Administrative By-Laws of LCDS (component of Third District Dental Society of PA)

Article I 

Section 10

            This Society Name shall be called the Luzerne County Dental Society, Hereinafter referred to as “the Society” or “this Society”.

Article II

ORGANIZATION 

Section 10

            This Society is a non-profit association.  If this Society shall be dissolved at any time, no part of its funds or property shall be distributed to, or among, its members but, after payment of all indebtedness of the Society, its surplus funds and properties shall be used for dental education and dental research in such manner as the then governing body of the Society may determine.

Section 20 

The membership of this Society shall consist of dentists whose qualifications and classifications shall be established in Chapter 1 of the Bylaws and Article IV of this Constitution. 

Section 30

This Society is a component of the Third District Dental Society, of the Pennsylvania Dental Association and the American Dental Association and of no part of this Constitution or Bylaws is intended to be in conflict with the Constitution and Bylaws of these organizations and if a conflict should be determined, the conflicting portion of this constitution and of the Bylaws shall be declared null and void. 

Article III

CODE OF ETHICS 

The Luzerne County Dental Society accepts as a standard for the guidance of its members, the current code of ethics adopted and set forth by the American Dental Association.

Article IV

MEMBERSHIP QUALIFICATIONS 

Section 10

EXPLANATORY

The membership of this Society shall be composed of Active, Life, Honorary, Retired, and Associate Members.

Section 20

ACTIVE MEMBERS

            Active members shall be ethical dentists, graduated of an institution legally authorized and recognized to confer the dental degree, whose professional address is within the jurisdiction of the Third District Dental Society.  Active members automatically become members of the Pennsylvania Dental Association and the American Dental Association, in accordance with the Bylaws of these organizations and with the rights and privileges as herein provided in Chapter 1 of these administrative Bylaws.

Section 30

LIFE MEMBERS

            An active member of this Society, upon his/her election to Life Membership by the American Dental Association, shall automatically become a Life Membership, of this Society.

Section 40

HONORARY MEMBERS

            Honorary members shall be persons of outstanding achievement, who may be either dentists, or non-dentists, engaged in teaching scientific work or research in the branches of knowledge allied to dentistry; or others who have though their benefactors contributed toward the promotion of dental practice or oral and general health; and may be elected to honorary membership by a unanimous vote of the Board of Directors, at any stated meeting, and shall be excused from the payment of the dues of the Luzerne County Dental Society.

Section 50

RETIRED MEMBERS

            Any active member of the Society, upon his/her election to Retired Membership by the American Dental Association, shall automatically become a Retired Member of this Society.

Section 60

ASSOCIATE MEMBERS

            Associate Members shall be:

a)      Dentists who are members of the Pennsylvania Dental Association through membership in the District Society of their respective district, or

b)      Members of the American Dental Association through membership affiliation in other states, or

c)      Physicians who are graduates of an institution, who are licensed to practice medicine in the State of Pennsylvania, and who are members of their local Medical Society, or

d)      Distinguished persons in the professions kindred to dentistry.  Associate members may be elected by the unanimous affirmative vote of the Board of Directors at any meeting of the Board provided, however, that their application was recorded in the minutes of the Board at previous stated meeting. 

Article V 

Section 10

OFFICERS

a)      The officers of this Society shall consist of a President, President-Elect, Secretary, Treasurer and Board of Directors.

b)      Only an active, retired, or life member in good standing of the Society shall be able to serve as an elective officer.

Section 20

PRESIDENT

a)      The president shall preside at all meetings of the Society, and of the Board of Directors; appoint all standing and special Committees (unless otherwise provided for by these bylaws); perform such other duties as custom and parliamentary usage require, and the close of his/her term of office, deliver a report which shall embody the activities of the Board of Directors.

b)      The president shall be, Ex-officio, a member of all Committees.  He/she shall be a member of the Board of Directors and therein shall have the power, upon a tie vote of the Board of Directors, to cast a deciding vote; and he/she shall continue as a member of the Board of Directors for a period of two (2) years, on the expiration of his/her term of office.

c)      At a time chosen at the discretion of the Board of Directors following the president’s tenure in office, he/she shall be presented with a testimonial as a token of esteem from the society.

d)      The President shall have the power to fill vacancies by appointment with approval of the Board of Directors in the offices of President-Elect, Secretary, Treasurer, or members of the Board of Directors, which appointments shall continue, pending election at the Society’s next ensuing Annual Meeting.

