Constitution and Bylaws

Constitution and Bylaws for the Texas Society of Oral and Maxillofacial Surgeons

CONSTITUTION

ARTICLE I – NAME

The name of this organization shall be The Texas Society of Oral and Maxillofacial Surgeons, hereinafter referred to as “the Society.”

ARTICLE II – PURPOSE

The purpose of the Society shall be to contribute to the general health and welfare of the citizens of Texas by educating the people of the state regarding the specific advanced training, qualifications and functions of those dentists who practice Oral and Maxillofacial Surgery on an exclusive basis; to promote and encourage the advancement of the practice of Oral and Maxillofacial Surgery to the highest standards and quality, to the end that the relations of the profession with the public shall be worthy of full confidence; to encourage the members to discharge their civic and professional responsibilities to the community; and to provide among its members opportunities for social and professional community.

ARTICLE III – ORGANIZATION

Section 1.  Incorporation: The Society is a not-for-profit organization, chartered under the laws of the State of Texas. If this corporation is dissolved at any time, no part of its funds or property shall be distributed to, or among, its members. After payment of all indebtedness of the corporation, its surplus funds and properties shall be distributed to the Educational Fund of the American Association of Oral and Maxillofacial Surgeons.

Section 2.  Membership:The membership of the Society shall consist of members of the dental profession who shall have special qualifications and such other persons as are provided for in Chapter 1 of the Bylaws.

ARTICLE IV – GOVERNMENT

Section 1.  Legislative Body: The legislative and governing body of the Society shall be its members in good standing as provided in Chapter I of the Bylaws. Section 2.  Administrative Body:  The administrative body of the Society shall be a Board of Directors, which may be referred to as “the Board” as provided in Chapter IV of the Bylaws. The Board of Directors shall be vested with full power to conduct all business of the Society subject to the laws of the State of Texas, the Articles of Incorporation, and the Constitution and Bylaws of the Society.

ARTICLE V – OFFICERS

Section 1. Elective Officers:  The elective officers of the Society shall be a President, President-Elect, Vice President, and Secretary-Treasurer, each of whom shall be elected as provided in Chapter II of the Bylaws.

Section 2.  Immediate Past President:  The immediate past president shall serve as an officer of the Society with duties as provided in Chapter II of the Bylaws.

Section 3.  Appointive Officer:The appointive officer of the Society shall be an Executive Director, who shall be appointed by the Board of Directors as provided in Chapter III of the Bylaws.

ARTICLE VI – DELEGATES AND ALTERNATES TO THE AMERICAN ASSOCIATION OF ORAL AND MAXILLOFACIAL SURGEONS

Delegates and Alternates to the House of Delegates of the American Association of Oral and Maxillofacial Surgeons shall be elected as provided in Chapter VI of the Bylaws.

ARTICLE VII – ANNUAL MEETINGS

Annual meetings shall be conducted as provided in Chapter IX of the Bylaws.

ARTICLE VIII – CODE OF ETHICS

Members of the Texas Society of Oral and Maxillofacial Surgeons shall be governed in ethical matters and professional conduct by the Code of Ethics and Professional Conduct of the American Dental   Association and by the Code of Professional Conductand Pledge of the American Association of Oral and Maxillofacial Surgeons.

ARTICLE IX – AMENDMENTS

Section 1. The Constitution may be amended at any regularly scheduled meeting by a two-thirds (2/3) affirmative vote of the active and life members present and in good standing, provided that the proposed amendments shall have been presented, in writing, to all of the members of the Society at least 30 days prior to the meeting at which the amendment is proposed for adoption, or that such proposed amendments shall have been submitted in writing at the immediate previous meeting of the Society.

Section 2.The Constitution may be amended by mail ballot by a two-thirds (2/3) affirmative vote of the active and life members in good standing, provided that the proposed amendments shall have been presented in writing to all of the members f the Society at least 30 days prior to the proposed ballot date at which the amendment is proposed for adoption, or that such proposed amendments shall have been submitted in writing at the immediate previous meeting of the Society.

BYLAWS

CHAPTER I- MEMBERSHIP

Section 1.  Definitions of the Society:

  1. Dentistry is defined as the evaluation, diagnosis, prevention and/or treatment  (nonsurgical, surgical   or   related   procedures) of  diseases,  disorders  and/or  conditions of the oral cavity, maxillofacial  area and/or the adjacent and associated  structures and their impact  on the human  body; provided by a dentist, within the scope of his/her education, training and experience, in accordance with the ethics of the profession and  applicable law (adopted by the  ADA  House of  Delegates in 1997).
  2. Oral and Maxillofacial Surgery is the specialty of dentistry which includes the diagnosis, surgical and adjunctive treatment of diseases, injuries and defects involving both the functional and esthetic aspects of the hard and soft tissues of the oral and maxillofacial region. (adopted by the ADA House of Delegates in 1953, with the last amendment adopted by the ADA House in October 1990).

