JCHA Bylaws
ARTICLE I
Section 1: NAME OF
ORGANIZATION
The name of this organization
shall be the Johns Creek Healthcare Association, Inc., commonly abbreviated and
referred to as JCHA and hereinafter the “Association”
Section 2: OBJECTIVES
The objectives of this
ASSOCIATION shall be to bring into one organization those who are interested in
the promotion and advancement of healthcare in the Johns Creek Community and to
provide educational meetings for the full and frank interchange of views
concerning all specialties represented by its membership.
ARTICLE II
MEMBERSHIP
Section 1: CRITERIA
The membership of this
ASSOCIATION shall be composed of the classes as outlined below. The
ASSOCIATION will be the sole judge of the qualifications of its members and
prospective members. The full, discretionary authority for the admission,
suspension, expulsion and reinstatement of members and the manner of said
admission, suspension, expulsion and reinstatement of members shall be in the
membership and may be delegated in accordance with these Bylaws.
Section 2: CLASSES OF
MEMBERSHIP
A.
VOTING MEMBERSHIPS
1.
Active Primary Members in the ASSOCIATION will:
-
be engaged in the full or part
time licensed practice of healthcare, providing healthcare to the individuals
seeking care, with said practice having a physical presence
within the official city limits of
Johns
Creek or in Technology Park.
-
show a valid city of Johns
Creek business license for the business listed,
-
have endorsement by two
references within the Johns Creek community. If the membership committee
cannot endorse, applicant will be asked to provide references,
-
attend an annual meeting within
two years following the filing of his/her application,
-
maintain a position of “good
standing” with the ASSOCIATION,
-
pay dues as voted upon by the
Executive Council.
-
have the privilege of using
the JCHA logo.
2.
Active Secondary Members in the ASSOCIATION will:
-
be engaged in the full or part
time licensed practice of healthcare, providing healthcare to the individuals
seeking care, with said practice having a physical presence
within the official city
limits of Johns Creek or in Technology Park.
-
show a valid city of Johns
Creek business license for the business listed,
-
show proof of at least one
Active Primary Member of the same medical practice or business, as a member of
the ASSOCIATION,
-
have endorsement by two
references within the Johns Creek community. If the membership committee
cannot endorse, applicant will be asked to provide references,
-
attend an annual meeting within
two years following the filing of his/her application,
-
maintain a position of “good
standing” with the ASSOCIATION,
-
not eligible to
hold a JCHA Executive Council office,
-
pay dues as voted upon by the
Executive Council.
3. Retired Members
Retired members shall
be members of the ASSOCIATION who are not longer engaged in the full or part
time active practice of healthcare or are retired from active participation at
their healthcare related commercial business, who have been active members in
good standing for a period of not less than five (5) years. Retired
membership status shall be awarded at the discretion of the Executive Council.
Retired members shall have all the privileges accorded to active members but
shall no longer be required to pay dues and assessments.
4. Military Members
Military members shall be on
active military service who shall be elected to active membership in the manner
stated above. Military members shall pay dues and assessments at a
fifty (50%) rate of active members.
B. NON-VOTING MEMBERSHIPS
1. Associate Members in
the ASSOCIATION will
-
be owners, partners or employees
of a medical practice or business providing healthcare to individuals seeking
care, with a physical presence OUTSIDE
the official city limits of
Johns Creek and Technology Park,
-
have endorsement by two
references within the Johns Creek community. If the membership committee
cannot endorse, applicant will be asked to provide references,
-
attend an annual meeting within
two years following the filing of his/her application,
-
maintain a position of “good
standing” with the ASSOCIATION,
-
not eligible to
hold a JCHA Executive Council office,
-
pay dues as voted upon by the
Executive Council,
-
not be allowed to use the
JCHA logo,
-
not be
a part of the JCHA member
database accessible to patients via the JCHA website search engine.
1. Honorary Members
An honorary member is a
person whom the ASSOCIATION deems worthy of special honor. Honorary
membership may be granted to eligible persons by the Executive Council upon
recommendation of a member in good standing of the ASSOCIATION. Honorary
members may not hold office and shall not be required to pay dues or
assessments.
