Amended and Restated Bylaws Of the Chapter Staff Organization
Adopted by the Chapter Staff Organization Membership on August 23, 2017
ARTICLE 1 | NAME AND MISSION
Section 1. Name.
The name of this organization shall be the “Chapter Staff Organization hereafter referred to as the “CSO.”
Section 2. General Mission.
The CSO’s mission is to provide peer support to local Chapter executive leadership; establish mutual working relationships with national organizations assist CSO members in program, Chapter and resource development; facilitate CSO member skill development; and maintain a unified voice on behalf of all CSO members.
Section 3. Strategies.
In striving to accomplish its mission, the CSO plans the following:
A. Plan and execute meetings and training with National Organizations and at other appropriate opportunities.
B. Promote an open line of communication about issues and Projects affecting the bleeding disorders community.
C. Develop a mechanism for CSO communications with other appropriate organizations.
ARTICLE II MEMBERSHIP
Section 1. Eligibility.
Membership in the CSO shall be limited to an incorporated local 501(c) (3) organization, not affiliated with industry, serving the inherited bleeding disorders community.
A. Each member Chapter shall designate one Chapter staff person, preferably the chief executive officer or volunteer equivalent, to vote on behalf of that Chapter.
B. Membership dues are paid annually to the CSO, by the beginning of each new calendar year.
C. The annual dues will cover the participation of all staff, Board, and staff-equivalent members of the member Chapter. All Chapter staff and volunteers are entitled to participate in CSO activities.
D. Annual dues required for CSO membership may be adjusted by a membership vote.
Section 2. Voting Privileges.
Each member Chapter is entitled to one vote.
ARTICLE III OFFICERS
Section 1. Officers.
The officers of the CSO shall consist of a Chair, Vice Chair Secretary, and Treasurer are nominated and elected from CSO membership.
Section 2. Resignation.
Any officer may resign at any time by filing a written resignation with the Secretary of the CSO. The resignation is final when acknowledged by the Chairperson. The Vice Chairperson must acknowledge resignation by the Chairperson.
Section 3. Vacancies.
A vacancy in an elected office shall be filled for the unexpired portion of the term by:
A. Vote of the Executive Committee until the next meeting of the CSO membership; or
B. Vote of the membership at a designated meeting.
Section 4. Duties of the Officers.
The duties of the officers shall be as follows:
Chairperson. To preside at all meetings; to supervise the conduct of CSO business and activities; to serve ex-officio on all committees and serve as a liaison with National Organizations; plan the CSO Annual Meeting and any workshops or trainings; to direct the communications of the CSO; and to perform other functions as determined by member consensus.
Vice Chairperson. In the absence of the Chairperson, to chair the general meetings of the CSO and the Executive Committee; to chair committees as appointed by the Chairperson; and to perform other functions as assigned by the Chairperson.
Secretary. To take notes and draft minutes of the general meetings of the CSO and the Executive Committee; to handle correspondence as directed by the Chairperson; and to perform other functions as assigned by the Chairperson.
Treasurer. To be responsible for maintaining the financial accounts and records of the CSO, as well as developing financial reports for CSO meetings and other duties, deemed necessary, regarding the financial condition of the CSO. The Treasurer’s chapter shall serve as fiscal agent for the CSO and, as such, must meet all accounting requirements as required by state and federal laws.
Section 5. Terms of Office.
The terms of office shall be for two years, with elections held at the annual CSO business meeting, usually held at the NHF Annual Meeting. Officers are eligible for re-election for up to three (3) terms to the same office. The Treasurer may serve an unlimited number of terms of office. Terms begin with the annual election of officers. For the purpose of continuity, terms of office shall be staggered, so that the Chairperson and the Secretary are elected in even years and the Vice Chairperson and Treasurer are elected in odd years.
ARTICLE IV COMMITTEES
Section 1. Executive Committee.
The business and affairs of the CSO shall be managed by a standing committee of the CSO called the “Executive Committee” consisting of the Chairperson, Vice Chairperson, Secretary, and Treasurer. This committee shall have the authority to act on behalf of the CSO and transact business as may be required between meetings of the membership.
Section 2. Other Committees.
As deemed necessary, the Chairperson, upon authorization of the Executive Committee, may appoint members to ad hoc committees for special purposes of short-term duration.
ARTICLE V MEETINGS
Section 1. Annual and Other Membership Meetings.
The CSO shall hold an annual business meeting of the membership, held in conjunction with the NHF Annual Meeting. In addition, the Executive Committee may call special membership meetings.
Section 2. Committee Meetings.
The designated chair of a committee may convene a telephone or on-site meeting at any time that is mutually agreeable to a majority of committee members.
Section 3. Notice of Meeting: Waiver of Notice.
Notice of meetings of the CSO or its committees shall be delivered, orally or in writing, in a timely fashion by the designated officer(s) Written notice of the annual business meeting will be sent, at least 30 days of the scheduled meeting date.
Section 4. Quorum.
A quorum for purposes of transacting business shall be defined as one-third (1/3) of voting Chapter members at a membership meeting. A quorum for committee meetings shall be defined as a majority of that committee’s members.
ARTICLE VI CANCELLATION OF MEMBERSHIP AND REMOVAL FROM OFFICE
Section 1. Any staff who terminates his or her employment with his or her Chapter will be considered to have automatically resigned from an elected office and/or committee and participation in the CSO. In cases where the individual is engaged in a short-term project on behalf of the CSO, the Executive Committee at their discretion may allow the individual to continue their participation until completion of the project.
ARTICLE VII FINANCIAL MATTERS
Section 1. Revenues and Disbursements.
The Treasurer of the CSO shall be responsible for recording receipt of all funds on behalf of CSO, including any funds received from other funders for the purpose of meetings, workshops or special projects or activities. Disbursement of funds will be made within two weeks of any request, supported by the authorization of either a majority vote of CSO members, or the direction of the Chairperson, representing an Executive Committee vote, while carrying out the mission and strategies of the CSO bylaws.
Section 2. Accounting.
Funds, which the Treasurer receives from CSO members or contributors are placed in a restricted account, will be considered restricted for CSO purposes only. Biannual reports are provided for record keeping purposes and a written report of income and expenses shall be presented at the annual CSO business meeting.
Section 3. Dissolution.
Upon dissolution of the CSO, any remaining funds will be distributed for any outstanding debts. Any assets remaining after all obligations are met shall be distributed in accordance with the majority vote of CSO members, subject to any restrictions imposed by law.
Section 4. Audit.
Funds submitted to the Treasurer shall be audited as a restricted account, for facilitating the mission of CSO, during the regularly scheduled audit of the Treasurer’s Chapter.
ARTICLE VIII REVISION OF THE BYLAWS
Section 1. Quorum.
CSO Bylaws may be amended or repealed by a majority vote of the member Chapters in good standing.
Section 2. Notice.
Amendments or revisions to the CSO Bylaws are approved at the CSO annual business meeting or by written notice, with 30 days’ notice.
Adopted by the Chapter Staff Organization Membership on August 23, 2017
Presented by CSO Bylaws Committee on June 12, 2017.
Charlene Cowell, Debbi Adamkin, Fran Haynes, Kelly Waters, Sue Martin, Ursela Kamala