Section 2.  Classifications:   The membership of the Society shall be classified as follows: A. Active; B. Provisional; Life; D. Honorary; E. Retired; F. Affiliate; G. Associate; H. Inactive; I. Resident.

Section 3.  Qualifications:

  1. Active:The following shall be prerequisites to active membership;
    1. Graduation from an accredited dental school;
    2. Completion of an accredited oral and maxillofacial surgery training program accreddited by the American Dental Association’s Commission on Dental Accreditation;
    3. Possession of a license or permit in dentistry or medicine in the state and an oral and maxillofacial surgery specialty license, where applicable;
    4. Fulfillment of an on-site office evaluation and re-evaluation every five (5) years based on the AAOMS Office Anesthesia Evaluation Program, or required applicable state or federal regulations;
    5. Agreement to participate in the Office Anesthesia Evaluation Program and/or such other evaluations as may be determined by the Board of Directors and approved by the membership, unless the applicant is exempt from participation under provisions of the American Association of Oral and Maxillofacial Surgeons;
      1. AAOMS fellows/members must have their offices successfully evaluated and re-evaluated by their component society every five (5) years or in accordance with state law, provided the state law does not exceed six (6) years between evaluations and otherwise meets AAOMS office anesthesia guidelines. The TSOMS will notify AAOMS immediately of any fellow/member who does not fulfill this requirement.
      2. Fees for the office anesthesia evaluations shall be established by the Board of Directors of the TSOMS.
      3. Individuals who are AAOMS fellows/members but who by virtue of being grandfathered are not required to fulfill vertical membership requirements, must successfully fulfill the requirement of office anesthesia evaluation and re-evaluation either through the state/component society or the AAOMS. Grandfathered fellows/members whose practice of office anesthesia is evaluated or re-evaluated by the AAOMS shall be charged a fee to be determined by the AAOMS Board of Trustees commensurate with expenses.
    6. Membership in the American Association of Oral and Maxillofacial Surgeons;
    7. Membership in the American Dental Association or such other evidence which verifies that the individual is functioning within the professional, moral and ethical framework of the profession of dentistry;
    8. Residence within the State of Texas;
    9. Submission of such written evidence of qualification as shall be requested of the applicant.
  2. Provisional:A provisional member must meet all requisites for active membership except the fulfillment of an office on-site anesthesia evaluation. The provisional member must have an active application for an on-site office anesthesia evaluation with his state regulatory agency or with his component OMS society, whichever is applicable that is not greater than two (2) years in duration. Provisional membership should only apply for a two-year period. If an on-site office anesthesia evaluation is not fulfilled within this two-year period, the provisional membership is concluded and the individual must re-apply for candidate status unless an exemption is granted for special circumstances as defined by the Committee on Membership.
    1. A provisional member shall enjoy all the privileges of the component society except the right to serve in the House of Delegates or to hold office.
    2. Upon successful completion of the office on-site anesthesia evaluation, the provisional member shall automatically be transferred to the proper membership classification as determined by the AAOMS Committee on Membership.
  3. Life:An active member may apply for the classification of life membership upon completion of at least ten (10) dues paying years and reaching the age of 65. Only in extenuating or unusual circumstances may exceptions be made and then only upon recommendation of the Board of Directors.
    1. Those applying for life membership must remit dues and assessments through the year they apply for such classification. Dues and assessments may be waived following consideration of the Membership Committee and approval of the Board of Directors.
    2. Upon election to life membership by the members of the Society, a life member shall enjoy all privileges of the active membership category held prior to the election to life membership, except that members in this category shall not pay membership dues or assessments.
  4. Honorary: Honorary membership may be granted to those holding no other class of membership as well as those non-Texas members who have made distinguished contributions to the specialty of oral and maxillofacial surgery.
    1. Nominations to this classification shall be submitted in writing and bear the names of five active members in good standing. After consideration by the Membership Committee and approval by the Board of Directors, these individuals will be submitted to the membership for approval.
    2. Not more than two honorary members may be elected in any one-year.
