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Section IV: Council

Policy Statement for SAA Reimbursement
Council Orientation Guidelines
SAA Guidelines for Use of the Council List
Liaison Assignments
Council FAQ

 

I. General

The Council is the elected governing body of the Society of American Archivists. Together with the Society's officers and the executive director, it is responsible for the governance of the Society and its affairs. Because Council is the elected governing body, its concerns have an impact throughout the Society and the profession and most frequently are implemented by designated groups or individuals other than Council and its members. For that reason its plans often depend upon follow-through by others. Other issues and matters concern Council's internal management and are implemented by Council alone.

In large part, Council activities are dictated by the continuing demands of Society management and by the annual budget and program review cycle. These are similar from year to year and require a substantial portion of Council's time and attention. Each year Council also must resolve urgent problems that arise from outside sources and circumstances and issues brought to Council by members and groups within the Society. At the same time, Council each year must set its own agenda for new initiatives and improvements in existing programs. These constitute Council's goals and priorities and are reflected in its three-year plan.

Under a resolution adopted at the January 30-February 1, 1987 meeting of Council, reaffirmed at the June 2-4, 1989 meeting, and amended at the June 11-14, 1992 and August 28, 2001 meetings, elected officers and Council members shall not serve on other SAA bodies as an officer, chair, or member of steering committees, boards, task forces, or as editor of the American Archivist, as Publications Editor; or as an official representative to outside bodies (except where this service is specifically mandated by the SAA constitution and bylaws or where the SAA Council specifically delegates such service by an officer or Council member of the Society).

II. Composition

Article VII of the Society's constitution states, "the government of the Society, the management of its affairs, and the regulation of its procedures, except as otherwise provided in this constitution, shall be vested in a council composed of officers and nine (9) members elected by the Society."

III. Term of Office

Article VII further states, "three (3) council members shall be elected in each annual election for terms of three (3) years. The nine (9) elected members of the Council shall be ineligible for immediate re-election. If a vacancy shall occur in the Council or in any of the offices except the presidency, it may be filled by Council. The persons designated shall hold the position until the next annual election at which time the position will be filled by election for the remainder of the term, if any."

IV. Functions

Article VII of the Society's constitution also states, "Council shall be responsible for the investment of funds and care of other assets of the Society. To further the educational aims of the Society, there shall be an endowment fund, the principal and earnings of which shall remain unexpended until together they total $75,000 and thereafter only the earnings my be expended. Fiscal control of the funds and assets shall be maintained by such records and accounting system as may be prescribed by Council. An internal audit of the financial affairs shall be made and a report of the audit published.

V. Duties

1. Provide overall leadership and direction for the Society and its committees, task forces, sections, roundtables, and representatives in order to create a structure to achieve the Society's goals.

  • Establish policies for the Society itself,
  • Provide guidance, oversight, advice, and coordination of the Society's activities,
  • Determine, with advice from the executive director, when and where the annual meeting will be held,
  • Call special meetings of the Society as needed,
  • Recommend by a majority vote amendments to the Society's constitution. Amendments proposed in writing by at least twenty-five (25) members which are not approved by Council require a two-thirds (2/3) vote of the members present and voting at the annual business meeting,
  • Prepare, adopt, or amend such bylaws as may be desirable to regularize the administrative practices of the Society,
  • Consider revisions to policies and procedures recommended by the Society's committees, task forces, sections, roundtables and representatives,
  • Formally consider and vote on all resolutions of the business meeting which request Council to take a specific action. Notify the membership of the results of the deliberation in the first mailing sent to the membership following the final Council decision,
  • Vote on constitutional amendments proposed by membership petitions. This is an advisory vote that may be overruled by the membership at the annual business meeting,
  • Review the annual reports, goals, work plans, and measures of achievement of the Society's committees, boards, task forces, sections, roundtables, and representatives and take appropriate action,
  • Develop additional activities, tasks and recommendations for the Society's committees, boards, task forces, sections, roundtables, and representatives as appropriate and necessary.
  • Make appointments to the Society's committees, boards, task forces, roundtables, and representatives not reserved for the president and vice president and as necessary,
  • Advise the president on the creation and termination of standing committees, boards, task forces, and other groups and approve actions taken by the president,
  • Elect two outgoing members of Council to serve one-year terms on the annual Nominating Committee,
  • Appoint three Society Fellows to one-year terms on the Committee on the Selection of SAA Fellows.
  • Review the organizational structure of the Society at least every three (3) years to establish, modify and, as necessary, eliminate Society bodies and representative positions in order to create a structure to achieve the Society's goals,
  • Communicate Council's actions to the Society's membership and create and monitor forums for communication throughout the Society,
  • Consider the financial impact of Society activities,
  • Develop and/or approve all requests for outside funding,
  • Approve any relocation of the Society's headquarters offices.

