Nevada Association for Healthcare Quality A state chapter of the National Association for Healthcare Quality
Promoting Quality through Education and Information
Health quality
Bylaws
NEVADA ASSOCIATION OF HEALTHCARE QUALITY
(NvAHQ)
BYLAWS
ARTICLE I - NAME
The name of this Association shall be Nevada Association for Healthcare Quality, Inc. (NvAHQ)
ARTICLE II - AUTHORITY
The Nevada Association of Healthcare Quality, Inc. (NvAHQ) shall operate under charter from the State of Nevada and all of the provisions of its Bylaws together with all amendments thereto.
ARTICLE III - PURPOSE AND OBJECTIVES
MISSION STATEMENT: NvAHQ is committed to developing and promoting professional expertise in the art and science of health care quality throughout the continuum of care.
VISION: NvAHQ is committed to developing and promoting professional expertise in the art and science of health care quality throughout the continuum of care.
VALUE STATEMENT: NvAHQ will be the leader in providing education, networking, and resources to promote the development of health care quality professionals.
We adopt the values of NAHQ:
-  Transformational Leadership
-  Customer Driven Continuous Improvement
-  Team Work
-  Diversity
-  Integrity
-  Professional Development
Section 1 - This organization is not, nor shall it ever become, a trade union or collective bargaining agency.
Section 2 - This organization shall have no paid officers or directors.
ARTICLE IV - MEMBERSHIP
Section 1 - Membership shall be inclusive, not exclusive, and open to all professionals involved in healthcare quality management including: utilization management, risk management, and related functions regardless of the setting. Membership shall be of 2 categories: individual and honorary.
A. Individual- Those members in good standing having responsibility in professional health care quality. They shall be entitled to all membership privileges including the right to vote, hold office and committee appointment.
B. Honorary - Those members who have been approved by the NvAHQ Board of Directors (Board) as having rendered outstanding service to NvAHQ. They shall have membership privileges excluding the right to vote, hold office and committee appointment.
Section 2 - Any person or organization desiring membership in NvAHQ shall file a completed application for membership accompanied by the appropriate dues.
Section 3 - A qualified person shall not be denied membership in NvAHQ because of race, religion, sex, national origin, handicap or political affiliation.
ARTICLE V - DUES
Section 1 - Annual membership dues shall be determined by majority vote of members of the NvAHQ Board of Directors.
Section 2 - Dues shall be payable annually at the beginning of each fiscal year. The membership and fiscal year begins January 1.
Section 3 - Membership in the Association is not transferable to another individual. A member who changes his/her position shall retain his/her membership for the duration of the period for which dues have been paid.
Section 4 - Non-payment of annual dues in the time frame established by the Board shall be deemed as resignation from the Association.
Section 5 - No portion of the dues paid by a member who resigns or whose membership is terminated is refundable.
ARTICLE VI - BOARD OF DIRECTORS
Section 1 - The NvAHQ Board of Directors (Board) shall consist of the officers and the appointed chairs of each standing council.
Section 2 -
  1. The term of office for all elected officers shall be as detailed in Article VII, Section 2.

  2. The term of office for the council chairs shall be 1 year. No council chair may serve more than 2 consecutive years. Chairs shall be selected from existing councils when possible as detailed in Article VIII, Section 1A.
Section 3 - The NvAHQ Board shall manage the affairs of NvAHQ. Appointments by the president are subject to approval by the Board.
Section 4 - The NvAHQ Board shall meet at least quarterly as designated by the president and approved by the Board. This includes conference calls. Special meetings of the Board may be called by the president or 3 members of the Board. Each Board member will be given written, verbal or electronic media notice of the time, place, and purpose of each meeting.
Section 5 - Simple majority of those present, as long as there are at least five Board members present, shall constitute a quorum for the transaction of business. A vote by verbal, written or electronic media may be taken when necessary.
Section 6 - All Board meetings shall be open to members. Members with specific concerns or agenda items are responsible to contact a Board member via letter, e-mail, or fax seven calendar days prior to the meeting. The Board meeting times will be communicated to members who have submitted specific concerns of agenda items.
Section 7 -
  1. Any Board member may resign at any time by giving written notice to the president.

  2. The Board, by simple majority vote, may remove any appointed or elected member of the Board if it is deemed that said member is not fulfilling the duties of the office.

