DELAWARE PUBLIC HEALTH NURSES COUNCIL

An Affiliate of the Delaware State Education Association

ADOPTED JUNE 29, 1994                                       AMENDED JUNE 2002

ARTICLE I
NAME, AFFILIATION, PURPOSE

Section 1:        Name

The name of this corporation shall be the Delaware Public Health Nurses Council.  The Council shall be affiliated with the Delaware State Education Association (DSEA).

Section 2:        Purpose

The purpose of this Council shall be to promote the general welfare, status, and economic security of its members and to establish a means of insuring high quality patient care for Delaware’s citizens.

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ARTICLE II
MEMBERSHIP

Section 1:        Membership Year

The membership year shall be the same as DSEA, September 1 to August 31.

Section 2:        Membership Categories and Rights

• a)      Active membership shall be open to any person who is a registered professional nurse employed as Public Health Nurse I, II, and III, Nurse Practitioner and all Registered Nurses and Licensed Practical Nurses employed by the Department of Health and Social Services at the Delaware Hospital for the Chronically Ill.

• b)      Associate membership shall be open to any person eligible for Active membership who is on a leave of absence from employment and for a period of at least six (6) months and who is an Associate member of DSEA.

• c)      The right to vote and to hold elective or appointive position shall be limited to Active members except as otherwise provided by these Bylaws.  Service-fee payers do not have these rights.

Section 3:        Membership Dues

Annual Council dues shall be equal to seven percent (7%) of the DSEA dues for the year.  Total membership dues shall be the sum of Council dues and DSEA Active Member dues.

Section 4:        Membership Discipline and Due Process

No member may be censured, suspended, or expelled without good cause and a due process hearing before the Representative Assembly.  An affirmative vote of at least two-thirds (2/3) of the members of the Representative Assembly shall be required to take such action.  The charged member may appeal this decision to the DSEA Executive Board which shall make the final decision.

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ARTICLE III
OFFICERS

Section 1:        Officer Positions and Terms

a.         The officers of the Council shall be the President, a Vice President for DHCI, a Vice President for Public Health, Secretary, and Treasurer.

b.         The term of office for each shall be two (2) years beginning on July 1 following their election.  The Secretary and Treasurer shall be elected in odd-numbered years.  The Vice Presidents shall be elected in even-numbered years.

c.         They shall be and shall remain Active members of the Council while in office.

Section 2:        Presidential Succession

a.         Beginning July 1, 2002, the Vice President of DHCI shall become the President of the Public Health Nurses Council.

b.         Beginning July 1, 2004, the Vice President of Public Health shall become the President of the Public Health Nurses Council.

c.         The Council Vice President for Public Health and the Council Vice President for DHCI shall continue to alternate into the position of President of the Public Health Nurses Council in accordance with the procedure described in Sections a and b.

d.         An election shall be held in June of 2002 to fill the position of DHCI Vice President.  Elections thereafter shall be held in May to fill the position of the respective Vice President who becomes the President.  These elections shall be conducted in accordance with the election procedures found herein.

Section 3:        Removal and Due Process

Officers of the Council shall serve their terms so long as they satisfactorily perform the duties of office.  Officers may be removed from office for cause by a majority vote of the members of the Council following proper notice and a due process hearing before the Representative Assembly where charged are affirmed by a vote of at least two-thirds (2/3) of the members of the Representative Assembly.

Section 4:        Responsibilities of the President

The President shall:

• a)      Be the chief officer, representative and spokesperson for the Council
• b)      Insure that members are kept informed and involved in Council programs
• c)      Meet regularly with the Executive Committee to plan and implement the programs and policies of the Council
• d)      Insure that the Council is complying with its bylaws and policies
• e)      Preside at the Representative Assembly, Executive Committee, and all general meetings of the Council
• f)        Chair the Negotiations Committee and the Council’s delegation to the Labor/Management Committee
• g)      Appoint negotiations, elections and membership committee chairs after consultation with the Executive Committee with the approval of the Representative Assembly
• h)      With the Treasurer, and approve all cash expenditures of the Council
• i)        Serve as a delegate to the DSEA Representative Assembly

