SAAC Bylaws
Article 1: Location
- The principal office of the corporation shall be located in Park Ridge, Illinois.
- Other offices for the transaction of business shall be located at such place or places as the Council from time to time may determine.
Article 2: Membership
- The membership of the Society shall ordinarily be limited to the administrative
head of a Department or Division of Anesthesiology in an LCME-approved or provisionally
approved Medical School in the United States and Puerto Rico.
Additional members
from a single medical school are appropriate whenever each of the following
conditions, in the judgment of the Council, are fulfilled:
- there is a separate anesthesiology service with its own residency at a separate hospital;
- the director of the service is appointed by and is administratively responsible to the dean of the medical school;
- the preponderance of the faculty of the service is engaged in full-time practice in or employment by the hospital or medical school.
- Any member who ceases to be the administrative head of a Department or Division of Anesthesiology shall automatically cease to be a member.
- Membership applications shall be submitted to the Secretary-Treasurer for
election to membership.
- Members of the Society also shall be an Active member
in good standing of the American Society of Anesthesiologists (ASA) and shall
continuously meet the requirements of membership in ASA as set forth in the
ASA Bylaws to be considered a member of SAAC.
Article 3: Dues
- The fiscal year begins on January 1. The annual dues for each member institution shall be fixed by the Council, approved by the membership, and shall be payable within six months of the beginning of the fiscal year. A member failing to pay dues shall lose voting rights which shall be reinstated upon payment of current dues.
Article 4: Council and Officers
- The Council shall not number less than three but may number such larger numbers as decreed by appropriate resolution of the membership at a duly called meeting. The President of the Corporation shall be a member of the Council
- The business of the Society shall be managed by a Council consisting of the President, the Immediate Past President or President-Elect, at least three Councilors and a Secretary/Treasurer.
- The President shall be elected for a two year term automatically following a one year term as President-Elect. The Secretary/Treasurer and each Councilor shall be elected for three years. The Immediate Past President shall serve a one-year term.
- The members of the Council shall be elected in the manner set forth in Article VII.
A member previously on Council may seek re-election after a one-year's absence.
- At its first meeting, the Society shall elect three Officers, one of whom shall be the President, a President-Elect, and a Secretary/Treasurer. The Councilors shall be elected initially as follows: one for three years, one for two years, and one for one year term in office. Thereafter, the procedure for election of Councilors will conform to the manner set forth in Article III of the Articles of Incorporation.
- The function of the Council shall be as follows:
- It shall act as a Membership-Credentials Committee.
- It shall arrange the time, place, and program of the annual meeting.
- Resolutions shall be referred to the Council and then be presented to the Society for a vote.
- During the interval between regular annual meetings, the Council shall act as the policy-making and administrative body of the Society. Its actions shall always be governed by the Constitution and Bylaws, and all actions by the Executive Council shall be subject to review and approval by the Society. When necessary, the consensus of the members of the Society may be taken by a mail ballot.
- Any vacancy occurring in the Council may be filled by the affirmative vote of a majority of the remaining Councilors, though less than a quorum of the Council. A Councilor elected by the Council to fill a vacancy shall serve until the next annual meeting of members, at which time the members shall elect a Councilor for the unexpired term.
- The President shall preside at all meetings of the Society and shall serve as chair of the Council. The President shall appoint the members of all ad hoc and special committees and shall designate the chair of every committee unless otherwise provided in the Bylaws. Subject to the consent of the Council, the President may create, combine, or discontinue all appointive committees. The President shall be an ex-officio member of every committee, elected or appointed, except the Nominating Committee. The President shall designate all official delegates and representatives to other groups. The President may, with the concurrence of the President-Elect and the Secretary-Treasurer, call meetings of the Council at such times and places as may seem appropriate to the officers. The President shall perform all other duties required by custom and parliamentary usage.
