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Article I, NAME
The name of this organization shall
be the San Francisco Bay Area Chapter of American Association of Diabetes
Educators, hereinafter called SFBAADE.
Article II, PURPOSE
It shall be the purpose of SFBAADE to:
A. Organize and maintain a viable local
organization of AADE.
B. Provide educational opportunities for the
professional growth and development of SFBAADE membership.
C. Promote and aid the growth and development of
quality diabetes education in the San Francisco Bay Area for the
diabetic consumer.
D. Promote the purposes of, and membership in, the
local and national association.
E..Serve as a resource to related associations
and organizations.
F. Monitor, guide and support as appropriate, legislation at the
state and national levels that impact diabetes care and education.
This chapter of AADE also supports the mission
and goals of its parent organization.
Article III, MEMBERSHIP
All chapter members shall be members of National
AADE.
Section 1, Classification:
Membership categories shall be Active &
Associate.
Section 2, Qualifications:
The qualifications for the various
classifications of the members shall be as follows:
a) Active Member shall be a healthcare
professional with an interest in the development, delivery or
administration of diabetes patient or professional education or in
diabetes research. An Active member shall not be one who is employed by
a company that is in the business of sales or marketing of diabetic
pharmaceuticals, supplies, or equipment.
b) Associate Member shall be any person with
an interest or involvement in diabetes education who does not qualify
for active membership. An Associate member shall have all the privileges
of membership except the right to vote for elective offices, to make
nominations, or stand for elective office or chair committees. An
associate member may serve on committees and vote on committees but may
not chair committees.
c) Mailing List Subscriber shall be an
individual not belonging to AADE National who may be added to the
SFBAADE mailing list, receive information on meeting and program
announcements and the directory. Mailing List subscribers may attend
meetings and the one-day CE course at the non-member fee. Mailing List
Subscribers are not members and have none of the privileges of
membership.
Section 3, Application for Membership:
Application for membership shall be made on forms
provided by the membership committee. Applications shall be reviewed
and endorsed by the membership committee upon receipt of:
1) Application form
2) Indication of special interest area
3) First year's dues
Section 4, Privilege of Membership:
1. Active members shall have all
privileges of membership including the right to vote, to make
nominations, and to hold elective office.
2. Associate members shall have all privileges of active
membership except the right to vote for elective office, make
nominations, and to hold elective office. These privileges shall
include the right to serve and vote on any committees and
subcommittees of SFBAADE except nominating.
3. The minutes will be available at the general meeting and
on the website or upon request.
4. A roster of the membership shall be provided on
a yearly basis.
5. Members shall receive priority in attending
SFBAADE functions when space is limited.
Section 5, Good Standing:
A member whose dues are paid for the current
membership year shall be considered a member in good standing. The
membership year is July 1st – June 30th. All membership
privileges shall cease if dues are not paid within 60 days after the
start of the membership year.
Section 6, Termination of Membership:
Membership may be voluntarily terminated by written
request. The Board of Directors may terminate membership for nonpayment
of dues. No dues or fees shall be refunded to any person
whose membership terminates for any reason after the passage of the
first 60 days after the membership year.
ARTICLE IV - FINANCES
Section 1, Dues:
All categories of membership shall pay such annual
dues as recommended by the Board of Directors and voted upon by general
membership. Dues shall be for the membership year.
Section 2, Fiscal Year:
The fiscal year of SFBAADE shall be from July 1 -
June 30th. Dues shall be payable by July 1st of
each year.
Section 3, Safekeeping of Funds:
The treasurer is to be the keeper of the funds. All
dues shall be deposited in a statewide bank with two signatures required
for all checks written against the account. The Board of Directors shall
designate the second signature. An annual financial report will be
submitted to the Board of Directors for approval.
Section4, Mailing List:
Non-SFBAADE members may subscribe to the mailing list
at a fee determined by the board.
ARTICLE V - MEETINGS OF MEMBERS AND VOTING
Section 1, Name and Composition:
The governing body of SFBAADE shall be General
Membership, which shall be composed of voting members (active) in
attendance.
Section 2, Powers:
The General Membership shall have the following
powers:
a. It shall have the power to enact, amend
and repeal the Bylaws of SFBAADE on recommendation of the Board
of Directors.
b. It shall elect the officers, following
submission of a slate by the nominating committee.
c. Conduct other business, which may properly
come before it.
