Bylaws:

ARTICLE I

NAME

The name of this association shall be the Ohio Association of Occupational Health Nurses (OAOHN), Inc., a chapter of the American Association of Occupational Health Nurses, (AAOHN), Inc.

ARTICLE II

PURPOSE

The purposes of OAOHN are to:

1. constitute the state professional association of registered nurses engaged in the practice of occupational and environmental health nursing;

2. promote and/or provide continuing education in occupational and environmental health nursng;

3. maintain the integrity and character of the nursing profession;

4. promote scope of practice and standards for occupational and environmental health nurses;

5. provide a forum for networking and discussion of issues of the field of occupational and environmental health nursing;

6. promote health and safety of workers and communities and support occupational and environmental health nursing practice through monitoring and influencing state legislation and regulations;

7. promote occupational and environmental nursing through public relations activities;

8. provide opportunities to develop chapter leadership skills; and

9. do within the limits of the law all things necessary, proper, incidental, suitable, useful and conductive to complete accomplishments of the foregoing purposes.

ARTICLE III

MEMBERSHIP

Section 1. CLASSES OF MEMBERSHIP

A. Active

1. A registered professional nurse currently employed in occupational and environmental health.

2. An active member whose employment status changes may maintain active membership for the remainder of that membership year and one additional consecutive year.

3. An active member may apply for inactive status if the member has temporarily left the field of occupational and environmental health nursing due to hardship.

4. Inactive status must be renewed annually and may be maintained for a maximum of three years.

B. Retired

A member retired from occupational and environmental health.

C. Affiliate

1. A registered professional nurse not eligible for active status, but interested in the field of occupational and environmental health and the purposes of AAOHN.

2. Others, not eligible for active status, but practicing in the field of occupational and environmental health and interested in the purposes of AAOHN.

D. Student

1. A registered professional nurse enrolled as a student in a program of study related to occupational and environmental health.

2. A student in a professional nursing program with interest in occupational and environmental health.

3. This category of membership must be renewed annually.

E. Life

Life membership shall be conferred upon OAOHN past presidents at the completion of their terms of office.

F. Honorary

Honorary membership may be conferred upon an individual selected by the Board of Directors for outstanding service to OAOHN and/or the profession of occupational and environmental health nursing. A two-thirds vote of the Board of Directors shall be required for confirmation of Honorary Membership.

G. Corporate/Business

Those organizations who desire to support the goals of the Association and who are not eligible for any other class of membership.

Section 2. RIGHTS AND PRIVILEGES

A. Active members and life members shall have all rights and privileges of membership.

B. Members in all other classes may serve on committees. They may attend membership meetings and participate in debate, but shall not vote.

C. Honorary and life members shall not pay state chapter dues.

Section 3. APPLICATIONS FOR MEMBERSHIP

Membership shall be granted by AAOHN. A written application submitted to the national office is required for all classes of membership, except honorary and life.

A. State chapters shall have thirty (30) days to challenge a member.

B. If a member’s application is challenged, there shall be automatic review by the AAOHN Membership Committee.

C. Final approval of applications for membership shall be within the sole and absolute discretion of the AAOHN Board of Directors.

Section 4. DUES

A. Annual dues are payable January 1st.

B. Each member shall send the annual dues of AAOHN and OAOHN to the national office.

C. New members joining after June 30th shall pay half a year’s National dues and full local, state, and regional dues for the balance of the first calendar year of membership; and

D. A change in the state dues for any class of membership shall, upon recommendations of the Board of Directors, be submitted to the members at a regular or special meeting. Notice of such recommendation shall be sent to each member with the call to the meeting. Approval shall be by a two-thirds (2/3) vote.

Section 5. FORFEITURE OF MEMBERSHIP

Membership shall be automatically terminated;

A. For not meeting membership criteria; or

B. For non-payment of dues.

Section 6. DISCIPLINARY ACTIONS

A. The Board of Directors may censure, suspend, expel, or otherwise discipline any member of OAOHN for violation of the Code of Ethics, the purposes of OAOHN, these bylaws, or any other causes deemed sufficient by the Board of Directors.