- In the absence or incapacity of the President, the President-Elect shall assume all of the duties of the President. In the absence or incapacity of both the President and the President-Elect, the Secretary/Treasurer shall discharge the functions of the President.
- By affirmative vote of two-thirds of all of the members of the Council, the Council may remove any officer whenever in its judgment the best interests of the Society would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the officer so removed.
- The Secretary/Treasurer shall keep an accurate and permanent record of the meetings and transactions of the Society. The Secretary/Treasurer shall conduct the correspondence and perform such other duties as pertain to the office of the Secretary. The Secretary/Treasurer shall receive and be the custodian of the funds of the Society. The Secretary/Treasurer shall present to the Council a proposed budget for the ensuring fiscal year, and this budget in final form shall be ratified by the Council prior to the beginning of the fiscal year. The Secretary/Treasurer shall incur no additional expense during the ensuring year without the consent of a majority of the members of the Council. He/she shall make a complete financial report at the annual meeting of the Society and shall also serve as Secretary of the Council. The Secretary/Treasurer shall keep a register of the members of the Society and shall also serve as Secretary of the Council. The Secretary/Treasurer shall keep a register of the members of the Society which will include the dates of their administration and addresses.
Article 5: Regional Components
- Regional groups of members, whose institutional composition shall be determined by the Council, are encouraged to hold at least one meeting a year.
- The organization of the regional group and arrangements of their meetings shall be the responsibility of the members in each particular region.
Article 6: Special Committees
- The Nominating Committee shall be appointed by the President and shall consist of four individuals representing the different geographic areas of the country and the Immediate Past President of the Society who shall be Chair. It shall be the duty of this committee to present two nominees for each vacancy that may exist on the Council. The Nominating Committee shall give due consideration to geographical representation on the Council. Additional nominations may be made from the floor. No member of the Nominating Committee may serve two consecutive years.
Article 7: Annual and Business meetings
- The Society shall hold an Annual Meeting at such time and place as shall be designated by the Council.
- The program of the Annual Meeting shall be arranged by the Council. This responsibility can be delegated to a Committee on Annual Session Arrangements.
- Notice of the time and place of each Annual Meeting shall be mailed to all members at least 60 days prior to such a meeting. Special meetings may be called by the President with the concurrence of a majority of the Council.
- The Council may invite non-members as guest speakers for portions of the annual meeting.
- At the Business Meeting there shall be no guests or substitutes permitted in place of the members.
- At the Business Meeting, the Society shall elect Officers and persons to fill vacancies on the Council by written ballot.
- A majority of the members at the Business Meeting voting shall be necessary to elect from the nominees proposed.
- The order of business at the Business Meeting and the manner of conducting the meeting shall be as the President sees fit unless there is a difference of opinion, in which instance Sturgis Standard Code of Parliamentary Procedure or equivalent reference document, shall prevail.
- Unless otherwise provided in these Bylaws, all questions before the Society shall be resolved by a majority vote of the voting members at any meeting.
- Unless otherwise ordered by the President, the order of business at the Business Meeting shall be as follows:
- Call to order
- Approval of minutes
- Unfinished business
- Nominations
- Balloting for new officers
- Reports of committees
- Reports of regional meetings
- New business
- Induction of officers
- Adjournment
Article 8: Vacancies
- If the President dies, resigns, is incapacitated or ceases to be a member, the President-Elect shall immediately become President. If the President-Elect is not available or becomes unavailable for any of the aforementioned reasons, the Secretary-Treasurer shall discharge the functions of the President.
- All other interim vacancies occurring among the Officers shall be filled by appointees of the President until the next Annual Meeting of the Society.
Article 9: Quorum
- The voting members present at a regularly convened meeting shall constitute a quorum.
Article 10: Effective Date and Ammendments
- These Bylaws shall take effect immediately upon adoption and shall not be amended except by a written resolution receiving a vote of two-thirds of the members present and voting. Such proposed amendments shall be circulated at least one month prior to the meeting at which they will be considered.
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