ARTICLE I - Name

The name of the association shall be the American Academy of Esthetic Dentistry (hereafter referred to as the Academy).

ARTICLE II - Purpose

To promote the integration of dental esthetics into the total spectrum of health care and provide a leadership role for the profession by defining the highest interdisciplinary clinical, scientific, artistic, and ethical standards through research, publications and educational presentations.

ARTICLE III - Membership

Membership in the Academy is a distinctive honor. The qualifications, rights and obligations of membership will be fixed and determined in the Bylaws and other governing documents of the Academy.

ARTICLE IV - General Assembly

The Academy shall be governed by the General Assembly. This body will hold an annual meeting to conduct business. All meetings of the General Assembly shall be called and held as stated in the Bylaws and other governing documents of the Academy.

ARTICLE V - Officers

The officers of the Academy shall be the President, President-Elect, Vice President, Secretary and Treasurer.

ARTICLE VI - Executive Council

Between sessions of the General Assembly, the affairs of the Academy will be managed by an Executive Council consisting of the officers, the two (2) immediate Past Presidents and three (3) Directors-at-Large.

ARTICLE VII - Elections

The officers and directors will be nominated, elected and hold office as fixed in the Bylaws and will have such duties and responsibilities as detailed in other governing documents of the Academy.

ARTICLE VIII - Amendments

Amendments to the Constitution may be recommended by a two-thirds (2/3) vote of the Executive Council at any annual meeting and their adoption by the Academy shall be determined at the following annual meeting. Proposed amendments must be submitted in writing to all voting members at least thirty (30) days in advance and will require not less than a three-fourth (3/4) vote from those eligible members present and voting.

ARTICLE IX - Organization

The Academy is established and operates as a nonprofit organization under Section 501(c) 6 of the Internal Revenue Code. No part of the net earnings of this Academy shall inure to the benefit of any individual except that the Executive Council shall be authorized to pay reasonable compensation for services rendered and distribute funds in the furtherance of the purposes set forth in Article II of the Constitution.

The Academy shall have and continuously maintain a registered office and a registered agent as designated by the Executive Council.

The rules contained in the current edition of Robert’s Rules of Order, Newly Revised, shall govern the Academy in all cases to which they are applicable and in which they are not inconsistent with statute, these Bylaws or a specific provision of the Articles of Incorporation and any special rules of order the Academy may adopt.

The fiscal year of the Academy shall be January 1 to December 31, inclusive.

ARTICLE X - Quorum

Unless otherwise required in the Bylaws, a simple majority of the Executive Council shall constitute a quorum for the official conduct of business. At least one-third (1/3) of the eligible voting members of the Academy must be present at a meeting of the General Assembly in order to transact business.