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PAS FOR TOMORROW BYLAWS

1.    Article I: Name

1.1. The name and title by which this corporation shall be known is the PAS FOR TOMORROW (PAFT), INCORPORATED, herein after known as the Corporation or PAFT.

1.2. The Corporation is incorporated under the name of PAS FOR TOMORROW, INCORPORATED. It is established under the laws of the State of Florida.

2.    Article II: Purpose and Mission

2.1. Purpose

2.1.1. The Corporation is organized and shall be operated exclusively for educational and scientific purposes. In furtherance of these purposes, the Corporation shall, through appropriate mechanisms, strive to assure the public of a uniform entry level and continued competency of physician associates and assistants (PA). To represent PA and PA students so as to maximize the benefit of their services to the public, the Corporation shall:

2.1.2. Encourage its membership to render quality service to the health professions and to the public.

2.1.3. Develop, sponsor and evaluate continuing medical or medically related educational programs for the PA.

2.1.4. Advocate for the improvement of role definitions for the PA.

2.1.5. Assist in the maintenance of the integrity of the PA.

2.1.6. Develop, coordinate and participate in studies having an impact either directly or indirectly on the PA profession.

2.1.7. Serve as a public information center with respect to its members, health professions and the public.

2.1.8. Encourage persons with interest to enter training to become PAs.

2.1.9. Undertake or assist others in undertaking training courses or other educational activities designed to enhance the medical knowledge and skill of PAs.

2.1.10.   Encourage the publication by PAs and others of research into medical or scientific subjects with a view to the improvement of general medical practice, in any field, and to undertake or assist others in undertaking such research.

2.1.11.   Disperse information on all matters affecting general medical practice and establish, print, publish, issue and circulate papers, journals, magazines, books, periodicals and other publications, and hold such meetings, conferences, seminars, and instructional courses as needed to meet objects of the Corporation.

2.1.12.   Cooperate with other bodies in all matters relating to or connected with the attainment of the purposes for which the Corporation is established.

2.1.13.   Notwithstanding any other provision of these Bylaws, the Corporation shall exercise its powers, rights and privileges, whether conferred by this instrument or by the laws of the State of ? or otherwise, in furtherance of its educational and scientific purposes.

2.2. Mission

2.2.1. The mission of the Corporation is to support the development of PAs and to promote and further the PA profession.

2.2.2. PAs for Tomorrow is a profession group of Physician Associates and Physician Assistants committed to the idea that the PA profession must present itself accurately as full professionals in order to survive and prosper in the medical marketplace.

2.2.3. We believe every PA must be represented by a title that accurately relects their full worth.

2.2.4. We support actions and legislation that removes barriers to PA medical practice, allowing the PA to provide more effective medical care.

2.2.5. Our profession requires research that quantifies our full implact in the medical world, throughout our scope-of-practice, both in primary and specialty care.

2.2.6. We believe in fair reimbursement for our medical services.

2.2.7. As PAs, we affect and benefit millions of patients each day, not only in the United States, but also throughout the world. 

3.    Article III: Classes of Membership

3.1. General. Membership in this organization shall be open to men and women who support the concept and practice of PAs and who meet the requirements set forth in this section.

3.2. Membership Categories.

3.2.1. The membership shall consist of charter member, member, student member, affililate,  corporate, academic institution, and other such categories as may be recognized by the membership.

3.2.2. A charter member is a graduate of a nationally recognized PA program and is a member in good standing withint the medical professional community.  They are the initial members of the corporation and shall have all rights and privileges of fellow members.  No new charter members shall be accepted after April 30, 2013.

3.2.3. Charter members identified as members of the former “Name Change Committee” shall be identified by the additional title of Founding Member.

3.2.4. For the purpose of these bylaws. Founding Members are considered charter members.

3.2.5. A member is a PA who is a graduate of a nationally recognized PA program and is a member in good standing within the medical professional community.  Non-certified PAs will be required to maintain continuing medical education (CME) to qualify as a member. Members shall vote for officers and directors and be eligible to hold office.

3.2.6. A student member is an individual who is enrolled in an approved PA program, Student members will be allowed to vote for the two student representative positions to the Board of Directors. These two students shall be elected by his/her peers for a one-year term, to sit on the Board of Directors and shall have and enjoy all rights and privileges of any such member of the board.

3.2.7. .Future student members consist of individuals who have a desire to enter the PA profession in the future and those who have been accepted, but not yet matriculated, into a recognized PA program.  They will not be entitled to vote or to hold office.  They will not have privileges of the floor.  Upon enrollment into a recognized PA training program, future student members may apply for student membership with no additional fees or dures, and be transferred to the student membership category with all rights and privileges of that category.