  3. The Board may call a special meeting for removal of appointed or elected officers deemed to not be fulfilling the duties of the office. Written notice of said meeting will be given to NvAHQ membership. The affected individual will be given notice prior to the notice to the membership. Simple majority vote by those Board members present will decide the outcome.

  4. Procedures for filling subsequent vacancies are outlined in Article VII, Section 3 F.
Section 8 - No member of the Board may serve in more than one position of the Board of Directors concurrently.
ARTICLE VII - OFFICERS
Section 1 - Officers of NvAHQ consist of a president, president-elect, immediate past president, secretary, treasurer, and 2 members-at-large and, when possible, one to represent northern Nevada and one to represent southern Nevada.
Section 2 - All elected officers shall serve for a term of 1 year. No person shall serve more than 2 consecutive terms in the same office.
  1. All officers except the President will be elected annually. The President Elect will assume the role of incoming President effective January 1 of each year. The President-elect will be elected annually.

  2. Board members shall assume their duties beginning January 1.
Section 3 - The DUTIES of the officers shall be as follows:
  1. The president presides at all general meetings of NvAHQ and the NvAHQ Board and serves as a representative to the NAHQ Leadership Council. The president assures that the directions and actions of the Board are carried out. The president provides an association status report, including actions of the NAHQ Leadership Council, during the annual business meeting. The president shall be an ex-officio member (non-voting), but not chair, of all standing councils. The president appoints chairs of councils, subject to Board approval. The president performs such other duties as are described elsewhere in the Bylaws and that are usual to this office. The president serves as the NvAHQ delegate to the NAHQ Leadership Council. (See Article XI).

  2. The president-elect performs the duties of the president in the event of the president's absence. The president-elect performs duties as assigned by the president and prepares for the duties of the office of president. In the event the president cannot fulfill his/her term of office, the president-elect serves out the unexpired term prior to beginning their own elected term. The president-elect is responsible for maintaining current NvAHQ bylaws and presenting revisions to the membership for approval. The president-elect is an ex-officio member (non-voting), but not chair, of the Membership and Communication Council and is responsible for submitting a complete list of NvAHQ members to NAHQ in the time frame assigned by NAHQ. The president-elect serves as 1st alternate delegate to the NAHQ Leadership Council. (See Article XI).

  3. The secretary is responsible for issuing notices of all meetings of the Board and sees that minutes of such meetings are kept. The secretary is responsible for the custody of all NvAHQ records and files, and performs such other duties as are usual to this office. The secretary will also archive one copy of each education program (agenda and handouts) sponsored by NvAHQ as a permanent record and resource for members. The secretary serves as an ex-officio member (non-voting), but not chair, of the Membership and Communication Council.

  4. The treasurer is responsible for the acceptance and custody of all monies belonging to NvAHQ and for the disbursement thereof as authorized by the Board. The treasurer ensures that accurate records are kept of monies received and paid out and for executing contracts and other instruments authorized by the Board. The treasurer provides financial statements and reports at each Board meeting and annually to the membership. The treasurer also performs other duties as are usual to the office.

  5. The members-at-large represent the NvAHQ general membership as members of the Board. Specific duties of this office are to seek the ideas and opinions of the general membership through an annual needs assessment and report the results to the Board. The members-at-large further communicate specific needs and concerns of the NvAHQ general membership by serving as voting members, but not chairs, of the Standing Councils and will coordinate council responsibilities to ensure adequate representation of statewide membership.

  6. In the event of a vacancy in the secretary, treasurer, or members-at-large positions, the president, within 30 days, shall appoint a successor, subject to the approval of the Board, to complete the term of office. In the event of a vacancy in the president-elect position, the Board will call a special election. Special elections will be consistent with Article XII.

  7. All members of the Board are voting members.
ARTICLE VIII - STANDING COUNCILS
Section 1 - The Association shall have 2 standing councils:
1) Membership and Communication Council and
2) Education Council.
  1. Chairs of each council will be appointed by the president-elect and prior to the last Board meeting of the membership year. There will be 2 Co-Chairs for the Membership and Communication Council and 1 Chair for the Education Council. Chairs are subject to approval by the sitting Board at the last Board meeting of the membership year. Chairs will assume office January 1.

  2. The chair(s) of each standing council shall prepare annual goals and a proposed budget for council activities and submit this information to the Board for approval at the first Board meeting of the membership year.

