An MAA Governor is the primary representative of a Section or special constituency within MAA's governing hierarchy. In this capacity, each Governor provides a voice for a Section or special constituency of MAA. Governors hold fiduciary responsibilities for MAA operations. Each year the Governors review and approve the budget, debate and approve new MAA policies and changes to existing policies, and consider proposals for Section bylaw changes. They also debate and approve changes to MAA bylaws, which are then subject to modification and approval by a publicly called meeting of the Association. Further, the Governors oversee MAA's programs, including grants, publications, prizes, and awards programs.
The roles of the Board of Governors (herein called "the Board") and the Executive Committee of the Board are given in the MAA Bylaws, included in Section 3. Governors should become familiar with these Bylaws. The Executive Committee sets the agenda for the Board and acts as a nominating committee for some prizes and some elections. Committee chairs and Governors are invited to submit items for the Executive Committee agenda at any of its meetings.
The Board meets twice a year, on the day prior to summer MathFest and on the day prior to the January Joint Mathematics Meetings. The MAA Secretary sends a written agenda booklet to each Governor before a Board meeting. The booklet includes agenda items such as Routine Business; Executive Committee Reports; Staff Reports; Prizes, Elections, and Nominations; Reports of Editors of MAA Publications; Committee Reports; Old Business; and New Business. Proposals that require a Board vote are indicated clearly in the booklet. This document identifies pertinent elements of MAA's operations for Board review. Governors are expected to keep information on prize winners and nominations confidential until advised by the MAA Secretary. They should use the booklet as preparation for the Board meeting and bring it to the meeting.
The Budget Committee, a subcommittee of the Executive Committee, meets in November and May. At the November meeting, current-year and Board-approved budgets for next year are reviewed and revised as needed. Membership dues are discussed and dues for the current year plus two are recommended. Recommendations and revisions, after approval by the Executive Committee, are presented to the Board at the next January meeting. At the May meeting, previous fiscal (calendar) year and first-quarter current fiscal year actual financials, and current year projections are reviewed. A projected budget for the following year is developed for recommendation to the Board at its summer meeting.
Governors are expected to report national MAA news and activities to their Sections or special constituencies. In particular, Section Governors should submit reports on the Board meetings and any national issues to be included in Section newsletters. Other Governors may report to a SIGMAAA related to their constituency. In turn, governors may initiate New Business items recommended by an MAA Section or special constituency for Board consideration. Governors submit candidates’ names, interests, and qualifications to the MAA Secretary for possible membership on MAA committees.
Between meetings of the Board, there are issues on which the Board may need to formulate a decision. The Secretary sends email to all Board members stating the issue and the motion at hand. There is ample time for discussion via email and a vote is requested by a stated date. If three or more governors object to voting by email, the voting will be suspended and the matter will be on the agenda of the next official meeting of the Board.
New Governors are invited to attend an orientation meeting in the evening prior to their first Board meeting. At this orientation meeting, the new Governors, MAA officers, and MAA staff members meet one another. The meeting includes a brief introduction to MAA's organizational structure and programs, and a discussion of the responsibilities of MAA Governors.
All officers and members of committees are expected to abide by the Conflict of Interest Policy and the MAA Code of Ethics, included in Section 7. Each new Governor will be given a printed copy of "Financial Responsibilities of Non-Profit Boards", Ed. 2003, for study and reference. The MAA maintains an Officers and Directors Insurance Policy entitled: "Non-Profit Management and Organization Liability Insurance Policy", held by St. Paul Travelers, that includes general protection for members of the Board.
Reference material and links for MAA Governors can be found in this handbook and on MAA Online at www.MAA.org. MAA officers and staff can provide additional details of MAA and special interest issues.