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MARN Bylaws ARTICLE I Name, Section 1 Name The name of this association shall be the Massachusetts Association of Registered Nurses, hereinafter referred to in these Bylaws as MARN. Section 2 a. MARN is dedicated to advancing the profession of nursing in b. This mission shall be unrestricted by consideration of age, color, creed, disability, gender, lifestyle, health status, nationality, race, religion, or sexual orientation. Section 3. Functions The functions of this association shall be to: a. Develop collaborative relationships with nursing and other health care related groups to explore common interests; b. Initiate, influence and advocate for legislation and public policy consistent with the mission of the Association; c. Provide for quality in nursing practice and nursing education by promoting the ANA Code of Ethics and the ANA Standards d. Promote and provide for the continuing education of nurses through the implementation of ANA’s Standards for Continuing Education in Nursing; e. Encourage development of nursing knowledge through research and evidence based practices; f. Develop and advocate for initiatives that support the continuing education and professional development of nurses Section 4 The relationship of MARN to the ANA shall be that of a constituent member association, with mission and functions congruent with those of ANA. a. This relationship includes the obligation to pay ANA dues as determined by the ANA House of Delegates. b. MARN shall continue to pay dues to the ANA pursuant to the ANA Bylaws and House of Delegates policy until such time as 2/3 of the entire MARN membership votes to disaffiliate from the ANA. Such vote may occur by mail or electronic ballot, with appropriate notice and procedures to protect its integrity and validity in compliance with all applicable state laws.
ARTICLE II Membership Section 1 Qualifications Those eligible for MARN membership shall be: a. Any nurse who has been granted a license to practice as a registered nurse in at least one state, a territory or a possession of the b. A graduate of a basic nursing education program for a first year of membership. Renewal of membership shall be contingent upon licensure as a Registered Nurse. c. This membership shall be unrestricted by consideration of age, color, creed, disability, gender, lifestyle, health status, nationality, race, religion, or sexual orientation. d. MARN membership for purposes of disaffiliation is defined as the individual members of MARN who have ANA rights and privileges of membership as a result of their MARN membership. Section 2 Rights Rights of MARN membership shall include full participation in the Association including the rights to: a. Receive the MARN/ANA membership card; b. Receive the MARN newsletter, The American Nurse, and other communications; c. Be a candidate for MARN/ANA elective and appointed positions in accordance with these bylaws; d. Participate in the election of officers of the MARN and the MARN delegates to the ANA House of Delegates; e. Attend annual and special meetings of MARN with voting privileges and attend the ANA House of Delegates, Conventions, and other unrestricted activities of MARN and ANA; f. Attend the Congress of the International Council of Nurses; g. Transfer from MARN to another Constituent Member Association of the ANA; h. Due process. Section 3 Responsibilities The MARN member shall: a. Abide by the MARN and ANA bylaws; b. Abide by the ANA Code for Nurses. Section 4 Dues The annual dues shall apply to a twelve (12) month membership period from the time of enrollment. a. The amount of annual dues may be changed by a majority vote at the annual business meeting, provided that the membership has been notified in writing of any proposed change in dues with the call of the annual meeting at which it is to be proposed. b. The dues paid by MARN to the ANA on behalf of each member shall be automatically added to the MARN dues. c. Members who transfer to MARN from another ANA Constituent Member Association shall not pay additional dues for the remainder of their twelve (12) month membership period, providing dues have been paid in full. And further, the Association shall not be required to refund dues to the individual member who transfers to another Constituent Member Association. d. Dues Reduction 1. Members eligible for MARN dues reduction must pay full ANA dues and shall be required to submit verification of status for reduction. 2. Full time students, unemployed registered nurses, new graduates from basic nursing education programs in their first year after graduation, and those over 62 years of age not earning more than the Social Security System allows shall be eligible for a 50% reduction in MARN dues. 3. Registered nurses who are disabled or who are 62 years of age and not employed shall be eligible for a 75% reduction in MARN dues. 4. Registered nurses who have had continuous membership in ANA for forty years or more shall be eligible for Honorary Membership and pay no MARN dues. 5. Additional policies may be set by the Board of Directors on dues reduction. ARTICLE III Disciplinary Action Section 1 Members shall be subject to censure, suspension, or expulsion in accordance with the Disciplinary Policy and Procedure of the MARN Board of Directors for such conduct including but not limited to: a. Violation of MARN or ANA Bylaws; b. Violation of the ANA Code for Nurses. Section 2 Expulsion from another Constituent Member Association (CMA) shall result in expulsion from MARN upon certification thereof by the relevant CMA. Section 3 The member may, within 60 days after notification of disciplinary action taken against her/him, appeal such expulsion to the MARN Board of Directors. Section 4 MARN shall provide for full recognition and enforcement of any disciplinary action taken by any ANA Constituent Member Association (CMA) against its members provided that such action was taken in accordance with the disciplining constituent member’s bylaws and disciplinary procedures. Section 5 Members expelled by another CMA who are subsequently reinstated by that CMA, shall be automatically reinstated by the MARN. ARTICLE IV Board of Directors Section 1 Definition The Board of Directors is a corporate body composed of officers and directors elected