Northeast Region Wound Ostomy Continence Nurses Society
New York, New Jersey, Pennsylvania
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BYLAWS OF THE NORTHEAST REGION WOUND, OSTOMY AND CONTINENCE NURSES SOCIETY
ARTICLE I – NAMEThe name of this organization shall be the NORTHEAST REGION (NER) of the Wound, Ostomy and Continence Nurses (WOCN) Society.
ARTICLE II – MISSION, PHILOSOPHY, PURPOSE, GOALS, CODE OF ETHICS
Section 1 – Mission: The NER of the WOCN Society is a professional nursing society that supports its members by promoting educational, clinical and research opportunities to advance the practice and guide the delivery of expert health care to individuals with wounds, ostomies and incontinence.
Section 2 – Philosophy: The NER of the WOCN Society believes that nursing, as a profession, enhances health care services to a multifaceted society and includes prevention, health maintenance, therapeutic intervention and rehabilitation. Wound, ostomy and continence care are areas of specialty practice within the framework of nursing that strive to advance the health care and quality of life of all affected individuals.
The NER of the WOCN Society believes that continuing education and research provide the basis for current, comprehensive nursing practice for individuals with wounds, ostomies and incontinence. Learning may occur on a basic, advanced or continuing educational level and combines the acquisition of theoretical knowledge and clinical expertise. The WOCN Society provides and approves quality continuing education for its members and for other health care professionals in order to enhance and improve wound, ostomy and continence nursing practice.
Section 3 – Purpose: As a division of the WOCN Society, the NER shall foster high standards of practice related to the care, teaching and rehabilitation of persons requiring the management of wounds, ostomies and incontinence , and promote the professional and educational advancement of the nurses involved in the care of persons with wounds, ostomies or incontinence. Therefore, persons in need of these services shall have the opportunity for optimal care and rehabilitation. WOC nursing is a specialty area of practice within the framework of nursing and, as such, participates and collaborates with multidisciplinary organizations.
Section 4 – Goals: A. Provide the structure for members’ involvement in the activities and decisions of the WOCN Society for the growth and vitality of the organization.
B. Provide a geographic region that allow for regular communications, meetings and contact among members.
C. Allow for personal exchange of information and expertise among members.
D. Provide a vehicle for peer review.
E. Facilitate open and direct communication among the members.
F. Provide structure and a vehicle for leadership development and training within the region.
G. Provide an accessible source for continuing education of members.
H. Uphold the national standards of care for persons with wounds, ostomies and incontinence.
I. Promote a viable organization making a strong impact on the health care system.
Section 5 – Code of Ethics: A. The NER members provide needed services to persons regardless of age, nationality, race, creed, disability, sex and sexual orientation.
B. The NER members respect individual’s rights to privacy by maintaining confidentiality.
C. The NER members have the responsibility to remain current in knowledge and techniques.
ARTICLE III – NORTHEAST REGION EXECUTIVE BOARD
Section 1 – Composition and Election: The Executive Board shall consist of the President, Vice-President, Secretary and Treasurer. The immediate past-President shall serve one (1) year as a non-voting member of the Executive Board upon completion of the term of office as President.
Section 2 – Purpose: The Executive Board shall act in place of the Northeast Region Board of Directors between Board of Director meetings on all matters except those specifically reserved to the Board of Directors by these Bylaws, pursuant to delegation of authority to such committee by the Board of Directors. Minutes of all Executive meetings shall be distributed to the members of the Board of Directors.
Section 3 – Voting: Each member listed shall have one (1) vote: President, Vice-President, Secretary and Treasurer.
Section 4 – Quorum; Call of Meeting: The majority of the Executive Board shall constitute a quorum at any duly called meeting of the Executive Board. The President shall call such meetings of the Executive Board as the business of the Northeast Region may require
Section 5 – Vacancy: Any vacancy occurring on the Executive Board shall be filled by nomination from the President and election by the Board of Directors.
