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Standing Bylaws Committee Seeks Members

ACNM is seeking interested members to serve on the Standing Bylaws Committee, including up to six new members and a Chair. Ideally, the Bylaws Committee will include members with diversity in geographic representation, employment/experience in midwifery, and in length of membership within ACNM. Interested members should send an e-mail and CV to Connie Swentek at [email protected].

The following excerpt is from the Center for Association Leadership (ASAE) website describing the work of a Bylaws Committee:

The Bylaws Committee is charged with reviewing the organization’s bylaws and current practices to ensure that they are synchronized. Over time it is not uncommon for an organization’s practices to evolve so that they no longer follow the bylaws. The Bylaws Committee assesses why this has happened and recommends changes to either the organization’s practices or the bylaws. A Bylaws Committee can also be used to review current best practices and governance trends and make recommendations on those the organization should consider adopting. [http://bit.ly/eBowch]

The work of the Bylaws Committee includes:

·         Review of Affiliate Bylaws revisions (as needed)

·         Routine review of Standard Rules and Operating Procedures (SROPs) for ACNM Divisions, Sections, Committees, and Caucuses

·         Remaining Affiliate Implementation:

o   Non-US location Affiliates

o   Formal designation of Chapters within Affiliates.   Many Affiliates are using previous Chapter designations e.g., Region V Chapter 6.  Chapters under Affiliate oversight need national consistency in designation.

·         Periodic review of ACNM Bylaws by the Committee to facilitate proposed amendments

The Chair of the Bylaws Committee is responsible for the following:

1.       1. Oversight of the Bylaws Committee

2.       2. Supervising periodic review of the Bylaws, including gaining member input.

3.       3. Being a resource person for Affiliates regarding governance.

4.       4. Assisting in mentoring members for future leadership.

5.       5. Being a resource person for Committees, Divisions, caucuses, etc., for possible changes in their Standing Rules of Procedures (SROPs).

6.       6. Acting as contact for members who wish to propose Bylaws amendments (See Appendix).

7.       7. Assisting the proposer of an amendment in presenting their rationale, and as needed, obtain and present other perspectives.

8.       8. Presenting amendments to the Bylaws to the membership, both in writing when published and in person at the Annual Meeting.

9. Projected time commitment – 4-6 hours/month

The Bylaws Chair must hold a clear understanding of the organizational structure and functions of the ACNM.  This person also needs to serve as an educator for members about these issues.

 

Overview of the formal steps required to revise the ACNM Bylaws.

Who can recommend changes?

The bylaws are the governing documents of an organization. They create the structure within which work can be accomplished. In membership organizations such as ACNM, the Bylaws can be amended only by a member vote – the Board of Directors cannot unilaterally make changes.  Any member, including members of the board, can recommend changes that they believe will improve the function of the College. Some amendments are technical in nature; some will make substantial changes in how the organization is governed.

During a periodic review the Bylaws Chair will convene a Task Force to methodically review the Bylaws, including gaining input from the membership. As a result of that examination amendments to the Bylaws may be recommended.

How is an amendment submitted?

When a member wants to recommend an amendment to the bylaws, the proposed amendment must be submitted to the Chair of the Bylaws Committee in writing at least 120 days prior to the Annual Meeting.  This is true even if an all member vote is requested. The Bylaws cycle runs with the membership meeting. 

The Bylaws Committee Chair and the Committee members review the proposed change, and may discuss it with the proposer for clarification or to suggest alterations.  They also have the responsibility to determine legitimacy – whether the proposed amendments are possible under the laws and articles of incorporation. The Bylaws Committee cannot simply decide that a proposed amendment is frivolous and refuse to submit it.  It is also the responsibility of the Committee to determine whether a vote will be in person at the Annual Meeting or by mail ballot.  Once the Bylaws Committee has reviewed the proposed amendment, both the text and any explanatory materials are mailed out 60 days prior to the vote and posted on the ACNM website. 

What is required for an amendment to pass?

Amendments to bylaws require a super-majority, to ensure that this is the will of most members. In order for an amendment to pass at the Annual Meeting, there must be a quorum present, and 2/3 of the voting members present must agree.  (This is a minimum of 22% of all active members present at the meeting). When the ballot is by mail, 20% of active members must vote, and 2/3 of those must support the amendment. If a mail ballot fails for non-participation, the amendment is brought to the next annual meeting.

Are there any exceptions?

An amendment to change the name of the organization requires a two-step process. First, the amendment is submitted as described above for consideration during the Annual Meeting. A simple majority vote is required to send the amendment to the entire voting membership of the College.  Within 180 days, the ballot is sent out. For this amendment to pass, a higher threshold is required. One third of all active members must vote, and 2/3 of those voting must support the amendment.  This is intended to ensure that everyone has a voice in the decision.  Few other amendments have as great an impact OUTSIDE the College. IF a name change amendment passes, it is up to the Board of Directors to determine the time frame in which it will be implemented.



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