  3. At the last Board meeting of the year, the chairs of each standing council shall present a summary of measurable outcomes based upon the above goals and budget. Council chairs will also present a summary of measurable outcomes to the membership at the Annual Membership meeting.
Section 2 - The composition and purpose of each Standing Council shall be:
  1. Membership and Communication
    1. The Membership and Communication Council will consist of two appointed co-chairs, one for Membership and one for Communication, and as many members as deemed necessary by the co-chairs. Members of the Council will be recruited from the general membership by the Chairs and/or by request for placement on the Council by an individual member. The president-elect serves as an ex-officio member, but not chair, of this council.

    2. The mission of the Membership and Communication Council is the following:

      1. Promote membership enrollment and diversity.
      2. Assess and facilitate membership.
      3. Provide NvAHQ related information to members and the healthcare community.

    3. Functions of the Membership and Communication Council include:

      1. Marketing of NvAHQ and promotion of community awareness.
      2. Recruitment of new members and diversification of membership.
      3. Provision and/or distribution of Board-approved, NvAHQ information.
      4. Maintenance of NvAHQ website.
      5. Development and distribution of a quarterly newsletter for the general membership and for NAHQ.

    4. Education Council

      1. Education Council will consist of the appointed chair and as many members as deemed necessary by the chair. Members of the Council will be recruited from the general membership by the Chair and/or by request for placement on the Council by an individual member.

      2. The mission of the Education Council is to develop, provide and promote educational opportunities for members and for the community of quality healthcare professionals.

      3. Functions of the Education Council include:

        1. Ensure opportunities for educational growth
        2. Maintain an expert skills list
        3. Provide assistance for CPHQ certification
        4. Offer additional professional expertise
        5. Oversee academic and/or continuing education activities for the association.
ARTICLE IX - STANDING COMMITTEES
Section 1 - Standing Committees are those which are responsible for the ongoing activities of NvAHQ. With the exception of the committee(s) named in these bylaws, standing committees may be created or dissolved by the Board of Directors.
  1. Nominating Committee.
    1. Composition. The nominating committee shall consist of 3 active members who shall each have been an active member for at least 1 year.

    2. Term. The members shall serve for a term of two years or until their successors are appointed. 1 member will be appointed by each standing council chair. 2 members shall be appointed in even-numbered years and 1 in odd-numbered years. No member may serve two consecutive terms.

    3. Committee Chair. The Nominating Committee Chair will be determined annually by the Nominating Committee members at their first meeting immediately following the annual election. The Nominating Committee Chair will provide monthly Committee activity reports to the president-elect.

    4. Duties. The Nominating Committee shall prepare a slate of candidates for election to the elective offices of the NvAHQ and shall refer to Article XII for the election process.

    5. Vacancies. Vacancies on the Nominating Committee shall be by appointment of the standing council chairs as approved by the Board.

    6. Ineligibility for office. Members of the Nominating Committee are ineligible to be nominated for or hold an office while serving on the Nominating Committee and for the administrative year immediately following their service on the Committee.
ARTICLE X - SPECIAL COMMITTEES

Section 1 - The NvAHQ Board of Directors establishes special committees as it deems necessary. The Board establishes the functions of these committees that operate under the general direction and supervision of the Board. Time frames in which special committees operate are established by the Board and may be extended by a simple majority of the board.
Section 2 - The chairs of all special committees shall be appointed by the president subject to Board approval.
Section 3 - The chair of each special committee shall report action items at scheduled Board meetings as needed.
ARTICLE XI - REPRESENTATIVES TO THE NATIONAL ASSOCIATION OF HEALTHCARE QUALITY'S (NAHQ) LEADERSHIP COUNCIL
Section 1 - The Leadership Council of the NAHQ determines the purpose and general lines of direction of the NAHQ Board of Directors and includes the following:
  1. Receiving and acting upon recommendations of the NAHQ Board and any other business of NAHQ presented to the Leadership Council.

  2. Providing recommendations and guidance to the Board

  3. Amending NAHQ bylaws as necessary
Section 2 - NvAHQ Responsibilities to the NAHQ Leadership Council
  1. NvAHQ will provide representatives to the NAHQ Leadership Council per NAHQ bylaws that state the Leadership Council shall be composed of the NAHQ Board of Directors and those individuals selected by each of the Affiliated State Associations. Representative selection shall proceed in accordance with the guidelines set forth each year by the NAHQ Board of Directors.

