AMERICAN ASSOCIATION OF
ARTICLE I - NAME AND
A) Name: The
name of the organization is the American Association of Pastoral
Counselors. It is a nonprofit organization incorporated under
the laws of the State of Missouri.
The organization promotes the profession and practice of pastoral
care and counseling.
ARTICLE II -
A) There shall
be two categories of membership: Individual members and Centers.
Individual members shall follow processes outlined in the
AAPC Manual for Membership. Centers shall follow
the processes outlined in the AAPC Manual for
B) Changes to
criteria for all membership categories (Individual and Centers)
shall be approved by the appropriate Standing Committee, the
Membership Division Leadership Team, and the Board of Directors, in
accordance with the policies outlined in the AAPC
Association Policies Manual.
C) Annual dues
for all categories of Membership shall be determined by the Board
of Directors and sent to the membership no later than June
D) Rights of
members: All Members may hold office within the Association
according to the policies ratified by the Board of Directors and
written into the AAPC Association Policies Manual.
Standing, Resignation and Termination:
Members in good standing shall maintain the requirements for
their category of membership including the paying of dues,
submission of annual reports, and compliance with the Code of
Ethics as required in the AAPC Association Policies
Failure to comply with the AAPC Association
Policies Manual, to pay dues, or to abide by the Code
of Ethics shall provide grounds for suspension of membership or
termination of membership by the Association.
Members who have resigned or whose membership has been
terminated may seek reinstatement following procedures outlined in
the AAPC Association Policies Manual, AAPC Manual for
Membership, or the AAPC Manual for
ARTICLE III - MEETINGS OF
A) The date
and place of the Annual Meeting of the Association shall be
determined by the Board of Directors.
meetings of the Association may be called by the Board of
Directors, with advance notice provided to the membership at least
30 days and no more than sixty days prior to the meeting prior to
privileges shall be limited to individual members as outlined in
the Association Policies Manual. They
shall have a vote in the business of the Association and in the
region to which each belongs.
D) Any annual
or called meeting of the Association shall have authority to act
for the Association except in the amendment of the Bylaws or in the
election of officers.
Amendment of the Bylaws and election of the Board of
Directors, Association Officers, and Standing Committee Chairs
shall be by the voting membership as well as any other actions
requiring membership approval by law or by these Bylaws.
ARTICLE IV - BOARD OF
A) There shall
be a Board of Directors of the Association. The Board of
Directors shall lead the Association in its mission, establish
policy for the Association; when such policy is not addressed
through the bylaws, and it shall communicate such policy to the
membership. It shall be responsible for all legal and fiscal
matters, including an annual budget. It shall present a
report of fiscal and budgetary matters at each Annual
B) The Board
of Directors shall consist of the following: the duly elected
officers and five members-at-large, who are individual members with
voting privileges of the Association, and shall be moderated by the
President of the Association.
at-large members of the Board of Directors shall be elected by the
members of the Association for one three year term and shall not
succeed themselves. The members of the Board of Directors by virtue
of their officer position shall serve on the Board for terms
concurrent with their officer appointments.
D) The Board
of Directors shall meet at the time of the Annual Meeting of the
Association, and at other times as deemed
necessary by the Officers of the Association. A quorum shall
consist of one-half of its total membership.
Board of Directors shall establish any council, committee, or task
group, which would be useful in carrying on the work of the
ARTICLE V - OFFICERS AND
A) The elected
officers of the Association shall be a President, a Vice President
(President-elect), a Secretary, and a Treasurer.
shall be elected upon a majority of votes cast by the members. Two
persons will be nominated for each officer position (with the
exception of the President) following the procedures outlined in
the AAPC Association Policies Manual. The
term of office shall begin at the adjournment of the Annual Meeting
in which their election is announced.
President and Vice President are to be elected for two year
terms in the same year and shall not succeed themselves. Normally,
the Vice-President shall be the nominee for the Presidency after
serving a two-year term as Vice President.
President shall be the chief elected officer of the Association and
the Chair of the Board of Directors and shall perform such duties
as are customary for presiding officers.
Vice President shall assist the President in such ways as the
President may request. In the absence of the President, or in
the inability of the President to exercise the office, the Vice
President shall assume those duties.
