Bylaws of the American Academy of Ophthalmology

Article V. Nominations, Elections, Removals, and Vacancies

5.01. Nominations for Elected Offices, Trustees-at-Large, Council Chair, and Council Vice Chair
5.02. Election
5.03. Removal
5.04. Vacancies

5.01. Nominations for Elected Officers, Trustees-at-Large, Council Chair and Council Vice Chair.
Prior to each annual business meeting of the Voting Fellows and Members of the Academy, the Board of Trustees, acting on the recommendations of the Nominating Committee for candidates as Elected Offices and Trustees-at-Large, on the recommendations of the Council for candidates as Chair and Vice Chair of the Council, and on the recommendation of any Trustee for any of those Offices or positions, shall nominate:

The Board of Trustees shall cause to be published the names of all persons nominated in accordance with these Bylaws in the official notice of the annual business meeting. In the event of the death or withdrawal from candidacy of any nominee before the election, the Board of Trustees shall designate a substitute nominee, at any time before the election without notice, except that in the event of the death or withdrawal from candidacy of any nominee for the position of Chair or Vice Chair of the Council before the election, the Council, acting at a time and in a manner approved by the Board of Trustees, shall submit to the Board of Trustees a recommendation for a substitute nominee. Other candidates for a vacancy to occur on the ensuing January 1 in any Elected Office, in the position of Trustee-at-Large, or in the positions of Chair or Vice Chair of the Council may be nominated by a written petition signed by at least fifty (50) Voting Fellows and Members and filed with the Executive Vice President at least sixty (60) days prior to the date of the annual business meeting. Only a Councilor in the same Council Section as the nominee named in the notice shall be eligible for nomination by petition for the position of Chair or Vice Chair of the Council. A person shall not be nominated for, be elected to, or simultaneously hold more than one (1) Office or position on the Board of Trustees.

5.02. Election.
After each annual business meeting of the Academy, an election to fill each vacancy that will occur on the ensuing January 1 in an Elected Office, in the position of Trustee-at-Large, or in the positions of Chair or Vice Chair of the Council shall be conducted by mail and electronic ballot of the Voting Fellows and Members in accordance with the Procedural Rules.

5.03. Removal.
Any Trustee may be removed by the affirmative written ballot of four-fifths (4/5ths) of the Academy members on the Board of Trustees, whenever, in their judgment, the removal will serve the best interests of the Academy; provided, however, that the removal shall be without prejudice to contract rights of the person removed. A person's election or appointment to any Office or other position shall not create contract rights between the person and the Academy.

5.04. Vacancies.
A vacancy in any Office or Trusteeship other than President of the Board of Trustees, or in the positions of Chair or Vice Chair of the Council, shall be filled by the affirmative vote of a majority of the remaining members of the Board of Trustees, although less than a quorum, upon the recommendation of the Nominating Committee or any Trustee until whichever is the earlier to occur of the expiration of the person's term or the last day of the calendar year in which the next annual business meeting of the Academy is held. A successor shall be elected in the manner set forth in these Bylaws to fill the vacancy for the portion of an unexpired term that continues after the end of the calendar year in which the meeting is held. If a vacancy occurs in the Office of President-Elect of the Board of Trustees, the Nominating Committee shall, in accordance with Section 5.01 of these Bylaws, recommend for election at the next annual business meeting both a President of the Board of Trustees and a President-Elect of the Board of Trustees for terms commencing on January 1 of the ensuing calendar year. If a vacancy occurs in the position of Chair of the Council, the vacancy shall be filled by the Board of Trustees, acting on the recommendation of the Council until whichever is the earlier to occur of the expiration of the Chair's term or the last day of the calendar year in which the next annual meeting of the Council is held. If a vacancy occurs in the position of Vice Chair of the Council, the vacancy shall be filled by the Board of Trustees, acting on the recommendation of the Council until whichever is the earlier to occur of the expiration of the Vice Chair's term or the last day of the calendar year in which the next annual meeting of the Council is held.