NTLAPA’S

Membership Bylaws

North Texas Latin American Physicians Association (NTLAPA)–BYLAWS

I. Name

  1. The name of the organization shall be North Texas Latin American Physicians Association (NTLAPA).
  2. The organization’s purpose and mission:

1. To represent all Latin/Hispanic American physicians, physicians with Latin/Hispanic ancestry, all physicians and other healthcare professionals wishing to join us.

2. To promote fellowship and unify physicians in North Texas and represent those physicians interests with the local, state and national level.

3. To promote health, wellness and education in the North Texas area through community outreach programs and support.

4. To improve the health of Latinos/Hispanics and other underserved populations.

5. To establish a scholarship and mentor program for medical students and resident doctors from Latin/Hispanic descent.

6. To foster professional interchange with physicians and medical organizations from Latin American countries.

7. To provide assistance and support to Latin American countries and other countries affected by natural disasters.

II. Members

  1. Membership may be granted to any individual physician and other healthcare professional that supports the mission and purposes of the organization, and who pays the annual dues as set by the Board of Directors. 
  2. The Board of Directors, by affirmative vote of two-thirds of all of the members of the Board, may suspend or expel a member, and may, by a majority vote or those present at any regularly constituted meeting, terminate the membership of any member who becomes ineligible for membership, or suspend or expel any member who shall be in default in the payment of dues.
  3. Any member may resign by filing a written resignation with the Secretary;  however, such resignation shall not relieve the member so resigning of the obligation to pay any dues or other charges theretofore accrued and unpaid.
  4. Dues for members shall be established by the Board of Directors.

III. Board of Directors

  1. The Board of Directors will be elected by the membership by a simple majority.
  2. The Board of Directors shall serve without pay and consist of Five (5) to Eleven (11) members.
  3. Directors shall include any physician (M.D. or D.O.) who supports the mission and purposes of the organization.
  4. Each director shall hold office for an unlimited term.
  5. Board members can serve more than one term if at least two years have past in between terms. 
  6. Vacancies
    1. Vacancies due to resignations or other reasons shall be filled in the following manner.
      1. President.  The Vice President shall serve as President for the unexpired term.
      2. Vice President.  The President shall appoint a successor to complete the unexpired term; however, in this event, an appointed Vice President shall not succeed to higher office, unless confirmed by a majority vote of the Board present at the next scheduled Board meeting of the Association.  Should the appointed Vice President not be confirmed, the President shall call for a special election of the Board.
      3. Treasurer.  The President shall appoint a successor to complete the unexpired term; however, in this event, an appointed Treasurer shall not succeed to higher office, unless confirmed by a majority vote of the Board present at the next scheduled Board meeting of the Association.  Should the appointed Treasurer not be confirmed, the President shall call for a special election of the Board.
      4. Secretary.  The President shall appoint a successor to complete the unexpired term; however, in this event, an appointed Secretary shall not succeed to higher office, unless confirmed by a majority vote of the Board present at the next scheduled Board meeting of the Association. Should the appointed Secretary not be confirmed, the President shall call for a special election of the Board.
  7. Board members with three absences per year shall be dismissed from the Board.

IV. Officers of the Board

  1. The office of the board shall consist of a President, Vice-president, Secretary and Treasurer nominated by the Board.
  2. Elected officers of the board will serve a term of three years.
  3. (a)The Chair (President) shall preside at all Board and general meetings, appoint committee members, and perform other duties as associated with the office. The President at his/her discretion may surrender the chair to the Vice President, Treasurer, Secretary, or to another member during any meeting.

(b)The Vice-Chair shall assume the duties of the Chair in case of the Chair’s absence.

(c)The Secretary shall be responsible for the minutes of the Board, keep all approved minutes in a minute book, and send out copies of minutes to all.

(d) The Treasurer shall keep record of the organization’s budget and prepare financial reports as needed.

      4.   Vacancies

    1. Vacancies due to resignations or other reasons shall be filled in the following manner.
      1. President.  The Vice President shall serve as President for the unexpired term.
      2. Vice President.  The President shall appoint a successor to complete the unexpired term; however, in this event, an appointed Vice President shall not succeed to higher office, unless confirmed by a majority vote of the Board present at the next scheduled Board meeting of the Association.  Should the appointed Vice President not be confirmed, the President shall call for a special election of the Board.
      3. Treasurer.  The President shall appoint a successor to complete the unexpired term; however, in this event, an appointed Treasurer shall not succeed to higher office, unless confirmed by a majority vote of the Board present at the next scheduled Board meeting of the Association.  Should the appointed Treasurer not be confirmed, the President shall call for a special election of the Board.
      4. Secretary.  The President shall appoint a successor to complete the unexpired term; however, in this event, an appointed Secretary shall not succeed to higher office, unless confirmed by a majority vote of the Board present at the next scheduled Board meeting of the Association. Should the appointed Secretary not be confirmed, the President shall call for a special election of the Board.

V. Committees

  1. The Board may appoint standing and ad hoc committees as needed.

VI. Meetings

  1. Regular Board meetings shall be held quarterly.
  2. Special meetings may be held at any time when called for by the President or a majority of Board members.
  3. Agendas shall be provided at least one day in advance.
  4. General meetings will be held twice a year for the at large membership.

VII. Voting

  1. (a) A majority of board members constitutes a quorum. (b) In absence of a quorum, no formal action shall be taken except to adjourn the meeting to a subsequent date.   If you are unable to attend a proxy can be submitted to reach quorum. 
  2. Passage of a motion requires a simple majority (i.e., one more than half the members present).

VIII. Conflict of Interest

  1. Any member of the board who has a financial, personal, or official interest in, or conflict (or appearance of a conflict) with any matter pending before the Board, of such nature that it prevents or may prevent that member from acting on the matter in an impartial manner, will offer to the Board to voluntarily excuse him/herself and will vacate his seat and refrain from discussion and voting on said item.

IX. Fiscal Policies

  1. The fiscal year of the Association shall begin January 1st of each calendar year and end December 31st of the same year.

X. Amendments

  1. These by-laws may be amended by a two-third vote of Board members present at any meeting, provided a quorum is present and provide a copy of the proposed amendment(s) are provided to each Board member at least one week prior to said meeting.