By-Laws

Revised October 31, 2002

ARTICLE I. MEMBERSHIP CLASSIFICATION

Section 1. Voting Members

A) Voting membership shall consist of the following types: Active, Retired and Life. Non-voting membership shall consist of the following types: Honorary, Non-resident, Affiliate, and Associate.

Section 2. Active Members

A) Any person who holds a degree of Doctor of Veterinary Medicine or an equivalent degree of veterinary medicine from a school accredited by the American Veterinary Medical Association, or is licensed to practice veterinary medicine by the State of California, whose ethical, moral and professional qualifications comply with this Constitution and By-Laws, and who resides or practices in the area designated by the CVMA as the boundaries of the SFVMA, is eligible to apply for election to membership in the Association.

B) Active members shall have the right to vote on all propositions submitted to the membership, the right to vote upon the election of the officers, and the privilege of attending all meetings of the Association and shall be eligible for any office or honor within the scope of the Association.

Section 3. Retired Membership

A) Any person who has been an active member of the Association for at least twenty years, who has retired from the active practice of veterinary medicine, may, upon written application to the Executive Board, be elected to retired membership by that body subject to the approval of the membership at the next regular membership meeting.

B) Retired Members shall have the right to vote on all propositions submitted to the membership, the right to vote upon the election of the officers, and the privilege of attending all meetings of the Association and shall be eligible for any office or honor within the scope of the Association.

Section 4. Life Members

A) The qualifications for Life Membership shall be the same as those for Active membership except that Life Members shall be those who have been exempted from payment of dues by a vote of the Executive Board.

B) To be eligible for Life Membership a member must have paid SFVMA dues for a minimum of twenty (20) years and must have attained the age of 65 years.

C) A member must be nominated by 5 members of the association. The nomination must then be presented and approved by the Executive Board.

D) Life members shall have the right to vote on all propositions submitted to the membership, the right to vote upon the election of the officers, and the privilege of attending all meetings of the Association and shall be eligible for any office or honor within the scope of the Association.

Section 5. Honorary Membership

A) Any person who has served the veterinary profession in an exemplary manner may be proposed for Honorary membership in this Association provided that such proposal be made in writing and signed by at least five (5) Active Members and referred to the Executive Board for consideration. An affirmative vote by at least two thirds of the members of the Executive Board shall be necessary for election to Honorary Membership.

B) Honorary members shall be exempt from the payment of all dues and assessments with the exception of the cost of meals at meetings.

C) Honorary members shall not have the right to vote or hold office, or any right or title to any property of the Association. They shall be given the privilege of attending any meeting of the Association open to voting members.

D) The member of the Board of Governors from District 5 of the California Veterinary Medical Association, may be considered an honorary member, subject to the yearly approval of the Executive Board.

Section 7. Non-Resident Membership

A) Any person who holds the degree of Doctor of Veterinary Medicine or an equivalent degree of veterinary medicine from a school accredited by the American Veterinary Medical Association, or is licensed to practice veterinary medicine by the State of California, and whose residence or practice is carried on entirely without the territorial limits of the Association, and whose ethical, moral, and professional qualifications comply with this Constitution and By-Laws is eligible to apply for election to non-resident membership in the Association.

B) Non-resident members shall not have the right to vote or hold office, or any right or title to any property of the Association. They shall have the privilege of attending any meeting of the Association open to voting members.

Section 8. Affiliate Membership

Persons who do not have the degree of Doctor of Veterinary Medicine or an equivalent degree of veterinary medicine from a school accredited by the American Veterinary Medical Association but who are vitally interested and concerned in the profession of veterinary medicine and activities of the Association shall be eligible for election as an affiliate member. Affiliate members shall not have the right to vote or to hold office, or any right or title to any property of the Association.

Section 9. Associate Membership

Any person who would otherwise qualify for active membership and holds a degree of Doctor of Veterinary Medicine or an equivalent degree of veterinary medicine from a school accredited by the American Veterinary Medical Association, who is an active member of a constituent association of CVMA other than SFVMA, and who casts a CVMA vote with that other association, shall be eligible to associate membership in San Francisco Veterinary Medical Association. Associate members shall not have the right to vote or to hold office, or any right or title to any property of the Association.

