Constitution/Bylaws

Constitution
Of the

ASSOCIATION OF
EMS...NEWFOUNDLAND AND LABRADOR.



Table of Contents

1.0 – Name………………………………………………………………………Page 2
1.1 – Objectives………………………………………………………………….Page 2
2.0 – Officers…………………………………………………………………….Page 3
3.0 – Duties of Officers………………………………………………………….Page 4
4.0 – Executive Board…………………………………………………………...Page 6
5.0 – Meetings…………………………………………………………………...Page 7
6.0 – Annual General Conference……………………………………………….Page 7
7.0 – Membership………………………………………………………………..Page 8
8.0 – Rights & Privileges of Membership……………………………………….Page 9
9.0 – Dues for Membership……………………………………………………...Page 1
10.0 – Rules of Membership……………………………………………………..Page 10
11.0 – Amendments………………………………………………………….......Page 11
12.0 – Voting…………………………………………………………………….Page 11
13.0 – Honorariums & Expenses………………………………………………...Page 11
14.0 – Rules of Order……………………………………………………………Page 12
15.0 - Procedures Governing Resolutions and Constitutional Change………….Page 13
16.0 – Procedures Governing Elections…………………………………………Page 14
17.0 – Audit – Financial Statement……………………………………………...Page 15
18.0 – Expulsion………………………………………………………………….Page 15
19.0 – Dissolution of Association………………………………………………..Page 16
20.0 – Record of Constitutional Changes………………………………………..Page 17













1.0 - NAME

This Association shall be known as the Association of EMS...Newfoundland and Labrador.

1.1 – OBJECTIVES

The objectives of the Association shall be;

1.2
To unify and provide guidance to all EMS professionals in the province.

1.3
To provide a medium through which EMS professionals in the province of Newfoundland and Labrador can express their views, concerns, and opinions with respect to the EMS services( i.e patient care, safety, registration, etc) in the province to the Department of Health and/or other groups or organizations which may have an interest in EMS in the province.

1.4
In conjunction with the Department of Health and other concerned parties; help establish standards for EMS professionals and/or their services  in this province which will encompass but not limited to equipment standards and recommendations, occupational safety, training requirements, medical control and any other applicable aspect of EMS services

1.5
To assist all EMS professionals in the standardization of organization, administration, operation, and training of all its members.

1.6
To protect and oversee the interests of the members of the Association.

1.7
To enter into any arrangements on behalf of the members with any governing body that may seem conducive to the purpose of the Association and to obtain and carry out or exercise and to comply with such arrangements, rights, privileges, or concessions.

1.8
To make known to the public the value of and the need for Emergency Medical Services in this province.

1.9
To disseminate among the members and if appropriate, the public, information on any and all matters deemed to be of interest to its Members


1.10
To admit any person to be an honorary life member on such terms and to confer on them such rights and privileges as may seem expedient.

1.11
To establish by-laws and, from time to time to amend the same.

1.12
To represent the issues and concerns of EMS professionals employed or studying in this province, including but not limited to wages, scheduling, benefits and quality of life issues.


2.0 – OFFICERS

2.1
The officers of this Association shall consist of a President, Vice-President, Secretary, Treasurer and at least four Regional Representatives(but not limited to) – one each for Labrador, Western, Central and Eastern regions of the province as defined in section 2.2.

2.2
The regions shall be defined as follows:

(a) Eastern Region – All those communities East of but not including Clarenville

(b) Central Region – All those communities West of and including Clarenville and East of and including Springdale.

(c) Western Region – All those communities west of Springdale.

(d) Labrador -  All those communities in Labrador.


2.3
The eight officers of section 2.1 shall comprise and be the Executive Board of the Association and should be comprised of 75% members from the employee sector.

2.4
The President, Vice-President, Secretary and Treasurer shall comprise and be the Executive Committee of the Association. The election for these positions shall be as outlined in sections 2.6 and 7.3.

2.5
Each of the four regional representatives shall be elected by member representatives of their region as per sections 2.6 and 7.3 at the respective Annual General Conference.

2.6
The election for the positions of President, Secretary and Treasurer shall be held during an even year. The election for the positions of Vice-President and Regional Representatives shall be held during an odd year.


