. Honorary members shall be persons who have attained eminence by promoting the objectives of the Association and shall be elected to honorary membership by a majority vote of the Council.
- G. Sustaining members. Any organization interested in any area of genetics shall be eligible for sustaining or associate sustaining membership.
Section 2. Individual members, student members, emeritus members, life members, and patrons shall be entitled to vote and to all other privileges of membership. Each sustaining member shall have the privilege of formally designating one delegate as a representative to any meeting of the Association. This delegate shall be eligible to vote and hold office only if that person is an individual member of the Association. Student members and honorary members shall not vote.
Section 3. Application for membership shall be made in writing to the publisher of The Journal of Heredity and must be accompanied by payment of the annual dues. Election to membership shall be subject to approval by the Executive Committee.
Section 4. Dues for each class of membership shall be fixed by the Council.
Section 5. Members who have not paid dues for one year shall be dropped from the rolls.

Article IV. The Council

Section 1. The affairs, funds, and property of the Association shall be managed by a Council. This Council shall report to the Association through the offices of the Association, as appropriate.
Section 2. The Council shall consist of ex officio members [the president, the president elect, the secretary, the treasurer, the immediate past president (voting members), the executive vice president (nonvoting), and the academic editor (nonvoting)] and nine elected members (voting). Three of the elected members shall be elected each year by mail ballot of the membership to serve for three years. Members may choose to submit ballots by post or electronically. A majority of votes cast by the membership shall be necessary for election. Elected members of the Council shall not be re-elected for successive terms, except where a Council member has served less than two years of an unexpired term.
Section 3. Vacancies in the Council shall be filled at the next regular election held in accordance with Article VI, Section 4.
Section 4. The Council shall make all decisions relating to representation of the Association on boards, councils, etc., of other organizations.
Section 5. Newly elected members of the Council shall assume their duties and responsibilities and serve their terms of office beginning January 1 of the year following their election.

Article V. Officers

Section 1. The officers of the Association shall be general officers elected by mail ballot of the membership. Members may choose to submit ballots by post or electronically. An executive vice president and a treasurer, nominated by the Committee on Nominations, and an academic editor, nominated by the Publications Committee, shall serve with these officers. The latter three shall be appointed by the president with approval of a majority of the Council.
Section 2. The general officers of the Association shall be a president, a president elect, and a secretary. The president and president-elect shall serve one-year terms, with the president- elect automatically advancing to president the next year. The secretary shall serve a three year term to be staggered with the term of the treasurer. Should the office of president become vacant, the president-elect shall complete the unexpired term. Vacancies in the other offices shall be filled by presidential appointment with approval of a majority of the Executive Committee.
Section 3. The president shall be the principal executive officer of the Association and shall preside at the meetings of the Association, the Council, and the Executive Committee.
- A. The president shall appoint standing committees and shall appoint and dissolve special committees as required for conducting the business of the Association.
- B. The president shall appoint a member or members of the Association, as appropriate, to represent the Association on boards, councils, etc. of those organizations with which Council has approved representation.
  Section 4. In the absence of the president, the president's duties shall devolve upon the president-elect.
Section 5. In the absence of both the president and president elect, members of the Association may, at either an annual meeting or a special meeting, elect a presiding officer from Council members present. Such meetings shall be called in accordance with Article VIII, Sections 1 and 2, except that the time and place of the meetings may be set by the secretary if necessitated by the absence of both the president and president-elect.
Section 6. The secretary shall record the proceedings of the Association, of the Council, and of the Executive Committee. The secretary shall conduct correspondence, and submit an annual report to the Association as appropriate and to the Council.
Section 7. The treasurer shall serve a three year term and may be reappointed. The treasurer shall chair the Committee on Investment and Finance, manage the Association's bank account (s), sign all checks, drafts, or other orders for payment of money in the name of the Association, and prepare the annual budget. In the absence of the treasurer, checks may be signed by the president or the secretary. The treasurer shall render an annual financial report to the Association as appropriate, and to the Council, and such special reports as may be required by the Council.
Section 8. The executive vice president shall serve a four year term and may be reappointed, but may not simultaneously sit as an elected member of the Council. The duties of the executive vice president shall be to manage all activities of the Association, except publication of The Journal of Heredity and those financial responsibilities assigned to the treasurer, and shall include managing the Association business office and advising the general officers on the routine functions of the Association. The executive vice president shall render an annual report and such special reports as may be required by the Council. The executive vice president shall be an ex officio (nonvoting) member of the Executive Committee.
Section 9. The academic editor shall serve a three year term and may be reappointed. The academic editor may not sit as an elected member of the Council. The academic editor may be granted an assistant at the discretion of the Council. The duties of the academic editor are to review (with assistance of the Editorial Board members) manuscripts submitted for publication in The Journal of Heredity, commission articles for publication in the Journal, obtain copyright transfers (or licenses) when necessary, and deliver to the publisher sufficient manuscripts for each issue of the Journal on a mutually agreed schedule. The academic editor shall nominate members for the Editorial Board for confirmation by the Council.
Section 10. Newly elected officers shall assume their duties and responsibilities and serve their terms of office beginning January 1 of the year following their election.

