I. Name, Purpose, and Membership
1. NAME. The organization shall be known as the American Association of Teachers of Turkic Languages, Inc.
2. PURPOSE. The object of the Association shall be to advance and improve the teaching of the languages of the Turks; to promote study, criticism, and research in the field of the languages and literatures of the Turks; and to further the common interests of teachers of these subjects.
3. MEMBERS. The members of the Association shall be such persons as may be admitted to membership in the manner provided in Section I.5 hereof.
4. CLASSES OF MEMBERSHIP. There shall be the following classes of membership in the Association:
(a) Regular members are persons who are professionally interested in the language and/or literature of the Turks and are entitled to vote.
(b) Student members are students of Turkic languages who are formally engaged in a course of study at an institution of higher learning leading to a degree in the field of the languages and/or literatures of the Turks. They shall have all the rights, privileges, and obligations of regular members except the right to vote.
(c) Institutional members are organizations interested in supporting the purposes and goals of the Association by contributing annually to its funds. They shall have the rights, privileges, and obligations of regular members except the right to vote.
5. ADMISSION. Applicants satisfying the conditions set out in I.4 hereof may be admitted to membership in the Association in the appropriate class of membership, by action of the Executive Board (see Section III) or in such manner as they may direct. Admission to membership depends upon payment of annual dues. The amount and manner of payment of the same shall be determined by the Executive Board.
6. VOLUNTARY WITHDRAWAL. Any member may withdraw from the Association on a date specified in a written notice given by such member to the Secretary stating in substance that such member desires to withdraw from the Association on such a date. Upon the date so specified such member shall cease to be a member of the Association and all his rights and obligations in respect of the Association shall terminate except such obligations as shall have accrued prior to the date so specified.
7. SUSPENSION AND TERMINATION OF MEMBERSHIP. The membership in the Association of any member may be suspended or terminated for nonpayment of dues, or for any activity or behavior which the Executive Board in its direction may deem contrary to the best interests of the Association, by resolution of the Executive Board. Upon the adoption of such resolution all the rights and obligations of such member in respect of the Association, except such obligations as shall have accrued prior to such suspension or termination, shall terminate. In cases of suspension, the rights and obligations of the suspended member in respect of the Association shall automatically revest in such manner at the expiration of the period of suspension specified in the suspension resolution.
II. Meeting of Members
1. ANNUAL MEETING. The annual meeting of the members of the Association for the transaction of business as may properly come before such meeting shall be held at such time and place as may be decided by the Executive Board.
2. SPECIAL MEETINGS. Special meetings of the members of the Association may be called at any time by order of the Executive Board of the Association; when so called, the Secretary shall give notice thereof in the manner provided in Section II.4 hereof.
3. PLACE AND TIME OF MEETINGS. Each meeting of members of the Association shall be held at the place and time specified in the notice or waiver of notice thereof.
4. NOTICE OF MEETINGS. Except as at the time otherwise expressly provided by statute, notice of each meeting of the members of the Association shall be given to each member of the Association not less than thirty days before the day on which such meeting is to be held, by delivering a written notice thereof to such member at the address of such member as it shall appear on the records of the Association, provided that notice of any meeting need not be given to any member if waived by such member before or after such meeting in writing or by telegram.
5. QUORUM. Normally one-fourth of the members of the Association entitled to vote shall be sufficient to constitute a quorum for the transaction of business. In the absence of a quorum at the annual meeting or any specially called meeting, the Executive Board is empowered to authorize the transaction of business by mail. A minimum of one-fourth of the membership must respond in order to transact business by mail.
6. ORGANIZATION. At any meeting of the members of the Association, in case of the President's absence or his inability to act as chairman for the meeting, a chairman shall be chosen by the majority of the Executive Board present. If no member of the Executive Board is present, then a chairman for the meeting shall be chosen by a majority of the members present and entitled to vote. The Secretary shall act as the secretary of the meeting. In case of the Secretary's absence or his inability to act, the person whom the chairman of the meeting shall appoint as secretary of the meeting shall act as such.
7. VOTING. At each meeting of the members of the Association, each regular member present shall be entitled to cast one vote on any and all matters which shall come before the meeting. At each meeting of the members all matters shall be decided by the affirmative vote of a majority of the regular members of the Association present at such meeting and entitled to vote at the meeting. A regular member is also entitled to vote by absentee ballot on any previously announced matter coming before a meeting at which he will not be present, provided that his ballot reaches the Secretary no less than two weeks before the meeting. A minimum of one-fourth of the membership must respond in a mail ballot for the transaction of business. An affirmative vote by a majority of those responding will decide all matters.