Section 30

PRESIDENT-ELECT

a)      The President-Elect shall assist the President, and become an ex-officio member of such Committees as do the President and Secretary.

b)      The President-Elect shall be nominated and elected at the Annual Meeting held one year previous to his/her installation and shall be known as President-Elect until he/she is installed.

c)      The President-Elect shall in the absence of the President, perform all his/her duties, and in the case of death, resignation or removal from office of the President, shall immediately assume office as President of this Society.

d)      At the installation of officers at the next annual Meeting following his/her election, he/she shall assume the office of President of this Society.

Section 40

SECRETARY

a)      The Secretary shall keep a complete record of all proceedings of this Society and of the Board of Directors and such other committee meetings as the President may direct, in books provided for that purpose.

b)      The Secretary shall notify all officers, delegates and Committees of their election or appointment;

c)      The Secretary shall become an ex-officio member of such Committees as do the President and President-Elect.

d)      The Secretary shall act as general assistant to the President at all meetings and shall at all times be responsible to the President in the conduct of the office of Secretary.

e)      The Secretary shall make all necessary and proper reports to the Secretary of the Third District Dental Society.

f)       The Secretary shall maintain an accurately revised list of the names and addresses of the members.

g)      The Secretary shall notify all members of the time and place of meetings; of names of candidates to be balloted for, and of any other necessary information; and shall provide official ballots for elections.

h)      The Secretary shall provide for inspection by any member, a copy of this Constitution and Bylaws;

i)       The Secretary shall conduct the general correspondence of this Society and return full copies thereof.

j)       The Secretary shall prepare vouchers and all bills and submit them to the Treasurer for payment.

k)      The Secretary may receive such stipend as shall be determined by the Board of Directors.

l)       The Secretary shall call roll at each Board of Directors meeting and shall report to the Board the number of meetings each director has absented himself during the fiscal year.

m)   The Secretary shall have charge of all books, pamphlets and periodicals in possession of the Society, and shall have them so housed for the convenience of the membership, as the Board of Directors may designate.

n)      The Secretary shall keep careful and accurate duplicate accounts.

o)      The Secretary shall give security to the Society, in bond of approval surety, as the Board of Directors may require the cost to be paid by the Society.

p)      At the discretion of the Board of Directors, any or all of the duties of the Secretary shall be performed by an Executive Secretary who is not required to be a member to the Luzerne County Dental Society.

Section 50                  

TREASURER

a)      The Treasurer shall receive all monies due the Society, depositing them and the securities of the Society in such bank or trust companies as the Board of Directors, by majority vote shall select.

b)      The Treasurer shall not make payments, except upon vouchers properly approved.

c)      The Treasurer shall keep careful and accurate accounts of all moneys and securities received, and of all payments made, and at the Annual Business Meeting shall make a report thereof, and of the financial status of the Society.

d)      The Treasurer shall have his/her accounts audited by a committee chosen by the President, and the auditing committee shall prepare and submit a complete audit of the financial status of the Society, including a check of all securities, as of the end of the fiscal year.

e)      The Treasurer shall give security to the Society, in bond of approved surety, as the Board of Directors may require, the cost to be paid by the Society.

f)       The Treasurer shall report to the Board at each of its slated meetings, a detailed account of expenses incurred an balances on hand, and

g)       The Treasurer shall perform such other duties, appertaining to the office of Treasurer, as may be required.

h)      The Treasurer may receive such stipend as shall be determined by the Board of Directors.

