April 4-8, 2017 Annual Meeting
Section 1. CLASSIFICATION. The members of this Academy shall be classified as follows:
Section 3. Non-Discrimination Policy. No applicant shall be denied membership in the Academy because of race, creed, religion, gender, or ethnic origin.
Section 4. Good Standing. A member of this Academy who is not under sentence of suspension or expulsion and whose dues for the current calendar year have been paid shall be considered a member in “good standing.” A member not in “good standing” is denied the privileges of the Academy.
Section 5. Privileges of Membership
Section 6. Suspension. A member may be suspended or expelled for violation of the Principles of Ethics and Code of Professional Conduct or failure to adhere to the ideals and principles of the Academy, under procedures provided in the Academy’s operating procedures.
Section 7. Reinstatement. A member who has been suspended may apply for reinstatement, providing the cause for suspension has been remedied.
ARTICLE II — GENERAL ASSEMBLY
Section 2. Powers. The General Assembly shall be the supreme legislative body of this Academy. It shall have the power (a) to enact, amend, revise or repeal the Constitution and Bylaws; (b) to elect all members of the Academy; (c) to elect its officers, and (e) serve as the final Court of Appeals.
Section 3. Meetings
Section 4. Order of Business. The order of business of the meetings of the General Assembly shall follow “Robert’s Rules of Order, Revised,” latest edition where they are applicable and not inconsistent with these Bylaws.
Section 5. Quorum. A quorum shall be 10% of the regular membership in good standing who are attending the annual meeting, or twenty-five (25) regular members in good standing, whichever number is greater.
ARTICLE III — BOARD OF TRUSTEES
Section 2. Officers. The President shall be chairperson, and the Secretary of the Academy shall be Secretary.
Section 3. Vacancy. In the event of a vacancy, the President may appoint any qualified member to fill the unexpired term.
Section 4. Powers and Duties. The Board of Trustees shall approve the Academy’s annual budget, propose and direct the strategic plan, and assume other responsibilities described in these bylaws. It shall serve as the advisory body to the Executive Committee.
Section 5. Sessions. The Board of Trustees shall meet at least once during the annual meeting, and at other times as necessary. The Board of Trustees shall also meet at the call of the President, or upon a request to the President signed by ten (10) members of the Board, written notice of which shall be sent at least fifteen (15) days prior to all members of the Board of Trustees.
Section 6. Quorum. Fifty-one percent (51%) of the members shall constitute a quorum for the transaction of business.
ARTICLE IV —OFFICERS
Section 2: Eligibility. Only a regular member in good standing may serve as an elective officer of the Academy.
Section 3: Term of Office. All officers shall hold office from the annual meeting at which they were elected until the final regularly scheduled Board of Trustees meeting at the following annual meeting or until their successors are duly elected and installed. The President-Elect shall succeed to the office of President without further election at the annual meeting following that at which he/she was designated President-Elect.
Section 4: Nominations and Elections. The slate of officers shall be presented by the Nominating Committee to the Board of Trustees. The slate will be mailed, posted or submitted in writing to all members at least thirty (30) days before the annual meeting. Additional candidates may be nominated by petition signed by twenty (20) regular members and include a statement of the candidate’s willingness to accept election. The petition must be returned to the Secretary at least thirty (30) days before the annual meeting. No other nominees will be recognized from the floor, except as provided below for the replacement of nominees already on the slate. The Nominating Committee will retain the option of changing the slate until the actual election if a nominee is unable to accept the nomination or hold office. The change must be reviewed by the Board of Trustees. In such an event, nominations may be received from the floor at the annual meeting of the General Assembly. Elections shall be held at the annual meeting of the General Assembly, and shall be conducted under the supervision of the Nominating Committee.
Section 5: Vacancy
Section 6. Duties
ARTICLE V — COMMITTEES
Section 2. Officers. The chairperson and co-chairpersons of all standing and special committees shall be appointed by the President, with advice and approval of the Executive Committee, unless otherwise provided in these Bylaws.
