THE BYLAWS
OF THE
AMERICAN SOCIETY FOR PHARMACY LAW
Table of Contents
Preamble
Section 1 Membership
Section 2 Organization
Section 3 Nomination and Election of Officers
Section 4 Elections
Section 5 Voting Rights
Section 6 Meetings
Section 7 Minutes of Meetings
Section 8 Conduct of Meetings
Section 9 Parliamentarian
Section 10 Dues
Section 11 Amendments to the Bylaws
Section 12 Dissolution of the Society
Preamble
The American Society for Pharmacy Law is an organization of attorneys, pharmacists, students and others interested in pharmacy law, incorporated in the District of Columbia. It has the following purposes:
- Furthering legal knowledge.
- Communicating accurate legal information to attorneys and pharmacists.
- Fostering knowledge and education pertaining to the rights and duties of pharmacists.
- Distributing information of interest to the membership via a newsletter and other appropriate publications.
- Providing a forum for exchange of information pertaining to pharmacy law.
Section 1 Membership
A member shall have the rights, privileges and duties prescribed by the Bylaws regarding the membership category of which he or she is a member. Membership categories in the Society shall be as follows:
1.1 Member: A person holding degrees in either pharmacy or law or both, or who has an interest in pharmacy law.
1.2 Student member: A person currently enrolled at an accredited institution in a degree program in pharmacy or law.
1.3 Any person qualifying under Section 1 of the Bylaws as a member of the Society shall be admitted to membership upon payment of dues. Membership in the Society shall be on an annual basis commencing on January 1 and ending on December 31 of each year. Should any dispute as to qualification for membership, such dispute shall be resolved by the Board of Directors.
Section 2 Organization
The American Society for Pharmacy Law shall be organized as follows:
Board of Directors
2.1 The Board of Directors of the Society shall be composed of the officers of the Society (president, president-elect, immediate past-president, treasurer, and a secretary who shall be ex officio) and four additional members who are not officers. The Board may transact business 'by correspondence, telephone, or other electronic means of communication. A quorum for the conduct of any business at the annual meeting of the Board of Directors, or at any other special meeting of the Board as the president shall convene shall be five members of the Board.
2.2 The duties of the Board of Directors shall be to plan the annual meetings (s) of the Society and to carry on the business of the Society provided that the Board of Directors shall not be empowered to make any statements of Society policy without written approval of a majority of the members of the Society.
2.3 No member of the Board of Directors shall receive compensation for his or her services as a member of the Board, except for the secretary. Officers and members of the Board may be reimbursed for traveling and other necessary expenses that may be incurred by them in the performance of their duties.
President
2.4 There shall be a president of the Society who has been elected as president-elect in the manner described in Section 4 of the Bylaws.
2.5 The president shall be the chief executive officer of the Society and chairman of the Board of Directors
2.6 It shall be the responsibility of the president to coordinate the activities of the Society and its Board of Directors, and to announce the time and place of all meetings of the Society and its Board of Directors.
2.7 The president may appoint such committees as deemed necessary to effectuate the purposes of the Society.
2.8 The president shall serve a one year term from annual meeting to annual meeting. At the conclusion of the president's term, the presidency of the Society will be assumed by the president-elect. The president is not eligible to serve successive terms.
President-elect
2.9 The president-elect shall be elected annually. At the end of a term, the president-elect will succeed to position of president of the Society, except as provided for in Section 4.4. The president-elect shall be an officer and director of the Society and vice-chairman of the Board of Directors.
Immediate Past President
2.10 The Immediate past-president shall be a member of the Board of Directors and an officer of the Society.
Secretary
2.11 The secretary shall be elected by the Board of Directors and may be given a public title as agreed to by the Board. The secretary shall be the chief operating officer and responsible for taking the minutes of all of the meetings of the Society and of its Board of Directors; for coordinating the distribution of information of interest to the membership via a newsletter or other appropriate publications; for receiving all monies coming from any source to the Society and advising the treasurer of all receipts; for maintaining membership information for mailing lists and other purposes; and for other duties to be specified by the president or the Board of Directors. The secretary shall be an ex-officio member of the Board of Directors, without vote.
Treasurer
2.12 The treasurer shall be elected by the Society to a two year term, in the manner set forth in Section 4 of the Bylaws. The treasurer shall be an officer of the Society and a member of the Board of Directors. The treasurer may be re¬elected to additional terms.
2.13 The treasurer shall receive from the secretary information and data regarding the receipt of monies and shall pay out monies only on the authorization of and in accordance with the procedures adopted by the Board of Directors.
2.14 The treasurer shall present to the Board of Directors a complete financial statement upon request and shall present at the annual meeting of the Society a complete financial statement for the period since the preceding annual meeting.