Section 5:        Responsibilities of the Vice Presidents

The Vice Presidents shall:

• a)      PHNC shall have two (2) Vice Presidents
• b)      Once Vice President shall be elected by members of DHCI
• c)      One Vice President shall be elected by members of Public Health
• d)      Share the duties of the President when the President is unable to perform the duties of the office
• e)      Work with Council Representatives (CRs) to foster their participation in Council decision-making, their communicating with and involving members, and their implementation of Council actions and programs
• f)        Meet regularly with the Executive Committee to plan and implement the programs and policies of the Council
• g)      Direct and monitor a Council leadership identification, training, and retention program
• h)      Serve as a member of the negotiations committee
• i)        Serve as delegate to the DSEA Representative Assembly
• j)        Insure that the Council’s membership record for DHCI and Public Health are accurate and are up to date with DSEA’s records
• k)      Perform such other duties as the President assigns

Section 6:        Responsibilities of the Secretary

The Secretary shall:

• a)      Record minutes of all Representative Assembly, Executive Committee, and general membership meetings, maintain files of such minutes, and distribute copies to each body
• b)      Maintain the official records of the Council, including:

• minutes
• past Treasurer’s reports
• important correspondence
• current Bylaws
• previous negotiated agreements

• c)      Record minutes of meetings of the Labor/Management Committee and disseminate to all members
• d)      Meet regularly with the Executive Committee to plan and implement the programs and policies of the Council

Section 7:        Responsibilities of the Treasurer

The Treasurer shall:

• a)      Be responsible to the Executive Committee, Representative Assembly, and the membership for an accounting of all funds of the Council and shall provide regular written accounting of all receipts and disbursements to the Representative Assembly
• b)      Develop, with the Executive Committee, and after seeking advice of the membership a proposed operating budget each year
• c)      Meet regularly with the Executive Committee to plan and implement the programs and policies of the Council
• d)      With the President, sign all checks and approve all cash expenditures of the Council
• e)      Maintain the official financial and corporate records of the Council
• f)        Insure that an audit of all Council income and expenditures is conducted

Section 8:        Vacancies

A vacancy in the office of President shall be filled for the unexpired term by the Vice President in accordance with Article III, Section 2.  A vacancy in the office of either Vice President shall be filled through a special election of the membership from Public Health if applicable or through a special election of the membership from DHCI if applicable.  A vacancy in the office of Secretary or Treasurer shall be filled for the unexpired term through election by the Representative Assembly.

ARTICLE IV

EXECUTIVE COMMITTEE

Section 1:        Purpose

The Executive Committee shall be responsible for implementing Council programs and actions and when necessary shall act as the interim policy making body between meetings of the Representative Assembly.

Section 2:        Composition

The Executive Committee shall consist of the elected officers.

Section 3:        Authority and Responsibility of Executive Committee

• a.       Implement and coordinate the actions of the Representative Assembly
• b.      Act as the primary planning body for the Council, developing a plan that includes goals and strategies to achieve them, and that the membership and the Representative Assembly are meaningfully involved in the planning process
• c.       Make policy decisions in the interim between Representative Assembly meetings
• d.      Develop and implement a membership involvement program
• e.       Propose the annual budget to the Representative Assembly after seeking the advice of the membership
• f.        Authorize contingency expenditures when they have not been budgeted
• g.       Insure that the Council is meeting its responsibilities of incorporation

Section 4:        Meetings

The Executive Committee shall meet a minimum of four (4) times per year.  A schedule of the meetings shall be prepared by the President and approved by the Executive Committee at its first meeting of the year.  Special meetings may be called by the President or by a majority of the Executive Committee.

Section 5:        Ethnic Minority Representation

The Executive Committee shall have a number of ethnic minority members which is at least proportionate to the Council’s ethnic minority membership.  Should proportional ethnic minority membership not occur through normal elections, the Representative Assembly shall nominate and elect additional ethnic minority members.  Ethnic minority shall mean those persons designated as ethnic-minority by U.S. Bureau of Census.  The designation shall include American Indian and Alaska Native, Asian and Pacific Islander, Afro-American, and Hispanic.