2.7
If a person who is currently on the Executive Board wishes to accept nomination for another position on the Executive Board, he/she must first resign the current position. Once the election for the other position is complete, a bi-election must take place to fill the vacancy left from the resignation. Any person elected to the Executive Board through a bi-election shall serve the term remaining in that position.  

2.8
Each officer of the Executive Board shall be elected for a term of two (2) years.

2.9
Those eligible for election to the Executive Board shall be active registered members in good standing with at least a portion of the association’s membership dues for the current year paid that are registered with PMO. They must not own/operate a business related to EMS in this province.

2.10
Any officer, who ceases to be a member of the Association, ceases to retain his/her office.

2.11
At each meeting of the Executive Board, four members shall constitute a quorum.

2.12
All newly elected officers shall be sworn into office during the closing banquet at the Annual General Conference. Once sworn in, defeated / resigning officers shall relinquish all material items to the new Executive Board.


3.0 – DUTIES OF OFFICERS

3.1 President
He/she shall:

(a) Preside at all sessions of the annual convention and at all meetings of the Executive Board and Executive Committee.

(b) Preserve order and see that the business of the Association is properly conducted, according to the constitution.

(c) Ensure the appointment of all committees and appoint all delegates to other meetings not otherwise provided for (such delegates shall be active members).

(d) Perform such other duties as may be incidental to his/her office and be a ex-officio member of all standing and special committees.


3.2 Vice-President
He/she shall:

(a) Assist the President and the other elected officers in carrying out the business of the Association.

(b) In the absence, or inability of the President, he/she shall perform all duties and exercise all privileges of the President’s office.


(c) In the event there is a resignation of the President, the existing Vice-President will assume the position of President. A new Vice-President will be voted in at the discretion of the Executive Board at a meeting of the provincial services.

3.3 Secretary
He/she shall:

(a) Keep a complete record of all the proceedings of the annual meetings, the Executive Board and Executive Committee meetings and record standing committee reports, of which he/she shall be ex-officio member.

(b) Receive and answer all communications pertaining to the business of the Association.

(c) Disseminate information to members by way of email, facsimile or other media types which is approved by the President and/or the Executive Board or Executive Committee.

(d) Keep a roll of the names and addresses of all members of the Association.

(e) Prepare a report of the business happenings during the Annual General Conference and disseminate to the Members within 30 of the closing of the Annual General Conference.

(f) Maintain and administer the public social media presence on behalf of the association.
 


3.4       Treasurer
           He/she shall

            (a) Cause to be collected and received all fees and monies. He/she shall deposit all monies when received to the credit of the Association in the chartered bank designated by the Executive Boards.
           
            (b) Reconcile all transactions shown on the books of the Association with their warrants and cancelled cheques and establish the correct balances all of which shall be duly audited at the end of each term of office.

(c)   Prepare a financial statement of the work of this office during the preceding Association’s fiscal year ending August 31.

(d)  At each meeting of the Executive Board present a detailed statement of all receipts and expenditures.

(e)  Pay no money on behalf of the Association except by an Association cheque signed by himself/herself as Treasurer and the President or, in the absence of the President, by an authorized representative.


3.5 Regional Representatives:
They shall;

(a) Assist in carrying out the duties and responsibilities of the Executive Committee.

(b) Hold semi-annual (but not limited to) meetings open to all members in their region to discuss matters of mutual concern.

(c) Perform such other duties as the President may direct.


4.0 – EXECUTIVE BOARD

4.1
The Executive Board shall conduct all business of the Association during the time intervening between annual conventions and shall be responsible for the proper transaction of the same.

4.2
The Executive Board shall decide the time and place of the annual convention and ensure that suitable facilities are available for said convention.

4.3 The Executive Board shall have the authority to pay all legitimate expenses incurred on behalf of the Association.






5.0 – MEETINGS

5.1
The Executive Committee of the Association shall meet regularly on a quarterly basis, two of which shall be with the executive Board, at a time and place decided upon by the President or by way of teleconference or other social media facilities.

5.2
The Executive Board of the Association shall meet semi-annually, one meeting of which will take place preceding the opening day of the AGC to review the work of the year.

5.3
The Association shall meet annually prior to October 31 of each year at such place and at such time as the Executive Board shall indicate.

5.4
The President may call a special meeting of the Executive Board, Executive Committee or general membership any time he/she so deems, by notifying all members thereof.

