Weld County Dental Society BYLAWS

ARTICLE  I

Membership

Section  1.       Membership in this Society shall be composed of dentists duly elected thereto, whose qualifications, privileges and responsibilities are set forth in the succeeding sections.

Section  2.A.      An active member shall be a dentist who is licensed to practice dentistry (or licensed to practice medicine, provided the physician has a D.D.S. or D.M.D. or equivalent dental degree) in Colorado and shall be a member in good standing as defined by the Bylaws.  The member shall be either actively practicing dentistry, or resident, within the area assigned to this Society by the House of Delegates of the Colorado Dental Association (currently the area of Weld County).  They shall be fully entitled to all privileges and benefits of the Society.

  B.     “Good standing” is defined by this Society as meeting and complying with the ethical and legal requirements of the American Dental Association, the Colorado Dental Association and the Colorado State Board of Dental Examiners, and full payment (unless exempted) of all dues and financial obligations for the current year.

Section 3.       Life members, either Active or Retired, or other designated Life Member category,  shall be those members as defined by the American Dental Association and the Colorado Dental Association, and shall be accorded similar status in this Society.  They shall be entitled to all privileges enjoyed by active members, including the right to vote and hold office.  Appropriate dues payments shall be determined by the American Dental Association, the Colorado Dental Association and this Society.

Section  4.       Applications for active membership, including the appropriate dues, shall be processed by the Colorado Dental Association and referred to this Society.  Prospective members shall be voted upon at a regularly scheduled meeting of this Society, by any voting method approved by this Society, with a two-thirds affirmative vote of those members present being necessary for approval.  

Section  5.       All members of this Society shall be responsible for the payment of appropriate dues as determined by this Society, the American Dental Association and the Colorado Dental Association.  Payment shall be made annually to the Colorado Dental Association at a time as determined by the House of Delegates of the Colorado Dental Association.   Expenditure of these dues shall be for the promotion of the Society and the benefit of its members.

Section  6.       Certain persons may be designated as honorary members of this Society, but said persons shall have no administrative or voting powers.

ARTICLE  II

Ethics and Discipline

The professional conduct of every member of this Society shall be governed by the Dental Practice Law of Colorado, the American Dental Association Principles of Ethics and Code of Professional Conduct , or their successor documents.  Any violation of ethical practice or professional conduct shall be filed with the Colorado Dental Association for appropriate action. 

ARTICLE  III

Officers and Their Duties

Section  1.       The elected officers of this Society shall consist of a President, President-Elect and Secretary-Treasurer, as well as the Trustee to the Colorado Dental Association for this component society.  These shall constitute the Board of Directors of the Society.  When there are additional volunteers willing to serve as additional elected officers they shall serve as Board members-at-large and/or the position of Secretary-Treasurer shall be divided between two members.  The size of the Board of Directors shall not exceed eight, unless agreed to by the members of the Society, by a two-thirds majority vote.   

Subsection 1.     The Board of Directors shall transact all business affairs of the Society, approve payment of all bills incident to the management of the Society and perform such other duties as necessary to promote the harmonious operation and function of the Society.  Expenditures in excess of $1000 (one thousand dollars) shall require approval of the general membership.

Subsection 2.     The regular meetings of the Board of Directors shall be in a number, and at a time, as determined by the President.  There shall be at a minimum, three (3) such meetings per administrative year.  

Subsection 3.     Two members of the Board of Directors shall constitute a quorum.

Subsection 4.     Closed general membership meetings of the active membership may be ordered by the Board of Directors, at which time no guests will attend.

Subsection 5.     The Society may at any time assume jurisdiction over all matters coming under the authority of the Board of Directors, by means of a two-thirds vote of the general membership present for a meeting. 

Section  2.       The President shall supervise and direct the business of the Society; serve as Chair of the Board of Directors and chair all meetings of the Society.  The President shall appoint members to any committees as are deemed necessary for the proper functioning of the Society.  The President shall cast the deciding vote in case of a tie in all elections except that of officers to the Board.  The President shall have the authority to call for special sessions of the General Membership of the Society or the Board of Directors, when it is deemed necessary.

Section  3.       It shall be the duty of the President-Elect to act in the absence of the President; succeed to the office of President at the conclusion of the President’s term in office, in case of removal, resignation, or death; and to assist the President as requested.