Section 6 – Mail or Electronic Vote: If, in the opinion of a majority of the officers, a matter should be acted upon by the Executive Board before a meeting of the Executive Board is to be held, such a matter, in the form of a resolution proposed for adoption, shall be submitted to each member of the Board by mail or by e-mail. It shall be adopted or rejected by a majority of the Executive Board members who mail or e-mail their vote to the Secretary within thirty (30) days after the date upon which the resolution was sent via mail or e-mail to each Board member. Votes will be counted, recorded and reported at the next Board meeting by the Secretary.
ARTICLE IV – NORTHEAST REGION BOARD OF DIRECTORS
Section 1 – Composition: The Northeast Region Board of Directors shall consist of the Affiliate representatives and the Executive Board. The Government Affair Reps and Committee Chairpersons shall be members without voting privileges. A Task Force Chairperson may also be designated a member without voting privileges by the President.
Section 2 – Qualifications: No person shall be elected to the Board of Directors who has not been an active member in good standing for at least one (1) year immediately prior to election and who has not consented to serve.
Section 3 – Removal: A Board member may be removed from office by appropriate resolution approved by two-thirds (2/3) of the Northeast Region Board of Directors. Such removal may be voted only upon written charges against said member filed with the Secretary, and the Secretary shall forthwith mail, by certified mail, a copy of such charges to such officer. Such officer has twenty (20) days to respond to such charges before any actions shall be taken thereon.
ARTICLE V – MEMBERSHIP Regional membership is contingent upon belonging to the WOCN Society.
Section 1 – Classification: A. Active Members. Active membership may be granted to any: (i) wound, ostomy or continence nurse who is a graduate of an educational program accredited by the WOCN Society; or (ii) registered nurse (RN).
B. Associate Members. Associate membership may be granted to any individual who supports the purposes, mission and goals of the WOCN Society.
C. Retired Active Members. Retired active membership may be granted to any individual who is eligible to be an active member and who is permanently retired from employment.
D. Retired Associate Members. Retired associate membership may be granted to any individual who is eligible to be an associate member and who is permanently retired from employment.
E. Honorary Members. Honorary membership may be granted to any individual who meets the Criteria established by the WOCN Society Board of Directors.
F. Honorary Life Members. Honorary life membership shall be granted solely to the twelve (12) founders of the WOCN Society and to the past presidents of the WOCN Society.
G. Student Nurse Members. Student nurse membership may be granted to any individual who is a full-time student studying to become a registered nurse (this shall include those individuals pursuing an Associate Degree or Bachelor of Science Degree or enrolled in a Diploma Program).
H. Corporate Members. Corporate membership may be granted to any health-related corporation or organization.
Section 2 – Application for Membership:All applicants shall complete the application provided by WOCN Society and submit the application with the designated fee to the administrative office of the organization. The applicant should designate the region/affiliate to which she or he wishes to be a member. Membership is contingent with the Bylaws of the WOCN Society. ARTICLE VI – MEETINGS
Section 1 – Time and Place: A meeting of the membership shall be held two (2) times each year at such time and place as shall be determined by the Board of Directors. The first meeting is held in conjunction with the WOCN Society Annual Conference. The second meeting is held at the NER Annual Fall Conference. Members are notified through brochures, the WOCN Journal, the WOCN Society Newsletters and websites of the WOCN and NER.
Section 2 – Membership Vote: Matters before a membership meeting other than election of officers or Bylaws shall require a vote of the majority (51%) of the members present. Each active member attending the membership meeting shall have one (1) vote, and no vote shall be cast by proxy.
Section 3 – Special Membership Meetings: Special meetings of the membership may be called upon the written request of two-thirds (2/3) of the members of the Board of Directors or upon the written request of twenty-five (25) percent of the membership. Said request must state the exact purpose or purposes of such meeting. The time and place of such special meetings of the membership shall be determined by the President. Each member shall be given a written notice ninety (90) days before the time, place and purpose of such meeting.
Section 4 – Board of Directors: The Board of Directors shall meet two (2) times during a fiscal year. Additional meetings shall be called at the discretion of the Executive Board of Directors.
