RIVMA By-Laws

Amended June 2000 and December 2007

ARTICLE I - Name

This is a voluntary, non-profit association operating under the name of the Rhode Island Veterinary Medical Association, Inc.

ARTICLE II - Mission & Objectives

The mission of the Association is:  RIVMA is a professional association comprising members throughout RI adjacent areas of Connecticut and Massachusetts.  RIVMA is dedicated to advancing the health of animals, providing education and timely information to the community and surrounding states and promoting the veterinary profession. 

The objectives of the Association are:

1. To promote and foster the practice of quality veterinary medicine.
2. To encourage and implement continuing education.
3. To provide an instrument through which the members can coordinate their efforts in handling problems of common concern.
4. To consider and take appropriate actions on governmental matters affecting the profession.
5. To cooperate with other associations having similar interests and goals.
6. To engage in all other lawful activities affecting the welfare of the profession.
7. To engage in public service and educational outreach.
8. To facilitate interaction among members for social and educational objective.

ARTICLE III- Membership

Section 1:

Active Member: Active Membership in this association shall be limited to those persons who have graduated from a school of veterinary medicine, and are eligible to be licensed by the Rhode Island state veterinary board.

Section 2:

Student Affiliate Membership: Student Affiliate Membership will be granted to those who are enrolled in a school of veterinary medicine, except they shall be exempt from payment of dues or assessments and shall not have voting privileges or the right to be elected a director of an officer.

Section 3:

Affiliate Membership: Affiliate membership will be granted to one who is employed as a non-veterinary staff person at a veterinary facility provided that there is at least one active veterinary member at that facility. Affiliate members will not have voting privileges or the right to be elected a director or an officer.

Section 4:

Life Membership: Persons are eligible to apply for Life Membership in the association provided they are 65 years      of age and have fully retired from the practice of veterinary medicine and have been an active member of the Rhode Island Veterinary Medical Association for at least fifteen years.  Life members shall have and enjoy the same rights and privileges as active members except that they shall be exempt from payment of dues or assessments.

Section 5:

Application for Membership: Application for all membership categories, except Life Membership and Affiliate Membership, shall be addressed to the office of the association upon a form to be decided by the Board of Directors, together with the sum of annual dues.

Application for Life Membership: Life members are not required to renew membership annually or submit annual dues.

Application for Affiliate Membership: Affiliate members will join and renew their memberships annually via the Rhode Island Veterinary Technician Association and will be charged dues as set forth by the RIVMA Board of Directors. 

Section 6:

 Withdrawal and Termination of Membership

1. Withdrawal: Any member may, upon the payment of any unpaid fees, assessments and other obligations to the association, withdraw from membership at any time by giving at least thirty (30) days written notice thereof to the president or executive director.
2. Termination: The membership of any member and all rights and privileges thereof shall immediately be terminated in the event such member shall cease to meet the qualifications for membership prescribed in Sections 1 and 2.  It shall be the duty of each member to give prompt notice in writing to the president or executive director of any changes in activities affecting his/her qualifications of membership.

Section 7: 

Suspension or Expulsion.  Any member may be suspended or expelled for cause, including non-payment of fees or assessments or other cause including breach of terms of conditions of these by laws by the Board of Directors.  A written notice of this action must be sent to the last known address by certified mail, return receipt requested, and the member shall be given an opportunity, if he/she wishes, to present a defense in person before the Board of Directors of the association.

Section 8:

Services for Non-Members.  Upon approval of the Board of Directors, any association service of interest to non-members may be furnished to them without discrimination, upon payment of a reasonable fee to cover the cost of such services.

Article IV- Dues

Section 1:

Fees:  Each member shall pay an annual membership fee, as determined by the Board of Directors.

Affiliate Members will be assessed annual membership dues as set forth by the Board of Directors and administered by the Rhode Island Veterinary Technician Association.

Section 2: 

Assessments: Assessment may be levied only by a vote of the membership at any regular or special meeting; such a vote shall not have less than two-thirds (2/3) of those attending in the affirmative.

Section 3:

Annual dues shall be payable in advance of the first day of January in each year.  When any member of the association shall be in arrears in the payment of dues for a period of three (3) months from the beginning of the calendar year, their membership may be terminated as provided for in Article III, Section 4 of the by laws.

Article V- Meetings

Section 1:

Unless otherwise ordered by the Board of Directors, there shall be an annual meeting of the association.  The time and place of the annual meeting shall be designated by the Board of Directors and announced at least thirty (30) days before the date so fixed.

Section 2: 

Quorum: The members of the association present at the annual meeting shall constitute a quorum for the transaction of business.  Each member shall be entitled to one (1) vote upon each matter properly submitted for a vote at any meeting of the members.  The vote of a simple majority of members present at a meeting at which a quorum is present shall be necessary to decide any questions to be voted upon by the members, unless a greater proportion is required by law, the charter of the association or these by laws.  Members shall vote in person.  No member shall be entitled to vote by written proxy and no proxy purporting to be executed by or on behalf of a member shall be valid for any purposes.