2. Inactive Members
An Inactive member of
the ASSOCIATION no longer engaged in the practice or healthcare or the
activities of a healthcare related business, but does not meet the
qualifications for Retired Membership status may be elected to inactive status
by the Executive Council upon receipt of a written application to the Secretary
of the ASSOCIATION. Active members who are incapacitated by illness,
accident, or otherwise from the practice of their profession of healthcare, and
to whom the payment of dues shall be a hardship, are eligible for Inactive
Membership. A member who is experiencing financial difficulties may
request an inactive status for one year. This request may be granted by
the Executive Council if the following condition is met: review of the member’s
federal income tax return for the prior two (2) years by the Vice President and
Treasurer supports such a request. This hardship inactive status may be
granted for up to two years. Inactive members are not required to
pay dues or assessments and are exempt from dues and assessments.
Section 4: ELECTION
Election of members shall be by
ballot or verbal vote only after the Membership committee has submitted
applicant to the Executive Committee and then endorsement by the Executive
Committee. Before an applicant may be considered by the Executive
Committee, he/she shall have placed on file with the ASSOCIATION a properly
executed application and references. The Membership Committee must
ascertain the qualifications of the applicant with regard to his/her healthcare
related activities. It is necessary that the applicant receive a majority
of the votes cast by those members present at the annual meeting at which his
application is presented. Each member, upon election to membership, shall
be notified by the Secretary/Treasurer and furnished with a copy of the Bylaws
of the ASSOCIATION and a roster of the members of the ASSOCIATION.
Section 5. RESIGNATION
A member desiring to resign from
membership in the ASSOCIATION shall submit a resignation in writing and such
resignation shall not be effective until accepted by the Executive Council.
Upon acceptance of such resignation, the member ceases to be a member of the
ASSOCIATION. Such a resignation operates as a forfeiture of all rights,
interest, or claims in or against the ASSOCIATION.
Section 6. CONDITIONS OF
MEMBERSHIP
Each member of the ASSOCIATION
becomes a member subject to the Bylaws of the ASSOCIATION and to all
disciplinary proceedings authorized thereby. Such membership is subject to
termination as provided herein. Each member agrees to be guided the rules
of the ASSOCIATION governing the conduct of its members.
Section 7.
LOSS OF LICENSE
Membership in the ASSOCIATION
shall automatically be revoked, without requirement of any action by the
Executive Council with reference to any member who has had his or her healthcare
license suspended or revoked or owns or is employed at a business whose business
license is suspended or revoked. A member Restoration of said license
shall make the former member eligible to reapply for membership under the same
terms and conditions as any other applicant for membership.
Section 8. FELONY
CONVICTIONS
Conviction of a felony results
in automatic suspension of membership. Such membership shall be
automatically terminated if an appeal for such conviction is not filed within
the time required by law or if the conviction is ultimately upheld by the
appellate process. Exoneration as the result of an appeal shall result in
automatic restoration of membership.
ARTICLE III
DUES and ASSESSMENTS
Section 1. FISCAL YEAR
The fiscal year of the
ASSOCIATION shall be from January 1st of each year through December
31st of each year.
Section 2.
DUES
Funds for the operation and
expenses of the ASSOCIATION shall be derived from annual dues, bequests and
donations and such funds may be used to hold or acquire necessary property for
carrying out the objects of the ASSOCIATION. Funds may be invested in a
financial account as designated by the Executive Council and may be withdrawn by
the officers of the ASSOCIATION designated by the Council in a resolution for
filing with the banking institution where the deposits are made.
Annual dues are to be set by the
Executive Council and voted upon by the membership by the members present at the
Annual Business Meeting or by mail ballot. Annual dues shall
be payable to the ASSOCIATION as of January 1 of each year. Notices will
be sent to members by December 15th of each year for the next
calendar year dues statement. A second notice, which shall include a
description of the penalty for dues delinquency, shall be mailed no later than
April 1 of each year. A third notice with termination advice shall be
mailed on July 1 by certified letter. Any member who has failed to pay
dues September 30 of each year shall be considered a delinquent member and will
be sent a certified mailing notifying them of their delinquency. A
delinquency of greater than 24 months will result in automatic revocation of
membership.