ARTICLE II – MEMBERSHIP PROCEDURES

Section 1. Application and Dues

A) Application for admission to active membership shall be made in writing on a form approved by the Association, and shall be signed by the applicant.

B) The applicant’s signature on such application form shall constitute acceptance of and intention to be bound by the Articles of Incorporation, Constitution and By-Laws of the Association, the Principles of Veterinary Medical Ethics of the American Veterinary Medical Association and the California Veterinary Medical Association, together with all future amendments of any such Articles, Constitutions, By-Laws or Principles of Veterinary Medical Ethics which may be duly adopted pursuant to the provisions thereof.

D) Such application shall be filed with the Secretary of the Association and accompanied by such dues as shall be prescribed by the By-Laws of the Association.

E) The names of applicants for membership shall be published in the official publication of the association. If no written objection is received by the Secretary within ten (10) days after publication as provided above, the application shall be presented to the executive board for consideration.

F) If a written objection to any applicant is received by the Secretary, the application shall then be referred to the Executive Board for consideration. The applicant shall become a member if at least three (3) members of the Executive Board vote in favor of accepting said applicant.

G) If the application is rejected by the Association, all dues submitted with the application shall be refunded to the applicant by the Executive Secretary, together with a statement that such action is by direction of the Executive Board. A rejected applicant may appeal in person or in writing to the next meeting of the Executive Board.

H) Active membership shall endure for life from the time of election unless terminated as hereinafter provided.

D) Dues for all membership categories shall be set by the Executive Board and presented to the membership for approval at the last regular meeting of the calendar year. Said assessment shall be voted upon and passed by a two-thirds vote of the membership present, providing a quorum is present.

E) Annual dues shall be due and payable on February 1 of each calendar year.

F) A member may lose his or her membership if the annual dues remain unpaid on June 1. A late fee may be imposed at the discretion of the Executive Board.

G) A new member joining after the second meeting of the year shall pay 3/4 of the annual dues; a new member joining after the third meeting shall pay 1/2 of the annual dues. A new joining member who has paid guest fees for previous meetings of the current calendar year shall have their previously paid guest fees applied to their current year’s dues.

Section 2. Standard of Qualification

The Association, acting through the Executive Board, shall be the sole judge of the moral, ethical, and professional qualifications needed for membership to, or continuation of, any type of membership in the Association.

Section 3. Termination of Membership

A) Any member in good standing may resign by filing with the Executive Secretary, a written resignation, providing all indebtedness to the Association have been paid. Dues paid in advance for the remainder of the current year shall be considered the property of the Association, and no refund will be made.

B) Membership shall cease automatically if membership dues, or any part thereof, remain unpaid after the expiration of the time for payment as set from time to time by the Executive Board. The name of such member dropped from membership shall be referred by the Executive Secretary to the Executive Board for investigation and possible reinstatement.

C) Any member whose license to practice veterinary medicine and surgery in the State of California is revoked, shall, upon receipt of written evidence by the Executive Director from the State Board of Examiners in Veterinary Medicine that such revocation has become final, thereupon automatically cease to be a member.

D) Any member whose license to practice has been suspended or who has been duly adjudged guilty by the Executive Board of misconduct as a veterinarian, of any act in violation of any provisions of the Articles of Incorporation, Constitution or By-Laws of the Association, or the principles of veterinary ethics promulgated by the Association or the CVMA, shall be subject to admonishment, censure, suspension, or expulsion from the Association as directed by the Executive Board.

Section 4. Right of Appeal (Due Process)

A) Any member who has been advised that he or she is the subject of disciplinary action by the Association shall have the right to appeal that action, and the right to appear with legal council for a full review of the decision, if desired.

B) Any person who has been refused membership in the Association shall have the right of appeal to the Executive Board and the right to appear for a full review of the decision.

Section 5. Membership Reinstatement

Anyone losing membership in the Association for any reason may apply for reinstatement at any time by written petition to the Executive Board.

