The American Academic Research Institute

“TAARII has five types of members:1)Institutional Members, which includes any university, college, museum or other educational or research institution accepted by majority vote of the Board. Each Institutional Member may be represented at meetings of the Board by the representative designated by such Institutional Member, and each member has one vote at all meetings.2)Individual Members, with qualifications and eligibility as prescribed by resolution of the Board, shall have voice but not vote in Annual or Special meetings, if invited to attend by the Board, except for those elected to the Board of Directors.3)Corporate Members may by resolution be established for companies and for-profit corporations. The qualifications, eligibility, dues, fees and rights of Corporate Members shall be established by resolution of the Board from time to time.4)Honorary Members may be elected from time to time, upon the recommendations of any three Directors, in recognition of the distinguished attainments or service of such person to the Institute. Honorary members shall have rights, liabilities, or other incidents of membership as the Board may prescribe at the time of election.5)Affiliated Institutional Members (Affiliated Institutions) are represented on the Board on a rotating basis. Representatives of two (2) Affiliated Institutions serve on the Board in any one year. The other Affiliated Institutions have voice but do not vote. Affiliated Institutions make annual contributions to be set by the Board.”

“The Board of Directors shall consist of the representatives of the Institutional Members with the addition of no less than two who shall be elected by Individual Members from among their constituents. If it so wishes, the Board may elect up to three additional non-Institutional representatives from among Individual, Honorary, and Corporate Members. That number may be increased or decreased from time to time by a three-quarters affirmative vote of the Board. The Officers of the Institute shall be a President, a Vice President, a Secretary, and a Treasurer, to be elected by the Board. Institutional representatives, Individual Members, Corporate Member representatives, and Honorary Members are eligible for election to the positions of President and Vice President. Membership requirements shall not preclude the election of an individual as Secretary or Treasurer.”

“At all meetings of the Institute, except as otherwise provided in the Articles of Incorporation, members entitled to vote shall have one vote, and may take part and vote in person or by proxy. Individual or Corporate Members elected to the Board of Directors shall also be entitled to one vote. Unless otherwise specifically provided by these By-Laws, fifty percent of the total number of Institutional Members shall constitute a quorum for the transaction of any business. At any duly convened meeting of the members of the Institute at which a quorum is present, the affirmative vote of a majority of the Institutional Members or Elected Members present and voting in person or by proxy on any question shall be necessary for the adoption of any matter voted upon.”

“Return reviewed by Board President, Treasurer and Executive Director before filing.”

“TAARII requires a conflict of interest disclosure and it is regularly monitored.”

“The annual salary of the executive director is decided by the board of directors and may be increased annually based on terms stated in the employment contract. The discussions of salary and raises are documented in the minutes of the board meetings.”

“Governing documents, financial statements and tax returns are available upon request.”