Any person who has been dropped
from membership because of nonpayment of dues and/or assessments, or who has
resigned from membership, may make written application to the Executive Council
for admission in the usual manner provided for applicants. Reinstatement
within thirty (30) days after being dropped for nonpayment of dues and /or
assessments may be requested by letter and need not be by application.
Such request shall be accompanied by payment of any indebtedness to the
ASSOCIATION. Any re-application made after one year of non-membership
status shall be considered a new application and processed as such.
Repayment of previous indebtedness shall not apply.
Members whose dues are paid
shall be considered in good standing and entitled to participate in and vote as
provided in the Articles of Incorporation and these Bylaws.
Section 3:
ASSESSMENTS
A special assessment may be made
against the members at any regular meeting of the ASSOCIATION, including the
annual meeting, provided that a written petition of ten (10) active members in
good standing is filed with the Executive Council twenty (20) days before the
meeting and the notice of the resolution or motion is published to the
membership at least ten (10) days prior to the meeting. The motion or
resolution making the assessment shall prescribe the due date for the assessment
and the date such assessment is deemed to be in arrears if not paid (in which
case a member shall lose the same privileges as though dues were in arrears) and
the date when a delinquent member shall cease to be a member if such assessment
is not paid, shall be seven (7) months after the due date of the assessment.
Assessments for such matters as deemed to be urgent may be made by the President
with the concurrence of the majority of the Executive Council.
ARTICLE IV
EXECUTIVE COUNCIL
Section 1. Composition
of the Executive Council
The Executive Council shall
consist of the following: The Executive Committee (The President, Vice
President (President-Elect), the Secretary/Treasurer, the immediate Past
President), and the Chairperson of each Standing Committee of the ASSOCIATION
and Members at Large. The number of Members at large equals the number
needed for the Executive Committee to come 11 persons. No member of the
Executive Council shall have more than one (1) vote. Each member of
the Executive Council must be a member in good standing of the ASSOCIATION.
The composition of the Executive Council shall be equally represent by Medical
and Commercial members.
Section 2. Duties of
the Executive Council
The management of the
ASSOCIATION shall be vested in the Executive Council. The Executive
Council, for all legal purposes, shall constitute the governing body of the
ASSOCIATION with power to transact such business as it deems advisable in the
best interest of the ASSOCIATION and it shall have such other powers and duties
as described in these Bylaws.
The Executive Council shall act
as a reference committee for the ASSOCIATION and all motions and resolutions
which affect the professional or other policy of the ASSOCIATION shall, after
being presented upon the floor of a membership meeting of the ASSOCIATION and
duly seconded, be referred to the Executive Council for its report and
recommendations before being debated or voted upon. The Executive Council
shall render a report upon such motion or resolution at the next regular meeting
of the membership of the ASSOCIATION or, in the event of a matter requiring
earlier attention, shall render such report as early as possible after a special
meeting of the Executive Council sitting as a reference committee.
The Executive Council shall make
the necessary arrangements for the meetings of the ASSOCIATION and for the
transaction of its business and shall perform such other duties as the
ASSOCIATION may direct.
At the Annual Business Meeting
of the ASSOCIATION, the members of the Executive Council shall consider the
names submitted to it by the President-Elect for Appointments to the Standing,
other, and Ad Hoc Committees and shall by vote express its approval or
disapproval of the same. No nominee, of whom the majority of the Executive
Council disapproves, shall be appointed by the President to any Standing, other
or Ad hoc Committee.
The Executive Council shall act
upon charges against members of the ASSOCIATION upon which probable cause has
been found.
The Executive Council by a
majority vote shall fill vacancies in any elected office for the unexpired term
of office at the fist meeting after the vacancy is created, except where
otherwise provided for in these Bylaws.
The Executive Council shall have
the responsibility for interpretation of these Bylaws should any question arise
concerning their application, interpretation or usage.
The Executive Council shall
transact the business of the ASSOCIATION but it shall not have the power to
amend these Bylaws, or to take other actions reserved to the Membership alone by
these Bylaws.
At the meeting preceding the
annual meeting of the ASSOCIATION, the Executive Council shall receive and
consider the annual reports of the officers and all committees. It shall
prepare a report for presentation at the annual meeting based upon these
reports, or in lieu thereof, may direct that the Chairpersons of the various
committees render reports directly to the membership. The Executive
Council shall make such recommendations to the membership as its judgment may
dictate and shall also present a report of its own proceedings for the year.
