2022 Bylaws update

Background

The Bylaws underwent a comprehensive review by the Governance Committee and Board of Directors in 2021. A member vote was completed in November to approve the proposed amendments. Although it is not best practice to revise the Bylaws every year, a recent review has revealed that a few updates to the Bylaws are necessary in order to move forward with our Nominations and Elections process for 2023.

Per the Bylaws, amendments must be brought forth to the voting membership. The amendments must be posted to the website for thirty days. During this time, a town hall must be held and a recording made available for viewing. After the initial thirty days, members will have a thirty-day window to vote to accept or reject the proposed amendments.

Voting

Voting is open through November 29, 2022.

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Annual Business Meeting

Members will had an opportunity to ask questions and provide feedback on the proposed Bylaws amendment during the Annual Business Meeting on October 13, 2022 at 10:00 a.m. CT.

View Recording

Overview

The proposed amendments are made in alignment with the following strategic goals:

  • A1. Be an equitable, efficient, and effective governing board.
  • A3. Create an organizational infrastructure that anticipates and responds to growth.

As members review the Bylaws, they will find that sections may be removed to be placed in separate policy documents. This allows the Board of Directors to govern with more flexibility and respond to INACSL's continual growth and evolution without necessitating a major overhaul of the Bylaws. The proposed changes also affirm that the Bylaws are a high-level governing document, whereas day-to-day operations should be defined in policies and procedures outside of the Bylaws.

Amendments

Two versions of the proposed Bylaws are presented below with the goal of providing members with a clear understanding of the proposed changes. 

Comments and Rationale

This document displays the current Bylaws with proposed track changes, comments, and rationale.

Final Draft Version

This document is a reader-friendly final draft of the updated Bylaws if the members vote to approve. 

Click Here for Track Changes
Click Here for Final Draft

 

Below is a high level summary of the major proposed changes. Please refer to the Comments and Rationale document for additional details.

  • The term for Treasurer-Secretary is currently stated as one year. An amendment is proposed that states the term for this position would be two years, which reflects current practice and aligns with the terms for the Director positions.
  • Amendments are proposed to Article V Nominations and Elections that ensure alignment with current committee practices and removes specific timelines, which can be outlined in a policy or operational procedure document.
  • An amendment is proposed to remove a blanket statement of the term length that members and chairs are allowed to serve on a committee. Instead, this will be outlined in the Duties and Responsibilities of Standing Committees Policy. Each INACSL Committee has different needs when it comes to leadership terms and succession. Defining terms in a policy rather than in the Bylaws allows for more flexibility in defining those needs for each separate committee.
  • Grammatical edits and adjustments to repetitive language are noted throughout the document.

Policies Referenced

The following policies and procedures are referenced in the Bylaws: