CHARTER AND BYLAWS

OF THE

BROWARD COUNTY

OSTEOPATHIC MEDICAL ASSOCIATION

CONSTITUTION

ARTICLE 1

Name

The name of the Association shall be the Broward County Osteopathic Medical Association, District Six, of the Florida Osteopathic Medical Association.

ARTICLE II

Purposes

The purpose or purposes for which this Association is formed are as follows:

1.  To promote the objects and purposes of the Florida Osteopathic Medical Association within the geographical area of this District as herein defined.

2.  To establish, conduct, operate, maintain, sponsor and promote the establishment of a component association of the Florida Osteopathic Medical Association, which is a divisional Association of the American Osteopathic Association.

3.  To promote and encourage adherence to the Bylaws and Code of Ethics of the American Osteopathic Association and the Florida Osteopathic Medical Association and to discipline members for infractions of these Bylaws and Code of Ethics as provided there under.

4.  To do any and all other things necessary and appropriate in connection with the foregoing purposes and incidental thereto.

ARTICLE III

Relationship to Florida Osteopathic Medical Association:

This Association shall serve as a functionary of the Florida Osteopathic Medical Association and this Association and all of its functions shall be subject at all times to change, alteration, modification and abolition by action of the Board of Trustees of the Florida Osteopathic Medical Association.  This Association shall have no authority or power to obligate the FOMA financially or to act as an agent of the FOMA, except pursuant to specific authority granted by the FOMA.

ARTICLE IV

Membership

A.  The qualifications for active membership in the Association shall be that the applicant shall be a graduate of a school of osteopathic medicine and be fully licensed to practice osteopathic medicine and surgery in the State of Florida, and a resident of or engaged in the active practice of this profession within the geographical area of this District as herein defined.

B.  The Bylaws may provide for associate members, educational members and honorary                     members.

C.  Admission to membership shall be by favorable vote of a majority of the Board of                                   Governors at any meeting of that Board.  A member of the Association in good standing shall                                      endorse every application for membership.

ARTICLE V

The geographical area of this District Association shall be the boundaries of Broward County,                            Florida.

BYLAWS

ARTICLE I

Membership

Section 1.  Active Membership

A.  The qualifications for active membership in the Association shall be that the applicant                                      therefore shall be a graduate of a school of osteopathic medicine and be duly licensed to practice                                 osteopathic medicine and surgery in the State of Florida, and he/she must have completed one-year                              probationary membership.

B.  Eligibility for membership shall not be dependent upon membership in the Florida                                            Osteopathic Medical Association.

C.  Failure of any member to attend three consecutive meetings in any one year shall forfeit                                  his voting privileges for that year; except for justifiable cause, as determined by the Board of                                       Governors.

Section 2.  Probationary Active Members

A.  During their first year of membership, a probationary member must attend 75% of regular                             meetings.

B.  Probationary active members have all the rights and privileges of Active Members, except          probationary active members may not hold an executive office in the Association.

Section 3.  Associate Membership

Associate  membership may be extended to any osteopathic physician who is a non-resident of the District        and who makes application to this Association.  He must submit evidence of his membership in the FOMA    or the American Osteopathic Association, in case he is a non-resident of Florida, together with a statement       of his willingness to comply with the Bylaws and the Code of Ethics of this Association.  Associate                    members shall have no vote and shall not be eligible to hold office in this Association.

Section 4.   Education Membership

A.  Trainees.  This category includes osteopathic physicians engaged in an active training                                  program  i.e., Preceptorship, Internship, or Residency.

B.  Faculty. This category includes full time faculty at an approved Osteopathic Medical                                                        School.

Section 5.  Life Membership

Life Membership may be granted by a majority of the voting members at a regularly scheduled                             meeting of the BCOMA.  It may be granted to any active member who has reached the age of                                70,  has been in the active practice of osteopathic medicine for 35 years, and has ten (10)                                       consecutive years immediately prior to the time of award as an active member in good standing                             of the BCOMA.  A Life Member has all the rights and privileges of an active member.  He has                              no dues responsibility.

Section 6.  Privileges of Members

A.  Active members shall be entitled to all the rights and privileges of this Association, shall                   have the right to confer and as may be accorded or provided from time to time by vote of the

active  membership.

B.  Associate and Education members shall be entitled to all the rights and special privileges accorded to active members, except the right to vote and hold elective office.

C.  Honorary lay members shall be entitled to such regular and special privileges extended to them as the Board of Governors may deem advisable to extend to such members, except the  right to vote and hold elective office.

