By-Laws of Union County EMS Association
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BY-LAWS OF UNION COUNTY (IOWA) EMERGENCY MEDICAL SERVICES ASSOCIATION  SECTION I – NAME The name of the Association is Union County Emergency Medical Services Association  SECTION II – PURPOSE AND OBJECTIVES To promote and advance the delivery of emergency medical care and to promote and advance the professionalism of those persons who provide emergency medical care in Union County. To serve as a channel of communication with local, county, regional, and state governmental agencies involved with the delivery of emergency medical care and with related professional and business organizations and groups concerned with the delivery of emergency medical care in Union County. To promote and provide professional and public education and information related to emergency medical care in Union County. To promote the development and maintenance of a high code of ethical standards among emergency medical care providers of Union County. To promote the development of harmony and spirit of fellowship among persons who are dedicated to the cause of saving lives and aiding the sick and injured. SECTION III – MEMBERSHIP Individuals certified as EMS Providers who are affiliated with a Service Member shall be considered Active Members of the Association. Union County EMS Organizations with State Service Program Authorization or State Training Program Authorization shall be considered Service Members of the Association. Service Programs based outside Union County, but who provide care in Union County per assigned territories, shall be considered Affiliate Members of the Association. Affiliate Members shall not be entitled to make motions, vote or hold office. However, they shall have the right of the floor at meetings upon the requests of one Director and may serve as members of the Association’s Committees. Other Medical and/or Emergency Service Organizations which are not State Authorized EMS Service Programs (such as law enforcement organizations, hospitals, public health, etc.) located in or providing service in Union County, may be invited to participate in the activities and meetings of the Association as deemed appropriate by the Board.  These groups shall not be considered members of the association, but they shall have the right of the floor at meetings upon the requests of one Director and may serve as members of the Association’s Committees. State Certified EMS Providers residing in Union County but not affiliated with a Service Member will be considered Associate Members.                                SECTION IV – GOVERNING BODY   1.  Board of Directors The Board of Directors shall consist of one representative from each of the Service Members, and two at-large representatives elected from the Active or Associate Membership.                     i.      The Service Member representative shall be the Director/Chief of the Service Member, or a representative appointed by the Director/Chief of the Service Member.                     ii.      At-large representatives will be elected by the Active, Affiliate and Associate Members at the end of each calendar year, with term of service to begin the following January. Term will be for two years. A proxy may be given voting rights of a Director by written notice of that Director. It shall be the duty of the Board of Directors to conduct all business of the Association, to be guided by the decisions, actions, statements and positions of the Association.           d.      Vacancies: In the event that a member of the Board of Directors becomes ineligible to hold a seat on the Board, and this ineligibility continues for more than 60 consecutive days, that seat will be deemed vacant.                                                                i.       If this Board Member is a Service Member representative, that Service Member shall appoint a new representative to the Board. Sixty days need not elapse for a Service Member to appoint a new representative.                                                              ii.      If this Board Member has an at-large seat on the Board, the seat will be filled by nominations and a vote by the membership present at the first meeting after either of the following takes place: 60 days has elapsed, or a written resignation has been received. 1.       When ineligibility is determined, the Board Member shall be notified of the intent to fill the seat as stated above. 2.       Intent to fill a vacant seat will be placed on the agenda of the appropriate meeting. 3.       If the Board Member becomes eligible within 60 days of ineligibility, steps to fill the vacancy will halt and the member shall remain in his or her seat. 4.       If ineligibility occurs within 90 days of the expiration of the term, the seat will be filled at the next regular election. 5.       Expiration date of the term of the vacant seat will not change.   2.  Officers a.       Members of the Board of Directors will elect officers, with election of officers held at the first regular meeting of each calendar year. b.      The Officers shall hold office for the term of two years with no more than two consecutive terms in the same office. The terms shall be staggered with the President and Secretary being elected in odd years, and the Vice President and Treasurer being elected in even years. In addition to four elected officers, the Immediate Past President will hold the remaining office on the Board.                                                               i.      