Section  4.       The Secretary-Treasurer shall carry on all correspondence of the Society and record the minutes of all General Membership and Board meetings.  All minutes will be available for distribution to any member who so requests to see them.  The Secretary-Treasurer shall notify the State Association of the election and appointment of all Society officers and representatives.  The Secretary-Treasurer shall notify the Colorado Dental Association Secretary of the names of the delegates from the Society to the House of Delegates in the time frame prescribed by the Bylaws of the Colorado Dental Association.     

Section  5.       The Secretary-Treasurer shall keep a record of all financial proceedings of the Society, maintaining up-to-date records of receipts and disbursements for the Society’s checking account and savings account, as well as any other accounts that may be the property of the Society.  The Secretary-Treasurer shall receive all monies due the Society and pay all accounts owed to others.  If requested by the membership, a budget shall be produced for Society membership approval.   

Section  6.       Board of Directors members-at-large, when present as members of the Board, shall be charged with specific duties by the President.

Section  7.       The officers mentioned in the preceding sections shall serve for the administrative year for this Society (May to end of May) or until the election and installation of their successors.   

Section  8.       As necessary, the President will determine responsibility for sending any copy for publication, regarding activities of this Society, or any other information required, to the Editor of the CDA Journal.

Section  9.       This Society’s Delegates to the Colorado Dental Association House of Delegates shall represent the Society by exercising their best judgment coming before that body, or, when so instructed, shall support the view of this Society on a particular matter.

The number of said Delegates allowed this Society is determined by Chapter IV Section 1 Paragraph B of the 2013 (as amended) Constitution and Bylaws of the Colorado Dental Association, or their successor documents.  The number of Alternate Delegates shall be no more than the number of Delegates allowed to this Society.  Alternate Delegates shall function as replacements for any Delegate unable to serve for their complete term.  Qualifications for these positions are determined by Chapter IV Section 2 Paragraph A of the 2013 (as amended) Constitution and Bylaws of the Colorado Dental Association.

The Delegates and Alternate Delegates shall be nominated and elected by the voting members of this Society for a term of one (1) year.

Section  10.  The Trustee and Alternate Trustee must be members in good standing of the Colorado Dental Association and of this Society.

The Trustee to the Colorado Dental Association is also a member of the Board of Directors of this Society.  The Trustee’s term of office and number of terms shall be determined by the Bylaws of the Colorado Dental Association.  Any vacancy in the office of Trustee will be assumed by the Alternate Trustee until such time as an election for Trustee can be accomplished.

ARTICLE IV

Elections

Section  1.       Nomination and election of candidates for the positions of President-Elect, Secretary-Treasurer (or Secretary and Treasurer, as needed) and Board Members-at-large shall be held at the final general membership meeting of the administrative year.

Section  2.       Nomination and election of candidates for the position of Trustee to the Colorado Dental Association shall be held at the final general membership meeting of the administrative year in those years that the Trustee’s term is completed. 

Section  3.       Nomination and election of candidates for Delegate and Alternate Delegate to the Colorado Dental Association House of Delegates shall be held at a general membership meeting  in advance of the date at which these Delegates have to be reported to the Colorado Dental Association.

Section  4.       If multiple candidates are nominated for any position on the Board of Directors of this Society, and no candidate receives a majority of the votes cast on the first ballot, then only the top two (2) candidates receiving the highest vote totals, shall be engaged in a second ballot.  

Section  5.       If multiple candidates are nominated for the position of Trustee from this Society and no candidate receives a majority of the votes cast on the first ballot, then only the top two (2) candidates receiving the highest vote totals, shall be engaged in a second ballot. 

Section   6.       In the election of officers, the President shall be entitled to a ballot, and in case of a tie vote, shall NOT be required to cast a deciding vote.  

Section  7.       The newly elected Board of Directors shall be installed at the first general membership meeting of the Society after the completion of the Colorado Dental Association House of Delegates, or no later than the October general membership meeting.  

Section  8.       Should a vacancy occur in the office of the President, the President-Elect  shall immediately succeed to that position and its responsibilities for the remainder of that term and the completion of the next full President’s term.

Section  9.       All other partial term vacancies to elected office shall be filled by nomination and election at the next available general membership meeting.