B. Disciplinary Action

1. The member shall receive 30 days prior notice of proposed expulsion, suspension, or termination and the reasons therefore sent by certified mail.

2. The member shall have an opportunity to be heard, orally or in writing, not less than five days before the effective date of action, by the Board of Directors.

3. Any disciplinary action shall require a two-thirds vote of the Board of Directors.

Section 7. REINSTATEMENT

A. A former member who forfeited membership for non-payment of dues may be reinstated:

1. During the year of forfeiture by payment of current dues;

2. After the year of forfeiture, by application as a new member and payment of current dues.

B. A former member who forfeited membership for any other reason may apply as a new member, pay the current dues, and meet the requirements then in force.

Section 8. ACCESS TO RECORDS

Consistent with legal requirements, a member may inspect the books and records of OAOHN for any proper purpose upon reasonable notice.

ARTICLE IV

BOARD OF DIRECTORS

Section 1. COMPOSITION

The Board of Directors shall be comprised of the elected Officers and elected Directors. The Past President, Executive Director, and designated appointees are ex-officio members without voting privileges.

Section 2. DUTIES

The duties of the Board of Directors shall be to:

A. Establish the mission, goals, and planning strategies of OAOHN;

B. Transact the general business and affairs of OAOHN not otherwise provided in these bylaws;

C. Adopt an annual budget;

D. Determine the time and place of the OAOHN and Board of Directors meetings and Semi-Annual Conferences;

E. Set membership dues and fees for conferences;

F. Appoint an Executive Director;

G. Adopt the necessary standing rules and policies to implement the bylaws;

H. Provide for an independent review by, an external party, of the records and books of the association; and

I. Fill any vacancy, except that of President, by ballot vote.

Section 3. MEETINGS

A. Regular meetings of the Board of Directors shall be held at least two (2) times yearly.

B. Notices: Notices of all regular meetings of the Board of Directors shall be mailed at least thirty (30) days prior to the date of the meeting.

C. Special Meetings of the Board of Directors:

1. May be called by the President;

2. Shall be called by the President upon written request of a stated number the Board of Directors;

3. May be held with at least twenty-four (24) hours prior notice.

D. Meetings may be conducted through the use of any means of communication by which any or all Directors participating may simultaneously hear each other during the meeting. A Director participating in a meeting by this means is deemed to be present in person at the meeting. A report of any action taken shall be verified and made a part of the minutes of the next Board of Directors meeting.

E. Quorum: Ten (10) members of the Board of Directors, including the President or the Vice President, and one (1) other officer, shall constitute a quorum at any meeting of the Board of Directors.

Section 4. OFFICERS

A. The officers shall be the President, Vice President, Corresponding Secretary, Recording Secretary and Treasurer.

B. Qualifications: To be eligible for election, candidates must be active members. Candidates for President and Vice President must serve a minimum of (2) years as an elected or appointed member of OAOHN’s Board of Directors or as an elected or appointed member of AAOHN’s Board of Directors within the preceding six (6) years.

C. Duties: The duties shall be such as are implied by the respective titles except as otherwise stated in these bylaws and more specifically shall include the following:

1. The President shall;

a. be the chief elected officer and official representative of OAOHN;

b. perform duties as set down in the bylaws or standing rules adopted by the Board of Directors;

c. appoint, subject to the approval of the Board of Directors, standing and ad hoc committees;

d. appoint special representatives;

e. submit to the AAOHN office written reports as requested by AAOHN; and

f. notify AAOHN in writing of the election or change in officers within 30 days.

2. The Vice President shall:

a. in the absence of the President, assume the duties of the President;

b. assume other duties assigned by the bylaws, standing rules, or Board of Directors;

c. succeed to the office of President for the unexpired term in the event of a vacancy in that office.