by the membership in a secret mail or electronic ballot, with the exception of up to two directors appointed as in Section 2c. Section 2 Composition The Board of Directors shall consist of MARN elected and appointed officers and directors. a. There shall be four (4) officers: President, Vice-President, Secretary and Treasurer; b. There shall be six (6) elected directors. c. Up to two (2) additional directors may be appointed by the Board of Directors. These directors shall be members who have been licensed as registered nurses for five (5) years or less. Section 3 Meetings a. Regular meetings of the Board of Directors shall be held at least four (4) times each year. b. Special meetings of the Board of Directors may be called by the President or shall be called by the Secretary at the written request of at least six (6) members of the Board of Directors. The purpose of the meeting shall be stated in the call of the meeting. c. A quorum at any meeting of the Board of Directors shall consist of a majority of the Board of Directors, of which two (2) shall be Officers. Of the two officers present, at least one (1) shall be President or Vice-President. d. Absence of any member from two or more regularly scheduled meetings within a calendar year maybe considered forfeiture of the right to continue to serve and may create a vacancy to be filled. Section 4 Responsibilities The Board of Directors shall: a. Transact the business of MARN between meetings of the membership. b. Establish administrative policies governing the affairs of the association and devise and promote measures for its growth and development. c. Provide for the maintenance of an office; select a place for the deposit of MARN funds; provide for an annual review of all financial records by a certified public accountant; and provide for an audit every three years of all financial records by a certified public accountant. d. Appoint and define the duties of the Executive Director and evaluate his/her performance annually. e. Determine the persons to be bonded, fix the amount of bond for each, and secure such bond. f. Establish special committees, as it considers necessary. g. Make appointments and fill vacancies as provided for in these bylaws. h. Consider recommendations submitted by committees. i. Approve an annual budget. j. Report to the membership at annual and special meetings. k. Perform such other duties applicable to the Board as prescribed by the parliamentary authority as noted in article XI. Section 5 Terms of Office: a. The President, and the Secretary shall be elected by secret mail or electronic ballot in the even-numbered years; and the Vice-President and the Treasurer shall be elected by secret mail or electronic ballot in the odd-numbered years. All officers shall be elected to serve for terms of two (2) years or until their successors are elected. b. No officer shall be eligible to serve more than two (2) consecutive terms in the same position. c. Three (3) Directors shall be elected by secret mail or electronic ballot in the even numbered years to serve for terms of two (2) years or until their successors are elected. d. Three (3) Directors shall be elected by secret mail or electronic ballot in the odd numbered years to serve for terms of two (2) years or until their successors are elected. e. No elected member shall be eligible to serve more than six (6) consecutive years on the Board of Directors, except for a Vice-President fulfilling the unexpired term of President pursuant to Article IV, Section 6. f. Any elected officer or director who has served more than half a term shall be considered to have served a full term in that position. g. Directors as noted in Article IV, Section 2, c, shall be appointed for a one (1) year term, but shall not be appointed for more than two (2) consecutive terms. These terms shall not be considered time in office should such director choose to run for an elected position. h. At any meeting of the Board of Directors, any Board of Director member may be removed by a vote of the majority of the Board then in office when sufficient cause exists for such removal. Such Board of Director member shall be removed for cause only after reasonable notice and opportunity to be heard by the Board, and may be represented by counsel at the meeting. Section 6 Vacancies a. Vacancy in any elected position, except that of President or ANA delegate, shall be filled by the Board of Directors for the remainder of that term. b. In the event of a vacancy in the office of the President, the Vice-President shall become President for the remainder of the presidential term, but may not serve as ANA delegate unless so elected. c. Vacancies in ANA delegate and/or alternate positions can only be filled by election. Section 7 Duties of Officers The officers shall perform all duties pertaining to their office, which shall include, but not be limited to, the following: a. The President shall preside at all meetings of the Board of Directors and of the membership; and shall be an ex-officio member of all committees except the Nominating Committee and the Bylaws Committee; and shall serve as elected ANA delegate. b. The Vice-President shall assume the duties of the President in the absence of the President; and shall perform such other duties as may be designated by the President or the Board of Directors. c. Any MARN officer or member who fills a vacancy in the office of the President or executive director or assumes the duties of an absent President or executive director cannot serve as ANA delegate unless elected to that office. a. The Secretary shall keep the minutes of all meetings of the Board of Directors and of the membership, and shall ensure the addition of all new policies to the policy manual. b. The Treasurer shall: (1) Oversee all receipts and disbursements; (2) Present written reports to all regular meetings of the Board of Directors and the membership; and (3) Be an ex-officio member of the Finance Committee. Section 8 Indemnification The association shall, to the extent legally permissible, indemnify each person who has served as a director or officer against all expenses and liabilities incurred in connection with any action, suit or proceeding in which that person shall be involved by reason of service when such service was performed in good faith.
