Article I – Name

The organization shall be known as the Kentucky Association for Medical Instrumentation, which may be referred to by the acronym KAMI.

Article II – Purpose

The Purpose of KAMI is to:

• Provide a forum for students and professionals involved in fields closely related to medical instrumentation to exchange experiences, information, and ideas to help improve the quality of patient care and improve conditions of medical instrumentation.

• Communicate new instruments, techniques, standards, government regulations, and areas of mutual concern.

• Support the continuing education of its members and community.

• Promote local service training by manufacturers of medical instruments and promote fields involved with medical instrumentation.

• Maintain a professional association status abiding by Section 501(c)(6) as a business league, which is an association of persons having some common business interest, the purpose of which is to promote such common interest and not to engage in a regular business of a kind ordinarily carried on for profit.

Article III – Memberships

This organization shall enroll the following types of membership:

• Professional – Clinical Engineers, Biomedical Technicians, Radiology Equipment Technicians, Healthcare IT and others employed in the repair of medical instrumentation.

• Student – Full or part-time students with interest in medical instrumentation.

• Associate – Professionals in the field of healthcare that use or impact the use of medical instrumentation within healthcare institutions. This includes Office of Information Technology (OIT), Plant Maintenance/Engineering, Doctors/Nurses, and any hospital employees not directly involved in Healthcare Technology Management (HTM).

• Institutional – Healthcare institutions that wish to provide membership for up to six Professionals or Associates.

• Corporate – Company or business organizations which manufacture, sell, service, or otherwise support medical instrumentation.

• Honorary – Those individuals designated by the board for outstanding lifetime service to medical instrumentation. Honorary members shall pay no annual dues.

All membership dues are to be paid during initial membership registration. Renewals are due each year on, or prior to, the beginning of the next Fiscal Year (FY) in October.

Article IV – Voting

Section 1.  Board of Directors

Members of the organization in good standing will be responsible for voting the Board of Directors. Members of the organization may also nominate or motion to dismiss any of the Board of Directors. The Board of Directors will consist of no more than 12 members.

A.    The Board of Directors shall start the nominations process with all active KAMI members no later the thirty (30) days prior to the annual meeting.

B.    Each approved voting member is entitled to one vote.

C.    Passage of voting will be by simple majority of those voting.

D.    The final day of voting will be held bi-annually at the regularly scheduled general membership meeting. The results for up to 12 Board Members will be determined prior to the end of the meeting and those elected will assume office immediately.

E.     Director vacancies will be filled by special appointment by the current Board of Directors. Those appointed will fill the vacancy for the unexpired term of the previous void.

F.     The Board of Directors must be re-elected every 2 years. There will be no term limits on how many times the Board of Directors can be re-elected.

G.    After election, the new Board of Directors will be given a certificate signed by the current KAMI President for the position held.

Section 2.  Officers of the Board

The Board of Directors will be responsible for voting the Officers of the Board. The Board of Directors may also nominate or motion to dismiss any Officers of the Board. The Officers of the Board will consist of four Officers from the Board of Directors that are by nomination or by volunteering to be on the ballad.

A.    Each approved voting member is entitled to one vote.

B.    A Directors quorum for electing Officers of the Board will consist of 100% of the Board of Directors.

C.    Passage of voting Officers will be by simple majority of those voting

D.    Elections will be held bi-annually and should take place no later than a month after the Board of Directors election.

E.     Officer vacancies will be filled by special appointment by the current Board of Directors. Those appointed will fill the vacancy for the unexpired term of the previous void.

F.     Officers must be re-elected every 2 years. There will be no term limits on how many times the Officers of the Board can be re-elected.

G.    After election, the new Officers of the Board will be given a certificate signed by the current KAMI President for the position held. The previous President will submit the proper documentation to the state of Kentucky to reflect the new Board of Directors and Officers of the Board.

Section 3.  Committees

The Board of Directors, including the Officers of the Board, will be responsible for voting the Committees.

