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2017 Bylaws
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BYLAWS

 

ARTICLE I

 

TITLE

 

SECTION 1          NAME

The name of this association shall be the Greater Phoenix Area Chapter (GPAC) of the Arizona State Nurses’ Association (AzNA). This Chapter is a constituent member of the AzNA and shall comprise such territory as the Board of Directors of AzNA shall designate.

 

ARTICLE II

 

PURPOSE AND FUNCTIONS

 

SECTION 1          PURPOSE

The purpose of the GPAC shall be to:

A.      Promote nursing practice which enhances the health and well-being of individuals, families, and communities.

B.      Promote the professional, intellectual, and leadership development of nurses.

C.      Advance the scholarly development of nurses.

D.      Enhance the professional practice of nursing

 

SECTION 2    FUNCTIONS

The functions of GPAC shall include the following:

 

A.                  Promote through appropriate means the standards of nursing practice, nursing education and nursing services as defined by the ANA.

B.                  Advocate for registered nurses and promote AzNA’s public policy agenda.

C.                  Ensure adherence to the Code of Ethics for nurses as established by the ANA.  

D.                  Support the nurse in personal and professional growth and development in practice setting to promote positive work-related experiences.  

E.                   Participate in the legislative program of AzNA and ANA.

F.                   Assume an active role influencing social and institutional policies promoting better health and healthcare for the benefit of all people.

G.                  Develop liaisons and collaborative relationships with other groups.

H.                  Promote relationships with the Student Nurses’ Association of Arizona (SNAAz).

I.                    Promote nursing as a career.

J.                    Maintain communication among members.

K.                  Provide due process policies for grievances and appeals related to these bylaws, pursuant to common parliamentary and statutory law.

 

 

ARTICLE III

 

MEMBERSHIP AND DUTIES

 

SECTION 1          MEMBERSHIP QUALIFICATIONS

Conforms to bylaws of AzNA (Article III, Section 2; Member Qualifications).

 

SECTION 2          MEMBERSHIP RIGHTS AND OBLIGATIONS

Members shall have rights as follows:

 

A.                  Attend membership meetings

B.                  To be a candidate for election to the Chapter and AzNA elective and/or appointive positions in accordance with Chapter and AzNA bylaws.

C.                  Participate in the election of officers of Chapter and AzNA.

D.                  Serve as ANA delegate or in any Chapter, AzNA, or ANA elected or appointed position if so qualified and selected.

E.                   Attend conventions and other unrestricted activities of Chapter, AzNA, and ANA.

F.                   Submit proposals for consideration by Chapter, and/or AzNA.

G.                  Attend congress of the International Council of Nurses.

H.                  Hold membership in ANA councils, if so qualified and selected.

I.                    Abide by the ANA Code of Ethics for Nurses and Chapter/AzNA/ANA Bylaws.

J.                    Fulfill the requirements of an office or committee if elected or appointed.

 

SECTION 3          MEMBERSHIP MOBILITY

 

A.                  A member may transfer from one Chapter to another within AzNA without additional payment of dues for the remainder of the membership year. Applications for transfer shall be made to AzNA.

B.                  A member who moves out of the state may apply to the secretary of AzNA for transfer to another constituent association of the ANA.

C.                  A member of another constituent association of the ANA who moves to this state may transfer to this Chapter without additional payment of dues for the remainder of the individual’s membership year.

 

SECTION 4          HONORARY RECOGNITION AND/OR LIFE MEMBERSHIPS

Members may recommend honorary recognition of persons who have rendered distinguished service or valuable assistance to the nursing profession. Recommendations may be submitted to and unanimously approved by the AzNA board of Directors. If honor is approved, it is conferred at the next membership meeting.

 

 

SECTION 5.         DUES

Conforms to Bylaws of AzNA, Article III, Section 9.

 

SECTION 6.        DUTIES

 

A.              It shall be the duty of this chapter to:

 

a.        Require that all members have the qualifications specified in Article III, Section 2 of the AzNA Bylaws,

b.       Send to the secretary of AzNA, the names and addresses of all officers and other members of the board of directors of the chapter immediately following their election or appointment,

c.        Confer with the AzNA Bylaws Committee prior to adopting any proposed amendments to its bylaws,

d.       Adopt and maintain bylaws consistent with the bylaws of this association and keep this association supplied with complete and up-to-date copies of the same.

e.        Suggest names of candidates for AzNA ballot and to send the names of these members with addresses to the Nominating committee,

f.        Submit a full financial report to the AzNA Treasurer annually by January 31st,

g.       Enter into and abide by an AzNA chapter agreement. These agreements shall be reviewed periodically as defined by AzNA policy.

 

B.             If this Chapter fails to comply with the requirements of these bylaws, or for other cause                                                    

       deemed sufficient, may be disqualified as a chapter of AzNA by a unanimous vote of the

       board provided due notice has been given that chapter of at least three months prior to the 

       vote being taken.