2. Oversee management of the Society's executive office and staff.

  • Acting through the executive committee, hire the executive director, review the executive director's performance, provide direction as needed, and take other actions in regard to his/her contract and retention,
  • Review, modify as necessary, and approve executive office work plan and priorities,
  • Receive reports on all funds from the executive director prior to each Council meeting,
  • Establish, with advice from the executive director, policies and approve key decisions relating to the location and conduct of the Society's annual meetings,
  • Establish, with the advice of the executive director, major policies relating to programs implemented by Society staff, including Society publications, sales, workshops, and member services,
  • Establish, with advice from the executive director, major policies relating to programs implemented by Society staff, including Society publications, sales, workshops, and member services,
  • Identify and resolve problems in all areas of Society management should these arise.

3. Ensure financial stability and growth for the Society by developing income sources and controlling the Society's budget.

  • Establish guidelines, in consultation with the treasurer, for the receipt and disbursement of funds, general operating funds, and external grants,
  • Consider the budget requests of the Society's committees, boards, task forces, sections, roundtables, and representatives and incorporate the approved expenditure requests into the Society's annual budget,
  • Review and approve the Society's annual budget,
  • Prescribe an accounting system and record keeping to maintain fiscal control of the Society's funds and assets,
  • Identify and evaluate, with the advice of the executive director, potential sources of improved funding and develop a strategy to achieve those that are in the Society's interest,
  • Provide Society members with information about the source and expenditure of Society funds,
  • Cause an annual audit of the financial affairs of the Society to be made and a report of the audit published,
  • Assume responsibility for investment of funds and for care of other assets of the Society through long-term and short-term financial plans and investment strategies,
  • Give specific prior approval for any financial solicitation of Society members through use of the Society's membership list,
  • Determine serial publication subscription rate for non-members, acting on the recommendation of the treasurer,
  • Establish special project funds as may serve to further the aims and purposes of the profession,
  • Review the dues structure every three (3) years, to modify as necessary,
  • Dispose of the Society's property, funds, or other assets in the event of the dissolution of the Society.

4. Build and coordinate Society relationships with individuals and groups outside the Society.

  • Encourage wide and diverse membership in the Society,
  • Encourage cooperative relationships with regional archival organizations,
  • Maintain close communication and cooperation with the Academy of Certified Archivists,
  • Establish channels for communication and action with members and organizations of such allied professions as records managers, librarians, historians, and others,
  • Strengthen the liaison and representation for the profession with national organizations including the National Archives, the National Coalition for History, and others,
  • Encourage communication and cooperation between archivists in the United States and in other countries,
  • Advise the Society's representatives to other organizations, boards, and groups, when the need arises, on issues that will have a long-range impact on Society policy or a significant portion of the archival profession,
  • Elect honorary members of the Society as appropriate. Election requires a two-thirds vote of Council. Honorary membership is limited to no more than ten (10) at any time.

5. Manage the Council's own work meetings and activities.

  • Attend Council meetings and participate in the conduct of the Society's business,
  • Elect a member of Council to serve on the executive committee, traditionally one of the third-year members,
  • Record the names and vote for all divided Council votes,
  • Establish policies and procedures for Council work,
  • Conduct all Council meetings in open session. Enter into Executive Session only upon a two-thirds (2/3) majority vote of those Council members present and only in order to discuss specific agenda items,
  • Periodically review the cost and effectiveness of Council activities and governance,
  • Manage the Council committee system: the committee on committees and the committee on task forces, boards and representatives,
  • Provide for a mechanism to periodically review and update the Council Handbook. The three third-year members conduct an annual review and editorial update of the Council Handbook by January each year. The updates are limited to edits that reflect changes in practice or that reflect Council votes during the previous year. The Council is informed of the changes but does not vote on them, although the group may elect to request input from the entire Council on certain changes. [This bullet added in November 2006.]