A) In addition to said written petition, such persons may request a personal hearing with the Executive Board for the purpose of requesting reinstatement.

B) If the circumstances warrant, at the sole discretion of the majority vote of the Executive Board, such person may be reinstated to the same class of membership as previously held in the Association.

C) The Executive Board may determine any condition or conditions which must be satisfied before reinstatement.

ARTICLE III. MEETINGS

Section 1. Regular Meetings

Regular meetings of the Executive Board and General Membership shall be held quarterly at a time and place agreed upon by the Executive Board. Written notice shall be sent to each member at least five days preceding any regular meeting.

Section 2. Special Meetings

Special meetings may be called by the President, a majority of the Executive Board, or ten percent (10%) of the membership of the Association. Written notice shall be sent to each member at least ten (10) days in advance of the special meeting, stating time, place and purpose. Only matters pertaining to the specified purpose shall be considered at a special meeting.

Section 3. Annual Meetings

The annual meeting shall be the first regular General Membership meeting. The main purpose of the annual meeting shall be the presentation of annual reports, and the seating of the incoming officers. Nominations for officers for the following year shall be accepted and presented to the membership on the third (3rd) regular meeting of the year and election of said officers shall be held on the last regular meeting of the year.

Section 4. Quorum

A) Twenty-five percent (25%) of the voting membership shall constitute a quorum. A special quorum may be invoked by the Executive Board for a meeting following a written notice sent to all the membership at least ten days prior to the meeting.

B) To conduct official business of the Association, a majority of the members of the Executive Board must be present.

ARTICLE IV. EXECUTIVE BOARD

Section 1. The membership of the Executive Board (Board) of the Association shall be:

A) President

B) Vice President

C) Secretary

D) Treasurer

Section 2. The members of the Executive Board shall be elected at the Last General Membership meeting each year.

Nominations for office will be accepted and presented to the membership at the third regular meeting each year. Nominations will remain open until the Last General Membership meeting each year. Installation of the elected Board shall be held at the Annual Meeting following the election. The existing Board members shall continue in office until the installation of their successors.

Section 3 Terms of Office:

A) Each officer of the Executive Board shall be elected for a one year term. There is no limit on the number of consecutive terms a member may hold office.

B) No member shall hold more than one position on the Board concurrently.

Section 4. Vacancies:

A) The Vice President shall automatically assume the position of President in case of a vacancy in that position.

B) Other vacancies shall be filled by the Board, for the remainder of the term of the vacating Board member, with approval of the membership at the General Membership Meeting immediately following the filling of such vacancy.

ARTICLE V. DUTIES OF THE EXECUTIVE BOARD

Section 1. The Executive Board shall manage the affairs and business of the Association, but at no time shall they be in conflict with the desires and action of the membership of the Association.

Section 2. The Executive Board shall be vested with the authority to select, enter into contract and employ an Executive Secretary and any other employed staff of the Association. The initial contract may not exceed a period of one year. They shall be vested with the authority to discharge any staff member for cause and shall establish the salary and expenses of the employed staff.

Section 3. The regular meeting of the Executive Board shall be held as decided by the President or upon request of a majority of the Executive Board members.

ARTICLE VI. DUTIES OF OFFICERS

Section 1. President

A) The President shall preside at all meetings of the membership and Executive Board, and shall be the Chairman of the Executive Board.

B) The President shall appoint committees as authorized in Article X of the By-Laws and such other committees as may be necessary, and shall be an ex-officio member of all committees. The President may assign additional duties to committees with the approval of the executive board.

C) The President shall direct the activities of the employed staff of the Association, and shall make the necessary appointments to fill any vacancy occurring in employed positions. Such an appointment must have the approval of the Executive Board at its next regular meeting.

D) The President shall be responsible for certifying the presence of a quorum before voting on Association business.

Section 2. Vice President

A) The Vice President shall assume the duties of the President in the event of his absence or inability to serve or conduct the affairs of the Association.

B) The Vice President shall be an ex-officio member of all committees.

