HEALTHCARE COMMUNICATORS OR OREGON
BYLAWS
ARTICLE I - NAME
This organization shall be known as Healthcare Communicators of Oregon, hereinafter referred to as "HCO."
ARTICLE II - PURPOSE AND OBJECTIVES
The purpose of HCO shall be to increase understanding and support of hospitals and health care services through continuous efforts to raise the level of knowledge and standards among personnel practicing in the field to improve the quality of health care communication practices in Oregon and Southwest Washington.
The objectives of HCO shall be directed toward:
1. Fostering the professional development of its members.
2. Facilitating the exchange of ideas, expertise and information among members.
3. Developing educational programs that will increase the knowledge and general competence in the field of hospital and health care communications.
4. Demonstrating the need for and value of professional communications programming as an effective management strategy for achieving institutional and organizational goals.
HCO is organized exclusively for charitable, scientific, and educational purposes as a not-for-profit association. It shall be so conducted that no part of its income and earnings shall inure to the benefit of any member, director, officer, or other individual. Upon dissolution, any assets of HCO shall be distributed to an organization enjoying an exempt status under 501(c) (3) of the Internal Revenue Code or successor statutory authority.
ARTICLE III - MEMBERSHIP
Section 1. Eligibility and Privileges
Full membership to HCO shall be available to any individual who has major or continuing responsibility for the marketing and/or communications program of a health care institution or organization in Oregon or Southwest Washington. Membership also is available to those individuals who are members of private public relations, advertising or marketing counseling firms active in the public relations, marketing or communications programs of hospitals, health care institutions, or organizations in Oregon and southwest Washington.
Institutional Membership: Membership purchased by an eligible institution for any number of company members providing each meets the membership qualifications. These memberships reside with the institution, not the individual.
Individual Membership: Membership purchased by an eligible individual.
Student Membership: Membership made available to individuals who are actively pursuing a course of study in public relations, marketing, advertising, communications or a related discipline, and who have demonstrated an interest in a career in health care communications. Student members may participate in all activities of HCO, but shall not have voting privileges or be eligible for elective office.
Section 2. Establishment of Membership
Membership in HCO shall become effective upon completion of required contact information and payment of applicable dues by the qualified individual or institution, and acceptance by the Membership Chair.
Section 3. Transfer of Membership
Institutional membership shall be transferable to another person in the institution who meets eligibility requirements should a designated member leave the institution or assume a job unrelated to health care communications.
Individual membership in HCO shall not be transferable to another person. Individual member who changes institutional affiliation shall retain membership during the full term for which dues have been paid.
Section 4. Termination of Membership
(a) Resignation: A member may file written resignation from HCO at any time.
(b) Action of board of directors: The board of directors of HCO may suspend or expel any member for cause, after giving such member the opportunity to have a hearing in accordance with the hearing procedure to be established by the HCO board. Grounds for suspension or expulsion “for cause” include, but are not limited to, abuse of networking/fellow member information, SPAM email to members, unauthorized use of HCO name, failure to pay owing dues, release of member information to non-members in an inappropriate fashion, and unprofessional behavior affecting the image or reputation of the industry and HCO. Any member suspended or expelled may be reinstated by the affirmative vote of a majority of the members of the board of directors present and voting.
(c) Loss of Eligibility: Membership of any person who, because of change of position is no longer eligible for membership in HCO, shall be automatically terminated at the end of the term for which dues have been paid.
ARTICLE IV - DUES
Section 1. Rates of Dues
(a) Minimum annual dues of HCO shall be established by the board of directors. Additional dues as recommended by a majority vote of the board of directors present and voting may be charged each member.
(b) Dues shall become due and payable upon the date fixed by HCO.
(c) No portion of the dues paid by any member shall be refunded when membership is terminated for any reason.
(d) Any funds or property that may be donated to further the work or programs of HCO shall become the property of HCO and shall be used for the intent or purpose designated by the donor.
(e) All dues shall be paid directly to HCO.
ARTICLE V - MEETINGS OF THE MEMBERSHIP
Section 1. Annual Meeting or Conference
HCO shall hold a meeting or conference of the membership at least annually for the transaction of the affairs of the organization.
Section 2. Special Meetings
Special meetings may be called by the president with recommendation from the board of directors. Special meetings shall be limited to consideration of subjects listed in the official call for such meetings, unless otherwise ordered by unanimous consent of the members present and voting.
Section 3. Notice of Meetings And Conferences
The membership shall be notified of annual or special meetings or conferences no less than 14 days prior to the meeting date.
Section 4. Order of Meetings
HCO shall adopt regulations for conducting meetings and may amend them from time to time by a majority vote of those present and voting at a membership meeting. These regulations shall be in accord with Robert's Rules of Order Revised, when the latter are not in conflict with the bylaws.
The president shall preside at all meetings. In his/her absence, a designee by the president shall assume the chair. In the absence of both, the president shall appoint a member of the current board to preside.
Section 5. Voting
Each HCO member in good standing who is present at a member meeting shall be entitled to one vote.
ARTICLE VI - BOARD OF DIRECTORS
Section 1. Eligibility
Only HCO members in good standing shall be eligible to serve on the board of directors.
Section 2. Composition
There shall be a board of directors composed of seven voting members -- including the president, president-elect, secretary, treasurer, membership chair, communications chair and immediate past president -- if these positions are currently filled. Eligibility to serve on the board of directors terminates when that member transfers outside of Oregon or southwest Washington or becomes otherwise ineligible for personal membership. The president shall act as chair of the board of directors.
