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American Association
of Dental Administrators
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Chapter I.
Membership
Section A – Membership.
Membership in the Association shall be limited to one of the following categories.
Category 1 – Director Membership. The agency shall be represented by the director or chief executive officer of any board or other policy-making body, which is established and empowered by state law and possesses statewide authority and responsibility for the development and implementation of minimum standards for licensure of dentists and dental personnel. In no instance shall any state be represented by more than one director. The Executive Committee shall accept the credentials for the director of each state.
Category 2 – General Membership. The criteria for this membership category shall include:
- Any professional employee of an agency represented by a director;
- Any member of the board or other policy-making body of any state, to which a director is responsible; or
- Any individual employed by and/or within any country, other than the United States, and whose public employment and responsibilities are deemed to be the equivalent of that otherwise required herein for membership.
Category 3 – Life Membership. This category shall be limited to those members who conclude their service in the position which provided eligibility for their membership and who have contributed significantly to the Association through membership or other accomplishments inuring to the benefit of this Association. Life Membership may be granted to others as deemed appropriate by the Executive Committee.
Category 4 – Sustaining Membership. This category shall be limited to any individual, partnership, foundation, corporation for profit or not for profit, national or regional testing agencies, or other entity, involved directly or indirectly with the development, education, training or testing of dentists and dental personnel.
Eligibility for Membership. Approval or disapproval of any request for membership shall be determined by majority vote of the Executive Committee provided that in no instance shall a request for general, life, or sustaining membership be approved without sponsorship of a state director who is a member in good standing with the Association. The Executive Committee may deny or discontinue any membership for arrears or nonpayment of dues or assessments, or for other action inconsistent with the mission and focus of this Association.
Section B – Voting.
Each director of the Association shall have one vote representing the state in which they serve, provided that a director may designate a general member for that state to vote in their absence at a general meeting of the Association if such designation is in writing and states a specific time period that such general member may vote on their behalf. In the conduct of the Association's business, all members shall be allowed to vote on any matter with the following exceptions:
Following any vote, any director or their designee, may move a "division of state". When such motion is sustained by three (3) directors or their designees, the presiding officer shall allow no less than five (5) minutes and no more than fifteen (15) minutes for the member states to caucus for the purpose of casting a single vote on the matter. Upon reconvening, the presiding officer shall cause a secret ballot vote to be called, tallying the votes on the matter in accordance with these Bylaws. Such votes shall be cast by the director or their designee.
The purpose of this provision is to maintain balance within the Association. As all states are deemed to be equal in the Association, and the above provision protects the undue influence upon the Association by any one state or membership category. Moreover, the provision also preserves the unique position of each state's director in the setting of policy and direction for the American Association of Dental Administrators.
CHAPTER II.
OFFICERS, ELECTIONS AND DUTIES
Section A – Officers.
The officers of this Association shall be President, President-Elect, Vice-President, Secretary and Treasurer. The President-Elect, Vice-President, and Secretary shall be elected during the annual session. The Treasurer shall be elected every three (3) years during the annual session. Upon the expiration of his/her term of office, the President shall become a member of the Executive Committee as Immediate Past-President.
Section B – Terms of Office.
Officers of the Association shall be elected for a term of one year or from the close of one annual session until the following annual session, except for the Treasurer who shall serve a three-year term. The Treasurer is the only officer who serves more than one year.
Section C – Duties.
- The President shall be the chief executive officer and shall preside at all meetings of the Association and Executive Committee. The President shall be the official representative of the Association. The President may establish such committees as deemed necessary, define their duties to carry out the goals and objectives of the Association and shall make appointments to said committees. The President shall perform the duties customary to that office and exercise such other rights as the Bylaws or members direct.
- The President-Elect shall serve as a member of the Executive Committee. The President-Elect shall succeed to the Presidency one year following his/her election to the office of President-Elect. He/she shall ensure complete familiarity with the duties of the office of President by conscientious study and by close liaison and cooperation of the President and Vice-President. In the temporary absence or disability of the President, the President-Elect shall preside at all meetings of the Association and Executive Committee and perform the duties and exercise the powers of the President. The President-Elect shall be the chairperson of the Program Committee which establishes the program for the annual meeting of the Association during his/her term of office.
- The Vice-President shall serve as a member of the Executive Committee. The Vice-President shall assist the President in the discharge of his/her duties as deemed necessary and as requested by the President. In the temporary absence or disability of the President and President-Elect, the Vice-President shall preside at all meetings of the Association and Executive Committee and perform the duties and exercise the powers of the President. The Vice-President shall be the chairperson of the Membership Committee during his/her term of office.
- The Secretary shall serve as a member of the Executive Committee. The Secretary shall take careful notes of the proceedings of the meetings, prepare and disseminate a final copy of the minutes for review, enter corrections as directed, and maintain the official file of the minutes for the Association. The Secretary shall receive and preserve all records, documents and reports of the Association. The Secretary shall call the roll and determine if a quorum is present for the Executive Committee meeting and conduct all official votes. The Secretary shall bring to each meeting the file of minutes, copies of the Bylaws, and roster. The Secretary shall assist the presiding officer in the preparation of the agenda for the meetings and carry on official correspondence as directed. The Secretary shall perform the duties customary to that office and shall exercise such rights as the Bylaws shall direct.
