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BYLAWS 2019 
ARTICLE I -- NAME
 Section 1.                This organization shall be known as the Wisconsin Biomedical Association (WBA).
 
ARTICLE II -- OBJECTIVES
 The purpose of the WBA shall be to advance the development and role of biomedical technology in the health care institution by:
A.                Providing a medium for the interchange of ideas and the dissemination of information among members.
B.                Encouraging and assisting in conducting regular meetings, conferences and educational programs.
C.                  Encouraging and assisting members to develop their knowledge and to increase their competence in biomedical technology.
 
ARTICLE III -- NATURE OF THE ORGANIZATION
 Section 1.                Membership
Part A.   Members of the WBA shall be individuals actively participating in biomedical technology who are members in good standing of one of the constituent regional associations (chapters) which confederate to form the WBA.
Part B.  Corporate membership in the WBA shall consist of Manufacture or companies whose primary focus is related to healthcare or biomedical services. (No regional affiliation needed)
Section 2.                Nondiscrimination
This organization or any representative of this organization will not discriminate in any manner on the basis of age, race, color, handicap, sex, creed, national origin, ancestry, sexual orientation, marital status or religion.
Section 3.                Non-Profit Status
The Wisconsin Biomedical Association is organized exclusively for educational, scientific, and charitable purposes and shall remain a not for profit organization. It shall so be conducted that its income and earnings shall accrue to the benefit of all members. If the organization disbands, any assets upon dissolution of the Wisconsin Biomedical Association will be divided up among the regional associations in proportion to the number of paid members in each regional association.

 


ARTICLE IV -- MEMBERSHIP  
 Section 1.                WBA Membership by Virtue of Chapter Membership
 Individuals become members through their membership in one of the existing regional associations (chapters), which comprise the WBA.
Groups with an interest in biomedical technology may petition to become chapters of WBA. The Board of Directors may set standards or criteria that must be met by petitioning groups before recognition as a participating chapter is conferred.
Section 2.                Membership Categories
 Part A.                 Active Membership
Active membership shall be granted to persons in the biomedical field, who are employed by a clinic, hospital, shared service organization, equipment manufacturer or government agency, and are chapter members in good standing.
Part B.                Student Membership
Part 1.               Student membership shall be granted to persons currently enrolled in a biomedical technology, biomedical engineering or clinical engineering program and who are chapter (including student chapter members) members in good standing.
Part 2.                Student members will be voting members. Student members may not hold office. Student members may be delegates.

ARTICLE V -- MEETINGS   
 Section 1.           Annual Meeting 
Part A.       An annual meeting of members shall take place during the annual conference. Date, time and location of which will be determined by the Conference Committee. 
Part B.                 A quorum of at least half the board members shall be present to conduct a board meeting.
Section 2.            Regular Meetings 
Part A.                Regular meetings of the members shall be held quarterly, at a time and place determined by the Board of Directors.
Part B.   Special meetings may be called by the Board of Directors. Thirty (30) day notice of a special meeting shall be given to all members whenever possible. 
Section 3.    Notice of Meetings
        Email or electronic notification of each meeting shall be given to each member not less than 2 weeks prior to the meeting.

    