  2. Nevada representatives to the Leadership Council must have dual membership in NAHQ and NvAHQ.

  3. No individual may serve as a member of the Leadership Council as both a member of the NAHQ Board of Directors and as an individual selected by an Affiliated State Association.

  4. Leadership Council members shall serve for a term of one (1) year and until their successors are selected and qualified.
Section 3 -
  1. The NvAHQ president will serve as the representative to the NAHQ Leadership Council. The NvAHQ president-elect shall serve as the first alternate representative to the NAHQ Leadership Council.

  2. Additional representatives and alternates will be selected by the NvAHQ Board as appropriate.
Section 4 - The representatives may receive compensation relating to Leadership Council activities in an amount to be determined by the NvAHQ Board of Directors.
ARTICLE XII - ELECTIONS
Section 1 - The Nominating Committee shall prepare a slate of candidates for elected offices of NvAHQ. Candidates will hold current membership in NvAHQ. A biographical sketch of each candidate's professional activities and services to NvAHQ shall accompany each slate.
Section 2 - Election of officers shall be during the NvAHQ Annual Meeting. The Nominating Committee will provide a mechanism to verify voter eligibility. The list of candidates and a method for voting approval or disapproval will be available on the NvAHQ website. Voting instructions and time frame for voting online will also be available on the website.
Section 3 - The slate of candidates shall be approved by a simple majority of the votes cast.
ARTICLE XIII - MEETINGS
Section 1 - Regular board meetings and special board meetings shall be held as detailed in Article VI Section 4. Membership will be notified of regular and special board meetings in a timely manner.
Section 2 - Educational sessions will be held at least twice per year with one session held in the fall.
Section 3 - General membership meetings will occur at least annually and as deemed necessary or appropriate by the Board. Notice of such meetings shall be provided to the membership at least 30 days prior to the holding of said meeting.
Section 4 - During the fall educational session that follows the NAHQ's annual meeting, an annual business meeting of NvAHQ shall be held for the purpose of Board elections, NAHQ announcements, annual NvAHQ reports, and any other NvAHQ business as deemed necessary by the Board. Notice of such meeting shall be provided to the membership at least sixty days prior to the holding of said meeting.
Section 5 - Councils and Special Committees meet as frequently as deemed necessary by the chair(s).
ARTICLE XIV- BYLAWS
Section 1 - Members may recommend and submit bylaws changes to the NvAHQ Board of Directors.
Section 2 - NvAHQ Board of Directors will review the recommendations and, if approved, submit changes to members for approval of modification of bylaws.
Section 3 - Bylaws are modified and approved by simple majority vote by those present during the annual NvAHQ business meeting, other general membership meetings, or by electronic media ballot. At least ten days notice is given to membership announcing intent to modify bylaws. Bylaws take effect immediately following approval.
ARTICLE XV - ETHICAL PRINCIPLES
Section 1 - Members of the association when acting on behalf of the association will pursue the following ethical principles:
  • Disclose any conflict of interest or potential conflict of interest in a timely manner;

  • Observe all copyright and trademark laws and requirements;

  • Accept donations of supplies, services and other in-kind contributions from their employer to the Association only after disclosure to the members' employers and after declaration of the contribution to the Association's Treasurer.

  • Commit to the Standards of Conduct of the National Association of Healthcare Quality
Commitment:
  • Practice the profession with honesty, integrity and accountability;

  • Maintain a level of competence in the field of health care quality;

  • Seek the trust and confidence of all customers; clients, employees, employers, physicians, organizations and the public;

  • Respect all laws.

Confidentiality:
  • Hold all related data, information in utmost confidence.

  • Disclose confidential information only as required by Federal and State regulations.

  • Protect the right of privacy of individuals.

Conflict of Interest
  • Do not knowingly become involved in any false, fraudulent or deceptive activity.

  • Do not seek membership for the sole purpose of solicitation for personal gain.

ARTICLE XVI- DISSOLUTION
Upon the dissolution of the Nevada Association of Healthcare Quality, the Board, after paying or making provision for the payment of all liabilities of NvAHQ, shall dispose of any remaining assets of NvAHQ pursuant to Nevada Revised Code 82.436-461.
Nevada Association for Healthcare Quality
4012 South Rainbow, Suite K #430
Las Vegas, NV 89103
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