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ARTICLE V
COUNCIL REPRESENTATIVES (CRs)

The most important connection between the membership and the Council is the Council Representative.  The Council shall place priority on the development and retention of Council Representatives.

Section 1:        Selection of Council Representatives

• a.       Council Representatives shall be elected at-large by the members in Public Health and DHCI through the process of open nomination and secret ballot voting.

• b.      One (1) Public Health representative will be elected from each of the following sites:  Bridgeville, Georgetown, Hudson, Lewes, Limestone, Middletown, Milford, Porter, Seaford, University Plaza, Williams.

Two (2) DHCI representatives from each shift shall be elected.

• c.       Council Representatives shall serve a term of two (2) years and may be reelected.  The elections will be conducted by June 1.  The term shall begin on September 1.  They shall be and shall remain Active members of the Council while serving as CRs.

Section 2:        Responsibilities of Council Representatives

• a.       Represent their members by attending the meetings of the Representative Assembly, by participating in the decision-making, and by implementing the actions and activities of the Council
• b.      Keep members informed of Council issues, actions, and activities and keep the Council informed of their members’ opinions and ideas
• c.       Promote member involvement in the Council by recruiting members for Council activities and programs and to facilitate the recruitment of new members
• d.      Assist members with their problems and concerns
• e.       Represent members at local Labor Management Committee meetings after discussing agenda items with members
• f.        Serve as members of the Nominations and Elections Committees
• g.       Serve as members of PHNC PACT

Section 3:        Training and Development of Council Representatives

The Council shall implement ongoing training and development programs for the Council Representatives.  The training shall minimally include how the Council and DSEA function, how to promote member involvement, how to assist members with problems and concerns, and how to work with management in representing members and the Council.

Section 4:        Recall of Council Representatives

A Council Representative may be recalled for poor performance of duty by a 2/3 vote of the members at the work site he/she represents.  CRs may also be removed by a majority vote of the Representative Assembly for missing meetings of the Assembly.

Section 5:        Vacancies

When a vacancy occurs in a Council Representative position, the vacancy shall be filled for the unexpired term through election by the members DHCI or Public Health where the vacancy exists.

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ARTICLE VI

REPRESENTATIVE ASSEMBLY

Section 1:        Purpose

The Representative Assembly shall be the Council’s corporate board of directors as defined by Delaware law and shall serve as the legislative body of the Council.

Section 2:        Authority and Responsibility of Representative Assembly

• a.       Adopt the annual budget, which shall specify the Council dues amount for that budget year, after a two-week period of review by the membership
• b.      Serve as the policy making body of the Council and conduct the ongoing business of the organization
• c.       Amend the bylaws of the Council
• d.      Approve committee chair appointments
• e.       Authorize arbitration of grievances
• f.        Fill vacancies in the positions of Vice President, Secretary, or Treasurer

Section 3:        Voting Members of the Representative Assembly

• a.                   The voting members shall be the officers and council representatives.

• b.                   Ethnic Minority Representatives

The Representative Assembly shall have a number of ethnic minority members which is at least proportionate to the Council’s ethnic minority membership.  Should proportional ethnic minority membership not occur through normal elections, the Representative Assembly shall nominate and elect additional ethnic minority representatives.  Ethnic minority shall mean those persons designated as ethnic-minority by U.S. Bureau of Census.  The designation shall include American Indian and Alaska Native, Asian and Pacific Islander, Afro-Americans and Hispanic.

Section 4:        Meetings

• a.       The Representative Assembly shall meet a minimum of  two (2) times per year at a regularly scheduled time and place as adopted by the Assembly at its first meeting of the year.  The President, with the concurrence of the Executive Committee, shall schedule the first meeting, and prepare recommendations for future meeting dates and locations for the Assembly’s consideration.

• b.      Special meetings may be called by the President, by a majority of the Council Representatives or by a 2/3 vote of the Executive Committee.