Section 60

BOARD OF DIRECTORS

a)      The general business and executive control of the Society shall be vested in the Board of Directors.

b)      The Board shall have charge and general control of all properties and financial affairs of the Society.

c)      It shall provide suitable places of meeting for the Society.

d)      It shall meet in regular session at least once a month with the exception of June and August.  Special meetings of the Board may be called by the President at his/her discretion, at time and place of notice, or shall be called by the President, upon the written request of any members of the Board of Directors.

e)      It shall provide the annual meeting place and date, and also such other sectional meetings, or clinics as arranged for.

f)       It shall receive reports from officers and standing Committees.

g)      It shall approve salaries, vote money for expenses of the Society, and determine the amount of bond required of the other officers or employees.

h)      The Board of Directors shall consist of Fourteen (14) members as follows; The President and the other duly elected officers, the immediate past-President, and three (3) elected members, who shall be elected at the Annual Meetings.  There shall be elected at the annual meeting, two members of the Board of Directors who shall serve for a period of three years, and who may not again be candidate for membership on the Board, until at least one year after the expiration of their terms of office unless elected as an officer.

i)       The Board of Directors, at its discretion, may select an Executive Secretary to perform any and all duties of the Secretary and such Executive need not be a member of the Luzerne County Dental Society.  The Executive Secretary shall be paid such compensation as may be agreed upon by the Board of Directors.

j)       Any members in good standing in the Luzerne County Dental Society are encouraged to attend the business meeting of the Board of Directors.  The members present can discuss and recommend actions on issues to the Board of Directors.  The members may not vote or make a motion on the issues unless they have het approval of the majority of the Board of Directors.

k)      Any member of the Board of Directors who misses three meetings during the Fiscal Year without an excuse acceptable to the Board shall automatically be suspended from the Board.

ADMINISRATIVE BYLAWS

Chapter 1

RIGHTS AND PRIVILEGES OF MEMBERS

Section 10

            In accordance with the Constitutions and Bylaws of the American Dental Associations and the Pennsylvania Dental Association, it is recognized that while no local or branch society of a District Society has the actual power to elect its members or to remove or suspend membership, this Society shall receive all applications for membership from dentist practicing within the area under its jurisdiction and shall approve or disapprove these applications, which recommendations shall then be forwarded to the secretary of the district society for final acceptance or rejection.

Section 20

Candidates for membership shall make an application in writing on a form approved by the Pennsylvania Dental Association.  All applications shall be read by the Secretary at a meeting of the Board.  The name of the applicant shall appear in the Bulletin for member consideration before action can be taken by the Board of Directors.  At a subsequent meeting of the Board, approval shall be by ballot and a majority vote of the Board of Directors present shall be necessary to approve.  The application shall be forwarded to the District Society Secretary for final action.

Section 30

A member of this Society allegedly in violation of any of the provisions of the Pennsylvania Dental Association Bylaws,  Chapter X, Section 10 offenses, shall be given a hearing thereon and shall have the right of appeal as described in the Pennsylvania Dental Association Bylaws, Chapter X, Sections 20 and 30, Judicial Procedure and Appeal.

CHAPTER II

DUES

Section 10

            The annual dues shall be determined by the membership of the Society.  The dues can be changed only by the adoption by a two thirds majority vote of the members present at a special or annual meeting of the membership and notice thereof shall be published one month prior to that meeting in the bulletin.

Section 20                                                      

            Dues are payable as of January 1st of each year.  Any member who shall fail to pay his/her dues by March 31, shall be held suspended by the Society.  A member suspended for non-payment of dues shall be restored to full membership on payment of current dues. 

Section 30

Honorary, Life and Retired Members shall be exempt from dues.

Section 40

            Dues for Associate membership shall be the current annual dues of this Society.

Chapter III

ELECTION OF OFFICERS

Section 10

The nominating Committee shall present on a Ballot at the annual election, one name for each office to be voted for.  These nominations must be announced at the meeting and published in the April bulletin.  This does not preclude additional nominations from the floor, and ample space on such ballot shall be provided for each office.  The President shall give ample time for each such nomination, from the floor, before accepting the motion to close nominations.  A majority vote of the members present shall be sufficient to elect.

