CSRC BYLAWS

BYLAWS OF THE CALIFORNIA SOCIETY FOR RESPIRATORY CARE

(AS AMENDED JUNE 1, 1993)

ARTICLE I - NAME

The name of this corporation is California Society for Respiratory Care (herein referred to as C.S.R.C. or corporation).

ARTICLE II - OFFICE

The principle office of the C.S.R.C. shall be a city within the State of California, as designated by the Board of Directors.

ARTICLE III - AFFILIATION

The C.S.R.C. shall be an an affiliate chapter of the American Association for Respiratory Care (herein referred to as A.A.R.C.).

ARTICLE IV - MEMBERSHIP

Section A. ELIGIBILITY
An individual is eligible to be a member of the C.S.R.C. if he or she is a member of the A.A.R.C. as specified in Article X, Section 1 (a) of the bylaws of the A.A.R.C. and/or his or her place of employment is within the State of California.

Section A. ACTIVE MEMBERSHIP
An individual is eligible to be an Active Member if he or she is an Active Member or Life Member of the A.A.R.C. and is employed within the CSRC BYLAWS geographic boundaries of the state of California.

Section C. ASSOCIATE MEMBERSHIP
An individual is eligible to be an Associate Member if he or she holds a position related to Respiratory therapy and does not qualify for Active Membership. Associate Members shall have all the rights and privileges of the C.S.R.C. except that they shall not be entitled to hold office, chair committees, or vote.

Amended 6/3/85

Section D. STATE MEMBERSHIP
An individual is eligible to be a state member if he or she is employed as an RCP within the state of California. State members shall be entitled to hold chapter committee chair positions, chapter office, except the positions of chapter president-elect and president. State members are entitled to vote, except for the positions of alternate delegate and delegate.

Amended 6/16/93

Section E. SPECIAL MEMBERSHIP STATUS
1. LIFE MEMBERSHIP may be conferred by two-thirds (2/3) majority vote of the Board of Directors. To be eligible for Life Membership, a person must have been an Active or Associate Member of the C.S.R.C. Life Members shall be exempt from the payment of dues. Life Members may hold office, chair committees, or vote if they are Active or Life Members of the A.A.R.C.
2. HONORARY MEMBERSHIP may be conferred by two-thirds (2/3) majority vote of the Board of Directors upon persons who have rendered distinguished service to Respiratory Care. Honorary Members shall have all the rights and privileges of the Corporation except that they shall not be entitled to hold office, chair committees, or vote; and they shall be exempt from the payment of dues.
3. An individual is eligible for STUDENT MEMBERSHIP is he or she is enrolled in an A.M.A. approved training program in respiratory therapy. Student Membership is for a period not to exceed three (3) months following completion of training. A Student Member shall not be entitled to hold office, chair committees, or vote.

Section F. MEMBERSHIP SECTIONS
Membership sections approved by the Board of Directors may provide representatives to sit as non-voting members of the Board. Representatives of membership sections shall have all the privileges entitled the members of the Board, except that they shall not be entitled to cast a vote on motions placed before the Board.

ARTICLE V - NOMINATIONS AND ELECTIONS

Section A. NOMINATING COMMITTEE
The President, with the approval of the Board of Directors, shall appoint a Nominating Committee each year within thirty (30) days following the Annual Meeting, to present a slate of nominees to the Board of Directors at least one hundred and twenty (120) days prior to the next Annual Meeting.

Section A. NOMINATIONS AND BALLOTS
1.........A. Annually, the Nominating Committee will place in nomination the names of at least two (2) persons for the Office of President-Elect.
B. In each odd-numbered year, the Nominating Committee shall place in nomination the names of at least two (2) persons for the Offices of Treasurer and Alternate Delegate.
C. In each even-numbered year, the Nominating Committee shall place in nomination the names of at least two (2) persons for the Offices of Vice President and Secretary.
2. Only Active Members , in good standing , shall be eligible for nomination to hold office in the Corporation.
3. On written petition of twenty-five (25) Active Members, filed in the office of the Corporation, not later than sixty (60) days prior to the Annual Meeting, any other person or persons may be nominated. If a nomination petition is so filed, the names of the persons so nominated shall be placed on the ballot.
4. The mail ballot shall be valid when it is received in the office of the Corporation on or before such date as established by the Board of Directors.
5. Any Active Member admitted to membership up to the day of the ballot mailing shall be entitled to vote. Those members admitted to membership after the day of the ballot mailing shall be eligible to vote at the next regular election providing their dues are paid on the date of that election.

Section C. INSPECTORS OF ELECTION
The President shall appoint at least two (2) impartial Inspectors of Election who shall check the eligibility of each ballot and tally the votes. The results of the election shall be announced at the Annual Meeting of the Corporation. No candidate will serve as an Inspector.