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ARTICLE VII
ELECTION PROCEDURES

Section 1:        General Principles

All elections of the Council shall have a member notifications and nomination process.  Each election by the membership shall be by secret ballot.  All elections shall observe the “one person one vote” concept.  All members shall receive ballots by mail.

Section 2:        Officer Elections

The member notification and nominations process shall be completed by April 30, and elections shall be held by May 30.

Procedures for these elections shall be adopted by the Representative Assembly no later than March 1 and shall be publicized to the membership.  Minimally, the procedures shall include specific timelines, a notification and nomination process, and a method for distributing and collecting ballots that insures a secret ballot and every members right to vote.

Candidates receiving the most votes shall be declared elected.

Section 3:        Council Representative Elections

Procedures for electing Council Representatives shall be adopted by the Executive Committee no later than March 1 and shall be publicized to the membership.  The procedures shall include specific timelines, a notification and nomination process, and a method for insuring secret ballot election.

Council Representative elections will be completed by June 1 with the term beginning September 1.

Section 4:        Election of Delegates to the DSEA Representative Assembly

Council delegates to the DSEA Representative Assembly shall be the President, DHCI Vice President, and the PHNC Vice President.

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ARTICLE VIII
COMMITTEES

Section 1:        Purpose

Each standing and special committee of the Council shall develop and implement strategies to achieve the goals established by its charges.

Section 2:        Standing Committees

Standing committees function continually and are an integral part of the Council’s ongoing service and programs for members.  Standing committees of the Council shall be:

• a)      Labor Management Committee – The PHNC Combined Labor Management Committee, the DPH Labor Management Committee and the DHCI Labor Management Committee shall be organized in accordance with Article 22 of the Collective Bargaining Agreement.

• b)      Bargaining Committee – This committee shall consist of the PHNC bargaining team. The committee shall continuously review areas of the negotiated agreement PHNC shall be responsible for the membership program between the Council and the Department of Health and Social Services, Division of Public Health, in preparation for contract renegotiations.

• c)      Grievance Committee – This committee shall be responsible for filing grievances and enforcement of the contract.

• d)      Nominations and Elections Committee – This committee shall consist of members of PHNC.  It shall conduct the Council’s all-member elections insuring compliance with the notification, nominations, timelines, and procedures including the secret-ballot requirement.

• e)      Legislative/Political Action Committee – This committee shall develop the Council’s Legislative/ Political Action Program which shall also include the education and involvement of the members in DSEA’s Legislative/Political Action programs.

• f)        Communications Committee – This committee shall coordinate and facilitate member communications as well as communications with the public and other external bodies.  There shall be at least one (1) member from DHCI and one (1) member from PHNC.

• g)      Membership Committee – The Vice President of DHCI and the Vice President of  PHNC shall be responsible for the membership program.

Section 3:        Special Committees

The President, with the consultation of the Executive Committee and approval by the Representative Assembly, will create special committees or task forces as needed and shall assign them specific charges and responsibilities.  Special committees shall function for such period as shall be required and shall cease to exist upon completion of their charge.

Section 4:        Committee Charges and Procedures

• a.                   By September, the President, with the assistance of the Executive Committee, shall provide each standing and special committee with their charges for the year.  Timelines and specific expectations shall be included.  The committee may modify the charges with the approval of the President.

• b.                  Each committee’s chairperson shall be responsible for insuring that committee members are notified in a timely manner concerning meetings, an agenda is prepared, minutes are taken and provided to the President, and periodic reports are provided to the Executive Committee and the Representative Assembly upon the President’s request.

Section 5:        Committee Chairs and Members

The President shall, after consultation with the Executive Committee and approval by the Representative Assembly, appoint committee members.  The members serve at the pleasure of the President and may be removed for good reason.  In identifying the committee members, due regard shall be given to geographical representation, job assignment, ethnic minority representation, and other factors in order to balance members’ involvement on the committees.

Section 6:        Committee Meetings

Each committee, in consultation with the President, shall establish a meeting schedule which is appropriate to the committee’s charges.