ARTICLE II

Meetings

Section 1.  Regular Meetings

Regular meetings are to be held at least four (4) times, each year.  These mandatory meetings will be held within one (1) month after the regular meeting of the Board of Trustees of the Florida Osteopathic Medical Association. At each meeting, the Association shall hear a report of the District Trustees.

Section 2.  Special Meetings

The President may call additional meetings as he deems expedient and all members shall be notified in writing of the time, place, and purpose of such meetings at least three (3) days in advance thereof.  Additional meetings may also be called by a majority of the Board of Governors or by a 2/3 vote of the membership.

Section 3.  Board of Governors – Regular Meetings

Regular meetings of the Board of Governors shall be held at least nine (9) times each year. The President shall designate the time and place of each meeting and notify each member of the Board at least two (2) days before the date designated for such meeting.

Section 4.  Board of Governors – Special Meeting

Special meetings of the Board of Governors may be called at any time by the President or by two members of the Board. The President or the Secretary shall immediately give notice of the time and place of special meetings to each member of the Board at least two (2) days before the date designated for such special meeting.

Section 5.

All meetings shall be educational and worthwhile, except on occasions when purely social meetings are called, or special meetings for a specific purpose of business.

ARTICLE III

Officers

Section 1.

The elective officers of the Association shall consist of the following:

President

Vice-President

Secretary

Treasurer

Two Governors

Section 2.

All officers must be members of the AOA and the FOMA.

Section 3.

Any member who has failed to attend fifty (50) percent of the meetings held within the past year at the time of election, is ineligible for election to office.

ARTICLE IV

Duties of Officers

Section 1.  President

It shall be his duty to preside at all meetings of the Association and the Board of Governors; to perform all duties usually pertaining to such office; to appoint officers to fill all vacancies with approval of the Board of Governors; and said officers to hold office for the unexpired term thereof or until their successors are elected by the general membership; to serve as Chairman of the Board of Governors.

Section 2.  Vice-President

He shall preside in the absence of, or at, the request of the President.  In case of permanent vacancy in the office of the President, the Vice-President shall assume the powers and duties of that office for the unexpired term.  After his election he shall familiarize himself with the business of the Board of Governors, and the office of the President.

Section 3.  Secretary

The Secretary shall keep accurate records of the meetings of the Association and the Board of Governors. He shall conduct the correspondence of the Association and keep a file of all reports and correspondence.  He shall keep in a separate record book a copy of the Bylaws and standing rules and have custody of the records of the Association. He shall cooperate with other officers and members in the performance of their respective duties.

Section 4.  Treasurer

The Treasurer shall have charge of all monies and securities belonging to the Association, shall notify all members of all dues, amounts and charges as they come due; shall deposit all monies or securities in such banks or depositories as designated by the Board of Governors from time to time; shall disburse or pay out by checks the monies when duly authorized by resolution or direction of the Association or the Board of Governors; shall keep accurate and complete accounts in financial books furnished by the Association, which financial books at all reasonable times be open to inspection of the Board of Governors, a full report of the property of the Association.  He shall cooperate with the other officers in their respective duties.

Section 5.  Board of Governors

The Board of Governors shall consist of the following elected officers, namely:

President

Vice-President

Secretary

Treasurer

Two Governors and, in addition, any Past President in good standing

All officers shall be elected annually except that the Governor shall be elected for two years, but only one Governor shall be elected year, provided that, upon the taking of office, of the first Board, one Governor shall be elected for one year so as to commence the rotation of tenure of office.

The Board shall have the power to expand the funds for the benefit of the Association when such expenditure demands immediate attention for the good of the Association. They shall investigate all applicants for membership, violation of the Constitution and Bylaws, or Code of Ethics, or any other immoral or unprofessional conduct of its members.  They shall assist the President to fill the vacancies that may occur; and provide for the proper audit of books and accounts of the treasurer and of such committees as may have special funds in their custody; present a written report of the year’s work and financial affairs to the Association at the annual meeting, and perform other duties as naturally devolve upon the body as the governing body of the Association in affairs not determined by the action of the general membership.

The Board of Governors shall hold a meeting as soon as possible after the new officers are elected at the time of the annual meeting, as is consistent, and provide the appointment of various regular and special committees to serve for the ensuing year.

Meetings of the Board of Governors may be held at any time or place within the District upon the call of the President or if not, less than two members of the Board.  Oral, telegraphic, or written notice of the time, place and purpose of such meetings of the Board of Governors, shall be served or sent, mailed or telegraphed to each member of the Board, not less than two (2) nor more than ten (l0) days before the meeting, but adjourned meetings may be held at any time without notice, if all the members of the board are present, or if those not present waive notice of time, place, and purpose of such meetings in writing, either before or after the holding thereof.