Article VI: Officers and Board of Directors

Composition:  The membership of the Board of Directors shall be composed of the president, president-elect, secretary, treasurer and directors.  The immediate past president shall be an ex officio director with full voting powers.  His/her term shall begin immediately following the election of a new president and shall continue for one year.  The officers and directors shall be members of the association.  There shall be four (4) elected directors, a recent graduate (veterinarian who has graduated from a School of Veterinary Medicine within the past 12 months)  and a director emeritus (a senior member of the profession with a record of service to the veterinary community), who shall each be a member of the association, and voting members of the Board of Directors.  The four (4) elected directors, shall be elected by the members at the annual meeting, or special meeting held in lieu thereof, to hold office as specified in Article IX hereof.  A recent graduate and director emeritus shall be elected bi-annually, by the members at the annual meeting to hold office as specified in Article IX hereof.   The president of the association shall serve as chairman of the Board of Directors.  Absence from more than two (2) consecutive board meetings may result in the loss of membership on the board.  An appeal of this decision may be made to the Board of Directors. 

Article VII – Election of Officers and Directors

Section 1:

Nominations.  The president shall appoint a nominating committee consisting of the officers and past president of the association.  This committee shall present to the annual meeting of the association, one or more nominations for the office of president-elect, secretary, treasurer, the appropriate number of directors, a recent graduate and director emeritus. The committee shall present, every four (4) years, to the spring meeting of the Board of Directors, one nomination for delegate and alternate to the House of Delegates to the American Veterinary Medical Association.  The committee shall present, every six (6) or seven (7) years, to the spring meeting of the Board of Directors, one nomination for delegate to the New England Veterinary Medical Association.  The Board will make recommendations to the Governor’s office to help fill vacancies in the state board.

Section 2:

Election Protocol.  Election of above officers, directors, recent graduate, and director emeritus shall be read aloud at the annual meeting.  The presiding officer shall call for a vote of the quorum in attendance at the annual meeting to approve the slate of officers, directors, recent graduate and director emeritus.  A simple majority shall approve the slate.

Section 3:

Resignation and Removal.  An officer, or director, or recent graduate or director emeritus, may resign at any time by giving written notice of such resignation to the Board of Directors, the president or the secretary.  The acceptance of such resignation shall not be necessary to make it effective, unless otherwise specified in the resignation.  An officer, or director, recent graduate or director emeritus, may be removed from office with cause by the director at any meeting of the Board of Directors, or at any meeting called at least in part for the purpose.  Notice of the proposed removal must be given in the notice of the meeting.  Removal must be made without prejudice to the officer’s contract rights, if any.  Election or appointment of an officer shall not in itself create contract rights.

Section 4:

Vacancy.  In the event of the death, resignation, or removal from office of any officer, director, recent graduate, director emeritus, delegate or alternate, the Board of Directors shall nominate one or more members for that position.  The election of an officer, director, new graduate or director emeritus will take place at the next meeting of the membership.  A notice of such election has to be sent to the general membership thirty (30) days before the meeting. 

Article VIII – Duties and Terms of Officers

Section 1: 

President:  The President shall be a member of the Board of Directors and an ex-officio member of all committees.  He/she shall preside at all Board of Directors meetings and membership meetings.  His/her term shall begin immediately following the election, and shall continue for one (1) year.  The president may have a second term if so nominated by the nominating committee.

Section 1a.  Duties:

1. The President shall preside at all meetings of the Association and at all sessions of the Board of Directors.
2. The President shall deliver a report on activities and matters relating to the Association at the Annual Business Meeting of the membership.
3. The President shall appoint special Committees and Task Forces with the advice of the Board of Directors.
4. The President shall be an ex-officio voting member of all committees with full power to direct and supervise their work.
5. The President may call a special meeting of the Board of Directors whenever he/she deems necessary.
6. The President shall serve for two (2) years as a member of the Rhode Island Veterinary Medical Association Companion Animal Foundation Board of Directors at the conclusion of his/her term of office.

Section 1b. 

Tenure:

1. The President’s term of office is one (1)  year from one Annual Business Meeting to the next.

Section 2:

President-elect.  The president-elect shall be a member of the Board of Directors and shall preside at meetings in the absence of the president.  He/she shall succeed to the office of president at the expiration of the president’s term as provided in Section 1 of this Article VIII.

Section 2a.

Duties: 

1. The President-elect shall be a member of the Board of Directors and shall preside at meetings in the absence of the President.

Section 2b.

Tenure:

1. The President-elect shall succeed to the office of President at the expiration of the President’s term as provided in Section 4 of Article VIII.

Section 3.

Secretary.  The secretary shall cause the records to be kept, keep a correct record of all proceedings of this Association, and perform such other duties as deemed necessary by the President.  His/her term of office shall begin immediately following the election and shall continue for one (1)  year. The Secretary shall serve a term of one (1)  year and may serve a second term if so nominated by the nominating committee.

