Maine Asthma Council By-Laws

To be revised

April 12, 2004

ARTICLE I--NAME:

The name of the Council shall be the Maine Asthma Council, hereinafter called MAC.

Mission : The mission of the Maine Asthma Council is to enhance the quality of life for Maine people affected by asthma.

ARTICLE II--GOALS:

The goals of the MAC shall be:

Support an on-going effective and efficient surveillance system that generates a complete and accurate profile of asthma in Maine.
Identify and promote best practice guidelines for people with asthma with appropriate reimbursement for providers.
Develop and participate in implementation of a comprehensive professional, patient/family and public asthma education plan for Maine.

Facilitate and coordinate asthma activities across the state.

ARTICLE III—Council Roles:

The roles of the MAC shall be:

To secure adequate funding
To identify relevant data needs
To formulate research questions
To identify state capacity, resources and gaps
To advocate for policy change
To validate the need for asthma services
To review, assess, and disseminate current standards of care for asthma
To facilitate discussions with other agencies and groups working on asthma issues
To provide leadership on asthma issues throughout the state

ARTICLE IV--COUNCIL MEMBERSHIP:

Section 1--Eligibility for Membership:

Persons who are interested in the mission and goals of the MAC shall be eligible for membership.

Section 2—Membership Form:

The MAC staff shall provide forms for membership to the prospective member with a letter from the Chair. A copy of the bylaws will also be furnished.

Section 3--Resignation:

Members may resign in good standing by sending a letter of resignation to the MAC Chair.

ARTICLE V--OFFICERS:

Section 1--Officers:

The elected officers of the MAC shall be as follows:

Chairperson, Chair-Elect, Secretary. No person shall hold more than one office concurrently.

Section 2--Responsibilities:

Officers must be members of the MAC.

Section 3--Election:

Officers shall be elected by majority vote of the MAC membership present and voting at the annual meeting.

Section 4--Term:

Officers shall serve for a term of two years. They may be elected to the same or different office to serve additional terms, but no Officer shall serve more than three consecutive terms in a single office.

Section 5--Duties:

A. Chairperson

The Chairperson shall have the power to appoint special committees subject to the approval of the Executive Committee. The Chairperson shall preside at all meetings of members and the Executive Committee, and shall have the right to vote. The Chairperson, in consultation with the Executive Committee and with advice and consent from the MAC membership, shall appoint Chairpersons and members for standing and ad hoc committees. The Chairperson shall also perform such other duties as the Bylaws shall specify. The Chairperson shall sit on the Management Committee of the Maine Asthma Prevention and Control Program.

B. Chair-Elect

The Chair-Elect shall assume the duties of the Chairperson in the absence of the Chairperson, and shall serve as assistant to the Chairperson in his/her efforts for the good of the MAC. The Chair-Elect will shall assume the office of Chairperson in the event of resignation, disability, or death of the Chairperson, and will succeed the Chairperson at the end of his/her term.

C. Secretary

The Secretary shall keep an accurate record of the proceedings of all meetings. The Secretary shall request staff to maintain MAC membership registration records. The Secretary shall be responsible for notifying Council Members of meetings. (This may be done by staff at the request of the secretary)

ARTICLE VI--MEETINGS:

Section 1--Quarterly Meetings:

At least four meetings of the MAC membership shall be held each year one of which will be the annual meeting. Business to be taken up at these meetings shall include elections (biannually) and such other business, as the Chairperson shall specify in the agenda of the meeting. The summer meeting, in even numbered years, shall be the annual meeting at which the Officers are elected.

Section 2--Special Meetings:

A special meeting of the MAC may be held if deemed necessary by the Executive Committee or if at least one-fourth of the membership petition the Secretary, stating the time, place, and purpose of the meeting.

Section 3--Meeting Notices:

Notice of MAC meetings stating the time, place, and purpose shall be sent to members at least thirty (30) days prior to the date of the meeting with a request for any agenda items suggested from the membership. A detailed agenda for meetings shall be sent to all MAC members at least fourteen (14) days prior to the date of the meeting.

Section 4--Quorum:

A majority vote of the members present, including any two officers, shall decide all business unless otherwise stated in these Bylaws.

Section 5--Voting:

At a meeting of the MAC, each member present shall be entitled to one vote. No person casting a vote on behalf of a member organization may cast a vote as an individual or on behalf of another member organization. No proxy votes shall be allowed.

ARTICLE VII—COMMITTEES and WORKGROUPS:

Section 1--Committees:

Committees must be composed of persons from the general membership. Non-member advisors may participate at the invitation of the Chair. . No persons shall serve on more than two (2) standing committees at any one time. The council may establish other committees as they see fit.