C) The Vice President shall otherwise assist the President as the President may from time to time determine

D) The Vice President shall be responsible for other duties that are from time to time delegated by the Executive Board

Section 3. Secretary

A) It shall be the duty of the Secretary to act as the name implies.

B) It shall be the duty of the Secretary to be responsible for publication of a quarterly newsletter of the Association, to be mailed to the membership.

C) The Secretary may obtain the assistance of an Executive Secretary of the Association to perform his or her duties with the approval of the Executive Board.

D) The Secretary shall be responsible for other duties that are assigned by the President or by the Executive Board.

Section 3. Treasurer

A) It shall be the duty of the Treasurer to put all monies of the Association into a fund to be known as the General Fund of the San Francisco Veterinary Medical Association and for such other purposes as directed by the vote of the Executive Board and/or the membership of the Association.

B) It shall be the duty of the Treasurer to render to the Association a written report of receipts and disbursements as called upon to do so. In the event of the Treasurer’s absence, he or she is to file with the Executive Board a statement of receipts and disbursements if so called to do so by the Executive Board within ten (10) days of written request.

C) The Treasurer shall be responsible for collection and depositing of all dues and other funds of the Association in a bank approved by the Executive Board.

D) The Treasurer shall pay all bills of the Association and shall be responsible for records of all receipts and disbursements.

E) The Treasurer shall be responsible for providing the required fiscal information to the appropriate local, state, and/or federal government agencies.

F) The Treasurer shall be responsible for the preparation of the budget for the next fiscal year. The budget shall be presented to the Executive Board by the last regular board meeting of the year.

G) All funds, books and vouchers in the Treasurer’s hand shall be the property of the Association and shall be at all times subject to the verification and inspection of the Executive Board. At the expiration of the Treasurer’s term of office, the Treasurer shall deliver over to the Treasurer’s successor all books, money, vouchers and all other property of the Association.

H) The Treasurer shall be responsible for such additional fiscal duties as are assigned by the President or by the Executive Board.

ARTICLE VII. DUTIES OF DELEGATES TO CVMA

Section 1. There shall be one Delegate and one Alternative Delegate to the CVMA, appointed by the Executive Board to serve two-year terms. Delegates to CVMA shall attend all meetings of the House of Delegates of the CVMA as the official SFVMA representatives.

Section 2. After receiving the agenda for the CVMA House of Delegates meeting, the acting delegates of the Association shall study the agenda and then present the major issues to be addressed to the Executive Board meeting and in the Association newsletter for evaluation and opinions. Delegates to CVMA shall solicit input and resolutions from the Executive Board and the membership, shall accurately express the desires of the SFVMA at the House of Delegates of the CVMA, and, if specifically directed by the Executive Board, shall vote as directed by the Executive Board.

Section 3. After each House of Delegates meeting there shall be a report submitted to the Executive Board within forty-five (45) days of each meeting by the attending delegate(s).

ARTICLE VIII. DUTIES OF EMPLOYED PERSONNEL

Section 1. Executive Secretary and Other Employed Personnel

A) The Executive Board shall delegate the duties of the Executive Secretary and other employed personnel when such individuals are employed, pursuant to the needs of the Association and the desires of the voting membership.

ARTICLE IX. BUDGET

Section 1. The annual budget shall be prepared by the Treasurer as described in Article VI and shall be presented to the Executive Board for approval, amendment, or rejection.

Section 2. No expenditures may be made from Association funds that do not appear in the budget, except as approved by the Executive Board.

A) The Executive Board, at a regular meeting or a special meeting called for that purpose, may initiate action to assess the members for funds, over and above any dues paid, for special needs and purposes. Such proposed action must be presented to the membership at a regular or special meeting of the membership for final approval. All voting members must be notified in writing of the proposed assessment at least ten (10) days in advance of said meeting at which a vote will be called for. Approval requires a three-fourths affirmative vote of the voting members present, providing a quorum is present.

