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BYLAWS
Of
THE GREENVILLE CHAPTER
HEALTHCARE MANAGERS ASSOCIATION
{Last revision 5/25/04}
Table of Contents
Article
I. Name....................................................................................................... 5
Article
II. Objectives............................................................................................... 5
Article
III. Organizational Policy.............................................................................. 5
Section
1................................................................................................... 5
Section 2................................................................................................... 5
Section 3................................................................................................... 5
Section 4................................................................................................... 5
Section 1................................................................................................... 6
Section 2................................................................................................... 6
Section 3................................................................................................... 6
Section 1................................................................................................... 7
Section 2................................................................................................... 7
Section 3................................................................................................... 7
Section 4................................................................................................... 7
Section 5................................................................................................... 8
Article VII. Officers.................................................................................................... 8
Section 1................................................................................................... 8
Section 2................................................................................................... 8
Section 3................................................................................................... 8
Section 4................................................................................................... 9
Section 5................................................................................................. ..9
Section 6................................................................................................. ..9
Section 7................................................................................................. ..9
Section 8................................................................................................. 10
Section
9………………………………………………………………..10
Article VIII. Executive Committee............................................................................ 11
Section 1................................................................................................. 11
Section 2................................................................................................. 11
Section 1................................................................................................. 12
Section 2................................................................................................. 12
Section 3................................................................................................. 12
Section 4................................................................................................. 12
Section 5................................................................................................. 12
Section 6................................................................................................. 13
Article
X. Committees........................................................................................... 13
Section 1................................................................................................. 13
Section 2................................................................................................. 13
Section 3................................................................................................. 13
Section 4................................................................................................. 13
Section 5................................................................................................. 15
Section 6................................................................................................. 15
Section 7................................................................................................. 16
Section 8................................................................................................. 16
Section 1................................................................................................. 16
Section 2................................................................................................. 16
Section 3................................................................................................. 16
Section 1................................................................................................. 16
Section 2................................................................................................. 17
Section 3................................................................................................. 17
Section 1................................................................................................. 17
Section 1................................................................................................. 17
Section 1................................................................................................. 18
Section 2................................................................................................. 18
Section 1................................................................................................. 18
BYLAWS
Greenville Chapter
South Carolina Healthcare
Managers Association
The following areas
are mandatory in order to be in compliance with the South Carolina Healthcare
Managers Association, and, therefore must be present in all component chapter
bylaws.
1.
Chapter name
and affiliation statement
2.
Purpose
3.
Organizational
policy
4.
Membership
requirements
5.
Dues
6.
Reciprocity of
membership
7.
Dissolution
8.
Forward a copy
of all approved membership applications to state membership chair
These areas of
mandatory compliance are editorial changes for the chapter organization and do
not require prior approval by the chapter’s legislative body.
No chapter may make
rules of membership eligibility, which are more stringent or more lenient than
the state organization.
Article I: Name
The name of this
organization shall be Greenville Chapter, South Carolina Healthcare Managers
Association hereinafter referred to as SCHMA.
Article II: Objectives
The objectives of
this organization shall be to:
1)
Enhance the
quality of medical care in South Carolina through the professional
administration of healthcare practices,
2)
Encourage the
effective and efficient management of healthcare delivery systems through
professional development and the exchange of ideas within its membership,
3)
Promote
excellence in healthcare management by its commitment to training, continuing
education, and the recognition of achievement and leadership of healthcare
managers.
Article III: Organizational
Policy
This association
shall be a chapter organization of the SCHMA, and shall be governed by the
Greenville Chapter, SCHMA Board of Directors.
Membership in a local chapter, or as a member-at-large shall
automatically become a member of SCHMA.
Section 1. This
association is affiliated with the South Carolina Medical Association (SCMA)
for State Board administrative support and to enhance the mutual efforts and
communication between SCMA physician members and SCHMA healthcare managers.
Section 2. This organization shall maintain its
status as a non-profit corporation and
shall comply with the laws of South Carolina
and the requirements of the
Office of the Secretary of State.
Section 3. This organization shall never become a
trade union or collective
bargaining agency. No person
otherwise qualified for membership in this organization shall be denied
membership because of race, religion, sex, national origin, or political
affiliation. No person who participates
in the activities of organizations whose purpose is to overthrow the government
of the United States shall be a member of South Carolina Healthcare Managers
Association.