3.2.8. Affiliate  members shall consist of individuals approved by the membership from the health professions who desire to associate with the Corporation. Affiliate  members will not be entitled to vote or to hold office, but shall be entitled to privileges of the floor.  Non-certified  PAs .who elect not to pursue required continuing medical education credits may apply for membership in this category.

3.2.9. Corporate Members are members of the corporate community that support the goals of the Corporation.  They will not be entitled to vote or hold office.  They do not have privileges of the floor.

3.2.10.   Academic Institution Membership is available to any academic facility approved as a PA training program. 

3.2.11.   Applications for membership shall be made on a form approved for that purpose by the Board of Directors. The Chair of the Membership Committee will approve membership applications and will issue each new member a membership certificate of such design as shall be approved by the Board of Directors.  Ownership of the certificate shall remain with the organization.

3.2.12.   Non-discrimination:

3.2.13.   Membership shall be accorded to any person meeting the requirements set forth for the class of membership applied for with no consideration for sex, race, religion, or other criteria.

3.2.14.   Dues for each category of membership shall be determined periodically by the Board of Directors to assure that adequate resources are available for the conducting of the activities of the organization.

4.    Article IV: Elections

4.1. The elected offices of the organization shall be the President, President-Elect, Immediate Past President, Vice-President, Secretary, Treasurer, two student members and a designated number of Directors-at-Large.

4.2. The terms of office for each elected officer shall be two calendar years, with elections held at such time to comply with requirements for officers and delegates of the Corporation.

4.2.1. The term of office for president, immediate past president and president elect shall be one year. 

4.2.2. The term of office for student members shall be one year.

4.2.3. The term of office for individual members of the inaugaral board shall be determined by the elections committee as part of establishing election rules, i.e., 50 % of board of directors may have an initial one-year term.

4.3. Eligibility and qualifications of candidates.

4.3.1. Candidates for office must be members of the organization in good standing.

4.4. Candidacy.

4.4.1. Candidacy for office shall be made by self-declaration at a time and in a form designated by the Board of Directors.

4.5. Elections.

4.5.1. Ballots shall be distributed to all members in good standing of the organization listed on the membership roster at least 30 days prior to the date of the election.  Student members will be entitled to vote only for the student representatives to the board.  The date and manner of distribution of the ballots shall be determined by the Board of Directors.  Non-student members shall not vote for student members.

4.5.2. Voting shall take place in a format determined by the Board of Directors with ballots distributed to all eligible voters by a date determined by the Board of Directors and returned by a date determined by the Board of Directors and publicized to all members of the organization. A plurality of the votes cast shall determine the winner of the office contested.  Results of the election process shall be made public within seven working days of close of ballots.

4.5.3. For any tied voting results

4.5.3.1.If there were more than two candidates, a runoff vote shall take place within 3 days of announcement of the tie vote.  Only the top two vote receiving candidates shall be in the runoff election.

4.5.3.2.If there were only two candidates, the winning candidate will be determined by coin flip by the chair of the elections committee, to be witnessed by at least one member of the executive committee.

4.6. Assumption of Office. Officers shall assume their offices on a date as determined by the outgoing Board of Directors, but not later than the first calendar day of the month following publication of election results

4.7. Vacancies in Office. Should a vacancy occur in an office, the following procedure for replacement shall apply:

4.7.1. President.  The vice-president shall assume the office of President upon a vacancy and shall serve the remainder of the assumed term, including the period of time for immediate past president.

4.7.2. Other officers.  Vacancies in the remaining offices shall be filled at the next regularly scheduled board of directors meeting by appointment of an eligible candidate from a list of volunteers solicited from the membership.  Vacancies may be filled at s special meeting of the board of directors, provided that meeting is called in accordance with the provisions of these bylaws, section 7.2

4.8. Time when new office takes place: The initial board of directors shall be appointed by the president of the Corporation.

4.8.1. Members appointed by the board of directors to fulfill vacancy positions shall assume office immediately upon appointment by the board.

4.8.2. Members elected to the board in a general election shall assume their positions at a date and time determined by the outgoing board of directors, but not later than the first day of the following calendar month in which the results of the election are announced.

5.    Article V: Board of Directors

5.1. The Officers of the Corporation shall be a president, president-elect, immediate past president, vice president, secretary, and  treasurer. The officers are voting members of the Board of Directors.

5.2. There shall be up to ten (10) directors.

5.2.1. Five (5) officers

5.2.2. President. The President shall be the public representative and spokesperson for the organization. The President shall appoint the Chairs of standing and ad hoc committees with the advice of the Board of Directors. (S)he shall preside over and make a report at the annual meeting of the membership of the activities of the Board of Directors and any recommendations made for consideration by the general membership.

5.2.3.  President-elect.  The president-elect shall perform such duties and have responsibilities as prescribed by the President or Board of Directors. 

5.2.4. The Immediate Past-president assists the President by serving as a guide and source of information, when requested. 

