Chapter Bylaws

ARTICLE l—NAME, PURPOSE AND GOALS

Section 1.  Name

The name of this organization shall be the Greater Salt Lake Chapter of the Association of Clinical Research Professionals (“the Chapter”), a Chapter of the Association of Clinical Research Professionals, Inc.

Section 2. Purpose and Structure
The purpose of the Chapter shall be to:

1. Provide a means for professional interaction and continuing education, problem solving, and discussion of professional issues among local ACRP members.
2. Increase the opportunities for member participation in ACRP activities.
3. Supply a readily accessible mechanism for regional program development.
4. Create a network to rapidly gain member feedback on issues of concern to ACRP committees and the Association Board of Trustees.
5. Provide a locally effective membership recruitment mechanism.
6. Deliver improved access to ACRP resources, including certification.

Structure:

1. The Chapter must have a minimum of 10 active members. Only members of ACRP, Inc. may be Chapter members, although nonmembers may be guests at chapter meetings.
2. A primary goal is to increase the opportunities for member participation in ACRP activities.
3. The Greater Salt Lake Chapter will represent those members from Utah and bordering states who wish to join this local chapter and pay dues.
4. This Chapter will adhere to the ACRP, Inc. Bylaws including the restriction that no substantial part of the Chapter activities shall be the carrying on of propaganda or otherwise attempting to influence legislation and shall not participate in, or intervene in (including the publishing or distribution of statements), of any campaign on behalf of, or in opposition to, any candidate for public office.

ARTICLE ll—MEMBERSHIP

Section 1.  Chapter

Membership is open to individuals interested in the goals and objectives of ACRP, Inc. regardless of race, creed, gender, color, religion, age, disability or national origin. Active members are those individuals, as defined in the ACRP, Inc. Bylaws, who fulfill the obligation to pay annual membership dues as established by ACRP, Inc. and the Greater Salt Lake Chapter of ACRP.

Section 2.  Application

Application for membership shall be made through ACRP, Inc. and shall include selection of the Greater Salt Lake Chapter.

ARTICLE lll—GOVERNANCE

Section 1.  Voting Members

All active members of the Greater Salt Lake Chapter of ACRP shall be voting members of the Chapter and may hold office and chair committees.

Section 2.  Officers and Board of Directors

All Chapter officers shall be members of ACRP, Inc. and the Greater Salt Lake Chapter of ACRP. The officers shall consist of a President, President Elect, Secretary, and Treasurer, who shall also serve as the Board of Directors of the corporation. The Board of Directors will be composed of the elected officers and the respective committee chairman of each committee. Committee Chairs shall be voting members of the Board.  The President shall appoint, as needed, additional directors of the corporation as may be required by law. The term of office shall be for 2 years. The President-Elect shall move successively to the Office of President on January 1 of the year following completion of a 2-year term by the President. Past officers shall retain ex officio status on the Chapter Board of Directors for as long as they remain active members and are willing to serve.

Section 3.  Elections

Elections shall occur during the fourth quarter of every other calendar year. No less than fourteen (14) days prior to the election, the Chapter Nominations Committee or the Board of Directors shall present via mail, or at a regularly scheduled meeting of the active membership, at least 1-2 candidates for each elective office. In addition, other nominations from any active member may be made by fax, e-mail, or mail to the Nominations Committee, or from the floor at any regularly scheduled meeting of the active membership, not less than fourteen (14) days prior to the annual election. Elections will take place by secret ballot at a regularly scheduled meeting of the active membership or via email if elections occur outside of a regularly scheduled meeting. Active members who cannot be in attendance may leave a written proxy vote with the President or submit their vote by email. Any proxy shall be executed in writing by the member or his /her duly authorized attorney in fact. No proxy shall be valid after thirty (30) days from the date of its execution. Ballots will be tallied by at least two members of the Nominations Committee or the Board of Directors and certified accurate by the President. The candidate receiving the largest number of votes shall be declared the winner. The voting results shall be forwarded to the ACRP Headquarters within thirty (30) days of the tally. 

