ARIZONA SOCIETY FOR CARDIOVASCULAR AND PULMONARY REHABILITATION

BYLAWS

I. Name: Arizona Society for Cardiovascular and Pulmonary Rehabilitation.

II. Mission: The purpose of this organization is to support cardiovascular, pulmonary, and preventive medicine professionals while promoting quality patient care.

III. Vision:
A. To foster and promote interchange of ideas, mutual support and the development of cardiovascular, pulmonary, and preventive medicine professionals.
B. To support the development and maintenance of quality cardiovascular and pulmonary rehabilitation and preventive medicine programs.
C. To promote the standardization and critical evaluation of cardiovascular, pulmonary, and preventive medicine practices.
D. To promote quality research in cardiovascular and pulmonary rehabilitation and preventive medicine to professional and lay community.
E. To serve as an information resource for cardiovascular and pulmonary rehabilitation and preventive medicine to professional and lay community.
F. To be a proponent for issues that favorably advances quality patient care.

IV. Membership:
Any health care and/or rehabilitation professional who has an interest in or whose work involves cardiopulmonary rehabilitation and/or preventive medicine.

V. Dues:
To be established based on annual review, by the board.

VI. General Membership Meetings:
Business meetings will be held quarterly and will include an educational component.

VII. Officers:
A. President:

1. Conducts general membership meetings.
2. Develops the agenda for both general membership and Board of Directors meetings.
3. Acts as Chairperson for Board of Directors.
4. Acts as official representative of the Society.

B. President-Elect:

1. Assumes President’s responsibilities in his/her absence.
2. Acts as liaison to other health care organizations in the state of Arizona.
3. Acts as Chairperson of the Education Committee.
4. Acts as official representative of the Society.

C. Past President:
     1.            Mentor and liaison for the Chapter Groups.
     2.    Acts as Chairman of the Nominating Committee.
3.    Act as official representative of the Society.
D. Secretary:

1. Sends general meeting notices.
2. Maintains minutes of both general membership and Board of Directors meetings.
3. Keeps permanent record of all official committee meetings (i.e., Education, Membership, Reimbursement, and Outcomes).

E. Treasurer:

1. Collects dues, pays bills, accounts for all expenditures.
2. Acts as Ex Officio member of Membership Committee.
3. Prepares an Annual Financial Report to be presented to the general membership.
4. Reviews annual audit with incoming President.

VIII. Standing Committees:

A. Board of Directors:

1. Composition: The Board of Directors (the “Board”) shall consist of not more than 12 members. The Board shall consist of the President, President-Elect, Secretary, Treasurer, four regional representatives (one each from the North, South, East, and West part of Arizona), and three Members-at-Large. The immediate Past President of the Society shall act as the 12th member of the Board.
Each, with the exception of President-Elect, shall be elected by the general membership and serve for a 2 year term.  The President-Elect shall be elected for a 3-year term of office, serving 1 year each in the following consecutive positions: President-Elect, President, Past President. The President of the Society shall act as Chairperson of the Board. A Director may not be removed from office except upon the establishment of misfeasance, malfeasance, or nonfeasance, as determined by a majority of the Directors and affirmed by a majority of the members or upon finding by a majority of the members, or on provisions set forth in the bylaws approved and adopted by a majority of the members.

2. Powers: Between meetings of the general membership, the Board shall have all the powers and the duties of the general membership, which may be delegated lawfully. The general membership may limit the powers of the Board.

3. Meetings: The Board shall meet at least four times a year. At the request of the Chairperson of the Board, or any two members of the Board, a meeting of the Board shall be called or canceled on five days notice given to each member of the Board by mail, fax, telephone or email. The Board may also act without meetings, but in such a case the written concurrence of four of the members of the Board shall be necessary.

4. Functions: The Board shall fix annual dues and prepare an annual budget for the Society including identification of monies for the official committees (i.e., Education, Membership, Reimbursement, and Outcomes). The Board shall establish, and recommend to the general membership, functions and modifications, of the Education and Membership Committees. This is contingent upon majority vote of the general membership. The Board shall approve any and all business not otherwise provided for, pertaining to the Society and other operations of the Society.

5. Quorum: Five members in person shall constitute a quorum for the transaction of business. Proxies shall not be used.

6. Resignation: In case of resignation of an officer or a vacancy of any office, the Board of Directors shall appoint an officer to complete the un-expired term of the office. When a vacancy or resignation occurs during the first year of the term, the official nomination process will fill position.

 7. ASCVPR will sponsor the President to attend the national AACVPR Convention if the funds allow as determined by a review of the budget by the Treasurer and three other Board members. In the event the President is not able to attend, another member of the Board will have first option, in order of succession (i.e., President-Elect, Secretary, Treasurer, Members-at-Large, according to seniority). The attendee will have the responsibility to report back highlights of seminars to the general membership.

8. Scholarship: The Board shall award 1-2 scholarships, $500-$1000 based on a review of the budget by the Board, to the general membership to attend the National AACVPR Convention. The scholarships will be given at the July general meeting. In order to qualify for a chance at one of the scholarships a member must attend all four general meetings from October the previous year to July of the current year OR attend three of the four meetings and be an active member of a committee during that time frame. All members eligible under these guidelines will have their names entered into a drawing for the 1-2 scholarships.