Secretary and Treasurer shall be elected for two year terms in
the alternate year from the election of the President and Vice
President and may serve no more than two consecutive
Secretary shall take minutes of all meetings of the Executive
Committee, of the Board of Directors and of the Association, which
shall be made available to members; shall issue notice of Annual
Meetings at least two months in advance, and shall oversee the
keeping of an accurate roll of members.
Treasurer shall oversee the accounting of all funds and that all
monies of the Association are handled in accordance with the
policies of the Association; and shall present an audited report of
the finances of the Association to the Annual Meeting. The
fiscal year of the Association shall begin on the first day of July
of each year and shall end on the last day of June of the following
The elected officers will serve as the Executive Committee
under the guidelines of the AAPC Association Policies
ARTICLE VI -
A) There shall be two divisions: a Membership
Division and a Products and Services Division.
Membership Division shall recruit members, equip members to do
spiritually integrated care, counseling and psychotherapy, and
otherwise nurture and support members in their work.
Products and Services Division shall expand models of service
delivery and develop partnerships between AAPC, its institutional
and individual members, and other organizations involved in
spiritually integrated care.
D) The work of
each division shall be coordinated by a leadership team of five
members appointed by the Board of Directors plus the Executive
Director, ex officio in consultation with the Chair of the
Leadership Development Committee
division shall contain such standing committees, Board-appointed
committees and task forces as the Board of Directors shall assign
ARTICLE VII -
A) The members
of the Association shall be divided into regions in order to
advance the mission of AAPC at local and regional levels through
fellowship and education. Regions will be established by the Board
of Directors. The regions shall be a part of the Association and
subject to the Bylaws and the Board of Directors.
B) Each region
shall have officers and committees as determined by the
C) Regions may
authorize the formation of chapters of the Association upon a
metropolitan or state basis. Such chapters shall be
responsible to the region within which each exists.
D) Regions may
adopt Regional Guidelines consistent with the Association Bylaws
and subject to approval by the Board of Directors.
Chairs of all the regions shall comprise the Regional Leadership
Development Group. The Regional Leadership Development Group
shall meet at least once a year to coordinate the work of the
regions, share ideas, and advise the Leadership Teams of the
ARTICLE VIII THE
committees are elected by the Association to implement the mission
of the Association, and will establish policy and procedure for
respective areas of responsibility. The activities, policy
and procedure of Standing Committees are subject to Board of
Directors policy, review and approval.
B) The Board
of Directors shall establish Standing Committees following the
C) The Chairs
of Standing Committees shall be elected by a majority of votes cast
by the members from a single-slate ballot following the procedures
outlined in the AAPC Association Policies
certified members shall serve on the Certification Committee. All
individual members are eligible to serve on any other committee
(Standing, Appointed, or Task Force).
ARTICLE IX -
Any person made or threatened to be made a party to any
action or proceeding, whether civil or criminal, by reason of the
fact that he or she is or was a Director or officer, employee, or
agent of the Association, shall be indemnified by the Association,
and the Association may advance his or her related expenses, to the
full extent permitted by law.
ARTICLE X - EXECUTIVE DIRECTOR
& THE STAFF
Executive Director shall promote the mission of the organization
through oversight of the day to day operations of the Association,
facilitating communication between various entities in the
Association, and connecting the Association to the broader
communities important to the mission of AAPC.
Executive Director reports to the Board of Directors. The policies
related to the hiring, evaluation, and release of the Executive
Director are outlined in the AAPC Association Policies
policies related to office personnel shall be the responsibility of
the Executive Director in accordance with policies outlined in
the Staff Handbook.
ARTICLE XI - AMENDMENTS TO THE
amendments to the Bylaws may be initiated by the Board of
Directors, by a region or by a petition of fifty or more voting
members. Such proposed amendments must be received by the
Secretary at least 90 days prior to the Annual Meeting at which
time they are to be discussed.
proposed amendment shall be referred to the Board of Directors for
study, analysis and review. The Board shall have the right to make
revisions which are acceptable to the originators. The Board of
Directors shall submit each Board-approved amendment to the
membership for its consideration and discussion at the Annual
Meeting. Following such discussion at the Annual Meeting, the
proposed amendments shall be submitted to the voting membership. If
either a two-thirds majority of those voting or a simple majority
of all those eligible to vote approves the proposed amendment, it
C) An approved
amendment to the Bylaws shall be announced to the membership and
shall become effective upon its announcement.