 

SECTION 7        DISCIPINARLY ACTION

Conforms to disciplinary action Bylaws of AzNA (Article III, Section 8).

ARTICLE IV

 

BOARD OF DIRECTORS

 

SECTION 1          DEFINITION

The board is the corporate body composed of Chapter 1 Officers and Directors elected by Chapter 1 membership.

 

 

SECTION 2         COMPOSITION

 

A.            The Board shall consist of Chapter elected or appointed officers and directors.

a.        There shall be four officers: President, Vice President, Secretary, and Treasurer.

b.       There shall be two Directors; Director of Education and Director of Communications.

B.            To serve on the board, a person shall:

a.        Hold current membership in AzNA in good standing, and

b.       Not concurrently serve as an officer or director of another organization if such participation might result in a conflict of interest in AzNA.

 

SECTION 3:        AUTHORITY

The board shall have the authority delegated to it by the membership, including duties and powers as defined in these bylaws.

 

SECTION 4:       ACCOUNTABILITY

A.      The board shall report and be accountable to the membership.

B.      The Board members shall be accountable to attend scheduled board meetings, chapter and AzNA events.

 

SECTION 5:      RESPONSIBILITIES

The board shall:

A.      Transact the general business of the Chapter.

B.      Establish major administrative policies governing the affairs of the Chapter and devise measures for the Chapter’s growth and development.

C.      Manage fiduciary affairs consistent with applicable provisions of the law and assuring the budget, expenses, and investments are maintained at a reasonable level.

D.      Present minutes and financial statements to board membership.

E.       Fill vacancies on committees or Board of Directors (Article III, Section 7).

F.       Fulfill the AzNA criteria for Duties of a Chapter (Article III, Section 6).

 

SECTION 6:      TERMS OF OFFICE

 

  1. Board members shall be elected annually for two-year terms as follows:
    1. The President, Treasurer, and Director of Education shall be elected on odd years.
    2. The Vice President, Secretary, and Director of Communication shall be elected on even years.
  2. Terms of office shall commence on June 1st, following the election at which they were elected.
  3. No board member shall serve more than two (2) consecutive terms in the same office and no more than eight (8) consecutive years on the board (in any role).
  4. Any board member who has served twelve (12) months or more in any role, shall be considered to have served a full term.
  5. Each board member shall surrender all property and records to the newly elected successor at the time of the term of office commencement.

 

SECTION 7        VACANCIES

In the event of a vacancy:

  1. In the office of the President, the Vice President shall become the president for the remainder of the term or until a successor is elected.
  2. In the office of the Vice President, the Secretary shall become the Vice President for the remainder of the term or until a successor is elected.
  3. In the office or another board member, the board shall fill the vacancy by appointment for the remainder of the term.

 

SECTION 8         DUTIES

 

  1. The President shall:
    1. Preside at all meetings of the Chapter and conduct them by a formal order of business.
    2. Serve as the official representative of the Chapter and as its spokesperson of matters of Chapter policy.
    3. Coordinate the Chapter Bylaw revision process (Article XI, Section 3).
    4. Appoint tellers for yearly elections.

 

  1. The Vice President shall:
    1. Assist the President in designated duties,
    2. Serve as the official representative of the Chapter if the President is unable to,
    3. Serve as a liaison to the Nominations Committee and provide oversight of any ad hoc committees of the Chapter.

 

  1. The Secretary shall:
    1. Ensure that records are maintained of meetings of the board.
    2. Send out meeting minutes for approval by board members.
    3. Send bylaws to the AzNA Bylaws Committee every other year for approval.
    4. Appoint Nominating Committee Chair and members each year, with approval of the board.

 

  1. The Treasurer shall:
    1. Monitor and document the financial affairs of the Chapter,
    2. Provide the annual report to the AzNA board and Chapter membership by January 31st each year.

 

  1. The Director of Communications shall:
    1. Notify member of regular and special meetings of the Chapter.
    2. Disseminate board minutes and communications to members.
    3. Maintain Chapter electronic communications for members.
    4. Publish a call for nominations of elected positions at least two months before the annual elections.

 

  1. The Director of Education shall:
    1. Determines the professional development needs of Chapter members
    2. Facilities professional development or educational offerings for members
    3. Coordinates professional development offerings with other Chapters and/or AzNA

 

 

Section 9               MEETINGS OF THE BOARD

 

A.                  Meetings of the Board shall be held at least quarterly. Special meetings of the board may

called by the President on three (3) days’ notice to each member of the board or shall be called by the President on written request of three (3) members of the Board.

B.                  Business requiring action by the board may be conducted in face to face meetings or by electronic communications (synchronous or asynchronous).