ARTICLE VII – OFFICERS
Section 1 – Elected Officers: The elected officers shall be President, Vice-President, Secretary and Treasurer. Each elected office shall be held by one person. Elected officers shall hold office for two (2) years, until a successor takes office or until removed by resignation, death or action of the Northeast Region Board of Directors. The word “year” as used in defining length of elected term of office refers to the time period between consecutive annual meetings of the Northeast Region.
Section 2 – Qualifications: To be nominated as an elected officer, a person must be an active member in good standing for at least one (1) year immediately prior to election.
Section 3 – Term: Each officer shall be elected for a term of two (2) years, and no officer shall be elected to the same office for more than two (2) consecutive terms.
Section 4 – Order of Election: The President and Vice-President shall be elected in odd-numbered years. The Secretary and the Treasurer shall be elected in even-numbered years.
Section 5 – Vacancy: If any office becomes vacant, the Executive Board shall appoint a person who meets the requirement of Article V, Section 2, to fill such a vacancy until the elections at the next annual meeting. For the purposes of eligibility for elections, a person appointed to fill a vacancy of more than one (1) year pursuant to this section shall be deemed to have served a full term.
Section 6 – President’s Duties: The President shall serve as the Chief Executive Officer of the region. The President shall also serve as a member ex-officio with the right to vote on all committees except the nominating committee. The President shall make all appointments of standing and special committees with the approval of the Northeast Region Board of Directors and shall notify National of election results. The President shall perform such other duties as are necessary to the office of President or as may be described by the Northeast Region Board of Directors. Duties will include preparing agendas and presiding over the Board and membership meetings. The President shall serve one (1) year as a non-voting member of the Board upon completion of term of office.
Section 7 – Vice-President’s Duties: The Vice-President shall perform the duties of the President in the absence or incapacity of the President. The Vice-President shall succeed to the office of President in the event it shall become vacant. The Vice-President shall perform such duties as may be delegated by the President or the Northeast Region Board of Directors. The Vice-President shall call the Wound, Ostomy and Continence Nursing Education Program (WOCNEP) Representatives for their reports prior to the Spring and Fall Board meetings.
Section 8 – Secretary’s Duties: The Secretary shall keep the minutes of all meetings, record decisions of the Northeast Region Board of Directors or Executive Board, and review minutes. The minutes of these meetings shall be sent to the Board of Directors within thirty (30) days of the meeting. The Secretary shall perform other duties as assigned by the President or the Northeast Region Board of Directors.
Section 9 – Treasurer’s Duties: The Treasurer shall be in charge of the Northeast Region’s funds and records. The Treasurer shall oversee accounting procedures for the handling of the funds and be responsible for monitoring or disbursement and investment of the Northeast Region’s funds as approved by the Northeast Region Board of Directors or Executive Board. The Treasurer shall report on the financial condition of the NER at all meetings of the Board of Directors and at other times when called upon by the President. The Treasurer is to compile the Regional year-end financial report and submit it for the Northeast Region’s report to the WOCN Society. The NER Annual Financial Record shall be audited by two (2) members at the Spring Board Meeting.
ARTICLE VIII – AFFILIATE
Section 1 – Goals: 1. To encourage the exchange of information and expertise among wound, ostomy and continence nurses. 2. To encourage and support new wound, ostomy and continence nurses. 3. To act as a liaison between individual wound, ostomy and continence nurses and the Northeast Region. 4. To promote the interest of the WOCN Society among allied health professionals. 5. To participate in the business of the Northeast Region through committee assignments.
Section 2 – Membership: 1. Active members of the Affiliate shall be active members of the WOCN Society. This shall entitle the individual to make motions, to vote and to hold office. 2. Retired, honorary and associate members of the WOCN Society, as well as students and allied health professionals, will be welcome to attend the meetings of the Affiliate. They may speak but may not make motions, vote nor hold office. They may serve on committees in any capacity except chairperson. 3. Membership shall consist of at least five (5) active members of the WOCN Society.