5.5
Written minutes of all Executive Board and Executive Committee meetings shall be recorded by the secretary (or designate in the absence of the secretary) and a draft of such minutes shall be disseminated to the respective members within 21 days. If there are any errors or omissions detected in the draft minutes, the errors and / or omissions shall be returned to the minute recorder for correction. The minutes would then be presented at the next meeting of the Board / Committee and a motion to accept as presented be made.

5.6
All minutes of the association, once passed by way of motion, shall be accessible to the members if requested.  

6.0 – ANNUAL GENERAL CONFERENCE

6.1
Every effort will be made to have the AGC rotated from region to region.

6.2
The Executive Board will provide a list of topics to be discussed and any training program to be presented for the AGC.

6.3
Members will be given the opportunity to host the AGC in their town. Two or more members may work conjointly to host the AGC.



6.4
Any establishment wishing to host the AGC is/are to submit a detailed proposal to the Executive Board for approval. Such proposal must be submitted no later than June 30 of the given year. They may include suggested items for the agenda.

6.5
The registration fee in the AGC city or town shall be such amount to be determined by the Executive Board from time to time and shall be collected from all in attendance at the AGC with the exception of guest speakers and designated guests.

6.6
The collected registration fees shall go to the account of the Association.

6.7
The Annual General Conference shall include an opening business session whereby proposed resolutions, constitutional changes, nominations for elections and the financial statement can be circulated and discussed. It must also include a closing business session prior to the closing banquet where voting on proposed resolutions, constitutional changes and elections of officers can take place.

7.0 – MEMBERSHIP

7.1
Membership in the Association of EMS...Newfoundland and Labrador shall consist of and be classified as follows:
(a) Members
(b) Active Members
(c) Honorary Life Members
(d) Sustaining Members

7.2       Members
             
             All  EMS professionals (but not limited to) registered in the province are eligible for membership and will be known as Members..
     
7.3 Active Members



(a) Individuals eligible for membership in the Association as active members shall be persons who are in good standing and registered with the province (PMO)but not limited to these.
(b) Any person studying with the intent of working in the province will not be considered active members until registered with PMO, he/she will be considered honorary members till registered.

7.4 Honorary Life Members
Any member or person, who has served his /her service with honour and distinction, may be nominated as an honorary life member by his/her service and hereby be appointed upon the unanimous recommendation of the Executive Board.

7.5 Sustaining members
Those eligible for membership in the Association as sustaining members shall be persons, firms, organizations, institutions, corporations who may have shared interests in pre-hospital care or manufacturers of pre-hospital related equipment / apparatus and have supported our association at our AGC’s suppliers showcase or other notable in-kind support.


8.0 – RIGHTS AND PRIVILEGES OF MEMBERSHIP

8.1 –
Members in good standing with the association authorizes the association’s Executive Board and/or designate to negotiate and represent the member on common issues such as negotiations, policy and procedures review, Provincial Medical Oversight Program, etc… with the respective agencies. The association will act as a liaison between the Members and agencies involved in the provision of Emergency Medical Services. Members shall have one (1) vote at the AGC for the purpose of election of officers, voting on resolutions or any other business item requiring a vote during any business session.  

8.2
Active Members in good standing shall have full membership rights and privileges, including voting on any matter at the AGC and election to any elected office. Active members can also request approved copies of minutes of Board or Committee meetings.

8.3
Honorary Life Members shall have all the rights and privileges of active members but shall be exempt from an election to any elected office.

8.4
Sustaining Members
(a) Shall have no voting rights or privileges.

(b) Shall have entitlement to a display space at the annual general meeting of the Association at a rental rate determined by the Executive Board.

8.5
Members belonging to any class of membership may withdraw from the Association upon giving the Secretary a thirty (30) day written notice, after which the withdrawal will be considered in effect.

9.0 – DUES FOR MEMBERSHIP

9.1
For Members, association dues shall be discussed at the business session at the Annual General Conference, once a consensus is made – a vote will be taken as per section 8.1.

9.2
For Active Members, no fee is required.

9.3
For Honorary Life Members, no fee is required.
9.4
For Sustaining Members,  no membership fee is required however a fee is required for rental of space for advertising which will be agreed on by both parties.