Section 3: Meetings of
the Executive Council
The Executive Council shall hold
a regular meeting at least once a year. The regular meeting of the
Executive Council shall precede the regular meetings of the membership and the
annual meetings of the ASSOCIATION. Special Meetings of the Executive
Council shall be called whenever the President deems it necessary or at the
written request of three (3) Executive Council members.
In order to transact business,
the Executive Council shall have a quorum. Six (6) of the voting members
shall constitute a quorum.
Each Executive Council member
will be given not more than three (3) consecutive unexcused absences from
scheduled Executive Council Meetings. After three (3) unexcused absences,
the member may be removed from the Council. An alternate may be appointed
by an Executive Council member to take his place at a meeting.
Section 4. Order of
Business
The order of business for
meetings of the Executive Council shall be as follows: (a) action on the
minutes of previous regular or special meetings of the Executive Council; (b)
report of the President, Secretary/Treasurer; (c) report of the
Chairpersons of the Standing Committees and Ad Hoc Committees when requested;
(d) unfinished business; (e) new business and (f) adjournment.
Section 5. Special
Ballot
When in the opinion of the
Executive Council, there exists any item of business which requires an
expression of or the attention of the voting membership, the Executive Council
may direct the Secretary/Treasurer to prepare a ballot containing the proposed
resolution or recommendation of the Executive Council and mail a copy to each
voting member. It is intended that this be an alternate method for the
submission of matters which would ordinarily be proper items for the agenda of
regular or special meetings of the membership, including the annual election.
The Executive Council shall tabulate the ballots and shall verify the results.
A majority affirmative vote of the total enrollment of voting members in good
standing shall be required to approve any resolution or recommendation which
shall be effective immediately upon certification of its passage unless the
resolution itself provides for a separate effective date.
ARTICLE V
OFFICERS OF THE ASSOCIATION
Section 1.
Officers.
The officers of the Executive
Committee are the President, Vice President (President-Elect), the
Secretary/Treasurer, the immediate Past President. The President of
the ASSOCIATION, in conjunction with these officers, can conduct necessary
ASSOCIATION business between meetings of the Executive Council. The
Executive Committee will review and affirm or modify the officer’s actions.
The Executive Committee’s officers may conduct their business in whatever format
deemed most efficient by the President. For the purpose of a quorum, (3)
members will be necessary.
Section 2. Term
of Office
The President, Vice President
(President-Elect) and Secretary/Treasurer shall each serve two-year terms.
At the end of each two year term, the Secretary/Treasurer will assume the office
of Vice President and the Vice President will assume the office of President and
a nominated member will be elected into the Secretary/Treasurer office.
Section 3. Nominating
Committee
The Nominating Committee shall
consist of the Immediate Past President, who shall serve as Chairman, and three
additional Past Presidents from years immediately preceding his/her tenure, as
appointed by the Executive Council. If said Past President cannot serve on
the nominating committee, the President will appoint a replacement with the
approval of the Executive Committee.
Section 4.
Election of Officers.
Candidates for office shall be
Active members in good standing. They must be nominated by the Nominating
Committee or nominated from the floor of the Annual Meeting and elected by a
voice vote of the majority of the members present and voting. If a position is
sought by two or more members, the vote shall be a secret ballot, with the
active Executive Council designating a teller to count ballots. In
the case of a tie vote, the Council shall be asked to decide in executive
session.
Section 5. Duties of
the Officers
A.
PRESIDENT
It shall be the duty of the
President to preside at all meetings of the ASSOCIATION, Executive Committee and
the Executive Council. The President shall be a member, ex officio,
of all Standing Committees. The production of an ASSOCIATION
newsletter will be the combined responsibility of the members of the Executive
Council, chaired by the President.
The President, subject to the
approval of the Executive Committee, shall appoint the members of all committees
except as otherwise provided by these Bylaws. At the Annual Meeting of the
ASSOCIATION, the Executive Committee shall consider the names submitted to it by
the Vice President for appointments to the Standing, Ad Hoc and other Committees
and shall by vote express its approval or disapproval of the same.