Section D. Ballots
The ballots will be retained in the executive office for a period of twelve (12) months following the election.

Section E. ELECTION
1. Election shall be accomplished by single transferable voting of the votes cast by mail.
2. Voting shall submitted in writing on prepared on prepared ballots, including nominated candidates and space for write-in votes.
3. The results of such election shall be binding upon the Corporation and each member thereof.
4. That nominee shall be elected who receives the greatest number of the ballots cast for that office.
5. A tie vote shall be decided by a run-off election.

ARTICLE VI - OFFICERS

Section A. OFFICERS
The officers of the Corporation shall be: President, President-Elect, Vice President, Secretary, and Treasurer.

Amended 6/3/85

Section A. TERM OF OFFICE
1. The term of office shall begin during the Annual Meeting of the Corporation at which the respective officers are elected and installed.
2. The incumbent officers shall remain in office until such date and time their respective successors assume office.
3. The President-Elect shall complete immediate successive full one (1) year terms for the offices of President-Elect and President.
4. The term of office for Vice President, Secretary and Treasurer shall be two (2) years.
5. The term of office for Delegate shall be 2 successive years as Alternate Delegate followed immediately by two (2) successive years as Delegate.

Section C. MULTIPLE OFFICES
1. An officer of the Corporation shall not concurrently hold chapter office except for Chapter Past President.
2. No individual shall hold more than one Corporation office.
3. An officer of the Corporation shall not concurrently hold an elected office of the A.A.R.C.
4. No individual shall serve as an officer of the Corporation and concurrently serve as Alternate Delegate or Delegate.

ARTICLE VII - DUTIES OF OFFICERS

Section A. DUTIES
The duties of the Officers of the Corporation are detailed in the Corporation Procedural Manual. Additional duties may be assigned by the Board of Directors.

Section A. RESIGNATION
Any member of the Executive Committee who resigns office shall be ineligible to run for any Executive Committee position of the Corporation for the remainder of that term of that office.

ARTICLE VIII - BOARD OF DIRECTORS

Section A. COMPOSITION
The Board of Directors shall consist of the Past President, President, President Elect, Vice President, Secretary, Treasurer, Delegate, Alternate Delegate, and the President of each Chapter (or his designee), who shall be voting members. Additional non-voting members will be the Executive Director, Medical Advisor, and Committee Chairs.

Section A. CHAIR
The President shall be the Chair and presiding officer of the Board of Directors.

Section C. MEETINGS
The Board of Directors shall hold at least three (3) meetings during each year which may be held any place designated by the Board of Directors as specified in the notice of the meeting.

Section D. DUTIES OF THE BOARD OF DIRECTORS
The duties of the Board of Directors of the Corporation are detailed in the Corporation Procedural Manual.

Section E. EXECUTIVE COMMITTEE
Executive Committee shall consist of the officers of the Corporation, Past President, Delegate, Alternate Delegate, Medical Advisor, and Executive Director.

Amended 6/3/85

ARTICLE IX - VACANCIES

A vacancy occurring among officers shall be filled as follows with the approval of the Board of Directors:
A. The President, prior to the expiration of his or her term of office, shall be succeeded by the President elect, who shall serve during the remaining portion of the President's term of office and then complete the term that he or she was elected to serve.
B. In the event of a vacancy in the office of President-Elect, the Nominating Committee shall place in nomination the names of two (2) candidates for the vacant office. One shall be chosen for the office, in accordance with the provisions of ARTICLE V.
C. If a vacancy occurs in the office of Delegate, the Alternate Delegate shall assume the duties of the Delegate as well as complete the term for which he or she was elected to serve.
D. If a vacancy occurs in the office of Alternate Delegate, Vice President, Secretary, or Treasurer, the President, with the approval of the Board of Directors, shall appoint such person as he or she sees fit to fulfill the duties until the next election. At the next election an individual shall be elected to fill the vacancy for the remainder of the term for that office.

ARTICLE X - QUORUMS

Section A. MEETINGS
A majority of the Active Members present at a duly called meeting shall constitute of quorum.

Section A. BOARD OF DIRECTORS MEETINGS
A majority of the Board of Directors shall constitute a quorum provided that at least one of those present is an elected officer of the Corporation.

Section C. BOARD OF MEDICAL ADVISORS MEETINGS
A majority of the Board of Medical Advisors shall constitute a Quorum.

