The Board of Directors shall consist of the state officers and the presidents of each designated chapter of the Association. The Executive Director, if appointed, shall be an ex-officio member of the Board, without vote.
Section 2.
The Board shall have power and authority, including the authority to establish policy and enter into contracts and obligations, over the property and management of the
Association between conventions. The Board shall have no power to modify any action taken by the convention delegate body. It shall perform the duties described by these Bylaws and such other duties as may be delegated to it by the Association and shall devise, develop and promulgate measures to enhance the growth and prosperity of the Association.
Section 3.
The Board shall meet at least four (4) times per year and meet quarterly. A schedule of meetings will be decided by the Board at the Annual Meeting. At least fifteen (15) days notice of each meeting shall be given.
Section 4.
The President may call a special meeting of the Board. A special meeting shall be called by the President upon the written request of a majority of the members of the Board. At least ten (10) days notice shall be given to all members of the Board for a special meeting and the call shall set forth the purpose(s) for which said special meeting is called. The business for a special meeting shall be limited to that designated in the call.
Section 5.
Any Board member who misses more than fifty percent (50%) of regular and special meetings of the Board during any fiscal year without an excuse acceptable to the Board, shall automatically resign form the Board and, as applicable, any Association or chapter office. If a chapter President cannot attend a Board meeting, it shall be his/her
responsibility to assure a chapter representative at the meeting. The representative attending shall have voice, but not vote, at the meeting.
Section 6.
A majority of the State Officers and six Chapter Presidents of the Association shall constitute a quorum at any regular or special meetings of the Board. No business can be conducted in the absence of a quorum.
Section 7.
The Board may appoint, as necessary and appropriate, an Executive Director who shall serve as the chief administrative officer of the Association. Further, the Board shall conduct an annual performance review of the Executive Director.
Section 8.
Determine which officers and employees shall be bonded and set the amount of their bonds.
Section 9.
Select a bank(s) for deposit of funds and/or investments of funds and determine which officers are authorized to sign checks.
Section 10.
Authorize the selection of a Certified Public Accountant to conduct an annual audit of the Association’s books and accounts.
Section 11.
Consider and adopt an Association budget, as recommended by the Budget Committee, to be presented by the Budget Committee.
Section 12.
Select the time and place for the annual convention and set the registration fee to be paid by each attendee.
Section 13.
Submit to the Governor, nominees to represent the Association on the Alabama State Board of Nursing. Such nominees shall be from a list provided by the Review Committee.
Section 14.
Between Board meetings, voting may be transacted by mail, telephone or facsimile regarding matters of business requiring immediate action. Such request for vote shall be submitted to each member of the Board in exactly the same wording. A majority vote of the entire Board shall be necessary to authorize action, and all such actions shall be formally approved at the next regular meeting of the Board.
Section 15.
Upon recommendation of the President, and/or the Executive Director, approve the selection of a qualified parliamentarian who is proficient in parliamentary law.
Section 16.
All state officers and committee chairmen shall report to the Board and submit a written report to the annual convention. Also, each shall transfer to their successors, within thirty (30) days following the annual convention, all records relating to their office.
Article VIII-Executive Committee Section 1.
The Executive Committee shall be composed of the Association officers. The Executive Director, if appointed, shall serve as an ex-officio member, without vote, of the Executive Committee.
Section 2.
The Committee shall meet between Board meetings or at the call of the President.
Section 3.
The Executive Committee shall:
a. Implement decisions of the Association or the Board.
b. Act in emergencies on business matters between meetings of the Board;
however, no action shall conflict with that of the Board or Association.
c. Report to the Board at each meeting.
d. Decide, as necessary, questions of cooperation with other organizations.
e. Submit to the Board such recommendations as it may deem advisable.
f. Approve actions of advocacy requiring immediate action.
Section 4.
A majority of the members of the Executive Committee shall constitute a quorum and no business can be conducted in the absence of a quorum.
Section 5.
Voting may be conducted by mail, telephone or facsimile, provided that any actions are approved at the next regular meeting.
Article IX-Committees Section 1.
There shall be such committees, standing or special, as these Bylaws, the Association, or the Board shall authorize. Unless otherwise provided for in these Bylaws or in a motion authorizing the establishment of a committee, all committees shall be appointed by the President, and shall consist of at least three members.
