BYLAWS

BYLAWS

ARTICLE I

Name


Section 1                         The name of the organization shall be Healthcare Executives Forum of Central Pennsylvania. The Healthcare Executives Forum Chapter of Central Pennsylvania is an independent chapter of the American College of Healthcare Executives, and hereinafter in these bylaws shall be identified as the “Chapter”. The American College of Healthcare Executives shall be identified as the “ACHE”.

 

ARTICLE II

Mission and Affiliation

Section 1                         The mission of the Chapter, in the territory designated by ACHE, is to be the professional membership society for healthcare executives; to meet its members’ professional, educational, and leadership needs; to promote high ethical standards and conduct; to advance healthcare leadership and management excellence; and to promote the mission of ACHE.

 

Section 2:                       So long as this Chapter remains a Chapter of the ACHE, the Chapter shall operate in accordance with the ACHE Criteria for Chapter Status. Chapter Bylaws shall be further enacted as necessary to satisfy any governmental regulations. Any disbursement of funds shall be for services rendered to or for the benefit of the Chapter in meeting its purpose. All such payments shall be made in accordance with the Bylaws.

 

Section 3:                        The Chapter is a distinct, separate entity from ACHE. The Chapter is responsible for maintaining the Chapter’s financial records, filing appropriate notices and forms with state and federal authorities, and maintaining necessary insurance coverage for the Chapter except where specific arrangements have been for ACHE to serve as the Chapter’s registered agent. ACHE shall not be liable for the debts and obligations for the Chapter. The Chapter shall not be liable for the debts and obligations of ACHE.

 

ARTICLE III

Membership

Section 1                         Membership in the Chapter shall be available to all individuals who hold at least a baccalaureate degree from an accredited college or university and have an interest in or commitment to the profession of healthcare management, and a member in good standing of ACHE who agrees to abide by the ACHE Code of Ethics and the Chapter Bylaws.

 

Students, residents or fellow in an accredited Health Services Administration or related program as defined by ACHE membership status are eligible to join the Chapter as a Student Associate.

 

Section 2:                        Membership in this Chapter shall be consistent with the ACHE membership categories. The Chapter may also confer honorary membership on an individual in recognition of outstanding service to the Chapter or healthcare organization. An honorary member shall have no right to vote unless the honorary member is also a member in good standing, as defined in Section 1 of this article.

 

Section 3:                        The Chapter Board of Directors may suspend or expel any member for cause after giving such member the opportunity to have a hearing. Membership may be terminated by action of the Chapter Board of Directors as a result of violation of the ACHE Code of Ethics, nonconformity with the Chapter Bylaws, or conduct unbecoming a member, as determined by the Chapter Board of Directors. The Chapter Board of Directors may reinstate any member suspended.

 

ARTICLE IV

Dues

Section 1.                        Dues to the organization are paid as a portion of the member’s annual ACHE dues.

 

ARTICLE V

Meetings

Section 1.                        The Chapter will hold a minimum of 2 face to face events annually.

 

Section 3.                        The annual meeting shall be the last regular Chapter meeting of the fiscal year, for the election and installa­tion of officers, for receiving the annual reports of officers and for the conduct of such other business as may properly come before the meeting. Notice of the annual meeting shall be communicated to all members in good standing thirty (30) days in advance of said meetings.

 

Section 4.                        Those voting members present shall constitute a quorum at any regular or special meeting of the Chapter.

 

ARTICLE VI

Officers

Section 1.                        The officers of the Chapter shall be President, Vice President, Treasurer and Secretary. The Vice President shall serve in the absence of the President and shall assume the Presidency should that office become vacant. The President must be an ACHE affiliate.

 

Section 2.                        All officers shall be elected to serve for a period of time and may be re-elected.

  • President- 2 years
  • Vice President- 2 years
  • Secretary- 1 year
  • Treasurer- 1 year

Section 3.                        The election of officers shall be held at the annual meeting. A slate of candidates shall be proposed by the Nominating Committee. Nominations will be accepted from the floor.

 

Section 4.                        The newly elected officers shall be installed at the annual meeting and assume their duties January 1.

 

Section 5.                        The unexpired term of any elected officer shall be filled by the Board of Directors after considering the recom­mendations of the Nominating Committee.

 

ARTICLE VII

Duties of the Officers

Section 1.                        Duties of the President – As the Chief Executive Officer of the Chapter, the President shall serve as the Chairperson of the Board of Directors and as the chief representative shall have supervision of the general management of the Chapter.

The President shall appoint, with the approval of the Executive Committee, the Chairperson of such Standing Committees as may be established, and shall be a member ex officio of all Standing Committees.        The President shall render reports on the activities of the Chapter at least annually to the membership and shall perform all other duties incident to the Office of the President.

 

Section 2.                        Duties of the Vice President – The Vice President shall be responsible subject to the direction of the President, for coordinating activities designed to implement the service function of the Chapter.    In the event of the absence, disability or resignation of the President, the Vice President shall assume the power and perform the duties of the President.

 

Section 3.                        Duties of the Secretary – The Secretary is the recording officer of the Chapter and the custodian of its records, except for such records that are specifically assigned to others. These records shall be open to the inspection of any member at all reasonable times.

 

Section 4.                        Duties of the Treasurer – The Treasurer shall be respon­sible for keeping an accurate record of all financial affairs of the Chapter, shall render a report to the Chapter at the end of the Fiscal Year, shall report to the annual meeting of the Chapter and shall render such interim reports as may be requested by the Board of Directors. The treasurer shall have charge of the finances under the control and supervision of the Board of Directors and shall receive and expend all monies or funds of the Chapter in accordance with the provisions of Article XIII.