ARTICLE XI - CORPORATION DELEGATE TO THE AMERICAN ASSOCIATION FOR RESPIRATORY THERAPY HOUSE OF DELEGATES

Section A. ELECTION
1. The Alternate Delegate shall be elected each odd numbered year and shall attend the meetings of the A.A.R.C. House of Delegates, but is not eligible to cast the vote of the Corporation unless the Delegate is absent. Following a two (2) year term as Alternate Delegate this individual shall assume the duties of Delegate for two (2) years.

Amended 6/3/85

2. Only Active Members in good standing, who are not on the board of directors of the A.A.R.C. shall be eligible to represent this Corporation as Delegate or Alternate Delegate.

Section A. Duties
The duties of the Delegate and Alternate Delegate of the Corporation are detailed in the Corporation Procedural Manual.

ARTICLE XII - COMMITTEES

Section A. STANDING COMMITTEES
The following standing committees shall be appointed by the President, subject to the approval of the Board of Directors, to serve for a term of one (1) year or until respective successors are appointed:
1. Program
2. Education
3. Publications
4. Membership
5. Nominating
6. Bylaws and Judicial
7. Public Relations
8. Chapter Affairs
9. Governmental Affairs
10. Finance
11. CRIS

Section A. SPECIAL COMMITTEES
Special committees may be appointed by the President, subject to the approval of the Board of Directors.

Section C. COMMITTEE CHAIRS, APPOINTMENT, DUTIES, REPLACEMENT
1. The President shall appoint the Chair of each Committee, with the exception of the Finance Committee. The Finance Committee will be chaired by the President-Elect.
2. All committee reports will be made in writing and submitted to the Board of directors, through the Executive Office, prior to the meeting at which the report will be read.

Amended 6/3/85

3. Each committee chair requiring operating expenses shall submit a budget, by January, for the next fiscal year to the President-Elect for incorporation into the Corporation budget.
4. In the event of a vacancy in ant committee chair, except Finance Committee, the President shall appoint members to fill such vacancies, subject the approval of the Board of Directors.
5. The duties of the standing committees are detailed in the Corporation Procedural Manual. The duties of special committees will be outlined at the time of their appointment.

ARTICLE XIII - MEETINGS

Section A. ANNUAL MEETINGS
The Annual Meeting of the C.S.R.C. shall be held between March 31st and July 31st each year. Notice of this meeting shall be given at least thirty (30) days prior to said meeting. During the Annual Meeting, installation of officers shall take place and other such business as may properly come before the meeting shall be transacted.
Section A. SPECIAL MEETINGS
Additional meetings of the Corporation may be held for special purposes as deemed necessary by the Board of Directors, or as requested by the presentation of a petition signed by at least fifty (50) Active Members to the Secretary, at any office of the Corporation. Notice of such meeting shall be given to each member, at least thirty (30) days prior to the meeting.

ARTICLE XIV - BOARD OF MEDICAL ADVISORS

The Corporation shall have at least one (1) Medical Advisor who shall be acceptable to the Board of Medical Advisors of the A.A.R.C. Each Corporation chapter shall have at least one (1) Medical Advisor. Together, they shall comprise the Board of Medical Advisor of the Corporation. The Medical Advisors of the Corporation shall be the chair. The selection of medical advisor shall follow the procedures specified by the A.A.R.C.

The corporation's Medical Advisor shall be appointed each year by the Board of Directors of the Corporation, and shall serve no more than three (3) consecutive years. The term of office of the Corporation Medical Advisor may be terminated at any time by a two-thirds (2/3) vote of the corporate membership. Notification of this action shall be submitted to the Board of Medical Advisor of the A.A.R.C.

Amended 6/3/85

ARTICLE XV - CHAPTER ORGANIZATIONS

Section A. ORGANIZATION
1. The Board of Directors of the Corporation may establish chapters throughout the State of California. All chapters are an integral part of the Corporation.
2. The organizational structure of the chapter, except where it shall conflict with these bylaws, Corporation Procedural Manual, or Board of Directors policies shall not concern these Bylaws.

Section A. ACTIVITIES
Each Chapter shall be encouraged to expand the membership of the Chapter and to develop educational activities and such other activities and such other activities as is consistent with the Articles of Incorporation and these Bylaws.

Section C. CHAPTER MEDICAL ADVISORS
Each Chapter shall select at least one (1) Medical Advisor. The names of all such physicians shall be submitted to the Secretary for transmission to and approval from the A.A.R.C. Board of Medical Advisors before such appointment is final. All such approved Chapter Medical Advisors shall be members of the Corporation Board of Medical Advisors.

ARTICLE XVI - FISCAL YEAR

The fiscal year of the Corporation shall be from September 1 to August 31.