Section 4.  Duties of Officers

1. President – The President shall be the chief elected officer. The President shall preside at all regular and special meetings. The President shall have the right to call special meetings of the active membership, upon at least seven (7) days written notice to each member. Within thirty (30) days of taking office, the President shall appoint all committee chairperson members and provide written charges to all standing ad hoc committees. The President may appoint additional committees throughout the year as needed. The President shall be an ex-officio member of all committees.
2. President-Elect – The President-Elect shall work with the President in all aspects of the position. To prepare for assuming the office of President, the President-Elect shall preside at a minimum of one meeting during his or her term. During the temporary absence of the President, the President-Elect shall assume the duties of the President Pro Tempore. If the office of the President becomes vacant for any reason, the President-Elect shall immediately assume the office of the President. He/she shall succeed to fill his/her own elected term as President at the end of the substitution.
3. Secretary- The Secretary shall record and maintain minutes of all meetings; have charge of all papers, archives, records and property; issue all notices of meetings; maintain an up-to-date membership roster, and provide periodic reports on the activities of the organization to ACRP, Inc.
4. Treasurer- The Treasurer shall be custodian of the organization’s funds; supervise receipts and expenditures; render an annual statement to the membership on the financial condition of the organization and prepare and submit any reports required by law.

If the office of the Secretary or Treasurer should become vacant for any reason, the President shall appoint a Secretary Pro Tempore or a Treasurer Pro Tempore until the next scheduled election.

Section 5.  Board of Directors Meetings

Officers, Committee Chairs and ex officio members shall be voting members of the Board.  Chapter business will be discussed at convened Board meetings at which a quorum is present.  A quorum is defined as more than half of the voting members, which consist of the current Officers and Committee Chairs.  If ex officio members are present at a convened Board meeting, their vote counts toward the constitution of a quorum.  The Board of Directors will meet a minimum of two times per year to discuss:  approval of the budget, authorization of expenditures, approval of all educational offerings and program activities, etc. 

ARTICLE  lV.  FINANCES

Section 1. Funds

Funds may be derived from an annual rebate from the Association of Clinical Research Professionals, Inc.  (ACRP). The amount of this rebate shall be determined by ACRP, Inc. Additional funds may also be derived from dues collected from each active member, income from educational programs and grants from sponsors, CROs or others.

Section 2.  Fiscal Year

The fiscal year shall begin on the first day of January and end on the last day of December of each year.

Section 3.  Dues

Annual Chapter dues will be required of all active members. The amount may be changed as needed and decided upon by the Board of Directors. Dues shall be payable according the ACRP, Inc. renewal notification. Any member delinquent in his/her dues may be removed from the membership rolls.

Section 4.  Loans
No loans shall be contracted on behalf of the organization and no evidence of indebtedness shall be issued in its name unless authorized by a two-thirds majority vote of the active membership.

Section 5.  Authority
The active membership, by majority vote of those present at any regular or special meeting, must approve any project requiring the expenditure of funds in excess of $300.  The Board of Directors will have the ability to make decisions regarding the budget and other necessary authorizations as needed, i.e. dues, meeting planning, etc.

Section 6.  Annual Budget
The Treasurer should prepare an annual budget, which must be approved by the Board.  Regular updates on expenditures will be provided at chapter Board meetings.

ARTICLE V.  MEETINGS                                                

Section 1. 
At least two meetings (with educational program if possible) shall be held per year for the general membership of the Chapter.

ARTICLE Vl.  COMMITTEES

Section 1.  Committees
Standing and ad hoc committees shall function in an advisory capacity to the President, President-Elect, Secretary, Treasurer, and membership. Committees may develop and implement programs and policies authorized by the active membership and/or the Board of Directors.  Committees shall not independently contact other organizations nor secure or attempt to secure funds from outside sources without prior approval of the President.

Committee chairpersons shall report on their activities at least annually and at such other times as directed by the President. The members of all standing committees shall hold office until relieved by their successors. All committee chairpersons shall prepare an annual written report summarizing their respective committee’s activities during their term in office.