    3. Honorary members shall not pay dues or assessments. Honorary members shall have all rights of membership except that they shall have no voting rights and may not hold elective office or committee memberships.
  5. Retired: Retired member classification shall be granted to a member if that individual completely retires from oral and maxillofacial surgery.
    1. Application for retired member classification must be presented in writing to the Society. Those applying for retired classification must remit dues and assessments through the year in which they apply for such classification. Dues and assessments may be waived following consideration of the Membership Committee and approval by the Board of Directors. As long as a member retains the retired classification, that individual shall not pay dues or assessments.
    2. Retired members shall have no voting rights, may not hold elective office or committee membership, but shall enjoy all other rights of membership.
    3. In the event a retired member resumes practice, he/she is obliged to request reinstatement to the appropriate active or life member classification.
  6. Affiliate: Affiliate membership may be granted to an individual who meets all of the following requirements:
    1. Resides and practices or is engaged in an administrative or research position in a state other than Texas, or in a country other than the United States and, where applicable, is recognized as an oral and maxillofacial surgeon by the appropriate agencies of the resident state or country.
    2. Has specialty training in oral and maxillofacial surgery equivalent to that required of applicants for active membership.
    3. Holds membership in his/her resident state’s or country’s specialty professional organizations, or such other evidence which verifies that the individual is functioning within the professional, moral and ethical framework of the profession of dentistry.
    4. Affiliate members shall pay dues and assessments.
    5. Affiliate members shall have no voting rights, may not hold elective office or committee memberships, but shall enjoy all other rights of membership.
  7. Associate: To be eligible for associate membership, an applicant must have completed all of the requirements for active membership in this Society, including the office anesthesia evaluation program and the educational requirements for membership in the American Association of Oral and Maxillofacial Surgeons, but that individual need not be a member of the American Association of Oral and Maxillofacial Surgeons.
    1. Should an associate member of this Society become a member of the American Association of Oral and Maxillofacial Surgeons, that individual shall be automatically elevated to active membership in this Society.
    2. An associate member shall pay dues and assessments.
    3. Associate members shall have no voting rights, may not hold elective office or committee membership, but shall enjoy all other rights of membership.
  8. Inactive: An inactive member is one who derives no income from the active practice of oral and maxillofacial surgery. Active practice is the performance of any activities requiring licensure in dentistry or medicine in the state of Texas.
    1. An inactive member shall not have the privileges of a member, except that he/she may retain his/her membership certificate and will be listed in the TSOMS directory. Years in inactive status will not accrue towards life or retired membership.
    2. A member may remain inactive for up to five years. After such time, inactive members will be evaluated by the Committee on Membership and may be removed from membership should a return to active oral and maxillofacial surgery practice not be foreseen.
    3. An inactive member shall pay no dues or assessments. An inactive member may pay a voluntary maintenance fee to be established annually by the Board of Directors in order to receive all mailings.
  9. Resident: Resident members shall be currently enrolled in an American Dental Association’s (ADA) Commission on Dental Accreditation (CODA) accredited training program in oral and maxillofacial surgery in the United States.
    1. Residents may apply for resident membership in the TSOMS at any time during their training.
    2. Resident members shall not pay dues or assessments.
    3. Resident members may not hold elective office or committee memberships, but shall enjoy all other rights of membership.
    4. Resident members applying for provisional membership in the TSOMS shall not be required to pay an application fee and shall have until July 1of the year in which training is completed to apply for provisional membership.
      1. Application for provisional membership made after July 1 of the year in which training is completed will require payment of the application fee.
  10. Changing of Practice Location: AAOMS fellows and members changing the location of their primary practice to the State of Texas shall apply for membership in the Texas Society of Oral and Maxillofacial Surgeons and complete all requirements, including the office anesthesia evaluation, within 2 (two) years of the relocation of their primary practice. Following the two-year period, those who have not completed their office anesthesia evaluation program shall be transferred to provisional member status.