ARTICLE XVII - DUES AND ASSESSMENTS

Section A. AMOUNT
1. Annual dues for each category of membership, shall be determined for the following year by the Board of Directors after consideration of the budget.
2. Honorary and Life Members shall be for exempt from the payment of dues.
3. Membership in the corporation shall be for one year beginning on the date upon which the person became of member of the corporation.
4. The Corporation shall have the right to assess the membership.

Section A. PAYMENT
Members shall pay dues and assessments promptly each year. members failing to pay their dues shall be dropped from membership.

Amended 6/3/85

ARTICLE XVIII - ETHICS

If the conduct of any member of the Corporation shall appear by report of the Corporation Chapter or the A.A.R.C. Judicial Committee, to be in willful violation of the Article of Incorporation, Bylaws, or Standing Rules of this Corporation, Chapters, or A.A.R.C. Code of Ethnics, the Board may, by a three/fourths (3/4) vote, suspend or expel such a member. A motion to reconsider the suspension pr expulsion of a member may be made at the next regular meeting of the Board of Directors. All such suspension or expulsion actions shall be reported to the Judicial Committee of the House of Delegates of the A.A.R.C.

ARTICLE XIV - INITIATIVE

Whenever, in the judgment of the Board of Directors, it is necessary to present the membership any question that may arise and is deemed inadvisable to call a special meeting of the Corporation, the Board of Directors may, unless otherwise required by these bylaws, cause a ballot to be prepared for submission to the membership, sent by mail or other form of written communication, charges pre-paid. The questions thus presented shall be determined according to a majority of the votes received by mail within thirty (30) days after such submission to the membership, except in the case of an amendment to the article of Incorporation or a change in Bylaws, when a two-thirds (2/3) majority of the valid ballots received is required.

ARTICLE XX - REFERENDUM AND RECALL

Section A. REFERENDUM
The membership of the Corporation shall have the power to initiate any act within the power of the Board, including Bylaws amendments, provided that fifty (50) percent of the Active Membership shall sign a petition calling for an election on either a bill or a proposition annulling a bill. The petition shall be submitted to the secretary of the Corporation. The President shall, if he determines the petition to be in good order, within the limitations of these Bylaws, order an election on the bill or proposition in not less than thirty (30) days, nor more than forty-five (45) days after he has received the petition. Public notice of such an election shall be given by mail or order form of written communication, thirty (30) days prior to the vote.

Section A. RECALL
The membership of the Corporation shall have the power to recall any officer, delegate, delegate-elect, director, or Board appointee of the Corporation. the petition to recall shall be submitted to the Chair of the Bylaws and Judicial Committee, and shall not be valid unless it contains the signatures of at least fifty (50) percent of the Active Members of the Corporation. The chair shall, if he or she determines the petition to be in good order, within the limitations of these bylaws, order a recall vote in not less than ten (10) days nor more than thirty (30) days after he or she has received the petition. Public notice of such vote shall be given by the Secretary by mail or other form of written communication, thirty (30) days prior to the vote.

Section C. VOTING
The referendum proposition or recall election or recall election shall be accomplished by mail vote, and the question there presented shall be determined according to a majority of the valid ballots received by mail within sixty (60) days after submission to the membership. Any and all actions approved by the membership in accordance with the provisions of this Article shall be binding on this Corporation and each member thereof. Vacancies created by a recall shall be filled in accordance with the provisions of Article IX of these Bylaws.

ARTICLE XXI - PARLIMENTARY PROCEDURE

Questions of parliamentary procedure shall be settled according to Robert's Rules of Order, Newly Revised, whenever they are not in conflict with the Articles and/or Bylaws of the A.A.R.C. and/or the Articles of Incorporation and/or Bylaws of this Corporation.

ARTICLE XXII - BYLAWS AMENDMENTS

Section A. AMENDMENTS
All proposed bylaws amendments shall be referred to the Bylaws and Judiciary Committee for study and recommendations. The Committee shall present its recommendations to the Board of Directors for decision. If accepted by the Board, the proposed amendments will then be published and mailed to Active Members of the Corporation, who are good standing,along with a ballot. Ballots must be returned to the office of the Corporation within the time limits specified for each vote , but in no case will a time limit of sixty (60) days be imposed. To pass, the Amendment(s) must receive at least a simple majority, that is fifty (50) percent plus one (1) vote favoring the adoption of the proposed amendment.

Section A. CONFLICT WITH THE A.A.R.C. BYLAWS
Notwithstanding the provisions of section A of this Article, these Bylaws may be amended by the Board of directors at any time they are found to be in conflict with the Bylaws of the A.A.R.C. when a correction for conformity is deemed to be in the best interest of the Corporation by the Board of Directors.

Amended 6/3/85

TOP BYLAWS HOME