Section 20

            The Board shall also present upon this ballot a sufficient number of names and members willing to attend the State and National Meetings, for recommendation to the Third District Dental Society to act as delegates and alternate delegates for the Third District.

Section30

Where two or more nominations stand for one office, a closed ballot shall be taken, the Chair appointing suitable tellers for the purpose.  A plurality vote shall be required for election.

Chapter IV

COMMITTEES

Section 10

            All committees necessary for the proper functioning of the Society, except as specifically provided for, shall be appointed by the President, and shall serve for one year, vacancies on Committees shall also, at any time be filled by appointment by the President, The committee member must be a member in good standing for at least one year before being appointed.  Prior to the Annual Business Meeting the Chairmen of Committees shall submit a written concise report of their year’s activities and recommendations as requested by the President and all records and properties shall be returned to the Society.

Section 20

            The Nominating Committee shall consist of Past- President, a current member of the Board of Directors, and a member at large.  The duty of the committee shall be to secure qualified candidates for elective office as required by Chapter III Section 10 and these Bylaws.

Section 30

            The election for the three elective members of the Board of Directors shall be as follows:

            Nominations shall be from the general membership.  Two members shall be elected for three years.  One member shall be elected for two years and can succeed themselves. 

ETHICS AND PATIENT RELATIONS COMMITTEE

Section 40

a)      The Ethics and Patient Relations Committee shall be composed of five (5) members appointed by the President.  To this Committee shall be referred to all matters of an unethical nature or conduct deemed unprofessional, either of a member or candidate for membership.  They shall report their findings and recommendations to the Board of Directors for final action.

b)      It shall be the duty of the Ethics and Patient Relations Committee to receive, investigate and where possible, adjust complaints made by the public against members of the Society.  To this end, the committee shall have the power:

1)      To request any member of this Society to furnish any information that he/she may have concerning the subject matter of the complaint:

2)      To appoint sub-committees either from its own membership or from the general membership of the Society to assist in its investigation, and

3)      After considering all available evidence, to make recommendation to the complainant and the accused concerning disposition of the subject matter of the complaint.  Such recommendation shall be advisory only and shall not be binding on any of the parties.

It shall be the duty of any member of the Society to whom a request shall be made by the committee, either for information or to serve on a sub-committee, to comply with such request unless excused by the committee.

            If any member fails to cooperate with the Committee in either of these respects, the committee shall summarize facts concerning such refusal and shall present them to the Board of Directors which shall thereupon cite the offender for trial before Ethics and Patient Relation Committee.

            In hearing upon such citations, the Ethics and Patient Relations Committee shall have the power given to it under Chapter I Section 30 of the Bylaws with respect to the hearing and disposition of other complaints.

PEER REVIEW COMMITTEE

Section 50

The Peer Review Committee shall consist of three (3) members.  They shall function in accordance with the guidelines as established by the Pennsylvania Dental Association. 

MEMBERSHIP

Section 60

The Membership committee shall endeavor to secure as members to this Society every ethical, legally licensed and registered dentist within the jurisdiction of this Society.  All ethical, legally licensed and registered dentists within this district shall be regarded as eligible for membership.

PROGRAM COMMITTEE

Section 70

            The Program Committee shall consult with the Board of Directors and arrange desirable programs and clinics for the meetings scheduled throughout the year.  The program committee shall consist of three (3) members.

CONSTITUTION AND BYLAWS COMMITTEE

Section 80

            This committee shall stand ready to consider any suggestions from the membership relating to proposed changes in the Bylaws of this Society.

PUBLIC RELATIONS

Section 90

            Public Relations Committee shall act in co-operation with all committees of the Society.  They shall act as a correlating body between the Society and all other organizations.  They shall be responsible for publicizing the activities of the Society.