Section 3 – Officers: 1. Each Affiliate shall have a convening officer elected by a majority of the active members. 2. An elected representative or designee should represent the Affiliate at the Regional Board Meetings, reporting back to the Affiliate the activities of the Northeast Region. 3. A typed, summarized report of the activities of the Affiliate is to be submitted to the Regional President at the: (a) Spring Board Meeting; (b) The Northeast Regional Meeting at the WOCN Society National Conference; and (c) Board Meeting at the NER Fall Conference.
ARTICLE IX – COMMITTEES & TASK FORCES
Section 1 – Appointment: All committees and task forces shall be appointed by the President and shall consist of a chairperson and at least two (2) other members. All government affair representatives shall also be appointed by the President.
Section 2 – Membership Qualifications: All committee, task force and government affair representatives shall be active and in good standing of this organization. All committee chairpersons shall have served on the respective committee for at least one (1) year.
Section 3 – Term: The term of service of each committee member, chairperson and government affairs representative will be two (2) years. This term may be renewed by the President. The term of service for each member and chairperson of a task force will depend upon the function of that task force.
Section 4 – Committees: The standing committees are as follows: Website, Marketing, Membership, Conference Planning, Fundraising, Nominations and WOC Nurse of Distinction.
Section 5 – Task Forces: A task force shall be created by the Board based on the needs or issues of the NER.
Section 6 – Government Affair Representatives: There shall be a government affairs representative from each state of the NER. The President shall appoint the representative, who will serve for a term of two (2) years or at the discretion of the President.
Section 7 – Reporting: All committee and task force chairpersons and government affairs representatives report to the Board of Directors. All financial matters must be reported to the Treasurer.
ARTICLE X – NOMINATIONS
Section 1 – Nominations: Nominations for officers shall be made by the nominating committee or via mail by any active member in good standing.
Section 2 – Qualifications: Persons nominated shall first consent and acknowledge the responsibility for the nominated position.
Section 3 – Presentation of Slate: The slate of nominations is to be presented to the membership by mail at least sixty (60) days in advance of the election. ARTICLE XI – ELECTIONS
Section 1 – Time and Place: Election of officers and Bylaw changes shall take place by mail or electronic vote. The ballot shall be mailed or posted on the NER website, sixty (60) days prior to the Annual NER Fall Conference Membership Meeting.
Section 2 – Voting Qualifications: Only eligible members in good standing shall be entitled to vote, and no vote may be cast by proxy.
Section 3 – Secret Ballot: Voting for officers shall be a secret ballot, and after declaration of election, all ballots shall be destroyed.
Section 4 – Mail or Electronic Vote: Each eligible member has one (1) vote. The ballots are the responsibility of the Nominations Committee.
Section 5 – Election Results: The person receiving a majority of the votes for each office shall be declared elected. Tie votes shall be decided by drawing of lots. A simple majority is necessary for a person to be elected and/or Bylaws to be accepted.
ARTICLE XII – FISCAL YEAR
The fiscal year of the NER shall be from January 1st to December 31st.
ARTICLE XIII – PARLIAMENTARY AUTHORITY The latest edition of Roberts’ Rules of Order shall govern in all cases not covered by these Bylaws.
ARTICLE XIV – AMENDMENTS
Section 1 – Amendments: These Bylaws may be amended by mail or electronic vote. The proposed amendments shall be submitted to the membership in writing no less than sixty (60) days prior to the mail vote.
Section 2 – Amending Procedures: Such action shall be taken upon compliance with either of the following conditions: 1. Prior consideration of such proposed change by the Board of Directors and action by such proposed change to the membership to vote.
Or
2. A written request signed by ten (10) percent of the membership requesting that a proposed change be submitted to the Board of Directors. The change is to be submitted to the membership per the Bylaws for vote.
ARTICLE XV – SUSPENSION OF BYLAWS These Bylaws may be suspended by a two-thirds (2/3) vote of the members. Vote is a mail or electronic vote. |
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