A majority of the members of the Board of Governors shall constitute a quorum for the transaction of business and the act of a majority of the members of the Board present at a meeting, at which a Governor is present, shall be the act of the Board of Governors provided that, if the action to be taken by the Association, such action shall be as valid Association action as though it had been authorized at a meeting of the Board of Governors. If at any meeting there shall be less than a quorum present, a majority of those present may adjourn the meeting from time to time, until a quorum shall have been obtained.

Section 6.

A.  Nominees for the office of  FOMA.  District trustees for the District and Alternate Trustees in the District shall be proposed by the Association to the FOMA, not more than ninety (90) days and not less than thirty (30) days before each Annual Convention of the FOMA.  Election of trustees will be carried out at the regular Association meeting, prior to the Annual Meeting of the FOMA.

B.  The Nominating Committee shall be appointed by the President, thirty (30) days prior to the election of the District Trustees and Alternate Trustees. This Committee shall consist of five members. The choices of the Nominating Committee must be circularized by mail to the membership at least ten (10) days before elections are held.

Section 7.  Vacancies in Office

Whenever, by reason of death or resignation, or other causes, an office becomes vacant, or an officer becomes unable to discharge the duties of his office, the President, with the consent of the Board of Governors at any regular or special meeting thereof, may declare such office vacant.  Any vacancy in office shall be filled by appointment by the President of the Association with the approval of the Board of Governors, and this officer thus appointed shall hold office for the balance of such respective term, or until the successor to said office is elected.

Section 8.

The officers shall be vested with the authority to cooperate with the AOA and with the FOMA and to act as local officers and agents thereof; provided always that, except as to specific authority granted by the AOA or FOMA, no member or office of this Association shall have authority in any way to represent or bind the FOMA or AOA in any manner whatsoever.

Section 9.

All officers acting in good faith and without gross negligence in carrying out the authorized instructions and/or quoting or applying rules or regulations of the Board of Governors, shall be considered as representing the Board and shall be saved harmless by the Association from individual liability or responsibility to third persons for such conduct.

Section 10.  Nomination and Election of Officers.

The President shall appoint a Nominating Committee at least thirty (30) days prior to the Annual Meeting.  This Nominating Committee shall consist of five (5) members.

A.  At least two (2) of these members shall be from the Board of Governors or Trustees of the Association.

B.  At least one (1) member who has become a member of the Association within five (5) years prior to the Annual Meeting.  The choices of the Nominating Committee must be circularized by mail to the membership at least fourteen (14) days prior to the Annual meeting.

Voting for all officers shall take place at the Annual meeting and duly elected officers shall be installed immediately after election.  The officers shall serve for a period of one (1) year, except the Governors, who shall serve for a period of two (2) years and be elected in alternate years respectively. Any vacancy in office shall be filled by appointment by the President, with approval of the Board of Governors, and said officer thus appointed shall hold office for the balance of the unexpired term or until the successor is elected and has been qualified.

The holding of one office shall not disqualify an officer from being elected to another office, provided, however, that upon his election to such other officer, the office formerly held by him shall be deemed vacant by the Board of Governors and shall be filled by election.

Voting at elections shall be necessary for election, in case of only one nomination for an office, a motion may be made to case the elective ballot for such nominee.

ARTICLE V

Finances and Obligations

Section 1.  Finances

The finances of this Association shall be provided by annual dues, and by special assessments and the Association under these Bylaws from time to time may determine other means as.  The officers of the organization shall have general supervision over all financial affairs under the direction of the Board of Governors.

Section 2.  Dues

The dues of active members of this Association shall be fixed by the membership and may be changed from time to time as circumstances may require.  Education Trainees and Honorary Lay Members shall be exempt from payment of dues.

A. (1) Active Member  dues shall be $150 due on January 1st of each year.

(2) Education Faculty Member dues shall  be ½ (50%) of Active Member Dues.

B.  Dues will be waived for those members just completing a training program, internship, residency program, preceptorship or the Armed Forces; for the remainder of the calendar year from time of approval of application for membership.

C.  Dues will be waived for those members transferred to the area, with proof they have been “members in good standing” of their previous local Association, for the remainder of the calendar, from time of approval of membership or prorated monthly for the remainder of the calendar year if not previous members of their prior local Association.

D.  Any Education Faculty Member who chooses to elevate his membership to ACTIVE Membership, may do so by paying the difference between Education Faculty Member and Active Member dues.