VI. Guidelines for Representative Appointments

The Vice President/President Elect appoints representatives to organizations where SAA has a seat or is requested to provide representation, to organizations in which SAA seeks official representation, and to allied organizations with which SAA desires an ongoing, formal relationship.

SAA representatives fall into one of three categories:

1. Representations by the Executive Director and/or a member of Council.

2. Reimbursed or partially reimbursed representation by an SAA member.

3. Unreimbursed representation by an SAA member.

It shall be the responsibility of the Vice President/President Elect to:

1. Appoint representatives to organizations where SAA has a seat or is requested to provide representation, to organizations in which SAA seeks official representation, and to allied organizations with which SAA desires an ongoing, formal relationship.

2. Request and obtain timely copies of all reports submitted by representatives.

3. Conduct an annual review of all representation by the Society, evaluating its effectiveness and its strategic importance to the goals of the Society. Prior to the winter Council meeting, the vice president/president elect makes recommendations to Council regarding (1) replacement of ineffective representation, (2) abolition of representation that is no longer strategically important to the Society, and (3) additional representation that would be strategically important and in the best interests of the Society.

4. Make representative reimbursement recommendations to Council prior to the winter Council meeting, basing these recommendations on the strategic importance of the representation, the financial needs of the representatives, and the availability of alternative sources of funding.

5. Present breakdown of representatives by category:

a.  Representation by the Executive Director and/or a member of Council (full reimbursement)

  • Academy of Certified Archivists
  • American Institute for Conservation of Historic and Artistic Works
  • Coalition for Networked Information
  • Digital Future Coalition
  • National Initiative for a Networked Cultural Heritage
  • National Institute for the Conservation of Cultural Property

b. Representation by an SAA member fully or partially reimbursed

  • American Library Association Committee on Cataloging: Description and Access
  • International Council on Archives Section on Professional Archival Associations
  • National Coalition of History

c. Representation by an SAA member Unreimbursed

  • American Association for Image Management
  • ALA Committee on Machine-readable Records
  • National Information Standards Organization
  • Advisory Committee to the U.S. Dept. Of State, Historical Diplomatic Documentation
  • Association of Canadian Archivists
  • Joint ALA/SAA Committee on Archives and Library Relationships
  • JOINT ARMA/SAA Committee on Archives and Records Management
  • National Historical Publications and Records Commission
  • National Center for Afro-American History, Cultural Planning Council.

 

Approved by Council: June 1991
Revised by Council: February 2003




Policy For SAA Reimbursement

Council and Officers Attendance at Council Meetings

Members and officers attend the Council meetings held during the annual meeting at their own expense.
SAA pays the expenses of members and officers as follows:

  • for one of the other two meetings in a year, transportation and room (member's choice of meeting),
  • for both of the meetings, two lunches, one dinner, and breaks at each meeting (lunches will generally be catered at the meeting facility; dinner is the traditional group meal).

Members and officers are responsible for their transportation and room and board at the second meeting and for meals at both meetings other than those listed above.

 

Approved by Council: June 1991




Council Orientation Guidelines

Newly elected officers and Council members should be oriented to their new responsibilities as soon as is practical. The following schedule outlines a timetable and responsibilities for that orientation.

May 1

Newly elected officers and Council members are notified by the executive director or his/her designee of their election. They are invited to attend the summer Council meeting at their own expense, but they are not expected to attend.

May 20

Members are sent links to the Council Handbook, the minutes of previous Council meetings, and the agenda and attachments for the summer Council meeting by the executive director.

July 15

Second year Council members contact incoming Council members to discuss committee assignments (e.g. liaisons, background and information about how the committee operates).

Specific liaison assignments for incoming Council members are made by the second year Council members and any other necessary adjustments are made that will go into effect at the end of the annual meeting.

Council members with liaison responsibilities should brief incoming Council members who have been assigned liaison to begin at the end of the annual meeting. Such briefing should include recent issues likely to be discussed at the annual meeting or to continue beyond the meeting.

September

Incoming members are invited by the executive director to attend the first Council meeting at the annual meeting. Although they cannot introduce or vote on motions, incoming members may participate in discussions.

