CONSTITUTION & BYLAWS

Amended 22 October 2016

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ARTICLE I: Name

The name of this organization shall be the Western History Association.

ARTICLE II: Purpose

The WHA strives to be a congenial home for the study and teaching of all aspects of North American Wests, frontiers, homelands, and borderlands. Our mission is to cultivate the broadest appreciation of this diverse history.

ARTICLE III: Membership

Section 1. Membership in the Association is open to anyone interested in the North American West.

Section 2. Categories of membership and dues for each shall be established by Council.

Section 3. Institutions other than sponsoring members may subscribe to the Association’s publications. They are not eligible for membership.

Section 4. Only individual members of the Association may vote or hold office.

ARTICLE IV: Officers and Terms of Office

Section 1. The executive officers of the Association shall be a President, a President- elect, and an Executive Director.

Section 2. The President and President-elect shall serve for one year immediately following the annual meeting, and the Executive Director shall serve for five years. The Executive Director, who is selected by Council, may serve for more than one term.

Section 3. In the case of death, disability, or resignation of the President, the President- elect shall succeed to the Presidency and continue to serve to the end of the term for which originally elected to be President. In the case of death, disability, or resignation of the President- elect, the Nominating Committee shall nominate both a President and President-elect for the next succeeding election. In the event of death, disability, or resignation of both the President and President-elect, the most recent past-President who is able to serve shall serve as President Pro Tempore until the next scheduled election.

Section 4. Council shall fill vacancies in all elected Association offices under circumstances not provided for in this constitution.

ARTICLE V: Council

Section 1. Council shall consist of the President, President-elect, Executive Director, and seven elected members. Elected members shall serve for terms of three years. Every third year three Council members shall be elected, with two Council members elected in other years, beginning with the first election after the approval of this change to the Constitution. An exception shall be in the case of members elected to fill unexpired terms. In addition, the immediate past Executive Director and two immediate past Presidents shall serve as non-voting members for two years after their regular terms of office. The editor of the Western Historical Quarterly and a graduate student elected by the Graduate Student Caucus, shall serve as non- voting members of the Council.

Section 2. The president, the Immediate Past President, and the President Elect shall conduct an annual review of the Executive Director’s performance. This review shall be conducted before the Council meeting and reported to the Council. Prior to the review, the President shall solicit comments from the Council, the Program Committee Chair, and the Local Arrangements Committee Chair via email or teleconference.

Section 3. During the final year of term of office of the Executive Director, Council shall review and evaluate the stewardship of the Executive Director to determine whether the incumbent could be a candidate for a succeeding term.

Section 4. A Financial Advisory Committee shall consist of the President and three appointed members. Each year, the President shall appoint one member of the committee, for whom the term of office shall be for three years. The longest-serving member on the committee shall serve as chair. The Financial Advisory Committee shall review the Association's financial records and serve the Council and the Executive Director in a consultative and advisory capacity on Association budget and financial matters. The chair or the chair's designee on the committee shall attend each Council meeting and report on the Association's financial records.

ARTICLE VI: Nominations and Elections

Section 1. The Nominating Committee shall consist of five members, each serving two years. In even-numbered years, three new members shall be elected; in odd-numbered years, two. Council shall fill vacancies on the committee by interim appointments.

Section 2. Following the annual Association’s election of the new members of the committee, the Executive Director will conduct the committee’s election of its new chair. Election shall be by a simple majority of the incumbent and incoming members.

Section 3. The Nominating Committee shall consider suggestions by members of the Association for the office of President-elect, members of Council, and members of the Nominating Committee that are received no later than February 15. Through the Executive Director, the Nominating Committee shall submit nominees for President-elect to Association members no later than May 1. Members may nominate additional candidates by petition containing no fewer than fifty signatures to the Executive Director before July 1. At least ten weeks prior to the annual meeting, the Executive Director shall post the final slate of candidates to the WHA website and send an electronic message identifying the slate and providing instructions for electronic voting. For those who lack electronic access, an alternative method of voting will be provided. The Executive Director shall send at least two reminders to the members during online voting. Members will be able to vote from the time that the final slate is posted on the website until two weeks prior to the annual meeting. The Executive Director and the Chair or designated member of the Nominating Committee will confirm the results of the elections. The results shall be announced at the annual business meeting. The Executive Director shall save the electronic election results for one year.

Section 4. A tied vote for any office shall be resolved by special electronic ballot to be held at least four weeks prior to the annual conference. The results shall be announced at the annual business meeting.

ARTICLE VII:  Conducting Association Business

Section 1. A quorum for the annual business meeting shall consist of fifty members. A quorum of Council shall consist of seven members.

Section 2. The President, President-elect, and Executive Director shall constitute the Executive Committee to conduct business of the Association when Council is not in session. The committee shall report all its decisions and actions to the next meeting of the Council. The committee may convene special meetings of Council.

Section 3. Amendments to the Constitution may be proposed by Council, by a simple majority vote at the annual business meeting, or by petitions signed by fifty members. Proposed amendments with clarifying information and arguments must be submitted to the membership no later than one month prior to the next annual meeting of the Association. Proposed amendments shall require two-thirds vote at the next annual business meeting for approval.

Section 4. Changes or additions to Bylaws may be proposed by Council or by motion at an annual meeting. They must be approved by a majority vote at an annual business meeting. Bylaws shall not contravene the provision of this Constitution.

Section 5. The business of the Association shall be conducted according to Robert’s Rules of Order Revised. The presiding officer may appoint a parliamentarian.

Section 6. This Constitution shall supersede the previous Constitution and Bylaws. It shall be effective upon review and acceptance by Council and upon review by members of the Association, and upon its adoption by a two-thirds vote at an annual meeting.

BYLAWS