Section 3, Sessions:
The General Membership shall meet a minimum of four
times a year at a time and place determined by the Board of Directors.
The June meeting will be designated as the annual meeting of the fiscal
year. In case of extreme emergency, which shall be declared by
three-fourths vote of the Board of Directors, the session may be
postponed provided a written notice of such postponement is sent to all
active members of SFBAADE immediately following the action of the Board
of Directors. Non-members of SFBAADE may attend SFBAADE meetings at a
fee to be determined by the board
Section 4, Order of Business:
The following shall be order of business of the
regular sessions of the General Membership:
a. Call to order by the President.
b. Approval of minutes of previous meeting.
c. Report of officers.
d. Report of committees.
e. Unfinished business.
f. New business.
g. Adjournment.
Section 5, Voting:
A vote by mail may be authorized by the Board of
Directors or as specified in these Bylaws.
Section 6, Quorum:
15% of voting members of SFBAADE shall constitute a
quorum for the transaction of business.
ARTICLE VI - OFFICERS
Section 1, Name and Number:
The elected officers shall be a president,
president-elect, secretary, and treasurer.
Section 2, Eligibility:
Only Active Members of SFBAADE may serve as an
elective officer of this association.
Section 3, Terms of Office:
The term of office is one year, beginning July 1 and
ending June 30th of the following year. No person shall hold any one
office for longer than three consecutive terms.
Section 4, Nominations and Election:
a. Nomination for office is made as specified
in Article VIII, Section 2.
b. Election shall be carried out as described
in Article VIII, Section 3.
Section 5, Vacancy:
A vacancy in any office except President shall be
filled for the unexpired term from the membership as soon thereafter as
possible through appointment by the Board of Directors.
Section 6, Duties:
a. President - The President shall serve
as presiding officer of all regular and special meetings of the
General Membership and shall cast the deciding vote in case of a
tie. The President shall present a report to the General
Membership on subjects pertaining to the goals of SFBAADE. The
President shall be an ex officio member of all committees except
the nominating committee. The President shall chair the meetings
of the Board of Directors. The President shall perform such duties
as are assigned by these Bylaws.
b. President-Elect - The president-elect
shall assume the duties of the President in the absence of the
President and shall succeed to the Office of President in the
event of vacancy; shall automatically succeed to the office of
President for the next term. The president-elect will perform the
role of Parliamentarian at Board of Director meetings. The
president-elect or his/her designate shall attend the national
Annual Leadership Conference, if held. The president-elect shall
be responsible for the functioning of the committee network,
ensuring that each committee has a chairperson.
c. Secretary - The Secretary shall serve
as Secretary of the General Membership and Board of Directors; the
Secretary shall perform such other duties as are assigned by the
Bylaws and by the Board of Directors.
d. Treasurer - The Treasurer shall serve
as custodian of all monies, securities, and other financial assets
of SFBAADE and shall hold, invest, or disburse same subject to the
direction of the Board of Directors. The Treasurer shall prepare
an annual budget for approval by the Board of Directors.
e. Immediate Past-President - The
immediate Past-President shall serve on the Board of Directors by
reason of office; shall attend all Board of Directors meetings
through the fiscal year; and shall serve as chairperson of the
nominating committee.
ARTICLE VII - BOARD OF DIRECTORS
Section 1, Name and Composition:
The Board of Directors shall consist of the officers
(including the immediate past-president) and the committee chairpersons.
It shall meet to conduct business at special sessions as directed by the
President.
Section 2, Terms of Office:
Shall be as specified in Article VI, Section 3.
Section 3, Nominations and Elections:
Shall be as specified in Article VIII.
Section 4, Powers and Duties:
The Board of Directors shall have all administrative
powers and duties, including approval of the annual budget, except those
specifically reserved to the General Membership by these Bylaws. Actions
of the Board shall be reported to the general membership at the next
meeting of the general membership.
Section 5, Sessions:
The Board of Directors shall meet at least four times
a year, at times and places selected by majority vote of the Board of
Directors. The President may call a session of the Board of Directors
with sufficient advance notice.