Section 4. Fiscal
Year. The fiscal year of this
organization shall be January 1 – December 31.
Article IV. Membership
Dues-paying members
at the local level will automatically constitute membership at the state level.
Section 1. There
shall be five classes of membership in this organization at the chapter
level: Active, Inactive,
Corporate/Individual, Honorary and Affiliate categories shall be members of
individual chapters. Corporate and
Members-at-Large shall be members of the state organization.
A.
Active
Members. Active membership shall be
limited to those individuals who are affiliated with a healthcare organization
that provides patient care and work in a management/supervisory capacity.
B.
Inactive
Members. Inactive membership shall be
limited to any active member who is not currently in compliance with active
membership requirements but who wishes to remain a member of this organization
for the remainder of the year. Inactive
members shall have the same rights and privileges as active members.
C.
Corporate/Individual
Members. Individuals employed by the
company maintaining the corporate membership may join one or more local chapter(s)
of choice, at the corporate/individual rate per member, per chapter if they
desire to participate at the chapter level.
D.
Affiliate
Members. Affiliate membership shall be
those individuals that provide products or services to healthcare organizations
and who have not joined as a corporate member.
E.
Honorary
Members. Honorary membership shall be
limited to those members elected by SCHMA in recognition of outstanding service
to the medical profession or to the organization. Chapters may submit recommendations for honorary members to the
state organization for review and approval.
Any honorary member meeting the qualifications of active member will
have the same rights and privileges as active members, but must pay dues to be
eligible to vote.
Section 2. Application for Membership.
All applicants for
membership shall complete an application form as
established by the State Board of SCHMA. These forms shall be submitted to the component chapter(s) of
choice, with the exception of corporate and member-at-large applicants, for
review and approval. Corporate and
members-at-large applicants shall submit applications to the state Board of
Governors for review and approval.
Section 3. Reciprocity.
All members automatically hold membership in the state organization
SCHMA. This organization shall offer
reciprocity to any member who wishes to attend a chapter meeting, provided the
member makes a reservation and submits the established fee to cover cost of
meal and/or any other additional meeting expense for the specific meeting
attended.
Article V. Dues
Section 1. Annual Membership Dues
The State Board of
Governors shall set the dues of the organization
and shall be payable annually in advance. Members who have not paid their dues by December 31 of the
calendar year shall not be eligible to hold office or vote until such dues are
paid. Twenty-five percent (25%) of all
dues received by the chapter (excluding corporate/individual dues which shall
remain with the chapter) shall go to the South Carolina Healthcare Managers
Association, and shall be forwarded to the State Board treasurer. 100% of the corporate contribution shall be
deposited with the treasurer of the State Board. Dues are not prorated and are non-refundable.
Dues for a new member joining after September 1 shall be credited to
the following year. This new member may
attend the conference at the member rate.
Corporate sponsor dues must be paid prior to the annual conference.
Section 2. Non-payment of Dues.
Members not renewing their membership by March 31 (first quarter) of
the new year will be placed on the list of prior members.
Section 3. Termination of Membership
The Board of Directors
by affirmative vote from two-thirds of the
members of the Board may suspend or expel an Association member for
cause. In the event the Board considers
such action, the member shall be given two (2) weeks notice by certified mail
to the address on file of the impending consideration and the member shall be
given a reasonable opportunity to be heard.
The Board may, without such hearing, suspend
or expel any member who
is in arrearage of payment of dues or fees.
Section 4. Reinstatement of Membership.
Upon written application
signed by a suspended or expelled member, the
Board of Directors may reinstate the membership upon such terms, as the
Board may deem appropriate. This shall
require an affirmative vote of two-thirds of the Board members.
Section 5. Ownership of Membership.
The member or company paying the membership dues owns the membership.
Following written approval from the owner, the membership may be
transferred to another individual within the same organization, provided the
individual meets eligibility requirements.
Article VI. Voting
Only Active,
Members-at-Large, dues-paying Honorary Members and Inactive Members shall be
entitled to voting privileges, with only one vote per member. Members may vote in person at any official
meeting of the organization. Those
members present shall constitute a quorum for the purpose of voting by the
membership.
