Article I
Name and Purpose

A. 

Name
The name of this corporation is the American Society for Clinical Laboratory Science-Pennsylvania hereinafter referred to as the Society. 

B. 

Principles and Goals of the Society
The purposes of the Society are stated in the Articles of Incorporation. The principles and goals for this  Society to fulfill these purposes shall be the same as defined in the Society Regulations of the ASCLS. 

ARTICLE II 
Affiliation

This Society is an affiliation society of the American Society for Clinical Laboratory Science and shall at no time adopt any policy contrary to the policies of said society, except as may be required by the Commonwealth of Pennsylvania. 

ARTICLE III 
Code of Ethics

I acknowledge my professional responsibility to:
Maintain and promote standards of excellence in performing and advancing the art and science of my profession; 
Safeguard the dignity and privacy of patients;
Hold my colleagues and my profession in high esteem and regard;
Contribute to the general well-being of the community;  and
Actively demonstrate my commitment to these  responsibilities throughout my professional life. 

ARTICLE IV
District societies

A.

This Society shall be composed of district societies. The boundaries of a district society shall be clearly defined and recorded by the Board of Directors of  this Society. Boundaries may be changed by a two-thirds vote of the Board of Directors provided  such change has been approved by each district  involved. 

B. 

A district society shall be defined as a group of  persons holding a valid charter from this Society. Only the House of Delegates may grant, revoke, or reinstate a charter of a district society. 
    1. Three or more persons who are eligible for  professional membership in this Society may apply for grant of charter. Procedure for seeking charter shall be defined in the Society Regulations. 
    2. Revocation of a district society charter shall require two-thirds vote of the accredited members of the House of Delegates certified as present by the Credentials Committee at the time of the vote. A motion for revocation of charter shall not come before the House of Delegates of this Society until the following conditions have been met. 
        a. Cause shall be cited. Sufficient cause of initiation of revocation procedures shall exist whenever a district society fails to abide by the terms under which charter was granted or whenever a district society adopts or persists in policies or procedures contrary to the purpose of the ASCLS or of this Society. 
        b. Charges filed against a district society shall be received by a responsible officer or officers of the society from the president of this Society at least 60 days prior to the dates when the House of Delegates may take action. 
        c. The district society shall have the opportunity for full hearing and defense before the Board of Directors of this Society and the right to appeal to the House of Delegates of this Society whose decision shall be final. 
    3. Reinstatement of a society whose charter has been revoked shall require a majority vote of the House of Delegates of this Society. Procedure for reinstatement shall be defined in the Society Regulations. 

C.

A district society shall be obligated under the charter granted by this Society to regulate its members and its conduct of business, so that the principles, policies and procedures of the ASCLS and of this Society shall not be superseded nor obstructed. Duties, responsibilities and privileges of a district society shall be defined in the Society Regulations. 

ARTICLE V
Regional Councils 

A. 

This Society shall participate in the Regional Councils of the ASCLS. 

B.

The structure and organization of the Regional Councils are defined in the Bylaws and the Standard Operating Procedures of the ASCLS. 
    1. Representation from this Society to the Regional Councils shall be defined in the Society Regulations.

ARTICLE VI 
Membership

A. 

The membership of this Society shall consist of the following classes: Professional, Collaborative, Emeritus, Student and Honorary. 

B.

The applicant shall be considered only for membership in the class appropriate to the maximum qualifications he possesses: an exception will be made for a professional member who requests student  membership while enrolled full time in a graduate program. Procedures for membership application are defined in the Regulations of this Society.

C. 

The qualifications for each class of membership shall be defined: 
    1. The professional member shall be the same as defined by the Bylaws of the ASCLS and as printed in the Regulations of this Society. 
     2. The collaborative member shall be the same as defined in the Bylaws of the ASCLS and as printed in the Regulations of this Society. 
    3. The emeritus member shall be any person who has become an emeritus member of the ASCLS. 
    4. The student member shall be the same as defined in the Bylaws of the ASCLS and as printed in the Regulations of this Society. 
    5. The honorary member shall be the same as defined in the Bylaws of the ASCLS and as printed in the Regulations of this Society. 

D. 

Professional and emeritus members are entitled to vote, hold office, and serve on any board or committee of this Society. Voting privileges in the House of Delegates shall be extended to student member delegates. Formerly professional members enrolling as full-time students and holding student membership will not forfeit continuity of professional membership privileges upon resuming professional membership. Collaborative members are entitled to all the rights, benefits and privileges of this  Society with the exception of holding elective position and serving as a voting member of the House of Delegates. All other rights, benefits, and privileges of this Society shall be extended to all  members. Any member of this Society may serve as a consultant or advisor to any committee when requested by the Chairman. 

E.

A member shall maintain membership in this Society through place of residence or employment.

F. 

A member may be expelled for conduct detrimental to the ASCLS or to this Society. Procedures relating to expulsion shall be conducted in the manner prescribed by the ASCLS.

G.

An expelled member may be reinstated following the procedures prescribed by the ASCLS. 

ARTICLE VII
Dues

A. 

Annual dues for membership in this Society shall be based on the class of membership for which the application is eligible. The amount of dues for each class shall be defined in the Regulations of this Society.

B. 

A member shall remit the dues of this Society and of the ASCLS to the Executive Office of that society. Procedure shall be defined in the Regulations of this Society.

C. 

