VOA Bylaws

Article I
MISSION

To affiliate all optometrists licensed or residing in Vermont into one State Association, to affiliate this Association with the American Optometric Association, and to effect these affiliations for the purposes of the promotion of good fellowship, the mutual involvement of its members in scientific, educational, and social directions, the interchange of thought, the advancement of the art and science of optometry and interest in its kindred subjects, the elevation of the profession, the protection of the professional interest of its members, and the visual welfare of the people of Vermont, the optometrists of Vermont hereby organize this Association.

Article II
NAME

The name of this Association, established as a not-for-profit corporation under the laws of the State of Vermont, is the Vermont Optometric Association.

Article III
CODE OF ETHICS AND STANDARDS OF CONDUCT

The Code of Ethics and Standards of Conduct of the Vermont Optometric Association are hereby declared to be the Code of Ethics with Supplements and the Standards of Conduct of the American Optometric Association currently in force or amended.

Article IV
MEMBERSHIP

Section 1. Membership is open to all optometrists licensed or residing in Vermont who are in compliance with the requirements of these By-Laws and who subscribe and adhere to the Code of Ethics and Standards of Conduct.

Section 2. Application for membership. Those desiring membership in the Vermont Optometric Association shall make application in writing to the Treasurer. If the conditions of Section 1 are met, the application shall be forwarded to the Treasurer for dues calculation and billing.

Section 3. The membership of this Association shall consist of Active, Partial Practice, Life, Retired, Honorary, Non-resident, Associate, and Student members.
a) ACTIVE members shall be optometrists licensed in Vermont practicing optometry greater than twenty hours per week.
b) PARTIAL PRACTICE members shall be optometrists licensed in Vermont practicing optometry equal to or less than twenty hours per week.
c) LIFE members shall be optometrists who have been Active or Partial Practice members of this Association for twenty five years, of which fifteen are uninterrupted and (a) has retired from active practice, or (b) having attained the age of 75, is practicing less than full-time, or (c) is disabled or incapacitated, and acceptable evidence thereof is submitted, shall be eligible for Life membership.
d) RETIRED members shall be optometrists residing in Vermont and no longer engaged in the practice of optometry, excluding optometrists suspended by the State Board of Optometry. Retired members shall not vote or hold office.
e) HONORARY members shall be optometrists or those of other professions who have contributed valuable services to optometry. Nomination for Honorary membership shall be made to the Treasurer, investigated by the Executive Committee, defined in Article IV, Section 1, and approved by the voting membership. Honorary members shall not vote or hold office.
f) NON-RESIDENT members shall be optometrists of other states who are members of their State Associations. They shall not have the power of voting and shall not hold office.
g) ASSOCIATE members shall be members of this Association who are no longer engaged in practice in this State, but are residing therein. They shall not have the power of voting and shall not hold office.
h) STUDENT membership shall be granted to any student at a recognized school or college of optometry. They shall not have the power of voting and shall not hold office.

Section 4. Resignation. Any member shall have the privilege of resigning membership in the Vermont Optometric Association, provided that the member is in good standing with no dues owed and the resignation is submitted in writing to the Treasurer.

Section 5. Suspension. Causes for suspension from membership shall be violation of the Code of Ethics or Standards of Conduct of the American Optometric Association, noncompliance with these By-Laws, or delinquent dues as defined in Article V, Section 10.
a) All complaints of alleged violations shall be made in writing to the Secretary,
who shall promptly notify the alleged violator of the complaint by registered mail. If the violation is delinquent dues, the Treasurer shall notify the member.
b) The alleged violator shall have the right to a hearing before the Executive
Committee if requested within thirty days of receipt of the notice.
If no request is made, the alleged violator shall be automatically suspended
and no action by the Executive Committee will be necessary.
c) After a hearing, the Executive Committee shall reach one of three conclusions:
i) no violation has occurred;
ii) an intentional violation has occurred and the member is automatically suspended. The Executive Committee may rescind the suspension at any time upon determining that the violation no longer exists;
iii) an unintentional or unavoidable violation as occurred and the Executive Committee shall prescribe a reasonable time limit for the correction of the violation. If the violation is not corrected within the time limit, a majority of the voting membership is required to suspend the member.

Section 6. Reinstatement. A member who has resigned in good standing can be reinstated at any time with written application to the Treasurer. If a member is suspended for dues delinquency, or resigns with dues owed, the member may apply for reinstatement upon payment of a reinstatement fee of $50, plus the current year’s prorated dues, plus all dues owed prior to suspension or resignation. The Executive Committee may modify the reinstatement requirements during special membership drives.

Section 7. Acceptance of Objects and Compliance with the By-Laws. The payment of dues by a member is acceptance by such member of the provisions of these By-Laws and the objects, aims, and ideals of the Association, and such member thereby submits to and agrees to comply with and be bound by these By-Laws. On this condition alone is a member entitled to the privileges of membership in this Association.

