Bylaws of the American Academy of Ophthalmology, Inc.
Article VII. Council and Council Sections
7.02. Duties and Responsibilities
7.03. Operational Procedures
7.05. Terms of Councilors
7.06. Duties of Councilors
7.07. Council and Council Section Leadership
In order to provide a mechanism for the development of advice to the Board of Trustees by encouraging and facilitating liaison, open communications, cooperation, and coordination between and among the Academy and ophthalmologic organizations and their members, and, in turn, between and among them and the Board of Trustees, the Academy shall have a Council composed of representatives of ophthalmologic organizations. Representation of organizations in the Council is voluntary. The actions of the Academy, its Board of Trustees, and its Fellows and Members do not bind the organizations represented on the Council to any obligation that they do not voluntarily assume. The Council shall have and exercise the duties and responsibilities prescribed by these Bylaws and as determined by the Board of Trustees.
7.02. Duties and Responsibilities.
The Council shall serve as an advisory body to the Board of Trustees and in connection therewith shall, at the call of the Board of Trustees, hold annual and other plenary and sectional meetings of the Council and of its Sections to consider matters requested by the Board of Trustees and additional issues of common interest and concern to the represented organizations, their respective members and the Academy; and shall:
(a) solicit suggestions and comments from the Councilors and the organizations represented in the Council with respect to the programs and activities of the Academy and forward those suggestions and comments to the Board of Trustees, the Executive Committee, and the Academy's operational Groups, as appropriate,
(b) initiate proposals to address the needs and concerns of represented organizations,
(c) respond to requests for information and advice on specific issues from the Board of Trustees, the Executive Committee, the Issue Analysis Group, the Academy's operational Groups, and the Executive Vice President,
(d) serve as liaison between and among the Academy and organizations represented in the Council, to assure that the Academy is aware of the needs and concerns of those organizations and that the represented organizations are aware of and are supportive of the programs and activities of the Academy,
(e) assist to develop unity within ophthalmology and cooperation among providers of eye care services,
(f) assist in the development of issues to be considered at each Mid-Year Forum in ways requested by the Board of Trustees, and
(g) have other duties and responsibilities that the Board of Trustees or the Executive Committee may determine.
7.03. Operational Procedures.
The Board of Trustees, after discussion with the Council, shall adopt Operational Procedures that are not inconsistent with the Articles of Incorporation, Bylaws, Code of Ethics, and Procedural Rules, to provide for:
(a) the criteria for and the selection of organizations to be represented in the Council and in each Council Section,
(b) the manner of determining the numerical representation of each organization in the Council,
(c) the manner of selecting, electing, and filling vacancies among Councilors and Alternate Councilors,
(d) the duties and responsibilities of Councilors and Alternate Councillors,
(e) the floor privileges of Councilors, Alternative Councilors, and other persons attending meetings of the Council and Council Sections,
(f) the establishment, functions, and composition of committees of the Council, and
(g) other matters pertaining to the conduct of the affairs of the Council and its Sections.
(a) The Council shall be composed of one (1) or more representatives of each organization represented in the Council, and these representatives shall be designated as Councilors. Only Voting Fellows and Members of the Academy shall be eligible to be Councilors. The Council shall be divided into Sections as provided for in this Article VII.
(b) The Council shall have a Section for State Ophthalmologic Societies composed of one (1) or more Councilors representing each state, the District of Columbia, and Puerto Rico. The Council also shall have a Section for Subspecialty Societies and Specialized Interests, which may be composed of one (1) or more Councilors representing each national scientific, educational, ophthalmologic subspecialty, other allied organizations in ophthalmology, and national special interest organizations of ophthalmologists. The organizations and the number of Councilors representing them shall be determined in accordance with the Operational Procedures for the Council.
(c) The Board of Trustees may establish one (1) or more additional Council Sections whenever it determines that this is desirable.
7.05. Terms of Councilors.
Each Councilor shall serve one (1) full term of three (3) years, or until a successor is elected or appointed, commencing January 1 of the ensuing calendar year, except that the terms of the Councilors shall be staggered so that the terms of only approximately one-third (1/3rd) of them expire each year. A Councilor who serves for one (1) full term on the Council shall be eligible to serve as a Councilor for no more than one (1) additional full term. A person who serves as a Councilor for less than one-half (1/2) of a full term shall not be considered to have served a full term for purposes of determining the person's eligibility for re-election as a Councilor.
7.06. Duties of Councilors.
Each Councilor shall attend each Mid-Year Forum and each meeting of the Council and of the Council Section on which the Councilor serves, and shall have the other duties and responsibilities prescribed in the Operational Procedures for the Council.
7.07. Council and Council Section Leadership.
The Council shall have a Chair and a Vice Chair. Their successors shall be proposed and recommended to the Board of Trustees in the manner provided in the Operational Procedures. Each Council Section also shall have a Deputy Section Leader, who shall assist the Chair or Vice Chair respectively, and shall be elected annually by the affirmative vote of at least a majority of the Councilors in the Section present and voting at a meeting. The Chair, Vice Chair, and Deputy Section Leaders shall have the duties and responsibilities provided in the Operational Procedures for the Council.