Section 2.
Standing committees shall be appointed at the beginning of each even numbered calendar year. No committee chairman shall serve for more than two consecutive terms in the same chairmanship. The standing committees shall be: Nominating, Budget, By-laws, Credentials, Education, Legislative, Membership, Resolutions, Program, and Review.
Section 3.
The Budget Committee shall consist of three members. The chairperson and one member shall be appointed by the President. The remaining member shall be the Treasurer, ex-officio. The Budget Committee shall develop, or cause to be developed, a proposed
budget of estimated income and expenses for the ensuing year and shall submit the budget to the Board at the final Board meeting of the current year for its consideration and adoption for the ensuing year.
Section 4.
The Bylaws Committee shall receive all proposed amendments to the Bylaws of this Association and may propose amendments to the convention.
Section 5.
The Credentials Committee shall be responsible for certifying the credentials of all members in attendance at the convention.
Section 6.
The Education Committee shall develop educational programs, seminars and workshops consistent with the objectives and rules of the Alabama State Board of Nursing. All state planned workshops and seminars shall be approved by the state President, a registered nurse and, if deemed necessary, by the Executive Committee. All monies received from workshops and seminars shall be deposited in the accounts of the Association.
Section 7.
The Legislative Committee shall consist of three members, one of whom shall be
chairperson. This committee shall study the need for practical nurse legislation both on a State and Federal level and, subject to the approval of the Board, it shall devise and promote plans for active participation in legislative programs impacting practical nursing.
This committee shall observe trends in legislation affecting practical nursing and assume responsibility for the initiation of any necessary immediate action in relation thereto, both on a state and federal level, within the established general policy of the Association Section 8.
The Membership Committee shall, with cooperation of the Chapters, determine ways and means to secure new members, devise methods of organization, and make the
membership of the Association an effective and vital force in carrying out the purposes of the Association.
Section 9.
The Nominating Committee responsibilities are outlined in Article V, Section 4.
Section 10.
The Resolutions Committee shall either originate or receive resolutions to be presented to the convention for action. Resolutions shall be given to the Resolutions Committee no later than one day prior to the Committee’s report to the convention. A resolution may be presented from the floor by a delegate member of the convention, provided the delegate body agrees by a 2/3 vote to receive it. A majority vote shall be required for adoption of a resolution(s).
Section 11.
There may be an Advisory Committee composed of at least three (3) members to assist the Association in an advisory capacity. This committee may be appointed by the Board in its discretion and will meet upon call of the President or the Board.
Section 12.
The Program Committee shall consist of three or more active members and, an advisor, if deemed necessary. The Committee shall plan and arrange the program for the
convention, subject to the input and approval of the President.
Section 13.
There shall be a Review Committee consisting of five members two of whom shall be past members of the Alabama Board of Nursing. The function of the committee shall be to screen applicants as potential Alabama State Board of Nursing nominees.
Section 14.
Special committees may be appointed by the President to meet needs of the Association which are not the responsibility of standing committees.
Article X-Annual Convention Section 1.
An annual convention of the Association shall be held at a time and place determined by the Board. The duly elected delegate body attending the convention shall be the
governing body of the Association.
Section 2.
The official call of the convention shall be sent to the Board and the constituent chapters at least forty-five (45) days prior to the beginning of the convention.
Section 3.
The delegate body shall be:
a. The board; and,
b. Accredited delegates from the chapters, based upon one delegate for every five (5) active or lifetime members.
Section 4.
Chapters shall elect the appropriate number of delegates and alternates, and then forward the names and addresses to the President or Executive Director at least two (2) weeks prior to convention.
Section 5.
A quorum shall be twenty-five (25) voting members registered and present at the convention and no business shall be conducted in the absence of a quorum.
Article XI-Chapters Section 1.
There shall be constituent chapters of the Association located throughout the state. To qualify, a chapter must maintain a minimum membership of ten (10) members. Any chapter falling below the minimum number of ten (10) members shall be granted, at the discretion of the Board, a period of time to rebuild the chapter.
Section 2.