Section 10.       Electronic balloting may be used in lieu of balloting at a general membership meeting in order to expedite replacement of an officer, for the good of the Society.   

Section 11.      The general membership may remove any elected officer from office by means of a two-thirds (2/3) majority vote at any general membership meeting of the Society.  

ARTICLE V

Committees

Section  1.       Program Committee:  The Program Committee shall be composed of those members of the Board of Directors appointed by the President to be responsible for arranging any scientific or educational programs for general membership meetings, or any special seminar presentations.

Section  2.  Nominating Committee:  Nominations for elected positions shall be made directly by the membership at large.  If a special committee is deemed necessary, it shall consist of two (2) or three (3) of the immediate past presidents and the Trustee.  Nominee names shall be presented to the general membership at the appropriate general membership meeting for voting.

Section  3.       Constitution and Bylaws Committee:  This committee, when necessary, shall consist of one past President of the Society.  The committee shall receive and study any proposed amendments to the Constitution and Bylaws of the Weld County Dental Society and report its findings to the Society for their consideration and disposition.  

Section  4.       Dental Health Committee:  The committee shall consist of the entire Board of Directors of the Society.  It shall be the duty of this committee to study and make recommendations to the Society concerning plans or programs to promote the dental health of the public; to assume the responsibility for organizing the Society’s participation in such dental health programs as National Children’s Dental Health Month, Give Kids A Smile day programs, health and science fairs and any similar programs as approved by the Society.  The committee shall also insure participation of the Society when requested in any approved dental health education program. 

Section  5.       Peer Review Committee:  The committee shall be chaired by a member appointed by the President and consist of a minimum of six dentists, including general dentists and specialists.  Additional members shall be recruited to serve if a specialty area requires additional specialists to allow for a minimum of three (3) peer dentists to review a specific case.  The Peer Review Manual of the Colorado Dental Association shall be the guide for proceedings in all peer review matters brought to the attention of the Society.

Section  6.       Committee Reports:  It shall be the duty of each committee to make periodic reports to the Board of Directors and the Society at large, as often as it is deemed necessary by either of these bodies. 

Section  7.       By action of the Society, at the President’s discretion, the President may appoint special committees of a suitable size to consider and make recommendations to the Society on any matters deemed of sufficient importance to merit such attention. 

ARTICLE VI

Meetings

Section  1.       The annual business meeting and election of officers shall be held the first Monday of April of each year; the day hour and place being fixed by the Program Committee and due notice given to the membership.  Two (2) weeks will be considered due notice.  The newly elected Board of Directors shall be installed at the first general membership meeting held after the Colorado Dental Association House of Delegates meeting, or no later than October.

Subsection 1.     The Order of Business at each annual meeting shall include:

Call to Order

Reading and Approval of Minutes

Reports of Officers and Committees

Unfinished Business

New Business

Program

Election of Officers

Adjournment 

Section  2.        General membership meetings shall be held on the first Monday of the month, or other date deemed to be more appropriate for the Society, at a time to be determined and in a quantity to be determined by the Board of Directors.  Social and/or scientific sessions may be deemed appropriate for these meetings.  A minimum of three (3) meetings shall be required for any administrative year.

Section  3.       Board of Directors shall meet a minimum of three (3) times per administrative year for the purpose of setting the agenda for the general membership meetings, at a time and place to be determined by the President of the Society.    

Section  4.       Special sessions to consider emergent matters may be called by the Board of Directors at their discretion, due notice of time, place and purpose being given the membership.  These meetings may be held electronically, unless a minimum of fifteen (15) members object, in which case a regular (in-person) meeting shall be scheduled.

Section  5.       Fifteen (15) members shall constitute a quorum for the transaction of business at any general membership meeting.     

ARTICLE VII

Rules of Order

The rules contained in the latest published edition of “Robert’s Rules of Order” shall govern the deliberations of this Society in all cases in which they are applicable and not in conflict with these Bylaws.

ARTICLE VIII

Amendments

These Bylaws may be amended by a two-thirds (2/3) majority vote of the general membership present at any meeting, provided that such amendment(s) have been presented in writing to the Board of Directors at least thirty (30) days prior to the vote.

ARTICLE IX

Enactment

These Bylaws, amended this          day of                        , 2017, shall be deemed a complete revision of, and shall supersede, all existing regulations.