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Faculty By-Laws
Kogod School of Business


Article I. Introduction and Summary
Article II. The Kogod Faculty Council
Article III. Committees of the Kogod Faculty
Article IV. The Kogod Forum


Article I. Introduction and Summary

The Kogod School of Business at American University was founded in 1955. It was the first business school to be established in Washington, D.C. The school has a rich history of business education and research at both the undergraduate and graduate levels.

The Kogod School of Business (KSB) is led by its Academic Dean. One or more Associate Deans aid the dean in implementing the academic mission of the school. The school has a traditional departmental structure in key disciplinary areas of business; each department has a Department Chair who plays a significant role in providing academic leadership in the department. Additionally, a member of the faculty typically will serve as the academic director for undergraduate and graduate programs and for research centers and institutes.

The authority and responsibilities of the faculty in the Kogod School of Business are derived from expectations for faculty responsibilities as described in the American University Faculty Manual (the Faculty Manual). The Dean is the chief academic leader of the school, and provides both academic leadership and oversight of academic activities. (See section 5.d in the Faculty Manual) The faculty has three collective responsibilities in support of the academic mission of the school: to produce original research, to provide a high quality academic experience for our students, and to provide service to the AU community, including department and school or college level service, and to the greater academic community. (See sections 7 and 12 in the Faculty Manual and the Appendices to this document)

The Faculty Governance By-laws in this document are structured to support the activities of the faculty in its teaching, research, and service activities. The By-Laws also serve to provide a clear and concise statement of structures and processes that support the academic mission of the school and the faculty role in that mission. The Appendices to these By-Laws provide important detail related to the implementation of the general principles and aims of the By-Laws.


Article II. The Kogod Faculty Council

The Faculty Manual (Section 5.b) requires that the faculty of each academic unit should have at least one governance council. This council should ensure that all faculty have a voice in governance, and it is collectively responsible for developing, maintaining, and implementing governance policies at the academic unit level that also comply with policies in the Faculty Manual. It is through this council that the faculty also exercises its oversight responsibilities for academic affairs: in particular the curriculum, the degrees and any certificate offerings of the school and matters related to the responsibilities and review of tenure track faculty for tenure and promotion. Policies regarding other matters and topics of general interest to the faculty may also be considered by this council. The Kogod Faculty Council is the faculty council in the Kogod School of Business that fulfills these requirements and that is the final faculty voice in faculty governance and oversight.


  1. All individuals who serve as full-time faculty are members of the Kogod Faculty Council, including full-time faculty members whose principal duties are administrative. Adjunct faculty are welcome to attend but do not vote. The Chair of the Council may invite staff, students and other individuals to attend meetings as non-voting guests. If adjunct faculty or guests are present, the full-time faculty members may call for a closed meeting comprised of only voting members (full-time faculty members) with a majority (50% +1) vote.

Council Leadership

  1. Role of the Chair and Vice-Chair: The Chair of the Faculty Council manages the agenda and meetings of the Council. Any unresolved procedural issues that arise during a Faculty Council meeting are resolved by the Chair. The Chair serves as a conduit for communications between the Dean and the faculty as a group. The role of the Chair is to provide a window into the views of the faculty as a whole, rather than at a departmental level. Department Chairs cover the latter role. The Vice-Chair assists the Chair in these duties, keeps minutes of the Council Meetings, and serves in place of the Chair in meetings when the Chair cannot be present. In addition, to insure continuity in governance, the Chair and Vice-Chair work together to prepare a brief report at the end of each Council year; this report should summarize important events, completed activities and on-going activities of the Council and it’s Committees that will continue into the future Council year.
  2. Term of the Vice-Chair and Chair: At the beginning of each year the Council will elect a Vice-Chair from among its tenured faculty membership. The Vice-Chair serves a one year term to be followed automatically by a one-year term as Chair. This arrangement provides continuity across Academic Years, as the business of the faculty does not necessarily end at the close of a school year. Faculty may serve again after a two year break in service.
  3. Qualifications to Serve as Chair or Vice-Chair: A faculty member must be tenured to serve as Chair or Vice-Chair. Customarily the Vice-Chair and Chair will be a faculty member at the Full Professor rank. In the event a Full Professor is unable to fill the role of Vice-Chair and subsequently Chair, an Associate Professor may be elected to the position. No faculty member below the rank of Associate Professor may serve as Vice-Chair or Chair.