9.5
Members can choose to pay their dues either semi-annually (due January 31 and July 31) or annually (Due January 31).

10 – RULES OF MEMBERSHIP


10.1
Members must not be in arrears with respect to membership dues(if/when it's required) as per section 10.3.

10.2
Members who fail to pay the required dues ( if and when it's required) within a 60-day period following the due date shall forfeit membership in the Association. Once membership is forfeited, the member shall not be eligible for re-admission for a period of 6 months and will be liable for the full year’s dues plus a penalty of $50. All Executive members employed / volunteering  who forfeits membership will also forfeit their position on the  Executive Board, that position is considered vacant and a bi-election to be held as per section 2.0.

10.3
As per requirement, the Association shall file with the Department of Health, no later than March 31 of each year, proof of active membership in the Association of EMS…Newfoundland and Labrador and a list of Members within the association.


11.0 – AMENDMENTS

11.1
The Association shall have the power to appeal, alter or amend its By-Laws or Constitution on a two-thirds vote of the members present and voting at the annual general conference, providing the notice of the proposed amendment shall be given forty-eight (48) hours immediately preceding the said annual conference, come into force and take effect as of that date.

11.2
All amendments to any bi-law or the constitution shall be recorded in the minutes of the business session and a record of changes to the constitution be recorded in section 20.0.


12.0 – VOTING

12.1
All voting for officers shall be conducted by secret ballot.

12.2
In all elections and/or decisions, each member shall have one vote only and shall be cast by that member, the member must be  in attendance and be in good standing with the association.

12.3
After votes are cast and scrutinized, the ballots shall be destroyed by way of motion.

12.4
Proxy voting is not permitted for election of officers.

13.0 – HONORARIUMS AND EXPENSES

13.1
When on business of the Association as approved by the Executive Committee, any member shall have his/her traveling and other legitimate expenses paid by the Association. Legitimate expenses shall be established by the Executive. However, in all cases, submissions for expense payments shall be accompanied by the necessary vouchers.

13.2
Any reimbursement awarded those doing service on behalf of the Association shall be in accordance with the provincial government rate at the time of doing business.


13.3
Members submitting expense claims shall do so within 90 days of the finishing of business to allow the treasurer to keep a current record of finances within the fiscal year. The association shall issue reimbursements of such expenses no later than 30 days of receiving expense claims.  

14.0 – RULE OF ORDER

14.1
The presiding officer shall preserve order and conduct impartially the business at the AGC, taking no part in debate while he/she is presiding, and decide all points of order, subject to an appeal to the AGC assembled by any member of the Association.


14.2
Upon an appeal from the decision of the presiding officer, he/she may state his/her reason for his/her decision and shall then put the question as follows: “Shall the decision of the floor be sustained?” and the vote shall be taken without debate.

14.3
A two-third vote of members present and voting shall be necessary to reverse a decision of the Presiding Officer as per section 8.1.

14.4
Every member when he/she speaks or offers a motion shall rise in his/her place, respectfully address the Presiding Officer and give his/her name and name of Member he/she is representing, and when finished he/she shall resume his/her seat. No member shall speak twice on any question, except to answer a question asked him/her, or until every other member has had an opportunity to speak to the question under discussion.

14.5
When speaking, members shall confine themselves to the question under discussion and shall avoid all personalities or indecorous language, and all motions shall be placed in writing.

14.6
When two or more members rise to speak, the Presiding Officer shall decide which one of them is entitled to the privilege of the floor.

14.7
A member called to order shall, at once, resume his/her seat until the point of order in question has been decided; following which decision he/she shall again be entitled to the floor.


14.8
An amendment to an amendment shall be in order but further amendments shall not be entertained.

14.9
A motion to take the previous question shall always be in order, except when a member is in possession of the floor, and must be put without debate. The motion, if supported by a majority vote of the members present and motion shall be declared carried, and no further discussion or amendment shall be in order until the main motion has been decided.

14.10
A motion to adjourn shall always be in order except when a member is in possession of the floor or when it has been decided that a vote be now taken. A motion to adjourn is not debatable, but a motion to adjourn to a given time is debatable.

14.11
Consideration of amendments to the constitution, By-Laws or rules of Order, of which previous notice has been given, shall be the first business after the opening session of the conference.

14.12
A question coming before the AGC for which no provision is made in the constitution and By-Laws, shall be decided by the President according to Robert’s Rules of Order.

