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MissionOur mission is to provide healthcare executives in New England an opportunity for professional growth and personal development through education programs and professional collegiality and to promote continued growth of the healthcare management profession through development of scholarship and similar opportunities. HCMA supports and its mission is compatible with the mission of the American College of Healthcare Executives. BylawsARTICLE 1: NAME The name of the organization shall be “Health Care Management Association of Massachusetts,” referred to herein as HCMA. ARTICLE 2: PURPOSE OF THE ASSOCIATION The purpose of HCMA is to provide Healthcare Executives in New England an opportunity for personal development through educational programs and professional collegiality; and further to promote continued growth of the healthcare management profession through the development of scholarship and similar opportunities. HCMA will maintain a senior management focus. Selection criteria to determine membership categories are designed to reflect the stated purpose of the organization. ARTICLE 3: ACHE AFFILIATION HCMA is a chapter of the American College of Healthcare Executives (hereinafter referred to as “ACHE”). It is subject to terms and conditions set forth in the criteria for chapter status prescribed by the ACHE Board of Governors, and is eligible for the benefits of chapter status prescribed by the ACHE Board of Governors. In accordance with ACHE bylaws, HCMA is a separate legal entity from ACHE. HCMA shall not be liable for the debts or obligations of ACHE, and ACHE shall not be liable for the debts and obligations of HCMA. ARTICLE 4: GEOGRAPHIC TERRITORY The geographic territory of the HCMA is the state of Massachusetts. ARTICLE 5: MEMBERSHIP Section 5.01. Categories of Membership The HCMA categories of membership shall be consistent with the categories of membership held by ACHE. ACHE shall have eight categories of membership: Members, Fellows, Honorary Fellows, Life Fellows, Faculty Associates, Student Associates, International Associates, and Retired Affiliates, all with the respective rights and privileges as herein described. Individuals included in any of the eight categories of membership are referred to collectively as “affiliates.” Section 5.02. Membership Criteria HCMA members shall meet such standards, requirements, and qualifications as are established and approved by the ACHE Board of Governors. Only ACHE affiliates are eligible to hold membership in HCMA. Section 5.03. Applications and Admission Section 5.04. Membership Fees/Dues HCMA membership fees and dues are paid to ACHE in accordance with fees and dues determined by the ACHE Board of Governors. ACHE then remits a portion of the dues to HCMA to support chapter activities. The HCMA dues year and notice of any change in dues shall be in accordance with ACHE Bylaws. Section 5.05. Right and Privileges of Affiliates Voting: In accordance with ACHE Bylaws, only Fellows, Life Fellows, and Members may vote (collectively referred to herein as the “Voting Affiliates”). No other membership category shall have voting rights. Officers: Only Fellows may serve as an Officer of HCMA. Committees: Except as otherwise provided herein, all affiliates may serve on committees of HCMA. Section 5.06. Resignation, Suspension and Expulsion, Reclassification, and Reinstatement of Affiliates Resignation, Suspension and Expulsion, Reclassification, and Reinstatement of Affiliates shall be in accordance with the ACHE Bylaws Article II. Section 6. ARTICLE 6: MEETINGS Section 6.01. Annual Meeting HCMA shall hold a Business Meeting of the Voting Affiliates between September 1st and December 15th of each year. Section 6.02. Membership Meetings Membership meetings shall be held periodically during the year and shall offer a program of an educational or social nature. Section 6.03. Special Meetings Special Business Meetings may be called at any time by the President, or shall be called by the Secretary upon the written request of at least ten (10) Active Members. Section 6.04. Notice of Meetings Written and/or electronic notice of the place, day and hour of all meetings and business to be conducted shall be given to the membership as follows: 1. Annual Business Meeting 2. Membership Meetings 3. Special Business Meetings Section 6.05. Quorum At any meeting in which a vote is to be taken, twenty-five (25) Voting Affiliates, at least two (2) of whom must be officers, constitute a quorum for the transaction of business. If a quorum is not present, a majority of the Voting Affiliates present may adjourn the meeting without further notice. Section 6.06. Voting Passage of any proposal shall require a majority vote of the Voting Affiliates voting unless otherwise specified in these Bylaws. Section 6.07. Proxies Each Voting Affiliate shall be entitled to one (1) vote on matters which come before HCMA. All votes are to be cast in person, or by proxy executed electronically or in writing by the Voting Affiliate or by his duly authorized attorney-in-fact. No proxy shall be valid after eleven months from the date of its execution unless otherwise provided in the proxy. ARTICLE 7: OFFICERS Section 7.01. Composition The Officers of HCMA shall be the President, President-Elect, Secretary, and Treasurer. Section 7.02. Election and Term of Officers The Nominating Committee, as defined herein, shall prepare a single slate of nominees, and shall send the slate of nominees, either electronically or by US Mail, to all Voting Affiliates in accordance with the notice of meeting requirements in Section 6.04. The single slate of Officers are elected by the majority vote of Voting Affiliates and take office beginning January 1st. The President-Elect is elected to serve a two-year term and then shall be elevated to the position of President for a two-year term. The Secretary and Treasurer are elected for a period of two (2) years and shall be elected in