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.
(signature)
(signature)