Section 4.  Rights and Privileges:

  1. Active and Life Members shall have full Rights and
  2. Provisional members shall have full Rights and Privileges, except the right to serve in the House of Delegates or to hold
  3. Honorary, retired, affiliate, associate, inactive and resident members shall have no voting rights, may not hold elective office or committee membership, but shall enjoy all other rights of
  4. Definition of “In Good Standing:” A member of the Society whose dues and assessments for the current year have been paid by March 1, and who is not under discipline of suspension from AAOMS shall be in good

Section 5.  Application and Certification:

  1. Forms for application to membership are available upon request to the Executive Director of the Society.
  2. All resident Texas members of the American Association of Oral and Maxillofacial Surgeons shall be eligible for membership.
  3. All applications for membership shall be forwarded by the Executive Director to the Membership Committee.
  4. All applications shall be acted upon by the Membership Committee and, if recommended for approval, shall be presented to the membership at the next regular meeting.
  5. A two-thirds (2/3) affirmative vote by the members present and voting shall be necessary to accept the applicant into membership.
  6. Candidates rejected for membership:
    1. If a candidate is denied state membership, the candidate has the right of appeal to the Society.
      1. The candidate must be notified of his right of appeal upon his denial of membership.
      2. The appeal of a denial of membership must be made within 90 days.
    2. If the candidate appeals when membership is denied, the Society will set up an appropriate committee within the state comprised of three (3) component members (excluding those on the membership committee) to evaluate the candidate within six (6) months. A detailed and documented evaluation of allegations made against the candidate shall be conducted by the component society’s peer review committee to determine validity of said allegations. All component society members will be notified to submit written concerns regarding the candidate to the peer review committee during the six (6) month evaluation period. After evaluation, should allegations presented prove to be unsubstantiated, component membership shall be granted. After evaluation, if membership is again denied, the review committee will report (by way of the Component State Society Notice of Appeal form) on the candidate denied membership to the AAOMS Committee on Membership. The Society will notify the candidate at that time of his right to appeal to the AAOMS (Candidate Notice of Appeal Form).
    3. A candidate denied membership after an appeal to the Society has the right to appeal that decision to a national review committee. The candidate has ninety (90) days to file a written appeal to the AAOMS Committee on Membership (through Candidate Notice of Appeal Form). Within six (6) months, the AAOMS Committee on Membership will establish a four-member Review Committee composed of the Chairman of the AAOMS Committee on Membership as moderator, and three (3) voting members: one from the AAOMS Membership Committee, one from the Society’s Membership Committee and a third voting member as a neutral arbitrator, i.e., a retired judge or one from an organization such as the American Arbitration Association. The candidate may have an advisor present to assist and speak on his/her behalf. The proceedings shall be non-adversarial and not subject to cross-examination. A verbatim transcript shall be made of the national review committee meeting, the cost to be borne by AAOMS. Copies of the transcript will be provided to the respondent upon request at his/her expense. All costs associated with component Society and candidate representation during the appeals process will be borne by the component society and the candidate respectively. For state societies where the membership is insufficient in number and where there is no dues structure in place, funds for representation during the appeals process may be requested from the AAOMS, subject to approval by the Board of Trustees. This AAOMS/State Review Committee will interview and evaluate the applicant, make the determination of the individual’s eligibility with the decision of the Review Committee binding on both the AAOMS and the Society.

Section 6. Termination of Membership:

  1. Voluntary: A member may effect resignation from the Society at any time by writing to the Executive Director. Should such member continue to be engaged in active practice, failure to return his/her certificate of membership to the Executive Director shall be considered as violation of his/her moral and ethical responsibilities to the Society.
  2. Loss of Qualifications: Qualifications for membership as outlined in Chapter I, Section 3 must be maintained for continuing membership in good standing. If these requirements as outlined are not maintained, such member shall be considered as not in compliance with the qualifications for membership and may be subject to being dropped from the membership rolls. Before any member may be dropped for failure to maintain qualification for membership, that individual shall receive notice by certified mail, return receipt requested, advising him/her of his/her status. If such deficiency is not corrected or a written plan for correction submitted to and accepted by the Membership Committee, it shall be the duty of the Membership Committee to report this fact to the membership with the recommendation that the member be dropped from the membership rolls. The member shall be allowed at least fifteen days after receipt of the notice to respond to the notice of deficiency.
  3. Loss of Eligibility: With the exception of honorary members, any member shall be disqualified by failure to limit his/her practice exclusively to oral and maxillofacial surgery. If the exclusive practice of oral and maxillofacial surgery is resumed, a former member may reapply and be readmitted after completing a new application, paying the application fee, and meeting other requirements for reinstatement as may be established by the Membership Committee.
  4. Unpaid Dues and Assessments:Any member whose dues and assessments have not been paid prior to the annual meeting shall be automatically disqualified from voting, holding elective office, serving on a committee, or otherwise participating in the activities of the society.
    1. If dues and assessments continue to remain unpaid, such member may be subject to being dropped from the membership rolls. Before any member may be dropped for nonpayment of dues and/or assessments, that individual shall receive notice by certified mail, return receipt requested, at least 15 (fifteen) days prior to the next regularly scheduled meeting, advising the member of their delinquent status.
    2. If such dues and/or assessments remain unpaid at the time of the next regularly scheduled meeting, it shall be the duty of the Membership Committee to report this fact to the membership with the recommendation that the delinquent member be dropped from the membership rolls.