There shall be the following standing committees:

A. Executive Committee

The Executive Committee shall consist of the MAC Officers and designated representative from the Maine Asthma Prevention and Control Program and The American Lung Association of Maine. The duties of the Executive Committee shall be to carry out policy decisions and to act on behalf of the membership between quarterly meetings. Executive Committee meetings are open to all MAC membership.

The Executive Committee shall meet quarterly to review administrative affairs of the MAC and will report on its activities at the next regular meeting of the membership. A majority shall constitute a quorum for the transaction of business at meetings of the Executive Committee. Special meetings of the Executive Committee may be called by the Chairperson at any time and shall be called upon the written request of any three members thereof.

B. Membership / Nominating Committee

The Membership / Nominating Committee shall encourage new membership, devise a means for retaining members, and shall develop a membership form. Members of this Committee should represent different interests or institutions involved with the MAC. Biannually, this Committee shall nominate a slate of candidates for Officers, in even number years. Nominations may be submitted to the committee at any time.

C. Advocacy Committee

The members of the advocacy committee will provide leadership in advocacy efforts both locally and at the statewide level. This committee will act as the conduit of information for all of the MAC Workgroups.

Section 2--Workgroups:

The following Workgroups are standing workgroups of the MAC. Additional and/or alternate workgroups may be created by the MAC membership as necessary by a majority vote of the membership at any quarterly meeting. Each work group will nominate a chair or co-chairs. The MAC chair will confirm the nomination.

A.Local Asthma Coalition Development/Support: The Local Asthma Coalition Development/Support Workgroup will engage Maine’s public and communities to address asthma, including access to care, education, schools, and housing. As part of this effort, the Committee will facilitate the development of MAC materials, disseminate asthma information via the web, and assure that all information is current and up-to-date.

B. Prevention and Environmental Affairs:The Prevention and Environmental Affairs Workgroup will work with consumers of all types to improve both indoor and outdoor environmental asthma issues by addressing asthma in the workplace, schools, housing, education, and data.

C. Health Systems: The Health Systems Workgroup will work to improve asthma care and management in Maine by addressing access to care, education, best practices/management, and data.

D. Sustainability: The Sustainability Workgroup will work to sustain the efforts and viability of the Maine Asthma Council, its goals, objectives, and activities, by addressing finance, evaluation, the workplace, data, and best practices/management.

Section 3--Appointments:

Except as provided elsewhere in these bylaws, the Chairperson shall appoint Chairpersons of Committees and Workgroups.

Section 4--Reports:

Summary reports of committee and Workgroup meetings shall be submitted to the Secretary for review and dissemination.

ARTICLE VIII--PARLIAMENTARY AUTHORITY:

Parliamentary procedures as specified in the most recent issue of Robert's Rules of Order (newly revised) shall govern the conduct of all meetings of the MAC. Robert’s Rules may be suspended by a majority rule at any meeting.

ARTICLE IX--AMENDMENTS:

Section 1--Amendments:

These Bylaws may be amended, repealed, or replaced by an affirmative vote of two-thirds of those MAC members present at a duly called general membership meeting. Proposed amendments shall be available to members along with due prior notice of the meeting. The amendments shall be distributed to all members of the MAC after approval.

Section 2--Effective Date of Amendments:

Amendments to these bylaws shall take effect at the adjournment of the meeting at which they are adopted unless otherwise provided.

Section 3--Bylaws Review:

A committee, appointed by the Chairperson, shall review the Bylaws every two years.

ARTICLE X--INDEMNIFICATION OF OFFICERS AND AGENTS:

The MAC shall indemnify the officers, and representative agents of the MAC acting for the MAC from and against any and all claims and liabilities to which they may be subject by reason of such office or representation. No officer, or agent shall be indemnified against or be reimbursed for any expense incurred in defending against any claim or liability arising out of negligence or willful misconduct.

ARTICLE XI--OPERATION AND DISSOLUTION:

Section 1--Operation: MAC shall operate on a nonprofit basis. No part of the net earnings of the MAC shall inure to the benefit of any member or officer of the MAC, or any private individual (except that reasonable compensation may be paid for services rendered to or for the MAC in carrying out one or more of its purposes), and no member or officer of the MAC, or any private individual, shall be entitled to share in the distribution of any of the assets upon dissolution of the MAC.

Section 2--Dissolution: Upon the dissolution of the MAC or the termination of its activities, the assets of the MAC remaining after the payment of all its liabilities shall be distributed exclusively to one or more organizations that address asthma on a statewide basis and that is organized and operated for such purposes as shall then qualify as an exempt organization or organizations under Section 501(c)(3) of the Internal Revenue Code of 1954, as amended, and as a charitable, religious, eleemosynary, benevolent, or educational corporation within the meaning of Title 13B of the Maine Revised Statutes as amended.

maine asthma council

Maine Asthma Council By-Laws