Article VII. Officers
Section 1. Elected Officers
Officers shall be elected as follows: President, Vice President,
Secretary, and Treasurer. The Immediate
Past President shall also serve
as an officer. Officers shall
serve without compensation.
Section 2. Appointed Officers
The President shall have
the option to appoint the following officers:
Corresponding Secretary,
Parliamentarian, and Chaplain.
Section 3. Qualifications and Eligibility
1.
A candidate
for any elected office shall be a member in good
standing and with dues postmarked by
December 31.
2.
A nomination
consent form must be submitted by candidate or by chapter where candidate is a
member along with the nomination form.
3.
Additional
qualifications for specific offices shall be as follows:
President. Shall be a member of
a component chapter or served as a member-at-large at the state level, shall
have served at least two terms on the local Board of Directors.
Vice President. Shall be a
member of a component chapter or served as a member-at-large on the state
level, shall have served at least two terms on the local Board of Directors.
Secretary. Shall be a member of
a component chapter and has served at least one term on a local Board of
Directors.
Treasurer. Shall be a member of
a component chapter and has served at least one term on the local Board of
Directors.
Section 4. Term and Vacancy in Office:
The term of office shall
be from January 1 through December 31.
A.
The President
and Vice President shall serve for only one term. A retiring President may be re-elected to the office of President
or Vice President after a lapse of one year.
B.
All officers
with the exception of the President and Vice President shall serve no more than
two (2) consecutive terms.
C.
The term of
office for all elected and appointed officers shall be for one year or until
their successors are elected and/or appointed and have assumed office.
D.
The Vice
President shall fill a vacancy in the office of President.
E.
In the event
of a vacancy in the office of Vice President, the office shall remain vacant
until the next term when a new slate of officers are elected.
F.
When a Vice
President assumes the office of President under the conditions of a vacancy,
any restrictions on consecutive terms is lifted and she/he may serve as
President for the ensuing year.
G.
A vacancy in
an elected office shall be filled following a recommendation from the Board of
Directors.
Section 5. Removal from Office
The Board of Directors shall remove an officer who fails to perform the
required duties or gives just cause for removal from office. Removal from office shall require an
affirmative vote of two-thirds of the Board of Directors.
Section 6. Resignation from Office
An officer who for any reason is unable to perform the duties of office
for a period of 90 days shall submit a resignation to the Board of
Directors.
Section 7. Special Circumstances
In the event a newly developing chapter has difficulty locating
qualified leadership to hold office, the state board may give temporary
approval for individuals other than active membership to hold office. This request should be presented to the
state board Governor in writing prior to an election and in time for
presentation at the next upcoming state board meeting. This temporary time period shall be for a
period of one year. A majority vote of
the state board members in attendance shall be required to accept the nominated
individual.
Section 8. Duties of Officers
A.
Officers shall
perform such duties as are implied by their respective offices consistent with
standard parliamentary procedures and/or as required by law.
B.
The President
shall:
1.
Preside at
meetings of the Board of Directors.
2.
Serve as
chairman of the Board of Directors and the Executive Committee.
3.
Serve as
ex-officio member without vote of all committees except the Nominating
Committee.
4.
Appoint,
subject to the approval of the Board of Directors, committee chairmen and
members to fill vacancies occurring during the year.
5.
Have the
option to appoint a corresponding secretary, parliamentarian, and chaplain.
6.
Be empowered
to co-sign checks and be bonded, premiums on such bond to be paid by the
association.
7.
Appoint
special committees subject to the approval of the Board of Directors.
8.
Serve as a
voting member of the SCHMA Board of Governors.
9.
Shall attend
state board meetings or appoint someone to attend in their stead.
C.
The Vice
President shall:
1.
Assist the
President throughout the year.
2.
Assume the
duty of President in the latter’s absence.
3.
Serve as Chair
of the Continuing Education Committee.
4.
May attend
state board meetings in the absence of the President.
D.
The Secretary
shall:
1.
Record,
transcribe and keep the minutes of all regular and special meetings of the
Board of Directors and the general membership.
2.