The President shall call special
meetings of the membership of the ASSOCIATION at the written request of the
Executive Council or upon written request of 15 percent (15%) of the active
members of the ASSOCIATION. The President shall call meetings of the
Executive Council at his or her discretion or upon the written request of four
(4) Executive Council members.
The President shall have the
authority to dismiss any appointed committee member for just cause and with the
approval of the Executive Committee The vacancy thereby created shall be filled
by a nominee of the President whose name shall have been approved by the
Executive Committee as provided for above.
With the approval of the
Executive Committee the President is authorized to appoint Ad Hoc committees or
to not appoint committee members which are authorized but not required by these
Bylaws and are not designated as Standing Committees. Ad Hoc Committees
should expire after a period of five years or be considered for recognition as a
Standing Committee.
The President shall enforce the
Bylaws of the ASSOCIATION and perform such other duties as shall pertain to the
office of President.
B.
VICE PRESIDENT
(PRESIDENT-ELECT)
The Vice President
(President-Elect) shall, in the absence of the President, perform the duties of
President and shall succeed to the Presidency at the conclusion of the annual
meeting following his or her election. In addition, the Vice President
(President-Elect) shall perform such duties as may be required and exercise such
authority as may be delegated to the Vice President (President-Elect) by the
Executive Council. The Vice President (President-Elect) shall have the
right to attend meetings of all Standing Committees but shall have no vote upon
any such committee except as a regularly appointed member thereof. It is
the obligation of the Vice President (President-Elect) to become familiar with
the policies of the ASSOCIATION and its business and affairs and the methods of
formulating and transacting same during the year preceding induction as
President. In the event of the resignation or other disqualifying action
of the Vice President (President-Elect), the Secretary-Treasurer shall become
Vice President (President-Elect) and, in due course, succeed to the Presidency.
C. SECRETARY-TREASURER
The Secretary-Treasurer shall
attend all regular or called meetings of the corporation. The
Secretary-Treasurer shall be responsible to the Executive Council. He
shall, under the direction of the Executive Council, conduct the business of the
ASSOCIATION, collect all dues, pay all bills, and keep a detailed account of
records and monies of the ASSOCIATION. He shall have the privilege,
with the approval of the Council, to procure assistance paid for by the
ASSOCIATION, to maintain these records in proper order. He shall submit,
at the annual meeting, a financial report of the ASSOCIATION’S books.
The Secretary-Treasurer shall make and keep on file minutes of the meetings of
the ASSOCIATION and of the Executive Council and shall present a report of the
transactions of the Executive Council to the membership at regular and annual
meetings. The Secretary-Treasurer shall receive and forward to the
Executive Council applications for membership in the ASSOCIATION. The
Secretary-Treasurer shall keep a roster of the members together with such data
regarding them as may be of interest to the ASSOCIATION. The
Secretary-Treasurer shall be in charge of all correspondence and shall conduct
the same, making a report on correspondence to the Executive Council and shall
issue all notices of meetings and notifications of election to membership.
The Secretary-Treasurer shall provide for registration of members at the annual
meeting. The Secretary-Treasurer shall forward to each newly elected
member a copy of the Bylaws of the ASSOCIATION.
The Secretary-Treasurer shall
supply the various committees with necessary stationery and members and
candidates for membership with application blanks upon request. It shall
be the duty of the Secretary to provide the membership with ballots for
elections, both annual and special, such ballots and elections being under the
supervision of the Executive Council.
The Secretary-Treasurer shall be
responsible for the online content of the ASSOCIATION website.
D.
IMMEDIATE PAST PRESIDENT
The Immediate Past President
shall serve as counsel to the Executive Council and serve in an advisory
capacity. He should assist the President in transitioning all on-going
programs and projects.
E.
VACANCY
In the event of a vacancy in any
office by death, resignation or removal of a member, the Executive Council may
select a successor to fill this vacancy until the next annual meeting; and each
officer when elected, shall take office upon the adjournment of the annual
meeting.
F.