5.2.5. The Vice President shall assume the office of the president in the case of vacancy in that office. The Vice President shall chair all meetings in the absence of the President. (S)he shall perform any other duties assigned.

5.2.6. The Treasurer shall be responsible for accurate maintenance and accounting of the finances of the organization. (S)he shall give a report at the annual meeting of the membership of the general financial condition of the organization. The Treasurer shall deposit or cause to be deposited such monies generated by the organization into such accounts as are established by the Board of Directors; shall disburse such monies as necessary on order of the Board of Directors; shall maintain such records of these transactions as necessary; report to the Board of Directors the financial status of the organization and accounts when requested; and other duties as assigned.

5.2.7. The Secretary shall have charge of recording and maintaining the minutes of the regular and other meetings of the Board of Directors and the annual membership meeting; maintaining and conducting correspondence on behalf of the Board of Directors; and other duties as assigned.

5.2.8. Minimum two (2) directors-at-large undefined the number of directors at large required is to be determined by each outgoing Board of Directors, prior to setting elections rules.

5.2.9. Two (2) student representatives are full members of the board, and represent the student membership at large. 

6.    Article VI: Duties and Responsibilities of the Board of Directors

6.1. Without prejudice to the duties and responsibilities confirmed by the laws of the State of Florida, by the Article of Incorporation, or by these Bylaws, the directors of the Corporation shall be responsible for the implementation of policies and for the property, business, and financial affairs of the Corporation. It is expressly declared that the Board of Directors shall have the following duties and responsibilities:

6.1.1. To implement policy as directed by the Membership.

6.1.2. To direct the activities of the Corporation.

6.1.3. To provide for the management of the affairs of the Corporation in such a manner as may be necessary or as directed by the Membership.

6.1.4. To establish committees necessary for the performance of its duties.

6.1.5. To establish, regularly review, and update the Corporation’s management plan to attain the goals of the Corporation.

6.1.6. To call special meetings of the Membership as provided under Article XIV, Section 1.

6.1.7. To report the activities of the Board of Directors for the preceding year to the Membership at the Corporation’s annual meeting.

7.    Article VII: Meetings

7.1. The Board of Directors shall meet at a time and place established by Board policy but in no event shall there be no less than two meetings in any calendar year. At least 66% of the board of directors must be present to constitute a quorum for conducting of business by the Board.  The use of telecommunications devices shall count as being present.

7.2. Special meetings of the Board of Directors shall be called by the Secretary upon request by the President, or upon written request by 25% of the members of the Board, or by written request of 20% of the general membership. Notice of the special meeting shall be made by means determined by the Board at least two weeks before the date of the special meeting with the subject of the meeting presented and action by the Board limited to the subject at hand.

7.3. General Membership: The organization shall convene at least one general membership meeting each calendar year at a time and place determined by the Board of Directors. The eligible voting members present at the meeting shall constitute a quorum for the purposes of conducting the business of the organization.

7.4. Special meetings of the general membership shall be called by the Secretary upon request of the President or upon written request by 25% of eligible voting members in good standing. Notice of the special meeting shall made under policies and procedures established by the Board of Directors with the date and subject of the meeting provided to the membership at least two weeks prior to the date of the special meeting with the subject of the meeting presented and action by the membership limited to the subject at hand.

8.    Article VIII: Executive Committee

8.1. The executive committee of the Board of Directors shall consist of the president, vice president, secretary, immediate past president, president-elect, and the treasurer.

8.2. The executive committee shall be empowered to act for the Board on emergency matters only

8.3. Actions of the executive committee shall be reported to the Board of Directors no later than the board’s following meeting. All such committee actions must be reviewed and approved by the Board of Directors and shall be included in the official board minutes.

9.    Article IX: Standing Committees

9.1. The Executive Committee shall confer with the President in setting the agendas for all business meetings.

9.2. The Treasurer shall chair The Finance Committee. This committee shall be responsible for the maintenance of the financial dealings of the organization. They shall propose an annual budget to be approved at the annual meeting.

9.3. The Continuing Medical Education Committee shall be chaired by a person appointed by the President with the approval of the Board of Directors. The chairperson may be appointed an indefinite number of terms. This committee shall be responsible for organizing and coordinating all sponsored CME activities.

9.4. The Membership Committee shall be chaired by a designated Board member and shall encourage and promote membership by coordinating the recruitment, retention, and development of the organization’s members. They shall review and approve applications for membership in the organization as well as issue notices of renewal upon expiration of the term of membership according to policies and procedures established by the Board of Directors. Deposit any monies generated by membership dues to accounts designated by the Treasurer as established by the Board of Directors. Maintain an accurate and timely list of members in good standing.

9.5. The Public Relations Committee shall be chaired by a person appointed by the President, with the approval of the Board of Directors. This committee shall be responsible for the production and distribution of the newsletter, the submission of news releases to the appropriate media services and other activities to enhance the public awareness of the PA profession, the Corporation and its individual members.

