New England Assembly of Nurse Anesthetists Bylaws
as amended March 28, 2009

ARTICLE  IV - OFFICERS

SECTION 1.  The officers when possible shall represent four (4) of the states in this Assembly and shall be Chairperson, Chairperson-Elect, vice Chairperson, Secretary, and Treasurer.

A. Nominations:

1. Only active members whose consent has been given are eligible for nomination by the Nominating Committee or from the floor.

2. The Nominating Committee shall prepare a ballot of one or more nominations for each of the following offices: Chairperson-elect, Vice Chairperson, Secretary, and Treasurer and shall submit the prepared ballot to the Executive Committee on or before the winter Board meeting of the odd numbered years.

B. Voting

1. Elections of officers shall take place at the Annual Meeting.

2. A registrar and two (2) assistants shall be appointed by the chairperson and verify credentials before issuing ballots to voting members.

3. Only active members in good standing are eligible to vote.

4. Three (3) Tellers shall be appointed by the Chairperson and shall be responsible for election procedures including: a place for voting, ballot boxes. Ballot count and official report to the Chairperson.  The Tellers shall be responsible for a vote count on any counted vote.

5. A vote may be cast for a person not on the ballot by writing in the name, provided prior consent has been given.

C. Election

1. Election shall be by ballot unless there is one nominee, in which case the Secretary may cast one ballot.

2. A plurality vote shall elect.

SECTION 2.  Duties of officers
        The duties of the officers of this Assembly shall be such as are implied by their respective titles, plus such other duties as designated by the Board of Directors and, more specifically, as follows:
           
CHAIRPERSON

1. Preside at all meetings of The Assembly, of the Board of Directors and of the Executive Committee.

2. Appoint all committees except the Nominating Committee subject to approval of the Executive Committee.

3. Be a member ex-officio of all committees, except the Nominating Committee.

4. Fill vacancies which occur in committees, except the Nominating Committee, subject to approval of the Executive Committee.

5. Appoint Registrars and Tellers prior to voting.

6. Prepare and present an annual report at the Annual Meeting of the Board of Directors preceding the Annual Meeting and also to The Assembly as a whole.

7. Perform other duties usually required of a Chairperson or delegated by the Board of Directors.

8. The Chairperson shall serve a term of office as Chairperson-Elect before becoming eligible to serve as Chairperson.

9. Prepare syllabus for Spring meeting.

10. Arrange schedule of speakers for Spring meeting as well as notification of speakers.

CHAIRPERSON-ELECT

1. Preside in the absence of the Chairperson

2. Assume the office of Chairperson in the event of the latter’s inability to complete the term of office.

3. Shall act as advisor and liaison between Board of Directors and the State responsible for hosting the fall workshop.

4. Assist with onsite registration for Spring Workshop

a. Prepare Name Badges by arranging, identifying registrants {ribbons, speakers, stamps for luncheons}.
b. Prepare advance registration materials.
c. Prepare sign-up sheets for meeting
d. Assist with on-site registration

5. See that everyone registers {signs in the book}.  Instruct guests and members on how to register.

VICE CHAIRPERSON

1. Keep a history of The Assembly

2. Assume the office of the Chairperson-Elect in the event of a vacancy in that office.

3. Preside in the absence of both the Chairperson and Chairperson-Elect.

4. Be responsible for updating the Board of Directors of the Standing Rules and submit a copy to the Secretary annually.

SECRETARY

1. Be responsible for: a roll of members; a copy of current standing rules of The Assembly and By-laws of the member states; file of committee reports and records; records of The Assembly.

2. Record the minutes of all meetings of The Assembly, the Executive Committee, and the Board of Directors.

3. Send a copy of the minutes of each meeting to each of the Board members in a time frame determined by the presiding board.

4. Execute the correspondence of this Assembly.  Make the Chairperson aware of pertinent information.

TREASURER

1. Receive and deposit monies in The Assembly fund; disburse funds as directed by the Executive Committee.

2. Submit the financial records of this Assembly for review of books by C.P.A. annually.

3. Prepare and present an annual report of the financial standing of The Assembly to the membership at the Annual Meeting.  Present a financial report at each meeting of the Board of Directors.

4. Deliver the funds and property of this Assembly to a successor of the Chairperson within thirty (30) days after the expiration of the term of office.

5. Will act as Co-Chairperson of the Finance Committee.

6. Assist with on-site registration.

7. Perform other duties herein elsewhere enumerated or as designated by the Board of Directors

SECTION 3.  Vacancies

Vacancies occurring between regular elections in the offices of Vice Chairperson, Secretary and Treasurer shall be filled by the board of Directors.  Election shall be by a majority vote of the Board of Directors.


ARTICLE V - MEETINGS
GENERAL MEMBERSHIP

SECTION 1.  This Assembly shall hold two (2) meetings annually, one in the spring and one in the fall.

A. The Spring meeting shall be the Annual Meeting.

1. The Annual Meeting held in odd numbered years shall be the meeting at which elections will be held.

B. The Fall meeting shall be known as the Fall Workshop

1. The member state on a rotating basis, shall be responsible for the Fall Workshop.

2. During years where AANA hold the Annual Meeting in New England, the board may elect to forego the Fall Workshop.

3. The State rotation to host the Fall Workshop will continue as scheduled.

SECTION 2. Quorum
A quorum shall consist of eleven (11) or more voting members of The Assembly, be represented by three (3) or more Assembly states, and include two (2) or more officers who are eligible to vote.


ARTICLE VI - BOARD OF DIRECTORS

Section 1.  Composition

A. The Board of Directors shall be composed of the Chairperson, Chairperson-Elect, Vice Chairperson, Secretary, Treasurer, presidents of member states (or designee), and the Chairperson or Co-Chairperson from each committee.

1. The Advisor will be the immediate past chairperson.
2. The Advisor position will be a nonvoting member

B. If a state president changes between Assembly elections, the new state president shall automatically become a member of the Board of Directors.

1. Immediately following state elections, notice of the new slate of officers shall be sent to The Assembly Chairperson, Secretary, and Treasurer.
2. A state president may not serve concurrently as an officer of this Assembly.

C. In the event that a director who is a committee chairperson cannot complete the term of office, the Chairperson of this Assembly will fill the vacancy with a new appointee, subject to the approval of the Executive Committee.

Section 2.  Duties

a. Administer the affairs of this Assembly between meetings of this Assembly.
b. Make long range plans for The Assembly.
c. Make recommendations for financing the affairs of this Assembly.
d. Promote the educational goals of this Assembly.
e. Define the duties and rules of procedure of committees.
f. Approve nominees for vacancies in the office of Vice Chairperson, Secretary, and Treasurer.
g. Have such other duties as are herein elsewhere enumerated.

Section 3.  Meetings

a. Regular meetings of the Board of Directors shall be held prior to and following the annual meeting of this Assembly
b. Special meetings, when the business of The Assembly requires such a meeting, may be called by the Chairperson or five (5) members of the Board of Directors.

    1. Notice shall be given for a special meeting, stating the purpose of the meeting.

Section 4.  Quorum
A majority of the Board of Directors, five (5) of whom shall represent the Executive Committee, shall constitute a quorum for any meeting of the Board of Directors.

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