|
BYLAWS:
BYLAW I PURPOSE AND OBJECTIVES
BYLAW II MEMBERSHIP
BYLAW III MEETINGS
BYLAW IV NOMINATIONS AND ELECTIONS
BYLAW V COMPENSATION
BYLAW VI NONPROFIT STATUS
BYLAW VII FINANCES
BYLAW VIII AMENDMENTS TO THE BYLAWS
BYLAW IX COMMITTEES
BYLAW X GOVERNMENT
BYLAW XI PERSONAL LIABILITY AND
INDEMNIFICATION
BYLAW I –
PURPOSE & OBJECTIVES
The Federal Workers’ Compensation
Society has been established to provide individuals
and organizations
working in or interested in the
Federal Workers’ Compensation Program with an
organization
that will have the following
objectives:
1. To collect and disseminate
information and ideas affecting the Federal Workers’
Compensation Program and its
participants, including the conduct of research and
the review of best practices and
other information that would be helpful to the
improvement of the efficiency and
effectiveness of the Federal Program.
2. To develop, organize, offer, and
present program courses, seminars, workshops,
and conferences to organizations and
individuals interested in the program.
3. To cooperate with and support the
Department of Labor’s Office of Workers’
Compensation Programs on matters
affecting the policies, operations, improvement,
research, and communication of the
Federal program.
4. To develop and advocate
informative and constructive recommendations and
suggestions for program policy and
operational improvements and legislative
changes to the FECA bill, as
appropriate.
5. To communicate regularly with its
members through various media, including
newsletters,
bulletins technical publications,
e-mail, websites, and other methods that
are deemed appropriate to the type
of information that needs to be shared with its
members.
6. To promote the creation and
maintenance of a cadre of professional and support
staff in all agencies who are
responsible for the operation of the Federal
Workers’
Compensation Program and who are
properly trained and supported by their
agencies in the conduct of their
responsibilities so that they possess the skills and
knowledge that is required of those
performing duties under the program.
7. To encourage, promote, and
support the provision of timely, fair, equitable,
and
knowledgeable advice and support to
agencies, managers, supervisors, employees,
claimants, and care providers by the
Department of Labor’s Office of Workers’
Compensation Programs.
8. To encourage Federal Agencies and
individuals who are working in the field to
uphold the highest standards of
ethics and professionalism.
BYLAW II
– MEMBERSHIP
SECTION 1.
The President, for the purpose of
soliciting and/or approving applications for
membership, shall appoint
a Membership Committee.
BYLAW III
– MEETINGS
Section 1. – Annual Meeting
(a) The annual membership meeting of
the Society will be scheduled by the Board of
Directors and the time and place of
the meeting will be announced to the membership
90 days before the date of the
meeting.
(b) At membership meetings of the
full Society, a quorum for the conduct of the
business
of the society shall consist of 10
percent of the total membership of the Society.
Section 2. – Board of Director
Meetings
(a) Since the Society has its
membership and Board Members widely dispersed
geographically,
the Board will conduct its business
and hold its meetings as much
as possible via conference calls and
through the use of email and regular mail.
Meetings of the Board will be held
as necessary and as called by the President of
the Society.
(b) At meetings of the Board of
Directors, a quorum for the conduct of the business
of
the Society shall consist of a
simple majority of the Board members.
Section 3. – Other Meetings
Other meetings of the Society that
involve the full Membership, Standing Committees,
Ad hoc and Temporary committees and
other officials of the Society will be
held as needed by these
organizations of the Society. They will also use
conference
calls, email, and regular mail to
conduct their business whenever possible.
BYLAW IV
– NOMINATIONS AND ELECTIONS
Section 1. Eligibility and Terms for
Society Offices
Individuals, both elected and
appointed, who are in good standing with the Society
shall hold all Society
offices. All elected offices shall
be for a term of three (3) years for Board of
Director Members and two
(2) years for President, the
President Elect/Vice President, The Treasurer, and
The Secretary.