Section 7.  Reinstatement of Membership:

  1. Voluntarily: Those members who voluntarily resign from the Society may be considered for reinstatement upon filing a written request for reinstatement within one year of resignation and upon payment of all back dues and assessments owed the If such request for reinstatement is not made within one year following resignation, the former member may be considered for membership and reinstatement by submitting a new application for membership with a reinstatement fee, payment of current year’s dues and assessments, and meeting all current eligibility requirements.
  2. Unpaid Dues and Assessments: An active, provisional, affiliate or associate member disqualified for nonpayment of dues and assessments may be considered for reinstatement upon payment of all back dues and assessments owed the Society provided such action is requested within one year of the member’s notification of disqualification for nonpayment of dues and If such request is not made within one year following notification of disqualification, the former member may be considered for membership and reinstatement by submitting a new application for membership with an application fee which shall be twice the current application fee, payment of current year’s dues and assessments, and meeting all current eligibility requirements.

CHAPTER II – ELECTED OFFICERS

Section 1. Title: The elective officers of the Society shall be the President, President-Elect, Vice President, and Secretary-Treasurer.

Section 2.  Qualifications:  An officer shall be an active or life member of the Society in good standing.

Section 3. Nominations:

  1. The Nominating Committee will consist of the immediate Past President as Chairman, two additional active or life members in good standing appointed by the President, and the Senior The Senior Delegate is that person who has served the greatest number of continuous years as a delegate. In the event more than one delegate qualifies as “Senior,” the President will appoint one of those so qualified.  The Senior Delegate will advise the Nominating Committee and have an equal vote only in the Nominating Committee recommendations that relate to delegates and alternates.
  2. Duties: This committee shall submit to the Society, either at the regularly scheduled meeting that immediately precedes the annual meeting or by written report to the membership at least thirty (30) days prior to the annual meeting, the names of candidates for the elective If the Nominating Committee report is made at a regularly scheduled meeting, additional nominations may be made from the floor at that time. After nominations have been closed at that meeting, additional nominations, bearing the endorsement and signature of at least ten (10) active or life members in good standing may be made in writing and received by the Executive Director at least forty-five (45) days prior to the scheduled annual meeting. These additional nominations will be mailed by the Executive Director to the membership at least thirty (30) days prior to the annual meeting. Nominations submitted less than forty-five (45) days prior to the annual meeting will be in order only if necessitated by the death of a candidate or other debilitating circumstances that would prevent that candidate from se1ving, if elected.

Section 4.  The offices of President-Elect, Vice President, and Secretary-Treasurer shall be elected by the members at the annual meeting according to the following rules:

  1. Only active and life members present and in good standing will be eligible to  There shall be no voting by proxy or mailed ballot.
  2. If there is one (1) nominee for each office, the nominee may be elected by majority voice vote of the members present and
  3. If there are two (2) or more nominees for any office, the election shall be by A majority vote of the members present and eligible to vote shall be required for election.
  4. If necessary to tabulate the vote, the presiding officer of the meeting will appoint three tellers to tabulate the Any member present shall be entitled to witness this procedure.

Section 5.  Tenure:  The term of office for elected officers shall be for one year  or  until their successors  are duly elected and installed.  The President may not serve more than two consecutive terms.

Section 6.  Installation:  The elected officers shall be installed at the annual meeting.

Section 7. Vacancies:  In the event any of the elective officers’ positions become vacant, they shall be filled as follows for the unexpired portion of the term:

  1. President: The President-Elect, in addition to his/her President-elect duties, shall become   The President-Elect will thereafter, upon completion of this term, assume the following term as President.
  2. President-Elect: The Vice President, in addition to the Vice Presidential duties, shall function as President-Elect.
  3. Vice President: The Secretary-Treasurer, in addition to the duties of Secretary-Treasurer, shall function as Vice President.
  4. Secretary-Treasurer: The immediate Past President, in addition to Past Presidential duties, shall function as Secretary-Treasurer.