Section 2.  Standing Committees

Each committee shall be comprised of a minimum of two persons. Each committee is responsible for electing a committee Chairperson. Efforts should be made to elect a chairperson that does not hold a position as an elected officer. In cases where the committee does not appoint a Chairperson, the President shall then appoint a Chairperson. Each respective committee Chairperson shall provide an update to the President as necessary. The following committees may or may not be active in this Chapter, depending upon the numbers of active members willing to participate on a committee:

1. Nominations Committee- The Nominations Committee shall be composed of the President and two members, other than the members of the Board of Directors, appointed from the active membership. The President shall chair the Nominations Committee. The Nominations Committee is responsible for reviewing the credentials of interested members and preparing a final slate of candidates for all elective offices.
2. Membership Committee- The Membership Committee will conduct an ongoing recruitment effort that actively identifies potential new members and recruits them into ACRP, Inc. and the Chapter. A summary of the effects of these efforts will be submitted to the President along with a membership roster with the Chapter’s annual report.
3. Publications Committee- The Publications Committee may consist of two sub-committees, a Newsletter committee and a Web page committee or serve as one committee for both activities. The newsletter committee will publish a newsletter and the Web page committee will be responsible for maintaining electronic communications and the Chapter’s page on the ACRP, Inc. Web site.
4. Education Committee/Program Committee- The Education/Program Committee shall be responsible for identifying and targeting speakers for the ACRP Chapter Meetings, and for managing Chapter applications for co-sponsorship of continuing education contact hours credits. This committee shall also be responsible for confirming meeting locations, dates, times and all other pertinent meeting arrangements.
5. Bylaws Committee- The Bylaws Committee shall be responsible for reviewing the bylaws on an annual basis and revising the bylaws as necessary. Amendments to the bylaws may be considered at any meeting of the membership. Amendments may be initiated by any voting member, and shall be delivered to the Chairman of the Bylaws Committee. Within thirty (30) days thereafter, the Chairman of the Bylaws Committee shall send notice of the proposed amendment to the Board of Directors. Such notification must be sent no less than thirty (30) days prior to a meeting of the membership where such amendment is to be considered. Amendments to these bylaws shall be approved by a majority of votes cast. All revisions to the bylaws must be approved by an ACRP, Inc. membership staff member and the Chair of the Chapters Committee. and shall prevail at all meetings, except when contrary to the Bylaws.

Section 3.  Ad Hoc Committees

Ad Hoc Committees may be appointed at the discretion of the President or President-Elect. Such committees shall remain active until they have accomplished the purposes for which they were appointed, or until inauguration of the succeeding President.

ARTICLE Vll.  AFFILIATION

The Greater Salt Lake Chapter of ACRP is an affiliated Chapter of the Association of Clinical Research Professionals, Inc.  (ACRP) and as such supports and promotes the goals and objectives of ACRP, Inc. as outlined in the ACRP, Inc. Bylaws.

ARTICLE V lll.  PARLIAMENTARY PROCEDURE

As a rule, the Chapter should govern itself by consensus.

ARTICLE lX.  DISSOLUTION

Section 1.  Dissolution
In order to dissolve this organization, the President must present a resolution recommending that the organization be dissolved to the active membership. A proposal for dissolution may be considered at a regular or special meeting of the active membership only after thirty (30) days notice in writing is given to each member in good standing. The resolution to dissolve shall be             adopted upon receiving at least 80% of the votes entitled to be cast by active members present at such regular or special meeting. This organization shall not be dissolved while 20% of the members in good standing dissent.

Section 2.  Resolution

Upon adoption of the resolution for dissolution, this organization shall cease to conduct its affairs, except insofar as may be necessary for the proper completion thereof, and shall immediately cause a notice for the proposed dissolution to be mailed to each known creditor and shall proceed to collect its assets and apply and distribute them as provided in the Articles of Incorporation. All remaining monies will be transferred to the ACRP Headquarters.

Section 3. Loss of Affiliation

Continuation of Chapter Status is conditioned on meeting Chapter Affiliation requirements established by ACRP. Such requirements include the requirements to comply with the processes of the Chapter Bylaws, and the activity requirements established by ACRP. In the event the Chapter receives notice from ACRP that it has failed to meet the Chapter Affiliation requirements, it shall cease to use the ACRP name or otherwise identify itself as an ACRP Affiliate, and commence dissolution proceedings.