Have the
responsibility of distributing a copy of all minutes of Greenville Chapter
Board meetings to the Board of Directors.
3.
Maintain a
current list of officers, committees and members.
4.
Serve as
custodian of important documents and records except financial records.
E.
The Treasurer
shall:
1.
Be custodian
of all funds.
2.
Maintain a
detailed account of receipts and disbursements and furnish a financial report
to the Executive Committee and Board of Directors and an annual financial
report to the membership.
3.
Serve as
chairman of the Budget and Finance Committee.
4.
Submit a
proposed fiscal year budget to the Board of Directors at the annual board
retreat.
5.
Be bonded in
an amount established by the Board of Directors, the premium of such bond shall
be paid by the Chapter.
6.
Submit books
for audit prior to the annual board retreat.
7.
Be responsible
for providing appropriate documents to the Association’s accountant for the
purpose of filing an annual tax return if required.
8.
Submit on at
least a quarterly basis, 25% of collected dues to the state board (excluding
the corporate/individual portion).
9.
Maintain a
current list of officers, committees, and members.
Section 8. Transfer of Files.
A.
Immediately
following the close of the fiscal year, retiring officer shall transfer files
and records to his/her successor or to an Archives Chair.
B.
An officer
vacating an office before the expiration of a term shall immediately transfer
to the successor or Archives Chair the records of that office or to the state
board in the event no successor exists.
Article VIII. Executive Committee
Section 1. There shall be an Executive Committee
composed of the President,
Vice President, Recording Secretary,
Treasurer, and the Immediate Past
President, and Parliamentarian.
The President shall serve as chairman.
The Parliamentarian shall serve as ex-officio member without vote.
Section 2. Duties
The duties of this
Committee shall be to:
A.
Transact
necessary business between meetings of the Board of
Directors and to report any action to the Board.
B. Appoint
a member to serve the unexpired term of any vacancy in any office not provided
for elsewhere in these bylaws provided the appointee meets any prescribed
qualifications.
Article IX. Board
of Directors
Section 1. The Board of Directors shall consist
of: President, Vice President,
Recording Secretary, Treasurer, Immediate Past President, and Committee
Chairs. The President shall serve as
Chairman of the Board and shall preside at all meetings, including the annual
board retreat. The Parliamentarian
shall be ex-officio member without vote.
Section 2. The Board of Directors shall have
authority to transact the business of
this chapter between membership meetings,
but shall take no action
contrary to any policy which has been
adopted by the membership which
is still in effect.
Section 3. A quorum shall consist of a majority of
the Board members present.
Section 4. A majority vote of the quorum shall be
required for action on an order of
business, except where a two-thirds vote is
required.
Section 5. The Board of Directors shall:
A.
Have charge of
the property and financial affairs of the Chapter.
B.
Conduct the
business of the Chapter between meetings of the membership.
C.
Appoint
committees essential to the proper functioning of the Chapter.
D.
Fill vacancies
in office according to these bylaws.
E.
Approve at the
annual Chapter board retreat, the standing and special committee appointments.
F.
Approve a
fiscal year budget.
G.
Research,
evaluate, and provide the planning framework for all activities of this
chapter, provide educational programs to the membership, and develop, assess,
and implement strategic planning in collaboration with the efforts of the
SCHMA.
H.
Submit a
report of activities to the membership.
I.
Contract with
individuals and/or organizations as deemed necessary to conduct the business of
the Chapter.
J.
Insure that
the Chapter organization complies with the rules and regulations of the SCHMA.
K. Refer issues requiring a
vote to the Executive Committee.
Section 6. The Board of Directors shall hold an
annual board retreat, after election
of officers, for the purpose of strategic planning. The Board shall meet at such other times as
determined by the President, but at least monthly, or by the written request of
five active members.
Article X. Committees
Section. 1. Committees have no authority to
contract, commit, or otherwise
financially obligate the Chapter or the
State Board of the SCHMA in any
manner whatsoever. All fundraising activities, all financial obligations
incurred, and all expenditures by or through
a committee shall be
consistent with the purposes and provisions
of these bylaws.
Section 2. There shall be the following chairs
and/or committees: standing, special,
special appointments, and subcommittees.
Section 3. Standing chairs shall be:
A.