9. One Board Director shall chair each of the following committees: Membership, Reimbursement, and Outcomes.  The Chairpersons will be responsible for reporting their committees' activities to the board.

B. The Nominating Committee: Nominations for prospective officers shall be taken at the January meeting. For those who cannot attend, mail, email, or phone nominations to the Past President or the Board of Directors shall be accepted. The Past President shall tabulate the results of these nominations and prepare a ballot with the three candidates receiving the largest number of nominations for each office. This ballot shall be disseminated to all members of the Society at the Annual Conference. Voting shall take place at the Annual Conference and announcement of new officers at the conference. In the case of a tie, a second ballot with only those candidates tied for an office identified shall be prepared by the Board and voted upon by the Society members at the Annual Conference. The nominees receiving the greatest number of votes shall be installed at the Annual Conference.

1. Selection of Candidates: Only resident members are eligible to vote and hold office. Only those resident members who have paid dues for the year in which the election is taking place shall elect candidates for office.

2. There shall be only one official ballot for the election of officers. This ballot shall contain all those candidates nominated by the provisions of the Society's bylaws. The ballot shall be presented by the Board of Directors and shall be accompanied by a professional profile of each candidate. The ballot shall provide every member who has the right to vote an opportunity to cast his/her vote if he/she so chooses for the candidate(s) of his/her choice. The ballot shall be disseminated at the Annual Conference. If a member will not be present at the Annual Conference, a non-confidential absentee ballot may be submitted prior to the meeting.

C. The Chapter Liaison Committee shall be chaired by the Past President. The committee members shall consist of 4 two-year term members, one from each of the following sections of Arizona: North, East, South, and West.

1. Duties, Responsibilities and Functions: The Chapter Liaison shall disseminate information from the State Meetings to all Local cardiopulmonary rehabilitation centers and shall report back information at the quarterly meetings from the local cardiopulmonary rehabilitation centers.  The Committee shall represent the Society as delegated by the Board of Directors.

D. Education Committee:

1. Composition: the President-Elect of the Society shall chair the Education Committee. The chairperson may select committee members as needed.

2. Duties and Responsibilities: The primary responsibility of the Education Committee is to disseminate information about cardiovascular and pulmonary rehabilitation to members of the Society, medical community, and related others (including third party reimbursers), as well as the public.

3. Functions:
a. To plan educational programs for the annual meeting of the Society.
b. To coordinate with the Chapter Liaisons for education at the quarterly Society meeting.
c. To sponsor and/or conduct seminars for the professional development of the Society's membership and other interested professionals.
d. To sponsor and to conduct workshops to disseminate pertinent and relevant information to the lay community in Arizona.
e. To distribute announcements of educational activities of the Society.
f. To represent the Society as delegated by the Board of Directors.

E. Membership Committee:

1. Composition: The Membership Committee shall be chaired by a Board Director that is appointed for a two-year term by the Board of Directors. The chairperson may select committee members as needed to represent all areas of the state.

2. Duties and Responsibilities: The Membership Committee shall recruit members for the Society and orient new members to the Society.

3. Functions:
a. To represent the Society as delegated by the Board of Directors.
b. To prepare and maintain current membership list for dissemination.
F. Reimbursement Committee:

1. Composition: The Reimbursement Committee shall be chaired by a Board Director with interest and expertise in reimbursement issues. The chairperson shall be appointed by the Board of Directors and will be the state's representative to the national AACVPR reimbursement committee. The chairperson may select committee members as needed. One reimbursement committee member will be selected by the committee to act as the legislative contact person within the state and as a representative to AACVPR.

2. Duties and Responsibilities: The primary responsibility of the Reimbursement Committee is to collect and disseminate information regarding the Cardiac and Pulmonary Rehabilitation reimbursement issues to the general membership. The committee will also be responsible for acting as an official representative of the Society to others regarding reimbursement issues.

3. Functions:
a. To meet bi-annually and prepare reports for the general membership.
b. Represent local reimbursement issues to the national reimbursement committee.
c. Represent the Society in reimbursement issues with public and private payors.
d. Provide a legislative contact person to AACVPR.

G. Outcomes Committee:

1. Composition: The Outcomes Committee shall be chaired by a Board Director with an interest and expertise in outcomes issues. The chair shall be appointed by the Board of Directors and shall be the state's representative to the Outcomes Committee of AACVPR. The chair may select committee members as needed.

2. Duties and Responsibilities: The primary duty of the Outcomes Committee is to collect and disseminate information regarding outcomes in Cardiac and Pulmonary Rehabilitation to the members.

3. Functions:
a. Meet bi-annually and provide the membership with local outcomes information.
b. Explore the feasibility of gathering state outcome information.
c. Represent the state to AACVPR.
d. Explore the feasibility of obtaining support/grants to fund outcomes projects.

IX. Amendment of Bylaws:
The power to alter, amend, or repeal the bylaws or adopt new bylaws, subject to repeal or change by the action of the members, shall be vested and reserved to the members. Bylaws will be reviewed annually by the Board and revised as needed.

September 1989
Revised: May 1991
Revised: September 1995
Amended and revised: July 1998
Revised: March 1999
Amended and revised: April 2002
Amended and revised February 2005
Amended and revised June 2008
Amended and revised May 2011