Directors at Large
2.15 There shall be four additional members of the Board of Directors who are not officers. They shall be elected by and serve in the manner as set forth in Section 4 of the Bylaws. Such Directors shall be elected for a two-year term. Directors may serve no more than two full terms consecutively. Two directors shall be elected each year.
Section 3 Nomination and Election of Officers
3.1 The president shall appoint a Nominating Committee composed of at least three Members of the Society to nominate members for election in accordance with these Bylaws. The Committee shall nominate, insofar as possible, twice the number of persons to be elected.
3.2 Proposed nominations for officers or members of the Board of Directors must be accompanied by a biographical sketch of the proposed nominee. Written consent from the proposed nominee must be obtained. A proposed nomination may be made by any member of the Society.
3.3 The list of nominees and biographical material will be distributed to all members with the election ballots.
3.4 A member of the Board of Directors of the Society may be removed from office for any reason by a two-thirds (2/3) vote in favor of removal by the whole Board of Directors, excluding the vote of the affected member. Board members may only vote in person at an assembled meeting, face-to-face. No proxies, mail, telephone or other indirect means of voting shall be permitted. The vote shall be taken by secret written ballot. The executive director of the Society shall tally the ballots and shall announce only the result.
Section 4 Elections
4.1 To be eligible to serve on the Board of Directors, one must be a member of the Society.
4.2 Elections shall take place by mail, facsimile or electronic ballot. Ballots shall be sent to members at least 90 days prior to the Annual Meeting. A date shall be determined by the Board of Directors by which all ballots shall be returned. Such date shall be not less than thirty days from the date on which the ballots were sent. The secretary shall count the votes and report the results to the Board of Directors.
4.3 Officers shall be elected by a majority of the votes cast. The two nominees for director at large positions who receive the highest number of votes shall be elected.
4.4 Any officer or director who becomes unable to continue serving may resign. In the event of such resignation, or in the event of the death or removal of an officer or director, the Board of Directors, by majority vote, shall appoint another Society member to fill the un-expired term. Any member so appointed shall be eligible for re-election, except if appointed as president-elect. The president-elect, in the event of the death or resignation of the president, as provided for in Section 2, shall succeed to the presidency for the remainder of the term and shall serve as president for an additional one year term, except that member appointed to fill the position vacated by the president-elect shall not automatically succeed to the presidency. In such event, the position of president will be voted upon at the time of the next annual election.
Section 5 Voting Rights
5.1 Each member of the Society shall be entitled to one vote on all matters taken before the members, including the election of officers and Board members.
Section 6 Meetings
6.1 The Society shall hold at least one meeting annually at a time and place to be determined by the Board of Directors.
6.2 A written notice of the meeting shall be provided to all members of the Society by the secretary, not less than 30 days prior to the meeting.
6.3 The Board of Directors shall prepare the agenda for the meetings of the Society and disseminate this information to the membership by appropriate means. Any member can propose an item.
Section 7 Minutes of Meetings
7.1 The secretary shall record the minutes of the Society's meetings. A copy of the minutes, as approved by the Board of Directors, shall be made available to members who request it. Such minutes shall be available within thirty (30) days following the meeting.
Section 8 Conduct of Meetings
8.1 The conduct of meetings shall be governed by the most recent edition of Robert's Rules of Order newly revised.
Section 9 Parliamentarian
9.1 The president may appoint a parliamentarian for each meeting of the Society.
Section 10 Dues
10.1 Annual dues for Society membership shall be determined by the Board of Directors and may differ between membership categories.
Section 11 Amendments to the Bylaws
11.1 Amendments may be made to these Bylaws by a 2/3 vote of the members of the Society voting. Such vote on any Bylaw amendments shall be by mail. A return date shall be specified for the return of ballots. Such date should not be less than thirty (30) days from the date the ballots are mailed. A proposed amendment to these Bylaws shall be submitted in writing and subscribed to by at least five members of the Society and submitted to the secretary of the Society. The mailing and counting of the ballots will be supervised by the Board of Directors. Ballots shall be sent to all members within three months of receipt of any proposal to amend the Bylaws.
Section 12 Dissolution of the Society
12.1 In the event of the dissolution of the Society, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the Corporation, dispose of all the assets, exclusively for the purposes of the Corporation in such manner as the Board of Directors shall determine to such organization or organizations, organized and operated exclusively for charitable, educational or scientific purposes as at the time shall qualify as an exempt organization under Section 501 c (3) of the Internal Revenue Code or 1954 (or the corresponding provision of any future United States Internal Revenue Law).
ASPL Bylaws approved January 2004