President – The President shall preside at all meetings of the Association and Board of Directors and vote only in the event of a tie. 1.      The President shall appoint the members and a Chairperson to all Committees as needed, with approval of the Board of Directors. 2.       The President shall perform such other duties as may be required by the membership of the Board of Directors and shall have general supervision over the business and the affairs of the Association. 3.      The President shall have such other duties and responsibilities as are generally recognized as to the office of the President.                                                             ii.      Vice President – The Vice President shall assist the President with his or her duties and shall perform all duties of the office of the President when the President is absent or unable to carry out his or her duties. 1.      The Vice-President shall be responsible for evaluation of all committees’ progression related to the Association’s objectives. Report shall be given to the President and Board of Directors as necessary.                                                           iii.      Secretary – The Secretary shall be the custodian of records and archives of the Association and shall have the duties and responsibilities customarily assigned to the office of Secretary.                                                           iv.      Treasurer – The Treasurer shall communicate and work with the Union County Auditor as needed, to assure that all monies of the Association are properly tended to. 1.      The Treasurer shall cause to be made all disbursements upon the receipt of warrants signed by the proper officer(s). 2.      The Treasurer shall keep or cause to be kept a detailed record of all funds received and disbursed by the Association. The Treasurer shall have all duties and responsibilities customarily assigned to the office of Treasurer. c.       Immediate Past President – Immediate Past President shall perform such duties as may be prescribed by the Board of Directors and/or governed by Roberts Rules of Order.  In the absence or disability of the President and the Vice President, the Immediate Past President shall perform the duties and exercise the powers of the President.   Salary and Expenses of the Board – All officers and Directors shall serve without remuneration except for expenses actually incurred in the duties of their offices. Expenses must be approved in advance by the Board of Directors.   Committees - The Board of Directors may establish standing and Ad Hoc committees of the Association as it may deem necessary. The Chair of all committees shall be a member of the Board of Directors. Any committee may be created or dissolved by the simple majority vote of the Board of Directors.   Vacancies –An officer vacancy shall be filled by vote of the Board of Directors at its next meeting.   SECTION V – MEETINGS The Board of Directors will meet for regular meetings quarterly during each calendar year, with the first regular meeting to be held in January. Special meetings will be held as the Board deems appropriate. Notice of meetings will be made at least one month in advance of regular meetings, and at two weeks in advance of special meetings, unless an emergency meeting is planned for sooner than two weeks. In this case, notice will be made as early as feasibly possible.   SECTION VI – RULES OF ORDER The latest edition of Roberts Rules of Order, revised, shall be used to conduct meetings of the Association, Board of Directors, and Committees.   SECTION VII – AMENDMENTS The Association By laws may be amended by two-thirds majority vote of the Board of Directors. All amendments made by the Board of Directors shall be ratified by at least two-thirds majority of the active members present at the next regular meeting or special meeting of the Association. Notice of the proposed amendments shall be published prior to the regular meeting or special meeting. If an amendment is not ratified at the regular meeting or special meeting it shall have been a valid amendment and have had a full force from the time of adoption by the Board of Directors until the annual meeting or special meeting.   Approved: January 31, 2005 Amended: January 2009                 ____________________________________________                 ____________________________________________       Organizational Chart:   Union County EMS Association ¯                           Board of Directors ®  Officers                         ¯                           ¯                         ¯ Associatie Members     Affiliate Members      Service Members ® Active Members       Glossary of Terms   Active Member – State Certified EMS Provider who is affiliated with a Service Member.  Affiliate Member – State Certified EMS Service based outside Union County, but provides care in Union County, per assigned territories.  Associate Member – State Certified EMS Provider who resides in Union County, but is not affiliated with a Service Member.  Association – Union County EMS Association  Board of Directors (Board) – Voting members of the Association  Director – Member of the Board of Directors  Officer - Officer of the Board of Directors  Service Member – State Authorized Union County EMS Service  State Authorized EMS Service – A group with Authorization by the Iowa Department of Public Health, Bureau of EMS, to provide Emergency Medical Care in Iowa.  Union County EMS Service – An EMS service based in Union County according to the Bureau of EMS, as listed in the EMS Directory for Iowa.