Member feedback sought

AOPA’s bylaws are the foundational governance document of the association. They establish how trustees are nominated and elected, how officers are chosen, how long they may serve, and how the board accounts to the membership. In some areas, the current bylaws are outdated and lack the structure and transparency that today’s members reasonably expect.

The AOPA Board of Trustees has reviewed the bylaws against modern nonprofit governance standards and the requirements of the New Jersey Nonprofit Corporation Act. The result is a focused set of amendments under consideration addressing trustee terms, the nomination process, and related governance practices.

Each change and justification is detailed in plain language online for members to review. The board will review all member input before finalizing the bylaw changes that will ultimately be voted on this fall. Submit your feedback through the official member survey.

Summary of potential changes

1. Nominating committee composition

Change under consideration: Establish that the nominating committee should have not less than two trustees, and up to no more than one-third of the members of the AOPA Board of Trustees.

2. Trustee candidate nomination process

Change under consideration: Establish an open nominating process that gives members the opportunity to present or suggest candidates for the board, including: formal process and time for candidate submission and consideration; new candidate submission requirements; formal opportunity for current trustees to seek reelection.

3. Trustee terms of service—staggered terms and term limits

Change under consideration: Establish a board that operates on staggered terms, with term limits, and where trustees can be removed for cause.

4. Total number of trustees

Change under consideration: Establish that the AOPA Board of Trustees shall have no fewer than three and no more than 13 trustees.

5. Trustee qualifications

Change under consideration: Establish trustee qualification criteria for consideration by the nominating committee to include, among other things, persons who are or have recently been active general aviation pilots; who own or have owned or leased general aviation aircraft; who will commit to participate in board committees and public aviation events; and who have subject matter expertise in at least one area of need for AOPA such as, for example, finance and accounting, marketing and social media, government affairs and regulations, or aviation safety.

6. Chairman qualifications and term limits

Change under consideration: Establish a leadership development pathway for the chairman of the board—the most consequential volunteer position in the association. Specifically, to be considered for chairman, an individual must have served on the AOPA Board of Trustees for at least three consecutive years (with the third year being the most recent year prior to the election) and must have served as a board committee chair of any committee for at least one year. Also, no person may serve as chairman of the board for more than six consecutive years, unless extraordinary circumstances apply and the majority of the board supports an additional term of service for the trustee serving as chairman.

7. Proxies

Change under consideration: Establish a deadline for the submission of proxies before the annual meeting, requiring that all proxies be submitted in writing to the secretary no later than the last day of the calendar month before the annual membership meeting.