Incoming members join existing members when they meet for the morning sessions with their respective groups (e.g. committees, sections, task forces, etc.)

Incoming members take office after the closing plenary ending the annual meeting. Usually a second Council meeting is held at that time and incoming members participate as full voting members. Outgoing members do not need to attend this meeting as their term has ended.

Occasionally other Council meetings are convened during the annual meeting as circumstances warrant. Incoming members should attend those meetings if possible.

 

Approved by Council: September 1991




Guidelines for Use of the Council List

Preface

According to the SAA Constitution, "the governance of the Society, the management of its affairs, and the regulation of its procedures, shall be vested in Council." The Constitution and Bylaws serve as the authority under which Council carries out its responsibilities. The SAA Council meets twice at the SAA annual conference, once at the beginning of the winter, and once at the end of the spring. These four meetings constitute the most appropriate setting for conducting regular Council business.

The Bylaws also provide for the existence of an Executive Committee, chaired by the President, that "shall act for the Council in conducting the affairs of the Society between meetings of the Council and shall provide timely communication and consultation with the Council between meetings." As a small group, the Executive Committee can more readily communicate between meetings and thereby reach decisions on highly time-dependent issues with a minimum of delay in communication.

Electronic communications have created opportunities for the discussion of Society business between meetings. This technology can facilitate communication among Council and between the Executive Committee and the full Council, permitting the informed, orderly, and timely discussion and decision making on the part of the Executive Committee and Council that is essential to the conduct of all Society business.

Since 1994, Council has operated a "Mailserv-hosted Discussion Group," commonly referred to as the "Council List," which has served as a forum for discussion and information sharing through electronic communication. In most cases, discussion on a particular issue constitutes information gathering and dissemination and does not lead to immediate action. Council and the Executive Committee do recognize, however, that there will be occasions when it is most appropriate for the full Council to record an official vote between meetings.

To facilitate communication and consultation on issues, the Executive Committee may also open up its electronic communications to the entire Council List. For such issues on which this is done, the Executive Committee will be encouraging comments from council, but decision-making on these issues will remain within the Committee. Since the intent of the list is to be as open and free as possible, Council members should not share a message from this list without seeking prior consent from its sender.

The purpose of these Guidelines, therefore, is to outline a procedure that will govern Council and the Executive Committee use of electronic communication for Society business in a manner that effectively and responsibly maintains their accountability to the SAA membership.

Procedures

When the presiding officer wishes to initiate a discussion, leading to a vote, he or she sends a message to SAA-CNCL designated CB (Council Business) in the subject line, followed by a descriptive topic. There are two steps in the process: discussion and vote, both of which are initiated by the presiding officer. Other Council members are free to suggest a vote be taken, but it is the presiding officer's responsibility to launch officially Council Business.

Discussion

When a message designated CB appears on the list, each Council member is expected to respond to the entire list as soon as feasible, if only to acknowledge that he or she has received the message. For the discussion to continue, eight Council members must register their presence by the end of the third business day after the initial message is posted.

If the required number of Council members has been reached within those three days, the discussion can be continued until the presiding officer calls for closure of the issue, by either calling for a vote or tabling the subject.

Vote

The presiding officer will summarize the discussion in the form of a motion to be voted upon. At that time, the motion requires a second. There is then an opportunity for any further discussion. Council members may then register their vote with the code CB/V in the subject line followed by the issue heading. For the motion to pass, eight "yes" votes must be registered in no longer than five business days after the question is called, unless another level of vote is required under the Constitution and Bylaws. All Council members present for the voting phase must vote "yes" "no" or "abstain." The Council member seconding the motion may vote at same time as issuing the second. The presiding officer may accept friendly amendments.

The day after the time allotted for voting expires, the presiding officer announces the results of the vote and indicates or solicits ideas for implementation.

Tabling

The presiding officer may decide, during the course of the discussion, that the issue is too difficult to resolve via electronic discussion. The issue will then be handled by the Executive Committee or postponed until the next in-person Council meeting. In such instances, the presiding officer will advise Council of that decision.

Additional Guidance

If one or more Council members do not have an e-mail address, SAA will provide them with that service. If necessary, the messages can also be faxed to the Council member by the SAA office. In such instances, these Council members must respond to CB and CB/V messages within the allotted time periods. They may do so by fax or by telephone, followed by written confirmation.