A.    Committee Membership is open to any Member in good standing.

B.    A Directors quorum for electing Committee Membership will consist of 51% of the Board of Directors, thus a majority

C.    Passage of voting Committee Membership will be by simple majority of those voting

D.    Elections will be held bi-annually at the regularly scheduled general membership meeting, or at the need for new Committees or Committee Membership. There will be no term limits on how many times Members can be re-elected to a committee. Those elected will assume office immediately.

Article V – Board of Directors

Section 1.  Structure

The Association will be governed by the Board of Directors, consisting of up to twelve (12) voting members in good standing, nominated, and elected by Members of the organization. The affairs, business, property and concerns of this Association will be vested in the Board of Directors for the benefit of the Association.

Section 2.  Powers and Duties

The powers and duties of the Board of Directors shall consist of, but not be limited to, the following:

A. Carry out the purposes of the association in accordance with the By-Laws.

B. Determine, delegate, and implement necessary measures, as they deem proper and expedient to promote the objectives of the Association for the benefit of the Association and its members.

C. Call and hold regular and special meetings of the membership and of the Board at such times and place, as they deem proper.

D. Appoint all committees.

E. Elect the Officers of the Association.

F. Appoint honorary members, bestow commendation, notice of appreciation, awards, or other honors as they deem proper.

G. Accept or reject for cause; suspend, expel or discipline members as agreed upon by the Board of Directors majority vote.

Section 3.  Earnings

No Director will receive any salary or compensation for services rendered to the KAMI.

Article VI – Officers of the Board

Section 1.

The Officers of the Board will consist of:

1. President

2. Vice President

3. Secretary

4. Treasurer

Section 2.  Powers and Duties

The powers and duties of the Officers of the Board shall consist of, but not be limited to, the following:

A. The President:  Shall act as Chairman at the meetings, the Board of Directors, and the membership; shall be Chief Executive Officer of the KAMI and Ex-Officio Member of all committees with the right to vote; shall preside at all regular and special meetings; may call special meetings of the Membership, Board of Directors and Committees; Shall perform such other duties as are necessary and incidental to that office, including oversight of the Bylaws, the organizations financial accountability, adherence to legal responsibilities for the State of Kentucky to maintain organizational status and members of KAMI to represent the Association to the public.

B. The Vice President:  Shall be deputy to the President and perform the duties of the President whenever the President is absent or if the President is unable to act; shall assume the Office of the President for the balance of the term if it should be vacated; shall be Ex-Officio Member of all Committees; Shall act as Chairman of the Higher Education Committee.

C. Secretary:  Shall record the minutes of all regular and special meetings of KAMI; shall be responsible for notifying all members that these special meetings are to be held, and upon due notice given by said Secretary shall be responsible for all correspondence and official notification of the Association; shall carry into execution all orders, votes and resolutions of the Association when so directed; shall, with the President, prepare the agenda for all regular and special meetings of the Membership or the Board of Directors; shall be keeper of the Seal of the Association; shall keep an updated list of the members of the Association; shall at the direction of the President; collect fees, dues, and other accounts receivable or other monies, and transfer them to the Treasurer; shall issue membership certificates and cards; and shall act as Chairman of the Programs and Event Committee.

D. The Treasurer:  Shall keep an account of all monies received and expended for the use of the Association and shall make disbursements only upon vouchers approved in writing by the Board of Directors; shall deposit all sums received in banking institutions approved by the Board of Directors; shall make a report of the financial status of KAMI at all regular meetings of the Association or when called upon by the President or Board of Directors; shall in the absence of the President, Vice President and the Secretary, act as Chairman of any regular or special meeting of the Membership. The funds, books, vouchers and records in the hands of the Treasurer shall at all times be under the supervision of, and subject to inspection by, the Board of Directors. A financial statement will be provided to the Board of Directors at their regularly scheduled meetings. Upon expiration of the Treasurer's term of office, or upon leaving that office for any reason, all books, monies, records and vouchers or any other property of the Association shall be delivered promptly to either the successor to that office or to the President. There shall be an audit of the books of the Association at least once a year as of the end of the fiscal year; and a special audit may be made whenever so ordered by the Board of Directors. This audit may be conducted by the Finance Committee, Certified Public Accountant, or as otherwise directed by the Board. The Treasurer will act as Chairman of the Finance Committee.

