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American Sociological Association: Bylaws Article 3
ARTICLE III. Officers
The President of the Association shall preside at all meetings of the Association. The President shall also chair the Council and shall perform such duties as may be assigned to the President by the Council. The President shall have the authority to fill any vacancies that may occur on committees for the remainder of unexpired terms except as otherwise provided. In the event of the death, resignation, absence or inability to serve of the President, the duties of the President shall devolve successively upon the Vice President, the President-Elect, and the Vice President-Elect. The officer concerned shall become President if that officer is to serve a full term and shall become Acting President if only a partial term to be served. In the event of the death, resignation, or absence of the President-Elect, the office and duties of the President-Elect shall devolve on the Vice President-Elect.
The Vice-President shall chair meetings of the Association and the Council in the absence of the President. In the event of the death, resignation, or inability to serve of the Vice-President, or in the event that the Vice President succeeds to the office of President or is elected to the office of President-Elect, the duties of the Vice President shall devolve upon the Vice President-Elect who shall serve the remainder of that term as Acting Vice President, and shall then serve as Vice President for the term for which the Vice President-Elect was originally elected.
If the Vice President-Elect succeeds to the office of Acting Vice President, the Council position of the Vice President-Elect shall remain vacant until the next election.
The Secretary shall be an advisory and recording officer of the Association and shall provide liaison between the Executive Office on the one hand and the President and Council on the other at the request of either. The Secretary shall serve ex officio with vote as chair of the Committee on the Executive Office and Budget and as a member of the Publications and Program Committees. The Secretary shall record and report the transactions of the Association and the Council, shall work closely with various committees as herein specified, and shall perform such other duties as the Council may assign. Each year the Secretary shall provide the Association with a written report recording the Secretary's views on the organization and activities of the Association.
In the event of the death, resignation, or inability to serve of the Secretary, the office and duties of the Secretary shall devolve upon the Secretary-Elect, if there is a Secretary-Elect at that time. Otherwise, the Council shall elect a member of the Association to serve as Acting Secretary and to fulfill the duties of the Secretary until the next election, at which time a Secretary shall be elected in the prescribed way but without serving one year as Secretary-Elect.
The Executive Officer shall be the chief administrative officer of the Association and shall transact its business. The Executive Officer shall have charge of the central office of the Association and shall have jurisdiction over and attend to the business details of the Association's publications. The Executive Officer shall, in consultation with the President, prepare tentative agenda for meetings of the Council, and, in consultation with the chair, tentative agenda for meetings of Publications Committee. These agenda shall be distributed to the appropriate members at least ten days prior to their meetings. Final agenda shall be approved by the Council and the Publications Committee for their respective meetings. In accordance with the Council's policies, the Executive Officer shall formulate plans for the accomplishment of the Association's objectives, and upon the approval of the Council, the Executive Officer shall be responsible for coordinating the public relations activities of the Association. All committees may look to him/her for assistance in their work; such assistance may include the Executive Officer presiding or arranging for another Member to preside temporarily at a committee meeting during the election of a chair from among the voting members. The Executive Officer shall receive and have custody of the funds of the Association, discharge its obligations, and maintain its accounts. The Executive Officer shall be responsible to the Council through the Committee on the Executive Office and Budget and its chair, the Secretary. The Executive Officer shall make an annual report to the Council and shall be a non-voting member of the Council and such committees as may be designated by the Council. The Executive Officer shall consult with the President and Secretary as questions of policy arise and shall hold no other office in the Association while serving as Executive Officer.
(a) The Council shall meet twice annually, at least once in conjunction with the annual convention of the Association and at least once between annual conventions. Special meetings of the Council may be called by the President or by a majority of the members of the Council.
(b) Meetings of the Council shall be conducted according to Robert's Rules of Order, the enforcement of which may be requested by any member of the Council.
(c) The Council shall appoint the Executive Officer, and the Editors of all publications of the Association. To make an appointment, a slate of candidates shall first be prepared and endorsed, in the case of the Executive Officer, by the Committee on the Executive Office and Budget, and with the case of an Editor, by the Committee on Publications. The slate of candidates shall be subject to approval by the Council, as shall their order of preference. The Council shall then instruct the Secretary to proceed with the necessary negotiations.
(d) The Council may make decisions to cooperate or affiliate with other societies and associations. When appropriate it shall elect representatives from this Association to such other societies or associations. It may also recognize other societies or associations as cooperating or affiliated organizations for purposes of planning programs or other activities.
(e) All actions taken by the Council must be communicated to the membership promptly in an appropriate publication of the Association, or by other means as deemed necessary by the Council.
(f) The Council may create such temporary committees not provided in the Constitution and By-Laws as may seem useful for promoting the work of the Association.
(g) The Council shall make a timely designation of a portion of program time at each Annual Meeting for sessions to be organized by Sections of the Association and shall allocate to each Section an appropriate part of that program time.
Any action required or permitted to be taken at a meeting of the Council may be taken when the Council is not in session, provided all members of the Council consent in writing by signing their name and set forth in the same writing the action or decision taken or made. Consent in writing shall have the same force and effect as a unanimous vote, and may be described as such in any document executed by or on behalf of the corporation. Requests for actions by members of the Council may be submitted to members by mail, electronic mail, fax, or by other means.
Teleconferencing. One or more members of the Council may participate in a meeting by means of a conference telephone or similar communications equipment through which all members participating in the meeting can speak to and hear each other at the same time. Participation by such means shall constitute presence in person at the meeting.