9.6. The Elections Committee shall be chaired by the Vice President and shall prepare a slate of candidates to fill positions on the Board of Directors. The Committee shall establish rules and regulations governing the elections. The committee shall conduct the elections in the manner described in Article V.

9.7. The Bylaws Committee shall be chaired a member appointed by the president and approved by the Board of Directors. The bylaws committee will accept and review all proposed changes presented by individual members of the corporation. The committee shall annually review the bylaws and recommend changes to the executive committee.

10.         Article X: Judicial Affairs

10.1.              The Board of Directors shall serve as the judicial body of the Corporation

10.2.              The Corporation has the inherent right to discipline, suspend, or expel a Corporation member.

10.3.              Anyone may in good faith prefer charges against any Corporation member believed to have violated the Corporation bylaws, policies, or rules, or for unprofessional or unethical conduct.

10.4.              The Corporation, through the Board of Directors and after due notice and hearing, may discipline any member for a violation of Corporation bylaws, policies, or rules, or for unethical or unprofessional conduct.

10.5.              If any member has their PA license, registration or certificate revoked as a result of a final adjudicated disciplinary action for violation of their professional practice statutes or regulations, their membership shall automatically be revoked.

10.6.              Any individual who has their PA license, certification, registration revoked as the result of a final adjudicated disciplinary action for violation of their professional practices statutes or regulations shall be ineligible to reapply for membership during the period of that revocation.

10.7.              Any officer or elected official of the Corporation may be disciplined or removed from office in accordance with procedures established by the Board of Directors and approved by the membership. 

10.8.              Membership may request a special election for removal of any elected board member, providing at least 30 per cent of the membership has requested special election in writing.  Vacancies created by this procedure will be filled in the manner outlined for vacancies in office within these bylaws, section 4.7. 

10.9.              Membership may request removal of an appointed board member or committee chair through the board of directors, providing at least 50 percent of the membership has requested removal in writing.

11.         Article XI: Committees and Councils

11.1.              These bylaws shall establish the initial standing committees of the Corporation, and the list of standing committees may be modified by the Membership through the Board of Directors. Appointing standing committee chairs and members, establishing subcommittees and appointing subcommittee chairs and members shall be governed by policies and procedures established by the Board of Directors.

11.2.              The initial standing committees are listed in Article IX

11.3.              Each committee shall be responsible for the performance of its duties and responsibilities. The Board of Directors may also establish and appoint other such committees as may be necessary to carry out the duties of the corporation.

11.4.              Either the Membership through the Board of Directors or the Board of Directors may establish Ad hoc committees.  Such ad hoc committees shall be established for a specific purpose and shall report to the authority that appointed them.  The ad hoc committee shall cease to exist when its assignment is completed and a final report is issued.

12.         Article XII: Rules of Order

12.1.              In the absence of any provisions to the contrary in the Bylaws, all meetings of the Corporation, and the Board of Directors shall be governed by the parliamentary rules and usages contained in the current edition of Roberts Rules of order, Newly Revised.

13.         Article XIII: Dues and Assessments

13.1.              The Board of directors shall determine the amount of dues and any assessments.

14.         Article XIV: Amendments

14.1.              The power to amend Bylaws shall be vested solely in the Membership.

14.2.              A proposal for the amendment or repeal of Bylaws or adoption of new Bylaws to be submitted by the Board of Directors shall be initiated by the

14.2.1.   Board of Directors

14.2.2.   any standing committee or council

14.2.3.   the Student Association

14.2.4.   Any individual member, through the Bylaws committee

14.3.              Proposed amendments shall be in such form as the Bylaws Committee directs and each amendment shall be filed with the bylaws committee at least three (3) months prior to the any general membership meeting. The Bylaws Committee shall be exempt from the three (3) month filing requirement.

14.3.1.   The Bylaws Committee shall present each proposal to members substantially in the form presented to the committee with such technical changes and conforming amendments to the proposal or existing bylaws as the committee shall deem necessary or desirable. The proposed amendment shall be printed and distributed to each member at least 30 days prior a general membership meeting.

14.3.2.   Amendments conforming to the above four (4) sections will require a two-thirds (2/3) vote of all members present and voting.

14.3.3.   By an 80 percent vote of all members present and voting of the proposal to amend the Bylaws may be made and acted upon at the same meeting without prior notice. An 80 percent vote of the members present and voting of the likewise be required for adoption of such amendments.

PAs for Tomorrow is a  professional organization for all PAs of all specialties.  It represents the future interests of all PAs, providing a vocal core group of PAs committed to seeing the PA profession reach its deserved place among America's health care providers and advocating for their role as providers of high-quality, cost-effective, comprehensive and patient-centered health care. 

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