INDEMNIFICATION OF OFFICERS
Each officer now or hereafter
serving the ASSOCIATION, their respective heirs, executors, and administrators
of each of them shall be indemnified by the ASSOCIATION against all cost,
expenses, judgments and liabilities, including attorney’s fees reasonably
incurred by an opposing connection resulting with or resulting from any action,
suit or proceeding civil or criminal, in which he or she is or may be made a
party by reason of being or having been such officer, or reason of any action
alleged to have been taken or admitted by him or her as such officer, whether or
not he or she is an officer at the time of incurring such cost, expenses,
judgment, and liabilities; except in relation to matters in which he or she
shall finally be adjudged, without right of further appeal in such action, suit
or proceeding, to have been liable or willful misconduct in the performance of a
duty as such officer. Such indemnification shall be made with respect to
adjudication other than on their merits, and shall extend to settlements and
compromises. The foregoing right of indemnification shall not be exclusive
of other rights to which such officer may be entitled as a matter of law.
ARTICLE VI
COMMITTEES
Section 1.
STANDING COMMITTEES
The Standing Committees of the
ASSOCIATION are the (A) Legislative Committee, (B) Membership Committee, (C)
Program Committee, (D) Nominating Committee (E) Public Relations Committee, (F)
Third Party Liaison/Shared Benefits Committee. (G) Technology Committee,
and (H) Hospital Relations Committee The President, with the approval of
the Executive Council, shall, determine the need for any new committees, the
number of members, their terms of office and the manner in which they shall be
chosen. The creation of any new Standing Committee requires a bylaws
amendment to be voted on by the membership at the annual membership meeting.
There shall no more than one (1) member per committee from any one medical
practice or business providing healthcare.
A. LEGISLATIVE COMMITTEE
The Legislative Committee shall
consist of a Chair, appointed by the President, with the approval of the
Executive Council, and serve for a term not to exceed five years, with no more
than two terms in succession. There will be no less than three (3)
members and no more than six (6) serving on the Legislative Committee.
It shall be the duty of this
Committee to be aware continually of all legislative matters pertaining to
healthcare in the Johns Creek community. It shall work closely with the
Council on Legislation and Public Agencies of the Medical Association of Georgia
and the elected legislators of the community and state. The Committee
shall obtain information on pending federal, state and local laws, rules,
regulations, or ordinances affecting the public health or the medical profession
and it shall promptly inform the Executive Council of the pendency of such
measures. The Legislative Committee shall, upon the direction of the
Executive Council, employ reasonable means to make known the wishes of the
ASSOCIATION and the membership in regard to such laws, rules, regulations and
ordinances insofar as they concern the health and welfare of the citizens of the
Johns Creek Community. However, no action shall be taken that violates
applicable provisions of the Internal Revenue Code, State or other Federal law.
The Legislative Committee, through its Chairperson, shall make reports of its
activities to the Executive Council at each meeting and to the membership of the
ASSOCIATION whenever requested.
B. MEMBERSHIP COMMITTEE
The Membership Committee shall
consist of a Chairperson and members appointed by the President, approved by the
Executive Council, and serve for a term not to exceed five years, with no more
than two terms in succession. There will be no less than four (4)
members and no more than seven (7) serving on the Membership Committee.
Duties of the Membership
Committee shall be to examine applicants for membership and perform such duties
with respect to stimulating membership recruitment and retention. The
membership committee shall meet annually and report at each regular meeting of
the Executive Council. Before reporting favorably upon any application for
membership, the Membership Committee shall be satisfied that the applicant has
met the requirements as stated above, that the applicant is of good moral and
professional character, standing and reputation, and that applicant’s admission
will not be prejudicial to the best interest of the ASSOCIATION and otherwise
conforms with requirements of the Bylaws of the ASSOCIATION.
Information provided to the Membership Committee will be confidential.
C.
PROGRAMS COMMITTEE
The Programs Committee shall
consist of a Chair, appointed by the President, with the approval of the
Executive Council, and serve for a term not to exceed five years, with no more
than two terms in succession. There will be no less than three (3)
members and no more than eight (8) serving on the Programs Committee.
The duties of the Program
Committee shall be supervision over all programs presented before the membership
of the ASSOCIATION. The Program Committee will work at all
times in close harmony with the President in preparation of programs and shall,
whenever feasible or proper, arrange papers and orations for presentation to the
membership as the President deems it in the best interest of the membership.