3. The Recording Secretary shall be responsible for the preparations of the minutes for all meetings of the Board of Directors and the Annual Session.

4. The Corresponding Secretary shall:

a. conduct, under the direction of the President, the general correspondence of the Board of Directors;

b. notify all officers of their election and all committee members of their appointment;

c. maintain a file with all members’ home addresses and places of employment.

5. The Treasurer shall

a. be the Chairman of the Finance Committee;

b. monitor the financial performance of OAOHN and submit a written report of the financial standing of OAOHN at the Board of Directors meetings;

c. submit the books and records for an annual independent review, by an external party, appointed by the board of Directors; and

d. submit an annual financial report to the annual meeting

Section 5. DIRECTORS

There shall be (10) Directors.

Section 6. TERM OF OFFICE

A. The term of office for Officers shall be two (2) years or until a successor has been elected assumes office.

B. An officer shall be eligible for re-election to the same office for one (1) successive term, except the eligibility of the Treasurer shall not be limited.

C. The term of office for Directors shall be two (2) years or until their successors have been elected and assume office.

D. The Board of Directors shall assume office on July 1st, following the conference at which they were declared elected, with the exception that the newly elected President shall preside at a meeting for the purpose of approving appointments and filling any vacancies on the Board of Directors.

E. No member of the Board of Directors may serve more than two (2) consecutive terms in the same office or as a Director.

F. Any part of a term in excess of twelve (12) months for Officer or Director shall be considered a term in deciding eligibility for election or re-election.

G. The absence of any member of the Board of Directors from more than two (2) consecutive meetings of the Board of Directors without sufficient reason, as determined by the majority of the entire Board, shall be considered a resignation from the elected office.

Section 7. VACANCY IN OFFICE

A. A vacancy in the office of President shall be filled by the Vice President.

B. A vacancy in the office of Vice President, Secretary or Treasurer shall be filled by the Board of Directors with election by ballot vote. The nominee(s) shall be current members of the Board of Directors.

C. A vacancy in the office of Director shall be filled by the candidate from the same constituency who received the next highest number of votes in the most recent election. If there is no candidate eligible in accordance with this provision the vacancy shall be filled by an appointee of the local constituency where the vacancy had occurred.

ARTICLE V

NOMINATIONS AND ELECTIONS

Section 1 NOMINATIONS AND ELECTIONS

Nominations and elections shall be conducted according to policies and procedures established by the Board of Directors.

A. The Nominating Committee shall be comprised of five (5) members elected by OAOHN members. No two (2) members shall be from the same constituency and members of the OAOHN Board of Directors shall not be eligible to serve on the committee.

B. The Chairman shall be the member who receives the highest number of votes.

C. Members shall serve two (2) years or until their successors are elected and shall not be eligible for immediate re-election.

D. Should a member of the Nominating Committee become a nominee for office, that person shall resign from the Nominating Committee.

E. A vacancy on the Nominating Committee shall be filled by:

1. the candidate who received the next highest number of votes in the most recent election;

2. if there is no candidate eligible in accordance with this provision, the vacancy shall be filled by a ballot vote of the Board of Directors.

F. In the event there are no qualified nominees submitted, the Nominating Committee shall secure nominees as necessary.

G. All rejected nominees shall have the right of appeal to the Nominating Committee.

Section 2. BALLOT

A. Names of all qualified nominees shall be placed on the ballot.

B. No member shall be a candidate for more than one (1) position.

C. In the event that a member is nominated and qualifies for more than one (1) position, the member shall select a position.

Section 3. DUTIES

A. Each year, the Nominating Committee shall notify each local constituent association of the list of Officers and Nominating Committee Members then serving and whose term of office will expire. The committee shall specify which officers are eligible for re-election.

B. The committee shall request that members and/or local constituent associations recommend the names of candidates for elective positions.