Section 6, Order of Business:
The following shall be the order of business for a
session of the Board of Directors:
a. Meeting called to order by the President
b. Approval of minutes of previous session
c. Report of officers
d. Report of committees
e. Unfinished business
f. New Business
g. Adjournment
Section 7, Quorum:
A simple majority of the members of the Board of
Directors shall constitute a quorum for the transaction of business.
ARTICLE VIII - NOMINATIONS AND ELECTIONS
Section 1
Annually there shall be the election of three
officers.
Section 2, Nominations:
a. The Nominating Committee may solicit
recommendations for elected positions or individuals may
volunteer.
b. The Nominating Committee shall present a
slate of at least one candidate for each office to the Board of
Directors for approval.
Section 3, Election Procedure:
a. The approved slate of nominees shall be
placed on a ballot, which shall be mailed to all voting members by
the 3rd week of April.
b. Election shall be a majority of votes.
c. The new officers shall assume office on July
1, and shall remain in office until June 30 of the following year
or until their successor assumes office.
ARTICLE IX - COMMITTEES
Section 1, Standing Committees:
Standing committees shall be Membership, Bylaws,
Professional Education, Continuing Education, Public Relations,
Legislative, and Nominating.
Section 2, General Procedures:
a. The members of the Board of Directors shall
select from the active membership the chairs of all committees
except the Nominating Committee.
b. The chairperson of the Nominating Committee
shall be the Immediate Past-President.
c. The President shall be an ex-officio member
of all committees except the Nominating Committee.
D. Committees report to the Board of Directors.
E. Additional committees may be established by the
President upon a majority vote of the Board of Directors.
Section 3, Duties:
a. Membership Committee - The committee
shall develop and maintain membership requirements, shall
administer membership recruitment campaigns, shall review and
endorse membership applications, shall issue cancellation of
memberships for nonpayment of dues, inactivity, and/or voluntary
cancellation, and shall be responsible for compilation of the
SFBAADE membership roster for distribution by the Secretary.
b. Bylaws Committee - The committee
shall review the SFBAADE Bylaws and secure its original
ratification by the General Membership. It shall originate
amendments as necessary.
c. Professional Education - The
committee will arrange for education programs for SFBAADE members.
The committee will handle local arrangements (site/registration/
exhibits/facilities and equipment/entertainment) for the SFBAADE
winter meeting.
d. Nominating Committee - The committee
shall be composed of the Immediate Past President as chair and at
least two active members appointed by the Immediate Past
President. The committee shall function as specified in Article
VIII.
e. Continuing Education Committee -
The committee shall plan and implement the annual CEU program. A
percentage of the surplus from the Annual CEU program will be
used for scholarships to those eligible members who attend the
AADE National Annual Meeting. The percentage of the surplus to
be divided among those eligible is determined annually by the
Board of Directors. Criteria for eligibility are:
1. Attendance at 2 general meetings and
the annual CEU program or 3 general meetings in the
membership year, and
2. Preparation of a short report on the
national meeting, for the newsletter or the next general
meeting following the national meeting, and
3. Active participation in an SFBAADE
committee
The General Membership shall approve the criteria
for eligibility upon the recommendation of the Board of Directors.
f. Legislative Committee - The
committee will follow and report on current legislation and
legislative issues relative to diabetes care and diabetes
educators. It will also develop and implement mechanisms (e.g.
telephone tree) to assure rapid communication with legislators
by members on topical legislative issues.
Section 4, Special Committees:
Special committees (ad hoc) may be established,
configured and dissolved by the President,
upon majority vote of the board of directors.
ARTICLE X - DISSOLUTION
If this association is dissolved at any time, its
assets shall be distributed to similar non-profit organizations to be
selected by the Board of Directors.
ARTICLE XI - PARLIAMENTARY AUTHORITY
The rules contained in Robert's Rules of Order, Newly
Revised, shall govern the decisions of SFBAADE at all levels of the
organization in all cases where they do not conflict with the Bylaws of
SFBAADE or the adopted policies and procedures.
ARTICLE XII - AMENDMENTS
These Bylaws may be amended at any general business
meeting on the recommendation of the Board of Directors and approved by a
majority of the general membership present and voting, provided the
proposed amendment has been submitted in writing to all voting members at
least 30 days prior to the convening of the meeting.
Chartered: 1985
Revised: 3/90, 12/92, 2/94, 12/94 12/99, 06/01
Approved: 06/01 |
