Association of Kerala Medical Graduates/AKMG

Constitution & Bylaws

Association Of Kerala Medical Graduates AKMG 2007

PREAMBLE

Whereas the need for cohesive action on the part of physicians and dentists of Kerala (India) heritage residing in the United States of America & Canada exists, it is hereby resolved that a non-profit organization be formed to maintain the identity of the said group of physicians and dentists to provide a forum for scientific, educational, cultural, and social interaction among its members.

ARTICLE I-NAME

SECTION 1 :

The name of the organization shall be the Association of Kerala Medical Graduates (AKMG). Membership will consist of physicians and dentists of Kerala heritage.

SECTION 2 : 

It shall maintain its office in the state designated by the Governing Body.

ARTICLE II- OBJECTIVES

SECTION 1 :

A. To bring together physicians and dentists of Kerala heritage practicingin the United States of America and Canada under one umbrella organization.

B. This organization is formed exclusively for scientific, educational, cultural, and charitable purposes.

C. To assist medical and dental students, physicians, and dentists obtain professional training in the United States, Canada, and Kerala.

D. To conduct seminars and other educational programs to acquaint members of scientific developments in the fields of medicine and dentistry.

E. To render medical and dental assistance to indigent people in the United States, Canada, and Kerala.

F. To make contributions to organizations that qualify as tax exempt organizations under Section 501 (C) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law.

G. To provide mutual understanding and cooperation between this Association and other medical societies and associations in the United States, Canada, and Kerala.

H. To maintain a membership directory of medical specialists from Kerala and to provide it on a private circulation basis to all active members.

SECTION 2 : 

No part of the net earnings or assets of the Association shall be used to the benefit of or be distributable to it members, officers, or other private persons except those are that authorized and empowered by the Association to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purpose set forth in Section 1 hereof. The Association shall not carry on any activities not permitted: (a) by a corporation exempt from Federal Income Tax under section 501 (C) (3) of the Internal Revenue code of 1954 or the corresponding provision of any future United States Internal Revenue Law, or (b) by a corporation, contributions to which are deductible under Section 170 (C) (3) of the internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law.

SECTION 3 :

Upon dissolution of the Association, the Governing Body shall, after paying or making provisions for the payment of all outstanding debts, dispose of all assets of AKMG to organizations formed exclusively for charitable, religious, cultural, or scientific purposes and qualify as tax exempt under Section 501 (C) (3) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States Internal Revenue Law. All remaining assets shall be transferred to an entity as adjudicated by a court with the appropriate jurisdiction in the county where the principal office of AKMG is located.

ARTICLE III-MEMBERSHIP

SECTION 1 :

Active Member: Defined as physician or dentist of Kerala (India) heritage who is practicing medicine or dentistry or is engaged in research, teaching, or other employment,or retired from such occupation in the United States or Canada and is current in payment of membership dues.

SECTION 2 :

Associate Member: Defined as physician or dentist of Kerala (India) heritage who is residing in any of the states of United States or Canada and is currently enrolled in a medical/dental school, or an individual who has completed medical or dental school and who is residing in the United States or Canada, awaiting for a position in an approved training program, or is currently undergoing training in an approved training program. Those undergoing training will be Trainee Associate Members and will pay annual dues at discounted rates. Associate Members awaiting a training position and associate student members will not be required to pay annual dues. 

SECTION 3 :

Honorary Member: The Governing Body may, from time to time, award Honorary Membership to physicians or dentists as recognition for their outstanding achievements in the health care field or services to the community.

SECTION 4 :

Courtesy Member: Defined as any physician or dentist, or the spouse of an active member separated due to death or divorce,who cannot be included in any of the above categories but is interested in the activities of this organization and pays annual dues or fees.

SECTION 5 :

Voting Rights: Only Active and Associate Members will have voting rights. Only Active Members can hold electiveoffice. 

SECTION 6 :

Approval of membership: The application for membership shall be reviewed for eligibility and good moral and ethical standards by the Governing Body and approved by a simple majority with required quorum.

SECTION 7 :

Revocation of Membership: Membership may be revoked for violations of articles of the Constitution and Bylaws of AKMG, by a two-third (2/3) majority of the Governing Body after due notifications. Such notification shall be made in writing thirty days in advance. Any member or officer may appeal such a revocation and may be re-instated by a two-third (2/3) majority of the Active Members entitled to vote in a meeting constituted for the purpose.