Section 4.

Treasurer.  The Treasurer shall deposit or cause to be deposited all moneys and other valuables in the name and to the credit of the association with such depositories as may be designated by the Board of Directors.  The treasurer shall disburse or cause to be disbursed the funds of the association as may be ordered by the Board of Directors; shall render to the Board of Directors whenever it may request it an account of all his/her transactions as treasurer, and of the financial condition of the association; he/she shall oversee the financial health of the organization, and shall have such other powers and perform such other duties as may be prescribed by the Board of Directors or these by laws. His/her term of office shall begin immediately following the election and shall continue for one year.  The treasurer shall serve a term of one (1) year and may serve a second term if so nominated by the nominating committee.

Section 5.

Directors, recent graduate, director emeritus.   The term of office of a director, recent graduate, and director emeritus shall be for two (2) years and shall begin immediately following their election and shall expire at the conclusion of the second year.  Terms shall be staggered.  Two Directors will be elected annually.  One recent graduate and one director emeritus will be elected bi-annually.  A director or director emeritus may serve additional terms, if so nominated by the nominating committee.  The recent graduate may serve one term only.

Section 6.

Delegates and Alternates to the AVMA and Delegate to NEVMA.  The term of office for the delegate and alternate delegate to the House of Delegates of the American Veterinary Medical Association shall be for one four (4) year term and shall begin immediately following their election, and shall expire at the conclusion of their term.  At the conclusion of that term, alternate delegate will advance to the position of delegate to the House of Delegates of the American Veterinary Medical Association for one four (4) year term. The term of office for the delegate to the New England Veterinary Medical Association shall be six (6) or seven (7) years and shall begin immediately following his/her election, and shall expire at the conclusion of his/her term.

Section 7.

Immediate Past President.  The immediate past-president shall be an ex-officio member of the Board of Directors for a period of one (1) year following his/her term as president, such term to begin at the conclusion of his/her term of office and end at the conclusion of the following annual meeting of the association.  The immediate past president shall serve as a member of the Rhode Island Veterinary Medical Association Companion Animal Foundation Board of Directors for a term of two (2)  years.

Article IX -Meetings of the Board of Directors

Section 1. 

Meetings.  The Board of Directors shall meet annually not later than ninety (90) days following the annual meeting of the association and at such other times and at such other places as the president may determine.  A majority of the Board of Directors present in person shall constitute a quorum.  Each director shall be entitled to one (1) vote upon each matter properly submitted for a vote at a meeting at which quorum is present shall be necessary to decide any matter to be voted upon by the directors, recent graduate and director emeritus, unless a greater proportion is required by law, the charter or these by laws.  In the event of a tie, the President’s vote shall serve as the tie-breaker.

Section 2.

Compensation.  The members of the Board of Directors of the association shall not receive any compensation for their services.

Article X- Standing Committees

Section 1.

Appointments.  The Board of Directors and/or the president may appoint standing or special committees to assist it in its work.

Section 2.

Standing Committees.  The standing committees of the association shall be as follows:

1. Education Committee
2. Legislative Committee
3. Public Relations Committee

Section 3.

Standing Committee Election and Tenure.

1. Except as otherwise provided herein, the President shall appoint the chair and the members of all standing and special committees to serve during his/her Presidency.  He/she shall maintain continuity by reappointing members, if so desired.
2. Committee members shall serve for a period of two (2) years with the terms beginning at the RIVMA Annual Business Meeting following their appointment.
3. Committee members may not serve more than three consecutive 2-year terms on the same committee.
4. The President and President-Elect are members of all committees.
5. Each Committee shall be chaired by a member retained from the previous year. 
6. Each Committee should have a minimum of five members, with the maximum number of members being decided annually by each committee chair.
7. Terms shall be staggered.
8. Committee members may not serve on more than two committees simultaneously, unless otherwise stated in these bylaws.

Article XI – Miscellaneous

Section 1. 

Inspection of records.  The minutes of the proceedings of the Board of Directors, the membership books, and books of account shall be open to inspection upon the written demand of any member at any reasonable time, for any purpose reasonable related to the member’s interest as a member, and shall be produced at any time when requested by the demand of ten percent of the members at any meeting.  Such inspection may be made by agent or attorney, and shall include the right to make extracts thereof.  Demand of inspection, other than at a meeting of the members, shall be in writing, to the president or secretary of the association.

Section 2. 

Fiscal Year.  The fiscal year of the association shall be from January 1 to December 31. 

Section 3. 

Parliamentary authority. The rules contained in the current issue of Modern Rules of Order shall govern the association in all cases to which they are applicable and in which they are not consistent with these by laws and any special rules of order adopted by the association. 

Article XII – Amendments

These by laws may be amended at any regular meeting by a majority of the total active membership in attendance.  All proposed by law changes must be submitted in writing with the meeting notification and agenda to the entire membership thirty days in advance of the meeting.