alternating years to provide staggered terms between the two officers. Section 7.03. Duties President and President-Elect: The President shall direct the activities of HCMA and preside over all meetings. The President shall appoint all committee chairpersons. The President may also appoint individuals to carry out other responsibilities as designated by or as otherwise not limited to these Bylaws. The President shall be an ex-officio member of all committees. The President becomes the Past President at the end of his/her term. In the absence of the President, the President-Elect shall exercise the duties and powers of the President. Secretary: The Secretary shall keep the minutes of all Annual, Membership, and Special Meetings of HCMA, oversee all membership correspondence. The Secretary is responsible for maintaining a current roster of the membership. Treasurer: The Treasurer shall have general supervision over the care and custody of funds and property of HCMA. The Treasurer shall keep full and accurate accounts of all receipts and disbursements and shall present reports, thereof, to the membership. Section 7.04. Vacancies If the President is unable to perform the duties of the office, the President-Elect shall succeed to the office of the President. A vacancy in any other office shall be filled for the unexpired term by Vote of the Executive Committee in consultation with the Chairperson of the Nominating Committee. Section 7.05. Removal of Officers Any appointed Officer may be removed at any time by the affirmative vote of two-thirds of the Executive Committee whenever in their judgment such action will serve the best interests of HCMA. ARTICLE 8: COMMITTEES Section 8.01. Standing Committees The standing committees of HCMA shall include the following: Executive, Nominating, Program, and Bylaws. Executive Committee: There shall be an Executive Committee consisting of the President, Past President, Secretary, Treasurer, ACHE Regent ex-officio, Program Committee Chair, Nominating Committee Chair, Bylaws Committee Chair and not more than five (5) members at large. Between Annual Meetings, the Executive Committee shall be authorized to take any action that might normally be taken by the membership. The Committee shall report their actions to the membership at the next meeting of HCMA. The Committee shall not be authorized to make any amendments to these Bylaws or take any public position on behalf of HCMA. The Executive Committee will also be responsible for long range planning. Five members of the Executive Committee, two of whom shall be officers, shall constitute a quorum for the conduct of business. Passage of any proposal shall require a vote of the majority of those present. The Executive Committee may adopt other rules and regulations for the conduct of its business as it may deem necessary. Members-at-Large shall be Voting Affiliates elected annually. Nominating Committee: The Nominating Committee shall consist of the Immediate Past President as Chairman and three Voting Affiliates appointed by the President. In the event there is no Immediate Past President, the President shall assume the Chair. The Committee shall submit a slate of Officers and Members-at-Large, which shall accompany the notice of the Annual Meeting. The Nominating Committee shall make such other reports as from time to time may be necessary. No member of the Nominating Committee may be nominated for offices for which the Committee is submitting nominations. Program Committee: The Program Committee shall consist of a Chair appointed by the President and at least three Voting Affiliates recommended by the Chair and approved by the President. The Committee shall be responsible for organizing the various HCMA-sponsored educational programs throughout the year. Bylaws Committee: The Bylaws Committee shall consist of a Chair appointed by the President and at least three Voting Affiliates Members appointed by the Chair. The Committee shall review and make recommendations to the Executive Committee regarding HCMA Bylaws, taking into consideration the provisions of Article 2 hereof. Section 8.02. Other Committees There shall be other committees with such duties as may be designated from time to time by the President, with the consent of the Executive Committee. Section 8.03. Attendance by Communications Equipment Members of any committee may participate and act at any meeting of such committee through the use of a conference telephone or similar communication equipment by means of which all persons participating in the meeting can communicate with each other simultaneously. Participation in such meeting shall constitute attendance and presence in person at the meeting of the person or persons so attending. ARTICLE 9: AMENDMENTS Section 9.01. Routine The Bylaws Committee shall review and make recommendations to the Executive Committee regarding these Bylaws, taking into consideration the provisions of Article 2, hereof. The Executive Committee may present to any Business Meeting of the membership a proposed amendment to these Bylaws. Amendment(s) to the Bylaws shall be voted upon at the Annual Business Meeting Reading of the text of the proposed amendment(s) to the Bylaws may be waived at the Annual Meeting if the proposed text has been circulated to the membership at least twenty-one (21) days in advance of the meeting. Section 9.02. Special A proposal for amendment(s) to these Bylaws may be submitted by ten (10) Voting Affiliates. All such proposals shall be submitted in writing to the Secretary at least four (4) months prior to the Annual Business Meeting. Upon receipt, the Secretary shall present any such proposal to the Executive Committee. Section 9.03. Approval These Bylaws may be repealed, modified, altered, or amended only upon the affirmative vote of two-thirds of the votes cast by Voting Affiliates at a meeting at which a quorum is present. To review the ACHE Code of Ethics click here. |
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