BY-LAWS
THE FLORIDA CHAPTER
OF THE
ARTICLE I
Florida Incorporation Not for Profit
The name of this organization, a Florida incorporated not
for profit professional association, shall be the
Florida
Chapter of the National Flight Nurses Association. It's
purpose and objectives shall be those
of the NFNA and it shall comply at all times with the
By-laws of NFNA.
ARTICLE II
General meetings of the members of this Association shall
be held at least two (2) times a year to conduct business and for education
purposes; the place and date of the meeting shall be designated at the preceding
meeting.
Written notice of the time, place and date of the general
meetings shall be mailed by the Secretary/Treasurer to the last known address of
each member not less than thirty (30) days before the date of the next meeting.
The Annual Meeting of the members of this Association
shall be held at such time and place as determined by the officers provided that
the place and time shall be announced to the Chapter membership at least thirty
(30) days prior to the meeting. Content of the meeting will include election of
officers and directors as provided by these By-laws of this Association.
Either the Board or the President may call special
meetings of the Members. In
addition, the President will call a special meeting of the membership whenever
requested to do so by the majority of all of the active members.
Special meetings may be called for any purpose or purposes.
Written notice of the time, place, and date of the special meetings shall
be mailed by the Secretary to the last known address of each member as soon as
possible. Telephone Conference
calls may be placed by the President with the Board or any of its’ members at
any time for the purpose of conduction business.
Minutes of these calls to be included in the next General Meetings
agenda.
The Active Members of the Association present at the
General Meeting shall constitute a quorum. A quorum at the Annual Meeting shall
consist of not less than twenty (20) percent of the voting membership.
A written proxy may be established to constitute "present" for
the purposes of a quorum.
The voting members of this Chapter shall consist of those
classified in Article II, Section VIII as "active members".
At all General Meetings of this Association, each voting member shall
have one vote and may cast this vote in person, by mail-in ballot, or by written
proxy. At the Annual Meeting of
this Association, each voting member shall have one vote and may cast this vote
in person, by mail in ballot or by written proxy.
Unless otherwise specifically provided by these By-laws, a majority vote
of those voting members present or voting by mail, shall govern.
Membership in NFNA is a pre-requisite to membership in
the State Chapter.
The membership qualifications shall be the same
classifications and qualifications as those of the NFNA.
To be eligible for active membership, an applicant must either be
currently involved with air medical health care or have been actively involved
in the past. There shall be four
(4) classes of membership:
A.
Active Member - any Registered Nurse (RN) actively participating
in air medical health care as a provider, educator, administrator, researcher;
or an RN who is on a leave of absence from the above, not more than two (2)
years.
B. Inactive Member - a past
active member, or an RN on a leave of absence from flight nursing for more than
two (2) years.
C.
Affiliate Member - any interested persons in flight medicine.
D.
Corporate Member - any interested corporation.
A.
Dues will be levied by the Executive Committee concurrent with the
calendar year, and the amount to be determined by the Executive Committee.
B.
The fiscal period of the Chapter shall be the Julienne calendar year.
C.
Any Chapter member whose dues or assessments are unpaid at the time of
the Annual Business Meeting shall be ineligible to vote or hold office.
ARTICLE III
The Executive Committee shall prepare a list of nominees
for the office and present them to the Board at least thirty (30) days prior to
the Annual Business Meeting where the office will become open due to an expired
term or vacancy. Nominations may be
opened from the floor at the Annual Meeting prior to voting.
Voting for officers will occur on written ballots, with
each active member in good standing entitled to one vote.
Ballots shall be counted at the Annual Meeting of the
membership with all cast ballots being counted and the results
"certified" by two (2) impartial judges of election appointed by the
President. Ballots will be
destroyed at the adjournment of the Annual Business Meeting.
ARTICLE IV
The elective officers of this Chapter shall be President,
President-Elect, Secretary/Treasurer, a Director-at-Large and two (2)
Members-at-Large to the Board of Directors. They shall be elected by majority vote of the active
membership present at the Annual Business Meeting.
The terms of the President, President-Elect, Secretary/Treasurer,
Director-at-Large and two (2) Members-at-Large shall be for two (2) years. The
President-Elect shall automatically succeed to the Presidency.
The immediate Past President shall serve as Director-at-Large for a term
of two (2) years and be without vote except in the event of a tie.
The terms of the Board Members-at-Large will expire in odd numbered
years. The terms of the other officers shall expire in even numbered
years.
Any voting member in good standing shall be eligible for
nomination and election to any elective office in this Chapter.
Each elected officer shall take office immediately upon
election to that position. Each
elected officer shall serve concurrently as a member of the Executive Committee
and may conduct such business as may be necessary between meetings of this
membership. Such actions shall be
ratified by the active membership of the Chapter at the next Chapter meeting.
Vacancies in any elective office may be appointed by the
President for the balance of the term thereof and ratified by a majority vote of
the Board of Directors, and at its’ discretion by two-thirds vote of all its
members, may remove any officer from office if that officer has not attended
two-thirds of the meetings, has not paid their dues, or is no longer actively
engaged in Flight Nursing for greater than one year.
The officers shall at all times be active members of the
Florida Chapter of the National Flight Nurses Association, and active members of
the National Flight Nurses Association.
ARTICLE V
DUTIES OF THE OFFICERS
The President shall serve as Chief Executive Officer of
the Association. He/she shall serve
as an ex-officio member with the right to vote on all committees.