Article V
DUES

Section 1. Dues shall be paid annually. The fiscal year of the Association shall be from January 1 to December 31.

Section 2. Dues and the payment schedule may be altered, amended, or repealed at any regular or special meeting of the Association by majority vote.

Section 3. Active members. The annual dues for Active members shall be $640 for the year, plus the affiliation fees for the American Optometric Association.

Section 4. Partial Practice members. The annual dues for Partial Practice members shall be determined on an individual basis by the Executive Committee, but in no case shall be less than 25% of the dues of Active Members.

Section 5. Associate members. The annual dues for Associate members shall be $25.00 per year.

Section 6. Non-resident members. The annual dues for Non-resident members shall be $25.00 per year.

Section 7. Student members. The annual dues for Student members shall be $25.00 per year.

Section 8. New graduates and senior members. The annual dues for new graduates and active members over the age of 75 years shall be equal, in percentage, to the sliding scale currently in force for the American Optometric Association. No dues are required for new graduates until January 1 after their graduation.

Section 9. Retired members. The annual dues for Retired members shall be $25.00 per year.

Section 10. Life and Honorary members. No dues shall be required by Life or Honorary members.

Section 8. Waiver of Dues. In the case of a member’s economic misfortune or disability, that member shall be eligible for a total or partial dues waiver by the Executive Committee. The percentage waived and the duration of such waiver shall be determined by the Executive Committee.

Section 9. Prorated Dues. Dues for reinstated members and new members not eligible for the sliding scale as provided in Section 5 of this Article, shall be prorated quarterly based on the remaining full quarters of the calendar year.

Section 10. Dues Payment Schedule. Dues may be paid in a lump sum or in quarterly installments. A $50 discount is available if total dues are paid by January 31. A member’s dues shall be considered delinquent:
a) if at least one-quarter of the annual dues have not been received by February 1, or
b) if at least one-half of the annual dues have not been received by May 1, or
c) if at least three-quarters of the annual dues have not been received by July 1, or
d) if the total annual dues have not been received by October 1.

Section 11. Delinquent Dues. A member whose dues are delinquent shall be notified by the Treasurer in writing, and if the delinquency is not cleared within thirty days, the Executive Committee shall be notified. The Executive Committee may grant an extension or waiver in accordance with Section 8 of this Article, or suspend the member in accordance with Article IV, Section 5.

Article VI
OFFICERS

Section 1. The Officers of the Association shall consist of President, President-Elect, Vice President, Secretary, Treasurer, and Immediate Past President. These officers comprise the Executive Committee.

Section 2. Eligibility. Any Active, Associate, or Life member in good standing is eligible for any office except President or Immediate Past President. The President-Elect is the only candidate for President. The out-going President becomes the Immediate Past President automatically.

Section 3. Term of Office. All officers shall serve for a term of two years or until their successors have been elected.

Section 4. Election of Officers. Election for all officers, except Immediate Past President, shall be at an annual meeting on a date set by the Executive Committee in accordance with Article IX, Section 1. The duties of the officers take effect one day after the election.

Section 5. Removal from Office. Any officer may be removed from office by a two-thirds vote of the voting membership at any regular or special meeting of the Association, provided that the motion to remove was included in the meeting notice in accordance with Article IX, Section 3.

Article VII
DUTIES OF THE OFFICERS

Section 1. President. The President shall be the Chief Executive Officer of the Association. The President shall:
a) preside over all meetings of the Association and Executive Committee,
b) call special meetings of the Association in accordance with Article IX, Section 2,
c) authorize all Association meetings when expenses are to be incurred,
d) appoint all committees created by the Executive Committee unless otherwise ordered by voting membership,
e) recommend one or more people to the Governor to fill vacancies on the Vermont State Board of Optometry,
f) be the Head Delegate to the American Optometric Association Congress,
g) represent the Association at meetings and functions determined by the Executive Committee.

Section 2. President-Elect. The President-Elect shall:
a) assume the duties of the presidency in the President’s absence,
b) be an ex-oficio member of all committees,
c) represent the Association at meetings and functions determined by the Executive Committee.

Section 3. Vice President. The Vice President shall:
a) be the Association’s representative for the Healthy People 2010 initiative,
b) represent the Association at meetings and functions determined by the Executive Committee.

Section 4. Secretary. The Secretary shall be the custodian of the Charter of the Association and shall keep a true record of all meetings of the Association and Executive Committee. The Secretary is responsible for, but may delegate with the approval of the Executive Committee:
a) notifying all members of the date, time, place, and purpose of all meetings,in the event the members of the Continuing Education Committee (as appointed by the Executive committee) are unable to do so.
b) handle all mass-mailed correspondence, excluding e-mail by VOA officers and/or committee chair people.
c) coordinating communication between the general membership and the Executive Committee, excluding e-mail correspondence,
d) performing all other duties pertaining to the office of Secretary.