Bylaws
Committee
B.
Continuing
Education Committee
C.
Executive
Committee
D.
Membership
E.
Nominating
Committee
Section 4. The specific duties of the standing
committee chairs shall be as follows:
A.
The Bylaws Committee
Chairs shall establish a bylaws committee which will:
1.
Edit and/or
generate amendments to the bylaws.
2.
Review chapter
bylaws and insure they are in compliance with state bylaws.
3.
Present
proposed amendments to general membership prior to annual business meeting for
approval.
4.
Be responsible
for standing rules, and policy/procedure manual.
5.
Include the
parliamentarian as ex-officio member without vote on the bylaws committee.
6.
May make
housekeeping changes for editorial content or grammatical completeness on
issues not requiring vote by the membership.
7.
The committee
chair is responsible for providing a report to the Board at the close of each
meeting.
8.
Submit a copy
of the chapter bylaws to the state board bylaws committee for review and
recommendation.
B.
The Continuing
Education Chair shall establish continuing education committee which will:
1.
Promote the
educational goals of SCHMA.
2.
Assist in
development of educational activities.
3.
Provide
certificates for applicable CE credit at educational programs.
4.
The committee
chair is responsible for providing a report to the Board at the close of each
meeting.
5.
Apply to the
state board CE Chair for continuing education awards, including the appropriate
forms, receipts, and documentation.
C.
The Executive
Committee shall:
1.
Transact
necessary business between meetings of the Board of Directors and report any
action to the Board and to the State Board when appropriate.
2.
Appoint a
member to serve the unexpired term of any vacancy in any office not provided
for elsewhere in these bylaws, provided the appointee meets any prescribed
qualifications.
3.
The committee
chair is responsible for providing a report to the Board at the close of each
meeting.
D.
The Membership
Chair shall establish a membership committee which will:
1.
Receive all
member applications.
2.
Maintain and
disseminate a current list of names, addresses, and phone and fax numbers of
the chapter membership.
3.
Be responsible
for disseminating membership information to all members.
4.
Actively
recruit new members to the chapter.
5.
The committee
chair is responsible for providing a report to the Board at the close of each
meeting.
E.
The Nominating
Committee Chair will establish a nominating committee which will:
1.
Consist of at
least three members, two of which shall be current officers, and whom the Board
of Directors has approved.
2.
Be responsible
for receiving proposed nominees for office.
3.
Be responsible
for soliciting, screening, verifying eligibility and presenting a slate of
nominees for office at the annual business meeting.
Section 5. Special Committees.
Special committees may
be appointed by the President for a special
function or task and will remain active
until their function is completed
and/or dissolved upon the completion of
their responsibility.
Special committees and
specific duties may include but are not limited to:
A.
Archives:
Maintenance of chapter records, historical and pictorial data relating to
organization and members.
B.
Audit: Audit
financial records annually.
C.
Hospitality/Social
& Special Events: Assist with registration for monthly meetings and special
events, extend hospitality to all members and guests at all functions, and may
assist the state conference committee in securing sponsorships for events. Plan and coordinate all special functions
such as holiday parties, receptions, and any other events as assigned by the
board.
D.
Chapter of the
Year: Will maintain documentation as
required in criteria established by the State Board of SCHMA and submit the
required notebook by the specified deadline.
E.
Public
Relations: Handle all publicity
regarding the chapter.
F.
Website: To develop and maintain a website for the
chapter and its link to the state organization website.
G.
Insurance
Advocacy: To attend all the meetings of
the State Board Insurance Advocacy Committee representing the chapter’s best
interests and reporting the activities of the State Board Insurance Advocacy
Committee to the chapter board.
Section 6. Special Appointments.
Special appointments
shall be made at the discretion of the President, and
approved by the Executive Committee.
Special appointments may consist of chaplain, parliamentarian,
corresponding secretary, or such other appointments as considered appropriate
by the President and/or the Executive Committee.
A.
A chaplain may
be used at the discretion of the President.
B.
A
parliamentarian shall be knowledgeable of Robert’s Rules of Order, chapter
bylaws and SCHMA bylaws, be ex-officio member without vote of the Executive
Committee, Board of Directors, and Bylaws Committee, and advise on
parliamentary procedures.