ARICLE IV- THE GOVERNING BODY

SECTION 1 :

The Governing Body shall be composed of members of the Executive Committee and the Board of Governors.

SECTION 2 :

The Executive Committee of the Association consists of the Immediate Past President, the President, the President Elect, the Vice President andthe Secretary/Treasurer.

SECTION 3 :

The Board of Governors shall be composed of ten members at-large elected by the General Body. One of the ten members shall be a representative of the students, residents, fellows, and physician/dentists within the first two years after completing their training program. At least one member shall be a representative of young physicians/dentists in the first ten years after completion.

Newly nominated Governors are required to have attended at least two of the last five AKMG Annual Conventions with the exception of the young physicians. A young physician is defined as one who is in training or one within the first two years of practice.

SECTION 4 :

Eligibility: Only voting members of the Association, as described in Article III, Section 1, with two years in good standing in the Association shall be eligible for nomination to any office.

ARTICLE V- DUTIES OF OFFICERS

SECTION 1 : PRESIDENT

The President shall be the Chief Executive Officer of the Association and shall perform all duties incidental to the office of the President and such other duties as may be designated by the Governing Body. The President shall preside at all meetings of the Association and of the Governing Body. The President shall make such appointments as are required or authorized by the constitution and/or by the Governing Body. The President may sign with Secretary or any other proper officer of the Association authorized by the Governing Bodyany deeds, mortgages, bonds, contracts, or other instruments which the Governing Body has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Governing Body to some other agent of the Association. The President shall designate delegated or representatives to other groups; the President shall appoint such special and Ad Hoc Committees as may be necessary to further the Association’s objectives; and the President may dissolve any such committee when its purpose has been served, in consultation with the Executive Committee. In time of urgency and/or expediency the President may be vested with the authority to make decisions by consultation with the majority of the Executive Committee Members. The decision shall be conveyed to all the Governing Body Members and ratified at the next Governing Body Meeting. 

SECTION 2 : EXECUTIVE COMMITTEE

The Executive Committee shall be responsible for the day-to-day operation of the Association and implementation of the decisions of the Constitution. The Executive Committee shall fill any vacancy in the office of Secretary/Treasurer by appointment in accordance with the provisions of the Constitution and ratified at the next General Body meeting.It shall have the authority to create staff positions and assign appropriate titles thereto. It shall create all standing committees and direct their activities.

SECTION 3 : PRESIDENT-ELECT/VICE PRESIDENT

The President-elect shall perform the functions of the President in his/her absence and other duties assigned by The Executive Committee. The President-elect shall succeed the President in case of death, disability, or resignation of the President before the term of office is complete, which in turn will be notified to the next General Body. In that context the Vice President shall perform the functions of the President-elect. 

SECTION 4 : SECRETARY/TREASURER

The Secretary/Treasurer shall:

A. Keep Account of and the minutes of all meetings of the General Body and theGoverning Body

B. Maintain an updated list of all members of the AKMG.

C. Issue an agenda of all regular and special meetings.

D. Keep copy of all official correspondence of and to the Association, including newsletters, program brochures of the activities of the Association, and reports submitted by the committee chairpersons. 

E. Keep an attendance record of all meetings of the organization.

F. Be custodian of the Constitution, Bylaws, and Amendments of the Association.

G. Notify Committee members of their appointments and duties they are to perform.

H. See that all books, reports, statements, certificates, documents, and records required by law are filed and kept properly.

I. Be a member of the Executive Committee in the same capacity.

J. Be responsible for transferring all records of the organization within thirty days after the annual meeting to the incoming Secretary/ Treasurer.

K. Be responsible for issuing notice and collection of annual dues and deposits the same in such banks or trust companies as the Executive Committee may designate.

L. Shall have custody of all receipts and disbursements, which shall be open at all reasonable times for inspection by the Executive Committee.

M. Shall submit a financial report to the General Body at its annual meeting and at regularly held Executive Committee Meetings. If the Executive Committee requires, they give a bond with surety and in the amount as the Executive Committee may designate.

N. Shall perform such other duties and exercise such other powers incident to the office of the treasurer and as may be assigned by the Executive Committee as required by law.