Section 5. Treasurer. The Treasurer shall be the Chief Financial Officer of the Association and shall disperse funds only under previously approved guidelines established by the Executive Committee or by authorization from the voting membership. The Treasurer is responsible for, but may delegate with the approval of the Executive Committee:
a) billing and collecting all dues and other income and depositing them in the name of the Association in such bank of financial institution as the Executive Committee shall direct,
b) payment to the American Optometric Association the dues for each active member of the Association who is in good standing as they become due in accordance with the rules of that organization,
c) notifying members when their dues are delinquent and reporting them to the Executive Committee after thirty days if the delinquency persists,
d) keeping an accurate account of all transactions and reporting them as requested by the Executive Committee,
e) assisting the auditor or auditing committee,
f) providing a financial report at the annual meeting and other times as requested by the Executive Committee,
g) performing all other duties pertaining to the office of Treasurer.

Section 6. Immediate Past President. The Immediate Past President shall assume the duties of the presidency in the absence of the President and President-Elect.

Article VIII
EXECUTIVE COMMITTEE

Section 1. The Executive Committee shall have the entire authority to conduct the business of the Association between general meetings of the Association within the limits of the budget and policy established at such meetings. Granted time is available, the Executive committee will make reasonable attempts to consult with the general membership as well as one or more members of the AOA Board of Trustees prior to taking any final action and/or position on matters relating to the national direction and/or interests of optometry.

Section 2. Committees. The Executive Committee may create and discontinue committees as needed, define their functions and duties, and shall have general authority over all committees.

Section 3. Vacancies. If any vacancy occurs among the officers, the remaining members of the Executive Committee shall appoint a successor to the position for the remainder of the unexpired term.

Section 4. Additional officers and agents. The Executive Committee, at its discretion, may appoint to hold office at its pleasure such other officers and agents as it may from time to time deem favorable. The Executive Committee shall prescribe the duties of such officers and agents, and negotiate any contracts or agreements within the limits of the budget and policy established at general meetings of the Association.

Section 5. Meetings. Meetings of the Executive Committee shall be held at the call of the President or at the request of three other officers, provided that due notice of the meeting is given. Meetings may be held from time to time without formal notice, provided all officers are present, or those not present have waived notice thereof. Meetings may be held in person or via telecommunications. A written record must be made of any business transacted and made available to the voting membership upon request. A majority of the Executive Committee shall constitute a quorum. If a quorum is present, a majority of those present shall decide any question brought before it.

Section 6. Budget. The Executive Committee shall prepare an annual or biennial budget to present to the voting membership for approval.

Section 7. Delegates and Representatives. The President shall be the Head Delegate to the American Optometric Association Congress if able to attend. Other delegates, alternates, and representatives to other meetings and functions shall be appointed by the Executive Committee with first preference given to the President-Elect. Compensation or expense allowance shall be determined by the Executive Committee within the budget and policy established at general meetings of the Association.

Section 8. Audit. The Executive Committee shall appoint a person or committee to annually examine the financial records of the Association. The Treasurer shall assist with the audit. The Executive Committee may, if it deems necessary, engage the services of a certified public accountant. The Executive Committee shall report the results of the audit to the voting membership.

Article IX
MEETINGS OF THE ASSOCIATION

Section 1. The Annual Meeting of the Association shall be held between July 1 and November 15 on a date set by the Executive Committee.

Section 2. Special Meetings. Other meetings may be called by a majority of the Executive Committee or upon the request of ten voting members of the Association.

Section 3. Notice of Meetings. A written notice stating the date, time, place, and purpose of all Association meetings shall be sent by the Secretary or designated agent at least ten days prior to such meetings to each voting member of the Association.

Section 4. Quorum. At all meetings of the Association, one quarter of the voting members shall constitute a quorum for the transaction of business. A majority of the members present shall decide any question, except as provided in these By-Laws.

Section 5. Parliamentary Procedure. The current edition of Robert’s Rules of Order, Newly Revised, shall be the parliamentary authority in all cases in which it is not in conflict with these By-Laws.

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Article X
ORDER OF BUSINESS

Section 1. The order of business at all meetings shall be:

a) Secretary’s reading of records of the preceding meeting
b) Correspondence
c) Treasurer’s report
d) Disposition of bills
e) President’s report
f) Reports of committees
g) Unfinished business
h) New business
i) Good and welfare of the Association
j) Adjournment

Section 2. The current edition of Robert’s Rules of Order, Newly Revised, shall be the parliamentary authority in all cases in which it is not in conflict with these By-Laws.

Article XI
AMENDMENTS

This Constitution and By-Laws may be amended at any regular or special meeting of the Association by a two-thirds vote of the members present, provided that a copy of the proposed amendment was included in the meeting notice in accordance with Article IX, Section 3.

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