B) The Treasurer of the Association shall seek authorization from the Executive Bard prior to paying any account deemed payable by the Association in excess of $1000 with the exception of meal fees for regular meetings. Members of the Executive Board may be polled by phone or e-mail if necessary.

C) The Executive Board shall periodically cause a review of financial affairs to be conducted by an objective evaluator when deemed appropriate by the executive board or requested by a 2/3 vote of the membership at a regular meeting, provided a quorum is present. An end of year financial statement will be provided to the Executive Board by the Treasurer and shall be available to the membership at the next regular meeting.

ARTICLE X. COMMITTEES

Section 1. All committees of this Association shall be appointed by the President. The Association President shall appoint the members, designate the Chairman and regulate the size of the various standing committees, subject to the approval of the Executive Board.

Section 2. Each committee chairman shall present an annual report of the committee’s activities since the last annual report at the annual meeting of the Association.

Section 3. The standing committees and their duties shall be:

A) Ethics and Professional Conduct

It shall be the duty of the Ethics and Professional Conduct Committee to investigate reported violations of the Code of Ethics and Professional Conduct of the Association, to attempt mediation, and to hold informal hearings when necessary with members concerning reported violations. Standards of conduct shall be as determined in the Principles of Veterinary Medical Ethics as published by the American Veterinary Medical Association and the California Veterinary Medical Association. This committee shall participate in the Peer Review Process of the California Veterinary Medical Association.

If, in the opinion of the Ethics and Professional Conduct Committee, a minor violation of the Code of Ethics and Professional Conduct has been committed, it is the duty of the committee to admonish or censure the member.

If, in the opinion of the Ethics and Professional Conduct Committee, a major violation of the Code of Ethics and Professional Conduct has been committed, it is the duty of the committee to recommend to the Executive Board that a formal hearing be held as provided for in the Rules of Disciplinary Procedures of the California Veterinary Medical Association.

B) Continuing Education

It shall be the duty of the Continuing Education Committee to establish and maintain a program of continuing education and to work in cooperation with the Executive Board for the promotion thereof.

Section 4. Presidents Advisory Council

This committee shall be composed of all SFVMA past presidents, and should be convened as deemed necessary by the Executive Board or the President. It shall be the duty of the Presidents Advisory Council to act as an advisory body to the Executive Board, and assist the President and Executive Secretary in studying and developing topics assigned by the Board.

Section 5. Additional standing committees may be created, or existing committees may be discontinued, by action of the Executive Board and general membership in amending these By-Laws.

Section 6. Special committees or task forces may be created by the president with the approval of at least three members of the Executive Board to perform specific functions not covered by standing committees.

Section 7. Committee Procedures

A) Unless otherwise specifically provided in these By-Laws each committee shall report directly to the Executive Board.

B) Each committee shall file a report with the Executive Secretary before the annual meeting of the Executive Board, and at any other time when requested by the Executive Board.

C) A member of any committee may file a written minority report with the Executive Board providing that the member has advised the other members of the committee of intent to do so.

D) The Chairman of each standing committee shall have the right to appoint sub-committees, which shall function in an advisory capacity only.

ARTICLE XII. PARLIAMENTARY PROCEDURE

The current edition of Robert’s Rules of Order, when not in conflict with the Articles of Incorporation or Constitution and By-Laws of the Association, shall be the guide for parliamentary procedure at all meetings of the Association and any other committees or groups within the Association.

ARTICLE XIII. CODE OF ETHICS

The Code of Ethics of the Association shall be the same as that adopted by the CVMA, and shall govern the actions of the membership.

ARTICLE XIV. AMENDMENTS

The procedure for amending these By-Laws shall be the same as those required under Article V of the Constitution of the SFVMA.

ARTICLE XV. DISSOLUTION

Upon a written vote of two-thirds (2/3) of the membership, the Association may be dissolved. Upon the dissolution of the Association, its assets remaining after payment, or provisions for payment, of all debts and liabilities of the Association, shall be given to the charitable foundation of the Association for disbursement in accordance with the By-Laws of that organization. In the event the charitable foundation is not in existence, all funds of the Association shall be transferred to the California Veterinary Medical Association.