It shall be the duty of the Program Committee to be present at all meetings at
which a program is to be presented and either the Chairperson or his or her
designated Committee persons shall be in charge of the program. The
Program Chairman shall solicit a “call for abstracts” for peer presentations at
the ASSOCIATION’S activities and will be responsible for selecting, with the
approval of the Executive Council, the featured guest speakers for the meeting.
The Program Chairman will be responsible for providing Continuing Medical
Education. The Program Chairman will also be responsible for working
with the President in securing sponsorship for the Annual Meeting to be in
compliance with ACCME rules, regulations and guidelines.
E. PUBLIC RELATIONS COMMITTEE
The Public Relations Committee
shall consist of a Chair, appointed by the President, with the approval of the
Executive Council, and serve for a term not to exceed five years, with no more
than two terms in succession. There will be no less than three (3)
members and no more than eight (8) serving on the Public Relations Committee.
The duties of the public
relations committee shall be to inquire, gather facts, and make studies or
surveys on the general subject of the healthcare in the Johns Creek community.
It shall receive matters of general public information and study them in regard
to their effect upon the practice of healthcare in private, institutional and
commercial work. It shall study and, when requested, report upon all
questions related to healthcare and infringement upon healthcare practices and
business by individuals, public or lay institutions, publicity, advertising and
similar matters. The Public Relations Committee also shall promote the
education of the public in regards to the specialties represented by the
membership of the ASSOCIATION.
This committee shall also promote the branding of the
ASSOCIATION. The Public Relations Committee is charged with marketing the
ASSOCIATION to healthcare providers and businesses in the Johns Creek community
as well as patients and customers.
F.
THIRD PARTY LIAISON COMMITTEE
The Third Party Liaison
Committee shall consist of a Chair, appointed by the President, with the
approval of the Executive Council, and serve for a term not to exceed five
years, with no more than two terms in succession. There will be no
less than three (3) members and no more than six (6) serving on the Third Party
Liaison Committee.
The duties of the Third Party
Liaison Committee shall be to advocate the ASSOCIATION to consumers and groups
including third party carriers, insurance carriers, suppliers, state agencies
and representatives of managed care organizations. The Committee shall
receive matters of general public information concerning new and existing
medical and diagnostic reimbursement coding, procedural coverage and information
concerning managed care. The Committee will evaluate the effect of these
matters on the medical specialty practices and promptly inform the Executive
Council on any matters which are of interest to the interpretation and
application of reimbursement and procedural coverage policies; serve as a
liaison to third party carriers in order to foster better understanding between
Johns Creek healthcare providers and third party carriers; inquire and
gather facts or make studies on specific managed care matters of interest to the
ASSOCIATION. The Committee shall work in close coordination with the
Legislative Committee and the Executive Council. The Committee shall not
act independently on any issues involving the establishment of any reimbursement
fees, or on any legislative matters without the consent of the Executive
Council.
G.
Technology Committee
The Technology Committee shall
consist of a Chair, appointed by the President, with the approval of the
Executive Council, and serve for a term not to exceed five years, with no more
than two terms in succession. There will be no less than three (3)
members and no more than six (6) serving on the Technology Committee.
The Technology Committee is responsible for the content and
upkeep of the ASSOCIATION website. The committee is charged with
investigating options such as EMR and Shared IP phone systems and other
infrastructure sharing technologies.
H.
Hospital Relations Committee
The Hospital Relations Committee
shall consist of a Chair, appointed by the President, with the approval of the
Executive Council, and serve for a term not to exceed five years, with no more
than two terms in succession. There will be no less than three (3)
members and no more than ten (10) serving on the Hospital Relations Committee.
This committee will act as a liaison between area hospitals
and the ASSOCIATION. Hospital board memberships as representative of the
ASSOCIATION will be filled by a member of this committee.
ARTICLE VII
ASSOCIATION ACTIVITIES
Section 1. Date of the
Activites
The Activities sponsored by the
ASSOCIATION shall be held on the date(s) and location(s) determined by the
Executive Council in accordance with the Bylaws.
Section 2. Notice
of Activities
Notice of the time and place of
ASSOCIATION Activities shall be sent to the membership by the Secretary,
together with the agenda, at least 60 days before the activity.