ARTICLE VI -- OFFICERS AND BOARD OF DIRECTORS  
Section 1.                Makeup and Terms of Office for the Principal Officers
Part A.   Officers will consist of a Secretary, Treasurer and 5 members to make up the Board of Directors. Officer terms shall be for one year with no term limits.
Part B.   Two Delegates from each region shall be elected for a two-year term. Delegates are to be elected at the last spring meeting for each regional chapter. Terms of office for new delegates commence with the WBA Board of Directors meeting proceeding with the annual conference and extend through the end of the annual conference two years later. One Delegate each elected on alternating years.
Section 2.                Eligibility Requirements for Officers
Officers shall be elected from the delegates constituting the Board of Directors. When possible, the officers shall represent different chapters. All chapter nominations that have been elected by their local chapters as state delegates for the upcoming term are also eligible to be elected as an officer.
Section 3.                Time of Election of Officers and Terms of Office
Officers shall be elected at the annual conference of the WBA. The new officers shall be installed in their offices at the conclusion of the annual conference. Any officer whose (2) two-year delegate term expires during office shall continue the term of office, but not necessarily as a delegate.
Section 4.                Replacement of an Officer Unable to Continue in Office
In the event that an officer shall become unable to perform the duties of the office, the president shall appoint a member of the board of directors to serve as the acting officer until the next election.
ARTICLE VII -- DUTIES OF THE OFFICERS
Section 1.                Board of Directors
The Board of Directors shall nominate an individual to preside at all board and WBA meetings prior to their start. It shall be the Board of Directors duty to exercise general supervision over activities and welfare of the WBA.
Section 2.                Duties of the Secretary
The secretary shall issue notices of meetings, keep a roster of members, distribute the roster to all regional groups, file an annual report and perform such duties as may be requested by the president consistent with these bylaws, and with policies and other commitments of the WBA. The secretary shall attend and keep minutes of meetings. In the event of the secretary's absence from a meeting or temporary inability to perform the duties of office, the Board of Directors shall appoint a temporary secretary to carry out the functions of secretary. The secretary shall provide a copy of minutes and WBA meetings to all board members within thirty (30) days after the respective meeting.
Section 4.                Duties of the Treasurer
The treasurer shall be the custodian of the funds, books of account, and all valuable papers of the WBA. The treasurer shall keep a set of books of entry containing in detail, the financial transactions of the WBA. All receipts shall be deposited within one week of their receipt in the bank prescribed by the board of directors. The treasurer and/ Board of Directors shall have authority to sign all checks, drafts and notes drawn by the WBA. The treasurer shall prepare a balance sheet and present it at each meeting. The treasurer shall compile the rosters of all chapters as reported from the chapters for the annual membership report. The roster will list all active and student members for the coming year. The roster will be given to the secretary and a copy given to each member if such is requested.
ARTICLE VIII -- NOMINATIONS AND ELECTIONS 
 Section 1.                Nominations
Part A.   The Board of Directors shall appoint a nominations committee no later the 30 days prior to the annual meeting. The committee shall nominate one or more persons for elections of secretary, treasurer and such other persons for any office as the committee deems proper. Prior to announcing its decisions, the committee shall contact the person proposed to be nominated for an office and determine if the person is willing to run for election. The committee shall give due consideration to balanced representation among the chapters in its deliberations.
Section 2.                Elections
Part A.                The candidate with the largest number of votes will be elected for each office being filled.
Part B.   No person shall be elected to office that has not been an active member of the WBA for at least six (6) months.
Part C.   Each active member present at the election meeting will have one vote, and no member shall vote by proxy.
ARTICLE IX -- COMMITTEES
Section 1.                 WBA Committees will be formed to help in the allocation of critical duties.
Section 2.                Appointment of Committees
The Board of Directors annually, shall appoint the following committees from among the members:
1. Nominating Committee, whose duty it shall be to present nominations for elections to be held at the annual meeting.
2. Audit Committee, which shall audit the financial records of the WBA and present its findings at the annual meeting.
3. Award Committee, whose duty it shall be to solicit nominations for the Jim Kipp, Scholarship and Benefactor awards, and to present each at the annual conference to the individual most deserving according to the criteria.
4. Conference Committee, whose duty it will be to oversee all annual conference preparations and educational courses.
5. Scholarship committee, whose duty it shall be to review scholarship applications. Submit to the board an acceptable candidate for the award at annual banquet.
 6.Communication Committee, whose duty it shall be to establish accurate directory of all members.
7.Mission Committee, whose duty it shall be to explore mission opportunities for WBA members.
Section 3.                Committee Duties
All Committees shall develop goals, objectives and an annual budget and submit them to the board of directors for their approval at the first meeting after annual conference.
Section 4.                Reporting Responsibility
Committee activities shall be reported to the board of directors.
 
ARTICLE X -- ASSESSMENTS
Section 1.                Membership Fees
Individual membership fees will be set by the separate regions of which $2.00 will be forwarded to the WBA treasurer for WBA dues.
Each chapter shall send their roster to the state treasurer no later than January 1. The roster will list include:
1. All paid members classified according to Article IV of these bylaws.
2. Chapter officers for the coming year.
Section 2.                Other Information
Each chapter shall send to the state secretary a copy of the minutes for each meeting, notices for chapter education programs or seminars, active member publications in professional journals, and individual member attendance at professional courses, programs and seminars.
 ARTICLE XI -- EXPULSIONS
The board of directors may expel any member who neglects to comply with these bylaws or whose conduct is detrimental to the WBA. Before the board of directors and can expel the member, written charges shall be filed with the board of directors and the secretary shall furnish the individual a copy of the charges and a notice of the time and place where the board will consider such charges. The member may appear before the board to answer such charges and present such proof as the member may have relative to the charges. After such hearing, the directors shall determine whether or not the member shall be expelled. The decision of the board shall be final.
ARTICLE XII -- AMENDMENTS
These bylaws may be altered, amended or repealed by a simple majority vote of the members at the annual or a special meeting.

ARTICLE XIII -- CHAPTER BYLAWS
Each chapter shall adopt bylaws to govern its procedures and operations. No chapter bylaws shall conflict with the bylaws of the WBA.