NDNPA By-Laws
ARTICLE I: NAME
The name of the organization shall be the North Dakota Nurse Practitioner Association (NDNPA).
ARTICLE II: PURPOSE
The purpose of the NDNPA is to establish an association to assist Nurse Practitioners (NPs) in the delivery of accessible and affordable health care to North Dakota citizens.
ARTICLE III: OBJECTIVES
To facilitate collaboration between NPs and other health care professionals for the improvement of health care in the State of North Dakota.
- To support legislation, and other pertinent issues, affecting NPs roles, education, and practice.
- To promote public recognition of NP practice.
- To promote a continuing education forum, including an annual conference, for members and other NPs.
ARTICLE IV: MEMBERSHIP
Section A. Active Members
Active members shall be NPs who are currently registered to practice as a nurse practitioner, hold current certification with a national certifying organization as a nurse practitioner and have paid dues to NDNPA. Active members shall have the privilege of voting, holding office, and serving on committees.
Section B. Student Members
Student members shall be registered nurses who are currently enrolled in a nurse practitioner program. Student members may become active members upon graduation as delineated in Section A. Students shall not hold office or vote. They may serve on committees, but may not serve as chairperson.
Section C. Associate Members
Associate Members shall be any person or group interested in fostering the objectives of the NDNPA to include Certified Registered Nurse Anesthetists, Physicians Assistants, Certified Midwives, Certified Nurse Specialists. They shall not have the right to vote or hold office, but may serve on committees.
Section D. Retired Members
Retirees are individuals who are 62 or older and who no longer hold a full time position. Retirees may serve on committees and vote.
Section E. Dues
The Board of Directors and the membership at the annual meeting shall propose a change in membership dues. Members shall be notified of the proposed changes 30 days in advance.
Section F. AANP Convention
The NDNPA allows 2 officers to attend the national conference yearly with the registration waived. The officers will rotate through each year, such as President and Secretary one year, Vice President-Elect and Treasurer the next year, and members at large another year. If one of those are unable to attend it will be offered to the next person on the list.
ARTICLE V: OFFICERS
Section A. Number, Election, Terms and Qualifications
The officers shall be President, Vice President/President Elect, Secretary, and Treasurer. Officers shall be elected by the eligible membership. The Vice President/President Elect shall be elected for a term of two years, Secretary and Treasurer shall be elected for a term of two years. No officer shall hold the same office for more than two consecutive terms. Officers shall take office after the annual meeting.
Section B.President
The President shall be the principle executive officer for the association and shall coordinate the administrative matters, business, and affairs of the association. The President shall preside at all meetings of the association; execute, along with the Secretary and Treasurer, all communications and financial matters pertaining to the organization. The President shall serve as the ex-officio member on all committees. The President shall call special meetings when necessary. The President will direct the maintenance of archives. The President will serve a two-year term.
Section C. Vice President- President Elect
The Vice President-President Elect shall perform the duties of the President in the absence of the President. The Vice President-President Elect shall be an advisor to the President and oversee committee work. The Vice President-President Elect will work closely with the President to orientate to the Presidents position. The Vice President-President Elect will assume the Presidency.
Section D. Secretary
The Secretary will prepare minutes for approval. Preliminary “consensus” from the BOD will be obtained within one working week before the BOD minutes are posted to members. Following approval, a copy of record is printed and preserved on diskette for the archives. The Executive Director or Secretary will distribute the minutes. The Secretary will compile and maintain an updated membership/mailing list.
Section E. Treasurer
The Treasurer will maintain records and maintain funds collected by the organization. The Treasurer shall prepare a financial report at each board and general membership meeting. The Treasurer shall maintain a budget plan for each year, and present it at the fall meeting for the membership for approval the following year. As per regulation of ND tax law for nonprofit status a CPA will do an audit of records every two years.
Section F. Members at Large
Three members will be elected to the position of Members at Large. These elected members are available to offer input in decision-making and help with projects throughout the year. They will also prepare the ballot and nominations for our yearly election and help with our annual pharmacy conference.
ARTICLE VI: BOARD OF DIRECTORS
Section A. Composition
The Board of Directors shall consist of the President, Vice President- President Elect, Secretary, Treasurer, American Academy of Nurse Practitioner state representative, and three Members At Large: all of whom shall be voting members of the Board.
Section B. Length of Service
Members At Large will serve two (2) staggered terms. No member at large shall be eligible to serve more than two (2) consecutive terms. New members of the Board of Directors shall take office at the close of the annual business meeting. Two members at large shall be elected in odd years, while one member will be elected on even years. The Immediate Past President will serve one year to promote continuity of business affairs. BOD members at large may be elected into offices of the President, Vice President-President Elect, Secretary or Treasurer.
