The purposes of the Association of American International Colleges and Universities (hereinafter referred to as the "Association") shall be those stated in the Articles of Incorporation. The Association shall have such powers as are now or may hereafter be granted through amendments voted by two thirds majority of regular members at the annual meeting following at least 30 days written notice from the President or Executive Committee. In this document, when a vote is specified, it can be a person at the annual meeting or by email, fax or letter after the required 30-day notice. New Candidates for Regular Membership Regular Membership is open to institutions outside the United States offering a U.S.-type post-secondary academic program with instruction in English, with a cross-cultural and international focus, and having the following characteristics: chartered or incorporated as an independent, non-profit entity either in the United States or in the country in which the program is offered accredited as an independent, institution by one of the regional associations in the United States governed by a duly constituted Board of Directors, Trustees or Governors, in which ultimate and complete authority for the operation of the program is legally vested possessing instructional facilities, resources, faculty and administration appropriate to the goals and purposes of the program
Associate Members Institutions or individuals wishing to support the activities of the Association are afforded Associate Status which permits participation in the activities of the Association without voting rights. Associate Status will be based on whether institutions operating outside the United States: Are able to document clear non-profit status, as well as recognition and acceptance in the country where they are physically located Have significant educational facilities where they are located Are committed to an American-style education and curriculum and intend to move toward accreditation by one of the regional accrediting associations in the United States Or have accreditation from one of the US regional associations as a branch of an accredited institution of higher education based in the United States Or, as an alternative to the criteria above, are non-profit organizations committed to the promotion and wider diffusion of American-style education outside the United States
It is hoped that as many associate members as possible will proceed to seek full accreditation as independent, institutions from one of the regional associations in the United States and will become regular members of the Association. In the meantime, presidents of institutions with associate status are encouraged to attend annual meetings, but do not have voting rights or the privilege to display the Association logo on publications, websites or other promotional materials. The Association will, however, endeavor to represent the interests of associate members equally with the regular members. Observers Observer status may be granted by a simple majority at the annual meeting of the Association to candidate institutions for regular or associate membership, where candidacies, for whatever reason, have been held over or deferred for action at the following meeting. Such status permits attendance at the next meeting and is renewable on an annual basis. Regular or Associate Membership is granted by a simple majority vote of regular members at the annual meeting of the Association, upon prior submission of the requisite application for admission. Members shall not receive any salary for their services. Nothing herein shall be construed to preclude any member from serving the Association in any other capacity and receiving compensation therefor. Regular Members and Associates may terminate their membership in the Association, upon prior notification to the Secretary/Treasurer, for the following fiscal year, if such notification is received at the latest before the annual meeting. The Association, by a majority vote of its Regular Members at any duly convened meeting, may decide to terminate an institution's Regular Membership or Associate Status if that institution's continuation as a member or associate is deemed to be prejudicial to the purposes and objectives of the Association or if an institution fails to meet the attendance requirement. The decision to terminate may take immediate effect.
Regular Members have the right and the explicit duty to attend all meetings of the Association, and to participate in its activities and programs in conformity with the Articles of Incorporation, the By-Laws and such policies as the Association may adopt. Presidents are expected to represent member institutions at all meetings. If not possible, a designated representative may take their place. Membership will be terminated if an institution is unrepresented at two successive annual meetings of the Association. Regular Meetings of the Association are held each spring at a date and place to be determined by the Executive Committee in consultation with regular members. Special meetings may be called by the President, the Executive Committee or by at least three Regular Members of the Association. The date and the venue of such special meetings are determined by the Executive Committee. Notice of the annual meeting or any special meeting is to reach members by mail at least thirty days before the date of the meeting. Each Regular Member institution has one vote on any issue before the Association, to be cast by the Chief Executive Officer of the institution or his designated representative. Absentee voting, or voting by proxy, is not permitted. Associate Members have no voting rights. A simple majority of the Regular Members of the Association may determine that a vote on any given issue be executed by secret ballot. A simple majority of the Regular Members of the Association constitutes a quorum. The Association shall have a President, a Vice president, a Secretary/Treasurer and such other officers as it shall from time to time determine. All officers of the Association shall hold Regular Membership. Associate Members are not eligible to be officers of the Association. Officers are elected by a simple majority vote at the annual meeting of the Association for a term of two years. Re-election is permitted. Each officer shall hold office until his successor has been duly elected and is able to assume office. Any officer of the Association may be removed by a two-thirds (2/3) majority vote of any meeting of the Association. A vacancy in any elective office may be filled by decision of the Executive Committee for the unexpired portion of the term, until the next annual meeting. The President shall preside at all meetings of the Association and of the Executive Committee. He may sign, with the Secretary/Treasurer or any other officer of the Association authorized by the Executive Committee, any deeds, mortgages, bonds, contracts, or other instruments which the Executive Committee have authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Executive Committee, or by these By-Laws, or by statute, to any officer or agent of the Association. In general, he shall perform all duties incident to the office and such other duties as may be prescribed by the Executive Committee. The Vice President shall replace the President in the event of his absence or inability to perform his functions. The Secretary/Treasurer shall be responsible for maintaining the books, minutes and financial records of the Association, in accordance with the By-Laws and any amendments thereof. He shall execute the business of the Association as directed by the Executive Committee or the President. The Association shall have an Executive Committee composed of the President, the Vice President, and the Secretary/Treasurer. The President or at least two members of the Executive Committee may call a meeting of the Committee, provided notice of such a meeting is given to each member of the Committee at least two weeks prior to the date of the intended meeting. The Executive Committee, by a simple majority vote, may conduct all business of the Association, with the exception of: the determination of annual dues and initiation fees. incurring indebtedness on behalf of the Association in excess of disposable assets admission of new members or termination of membership for Regular Members or Associates amendment of these By-Laws
By a simple majority vote of the Association, members may decide to constitute or terminate such other standing and ad hoc committees as the business of the Association may require.
In addition to the U.S. corporate address in Boston, Massachusetts, the Association may maintain an office at such location as it may deem appropriate. The Association shall keep a complete record of all its deliberations, and financial transactions. These records shall be available to any Regular Member of the Association. Annual dues for Regular Members and Associates and initiation fees for candidate institutions shall be decided by a simple majority vote at the annual meeting of the Association for the following fiscal year, upon presentation of the recommendation of the Executive Committee. The fiscal year of the Association shall begin on the first of July of each year and end on the thirtieth day of June next succeeding. The By-Laws may be amended or repealed and new By-Laws may be adopted at the annual meeting, provided that a quorum is met, with a two-thirds majority vote of the Regular Members present, and may be executed in person at the annual meeting or by letter, fax or email, provided that at least thirty days' prior written notice is given of the intention to amend, repeal or adopt new By-Laws. | 