C. The Committee shall consider the qualifications of all candidates proposed and shall select nominees for each office and vacancies on the committee on nominations to be filled.

D. The consent of all persons whose name appears on the ballot shall be secured,

E. A ballot shall be prepared with the placement of names chosen by lot (as opposed to alphabetically).

Preparation of the Ballot

1. In the even numbered calendar years, the ballot shall contain nominees for the following offices:

a. President,

b. Corresponding Secretary,

c. Treasurer,

d. One Director from each local chapter,

e. At least five (5) nominees for the Nominating Committee.

2. In odd numbered calendar years, the ballot shall contain nominees for the following offices:

a. Vice President

b. Recording Secretary

ARTICLE VI

MEETINGS

Section 1. ANNUAL SESSION

There shall be an annual meeting.

A. Cancellation of the Annual Session: In the event of an emergency, the Board of Directors by two-thirds vote may cancel the Annual Session.

B. All members shall be notified by mail of the cancellation and the results of the election.

Section 2. SPECIAL MEETINGS

Special meetings may be called by the:

A. President; and,

B. Shall be called by the President upon written request of at least two-thirds of the Board of Directors.

Section 3. NOTICES

Notices of all meetings of the membership shall be mailed at least thirty (30) days before the date of the meeting.

Section 4. QUORUM

At all meetings of the membership twenty-five (25) active members; including two (2) officers, one of whom shall be the President or the Vice President and members from at least (7) local constituent associations, shall constitute a quorum. The only matters which may be voted on are those matters described in the notice of the meeting. New business may only be introduced if twenty percent or more of the voting members are present and approve the introduction of a new subject.

Section 5. OFFICIAL RECORDS

An official record of the meetings will be made.

ARTICLE VII

COMMITTEES

Section 1. STANDING COMMITTEES

The standing committees shall be Bylaws, Finance, Governmental Affairs, Public Affairs, Nominating Committee and other such standing committees established by the Board of Directors as deemed necessary.

A. Detailed duties and procedures shall be set down in the standing rules or policies and procedures.

Section 2. AD HOC COMMITTEES

There may be Ad Hoc committees as authorized by the general membership or Board of Directors.

Section 3. EX-OFFICIO MEMBERS

The President shall be an ex-officio member of all committees, except the Nominating Committee.

Section 4. QUORUM

The quorum for any committee shall be a majority of the committee.

ARTICLE VIII

OFFICIAL OAOHN LOGO

The official OAOHN logo may be used or changed only upon approval of the Board of Directors.

ARTICLE IX

PARLIAMENTARY AUTHORITY

Robert’s Rules of Order Newly Revised shall govern the proceedings of this chapter, in all cases not provided for in these bylaws or in the standing rules or policies.

ARTICLE X

INDEMNIFICATION

The Association shall indemnify and save harmless Directors, Officers, employees, and agents to the maximum extent possible under the laws of the State of Ohio. The provisions of Ohio Nonprofit Corporation Code as this statute presently exists, or any corresponding sections of any future amended code, are incorporated by reference into these bylaws.

ARTICLE XI

AMENDMENTS

Section 1.

These bylaws may be amended, in whole or in part, at any regular or special meeting of the membership, by two-thirds (2/3) vote of the members presented voting, provided the proposed amendments shall have been approved by the Board of Directors and mailed to each active member with the notice of the regular or special meeting. No bylaws shall be effective until approved by the Board of Directors of the American Association of Occupational Health Nurses (AAOHN), Inc.

Section 2.

These Bylaws may be amended at any regular or special meeting of the membership without previous notice by ninety-nine (99) percent vote of all members present and voting, provided the proposed amendments shall have been approved by the Board of directors.

Any amendment to the National AAOHN bylaws adopted at any or special meeting which directly relates to the business of OAOHN shall automatically and immediately effect the necessary amendments to the bylaws of this chapter.

Date: 3/06