Section C. Duties
The Board of Directors shall oversee NDNPA business. Their duties shall include formulation of policy for the association, adoption of the annual budget, authorization of expenditures, filling of vacancies on the Board of Directors (except for officers), appointment of necessary office personnel, and advising to president. All board members are expected to attend scheduled and called meetings. In the event a Board member cannot attend a meeting, he/she should notify a Board of Director member of specified agenda items prior to the meeting.
Section D. Meetings
Regular meetings of the Board of Directors shall be held at least four (4) times a year. The President shall set the time and place of these meetings. Special meetings of the Board of Directors may be called by the President or may be called upon written request by three (3) Board members. BOD must be given twenty-four hours notice and the purpose of the meeting stated in the call for meeting.
Section E. Quorum
A majority of the members of the Board of Directors shall constitute a quorum.
Section F. Action Without a Meeting Action
The Board of Directors without a face-to-face meeting may take action if a documented consensus of Directors is taken and all Board members sign action. The action must be included in the minutes of the next meeting.
ARTICLE VII: MEETINGS
Full general membership meetings will be held at least annually. The annual business full-membership meeting will be held in the fall. The time and place of the meeting shall be published one month ahead of time. This meeting shall include an annual report of all committees, including election results.
ARTICLE VIII: ELECTIONS
Section A. Preparation of the Ballot
The members at large shall prepare a ballot of the officers and board members to be elected. The list of the nominees and their biographical sketch shall be mailed to the general membership no later than 30 days prior to the annual meeting. Starting the third year of business being fall 2008.
Section B. Ballot Count
At least three people will be designated by the members at large to count the ballots at the annual meeting. The nominee receiving the highest number of votes for a particular office shall be declared elected. In the event of a tie vote, another ballot will be prepared and the membership will cast votes. The election results will be announced at the fall meeting.
Section C. Vacancies
In the event a vacancy occurs in the office of the President, the Vice President-President Elect shall take the office of the President for the duration of the term of office. In the event of other vacancies, the President, with Board approval, shall appoint someone to the office for the duration of the term.
Section D. Removal from Office
Any officer or Board member, who is absent for two (2) consecutive meetings without prior notice to an executive officer, shall be removed from that office or position, and an alternate appointed by the BOD that will fulfill the term of duty.
ARTICLE IX: COMMITTEES
Section A. Composition
The committees of NDNPA shall be standing or special. Each committee shall have a chairperson and committee members will be volunteers or be solicited by Board members. There are currently no standing committees, they may be designated per the BOD when needed.
Section B. Standing Committees
ARTICLE X: EXECUTIVE DIRECTOR
Section A. Appointment
The Board of Directors may appoint an Executive Director if a need is identified. The Executive Director is responsible to the President and the Board of Directors. Direction from the President may only be overridden by a majority vote at the Board of Directors meeting.
Section B. Delegation of Authority and Responsibility
The BOD delegates to the Executive Director the authority to act for and on the behalf of the NDNPA. Responsibilities include, but are not limited to:
- Promoting legislative activities of NDNPA
- Representing NDNPA at professional and legislative functions as requested by the President and Board of Directors.
- Promoting educational activities and events.
- Assisting with recruitment of members.
ARTICLE XI: GENERAL PROVISIONS
Section A. Fiscal Year
The fiscal year shall be January 1 to December 31 as established by the Board of Directors.
Section B. Disbursements
All checks, drafts, or orders for payment of money, notes, or other evidence of indebtedness issues in the name of NDNPA shall be signed by the President or Treasurer. If the check is to be over $1,000.00, it will need the signature of both the President and the Treasurer.
ARTICLE XII: QUORUM
A quorum shall consist of not less than 50% of the membership present.
ARTICLE XIII: PARLIAMENTARY AUTHORITY
The rules contained in Robert’s Rules of Order Revised (current edition) shall govern the meetings of NDNPA.
ARTICLE XIV: AMENDMENTS
The bylaws may be amended during the annual meeting. All proposed amendments shall be published and postmarked 30 days prior to the meeting so all members can read the bylaws prior to the meeting and vote on the bylaws at the meeting.
ARTICLE XV: DISSOLUTION
The organization may be disbanded by a majority of the BOD following advance 30 days written notification to the members by mail. The funds left in the treasurer at that time will be gifted to a nonprofit organization of the majority of the Board of Directors choice to promote advanced practice nursing.