Section 8.  Duties of Officers:

  1. President: It shall be the duty of the President:
    1. To serve as an official representative of the Society in its contacts with governmental, civic, business and professional organizations for the purpose of advancing the objectives and policies of the Society.
    2. To serve as chairman and presiding officer of all meetings of the membership, the Board of Directors, and of the Executive Committee.
    3. To call special sessions of the membership, the Board of Directors, and of the Executive Committee.
    4. To make all appointments to standing committees and ad hoc committees unless otherwise provided for in these Bylaws.
    5. To appoint or recommend for appointment liaison representatives to committees of the American Association of Oral and Maxillofacial Surgeons, as required and requested.
    6. To serve as an ex-officio member of all committees, without vote.
    7. On expiration of his/her term of office as President, to serve as a member of the Board of Directors for the following year.
    8. To perform such other duties as may be provided in these Bylaws.
  2. President-Elect: It shall be the duty of the President-Elect:
    1. To assist the President as required.
    2. In the absence of the President, to serve as chair and presiding officer of all meetings of the membership, the Board of Directors, and of the Executive Committee.
    3. To serve as a member of the Board of Directors and the Executive Committee.
    4. To serve as President in the event of vacancy of that office.
    5. To perform such other duties as may be provided in these Bylaws.
  3. Vice President:It shall be the duty of the Vice President:
    1. To assist the President as required.
    2. In the absence of the President and President-Elect, to serve as chair and presiding officer of all meetings of the membership, the Board of Directors, and of the Executive Committee.
    3. To serve as a member of the Board of Directors and the Executive Committee.
    4. To serve as President-Elect in the event of vacancy of that office. However, such service will not automatically qualify that person to succeed to President the following year.
    5. To perform such other duties as may be provided in these Bylaws.
  4. Secretary-Treasurer:It shall be the duty of the Secretary-Treasurer:
    1. To assist the President as required.
    2. In the absence of the President, the President-Elect, and the Vice President to serve as chair and presiding officer of all meetings of the membership, the Board of Directors, and of the Executive Committee.
    3. To serve as a member of the Board of Directors and the Executive Committee.
    4. To serve as Vice President in the event of vacancy of that office.
    5. To monitor and oversee the collection and accounting of all monies, securities and deeds belonging to the Society, and to hold, invest and disburse these, subject to the direction of the Board of Directors.
    6. To present at each annual meeting a repot1 of the general financial position of the Society.
    7. To monitor and oversee the preparation of accurate minutes of the meetings of the Society, the Board of Directors and the Executive Committee.
    8. To perform such other duties as may be provided in these Bylaws.

CHAPTER III – APPOINTIVE OFFICER

Section 1.  Title: The appointive office of the Society shall be the Executive Director as provided in Article V of the Constitution.

Section 2.  Appointment: The Board of Directors shall appoint the appointive officer.

Section 3.  Tenure and Compensation:  The Board of Directors shall determine the tenure and compensation of the appointive offer.

Section 4.  Duties: The duties of the Executive Director shall be as follows:

  1. To serve as the executive head of the Society.
  2. To engage all employees except as otherwise provided in these Bylaws.
  3. To attend all official meetings of the membership, the Board of Directors, and the Executive Committee.
  4. To attend to official correspondence of the Society, as directed by the President.
  5. To issue notices of meetings, times and places to the membership, as directed by the President.
  6. To submit the names of delegates and alternate delegates for certification in accordance with procedures established by the American Association of Oral and Maxillofacial Surgeons at least ninety (90) days prior to the annual meeting of that Association.
  7. To receive all monies for the Society and deposit same in a reputable bank approved by the Board of Directors.
  8. To make disbursements for the Society in payment of legitimate obligations.
  9. To see to the collection and accounting for dues and other assessments, as directed by the President.
  10. To make arrangements and negotiate contracts as may be necessary to arrange for meeting facilities for the various Society functions.
  11. To report to the membership at the annual meeting regarding his/her activities on behalf of the Society during the previous year.
  12. To perform such other reasonable duties as may be assigned from time-to-time by the President.

CHAPTER IV – BOARD OF DIRECTORS

Section 1.  Composition:  The Board of Directors shall consist of nine (9) voting members:  the President, President-elect, Vice President, Secretary-Treasurer, immediate Past President, three members of the organization at large, and one active member who has been a member of the Society for less than five years.

Section 2. Qualifications:  A member of the Board of Directors shall be an active or life member of the Society in good standing.

Section 3. Term of Office

    1. The term of office of the President, President-Elect, Vice President, and Secretary-Treasurer shall be for one year. The Past President shall serve for one year immediately following his/her term as President.
    2. At the first annual meeting, three members were elected to the Board of Directors. One was elected for the term of three years, one for the term of two years, and one for the term of one year. Thereafter, one member has been and will continue to be elected annually for the term of three years.
      1. Nominations procedures will be followed and reported to the membership as outlined in Chapter II, Section 3., Paragraph B. Election will be at the annual meeting of the Society in accordance with the procedures outlined in Chapter II, Section 4. of these Bylaws.
    3. The term of office of the Board Member-at-Large who has been a member of the Society less than 5 (five) years will be for 2 (two) years. Reelection to this Board seat shall not be permitted.
      1. Upon adoption of this amendment, the Nominating Committee will be requested to report a candidate for this position. At that time, candidates may be nominated from the floor. Election of an eligible candidate will be accomplished at that meeting.
      2. Thereafter, nominations procedures will be followed and reported to the membership as outlined in Chapter II, Section 3., Paragraph B. Election will be at the annual meeting of the Society in accordance with procedures outlined in Chapter II, Section 4. of these Bylaws.