ARTICLE VNomination and Elections Section 1 The Nominating Committee shall consist of five (5) members and be accountable to the membership. a. In even-numbered years, three (3) members, and in odd-numbered years two (2) members shall be elected by the membership. All members shall serve for a term of two (2) years or until their successors are elected. The elected member receiving the highest number of votes shall serve as chairperson in the second year of his/her term. b. The nominating committee shall prepare a slate of candidates for and oversee all MARN elections in accordance with election policy and procedures established by the Board of Directors. c. No person serving as an officer or director of another organization where such service might result in a conflict of interest shall be included on the slate for an elected position in MARN Section 2 Schedule of election of Delegates and Alternates to the ANA House of Delegates. a. Delegates and alternates shall be elected in the even years for a two year term or until a successor is elected. The President shall be elected simultaneously to the presidency and as a delegate, as specified on the ballot. A member who resigns before completion of the two-year term shall be deemed to have served that term. The delegate who moves up from alternate will be deemed to have served a full term. b. The Executive Director shall serve as a delegate provided that s/he is a member of MARN in good standing and only if elected to the ANA House of Delegates. c. No member shall be elected to serve more than three consecutive terms (6 years) as a delegate. This provision shall not apply to the President or the Executive Director. d. Delegates and alternate seats shall be allocated for election by proportion in accordance with policies adopted by the ANA House of Delegates. Section 3 Election shall be by secret mail or electronic ballot and in accordance with policies and procedures established by the Board of Directors. In the event of a tie, decision shall be by lot. ARTICLE VI Meetings of the Membership Section 1 There shall be at least one (1) meeting of the membership each year which shall be the annual meeting. The annual meeting shall be held at such time and in such place as shall be determined by the Board of Directors. Section 2 Special meetings may be called by the President or shall be called by the Secretary at the request of a majority vote of the Board of Directors or at the written request of at least fifty (50) members and one (1) officer or director. The purpose of the meeting shall be stated in the call to the meeting. Section 3 Notice of all meetings shall be sent in writing or electronically to each member at least fifteen (15) days prior to the date of the meeting. Section 4 A quorum at any meeting of the membership shall consist of a majority of the Board of Directors including either the President or the Vice-President and twenty-five (25) members not serving on the Board of Directors. ARTICLE VII Committees Section 1 The Board of Directors shall appoint the members of the following standing committees to serve for a term of two (2) years or until their successors are appointed: Bylaws Finance Section 2 The Board of Directors may establish such additional standing committees and such special committees, groups and task forces, as it considers necessary. Section 3 All standing and special committees with the exception of the Bylaws Committee shall be accountable to the Board of Directors. The Bylaws Committee shall be accountable to the membership. ARTICLE VIII Representation at National Meetings Section 1 The number of delegates to which MARN shall be entitled shall be determined by the ANA House of Delegates. Section 2 The election of delegates and alternates shall be in accordance with the election policies and bylaws of MARN and in accordance with ANA bylaws. Section 3 The representatives of MARN at meetings of the Constituent Assembly of the ANA shall be the President and the Executive Director or their designated alternates. ARTICLE IXFiscal Year The fiscal year of MARN shall be July 1 through June 30. ARTICLE X Parliamentary Authority The rules contained in the current edition of Robert’s Rules of Order, Newly Revised shall govern MARN in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order MARN may adopt. ARTICLE XI Amendments These bylaws may be amended at any meeting of the membership by a two-thirds (2/3) vote, provided that the amendment has been submitted to the members in writing with the call of the meeting at which it is to be proposed. Amendments shall become effective at the close of the meeting at which they were adopted unless voted otherwise in the motion to adopt. ARTICLE XII Dissolution If at any time MARN finds it necessary to formally dissolve the organization, the Board of Directors shall: a. Convene a special membership meeting to discuss the decision: b. Direct the MARN staff to freeze the membership roll as of the end of the membership meeting; c. Appoint a task force of not less than five (5) current members to facilitate the dissolution process. The task force shall report their recommendations to the membership as a whole and to the Board of Directors for a formal vote. The task forces' dissolution process shall include consistency with applicable d. Forward to the membership a summary statement of any remaining assets after financial obligations have been met: e. Determine the recipients of disbursements of the remaining assets after receiving from the task force their recommendation of a select list of organizations of similar mission and purpose. f. Communicate to the membership the results of the task force recommendations and the Board's disbursement decision. g. The Chairperson of the MARN/ANCC Approver Unit be apprised of any discussion by the MARN BOD regarding possible termination of the association in advance of any decision. |
MARN ~ P.O. Box 285 ~ Milton, MA 02186 |