DESCRIPTION of BALLOT POSITIONS TWO-YEAR TERM
The President shall be the chief elected officer of the Corporation. He or she shall preside at all meetings of the Members, the Board of Directors, and the Executive Committee. The President will determine the regular agenda of all meetings of the Members, the Board of Directors, and the Executive Committee. The President shall present a report at the Annual Meeting, appoint the chairs and members of committees (unless otherwise specified herein) authorized by the Board of Directors, act as liaison between the Corporation’s staff and the Board, and perform such other duties as are inherent in the office of President or as authorized by the Board of Directors.
PRESIDENT – ELECT
The President-Elect shall take over the office of President upon the expiration of the prior
President’s term of office. The President-Elect shall assist the President in developing the Annual
Meeting program. The President-Elect shall serve as the Board’s parliamentarian.
IMMEDIATE PAST PRESIDENT
For two (2) years following the expiration of his or her tenure as President, except where the tenure was ended by resignation or removal, the President shall automatically serve as the Immediate Past President. The Immediate Past President shall have no formal duties, but shall serve as an Officer of the Board, a member of the Executive Committee, and a voting member of the Board of Directors, and shall be available for consultation and guidance.
The Secretary shall:
- certify and keep, or cause to be kept, at the principal office of the Corporation the original or a copy of the Articles of Incorporation and these Bylaws, as amended, to date;
- keep, or cause to be kept, at the principal office of the Corporation or at such other place as the Board of Directors may order, a book of minutes of all meetings of the Board of Directors, any committees having any of the authority of the Board of Directors, and the Members, recording therein the time and place of holding, whether annual, regular, or special, how notice of the meeting was given, the names of those present at the meetings, and the proceedings thereof;
- be custodian of the records of the Corporation and see that all documents of the Corporation, the execution of which on behalf of the Corporation is authorized by law or by these Bylaws, are properly and duly executed;
- exhibit at all reasonable times to any director, or proper designee, upon request, the Bylaws and the minutes of the proceedings of the Board of Directors and the committees of the Corporation; and,
- perform any and all duties incident to the office of Secretary and other duties as may be required by law, by the Articles of Incorporation, or by these Bylaws, or which may be prescribed from time to time by the Board of Directors.
The Treasurer shall:
- keep, or cause to be kept, adequate and correct accounts of all the properties and financial transactions of the Corporation;
- deposit, or cause to be deposited, all monies and other valuables in the name of and to the credit of the Corporation, with such depositories as may be designated by the Board of Directors;
- cause all the funds of the Corporation to be disbursed as ordered by the Board of Directors;
- render to the Board of Directors, upon request, an accounting of all financial transactions of the Chapter and a statement of the financial condition of the Chapter, and cause an annual audit of the Chapter’s financial affairs to be conducted; and
- perform any and all duties incident to the office of Treasurer and other duties as may be required by law, by the Articles of Incorporation, or by these Bylaws, or which may be prescribed from time to time by the Board of Directors.
The Treasurer shall also serve as the Chair of the Finance Committee, ex officio.
BOARD of DIRECTORS
OVERALL POWERS and DUTIES
The Board of Directors shall exercise all corporate powers and manage the business and affairs of NAHN New Jersey, except as otherwise provided by law, NAHN’s Articles of Incorporation, or these Bylaws. The duties of the Board of Directors in managing NAHN shall include, but not be limited to, the following:
- to establish the mission, purposes, goals, and program priorities to be implemented by NAHN’s staff, through a strategic planning process;
- to ensure that appropriate policies have been developed, adopted, and implemented by NAHN to carry out its mission, specifically including policies pertaining to Members and Chapters;
- to determine and set overall policy;
- to advocate the mission, values, accomplishments, and goals of NAHN to the public at large;
- to determine, monitor, and strengthen programs that are responsive to the needs of Hispanic nurses and are central to NAHN’s mission;
- to establish fiscal policy, including budget authorization and oversight;
- to develop adequate resources to ensure financial stability for NAHN’s activities;
- to ensure the legal and ethical integrity of NAHN;
- to select, retain, support, evaluate the performance of, and discharge the chief staff executive of NAHN;
- to recruit, orient, and evaluate the Directors and Officers of the Board of Directors; and
- to respect and maintain the confidentiality of all matters of NAHN that comes before the Board for which confidentiality is appropriate.
NUMBER and COMPOSITION
The number of directors of NAHN-NJ Chapter shall be four (4). Vacancies causing the number of directors to fall below shall be filled as soon as reasonably possible in accordance with Section 6.6. The Board of Directors shall be elected by the Members of NAHN in accordance with Article IX.
- SOCIAL MEDIA CHAIR – focuses on creating and maintaining the chapter’s social media presence as well as engaging membership, potential members, friends, and affiliates via social media.
- MEMBERSHIP CHAIR – focuses on the recruitment and retention of membership amongst other responsibilities in working in conjunction with the executive board
- POLICY & LEGISLATION CHAIR – focuses on creating and/or seeking out opportunities for the chapter to be part of critical conversations regarding policies and legislations that
affect nursing professionals.
- EDUCATION & MENTORSHIP CHAIR – focuses on scholarship opportunities, educational resources and/or opportunities as well as seeking coordinating mentorship amongst members.
Directors must be General Members in good standing of the National Association of Hispanic Nurses. Directors shall be committed to supporting and advancing the mission and purposes of NAHN.
TERMS of OFFICE
A director shall hold office for a term of two (2) years and until his/her successor is elected and qualified or until his/her earlier death, resignation, or removal. Directors shall serve staggered
terms of office such that half of the Board will have terms commencing in even numbered years and half of the Board will have terms commencing in odd numbered years subject to the requirements of Section 7.2.
Directors may serve a maximum of three (3) consecutive two-year terms. Following at least a two-year hiatus from Board service as a director, the individual is again eligible to serve as a director for a maximum of three (3) consecutive two- year terms. A director who becomes the Immediate Past President at the end of his/her third consecutive two-year term may serve for two (2) additional years as a director after the expiration of that third term while he/she is also serving as Immediate Past President.
RESIGINATION and REMOVAL
Any director may resign at any time by giving written notice of his/her resignation to the Board of Directors of THE ASSOCIATION. Any resignation shall take effect upon receipt of the notice or upon any later time specified in the notice. Any director who is absent from two (2) consecutive meetings of the Board of Directors without good cause acceptable to the Board shall be deemed to have resigned. Any director elected by members may be removed, with or without cause, by two-thirds of the votes cast by members having voting rights with regard to the election of any director at a meeting of members at which a quorum is present. Such removal shall be without prejudice to the contract rights, if any, of the person so removed, but election of a director shall not of itself create contract rights.
Directors may not be compensated for their services as directors of THE ASSOCIATION but may be reimbursed for their reasonable out-of-pocket expenses incurred in attending Board meetings or otherwise in connection with the performance of their duties as directors. Directors may be compensated for their personal and professional services rendered to or on behalf of THE ASSOCIATION if approved in advance by the Board and subject to compliance with THE ASSOCIATION’s conflict of interest policy.