Meeting Schedules, Notifications and Record Keeping

  1. Meetings Schedule: The Kogod Faculty Council meets at least once in the fall and once in the spring semesters. Depending on the business of the Council, additional meetings may be called. Notice will typically be given of future potential meeting dates at the beginning of the school year. Unanticipated special meetings may be called as required.
  2. Who May Call a Meeting: While meetings are typically called by the Chair of the Faculty Council, a Council meeting may also be called by petition on the part of the full-time faculty. Petitions may be used to call meetings when the Chair or Vice-Chair is unavailable or when the Chair deems a meeting unnecessary but a majority of faculty disagree and wish to meet. Petitions to hold meetings require the signatures of at least 33% of the full-time faculty. In either case the meeting that is called will be chaired by the Vice-Chair unless the petition specifically states that a designate of the faculty will be chosen to chair the meeting. In this latter case the decision as to who will chair is determined by a faculty vote at the beginning of the meeting. Such a vote does not remove the Chair or the Vice-Chair of the Council from their positions, but replaces them in their roles for the single meeting in question.
  3. Agenda: A meeting agenda is prepared by the Council Chair and Vice-Chair and sent to faculty a few days in advance of each meeting. Any faculty member may request that an item be placed on the agenda. Faculty may also bring additional items not on the agenda to the floor at the end of the meeting, as time allows. Members of the administration, staff, as well as elected members of the student organizations may request that an item be placed on an agenda, but final decisions as to agenda content are up to the Council Chair.
  4. Roberts Rules of Order: Unless specifically changed by a vote of the Council, procedures in meetings that are not outlined in this document will follow Robert’s Rules of Order.
  5. Minutes and Reports of Meetings: Minutes are taken by the Vice-Chair or, in the absence of the Vice-Chair, by a faculty member designated at the beginning of the meeting which the Vice-Chair cannot attend. The annual Council report, Council minutes, and committee reports will be made available to the AU community on the Kogod Faculty Governance and Policy web page.


  1. Eligibility to vote: For most actions, all full-time faculty members are vested with voting privileges. For those actions related to tenure standards and processes, only tenure track faculty may vote.

    Quorum requirements: A quorum is established if more than half (a threshold of 50% + 1 vote of full-time faculty eligible to vote) of the full-time faculty are physically present at any meeting.

  2. Vote Requirements and Procedures: Once a quorum is established, votes of the Council are binding. Actions that receive supporting votes of at least 67% of the faculty present pass. Actions that receive supporting votes of less than 40% of the faculty present fail. Actions that receive supporting vote totals that lie between these two measures are moved to a second vote. This second vote typically occurs within ten days of the initial meeting bringing the matter forward. A second meeting to have the vote is not required, unless a majority of faculty attending the initial meeting request a second meeting. In the event a second meeting is not necessary, the second vote may be implemented electronically. In either case, for an action to pass on the second vote, more than 50% of all possible faculty votes must support it (50% + 1 vote based on the number of full-time faculty eligible to vote). The Chair typically decides when paper ballots are necessary for votes held in Council meetings; but an individual faculty member may request paper ballots for any vote.
  3. Proxy votes: While the Faculty Council encourages all members to be present and participate in deliberative processes, proxy votes are allowed for Faculty members who cannot attend a Faculty Council meeting due to conflicts, at the requesting faculty member's professional discretion (e.g., for legitimate conflicts such as faculty teaching, other business, or emergencies). The request for a Proxy Vote must be delivered in writing (email preferred) to the Faculty member’s Department Chair and to the Chair and Vice-Chair of the Faculty Council no later than close of business (5PM) on the day before the affected Council Meeting. The request should designate the individual to whom the proxy has been given. A Faculty member who expects to be in this situation for an entire semester due to a teaching conflict may elect to make, prior to the first Council of that semester, a single request covering all Kogod Councils of that given semester.


Article III. Committees of the Kogod Faculty

Per section 5b in the Faculty Manual the faculty of the Kogod School of Business may have both standing and ad hoc or advisory committees to assist in governance and academic policies. The Faculty Council also reserves the right to meet as a committee of the whole. Standing Committees are listed below with a brief summary of their role in the school. Ad hoc and advisory committees will, by their nature, change over the course of any school year and are not listed here.