The non-responsiveness of Council members during either the discussion or voting periods should not preclude attempting to communicate with them by other methods to solicit their input. Only written responses via fax or e-mail will be counted in tallying actual votes.

Council members are encouraged to notify SAA-CNCL of extended absences. Council members are also encouraged to check their e-mail daily when they are in the office.

The list-owner, having the responsibility for the preservation of CB and CB/V messages, must number the decisions taken by Council over e-mail and present them in writing as an agenda item at the next in-person Council meeting, so that they can be formally included in the minutes.

 

Adopted by Council June 8 , 1997




Liaison Assignments

In June 2007, the SAA Council adopted the following process for use by the Executive Committee representative on the Council in making liaison assignments of Council members to sections, roundtables, and committees:

  • The Council member who is elected to the Executive Committee makes liaison assignments.
  • The process of assigning liaisons to committees and boards is separate from the process of assigning liaisons to sections and roundtables.
  • Each Council member is assigned to be a liaison to at least one committee or board. This liaison responsibility remains in place for the duration of the Council member’s tenure on the Council.
  • Incoming Council members assume the committee/board assignments of outgoing Council members.
  • Council members are assigned liaison responsibilities with sections and roundtables each year based on the Council member’s interests and with attention paid to balance in assignments. This means that some liaison assignments may not change from year to year, while others may change depending on the judgment of the Executive Committee member who makes the assignments.

The process outlined has the advantages of providing for liaison continuity with boards and committees, ensuring that all Council members have the opportunity to serve as liaisons with a combination of committees and sections/roundtables, and providing for matching of Council members’ expertise with liaison assignments.

Adopted by the Council June 2007



Council FAQ

Considerations before taking office

What should I do to prepare for Council?

By the end of May after the election you should receive the Council Handbook. If you do but one thing before you join council, read the book. Note especially the "Council Orientation Guidelines" (4.7) which describes a timetable for the orientation of new council members. In the words of one council member, "I remember finding the Handbook a god send since I realized that there was a great deal that I did not know about SAA structure and how the units functioned."

Am I invited to Council meetings before I become a vested member of council, and can I talk at these?

This is another good way to prepare for Council, although financial support is usually not available. Newly elected members might consider attending the late spring meeting (around June). Certainly all new members should plan to attend the first council meeting during the annual conference. Note that this meeting may conflict with pre-conference workshops. Newly elected members do not assume office until the second council meeting of the conference, and they may not vote until that point. According to parliamentary procedure, the president has discretion over allowing discussion by newly elected members. Generally, participation is welcome and encouraged.

What is expected of freshmen council members?

Early in SAA's history, freshman council members were expected to sit and listen. Whether because of mouthy baby boomers, the beat generation of the 1950s, or the decline of manners in our society, this unwritten policy seems to have died. Freshman members are expected to contribute. All members are expected to be civil (see code of conduct, to be passed).

Do I have to resign from all other SAA positions? Or can I still serve as a chair of an SAA group?

Council members may not serve as chairs, officers, or members of standing committees, boards, task forces, or other official representative to external bodies unless mandated by the constitution, by laws or council. The rationale for this policy is given in the Policy on Council Service on SAA Bodies (adopted June 1992).

Responsibilities

General Duties

Duties are outlined on page 4.3 of the Council Handbook. Basically, council members are responsible for the leadership and direction of the Society, and oversee the finances and management of SAA. They must attend council meetings, work with assigned groups within SAA, and work with the executive director, officers, and other council members.

How many Council meetings are there each year?

There are generally four meetings per year. During the conference, two meetings are held, one at the beginning (which is the last meeting of the 3rd year members), and one towards the end of the meeting (which is the first official meeting for newly elected members). Another meeting is held during winter (usually in January), and a fourth meeting is held at the end of spring (usually in June). Members are responsible for attending meetings, and may be asked to resign if they are frequently absent (resolutions adopted 12/28/62, 10/4/66).

Who pays for what?