III. Executive Board
1. GENERAL DUTIES. The property and affairs of the Association shall be managed by an Executive Board, the members of which shall serve without compensation. The Executive Board shall maintain liaison with such other organizations as may have common interests with the Association of Teachers of Turkic Languages. The Executive Board shall also promote further activities as may seem pertinent, e.g., establish a newsletter and/or journal.
2. NUMBER OF MEMBERS. The number of members of the Executive Board of the Association shall not be less than four nor more than eight not including the President. Within such limits the number of members may be fixed or changed from time to time at any meeting of the Association, provided that the notice of such meeting sets forth the proposed change. Ex-officio members of the Board will include the Executive Secretary- Treasurer.
3. TERM OF ELECTION. Members of the Executive Board in office as of the date of adoption of these by-laws shall be divided into three classes, each consisting of one-third or as nearly as may be of the whole number of members of the Executive Board. The members of the first class shall serve for an additional term of one year, those of the second class for an additional term of two years, and those of the third class for and additional term of three years. In every case, each member shall continue to serve until a successor is elected and qualified. The successors of those members of the Executive Board whose terms then expire shall be elected by members of the Association to serve for a three-year term and until their successors are elected and qualified. Any vacancy in the Executive Board resulting from any cause whatsoever may be filled by the members of the Association at the first annual meeting held after such vacancy shall occur or at a special meeting called for that purpose. New members of the Executive Board take office immediately following their election at the annual meeting.
4. MANNER OF ELECTION. There shall be a Nominating Committee consisting of the President and two members elected by the membership at the annual meeting from among those present. The Nominating Committee shall nominate persons to be presented for election to the Executive Board. The Committee shall nominate two persons for each vacancy occurring in the Executive Board. Balloting will be conducted by mail and the nominees receiving the highest number of votes will be declared duly elected.
5. ANNUAL MEETING. The Executive Board shall hold a meeting for the purpose of organization and transaction of business at such time and place as may be decided by the members of the Executive Board.
6. SPECIAL MEETINGS. Special meetings of the Executive Board shall be called by the Executive Secretary-Treasurer upon the request of the President or any two members of the Board.
7. NOTICE OF SPECIAL MEETINGS. Notice of special meetings of the Executive Board shall be given to each member of the Board by mailing the same to his last known post office address at least ten days before the meeting, or by telegraphing, telephoning, or delivering same to him personally at least five days before the meeting.
8. QUORUM. One-half of the members of the Executive Board at the time in office shall constitute a quorum for the transaction of business, but in the absence of a quorum a majority of those present may take an adjournment from time to time until a quorum shall be present.
9. RESIGNATION. Any members of the Executive Board may resign at any time by giving written notice to the Executive Board through the Secretary-Treasurer to the Executive Board.
10. COMMITTEES. The President with the approval of the Executive Board may appoint from time to time such committees as may be deemed desirable in forwarding the program of the Association, and each of such committees shall exercise such powers and perform such duties as may be prescribed by the President. Members of such committees need not be members of the Executive Board if the committee in question is not vested with a power or duty normally considered a primary duty of the Executive Board.
1. NUMBER. The Executive Board shall elect a President for a term of one year to be chosen from among former members of the Executive Board who have remained members of the Association. The Executive Board shall appoint annually an Executive Secretary-Treasurer to serve as an ex-officio member of the Board unless he is already a duly elected member of the Board. The Executive Board shall have power at any time to created additional offices and to elect additional officers. The Executive Board is further authorized to appoint such officers as they may from time to time determine, and to set the compensation, if any, of appointed officers. The Secretary-Treasurer and other appointed officers shall hold office at the pleasure of the Executive Board.
2. THE PRESIDENT. The President shall preside at all meetings of the members of the Association and of the Executive Board and may call any such meetings other than the annual meeting of the members. The President shall appoint Conference Program Chairmen to organize programs for the meetings of the Association. The President shall have general supervision over the affairs of the Association, subject however, to the control of the Executive Board. He shall also have such other powers, and perform such other duties, not inconsistent with this constitution, as may be assigned to him from time to time by the Executive Board.
3. THE EXECUTIVE SECRETARY-TREASURER. The appointee shall:
(a) be custodian of all records and documents of the Association;
(b) notify all persons admitted to membership in the Association of their admission;
(c) keep a record which shall contain the names and addresses of the members of the Association;
(d) keep the minutes of all meetings of the Executive Board and of members of the Association;
(e) have the care and custody of all funds and securities of the Association;
(f) receive and give receipt for moneys due and payable to the Association;
(g) deposit all moneys received by him in the name of the Association in such banks, trust companies or other depositories as from time to time may be designated by the Executive Board;
(h) have charge of the disbursement of the funds of the Association in accordance with the directions of the members of the Executive Board;
(i) enter or cause to be entered regularly in books to be kept by him or under his direction for that purpose full and accurate account of all moneys received and paid by him on account of the Association;
(j) render a statement of his accounts to the Executive Board at such times as it shall require the same;
(k) at all reasonable times exhibit the books of account of the Association to any member of the Executive Board upon application; and
(l) in general, perform all other duties incident to the office of Executive Secretary-Treasurer, subject to the control of the Executive Board and the President.