He/she shall make all required appointments of standing and special
committees with approval of the Board of Directors.
He/she shall preside at all meetings of the Board of Directors.
He/she shall perform such other duties as are necessary, incident to the
office of President or as may be described by the Board of Directors.
The President-Elect shall succeed to the Presidency.
The Board of Directors shall delegate his/her duties to him/her.
He/she shall perform the duties of the President in the event of his/her
inability to serve. He/she shall
become familiar with the duties of the President and preside at meetings in the
absence of the President.
The Secretary/Treasurer of the Association shall be
responsible for the proper and legal mailing of notices to members.
He/she shall see to the proper recording of the proceedings of meetings
of the Chapter, Board of Directors, and all committees and carry into execution
all orders, votes, and resolutions not otherwise committed.
He/she shall see that accurate records are kept of all members and
perform such other duties as are necessary, incident to the office of
Secretary/Treasurer. He/she shall
maintain a proper file of all correspondence and shall keep the President
informed regarding significant correspondence and information received.
The Secretary/Treasurer shall be in charge of the
Association funds and be responsible for keeping of the funds in such banks,
trust companies and/or investments as are approved by the Executive Committee.
He/she shall report on the financial condition of the Association at all
meetings of the Board of Directors and at other times when called upon by the
President. At the expiration of his
term of office, he/she shall deliver over to his/her successor, all books, money
and other property in charge or, in the absence of a successor; he/she shall
deliver such properties to the President.
He/she shall disburse or cause to be disbursed the funds
of the Chapter as directed by the Board of Directors.
He/she shall be in charge of membership acceptance,
receive dues, and keep an updated list of current members.
He/she shall be Chairperson of the Membership Committee.
The President, Secretary/Treasurer and Director-at-large shall conduct an annual
audit for presentation to the Board at the Annual Business Meeting.
ARTICLE VI
The governing body of this Association shall be the Board
of Directors. The Board of
Directors shall have supervision, control, and direction of the affairs of the
Association, and actively pursue its objectives and supervise the disbursement
of its’ funds. The Board may
adopt such rules and regulations for the conduct of its business as should be
deemed advisable and may, in the execution of the powers granted, delegate
certain of its’ authority.
The Board of Directors shall consist of the President,
President-Elect, Secretary/Treasurer, two (2) Board Members-at-Large, and one
(1) Director-at-Large.
No member of the Board of Directors who has served four
years shall be eligible for re-election until at least one year shall have
lapsed.
At any meeting of the Board of Directors, no less than
three (3) members of the Board shall constitute a quorum for the transaction of
the business of the Chapter and any such business thus transacted shall be valid
providing it is affirmatively passed upon by the majority of those present.
A regular meeting of the Board of Directors shall be no
less than two (2) times during each administrative year at such time and at such
place as the Board may prescribe. Notice
of such meetings shall be given to the Directors no less than thirty (30) days
before the meeting is held. Special
meetings of the Board may be called by the President or at the request of any
three (3) Board Members, by notice mailed or delivered to each member of the
Board of Directors not less than seventy-two (72) hours before the meeting is
held or telephoned not less than four (4) hours prior to the meeting.
For the purpose of a quorum, discussion and voting on all
matters dependent upon a member of the Executive Committee's presence at any
meeting of the Executive Committee, and Executive Committee member shall be
regarded as being present at such meeting if such Executive Committee member is
in telephone, video or audio contact with each of the other members of the
Executive Committee.
Voting rights of a Board Member shall not be delegated to
another nor excused by proxy.
ARTICLE
VII
The Board of Directors, under the direction of the
President, shall open nominations at the April meeting for offices expiring the
coming July. The President will close nominations during the April General
Meeting. Ballots and candidate
biographies will be mailed to all current active members post marked by the last
Friday in May. Elections will be
held at the July Annual business meeting each year.
The President shall appoint at least (3) members of the
voting membership to serve on this committee.
The President, with the approval of the Board of
Directors, shall appoint such other committees, sub-committees or task forces as
are necessary and which are not in conflict with other provisions of these
By-Laws, and the duties of such committees shall be prescribed by the Board of
Directors upon appointment.
ARTICLE
VIII
These By-Laws may be amended or repealed by a majority
vote of the voting members at any General Meeting of the Chapter duly called and
regularly held, provided that the Proposed amendments have been mailed to the
Chapter membership no later than thirty (30) days prior to the meeting.
MISCELLANEOUS
All records of the Chapter shall be open to the
membership of the Chapter at any reasonable time.
Robert's Rules of Order, Newly Revised, except when in
conflict with the By-Laws of the Association, shall control all meetings of the
Chapter.
ARTICLE X
The Chapter shall use its’ funds only to accomplish the
objectives and purposes specified in these Bylaws. Should at some point, for whatever reason, the membership
determines it appropriate to dissolve this Chapter, the State of Florida
Department of Health and the National Flight Nurses Association shall be
notified immediately. Upon
dissolution of the Chapter, any funds remaining shall be sent to an appropriate
professional or charitable organization duly registered in the State of Florida
as determined by a single majority of the Executive Board.
These By-Laws have been revised and reviewed by the
present Board of Directors, and have been ratified by the General Membership of
the Florida Chapter of the National Flight Nurses Association on the below said
date.
Signed: __Electronic Signature
David A. Summers RN, CEN, CFRN, EMT-P
President
Florida Chapter of the National Flight Nurses Association
DATE: 20 January 1999
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