Section 3. Term
Each officer shall be elected for a term of one calendar year. The term of officers shall expire upon installation of succeeding officers.
Section 4. Powers and Responsibilities
The board of directors shall have the responsibility to develop programs that fulfill the purposes and objectives of HCO; establish standing ad hoc committees in line with the objectives of HCO and as needed to implement HCO's program; and to review the recommendations of these committees; establish the date, location, format, and program of meetings and conferences; organize and promote workshops, institutes, and other educational endeavors on a statewide basis; and distribute periodically to the membership outstanding articles relating to health care communications and outstanding examples of healthcare communications in practice.
The board of directors shall have the power to establish liaison relationships and committee membership with other organizations, agencies, and associations related to HCO's purpose; and to revise materials relating to HCO's purpose.
The board of directors shall also plan programs and related budgets from funds available.
The actions of the board of directors shall at all times be in conformity with the bylaws of HCO.
Section 5. Board Responsibilities
Each officer shall provide his/her successor with a written report of accomplishments and recommendations for future activities.
Section 6. Vacancies
The board of directors shall have authority to fill any vacancy that may occur on the board, other than a vacancy in the office of the president-elect, by appointment of a member who shall serve until the next regular election.
Section 7. Meetings
The board of directors shall convene regularly and shall meet not less than once a year. Additional meetings may be called by the president.
Section 8. Quorum
A quorum shall consist of a majority of the board members present in currently filled positions (not counting vacant board positions).
ARTICLE VII - OFFICERS
Section 1. Eligibility
Any full member of HCO in good standing shall be eligible for elective office in the organization.
Section 2. Number of Officers
The officers shall be a president, president-elect, past-president, secretary, treasurer, membership chair, communications chair and an At Large member(s) who shall be elected by the membership.
Section 3. Terms of Office
All officers serve terms of one year's duration.
Section 4. Duties of Officers
(a) President: The president shall act as chairman of the board of directors and shall preside at all meetings of the board, in addition to all annual and special meetings. In the president's absence, the president will delegate the president-elect or another board member to convene and chair the meeting.
(b) President-elect: The president-elect shall attend all meetings of HCO and the board of directors, chair these meetings in the president’s absence, assist the member communications chair with content for the HCO Web site and other communications, and assist with events as assigned.
(c) Past-President: The past-president will attend all meetings of HCO and the board of directors and assist with other duties as assigned.
(d) Secretary: The secretary shall attend all meeting of HCO and the board of directors and maintain the official minutes and records of HCO.
(e) Treasurer: The treasurer shall attend all meetings of HCO and the board of directors and maintain the official bookkeeping records of the organization.
(f) Membership Chair: The membership chair shall attend all meetings of HCO and the board of directors, accept and approve membership applications, maintain current and accurate member rolls and, in cooperation with the member communications chair, ensure that these rolls are regularly posted to the HCO Web site.
(g) Communications Chair: the communications chair shall attend all meetings of the HCO board of directors and maintain regular communication with all HCO members.
(h) At-Large Member(s): The At-Large Member(s) shall attend all board meetings and provide assistance as assigned by the president.
Section 5. Vacancies
If the office of president becomes vacant, the Board of Directors shall appoint a current board member to immediately accede the presidency for the duration of the unexpired term, and shall continue to serve as president for his/her subsequent elected term. If the office of president-elect becomes vacant, a special election shall be held to fill that office. If both the president and the president-elect become unable to perform the duties of their offices, the board of directors shall appoint, from its membership, a president pro tempore to serve for the remaining portion of the unexpired term. At the next regular election, a president and president-elect shall be elected in accordance with the provisions of these bylaws.
ARTICLE VIII - COMMITTEES
Section 1. Composition and Organization
There shall be such standing ad hoc committees as may be established and appointed by the president.
Section 2. Nominating Committee
a) Composition: Members of the nominating committee shall be appointed by the president. The president and president-elect shall serve as a member of the nominating committee. The chair shall be selected by the committee members.
b) Duties: It shall be the duty of the nominating committee to nominate candidates and to submit its nominations to the Board no later than 14 days prior to the current board term.
Section 3. Recommendation of Candidates by Membership
Any member of HCO may recommend to the nominating committee candidates for office at least 45 days prior to the end of the current board term.
To be considered by the nominating committee, a recommendation must be in writing with a summary of the candidate's professional background and qualifications.
ARTICLE IX - ELECTIONS
The election of all officers shall be conducted by e-mail. A ballot listing candidates proposed by the nominating committee shall be e-mailed to each voting member of HCO not less than 14 days prior to the end of the current board term. The votes shall be tabulated by the secretary and reported to the board of directors, and a plurality of ballots cast shall constitute election. Election results shall be announced in a timely manner and shall be contained in the next written communication to the membership.
ARTICLE X AMENDMENTS
These bylaws may be amended, upon recommendation by the board of directors, and upon presentation to the membership for a 14-day time frame for consideration and comment.
Amendments to the bylaws may be proposed by petition of any member of the organization in good standing. Notice of proposed amendments to be considered shall be sent to all members not less than 14 days for consideration and comment. Recommendations for bylaw amendment(s) shall be put to vote of the full membership. Passage or failure will be by simple majority of voting members.
Acceptance of ballots for tabulation shall be closed 14 after the date of the original mailing. Ballots transmitted subsequent to this deadline shall be deemed invalid.
Revisions Drafted September 2007