He shall have such powers and perform such other duties, not inconsistent with this constitution, as may be assigned to him from time to time by the Executive Board.
4. REMOVAL OR DELEGATION. All officers elected or appointed by the Executive Board shall be subject to removal at any time by the Board. In case of the absence of any officer, or for other reason that may seem sufficient to the Executive Board, the Board, may without removal, delegate his powers and duties to any other officer for such period as may be deemed proper.
5. RESIGNATION. Any officer may resign at any time by giving written notice to the President of the Executive Board of the Association.
V. Deposits, Checks, Contracts, etc.
1. DEPOSIT OF FUNDS. The funds of the Association shall be deposited is such bands, trust companies or other depositories as the Executive Board from time to time may determine.
2. CHECKS, ETC. All checks, drafts, endorsements, notes and evidences of indebtedness of the Association shall be signed by such officer or officers of the Association and in such manner as the Executive Board from time to time may determine. Endorsements for deposits to the credit of the Association shall be made in such manner as the Executive Board from time to time may determine.
3. CONTRACTS. No contract, other than ordinary course, may be entered into on behalf of the Association unless and except as authorized by the Executive Board; and any such authorization may be general or confined to specific instances.
4. TRANSFER OF SECURITIES. Any two of the following persons, viz.: President, Secretary-Treasurer, or any two persons designated by the Executive Board, shall have authority to execute under seal such form of transfer and assignment as may be customary or necessary to constitute a transfer of stocks, bonds, or other securities standing in the name of or belonging to the Association. A corporation or person transferring any such stocks, bonds or other securities pursuant to a form of transfer or assignment so executed shall be fully protected, and shall be under no duty to inquire whether or not the Executive Board had taken action in respect thereof.
VI. Offices of AATT
1. OFFICES. The office of the Association of Teachers of Turkish shall be in the city and state designated by the Executive Board. The Executive Board may establish additional offices.
VII. Fiscal Provisions
1. FISCAL YEAR. The fiscal year of the Association shall be the period July 1 to June 30 inclusive.
1. AMENDMENTS BY MEMBERS. At any meeting at which one-fourth of the membership is present, this constitution may be altered, amended, or repealed by a two-thirds majority of the members present provided that the notice of the meeting sets forth the proposed alteration, amendment or repeal.
1. RATIFICATION. This constitution will become effective upon ratification by two-thirds of the members of the Association present at the organizational meeting which will be held in conjunction with the annual meeting of The Middle East Studies Association to be held in New Orleans on November 22-26, 1985.
X. Distribution of Earnings, etc.
1. DISTRIBUTION OF EARNINGS. No part of the net earnings of the Association shall inure to the benefit of, or be distributable to, its members, trustees, officers, or other private persons, except that the Association shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of purposes set forth in Section I. Article 2 hereof. No substantial part of the activities of the Association shall be the carrying on of propaganda or otherwise attempting to influence legislation, and the Association shall not participate in, or intervene in (including the publishing or distribution of statements) any political campaigns on behalf of any candidate for public office. Notwithstanding any other provision of these articles, the Association shall not carry on any other activities not permitted to be carried on (a) by a corporation or association exempt from Federal Income Tax under section 501 (c) (3) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), or (b) by a corporation or association, contributions of which are deductible under section 170 (c) (2) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law).
XI. Distribution of Assets upon Dissolution
1. DISTRIBUTION OF ASSETS UPON DISSOLUTION. Upon the dissolution of the Association, the Executive Board shall, after paying or making provision of all of the liabilities of the Association, dispose of the assets of the Association exclusively for the purposes of the Association is such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization for organizations under section 501 (c) (3) of the Internal Revenue Code of 1954 (or corresponding provision of any future United States Internal Revenue Law), as the Executive Board shall determine. Any such assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principle office of the Association is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes.
The Association is organized exclusively for charitable, educational and scientific purposes, including, for such purposes, the making of distributions to organizations under section 501 (c) (3) of the Internal Revenue Code (or corresponding section of any future Federal tax code).
Date of adoption August 31, 1990, by unanimous written consent.
AATT, by ballot September 1993, voted, with one abstention, for a name change to include all languages of the Turks, formally announced November 1993.