Section 3.  Assessments

The Association may levy special assessments upon active and associate and probationary members to provide funds to meet emergencies, provided that any special assessment shall receive a two-thirds vote of all members present, and voting at any regular or special meeting, and provided also that at least fifteen (15) days notice is given by the Secretary to all active and associate and probationary members, stating the purpose of such assessment, together with the fact that action shall be taken thereon at such meeting.

Section 4.  Delinquencies

Any member who is in arrears for payment of dues for ninety (90) days shall be given due notice of his delinquency by the Secretary.  Any member who does not pay dues or assessment ten (10) days after notice from the secretary, shall automatically cease to be a member in good standing and shall not be entitled to vote and may be suspended from membership by the Board of Governors after being given an opportunity to be heard. If suspension is mandated, the Association shall notify all hospital staffs to which said physician belongs.

Section 5.  Resignations

Any member wishing to resign from membership in the Association shall present his resignation in writing to the Secretary.  The resignation shall then be presented in writing to the Board of Governors for their action.

ARTICLE VI

Quorums

Section 1.

Twenty-five (25) percent of the members shall constitute a quorum at any meeting of the membership.

Section 2.

A majority of the Board of Governors shall constitute a quorum at any meeting of the Board.

ARTICLE VII

Standing and Ad Hoc Committees

Section 1.

The Standing Committees of this Association shall be appointed annually by the President with the approval of the Board of Governors at the first meeting after the Annual Meeting.

The Standing Committees shall be:

A.  The Program and Continuing Education Committee

B.  The Credentials Committee

C.   The Ethics Committee

D.   Ad Hoc Committees

Section 2.

The president shall be an ex-officio member of all Standing Committees.

Section3.

The Board of Governors form time to time to time to time shall prescribe the duties and functions of the Committees.

Section 4.

The Board of Governors may create by the membership or additional committees and the appointing authorities shall designate their functions and duties.

ARTICLE VIII

Ethics

The Code of Ethics of this Association shall be that of the AOA and FOMA.

ARTICLE IX

Discipline

Charges made by any member of this Association, giving specifications of the violations of ethics, constitution or Bylaws of this Association, or of any immoral, unprofessional conduct, or personal conduct which is detrimental to the welfare of this association or to the profession of osteopathy, against any of its members, shall be presented to the Board of Governors in writing.  same shall be considered by the Governors at its next meeting and an endeavor made to settle the same amicably without formal proceedings.

If failing, and a majority of the Board of Governors shall be of the opinion that the charges are well founded, the Board shall serve a written copy of the charges upon the accused, together with at least thirty (30) days notice of a special meeting of the Board, with an invitation to the accused present, at which meeting, charges will be considered.

Upon investigation, the Board of Governors may, at its option, either expel or suspend the accused from the Association.  If the accused feels that the Board’s action is unfair, he may have his case reviewed by the general membership at the next regular meeting provided that written communication is sent to all active members at least two (2) weeks prior to the regular meeting at which such action is proposed to be taken.  Upon the hearing, the general membership, by its option, may either uphold the Board’s action, or vote in favor of the accused.

It will be necessary for a two-thirds vote of the members present to override the Board’s action.

ARTICLE X

Rules and Order of Business

Section 1.

In discussion and disposition of all business, in the regular and special meetings of this Society, parliamentary rules of debate shall be observed and Robert’s Rules of Order (Revised) shall be the guide in all deliberations, except when otherwise provided for in this Charter and these Bylaws.

Section 2.

No amendment shall become final until approved by the Board of Trustees of the Florida Osteopathic Medical Association and shall, at all times, have power and authority to change, alter, modify and abolish these Bylaws, or any amendments hereinafter made thereto.

ARTICLE XI

Section 1

These By-Laws may be amended by a two-thirds affirmative vote of the active members present and voting at any regular or special meeting on the Association, provided that the proposed amendments shall be in accord with the By-Laws of the Florida Osteopathic Medical Association, and provided that such proposed amendments shall be submitted in writing and filed with the Secretary of the Society and that written notice of such proposed amendments shall be sent to each active member of the Society at least fifteen (15) days in advance of the meeting at which such amendments are to be acted upon.

Section 2.

No amendment shall become final until approved by the Board of Trustees of the Florida Osteopathic  Medical Association and shall at all times have the power and authority to change, alter, modify, and abolish those By-Laws, or any amendments hereinafter made thereto.

ARTICLE X11

Official Publication

The Association may publish an official publication for circulation to its entire active and associate membership, and a notice published in such publication shall be deemed service of any notice herein provided for.

ARTICLE XIII

Official Emblem

This Association may adopt any official emblem to be used by active and associate members in good standing.

ARTICLE XIV

The Annual Meeting shall be held on the third Sunday of the month of January for the election  of  President, Vice-President, Treasurer, and Secretary.