Article VI Committees

Section 1. The committees described in Sections 2 through 8 of this article shall be standing committees. Special committees may be established by the president, as provided in Article V, Section 3A. The chair of each committee shall report the Committee's activities to the Council.
Section 2. The Executive Committee shall consist of the president, the president-elect, the secretary, the treasurer, the immediate past president, the executive vice president (non-voting), and the academic editor (nonvoting). The Executive Committee shall, during the intervals between meetings of the Council, possess and exercise all of the powers and functions of the Council, provided full reports of all such proceedings shall be made to the Council. A majority of the voting members of the Executive Committee shall constitute a quorum.
Section 3. The Committee on Investment and Finance shall invest the fluid resources of the Association under such limitations as the Council may set, shall report to the Council on such purchases and sales, and shall make recommendations to the Council on financial questions. The Committee shall consist of the treasurer as chair and three members appointed by the president. The appointed members shall serve a term of three years.
Section 4. The Committee on Nominations shall submit to the Council in a timely manner at least four nominations to fill the three expiring terms on the Council each year, two nominations for president-elect each year, and two nominations for secretary in the year of the expiration of the secretary's term of office. The Committee shall also prepare a list of alternates to cover possible refusals. Upon approval of the slate of candidates plus alternates by a majority of the Council, the Committee chair shall work with the executive vice president to submit the slate of candidates to the membership by mail ballot. Members may choose to submit ballots by post or electronically. As appropriate, the Committee shall provide the president with at least one nomination each for executive vice president and treasurer. The Committee shall consist of three members appointed by the president, each serving a one year term. One member, designated by the president, shall serve as Committee chair.
Section 5. The Auditing Committee shall audit the financial records and statements maintained by the treasurer prior to the annual Council meeting and shall report to that meeting. The committee shall examine the financial records and submit a report to the Council at any other time the Council may direct. The president shall appoint annually an Auditing Committee of three members from the membership of the Association.
Section 6. The Long-Range Planning committee shall be concerned with broad policy matters that affect the long-term future of the Association. The Committee shall report its recommendations to the Council. The Committee shall consist of at least three members, appointed by the president, each serving a three year term.
Section 7. The Committee on Bylaws shall receive suggestions for and prepare drafts of all proposed amendments to the bylaws of the Association in accordance with Article X, Section 2. The Committee shall consist of three members, appointed by the president, each serving a three year term.
Section 8. The Publications Committee shall promulgate policies relating to publication of The Journal of Heredity and any other publications undertaken by the Association. The Committee shall report its recommendations, including nominations for academic editor, to the Council. The committee shall consist of at least three members, appointed by the president, each serving a three year term. The academic editor shall be an ex officio (nonvoting) member of the Committee.

Article VII. Finances

Section 1. All incoming funds shall be received by the treasurer, shall be entered in the Association's books, and shall be deposited as proscribed by Council. The treasurer shall keep proper accounts of all financial transactions of the Association, and shall provide the Executive Committee with quarterly reports of income and disbursements. The accounts of the Association shall be audited annually by the Auditing Committee.
Section 2. The president and the secretary shall sign all contracts or other instruments authorized by the Council except in cases where the Council shall expressly delegate the signing to some other officers or agents of the Association.
Section 3. Checks drawn on the accounts of the Association shall bear the signature of the treasurer or, in the treasurer's absence, the signature of either the president or the secretary.
Section 4. The Council shall annually adopt a budget, which shall be submitted by the treasurer, allocating funds of the Association for the purpose of carrying out the objectives and responsibilities of the Association.
Section 5. The securities or other financial instruments of the Association may be bought, sold, or exchanged on the written or verbal order of the chairman of the Investment and Finance Committee with concurrence of a majority of the Committee on Investment and Finance members.
Section 6. The fiscal year of the Association shall be from January 1 through December 31.