The terms of service for Board
members shall be staggered so that no more than one
third of the
positions become vacant in any given
year.
Individual Board members shall be
limited to two consecutive terms in office.
Section 2. Frequency of Elections
There will be an annual election by
individual voting members of the Society to fill the
vacant offices that
will occur during the next calendar
year. These offices will be for those members of the
Board of
Directors whose terms will or have
expired and for the positions of President,
Vice-President, Treasurer
or Secretary that will become vacant
at the beginning of the next calendar year. All new
officials and
Board Members shall take office on
January 1 following their election in October of
each year.
Section 3. Composition of
Nominations and Elections Committee
The President will make the
Nominations and Elections Committee appointments,
with the approval of
the Board of Directors, for a term
of approximately six months commencing on June 1 of
each year. The
Nominating Committee shall consist
of five (5) members of the Board of Directors.
No one may serve on the Nominations
and Elections Committee if he or she is running for
election or
re-election in the year that
nominations are being considered.
Section 4. Nominating Procedure
The Secretary shall notify the
Nominations and Elections Committee of the positions
to be filled in the
pending election by June 1 of each
year. The Committee shall submit to the President
and the Secretary
by June 30 of that year at least one
nomination for every position that is currently
vacant or that will
become vacant in the next calendar
year. The Secretary or the Nominations and Elections
Committee
shall give Society members notice of
the Nominations and Elections Committee nominations
on or
before July 15. An announcement of
the nominations of the Nominations and Elections
Committee will
also be made at the Annual
Conference of the FWCS each year. Individual Society
Members may
submit, by petition, additional
nominations to be included on the ballot for
positions to be elected for the
upcoming year provided that:
a. A petition that includes the
signatures of 15 Society members in good standing
accompanies each nomination.
Electronic signatures will be accepted or individual
Society members may wish to obtain
the signatures from other members via mail or
while attending the Annual FWCS
Conference;
b. The nominee is a member of the
Society in good standing and agrees, by written
notice to the Nominations and
Elections Committee, to stand for election;
c. Individual nominations by Society
Members other than those proposed for nomination
by the Nominations and Elections
Committee, are received by the Nominations
and Elections Committee no later
than August 31.
Section 5. Balloting and the
Announcement of Results
On or about September 15, the
Nominations and Elections Committee will send to all
individual
Society members, either physically
or electronically, appropriate materials for the
conduct of the election,
including:
a. A ballot (or on-line access to a
ballot) in a form and using a process developed by
the Nominations and Elections
Committee. Where appropriate, additional nominations
that are received via the nomination
process for members described in
Section 4, above, will be listed
indicating that the nomination was by petition of
the
members;
b. A brief biographical sketch of
each nominee; and
c. A brief statement by each nominee
of the reason for his or her desire to run for the
office.
To be counted, votes must reach the
Nominations and Elections Committee on or before
October 15.
The Committee will have the ballots
counted promptly after the close of elections and
the receipt of all
eligible ballots. For each office,
the person receiving the highest number of votes
(plurality) will be
elected to that office. The
Nominations and Elections Committee shall notify the
Board, the Society
Officers, and all candidates of the
outcome of the election within one week of the
completion of ballot
counting. The Secretary or the
Nominations and Elections Committee shall, by no
later than October 30,
announce the outcome of the election
to all members.
Section 6. Supervisory
Responsibility for Individual Ballots from the
Elections
The Nominating Committee shall:
a. ensure that the votes of
individual members are not divulged to anyone
including Society
officers and the Board of Directors,
b. ensure that the individual
ballots from each unchallenged election are
destroyed in a timely
fashion,
c. ensure that no other record of
individual votes is thereafter maintained and,
d. be the final adjudicator of any
challenge or controversy that may arise in
connection
with elections.
Section 7. Creation of Vacancies
Any Officer of the Society or Member
of the Board of Directors may resign at any time by
giving notice to
the Board of Directors, the
President, and/or the Secretary of the Society. The
resignation will be effective
on the date that the Society
official delivers the notice of resignation to the
Society, unless the
resignation specifies a later date
for the resignation to become effective. Any Officer
or Board Member
of the Society may be removed from
office, with or without cause, only by the vote of
two-thirds of the
Board Members of the Society
whenever, in its judgment, it determines that the
best interest of the
Society would be served by such an
action.
