Bylaws: Articles VIII to XVI

Approved September 20, 2004

(For other Articles, see: Contents of the Bylaws)

ARTICLE VIII -- COMMITTEES

A. STANDING COMMITTEES

1. The Standing Committees of this Association shall be:

a. Budget & Finance Committee
b. Nominating Committee
c. Strategic Planning Committee
d. Continuing Education Committee
e. Executive Committee
f. Legislative Committee

2. MEMBERSHIP AND ELIGIBILITY.

a. Membership: Each Standing Committee shall consist of a Chairman and up to four (4) other members. Upon approval of the Board of Directors, the President may change the number of members on a committee.

b. Eligibility: All members of the committees must be active members in good standing of this Association.

3. COMMITTEES, CONSULTANTS AND ADVISORS:

a. Subcommittees: A committee may appoint subcommittees comprised of committee members, to assist in the performance of its duties.

b. Consultants, and Advisors: A committee shall have the authority to recommend consultants and advisors for appointment by the Board of Directors in conformity with rules and regulations as may be established by the Board of Directors.

4. VACANCIES AND ABSENCES:

In the event of a vacancy in the membership of any committee, the Chairperson shall appoint an active member to fill such vacancy. In the event such vacancy involves the chair of the committee, the President shall have the power to appoint an ad interim chair unless otherwise provided for in these Bylaws.

5. QUORUM:

A majority of the members of any committee shall constitute a quorum.

6. MAIL VOTES:

Through the use of unanimous written consent, any committee may take any action without convening a meeting. The consent to the action taken must be in writing, must set forth the action so taken, and must be executed by each member of the committee.

7. DUTIES:

a. Budget and Finance Committee:

i. Shall consist of the Secretary-Treasurer, who shall be Chair, and four (4) members.

ii. Shall prepare an annual budget including the estimated amounts of income and disbursements for the ensuing year.

iii. Allocate, in accordance with its best judgment, the amount of funds available to meet the various requests and present its recommendations to the Board of Directors.

iv. Consider all fiscal matters of the Association and make recommendations to the Board of Directors.

b. Nominating Committee:

Nominations for elected officers, PCSO liaisons, and directors shall be made by the Nominating Committee.

There shall be a Nominating Committee consisting of the Immediate Past President, who shall be chairperson, the three past presidents who served immediately prior to the committee chair, and the two Pacific Coast Society of Orthodontists Liaison members, who shall serve in an advisory capacity, without the right to vote.

These nominations shall be presented to the Secretary-Treasurer no later than sixty (60) days prior to the Annual Business meeting. The Nominating Committee shall recommend one candidate for each office and eligible director position, and shall notify the Secretary/Treasurer of its recommendations no later than sixty (60) days prior to the Annual Business meeting.

Additional nominations may be submitted to the Secretary/Treasurer no later than forty-five (45) days prior to the Annual Business meeting if endorsed by a minimum to thirty (30) members.

c. Strategic Planning Committee:

i. Shall consist of the President-Elect and four (4) members.

ii. Shall work to establish the CSSO as a proactive organization guided by a clear vision and plan for the future.

d. Continuing Education

i. Develop and present educational programs for the benefit of CAO members and their staff

ii. Determine an annual budget for educational programs for approval by the Board

e. Executive Committee

The Executive Committee shall be composed of four members: The President, the President-Elect, the Immediate Past President, and the Secretary/Treasurer.

This Committee shall have the power to act for the full Board of Directors in the interim between sessions of the Board, and it shall report such actions to the Board at its next meeting.

f. Legislative Committee:

i. Shall consist of an Executive Committee Member, Dental Board Liaison, Government Funded Program representative and Interdisciplinary Affairs Committee Liaison and four (4) members at large.

ii. Shall work to establish CAO as a proactive organization which provides timely position statements on public policy, and regulatory and legislative matters that reflect the organizations strategic plan and mission statement.

B. SPECIAL COMMITTEES

The President, with the consent of the Board of Directors, may appoint special committees to perform duties not otherwise assigned by these Bylaws.

The authority for the appointment of members of a Special Committee and their numbers shall be set forth in the resolution creating such committee.

No such committee shall exist for more than one (1) year unless ratified by a majority vote of the Members of the Board

ARTICLE IX -- EXECUTIVE DIRECTOR

A. EXECUTIVE DIRECTOR:

An executive director of this Association may be employed by the Board of Directors. The Board of Directors shall determine the compensation and tenure of the Executive Director.

B. DUTIES:

Duties of the Executive Director shall be determined by the Board of Directors and the performance of these duties shall be subject to the supervision of the Board of Directors.

ARTICLE X -- MEETINGS

Annual Business Meeting: The Association shall cause a meeting at least once annually of the membership of this Association.

Such meeting shall be open to all members.

The Executive Director shall notify the membership at least four (4) weeks prior to the annual meeting the time, place and anticipated program of each annual meeting.

ARTICLE XI -- FINANCES

A. FISCAL YEAR:

The fiscal year of this Association shall begin January 1st and end December 31 of each calendar year.

B. GENERAL FUND:

The Secretary-Treasurer shall deposit all funds of the Association in a bank to be approved by the Board of Directors. All bills shall be paid only by checks signed by the Executive Director and the Secretary-Treasurer or any other two officers of the Association.

C. BUDGET PREPARATION AND ADOPTION:

The proposed budget for each ensuing fiscal year shall be adopted by the Board of Directors.

D. AUDITING OF ACCOUNTS:

All accounts of this Association shall be reviewed by an independent certified public accountant at least annually, and a report of such review shall be submitted to the Board of Directors.

ARTICLE XII -- INDEMNIFICATION

This Association shall indemnify to the full extent authorized or permitted by the Corporation Law of the State of California any person made, or threatened to be made, a party to an action, suit or proceeding (whether civil, criminal, administrative or investigative) by reason of the fact that he/she is or was a Director of, officer of, employee of, or a member elected or appointed to any position of responsibility within this Association.

ARTICLE XIII -- PARLIAMENTARY AUTHORITY

The current edition of "Sturgis Standard Code of Parliamentary Procedures" shall govern this organization in all parliamentary situations that are not provided for in the law or in this Association's corporate charter, Bylaws or adopted rules.

ARTICLE XIV -- AMENDMENTS

A. PROCEDURE:

Amendments proposed in writing shall be presented to the Bylaws Committee at least 60 days prior to the voting date. After consideration by the Bylaws Committee, such proposed amendments and Bylaws Committee opinion shall be mailed to the membership at least 30 days prior to the voting date.

B. MAIL BALLOT:

An amendment having been approved by the Bylaws Committee, may be adopted by a mail ballot of two-thirds (2/3) vote of the active members voting, provided that notices stating the contemplated changes have been mailed to the membership at least (30) days prior to the voting date.

ARTICLE XV -- PRINCIPLES OF ETHICS

The Principles of Ethics of the American Association of Orthodontists shall be the principles of ethics of this Association.

ARTICLE XVI -- DISCIPLINARY PROCEEDINGS

The Disciplinary Proceedings of the American Association of Orthodontists as contained in its Bylaws and policy statements shall be the Discipline Proceedings of this Association.

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Also see: Bylaws: Table of Contents