The details of each standing committee’s structure and policy are included as addenda to this governance document. Changes to the standing committees’ mandates and/or structures require a review by and a vote of the Kogod Faculty Council. Each committee in the Kogod School of Business will report on its work at least once during each academic year to the Kogod Faculty Council.

Governance committee(s):

  1. Rank and Tenure Committee – section 11.d in the Faculty Manual specifically charges the faculty in each academic/teaching unit with reviewing requests from tenure track colleagues for evaluations of progress towards tenure for reappointment, receipt of tenure, and requests for promotions in rank. One required level of review is unit-wide; within the Kogod School of Business the Rank and Tenure committee (RTC) is responsible for the unit wide review. The Faculty Manual also requires review at the unit level for promotions for term faculty; the RTC is charged with that responsibility in the Kogod School of Business. The RTC also reviews recommendations made to change the process and criteria within Kogod School of Business for the process in and review of faculty actions, and reports a recommendation to the Faculty Council. All changes to review processes and criteria must be approved by the Faculty Council.

Academic Committees

  1. Educational Policy Committee - the Educational Policy Committee has oversight responsibility to the Faculty Council to report on suggested changes in individual course offerings and programmatic level reviews and initiatives. The results of the committee’s deliberations are reported to the full Kogod Faculty Council to aid the Council in its review of and vote on these matters. Changes to the curriculum and programmatic offerings require approval by the Faculty Council.
  2. Curriculum Assessment Committee - the Curriculum Assessment Committee conducts ongoing assessment activities to assure learning standards are being met, both for accreditation reviews and for internal use within the Kogod School of Business. The committee also provides yearly assessments of academic program curricula. The committee coordinates its activities with the EPC, Department Chairs, Program Directors, and individual faculty members as needed.


Article IV. The Kogod Forum

The Kogod Forum serves as the vehicle for the administration, faculty, and staff to meet to discuss strategic planning, academic, and policy issues that cross the boundaries of the work of the three groups. It also provides an opportunity for building ties between individuals working across the wide variety of functions necessary for the school to achieve its mission. Policy related to faculty governance is not set in this body, but the discussion in the Forum serves an important role as it informs policy decisions within the school.


All faculty and staff of the Kogod School of Business are members of the Kogod Forum. Two students represent the student body as members of the Kogod Forum. The Graduate Business Association (GBA) and the Undergraduate Business Association (UBA) each appoint a representative, with consent from the Office of Academic Programs. Student members serve a one-year term beginning on September 1st of the year appointed and ending on August 31st of the following year.

Forum Chair

  1. The Senior Associate Dean for Academic Affairs serves as chair of the Kogod forum and is responsible for the Agenda. The Senior Associate Dean may appoint another faculty member to serve as acting chair during his or her temporary absence.

General Meeting Procedures

  1. Meetings: The Kogod Forum meets at least once a semester with the specific dates and times announced as far ahead of time as possible prior to the start of each semester. Meetings previously scheduled but for which no agenda develops may be cancelled by the Dean or the Senior Associate Dean. Special meetings may be called by the Dean, the Senior Associate Dean or the Dean’s Executive Committee.
  2. Minutes: Minutes are the responsibility of the Forum Chair. Minutes will be posted in a timely manner on the Kogod Faculty Governance and Policy web page.
  3. Voting and other Procedures: Because the Kogod Forum is not a governance body, votes are infrequent. However, should a vote other than a general “show of hands” be required, a simple majority rule will apply. Voting and other procedures in meetings that are not outlined in this document will follow Robert’s Rules of Order. The Forum Chair makes the final decision on all procedural matters in the event of a disagreement on procedure. Votes taken on an issue in the Forum do not determine faculty policy and as a consequence do not supersede votes in the Faculty Council.
  4. Agenda: A meeting agenda is prepared by the Senior Associate Dean and the Dean and sent to the membership a few days in advance of each meeting. Minutes of the previous meeting are sent at the same time. Any member of the Kogod Forum may request that an item be placed on an agenda, but final decisions as to agenda content are up to the Council Chair. Forum members may also bring additional items not on the agenda to the floor at the end of the meeting, as time allows.