Section 3. Business
Meetings
Regular business meetings of the
membership of the ASSOCIATION shall be at least annually. Written notice
of each meeting is to be mailed at least 60 days prior to the date of said
meeting by the Secretary to each member. The time and place of all
meetings shall be designated by the Executive Council and, when for good and
sufficient reason it is necessary to change the time and/or date of such regular
meeting, the Secretary shall, as the director of the Executive Council, provide
notice of such change of time and/or date of regular meeting at least three (3)
weeks in advance of date of said meeting. During those months in which a
regular meeting is not held, the Executive Committee shall be authorized to
transact the business of the ASSOCIATION except for making amendments to these
Bylaws or taking other action reserved only to the Membership by these Bylaws.
Section 4. Order of
Business at General Business Meeting
The order of business at the
general business meeting shall be as follows, or as deemed best for the
ASSOCIATION and its members by the Executive Council:
A. Approval of Minutes of
previous membership meeting.
B. Financial Report to the
Membership by the Secretary-Treasurer
C. Election of Officers and
others to be elected to serve during the ensuring year or, for their term of
office, as the case may be, during which the following business shall be in
order pending the report of the Nominating Committee to the Membership.
D. Report of the Executive
Council
E. Annual Reports of Standing
Committees
F. Annual Reports of other
committees and Ad Hoc Committees
G. Unfinished Business
H. Report of the Nominating
Committee and announcement of election results.
I. Installation of Officers
J. New Business
K. Adjournment
The order of business may be
changed at the discretion of the President or presiding officer.
Section 5. Special
Meetings
Special meetings of the
membership shall be called by the President upon the request of a majority of
the Executive Council or upon the written request of ten percent (10%) of the
active members of the ASSOCIATION who shall specify the particular reason for
such a meeting. Notice of a special meeting and the purpose of such
meeting shall be given to all members in writing prior to the date of any such
special meeting. At a special meeting, no business other than that which
was specified in the notice shall be transacted.
Section 6: Quorum
A. At business or special
meetings of the ASSOCIATION membership, a quorum shall consist of that number of
active members present.
B. At Special Meetings of
the ASSOCIATION Membership, a quorum shall consist of not less than twenty
percent (20%) of the active members of the ASSOCIATION entitled to vote.
C. If a quorum is once
present at a given meeting, the meeting may continue to transact business even
if enough members leave to reduce the members in attendance to less than a
quorum.
Section 7: Scientific
Activities
A Scientific Program shall be
presented at least once a year, under the direction of the Program Chairman and
the Program Committee. Invitations may be extended to non-members to take
part in the scientific program of the ASSOCIATION.
Any honorarium determined by the
Executive Council may be paid to the guest speaker. In addition, the
ASSOCIATION will pay for room accommodations for the days of the meeting for
invited speakers. It will also pay for the transportation for up to four
(4) individuals to and from the meeting place. Any ASSOCIATION
members who are asked to present at the meeting will understand that this is a
privilege and will not expect compensation for the presentation.
The Secretary-Treasurer, after
consulting with the Executive Committee, will select a suitable place for the
meeting to be held two years from the time of his election as
Secretary-Treasurer.
Upon invitation, this
ASSOCIATION may hold Joint Meetings with similar associations and/or Societies
from Georgia or other states.
ARTICLE X
AMENDMENT OF BYLAWS
These bylaws may be amended by a
majority vote of the members present at any regular meeting of the ASSOCIATION,
notice having been given in writing setting forth specifically the action
proposed to be taken with regard to the Bylaws. This notice shall have
been given at least ten (10) days prior to the meeting at which the action is
proposed to be taken. At the meeting at which the vote is taken, the
Bylaws amendment or, if the amendment is too lengthy, a synopsis thereof, shall
be read to the membership.
OR
These bylaws may be amended at
any annual meeting by a two-thirds affirmative vote of the members in good
standing registered at that meeting after the amendment has been presented in
the same manner as specified for amending the Articles of Incorporation.
ARTICLE XI
RULES OR ORDER
The ASSOCIATION shall be
governed by parliamentary procedure as contained in Robert’s Rules of order,
latest revised edition, when not in conflict with the Articles of Incorporation
or the Bylaws of the ASSOCIATION.
ARTICLE XII
SEAL
The seal for the ASSOCIATION
shall contain the words “Corporation – Not for Profit” and the name of the
ASSOCIATION.
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