Section 3. Duties of Standing Committees
Section 5. Other Committees. May be established by the Executive Committee as it deems appropriate. All committees will be listed with their assigned responsibilities in the Academy’s Standard Operating Procedures Manual. Section 6. Special Committees. May be appointed by the President. The term of these special committees will lapse at the annual meeting following that at which they were appointed or upon completion of their assigned function.
ARTICLE VI—FEES, DUES, FUNDS AND FISCAL YEAR
Section 2. Fiscal Year. The fiscal year will be January 1 through December 31.
ARTICLE VII—THE AMERICAN BOARD OF ORAL MEDICINE
Section 2. Requirement. The American Board of Oral Medicine shall conform to the requirements as are generally prescribed for such sponsoring boards in the field of dentistry.
Section 3. Composition and Election. Directors of ABOM shall be regular or life members in good standing who are certificants of ABOM and who are selected by the Board of Trustees of the Academy. No member of ABOM shall serve more than two (2) successive terms of three (3) years each, but the member shall continue until his/her successor shall have been selected. ABOM shall elect its own officers.
Section 4. Annual Report. ABOM shall submit a complete report annually to the Executive Committee, Board of Trustees and to the General Assembly of the Academy.
Section 5. Duties. The duties of ABOM shall be to examine candidates for certification by the American Board of Oral Medicine and to foster continuing interest and education in this branch of healing art. It shall also keep an updated list of certificants with their addresses. ABOM may also sponsor special programs at Academy meetings. The President or his/her designee shall be an ex officio, non-voting member of the Board of Trustees of the Academy.
Section 6. Vacancy. Appointment to the American Board of Oral Medicine to fill an unexpired term shall be made by the Board of Trustees of the American Academy of Oral Medicine.
Section 2. Adoption. A Section may be created by a majority vote of the Executive Committee and approval by a two-thirds (2/3) affirmative vote of the General Assembly.
Section 3. Bylaws. The Section Bylaws shall not be in conflict with these Bylaws.
Section 4. Records. All minutes and other records of a Section shall be open to inspection by the Academy officers as any time by written request.
Section 5. Revocation. A section may be dissolved and eliminated as an entity within the Academy by a majority vote of the Executive Committee and a two-thirds (2/3) vote of the General Assembly.
ARTICLE IX—OFFICIAL PUBLICATIONS
Section 2. Control of the official publications shall be vested in the Executive Committee provided that the Editor shall have the power to exercise full control over editorial matters subject to the policies established by the General Assembly, the Executive Committee, and these Bylaws.
ARTICLE X—ACADEMIC FELLOWSHIP
Section 2. Qualifications. Candidates must meet the following criteria for consideration:
ARTICLE XI—ANNUAL AND OTHER MEETINGS
Section 2. Bylaws. The Auxiliary shall be governed by a set of Bylaws which are not to conflict with the Constitution and Bylaws of the Academy.
Section 3. Fees and Dues. Fees and dues shall be established according to the needs and activities of the organization.
Section 4. Organization and Dissolution. As a nonprofit organization, all of the fiscal affairs will be subject to the audit of the Academy. In the event of dissolution, all the funds and property of the Auxiliary will become part of the Awards and Endowment Fund of the Academy.
ARTICLE XIII— AMENDMENTS
Section 2. These Bylaws may be amended at any annual or other Academy meetings by 2/3 majority affirmative vote of the members of the General Assembly present and voting, provided that said proposed amendment has been presented in writing at the previous session of said meeting.
ARTICLE XIV. INDEMNIFICATION OF OFFICERS AND DIRECTORS
Section 2. Each officer or director shall be indemnified by the Academy against all expenses reasonably incurred by him/her in connection with an action, suit or proceeding to which he/she may be a party defendant or with which he/she may be threatened by reason of his/her being or having been a director or officer of the Academy or by reason of having acted pursuant to a resolution of the Executive Committee or Board of Trustees, but an officer or director shall not be indemnified for any matter for which he/she is held liable for gross negligence or misconduct in the performance of his/her duties. The right of indemnification under this article shall not exclude any other right to which an officer or director may be entitled nor restrict the Academy’s right to indemnify or reimburse an officer or director in a proper case even though not specifically provided for herein.