NECROLOGY COMMITTEE

Section 100

            Necrology Committee shall consist of geographically appointed members.  They shall:

1)      Immediately offer aid to widow or of deceased member regarding funeral arrangements, honorary pallbearers, etc.

2)      Offer aid to widow or widowers of deceased member’s family in the appraisal of equipment and furniture for disposal.

3)      The committee should notify the Secretary of the member’s death.

AUDITING

Section 110

            The President with approval of the Board of Directors shall appoint an Auditing committee composed of three (3) members to do an annual audit at the end of the prior fiscal year.

BUDGET

Section 120

            The President with approval of the Board of Directors shall appoint the President-Elect as Chair of the Budget Committee.  The Chair of the Committee may be assisted by additional members.  The Committee shall present the proposed budget and any dues changes required to meet that budget and if required, a vote on any dues increases for the coming year at the annual meeting.

Chapter V

MEETINGS AND QUORUM

Section 1

The annual Business Meeting shall be held during the month of April.  All members in good standing are eligible to discuss, vote and decide on issues, and make motions.

Section 2

            Scientific meetings of the Society shall be in such number as shall be determined by the appropriate committee of the Society and approved by the Board of Directors.  Due notice of all meetings of the Society and Board of Directors shall be given by the Secretary. 

Section 3

            Additional business meetings or sectional study meetings may be added to the calendar when deemed advisable by the President or Board of Directors.

SPECIAL BUSINESS MEETING

Section 4        

            Special business meetings of the Society may be called by the President and must be called by him/her whenever requested in writing by five (5) members, for such purpose and at such date and hour as the President shall designate.  At least three (3) days notice of a special business meeting must be given to the members.  All members in good standing are eligible to discuss, vote or decide on issues, and make motions at Special Business Meetings.

FISCAL YEAR

Section 5

            The fiscal year shall end on December 31, with the year starting as of January 1, of each year.

QUORUM

Section 6

            The presence of ten (10) active members shall be necessary to constitute a quorum for a special or annual meeting.  Six (6) members of the Board of Directors shall constitute a quorum for the board of Directors Meeting.

Chapter VI

ORDER OF BUSINESS

Section 1

            Sturgis’ Rules of Order shall govern, except where they conflict with the Bylaws or other rules of order adopted by the Society.

Section 2

            The order of business at the annual meeting and the Board of Directors shall be:

1. Calling meeting to order

2. Roll call of Board of Directors

3. Reading minutes of previous meetings

4. Report of Board of Directors

5. Reports of officers and committees

6. Unfinished business

7. Election of officers, Board of Directors

8. New Business

a)      The President shall appoint the Auditing Committee to audit the previous year books.

b)      The Budget Committee shall present a proposed budget and any dues changes required to meet the budget.

c)      If required a vote is to be taken by the membership to change the dues.

1. Reading of Papers and discussion

2. Adjournment

Section 3

            The preceding order of business may be altered at the monthly and any special meeting by the President.

Section 4

            No report of the business or scientific proceedings of any meeting of the Society or of the Board of Directors shall be made for publication except by a person or persons specially authorized.  Nor shall a member speak on behalf of the Dental Society without approval of the Board of Directors.

Chapter VII

AMMENDMENTS TO THE BYLAWS

Section 1

            This constitution and these Bylaws may be amended or altered at the annual or any special business meeting of the Society, by a two-thirds (2/3) vote of the members present provided:

a)      Such proposed amendments or alterations are submitted to the Secretary in writing at least 10 days prior to the meeting.

b)      A quorum of at least ten (10) members is present.

Section 2

            The adoption of this Constitution and Bylaws shall render null and void any and all such similar documents previously adopted by this Society or its predecessors.  All motions or standing resolutions upon the records of this Society which are in conflict with this constitution and Bylaws are hereby repealed.

The Constitution and Bylaws were adopted at a special meeting of the Luzerne County Dental Society on January 15, 1996 and reviewed and revised by the Board of Directors on August 29th, 2018.