 

ARTICLE VIII

Board of Directors

Section 1.                        The Board of Directors shall consist of the officers and the chairpersons of all Standing Committees.

 

Section 2.                        The President shall report at each regular meeting on Board activities taken subsequent to the last general meeting.

 

Section 3.                        Regular meetings of the Board shall be held at least four (4) times per year except as otherwise determined by the Board, at such time and place as the Board and/or the President may determine. Special meetings of the Board may be held at any time and place determined by the President and, in addition, shall be called when requested in writing by not fewer than 50% of the members of the Board. The Board of Directors shall abide by the ACHE Code of Conduct.

 

Section 4.                        Those voting members present shall constitute a quorum at any meeting of the Board.

 

Section 5.                        The Board of Directors shall be empowered to fill unexpired terms of officers occurring between annual meetings.

ARTICLE IX

Executive Committee

Section 1.                        The Executive Committee shall consist of the President, Vice President, Secretary and Treasurer.

 

Section 2.                        The Executive Committee shall be empowered to act for the Board of Directors on all matters properly within the juris­diction of the Board which the President determines cannot be held over until the next meeting of the Board.

 

Section 3.                        All actions of the Executive Committee shall be reported to the Board at its next meeting.

 

ARTICLE X

Nominating Committee

Section 1.                        The Nominating Committee shall consist of the Chairperson and two (2) members.

 

Section 2.                        The Chairperson of the Nominating Committee shall be the most immediate, currently active, past President, or in such absence shall be appointed by the President. The Chairperson shall appoint the remaining members of the Nominating Committee.

 

Section 3.                        The Nominating Committee shall submit to the annual meeting, a slate of candidates for the officers for the ensuring year. Membership on this committee does not preclude an individual’s eligibility for nomination to an office.

 

Section 4.                        The Nominating Committee shall conduct the election, tabulate the votes and present the results to the President.

 

ARTICLE XI

Standing Committees

Section 1.                        The Standing Committees include all regular committees.

 

Section 2.                        The Standing Committees shall be authorized, created and terminated by the Executive Committee according to the needs of the Chapter. Each Standing Committee shall be named and described and its responsibilities delineated by the Executive Committee.

 

Section 3.                        The President shall appoint, with the approval of the Executive Committee, the chairperson of all Standing Committees. These chairpersons upon appointment by the President, become members of the Board of Directors.

 

Section 4.                        Each Standing Committee Chairperson, after conferring with the President, shall appoint members of the committee and shall designate one among them to serve as Vice Chairperson.

 

Section 5.                        The Chairperson of each Standing Committee shall file a summary report of the activities of the committee with the President at least annually.

 

ARTICLE XII

Ad Hoc Committees

Section 1.                        Ad Hoc Committees may be authorized for specific tasks when needed as determined by the Board. At the time an Ad Hoc Committee is established, the Board shall specify the purpose and responsibilities of the Committee, the number of individuals who will serve as members and the specific types of expertise these individuals should possess.

 

Section 2.                        The President shall appoint, with the concurrence of the Executive Committee, the chairperson of all Ad Hoc Committees at the time of its authorization by the Board. The Chairperson shall appoint the membership on any Ad Hoc Committee.

 

Section 3.                        The Ad Hoc Committee shall be terminated automatically when its assigned task is completed or at the direction of the Board.

 

ARTICLE XIII

Finances

Section 1.                        All monies or funds received or expended by the Chapter shall be duly entered in the Treasurer’s books.

 

Section 2.                        Expenditures may be approved by any officer, or by the individual authorized by the Board as the Administrator of the funds.

 

Section 3.                        All bank accounts of the Chapter shall be established by resolution of the Board.

 

ARTICLE XIV

Fiscal Year

Section 1.                        The Fiscal Year shall commence on January 1 and shall end December 31.

 

ARTICLE XV

Parliamentary Authority

Section 1.                        The Parliamentary authority for the Chapter shall be the most recent revision of Robert’s Rules of Order.

ARTICLE XVI

Amendments

Section 1.                        Any member in good standing may make a recommendation to amend or repeal these Bylaws, by written notice to the President.

 

Section 2.                        These Bylaws may be repealed or amended by the affir­mative vote of 50% plus 1 of those members voting at any regular or special meeting of the Chapter or by mailing (via USPS or electronically) the notice of the proposed alteration, repeal or amendment was mailed (via USPS or electronically) at least thirty (30) days prior to such vote being taken. No amendments to these Bylaws shall become effective until approved.

 

Section 3.                        Prior to enactment or modification, the Chapter Bylaws reviewed and approved by ACHE in accordance with existing policies and procedures. ACHE and the Chapter shall maintain a record of all revisions to the Bylaws, including effective dates.

 

Article XVII

Dissolution

Section 1.                        The Chapter may be dissolved at any general meeting of the membership by a three-fourths-majority vote of voting members present, providing such notice of intent shall have been communicated and provided each voting member at least 30 days prior to the meeting where such dissolution vote is taken.

 

Section 2.                        In the event of the dissolution of the Chapter, all assets remaining after the settlement of any chapter debts and obligations shall be distributed in accordance with the United States Internal Revenue Service Code governing the dissolution of Non-profit, Tax-exempt or For-Profit Corporations.

 

Revised: June, 1982

Revised: April, 1983

Revised: March, 1987

Revised: October, 1990

Revised: November 2002

Revised: April, 2003

Revised: June 2010

Revised: November 2015