15.0 – PROCEDURES GOVERNING RESOLUTIONS – CONSTITUTIONAL CHANGE

15.1
Immediately following the official opening of the Annual General Conference, the first business session of the conference shall begin and any proposed resolutions are brought forward to the floor for discussion by the President. All proposed resolutions shall be in writing and circulated to each member present and be presented as follows; Resolution # 2015-01, followed by the proposed resolution and the name of the sponsor Member.

15.2
Following the presentation of Resolutions, proposed constitutional changes will be brought to the floor in writing, provided the proposed constitutional change has been submitted to the Executive Board at least 48 hours preceding the AGC. A constitutional review committee shall be struck at the AGC every five (5) years to review the constitution and bring forth recommendations at the next AGC. This review shall be submitted to the Executive Board at least 48 hours preceding the AGC. The constitutional review committee shall then deliver a verbal report to the members at the AGC, during which time, discussion can be entertained on the proposed review.


15.1
All resolutions require a 2/3 vote of the Members present as per sections 11.1 and 14.11.


15.2
Constitutional change shall be made in accordance with sections 11.1 and 14.11.

15.3
Only resolutions considered by the President as “Emergency Resolutions” shall be accepted by the Executive Committee after the opening of the annual conference.

15.4
The sponsor of any resolution that is changed or moved non-concurrence by the Executive Committee shall have the privilege of stating his/her case on the floor.


15.5
Voting as per sections 11.1 and 14.11 shall take place during the final business session of the AGC before the closing of the AGC.

15.6
All Members shall be advised by the President of the results of each resolution adopted at the AGC.


16.0 – PROCEDURES GOVERNING ELECTIONS

16.1
The following procedures governing deliberations shall be observed and enforced.
(a) Nomination of candidates must be forwarded to the Executive Committee thirty (30) days prior to the start of the AGC. The Secretary shall make known to all members, the deadline for the nomination of officers.

(b) Following the resolutions and constitution session of the first business session, a nominations report be presented by the President outlining which executive position is up for nomination and the names of those nominated for each position. If no one is nominated for any of the executive board positions, the floor will be open for nominations.

(c) No member who is absent from the annual meeting shall be nominated, unless such nomination is accompanied by a written statement of consent to serve, on the part of the absent member.

(d) All candidates have the right to request and designate a member of the Association as an observer at the polls and the counting of the ballots.

(e) The Presiding Officer of the AGC shall have charge of the election.

(f) Proxy voting for officers shall not be allowed.

(g) All voting for officers shall be by secret ballot.

(h) On voting for officers, each Member  in attendance shall have one vote and shall be cast by them alone.  However, any member shall have the right to speak on any nomination from the floor.

(i) In the event of a tie vote, a second ballot will be cast, and if this ballot is still tied, then the tie will be broken by a random draw conducted by one of the scrutineers.
(j) All other decisions shall be decided by the majority of members in attendance at the AGM.

(k) The installation of the officers shall take place at the annual general conference banquet, unless otherwise provided for by the Executive Board.


17.0 – AUDIT – FINANCIAL STATEMENT

17.1
At least every second year, upon the election of a new Treasurer, the accounts of the Association shall be examined, and the correctness of the balance sheet ascertained, by one or more properly qualified auditor or auditors.

17.2
A written financial statement is to be provided to members at the AGC during the opening business session, at which time the Treasurer will give a verbal report of same and time allowed for questions from the floor regarding the financial report. The financial report shall be accepted by way of motion (mover and seconder) and a vote by way of show of hands.

17.3
A copy of the financial report is to be attached to the annual AGC report as per section 3.3.

ARTICLE 18 – EXPULSION

18.1
Any Member shall be liable to be expelled from the Association for misconduct or conduct unbecoming a member by two-thirds vote of the Board.





ARTICLE 19 – DISSOLUTION OF THE ASSOCIATION

19.1
The Association shall be dissolved with the passing of a resolution at a meeting of the general membership.

19.2
If upon the dissolution of the Association there remains, after the satisfaction of all its debts and liabilities, any property whatsoever, the same shall be paid to or distributed among the active Member Services of the Association once a fee amount is decided upon and being charged. ( no fee required upon commencement of association, however can change once agreed upon and voted in by officers)

20.0 – RECORD OF CONSTITUTIONAL CHANGES

Date of Change Section (s) Sponsored By