- The Treasurer shall serve as a member of the Executive Committee for three (3) consecutive years. The Treasurer shall be selected from past Presidents of the Association, shall be the official custodian of the funds of the Association, shall be the disbursing officer, and shall have charge of any securities of the Association. The Treasurer shall place all funds, securities, or other valuables in a responsible depository as designated by the Executive Committee. The Treasurer shall be responsible for an accurate record of all receipts and disbursements and shall be responsible for the payment of all invoices or obligations after determining that their payment is justified. The Treasurer shall prepare annual financial reports and records of actual expenditures and revenues, as well as a proposed budget and estimated revenue to be presented to the Association. The proposed budget may be rejected and/or modified and/or accepted for approval during the annual meeting. The Treasurer shall submit to the members, every three (3) years, a proposal for advancing the financial stability of the Association.
Section D – Vacancies.
In the event of a vacancy on the Executive Committee, the Executive Committee shall appoint a replacement from among the Association's active members to serve the remainder of the unexpired term of the vacant office.
Section E – Nominating Committee.
The Executive Committee shall appoint a Nominating Committee consisting of three (3) active members of the Association, the chairperson of which shall be the Immediate Past-President. The Nominating Committee will annually propose a slate of officers for the Association. Unless declined by the individual(s) selected, it is anticipated that the Secretary will succeed the Vice-President, the Vice-President will succeed the President-Elect, and the President-Elect will succeed the President. If proposed by the Nominating Committee, the Treasurer may succeed into the annual slate of officers as Secretary after the expiration of his/her three-year term of office, or the Treasurer may be proposed by the Nominating Committee to serve a second three-year term. Under no circumstances, however, shall the Treasurer serve more than two (2) consecutive three-year terms. The Treasurer shall be eligible for a new appointment following the expiration of three (3) years from the conclusion of his/her second term in office.
Chapter III.
MEETINGS
Section A – Annual Meetings.
The annual meeting of the Association shall be held at such time and place as may be fixed by the Executive Committee of the Association. Written notice shall be given to all members by mail not less than sixty (60) days prior to the date of the meeting. The annual meeting may be held in conjunction with either a meeting of the American Association of Dental Examiners, or at such other time or place as the Executive Committee shall deem advisable.
Section B – Special Meetings.
Special meetings of the Association may be called at any time by the President, with approval of the Executive Committee or by written request of no less than five (5) active Association members. Written notice of the time and place of such meeting shall be given to all members by mail not less than thirty (30) days prior to the date of the meeting.
Section C – Proxies.
At any meeting of the Association, a member may vote by proxy. All proxies must be executed in writing and signed by the member. The proxy may be voted only by the agent designated in the written proxy.
Section D – Quorum.
Those active members present and entitled to vote shall constitute a quorum at any meeting of the Association, and a simple majority for voting shall be considered as one more than fifty percent (50%) of those present and voting.
Section E – Executive Committee Meetings.
Meetings of the Executive Committee shall be at the call of the President and of such frequency as necessary to conduct the business of the Association.
CHAPTER IV.
FINANCE AND DUES
Section A – Sources of Funds.
Funds necessary for the conduct of the affairs of the Association shall come from:
- Such annual dues as may be imposed on the Association members as recommended by the Executive Committee and voted for by a majority of members at a duly noticed meeting.
- Such special assessments as approved by the Association by a majority vote at a duly noticed meeting.
- Voluntary contributions, bequests and other gifts.
- Such other sources as may be approved by a majority vote of the Association at a duly noticed meeting.
Section B – Annual Dues.
Annual dues are due and payable between July 1 and September 1 of each fiscal year.
Section C – Fiscal Year.
The fiscal year of the Association shall be from July 1 through June 30.
CHAPTER V.
ASSOCIATION SEAL
The Association seal shall be that which is adopted by a majority vote of the membership at its annual meeting.
CHAPTER VI.
ADOPTION AND AMENDMENT OF BYLAWS
These Bylaws may be amended at any meeting of the Association, duly called, by a two-thirds (2/3) majority vote of its members present, provided that the amendment shall have been submitted in writing; and, further provided that the full text of the amendment shall have been mailed to such members not less than sixty (60) days prior to the date of the meeting at which its adoption is to be voted upon.
These Bylaws, and any other subsequent amendments thereto, shall become effective upon their adoption, unless a specific effective date is determined to allow for easier implementation.
Adopted this 17th day of April, 1985, at Kansas City, Missouri.
Revised September, 1986, at Denver, Colorado
Revised October, 1987, at New Orleans, Louisiana
Revised October, 1995, at Las Vegas, Nevada
Revised October, 2004, at Orlando, Florida
Revised September, 2007, at San Francisco, California
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