Section 4.  Installation:  The elected Board Members shall be installed in office at the annual meeting.

Section 5.   Vacancies:  Should a vacancy in a Board Member-at-Large position occur   between annual meetings, the vacancy shall be filled by appointment   by the President.  The appointee shall serve only until the next annual meeting.  At that annual meeting, the Nominating Committee shall report a candidate to complete the remaining unexpired term in accordance with nomination procedures outlined  in Chapter  II, Section 3., Paragraph B.

Section 6.  Powers:

  1. The Board of Directors shall be the administrative body of the Society, vested with full power to conduct all business of the Society subject to the Laws of the State of Texas, the Articles of Incorporation, the Constitution and Bylaws, and the mandates of the membership.
  2. It shall have the power to establish rules and regulations not inconsistent with these Bylaws, to govern its organization, procedure and conduct.
  3. It shall conduct all business of the Society during the interval between meetings.

Section 7. Duties:

  1. To report annually to the Society, the year’s activities of the Board of Directors.
  2. To appoint the Executive Director of the Society and determine the Director’s compensation.
  3. To determine the time and place for convening of each annual meeting.
  4. To review the annual reports of all committees and to make recommendations concerning such reports to all members of the Society.
  5. To approve all awards, honors, or other special commendations given in the name of the Society.
    1. The Dr. L. Jack Bolton Oral and Maxillofacial Surgery Distinguished Service Award.
      1. Established by the Society in 2000, this award is intended to recognize contributions of the highest caliber to the Society, to the specialty and to dentistry.
      2. Nominations for this award shall be made directly to the Board of Directors by members of the Society.
      3. Granting of this award shall be at the sole discretion of the Board and shall be based upon an affirmative vote by the Board.
      4. Presentation of the award, a crystal obelisk suitably engraved, shall occur at a date and time as determined by the Board.
  6. To perform such other duties as may be prescribed in these Bylaws.
  7. To initiate any other lawful actions as may be necessary, to conduct the business of the Society in accordance with its stated purpose.

Section 8.  Sessions:

  1. The Board of Directors shall have an official meeting at least once a The President shall determine the time and place of the meeting and notify each board member at least ten (10) days prior to the meeting. A majority of the Board shall constitute a quorum.
  2. Special meetings of the Board may be called at any time by the President with at least ten (10) days prior notice of the time and place of the meeting.
  3. Upon receipt of written request by any four (4) of the board members for a special meeting, the President shall schedule such meeting with at least ten (10) days prior notice of the time and place of the meeting transmitted to each board member.

CHAPTER V – EXECUTIVE COMMITTEE

Section 1. Composition: The Executive Committee shall consist of the President, President-Elect, Vice President, Secretary-Treasurer and the immediate Past President. Section 2. Function:The Executive Committee shall meet in special or emergency situations on call by the President, and shall later report its decisions and actions to the Board of Directors for approval. Four of the five members are required to constitute a quorum of this committee before any action may be taken. Any decisions must be ratified by unanimous approval of the Executive Committee.

CHAPTER VI – DELEGATES AND ALTERNATE DELEGATES TO THE HOUSE  OF DELEGATES OF THE AMERICAN ASSOCIATION OF  ORAL AND MAXILLOFACIAL SURGEONS

Section 1. Purpose: Delegates and alternate delegates to the House of Delegates of the American Association of Oral and Maxillofacial Surgeons shall be provided in accordance with the applicable sections of the Bylaws of that Association.

Section 2. Eligibility: Only active and life members of the Texas Society of Oral and Maxillofacial Surgeons in good standing shall be eligible to serve as delegates and alternate delegates.

Section 3. Term: Each delegate and alternate delegate shall be elected for a two-year term, with terms staggered so approximately one-half of the total number of delegates and alternate delegates are elected each year.  Delegates and alternate delegates will be eligible for reelection.

Section 4.  Election:  Candidates for delegate and alternate delegate will be presented in accordance with procedures outlined in Chapter II, Section 3., Paragraph B. of these Bylaws. Election will be at the annual meeting of the Society in accordance with procedures outlined in Chapter II, Section 4., of these Bylaws.