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ARTICLE IX
MEETINGS, QUORUM, PARLIAMENTARY AUTHORITY

Section 1:        Meetings

• a.       Any member of the Council in good standing is entitled to attend any regular or special general membership meeting of the Council, and may be invited by the chairperson to attend any committee meeting.  The right to vote shall be restricted to the duly elected delegates, members, or appointees of the body.

b.   An annual meeting of the general membership of the Council shall be held during the month of November.  Additional general membership meetings may be called at the discretion of the President or by a two-thirds (2/3) vote of the Representative Assembly.

Section 2:        Quorum

• a.                   A majority of the authorized members of the Executive Committee, Representative Assembly, or any other elected body of the Council shall constitute a quorum for the transaction of business.

• b.                  A quorum at the Annual Meeting shall consist of 10% of Active members of DHCI and Public Health.

Section 3:        Parliamentary Authority

The most recent edition of Robert’s Rules of Order, Newly Revised with exceptions as provided for in the Bylaws shall be the parliamentary authority on procedure in all official meetings of any bodies of the Council.  These rules of procedure shall not be suspended, added to, or amended except by a two-thirds (2/3) vote of the members in attendance at any of the business sessions of any properly called meeting.

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ARTICLE X
BUDGET, FISCAL YEAR, AUDIT

Section 1:        Budget

The budget for the next fiscal year, along with the annual Council dues amounts, shall be adopted by the Representative Assembly prior to August 31 of each year.  The Representative Assembly, upon the recommendation of the officers of the Executive Committee, may amend the budget during the fiscal year in order to address changes in goals or income.

Section 2:        Fiscal Year

The fiscal year shall be the same as DSEA, September 1 to August 31.

Section 3:        Audit

An annual audit shall be completed no later than 90 days following the close of the fiscal year.  At least two members who do not hold elected office or serve in the position of committee chairperson in the Council shall be appointed by the President, with the concurrence of the Executive Committee, to review all expenditures, receipts, and incomes and verify in writing their findings.  Their completed report shall be given to the Executive Committee and a copy shall be retained in the Council’s corporate records.

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ARTICLE XI
MEMBERS’ RIGHT TO FAIR TREATMENT

Each member of the Council shall have the right to fair treatment in the application of the bylaws, rules, and regulations of the Council.  In matters relating to discipline of Council members, the essential requirements of due process of law (notice, hearing, and judgment based upon the evidence) shall be observed, without, however, requiring the technical formality followed in courts of law.

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ARTICLE XII
COLLECTIVE BARGAINING AND CONTRACT RATIFICATION

Section 1:        Bargaining Committee

The Bargaining Committee shall consist of the Vice Presidents and designated members of the Contract Bargaining Review Committee.  The Bargaining Committee is authorized to act in the interest of the membership in collective bargaining with administrative representatives of the Department of Health and Social Services, Division of Public Health.  Any agreement reached through this process is tentative, subject to ratification by the Council’s membership.

Section 2:        Report to the Membership

The Negotiations Committee shall render a full and fair report to the membership at a meeting or meetings called by the President for such purpose of any and all tentative agreements reached as a result of collective bargaining.  The report shall include one of the following recommendations:  (a) for ratification; (b) against ratification; or (c) neither for nor against ratification.  The Negotiations Committee’s recommendations shall be unanimous unless otherwise specified.

Section 3:        Contract Ratification

• a.                   Ratification of any tentative agreement shall require a majority vote by secret ballot of the members.
• b.                  At least one (1) copy of the tentative agreement shall be available for review in each work site for a period of at least two (2) weeks prior to any ratification vote.

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ARTICLE XIII

AMENDMENTS

Section 1:        Authority and Notification

The bylaws may be amended by a two-thirds (2/3) vote of the ballots returned provided that the President has received the proposed amendment at least 30 days prior to the date the ballots are mailed and that the proposed amendment(s) have been distributed to the general membership at least fourteen (14) calendar days prior to the date the proposed amendments are mailed.

Section 2:        Effective Date

Unless otherwise stated, amendments shall be effective immediately following their adoption by the membership.

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