C.                  Absence from two (2) consecutive meetings of the board shall be cause of declaring a vacancy in the board position. Such vacancy shall be determined by a majority of the board.

 

 

 

 

 

ARTICLE V

 

NOMINATIONS AND ELECTIONS

 

 

SECTION 1          NOMINATIONS COMMITTEE

The Nominating Committee Chair and Committee members will be appointed by the Secretary with approval by the board. The Committee shall consist of three to five chapter members.

 

SECTION 2         DUTIES OF NOMINATING COMMITTEE

All nominees must complete and sign a consent to serve and biographical sketch forms. The Nominating Committee will prepare a slate of officers and conduct the election.

 

  1. Nominations process:
    1. Voting members in good Chapter standing may be nominated for elected positions. The call for nominations of elected positions shall be published at least two months before the annual elections by the Director of Communications.
    2. All nominations must be submitted by the close of the call for nominations. The call for nominations shall close 30 days prior to the elections.
    3. The secretary will be responsible for creating the slate of candidates with approval of the slate by the board.
  2. The president shall appoint tellers.

 

SECTION 3        ELECTIONS

 

  1. Each member in good standing of the Chapter shall be entitled to secret vote in elections.
  2. Dues for members in good standing shall be received by the Treasurer at least forty-five (45) days prior to the first day of voting.
  3. An officer who chooses to run for a different office when not in an expiring office at the time of the election, must resign from the current position to be placed on the ballot. The board shall fill the unexpired office by appointment as defined in the Bylaws.
  4. Voting will occur electronically using an AzNA approved method.
  5. Ballots will be available online for 14 days to eligible members.
  6. Members can request a paper ballot be mailed to them by contacting the Secretary.
  7. A second opportunity to vote shall not be given to any member for any reason.
  8. Ballots shall be compiled by tellers appointed by the Chapter President.
  9. The plurality of votes cast by those entitled to vote and voting shall constitute an election. In case of a tie, the choice shall be determined by lot at a membership meeting.
  10. All records of the election shall be preserved for one year after the election.
  11. Board members shall be elected annually as described in the Bylaws (Article IV, Section 6).

 

Section 4               REMOVAL OF ELECTED OFFICIALS

Any elected official may be removed by vote by the members whenever such action is deemed to be in the best interest of the association, or for just cause. An election for the removal of an elected official shall be held when called for by two-thirds vote of the Board or upon written request of the majority of Chapter members. Removal of an elected official requires two-thirds vote of those voting.

 

 

ARTICLE VI

 

STANDING COMMITTEES

 

SECTION 1          DUTIES AND RESPONSIBLITIES

  1. Special committees may be appointed by the Chapter Board and assume duties assigned by the Board of Directors.
  2. Special committees as deemed necessary by the board, will be chaired by one of the board members.
  3. Standing and/or ad hoc committees shall be accountable to the board.
  4. A majority of any committee shall constitute a quorum.

 

ARTICLE VII

 

QUORUM

 

SECTION 1          DEFINITION OF PARTICIPATIONS/ATTENDANCE

Three members of the Board of Directors and those members present at any membership meeting shall constitute a quorum. A quorum can be achieved by participation/attendance in-person or via any electronic means sufficient to allow for communication with members of the board and other members present at meetings

 

SECTION 2          BOARD MEETINGS

A majority of the Board of Directors, one of whom must be the President or the Vice President, shall constitute a quorum at any meeting of the Board of Directors.

 

ARTICLE VIII

 

FISCAL YEAR

 

The fiscal year of the Chapter shall be January 1st through December 31.

 

 

ARTICLE IX

 

OFFICIAL COMMUNICATION

 

GPAC shall maintain an official means of communication updated for all chapter events and news.

 

ARTICLE X

 

PARLIAMENTARY AUTHORITY

The rules contained in ROBERTS RULES OF ORDER, Newly Revised, shall govern meetings of this chapter in all cases to which they are applicable and not inconsistent with these Bylaws.

 

 

ARTICLE XI

 

AMENDMENTS

 

SECTION 1          ADVANCE MEMBERSHIP NOTICE

These Bylaws may be amended at any regular meeting by a two-thirds vote of the members present and voting, provided the proposed amendments reviewed by the AzNA Bylaws Committee and have been sent to all Chapter members at least two weeks prior to the meeting.

 

SECTION 2          NO ADVANCED MEMBERSHIP NOTICE

These Bylaws may be amended without prior notice at a regular meeting by a unanimous vote of all members present and voting.  However, no amendment or revision to these Bylaws shall be effective unless the AzNA board of directors has consented to the amendment or revision.

 

SECTION 3          REVISION OF BYLAWS

GPAC Bylaws shall be reviewed and revised every two years (odd years) and as needed.

 

 

Revised 8/31/2017

Approved 9/29/2017