Article VIII. Meetings

Section 1. An annual business meeting of the Association may be held at a time and place determined by the president with the approval of the Executive Committee. Fifteen members shall constitute a quorum.
Section 2. Special meetings of the Association may be called at a time and place determined by the president with approval of a majority of the Executive Committee or a majority of the Council provided that all members of the Association shall be notified of such called meetings no less than 30 days prior to the proposed meeting date. Fifteen members shall constitute a quorum.
Section 3. An annual meeting of the Council shall be called by the president and shall be held at a time and place as the president shall determine to be most convenient for the Council. Nine voting members of the Council shall constitute a quorum for the transaction of business.
Section 4. Special meetings of the Council may be called by the president; or, upon written request signed by three members of the Council, the president shall call a special meeting of the Council; provided that all Council members shall be notified of such called meetings no less than 30 days prior to the proposed meeting date. Nine voting members of the Council shall constitute a quorum for the transaction of business.

Article IX. Publications

Section 1. The Association shall foster the publication of The Journal of Heredity. The Association may also issue other publications, and shall issue a report to the membership at such intervals as the Council shall determine.
Section 2. The president shall appoint an academic editor for The Journal of Heredity as proscribed in Article V, Section 1. The academic editor shall also serve as editor of other Association publications, and shall be an ex officio (nonvoting) member of the Council. The academic editor shall submit a report at the annual meeting of the Council and at the Association meetings, as appropriate.
Section 3. The Academic editor shall be assisted by an Editorial Board. Members of the Editorial Board shall be nominated by the academic editor for a term of three years, confirmed by the Council, and appointed by the president. Terms of service on the Editorial Board may be extended at the discretion of the Council.
Section 4. The payment of dues shall entitle members of the Association to receive one copy of each issue of The Journal of Heredity at a rate determined by the Council.
Section 5. A list of sustaining members shall be published in each issue of The Journal of Heredity.

Article X. Amendments

Section 1. Any member of the Association may propose amendments to these bylaws through any Council member.
Section 2. The Council or the Executive Committee shall direct the Committee on Bylaws to draft all proposed bylaw amendments and submit them to the Council as proscribed in Section 3 of this article.
Section 3. These bylaws, with the exception of Article XI, General, may be amended at any meeting of the Council provided the proposed amendments are distributed by the Committee on Bylaws, along with that Committee's recommendations, to all members of the Council at least 10 days before the meeting at which the amendment(s) will be considered. Amendment of these bylaws shall require an affirmative vote by nine members of the Council. Approval of amendments to Article XI, General, shall require the aforementioned conditions for consideration and distribution, approval by nine members of the Council, and approval by a two-thirds majority vote of Association members casting votes by mail ballot. Members may choose to submit ballots by post or electronically.
Section 4. Bylaws amendments shall become effective on approval in accordance with the provisions of Section 3 of this article.
Section 5. Upon adoption of any amendment to the bylaws, the amended bylaws shall be published in the next succeeding report to the Association.

Article XI. General

Section 1. Notwithstanding any provision or provisions of the Articles of Incorporation, or bylaws, which might be susceptible to a contrary construction:
- A. The Association's purposes shall be exclusively scientific and/or educational, and its operations shall be exclusively devoted to such purposes.
- B. No part of the net earnings of the Association shall or may, under any circumstances, inure to the benefit of any member of the Association or any other individuals.
- C. No funds of the Association shall be used to attempt to influence legislation.
- D. The Association shall not participate in, or intervene in, or publish or distribute statements concerning any political campaign on behalf of any candidate for public office.
- E. The assets of the Association shall be devoted exclusively to scientific and/or educational purposes. Upon dissolution, the assets of the Association shall be distributed by the Council to one or more scientific organizations qualifying under Section 501(c) (3) of the Internal Revenue Code of 1954.