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CONSTITUTION AND BY-LAWS OF THE
VIRGINIA
ASSOCIATION OF GOVERNMENTAL
EMERGENCY MEDICAL SERVICES ADMINISTRATORS
ARTICLE I - NAME
The name
of the organization shall be the Virginia Association of
Governmental Emergency Medical Services Administrators,
herein referred to as the Association or VAGEMSA.
ARTICLE II - PURPOSE
The
purpose of the Association shall be to promote the
continued development and enhancement of the delivery and
management of Emergency Medical Services (EMS) and to
represent the concerns and interests of those actively
engaged in the delivery, coordination, and direction of
EMS in the Commonwealth of Virginia.
ARTICLE III - MEMBERSHIP
ACTIVE
MEMBERS: The membership shall be composed of any
salaried city, town, or county full-time or part-time
government employee serving as an administrator, director,
coordinator, or in a similar management position for an
emergency medical services program or agency within the
Commonwealth of Virginia. Each emergency medical services
program or agency represented will identify their
representatives by the following categories:
BOARD OF DIRECTORS – The Board of Directors
of the Association shall have voting authority and consist
of one appointed representative and one alternate from
each of the organizations represented.
ADDITIONAL AGENCY MEMBERS – Additional
agency members may be appointed by the organization
represented. Additional agency members do not have voting
privileges, unless acting in the absence of their primary
and alternate agency member.
All active
members who became members prior to November 5, 1990,
shall be considered CHARTER MEMBERS OF VAGEMSA.
LIFE
MEMBERS: The Association may bestow LIFE
MEMBERSHIP upon any qualified member who has met at
least one of the following requirements:
A.
Must have been a member in good standing for ten
(10) consecutive years.
B.
Must be retired from active employment and have
been a member in good standing for at least five (5) years
immediately preceding their retirement.
C.
Must have served as a past elected officer of
VAGEMSA.
D.
Must have significantly contributed to the
leadership, goals and/or activities of the Association
during their membership.
A Life
Member must be recommended to the Board of Directors at
least thirty (30) days prior to a scheduled meeting and
approved by at least 2/3 of the quorum of members. A Life
Member shall have all the rights and privileges of an
active member without payment of dues.
ASSOCIATE MEMBERS: The Association may bestow an
ASSOCIATE MEMBERSHIP upon an organization or an
individual serving in a coordination or management
position of an EMS organization, but who does not
otherwise qualify for an active member status. Associate
Members shall be subject to payment of dues but will not
have voting privileges and may be removed at any time at
the discretion of the Board of Directors.
Associate
Members must be recommended to the Board of Directors at
least thirty (30) days prior to a scheduled meeting and
approved by at least 2/3 of the quorum of members.
ARTICLE IV - BOARD OF DIRECTORS
The Board of Directors of the
Association shall consist of the appointed representative
or alternate from each of the agencies represented. Each
organization represented shall be entitled to one vote
which shall be cast by the primary representative or the
alternate in the absence of the primary representative.
In the absence of the primary and the alternate
representative, an additional agency member will be
allowed to cast a vote for their organization.
ARTICLE V - MEETINGS
The annual
meeting of the Association shall take place during the
same time and at the same place as the annual State EMS
Symposium.
Meetings
shall be held at least once each calendar quarter.
Special meetings may be called by the President or by
special request to the President by at least three (3)
members of the Board of Directors of the Association.
A majority
of the active members present will constitute a quorum to
legally transact business which may require a body vote.
ARTICLE VI - DUES
Annual
dues which shall be recommended by the Executive Committee
and approved by two-thirds (2/3) of the quorum of members
shall be required of all agencies or organizations of the
Association. These dues shall be made payable upon
membership (prorated each quarter), and by July 1 of each
succeeding year. Upon request of the affected member
agency, special provisions may be made, pending the
approval of the Executive Committee, to continue the
member agency in good standing without payment of dues.
This provision may be applied to those active member
agencies that may be unable to pay dues due to budget
cuts, etc. A member agency can only request this
provision of "dues extension" for a period not to exceed
one year from the date of original request. Upon
completion of the one-year extension period, the member
agency must then pay the dues for the next year's period.
The Executive Committee reserves the right to request
supporting documentation from the requesting member agency
indicating the areas of fiscal cutbacks that prohibit the
payment of dues.
ARTICLE VII - OFFICERS AND DUTIES
Section
A. General Provisions
To be
eligible to be an officer, a candidate must be a member in
good standing of the Association. The Officers of the
Association shall consist of a President, First Vice
President, Second Vice President, Secretary/Treasurer, and
the Immediate Past President. In the absence of an
Immediate Past President, a Director-at-Large shall be
elected from the Board of Directors. His/her duties shall
be the same as the Immediate Past President.