The Outgoing Officer(s):  Will automatically become a member of the Board of Directors for a period of one year upon completion of his/her term of office. This term may be extended by majority vote at the regularly scheduled election meeting.

Section 3.  Earnings

No Officer will receive any salary or compensation for services rendered to KAMI.

Article VII - Committees

Committees may be established by the Board of Directors at any time as deemed necessary. Its members will be considered and elected by the Board of Directors. If a committee has more than five (5) members, the committee chairperson may remove from the committee roster any committee member for reasons of inactivity. Inactivity is demonstrated by failure to attend three (3) meetings in a row, or by failure to carry out reasonable assignments given by the committee chairperson. If a committee has more than twelve (12) members, the committee chairperson may restrict new membership. Any person removed from a committee is not eligible for reappointment for a six-month period.

A. Compliance and Audit Readiness Committee:  shall consist of members in good standing and shall be chaired by the Treasurer; shall be responsible for ensuring the Bylaws are kept up to date as well as being followed by all members of KAMI; shall verify that obligations for a non-profit organization are being met for the state of Kentucky; shall provide guidance on all matters regarding the establishment and obligations to maintain an organization to the Board of Directors and Officers of the Board. This committee is also responsible for maintaining the organizations budget while keeping full transparency of funds.

B. Higher Education Committee: shall consist of members in good standing and shall be chaired by a member of the Board of Directors; shall be responsible for the planning and execution of educational opportunities for the organization; shall work with vendors, manufacturers, schools, hospitals, and other community resources to supply education during meetings and events.

C. Technology Committee: shall consist of members in good standing and shall be chaired by a member of the Board of Directors; shall be responsible for the setup and use of conference call platforms, website upkeep utilizing material from the other Committees, audio and video needs, photography, and all matters technical in nature.

D. Programs and Event Committee:  shall consist of members in good standing and shall be chaired by the Secretary; shall be responsible for the scheduling and coordination of meetings, events, programs

E. Marketing and Promotions Committee:  shall consist of members in good standing and shall be chaired by a member of the Board of Directors; shall oversee the planning and implementing of both marketing and promotional activities on behalf of KAMI, internal and external to the organization. All marketing and promotions are to be reviewed and approved by the Board of Directors.

No Committee member will receive any salary or compensation for services rendered to KAMI.                                                                

Article VIII – Dismissal

Any Officer, Director, or Member may be dismissed by those voting members of the Association in good standing as hereinafter set forth.

• An Officer, Director, or Member may be removed for cause following a hearing before the voting membership at a special meeting called solely for that purpose; two thirds (2/3) vote of the members present concurring, the appellant abstaining. A quorum of at least 10% of current members must be present either physically or virtually.

• An Officer or Director may resign at any given time after fulfilling all obligations, other than service of an entire term. Notice must be in writing to the Board. The Board will act on it no later than the next meeting following its receipt. The resignation will not affect that Member's standing in the association.

• Should an Officer or Director be absent from three (3) consecutive meetings (in person or virtually) without notice, or if the notice is found unacceptable by the Board, that seat may be declared vacant by the Board of Directors. The Board of Directors may proceed to fill the vacancy by Special Appointment. The member so deposed will not lose membership in KAMI.

• Should any vacancy occur on the Board of Directors or Officers of the Board by reason of death, ill health, resignation or otherwise, it will be filled without undue delay by Special Appointment by the Board of Directors. Those so appointed will fill the vacancy for the unexpired terms of the previous occupant.

Article IX – Amendments

These bylaws may be altered, amended, or repealed by a simple majority vote of the members. Amendments may take place at the annual meeting or via proxy.

Article X – Dissolution

In the event of dissolution, KAMI will consolidate all assets, property, and funds for donation to a non-profit, or not for profit, organization.