Section 7. Term of Office
All members of standing, special and subcommittees, and special
appointments shall serve for a term of one year and may be eligible for
reappointment to these positions.
Section 8. Vacancies
If a vacancy occurs, the
President shall appoint someone to fill this
unexpired term with approval of the
Executive Committee.
Article XI. Nominations
and Elections
Section 1. Nominations
There shall be a nominating committee composed of three members who
shall present a slate of nominees for office and other board positions at the
Annual Business Meeting. The chair and
one other member shall come from the Board of Directors.
Additional nominations may be made from the floor.
Section 2. Elections
Officers shall be
elected at the Annual Business Meeting by majority vote
of those in attendance.
Section 3. Qualifications of Nominees.
1.
Names and
qualifications of nominees shall be submitted by the current board members to
the chair of the nominating committee.
The committee shall not consider names submitted in any other manner.
2.
Additional
nominations may be made from the floor during the annual business meeting
provided:
A.
All
eligibility requirements are met.
B.
Documentation
of the qualifications and eligibility of nominees and specified written
endorsements have been submitted to the Chair of the nominating committee
before the name is place in nomination.
Article XII. Meetings
and Quorum of the Chapter Board of Directors and General
Membership
Section 1. Board of Directors
The Board of Directors shall meet monthly in addition to an optional
annual board retreat. The President
shall determine the time and place
of these meetings.
A majority of the Board
shall constitute a quorum for the transaction of
Business. (Refer to Article VI. for questions
regarding voting.)
A special meeting may be called at the written request of three members
of the Board of Directors. The
person(s) authorized to call a special meeting may fix the time and place,
provided the meeting is held at a convenient location. Notice of special called meetings shall be
given at least five (5) days in advance, by telephone, fax, e-mail or mail
provided that mail deliveries shall be sent no less than ten (10) days in
advance of the meeting date, and provided that the purpose of the meeting is
stated in the communication.
Section 2. General Membership
The annual business meeting of the general membership of the chapter
shall be held for the purpose of electing officers for the ensuing year,
presenting committee chairmen, presenting any proposed bylaw amendments, and to
conduct such other business as deemed appropriate by the Board of Directors.
Special meetings of the
general membership may be called by the
President or at the request of any three members of the State
Board. The person(s) authorized to call
special meetings of the general membership may fix the time and place, provided
the meeting is held at a convenient location.
Special meetings shall be called at least ten (10) days in advance of
the meeting date, and provided that the purpose of the meeting is included in
the call.
Section 3. A quorum of the general membership
meetings shall be those members in
attendance, provided that at least five members of the Board of
Directors are present.
Article XIII. Contracts and Financial Matters of Local Boards
Section 1. A
local chapter has no authority to contract, commit or otherwise financially
obligate the Chapter or the state Association in any manner whatsoever. All fundraising activities, all financial
obligations incurred, and all expenditures by or through the Chapter shall be
consistent with the purposes and provisions of these bylaws.
Article XIV. Authority
Section 1. The
rules contained in Robert’s Rules of
Order, Newly Revised shall govern this Society in all cases to which
they are applicable and in which they are not inconsistent with the bylaws of
this association.
Article XV. Amendments
Section 1. The bylaws may be amended by a two-thirds vote at the Annual Business
Meeting of the active members in attendance, provided the proposed amendments
shall have been submitted in writing to the general membership no later than
thirty (30) days prior to the annual meeting.
Section 2. These
bylaws may be amended at the Annual Business Meeting without previous notice by
the unanimous vote of the active members in attendance. In the event any provision in these bylaws
is in conflict with the bylaws of SCHMA, that provision, which is in conflict,
shall be automatically amended to comply.
Article XVI. Dissolution
Section 1. The property of the Greenville Chapter, SCHMA shall never inure to the
benefit of, nor be distributed to, any member of SCHMA. In the event of the dissolution of SCHMA,
any property remaining after the payment of debts and liabilities of the
organization shall be transferred to a corporation or association, fund or
foundation organized and operating exclusively for charitable, scientific, or
educational purposes whose goals and objectives shall be subject to the
approval of a majority of the Board of Directors on the date of dissolution.