SECTION 5 : GOVERNING BODY

The Governing Body shall have the duties and powers as ordinarily delegated to the governing board of an association or corporation. It shall govern and direct the activities of the Association including the activities of the Executive Committee. TheGoverning Body shall set the membership dues for the Association.

SECTION 6 : GENERAL BODY

The General Body shall consist of all Active and AssociateMembers of the Association and shall be the ultimate authority of the organization.

ARTICLE VI-MEETINGS

SECTION I : GENERAL BODY MEETING

A. All annual General Body meetings shall be held along with the National Convention of AKMG. If no such conference is held within a year, the President shall have the power to call a special General Body meeting.

B. If two-third (2/3) of the AKMG members request a special General Body meeting with sixty days advance notice and a signed petition, the President shall convene such a meeting.

C. All members shall be notified of all General Body meetings by email to reach at least thirty days before each meeting.

D. The National Convention and the General Body meeting shall be attended by and open to all members. 

E. The quorum for General Body meeting is set at one-third of the membership or 50 which ever is lower. In the event there is no quorum for any General Body meeting or meeting of the Governing Body, the number of attendees of the meeting which was adjourned for lack of quorum shall be the quorum for any subsequent meeting that was called for that purpose.

SECTION 2 :

The Governing Body of AKMG shall meet at least once a year. Fifty percent shall constitute a quorum.

ARTICLE VII-AMENDMENTS

SECTION 1 :
Amendment(s) to this Constitution may be effected by two-third (2/3) of the active members present at a regular meeting of theGeneral Body, provided that such amendment has been mailed to all members at least thirty days prior to this meeting.

SECTION 2 :

Any proposed amendment shall be submitted to the Governing Body in writing by one-third of the Governing Body members or by the Constitution and Bylaws Committee.

SECTION 3 :

The Constitution can be amended only by the General Body.

ARTICLE VIII – COMMITTEES

SECTION 1 :

ALL committees shall be appointed by the President, with the approval of the Governing Body.

SECTION 2 : 

The special and Ad Hoc Committees shall be created by the President and shall be dissolved by the President upon completion of their functions.

ARTICLE IX – BOARD OF TRUSTEES

SECTION 1 : 

To oversee and to operate the Trustee account of AKMG.

SECTION 2 : ELECTION

The board shall consist of three members elected by the General Body of AKMG. The immediate past President of the Association shall be a non-voting, Ex-Officio member of the board.

SECTION 3 : TERM

The term of the three members shall be a maximum of three years and the past President’s term shall be for one year. A member may be re-elected for a maximum of six years of consecutive service. Every year one member shall be elected by the General Bodyto replace the retiring member of the board of trustees. 
The board shall elect its chairperson who will be responsible for book-keeping and operational activities for the account. They will provide the Secretary/Treasurerof the Association with a copy of the statement of the Trustee Account on a regular basis and assist them with all the information necessary in filing the year-end tax return. 
At least one other trustee must co-sign with the chairperson to validate any transaction of the Trustee Account,

SECTION 4 : RECALL/REPLACEMENT 

The Board of Trustees can be totally or individually recalled by a two-third (2/3) majority vote of the General Body

SECTION 5 : TRUSTEE FUND

Purpose :To safeguard the life membership dues of the Association separate from the routine operational account. Any life membership that is collected in the future should directly be deposited into the Trustee Account. The revenue from this account shall be transferred to the operational account on an annual basis as needed. The President shall be allowed to transfer up 7.5% from the Trust Account to the Operating Account in any given fiscal year with the approval of the Governing Body.

ARTICLE X – ELECTION 

SECTION 1 : DUES

Active and Associate Trainee members shall pay annual dues which shall be determined and reviewed as needed by theGoverning Body. Honorary members and Associate Student Membersare not required to pay dues. The fiscal year shall be the calendar year. Annual dues shall be due and payable on or before December 1 of the preceding year. If the dues are unpaid after January 15 of the fiscal year, a notice will be sent. After February 28 if dues remain unpaid, all rights and privileges of the member/members shall be suspended until such dues are paid in full. A couple may pay 150% of the annual dues paid by an individual Active Member and receive full benefits for both members as described in Article III, Section 1 of the Constitution. Any individual or couple paying 10 years of annual dues in advance shall be considered a Life Member with the following benefits: (i) no further annual dues are expected from the member/members for the rest of their life and (ii) they receive an automatic exemption from paying any dues for attending the Continuing Medical Education programs held in connection with the Annual Meeting, however, they may be required to pay for certification of attendance at such programs.

