ATTACHMENT 5.3.1

AMERICAN ASSOCIATION OF ENGINEERING SOCIETIES

Amendments to the Bylaws

The following is reproduced from the September 11, 2006 Ex Com Minutes:

8.4 / Constitution/Bylaw amendments
Salmon reported to the ExCom that we need to have a vote by the Board of Directors at the December meeting on amending the Bylaws. These were discussed at the May 10 ExCom meeting. The pertinent sections of those minutes are reproduced below.
7.7: A discussion was held on the inconsistencies that have been noted between the AAES Constitution and the Bylaws. Specifically Section 1 of Article V of the Constitution and Section 221 of the Bylaws. The consensus of the ExCom was that Section 1 of Article V was correct as worded, and changes needed to be made to Section 221. Motion made by Natale and seconded by Jenniches to resolve the inconsistency between the Constitution and the Bylaws. Motion passed. Accordingly, the following action item was directed by the ExCom:
ACTION: Anderson to develop an e-mail ballot and send to the Member Societies for the purpose of changing Section 221 of the Bylaws to remove the inconsistency between that Section and Section 1 of Article V of the Constitution. The third sentence of Section 221 will be modified to read: “The Chair and Chair-Elect must be Past-Presidents of a Member Society.”
7.8: A discussion was held on the ambiguity in the wording of Section 401 of the Bylaws dealing with AAES Groups. A motion was made by Natale and seconded by Jenniches to remove the ambiguity in the Section. The motion passed. Accordingly, the following action item was directed by the ExCom:
ACTION: Anderson to develop an e-mail ballot and send to the Member Societies for the purpose of changing Section 401 of the Bylaws to remove the ambiguity regarding the number of Member Societies that are needed to form a Group. The first sentence of Section 401 will be modified to read: “Member Societies may form groups of three or more Member Societies to deal with agreed activities/issues.”
The notice to the Member Societies must be given at least 30 days prior to the December Board meeting, so that the vote can be taken at the Board meeting.
ACTION: Anderson will prepare the necessary motions and send same to the Member Societies NLT November 6, 2006.

MOTION #221: Moved and Seconded that: “In order to remove the inconsistency between Section 221 of the Bylaws and Section 1 of Article V of the AAES Constitution, the third sentence of Section 221 will be modified to read – “The Chair and Chair-Elect must be Past-Presidents of a Member Society.”

MOTION #401: Moved and Seconded that: “In order to remove the ambiguity in Section 401 of the AAES Bylaws regarding the number of Member Societies that are needed to form an AAES Group, the first sentence of Section 401 will be modified to read – “Member Societies may form groups of three or more Member Societies to deal with agreed upon activities/issues.”