New chapters may be organized upon approval by a 2/3 vote of the Board, with such action to be taken upon receipt of a written petition from the organizing chapter signed by a minimum of ten (10) applicants accompanied by dues or documented receipt of dues.
Section 3.
The standing rule of chapters and amendments thereto shall be approved in advance by the Board.
Section 4.
Any chapter failing to comply with the requirements of these Bylaws shall be dropped from membership in the Association by a 2/3 vote of the Board, provided notice shall have been given at least three (3) months prior to voting.
Section 5.
The Association shall not be responsible for any financial obligations made by either members or chapters unless such obligations have been duly authorized by the Board.
Section 6.
A current list of chapter membership shall be maintained by the Executive Director for the Secretary and the Treasurer. A copy of the list and any changes made thereto shall be sent on a regular basis to the state and respective chapter officers.
Article XII-Association Headquarters Section 1.
There shall be an Association headquarters office maintained and located as authorized by the Board.
Section 2.
The association headquarters shall be under the general supervision of, if appointed, the Executive Director accountable to the President, or the President, Executive Committee, and the Board.
Section 3.
The Executive Director shall report regularly to the Board and to the Association at the convention.
Section 4.
An annual inventory of the association headquarters, and such additional inventories as may be required, shall be made under the supervision of the Executive Committee.
Section 5.
The Executive Director shall carry out the following duties:
a. Collect and disburse all funds of the Association and keep complete and accurate records.
b. Implement all decision of the Association, Board or Executive Committee.
c. Deposit all money in the name of the Association in such banks as may be designated by the Board.
d. Disburse the funds as may be authorized by the Association, the Board, or the Executive Committee.
e. Sign all checks as authorized.
f. Give a financial report at each meeting of the Board.
g. Submit a quarterly report to the Board.
h. Submit the books for audit by a Certified Public Accountant.
i. Submit to the Board at the first meeting following the election of officers the name and the credentials of a proposed Certified Public Accountant.
j. Sign all vouchers before the bills are paid.
k. Supply the Credentials Committee with an accurate list of all eligible voting members.
l. Keep an up-to-date record of all members and send to each member a dues notice thirty (30) days before the due date.
m. Be bonded.
Article XIII-Fiscal Year
The fiscal year of the Association shall be from January 1st through December 31st. Article XIV-Parliamentary Authority
Robert’s Rules of Order Newly Revised shall govern the Association in all cases in which they are applicable and in which they are not in conflict with these Bylaws.
Article XV-Amendments Section 1.
These Bylaws may be amended by the delegate body at any annual convention provided:
a. The proposed amendments have been approved by the Board.
b. That previous notice to amend has been sent with the call to convention at least forty-five (45) days prior to the date of the convention, except as directed in Section 3 of this Article XV.
Section 2.
With appropriate notice, these Bylaws may be amended by a majority vote of the Delegate Body.
Section 3.
Without appropriate notice, these Bylaws may be amended by a 2/3 vote of the Delegate Body.
Article XVI-Code of Ethics
The following does not cover every detail of ethical responsibilities and activities of the licensed practical/vocational nurse, but is a statement of broader beliefs and code of personal conduct –THE LPN SHALL:
1. Consider as a basic obligation the conversation of life and the prevention of disease.
2. Promote and protect the physical, mental, emotional and spiritual health of the patient and his family.
3. Fulfill all duties faithfully and efficiently.
4. Function within established legal guidelines.
5. Accept responsibility for all personal actions taken and seek to merit the respect and confidence of all members of the health team.
6. Hold in confidence all matters known through the practice of the profession and in no way and at any time violate this confidence.
7. Give conscientious service in return for just remuneration.
8. Learn and respect the religious and cultural beliefs of all patients and of all people.
9. Meet obligations to the patient by keeping abreast of current trends in health care through reading and continuing education.
10. As a citizen of the United States of America, uphold the laws of the land and seek to promote legislation which shall meet the health needs of its people.
Article XVII-Dissolution
In the event of dissolution of this Association, the net assets, after all liabilities and obligations shall be satisfied, or adequate provisions made therefore, shall be distributed to conform to the objectives of this Association and shall meet the requirements of the IRS.
August, 1987-Montgomery Amended by State Convention
October, 1991-Bessemer Amended by State Convention
October 1992-Montgomery