SECTION 2 : ELECTION

A. Election year shall be held at the annual meeting, which will be held prior to December 25th of every year. 

B. The General Body shall appoint a Nominating Committee to select the officers of the Association for the following year during the National Convention. The Nominating Committee shall consist of seven members selected in the following manner:

One (1) Member – The Immediate Past President

One (1) Member –Nominated by the President

One (1) Member – Nominated by the Governing Body

Four (4) Members – Nominated by the General Body

C. The Immediate Past President will be the Chairperson of the Nominating Committee. 

D. The Nominating Committee shall submit its slate to the Executive Committee twelve weeks prior to the election.

E. The Executive Committee shall notify the membership of the proposed slate. Alternate slate (or slates) may be submitted by any Active member by mailing a completed nomination paper to the President as outlined in Section 2(F).

F. The completed nomination paper, which should have the signature of the proposer and the candidate signifying their consent, should be received by the Executive Committee no later than eight weeks prior to the day of the election. The Executive Committee shall submit the entire slate (or slates) to the general membership at the Convention. 

G. All nominations to the Executive Committee should be presented as a single slate.

H. If members of the Nominating Committee are nominated for any office, they shall then abstain from the proceedings of the meeting when their nomination is being discussed. 

I. The results of the election will announced at the annual General Body meeting. 

J. The newly elected officers shall take office at the conclusion of the Convention.

SECTION 3 : TERMS OF OFFICE

A. The terms of office of the President and the Executive Committee shall be for one year.

B. The terms of office of the Board of Governors shall be for two years. Fifty percent of the Governors-at-large shall be elected each year. 

C. Any vacancies shall be filled by the President and ratified by the Executive Committee.

D. If a member of the Board of Governors fails to participate in three consecutive meetings of the Governing Body without an appropriate reason, they may be relieved from the Board by two-third (2/3) vote of its members. 

SECTION 4 : COMMITTEES
The following shall be the Standing Committees of the Association. The Chairperson of each of these Committees shall be appointed by the President with the approval of the Governing Body. The remaining member of the Committee shall be selected from the general membership by each Chairperson and approved by the Executive Committee:

  1. Constitution and Bylaws
  2. Membership
  3. Medical Education and Research
  4. Nomination
  5. Publications and Public Relations
  6. Convention

SECTION 5 : SPECIAL COMMITTEES 

In addition to the Standing Committees, the President can appoint special committees as deemed necessary. Such committees should be approved by the Governing Body at its next meeting.

SECTION 6: QUORUM 

The quorum for any meeting of the Governing Body shall consist of a simple majority. The quorum for any meeting of the General Body shall be one-third of the total membership or fifty, whichever is less.

SECTION 7: PARLIAMENTARY PROCEDURE

In the absence of any provision in the Bylaws of this Association, members of the Governing Body and all Committee members shall be guided by the Parliamentary Rules as contained in the current edition of Robert’s Rules of Order.

ARTICLE X1 – FUNDS

SECTION 1 : FUNDS OF ASSOCIATION

A. All funds of the Association shall be vested or invested utilizing the maximum conservative strategies with minimal speculation.

B. Any expenditure in excess of $3,000 shall be authorized by the Executive Committee and expenditure in excess of $10,000 shall be approved by the Governing Body

C. Any monetary assets in excess of $2,500 should be deposited in an interest bearing account in a financial institution operating in the 48 contiguous states of the United States. 

D. The Association will match dollar for dollar of various Alumni Group contributions to their favorite institution of medical education subject to the following conditions:

  1. Availability of fund
  2. Maximum of $500 per institution
  3. Total contributions for any year shall not exceed 10% of the annual membership dues of the preceding year.

SECTION 2 : SURPLUS FROM ANNUAL CONVENTION

Surplus from the Annual Convention should be distributed as follows:

  1. 25% to AKMG – HS
  2. 25% to the Operating Account
  3. 50 % to be placed in a Special Convention Fund to be held as a separate account within the trust fund. Following a Convention in a given year, if there is an absolute need, the Convention Committee may withdraw 20% from this surplus fund, with the approval of the Governing Body.

These Amended Bylaws were edited and prepared by Dr. Chandra Venugopal, Chair, Constitution and Bylaws Committee and by Dr. Prathap Chandran, President, AKMG.