Section 8. Filling of Vacancies
Created in Offices between Elections
Should a vacancy in an office or on
the Board of Directors occur during the term of
office for any reason,
the President may fill the vacancy
for the remainder of the term of office with the
approval of the Board
of Directors. If the vacancy occurs
at the beginning of the term for a particular
office, the President, with
the approval of the Board of
Directors, may request the Society membership to
nominate and elect an
individual to serve the remaining
term of the position during the Society’s next
annual election process.
BYLAW V –
COMPENSATION
The Officers and Committee Members
shall serve without pay.
BYLAW VI
– NONPROFIT STATUS
The FWCS shall be organized as a
nonprofit organization.
BYLAW VII
– FINANCES
SECTION 1.
The fiscal year of the FWCS shall be
from 1 January to 31 December, inclusive.
SECTION 2.
The Board shall approve and
establish for each fiscal year, a budget of
estimated expenditures and
receipts.
SECTION 3.
The Treasurer is authorized and
empowered on behalf of the FWCS to receive by
devise, bequest,
donation, or otherwise, either real
or personal property, and to hold the same
absolutely or in trust. The
Treasurer is authorized and
empowered to invest, reinvest, and manage the same
and to apply said
property and income arising
therefrom to the objectives of the FWCS. The
Treasurer shall also have the
power to allocate funds for the
purposes of carrying out the objectives of the FWCS.
BYLAW
VIII – AMENDMENTS TO THE BYLAWS
Amendments to the Bylaws shall be
revised to allow for the modification of Bylaws by
other than at
regularly scheduled meetings of the
FWCS and by a two-thirds (2/3) vote of the members.
Amendments
to the Bylaws shall also be revised
to allow for modification of Bylaws by special
meeting and by a simple
majority vote of the members, where
a notice has been given of the intention to consider
a Bylaw
revision. Procedures shall be
established that allow for effective implementation
of the Bylaws and
amendments to the Bylaws by the
FWCS, its Board and members.
BYLAW IX
– COMMITTEES
The Board may establish committees
such as Membership, Program, Constitution and
Bylaws, and
necessary standing committees on an
as needed basis.
BYLAW X –
GOVERNMENT
SECTION 1.
All questions coming before the
FWCS, it governing body and committees, shall be
decided by a majority
of the votes cast, except as
otherwise provided in this Constitution and Bylaws.
SECTION 2.
Ballots shall be used when
recommended by the Board in voting on the FWCS
matters when the U.S.
Mails are used. Unless otherwise
specified in this Constitution and Bylaws, vocal or
“show-of-hands”
voting shall be used in meetings.
SECTION 3.
Policies and procedures defined by
the Board require approval by a majority vote of the
membership in
good standing.
BYLAW XI
– PERSONAL LIABILITY AND INDEMNIFICATION
FWCS shall
indemnify all officers, the Board of Director
members, and committee members of FWCS to
the full extent
permitted by the general laws governing
not-for-profit corporations of the State of
Delaware. The
society shall be authorized to purchase insurance
for such indemnification of Society
officers and
directors to the full extent as determined from time
to time by the Board. The provisions of
this By-Law shall
be deemed to be a contract with each officer, Board
member and committee member
of FWCS who
serves as such at any time while this By-Law is in
effect and each such person shall be
deemed to be so
serving in reliance on the provisions of this
By-Law. Any amendment or repeal of this
By-Law which has
the effect of increasing any such person’s liability
shall operate prospectively only
and shall not
have any effect with respect to any action taken, or
failure to act, by such person prior
thereto. Each
officer, Board member, or committee member of the
Society who is affected by an amendment
or repeal of this
by-law must be given written notification of this
change so that he or she may take
whatever personal
action he or she may deem necessary.
|