Section
B. Duties
President
The President shall provide the
direction and leadership for the Association. He/she
shall act as Chairman of all meetings; appoint all
chairpersons of all committees; serve as the official
representative and spokesperson of all committees; serve
as the official representative and spokesperson of the
Association; and discharge other duties assigned to the
office of the President by the Board of Directors of the
Association.
First Vice-President
The First Vice-President shall preside
over meetings in the absence of the President; serve as
liaison between the Executive Committee and the
Legislative Committee; serve as liaison to outside
agencies at the direction of the President; and perform
other duties assigned to the Office of the President, or
as otherwise prescribed herein.
Second Vice-President
The Second Vice-President shall preside
over meetings in the absence of the President and First
Vice President; serve as liaison between the Executive
Committee and the Administrative Review Committee;
supervise the efforts to recruit and retain members within
the Association; and perform other duties assigned to the
office by the President, or as otherwise prescribed
herein.
Secretary/Treasurer
The Secretary/Treasurer shall maintain
and oversee all records of the Association meetings, as
well as a list of current members; receive and be
responsible for all funds of the Association, making such
disbursements for expenses as may be incurred by the
Association; and perform other duties assigned to the
office by the President, or as otherwise prescribed
herein.
ARTICLE VIII - COMMITTEES
Section
A. General Provisions
The
Standing Committees of the Association shall consist of an
Executive Committee; an Administrative Review Committee;
and a Legislative Committee.
Section
B. Committee Eligibility
To be
eligible to be a member of any committee, a candidate must
be a member in good standing of the Association.
Section
C. Terms of Committee
The
chairpersons of all standing committees shall be appointed
by the President as soon as practical after the annual
Association election of officers, but not later than the
15th of January of each year.
Section
D. Standing Committee
Executive Committee
The Executive Committee of the
Association shall be composed of the Officers of the
Association. The Executive Committee shall have full
power and authority during intervals between scheduled
Association meetings to perform all functions which the
Association might perform, except that it shall not have
the power to amend these by-laws.
Administrative Review Committee
In addition to its chairperson, this
committee shall consist of at least two (2) members of the
Association who shall be selected by the Chairperson.
This committee shall actively review the Association’s
By-laws, Articles of Incorporation, perform an annual
review of the Association’s financial records, and make
general recommendations to enhance the existing practices
and further the development of the Association.
Legislative Committee
In addition to its chairperson, this
committee shall consist of at least two (2) Association
members who shall be selected by the Chairperson. This
committee shall take a proactive posture on matters
pertaining to rules, regulations, policies, laws,
ordinances, and statutes governing emergency medical
services in the Commonwealth.
Section E - Other Committees
From time
to time the President is empowered to appoint ad hoc
committees and to assign these committees to perform
special functions for the Association.
ARTICLE IX - ELECTION OF OFFICERS
The
positions of President and First Vice-President shall be
filled by advancement in rank. However, the Board of
Directors may, if they feel it is in the best interest of
the Association, vote to block this automatic move and
elect the officers directly from the Board of Directors.
The positions of Second Vice-President,
Secretary/Treasurer, and Director-at-Large (in the absence
of an Immediate Past President) shall be filled through
the election process. All terms of office shall be two
years in length.
The
initial election of officers shall take place as soon
after the ratification of these by-laws as practical. All
subsequent elections shall take place at the annual
meeting occurring in even calendar years.
ARTICLE X - UNEXPIRED TERMS
In the
event of a vacancy in the office of the President
occasioned by death, resignation, removal, suspension, or
inability to serve for any reason, the Vice-Presidents
shall serve as the President in descending numerical
order. A vacancy in the office of the First
Vice-President shall be filled by the Second
Vice-President. Vacancies in the office of Second
Vice-President or Secretary/Treasurer shall be filled in
the original manner of election by a special election as
soon thereafter as practical.
ARTICLE XI - FISCAL YEAR
The fiscal
year of the Association shall begin on July 1 of each year
and end on June 30 of the following year.
ARTICLE XII - AMENDMENTS
These
by-laws may be amended, repealed, or added to by a
two-thirds (2/3) of the quorum of members. The proposed
amendment must be tabled for a period of thirty (30) days
before being voted upon.
ARTICLE XIII - ROBERT'S RULES OF ORDER
All
meetings shall be conducted in accordance with Robert's
Rules of Order when not in conflict with these by-laws.
ARTICLE XIV - EFFECTIVENESS OF BY-LAWS
To be in
effect, this code of by-laws must be accepted by
two-thirds (2/3) of the quorum of members after each of
the members as of this date had read or heard said
by-laws, and has declared his/her understanding of them
and willingness to abide by them as a member.
Ratified
this 6th day of November 2002, by the members
of the Virginia Association of Governmental EMS
Administrators.
___________________ ______________________
Jennie L.
Collins, Secretary Bill Bullock, President |