Annual meeting expenses are your responsibility. SAA covers the transportation and room of one of the other two meetings held outside the annual conference. For meetings not convened during the annual conference, SAA will cover two lunches, one dinner, and breaks at each meeting. (Policy for SAA Reimbursement, p. 4.6)

Conduct of Business

What are the roles of the executive director, officers, executive committee, and council members? Who controls council?

The executive director serves at the pleasure of council. She attends council meetings, but has no vote. The officers consist of the treasurer, vice-president, and president. The executive committee consists of the three officers, one council member elected by council, and the executive director. The executive committee reviews the performance of the executive director, and conducts business between council meetings and right before them. The president convenes and presides over council and the executive committee. Council itself is the governing authority of the Society.

What Council deliberations are confidential and what ones can be discussed openly?

Meetings of the council are open to all SAA members. Consequently, there are no rules prohibiting the discussion of the proceedings outside of council. However, council members should use common sense. Drafts of documents usually are not meant for distribution (otherwise they wouldn't be drafts), and informal discussion is not meant for publication. Deliberations of the executive committee or a council that has convened in executive session are privileged and not for dissemination.

What if some council members or officers are jerks?

SAA Council is a form or representative democracy, and although sometimes there is no accounting for taste, each council member and officer holds a position because a large group of SAA members felt well represented by them. Some fellow members may not command your admiration, but they deserve your respect and civility (see Code of Conduct). The effectiveness of council is heightened considerably when members are not at each other's throats.

Can I share Council listserv postings with anyone else outside of Council?

The council listserv was established as a tool to aid council's work. There is no formal restriction on sharing information distributed through the council listserv. However, the broad dissemination of frank discussions on the council listserv is likely to affect its candor and reduce its effectiveness as a tool of communication.

I hate planning meetings. When should I plan to be sick?

You are in the wrong group. The essence of council is to wisely plan the future of SAA. All aspects of council involve planning. However, Council recognized the need to set aside time apart from immediate concerns. Traditionally, a day of the June council meeting is set aside as planning day, and its content is determined by the executive committee. In the past, a separate Committee on Goals and Priorities drafted a plan for the society, but this committee was disbanded in favor of council assuming responsibility for planning.

When are decisions about finances made?

The budget for the coming year is decided at the June meeting.

What should I do with all of my Council records?

The SAA office has responsibility to document the proceedings of the Council and to forward the proper documentation to the SAA archives. If you suspect that you have some documents that should be added to the archives but are likely to have escaped the SAA office, contact the executive director. With a few exceptions, only the Council representative to the executive committee is likely to hold official records of a confidential nature. These should be disposed with prudence.

Effectiveness as Liaisons

How can I improve the communication/information flow between Council and the groups I represent?

While the chairs of each group are responsible for reporting on the progress and needs or their groups, council liaisons share in this responsibility. Liaisons should stay in close contact with the groups that they represent, and anticipate some of their needs. They should expect to be familiar with the activities and needs of the groups they represent.

Whose responsibility is it to get new business on the council table, council liaisons or chairs of groups?

Chairs are responsible for submitting new business to council, usually through their liaison (although sometimes through the executive director or officers). Chairs generally do not make a personal presentation to council unless specifically asked. For this reason, liaisons must be familiar with their activities and be ready to provide council with pertinent information about the group. Heads of committee, sections, and round tables may not understand the cycle of SAA business (particularly budget requests), so effective liaisons stay in touch to assist such groups. Liaisons must ensure that any new business has enough lead time to be incorporated in the council meeting agenda.

Are there deadlines for bringing the concerns of SAA groups to Council and placing them on the agenda?

If you wish to have due deliberations over concerns raised by any member group, make sure to give the SAA office time to distribute any necessary documents. You may request to place an issue on the agenda, but you should inform the executive director far enough (at least two weeks) in advance of a council meeting to ensure its placement.

Are regular reports, aside from budget requests, expected from the committees, task forces, etc.?

Three-year plans from each member group were instituted during SAA's work on the strategic plan in the early 1990s. Their fate, as well as the fate of the Committee on Goals and Priorities, is under discussion.

Should I attend any of their meetings?

Most groups are delighted to have council members attend their meetings, although scheduling conflicts during the annual meeting will be problematic. Liaisons might wish to consult with chairs about attending some or all of the meeting. Remember that council liaisons are not suppose to drive or direct these meetings; they are their to respond to questions and offer insights when appropriate.


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