BYLAWS FOR by h1519w


									                                     BYLAWS FOR

                                 May 1996

                                       ARTICLE I

The name of this statewide, non-profit organization shall be Michigan Society for Clinical

                                       ARTICLE II

A.    To promote the professional development of the membership.

B.    To advance the development of excellence in patient care in hospitals and related
      healthcare facilities.

C.    To provide a forum for the exchange of information among the members and with
      other organizations.

                                      ARTICLE III

A.    Active (voting) membership shall be available to all persons engaged in clinical
      engineering after they have earned four participation credits per year.

B.    Associate (non-voting) membership shall be available to:
      • persons holding positions in or related to clinical engineering, but not currently
             employed in clinical engineering,
      • new members who have not yet achieved 4 participation credits, or
      • active members who do not continue to maintain 4 participation credits per year.

C.    Participation credits are earned according to this schedule:
      Function                                          Maximum Earned         Credits
      Attend MSCE monthly meeting                       one/ meeting              1
      Host monthly meeting                              one/ meeting              1
      Presenter at monthly meeting                      one/ session              1
      Set up or coordinate service seminar              one/ session              1
      Publish article in clinical engineering press     once/ article             2

     Active participation in committees
            (present at more than 50% of the scheduled committee meetings)
     MSCE standing or ad hoc committee              once/ committee                  1
     Annual meeting planning committee              once/ committee                  2
     MSCE-AAMI Mid Year planning committee          once/ committee                  4
     Current position on MSCE Board of Directors once/ term                          4

D.   It is the member’s responsibility to notify the secretary of their participation credits
     as they occur. A list of participation credits shall be maintained by the secretary or
     the secretary’s agent. Upon earning 4 participation credits, the duration of active
     member status lasts until the May following the next June election.

E.   Full active membership status will automatically be returned to members on
     associate status when they have earned 4 participation credits

F.   Candidates for active and associate membership shall be referred to the
     Membership Committee. The committee shall review the candidate's qualifications
     for membership and shall refer the candidate's application to the full membership
     for approval during the time of any regularly scheduled meeting. Both levels of
     membership will be voted on for new members.

G.   Annual dues shall be reviewed and determined annually by the Membership
     Committee with the approval of the members.

H.   Termination of Membership
     1.    The board of directors (membership) may expel any member for cause at
           any time after giving such member the opportunity for a hearing before the
           board of directors.
     2.    For cause includes, but is not limited to
           a.     Violation of these bylaws.
           b.     Conduct which is prejudicial to the interests and welfare of the
                  Society and its members.

                                      ARTICLE IV

A.   There shall be a minimum of six regular meetings to be held within each business

B.   The annual meeting of this organization shall be held on or before June 30 for the
     election and installation of officers for the coming year.

C.   Written notice of regular or special meetings must be mailed and/or E-mailed to
     the membership at least 10 days prior to the date of the meeting. Written notice of
     any action to be taken at the meeting must be included in the meeting notice.

                                     ARTICLE V
A.   Only active members shall nominate, hold office, or vote. Each active member is
     entitled to one vote. Voting shall not be done by proxy except for election of
     officers and changes in the Bylaws.

B.   Ballots for elections and bylaw changes shall be mailed at least 10 days prior to
     the election to allow proxy votes to be returned to the secretary.

C.   A quorum for conducting business shall be 40 percent of the active members. If a
     quorum is not present at the meeting, the business at hand will carried forward to
     the next meeting and be voted on by a majority of the active members present at
     that next scheduled meeting.

                                    ARTICLE VI

A.   The officers of this organization shall be the president, vice president, secretary
     and/or treasurer.

     1.    The President shall:
           •     preside at all membership meetings, present at each annual meeting
                 of the organization an annual report of the work of the organization,
           •     appoint all committee members, temporary or permanent,
           •     see that all books, reports and certificates as required by law are
                 properly kept or filed,
           •     be one of the officers who may sign the checks or drafts of the
           •     have such powers as may be reasonably construed as belonging to
                 the chief executive of any organization.

     2.    The Vice President shall:
           •       become acting president of the organization with all the rights,
           privileges and powers of the duly elected president in the event of the
           absence or inability of the president to exercise the duties of the office.

     3.    The Secretary shall:
           •     maintain the minutes and records of the organization in appropriate
                 books, file any certificate required by any status, federal or state,
                 give and serve all notices to members of this organization,
           •     be the official custodian of the records of this organization,
           •     be one of the officers who may sign the checks and drafts for the

     4.    The Treasurer shall:
           •     maintain the care and custody of all monies belonging to the
                 organization and shall be solely responsible for such monies or
                 securities of the organization,
           •     be one of the officers who may sign checks or drafts of the
           No special fund may be set aside that shall make it unnecessary for the
           Treasurer to sign the checks issued upon it.

     5.    No officer shall for any reason of the office be entitled to receive any salary
           or compensation, but nothing herein shall be construed to prevent an officer
           or director for receiving any compensation from the organization for duties
           other than as a director or officer.

B.   Each term of office shall be one year (July 1st - June 30th). No officer shall serve
     more than two consecutive terms in the same office.

C.   Nominations for office shall be made by a Nominating Committee from the list of
     active members.

D.   Vacancies which occur between elections shall be filled by presidential

                                    ARTICLE VII
                                  Board of Directors

A.   The Board shall be composed of the Officers, the Past President, and two
     Members- at-large.

B.   Eligibility for the at-large members shall be limited to those who have been Active
     members for one year.

C.   At-large members shall serve for two years and be elected at the annual election.
     No more than two consecutive terms are permitted.

D.    The Board shall have the responsibility to develop plans and objectives for the
      society, establish standing and ad hoc committees, and determine the annual
      meeting program or other educational programs the society conducts.

E.    The president shall conduct the Board Meetings.

                                     ARTICLE VIII

A.    The standing committees shall consist of, but not be limited to, a Membership
      Committee and a Nominating Committee.

B.    The chairpersons of the standing committees shall be appointed by the president
      from the active membership of the organization, to serve for a term of one year.

                                      ARTICLE IX

A.    This organization shall adopt its own bylaws using a two-thirds majority.

B.    Notice of proposed amendment(s) to the bylaws must be submitted to the
      membership of this organization at least 10 days prior to the meeting at which the
      proposed amendment(s) are scheduled for vote.

C.    An affirmative vote of a two-thirds majority of the active members is necessary to
      amend these bylaws.

                                      ARTICLE X
                                Parliamentary Procedure

Parliamentary Procedure of this organization shall be in accordance with Robert’s Rules
of Order Revised.

                                                     ARTICLE XI

After complying with Section 804 of the Nonprofit Corporation Act, Act 162 of 1982, by
meeting the terms of our plan of distribution, this organization can be dissolved by a vote
of 75 percent of the membership.

                                              Plan of Distribution for the
                                       Michigan Society for Clinical Engineering

In the event this society decides to dissolve, our assets shall be applied first to any
outstanding debts and liabilities.

All remaining assets shall be distributed to the Schoolcraft College Foundation, 18600
Haggerty Road, Livonia, MI 48152, to provide grants to be used for tuition, books and
supplies by students enrolled in the biomedical engineering technologist program.


                                                                                        22 May 1996
                                                                           Date Accepted



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