Section 5.  Duties

  1. Each delegate and alternate delegate will represent the membership of the Society in the regular business of the AAOMS House of Delegates.
    1. Delegates and alternate delegates shall attend sessions of the House of Delegates of the AAOMS at the annual meeting and special sessions as called by the Association’s leadership.
    2. Delegates and alternate delegates shall attend Reference Committee meetings associated with the business of the House of Delegates of the AAOMS.
    3. Delegates and alternate delegates shall attend District V caucus meetings.
    4. Should a delegate be unable to attend an AAOMS annual meeting and be unable to participate in sessions of the House of Delegates, the Senior Delegate shall select an alternate delegate to serve in the House of Delegates at that meeting.
    5. Should a delegate be unable to complete his/her term, the President and Senior Delegate shall select an alternate delegate to complete the term until the next annual meeting of the Society.
      1. In this event, the Nominating Committee shall adhere to the staggered election cycle of the delegates and alternate delegates.

CHAPTER VII – COMMITTEES

The standing committees of the Texas Society of Oral and Maxillofacial Surgeons shall be:

  1. Nominating
  2. Membership
  3. Constitution and Bylaws

CHAPTER VIII – FINANCE

Section 1. Fiscal Year:  The fiscal year of the Society shall begin on January 1 of each year and end on December 31 of that year.

Section 2. Application Fee: The Board of Directors shall establish an application fee for active, affiliate, and associate members.  This is a nonrefundable fee and must be paid at the time application for membership is made.   This fee shall apply as payment of dues in full to the end of the calendar year during which the application is acted upon by the membership.

Section 3. Annual Dues:  Annual dues shall be proposed by the Board of Directors and presented to the membership at the annual meeting.  Annual dues as passed by a two-thirds (2/3) affirmative vote of those members present and eligible to vote shall be effective the following fiscal year.

Section 4. Assessments:  Assessments may be proposed by the Board of Directors and presented to the membership at any regularly scheduled or called meeting, provided that the proposed assessment shall have been presented in writing to all of the members of the Society at least thirty (30) days prior to that meeting at which the assessment is proposed for adoption or that such proposed assessment shall have been submitted in writing at the immediate previous meeting of the Society.  Assessments when passed by a two-thirds (2/3) affirmative vote of those members present and eligible to vote shall be effective as outlined in the proposal.

Section 5. Dues Exemption: Life, honorary and retired members shall not be required to pay either dues or assessments.

CHAPTER IX – ANNUAL MEETING

Section 1. Time and Place:  The time and place of the annual meeting shall be determined by the Board of Directors.

Section 2. Quorum:  A quorum for the conduct of business at the annual meeting or any other regular or called meeting of the membership shall consist often percent (10%) of those members in good standing who are eligible to vote.

CHAPTER X – AMENDMENTS

Section 1. The Bylaws may be amended at any regularly scheduled meeting by a two-thirds  (2/3) affirmative vote of the active and life members present  and  in good standing,  provided that the proposed  amendments shall have been presented in writing to all of the members of the Society at least thirty (30) days prior to that meeting at which the amendment is proposed for adoption  or that such proposed amendments shall have been submitted in writing at the immediate previous meeting of the Society.

Section 2. The Bylaws may be amended by mail ballot by a two-thirds (2/3) affirmative vote of the active and life members in good standing, provided that the proposed amendments shall have been presented in writing to all of the members of the Society at least thirty (30) days prior  to  the proposed  ballot date at which the amendment is proposed for adoption or that such proposed amendments shall have been submitted  in writing at the immediate  previous  meeting of the Society.

CHAPTER XI – PARLIAMENTARY AUTHORITY

The current edition of Sturgis Standard Code of Parliamentary Procedure shall govern the Society in all parliamentary situations that are not provided for in the law or in the Constitution and Bylaws of the Society.

CHAPTER XII – ADOPTION

These Bylaws as herewith stated shall have effect immediately upon adoption and all prior conflicting laws, parts of laws or resolutions shall thereupon be null and shall stand repealed.

CHAPTER XIII – SAVING CLAUSE

In the event any court of competent jurisdiction shall hold any part of the Constitution and Bylaws, or any amendments hereinafter adopted, invalid for any reason, such ruling shall apply only to the contested provision and shall not affect the remaining sections and provisions of the Constitution and Bylaws.  The remaining sections and provisions of the Constitution and Bylaws will be considered to be in full force and effect and shall govern as if the invalid portion had never existed.