Frequently Asked Questions
APS operates in a world that is changing fast and becoming more complex. To continue to lead the physics community, APS must be nimble, and to function effectively its governance documents and structures need to be modernized.
Why ‘Corporate’ reform?
APS is a nonprofit corporation in the District of Columbia. The statutes that govern DC nonprofit corporations have recently changed and APS needs to change to be in compliance with them.
See ‘Why reform?’ and ‘Why ‘Corporate’ reform?’ In addition, the APS Treasurer/Publisher will leave APS at the end of August 2014. This historically conjoined position has grown in recent years to become truly more than one job. Splitting it requires the APS Constitution to be changed.
Will the culture of APS change?
No. Maintaining APS’s special physics culture has been the guiding principle during the development of the Corporate Reform plan.
What else isn’t changing?
The APS Units (Divisions, Topical Groups, Forums, and Sections) will continue to be constituted and operate as they do now.
Why is this happening so quickly?
It’s not. Here is the four-year chronology.
- 2012-Aug 2013: Discussions among APS Presidential Line (Past President, President, President Elect, Vice President) and APS Operating Officers (Executive Officer, Editor in Chief, Treasurer/Publisher).
- Sep 2013: Initial Corporate Reform plan presented by Presidential Line to APS Executive Board. Committee on Corporate Reform (CCR) - Presidential Line and (eight) elected Executive Board members - formed.
- Nov 2013: Project launched following Executive Board and APS Council discussions. Consultants - Cygnet Strategy, LLC - hired.
- Dec 2013-Jun 2014: Development of Corporate Reform plan.
- Jun 2014: Discussion of Corporate Reform plan at ad hoc Council meeting.
- Jul 2014: Refinement of Corporate Reform plan.
- Aug 2014: Vote to accept Corporate Reform plan at ad hoc Council meeting. APS member comment period begins.
- Sep 2014: APS member comment period ends. Council evaluates comments received and revises Corporate Reform plan, as needed.
- Oct 2014: APS member voting period begins.
- Nov 2014: APS member voting period ends. Vote to accept Corporate Reform plan at Council meeting.
- Dec 2014: Transition to new governance and senior leadership structures begins.
- Oct 2015: Transition to new governance and senior leadership structures is completed.
How will the Constitution and Bylaws change?
They will be combined into one, high-level (Constitution & Bylaws) document. Policies and Procedures (P&P) manuals will contain details about APS structure and operations not explicitly described in the Constitution & Bylaws.
Will the Presidential Line structure change?
No. It will continue to have four APS-membership-elected members, each serving a four-year term, with one year spent in each office: Vice President, President Elect, President, and Past President.
Will the staff leadership (Operating Officers) structure change?
Yes. The current triumvirate will be replaced by a Chief Executive Officer (CEO), with an Editor in Chief (EiC) and other senior staff [expected to include a Publisher and Chief Financial Officer (CFO)] reporting to the CEO. This (CEO-led) model is typical of modern society leadership.
Is the intent to downsize APS staff?
No. The Corporate Reform plan is focused on the governance and senior leadership structures of APS.
What will be the role of the Chief Executive Officer (CEO)?
The CEO will manage the operations of the Society. All APS staff will report to the CEO.
Who will hire and supervise the Chief Executive Officer (CEO)?
The Board of Directors.
What will be the role of the Editor in Chief (EiC)?
The EiC will continue to have responsibility for the scientific journals published by the Society.
Who will hire and supervise the Editor in Chief (EiC)?
The Chief Executive Officer (CEO) and Board of Directors will jointly select and appoint the EiC. The EiC will report to the CEO.
Will the Council change?
Yes. It will be renamed the Council of Representatives and will focus on all matters of science and membership, including science policy, prizes and awards, Units, meetings, etc. It will consist of the Presidential Line, an APS-membership-elected Treasurer, eight APS-membership-elected Councilors, additional Councilors representing APS Units (Divisions, Forums, and Sections), additional Councilors representing APS Committees [for example, the Panel On Public Affairs (POPA)], and a Council-of-Representatives-elected Councilor to act as Speaker of the Council. In addition, the Chief Executive Officer (CEO) and Editor in Chief (EiC) will be nonvoting members. The Council of Representatives may also request other persons to sit with them as advisors. Each regular Councilor will serve a four-year term. The Speaker will preside over Council of Representatives meetings.
Will Unit representation on the Council change?
No. However, because the Council of Representatives will focus on scientific issues, the APS Units may receive more attention.
How will the Treasurer be different from the Treasurer/Publisher?
The Treasurer will be an APS-membership-elected member of the Council of Representatives and Board of Directors. The Treasurer will be responsible for oversight of both financial affairs (required by the new DC statutes) and deployment of financial resources to best achieve the mission of the Society. The Treasurer/Publisher is an Operating Officer. The ‘Treasurer’ part of this senior staff position acts more as a Chief Financial Officer (CFO). The CFO is expected to be a senior staff position, reporting to the Chief Executive Officer (CEO).
How will the Publisher be different from the Treasurer/Publisher?
The Publisher is expected to be a senior staff position, reporting to the Chief Executive Officer (CEO).
How often will the Council of Representatives meet?
At least twice a year. Most likely, more often. According to the new statutes that govern DC nonprofit corporations, meetings may be held in person or virtually.
Will the Executive Board change?
Yes. It will be renamed the Board of Directors and have overall responsibility for the governance and affairs (including financial) of the APS. Currently these are Council responsibilities. It will consist of the Presidential Line, the Treasurer (see ‘Will the Council change?’) and nine Council-elected members (‘Directors’) including the Speaker (see ‘Will the Council change?’). In addition, the Chief Executive Officer (CEO) and Editor in Chief (EiC) will be nonvoting members. The President may also designate a nonvoting Director to provide expertise, as needed. Each regular Director will serve a three-year term. The President will act as Chair of the Board of Directors.
How often will the Board of Directors meet?
At least three times a year. Most likely, more often. According to the new statutes that govern DC nonprofit corporations, meetings may be held in person or virtually.
Do Committees report to Board or Council?
Committees will report to the body (Council of Representatives/Board of Directors/both) most responsible for their work. For example, the Committee on Membership will report to the Council of Representatives, the new Finance Committee (that will oversee the work of the Budget and Investment Committees) will report to the Board of Directors, and the Publications Oversight Committee (that may be renamed the Committee on Scientific Publications) will report to both.
Are any other new positions being created?
Yes, a Secretary. The Secretary will be responsible for the minutes of the meetings of the Society and various other records that the Society is required to maintain in accordance with the new DC statutes. The Secretary may be an APS staff member.
How will APS move from the old to the new governance and leadership structures?
During the yearlong transition period, existing APS staff will cover key functions. A plan developed by the Operating Officers and Presidential Line, and approved by the Executive Board, will be followed.
What will happen if the new governance and leadership structures don’t work?
The Constitution & Bylaws can be amended. A new Governance Committee, created by the Board of Directors, will be responsible for reviewing the effectiveness of governance structures and processes and for making recommendations to the Board of Directors and Council of Representatives.
What should I do if my question is not listed here?
What should I do if I want more detail?
Visit the APS Corporate Reform webpage for videos, slide presentations, and copies of documents mentioned here.