Annual dues are due and payable on the membership anniversary date. Membership shall be renewed in the same category, provided that the member has not in the interim become eligible for a different class of membership.

D. 

A member who fails to pay annual dues to this Society on the anniversary date shall be considered delinquent. 

Article VIII
Meetings 

A.

This Society shall hold an annual business meeting. 

b. 

The time and place of the annual meeting shall be determined by the Board of Directors.

C. 

The Board of Directors or the president may authorize interim meetings of the Board of Directors, Board meetings by conference call, special scientific meetings, and voting distributed via mail, fax, electronic bulletin board or other means as current communication technology allows, as the best interests or conduct of affairs of the Society may render necessary or appropriate. 

Article IX
House of Delegates

A. 

The House of Delegates is the ruling body of this Society, and action taken by the House shall be binding. The House of Delegates shall establish the Society Regulations. The House of Delegates, in delegating powers, shall define those areas for which authority is granted. 

B. 

The voting members of the House of Delegates shall be the president and president-elect of each district society (or their alternate), delegates designated by each district society, and the members of the Board of Directors of this Society. Only professional and emeritus members of this Society and student delegates shall be eligible to serve as voting members of the House. Past presidents of this Society, who are professional members, shall have the privilege of being seated in the House as non-voting members. Each member of the House of Delegates shall have been duly certified by the Credentials Committee before being seated. 

C. 

Each district society shall be entitled to its full quota of representation in the House of Delegates of this Society. 
    1. The official quota of voting members in the delegation of a district society shall include the president and president- elect (or their alternates) and the delegates due that district society on the basis of professional and emeritus membership count and one student member in that district society. Each district society shall be entitled to a delegation of at least four members which shall include its president and president-elect (or their alternates), one delegate designated by either election or appointment by that district society and one student member designated by either election or appointment by that district society. 
    2. The maximum number of designated delegates shall be based on one delegate for each ten members or major fraction thereof, up to and including a total of fifty members; an additional delegate for every twenty members or major fraction thereof, up to and including a total of two hundred and ten members. An additional delegate shall be allowed for each forty members or major fraction thereof, in excess of two hundred and ten members. 

D. 

The House of Delegates shall hold no less than one meeting during any one Annual Meeting. 
    1. The order of business for the meeting shall include amending the Standing Rules of Order, when necessary; receiving reports from officers and committees; accepting nominations from the floor; accepting items of business for discussion, recommendations and considerations; voting for officers and other elected officials. 
    2. A quorum shall be 60% of the total number of voting members certified by the Credentials Committee for the Annual Meeting. 

E.

Designated delegates shall serve from the opening of the House of Delegates at the annual meeting for which they were selected until the opening of the House of Delegates at the next annual meeting. 

Article X
Officers

A.

The officers of this Society shall be president, president-elect, secretary and treasurer. The duties of the officers shall be defined in the Regulations of this Society. 

B.

Professional and emeritus members of this Society shall be eligible to hold office provided they have been members for at least one year and are in good standing in the Society. 

C. 

Officers of this Society shall be elected by the House of Delegates at the annual meeting following the procedures defined in the Regulations of this Society. 

D. 

The term of office for each officer of this Society shall be defined in the Regulations of this Society. 

E. 

A vacancy occurring in any office of this Society shall be filled in the manner defined in the Regulations of this Society. 

ARTICLE XI 
Board of Directors

A. 

The Board of Directors shall represent the Society when the House of Delegates is not in session. 

B. 

Officers of the Board of Directors shall be defined in the Regulations of this Society.

C. 

There shall be elected members of the Board of Directors. 
1. Professional or emeritus members of this Society  shall be eligible for election to the Board of Directors providing they have been members for one year and are in good standing. 
2. The term of office of a member of the Board of Directors who is not an officer shall be defined in the Regulations of this Society. 
    3. A vacancy occurring among the elected members of the Board of Directors or in the position of immediate past president shall be filled in a manner defined in the Regulations of this Society.

D. 

The chairman or an alternate and five other voting members of the Board of Directors shall constitute a quorum. 

E. 

The Executive Secretary may be selected by the Board of Directors and shall perform duties under the direction and supervision of the Board of Directors. 

ARTICLE XII 
Representation to the 
President's Council of the ASCLS 

A.

Representation from this Society to the President's Council of the ASCLS shall be defined in the Society Regulations.

ARTICLE XIII
Representation to the House of Delegates of the ASCLS 

A. 

This Society is entitled to representation at the Annual Meeting of the ASCLS as stipulated in the Bylaws of that society. 

B. 

The total number of delegates is exclusive of the officers, members of the Board of Directors, and members of the President's Council of the ASCLS having residence in this State in attendance at the Annual Meeting. 

ARTICLE XIV 
Committees 

A. 

Elective Committees 
1. There shall be the following elective committees: Bylaws, Nominations and Elections. The qualifications for membership, method of election, and duties of these elective committees shall be defined in the Regulations of this Society. 
    2. A vacancy occurring in an elective committee shall be filled in the manner defined in the Society Regulations.

B.

Appointive Committees 
    1. There shall be the following standing committees: Educational; Government Liaison; Professional, Personnel and Public Relations; Membership Development; Career Recruitment; Continuing Education Assistanceship; Leadership Development; and Planning and Scope. Qualifications for membership, method of appointment and duties of the standing committees shall be defined in the Regulations of this Society. 
    2. There shall be the following administrative committees: Awards; Credentials; Meeting Advisory; Finance; and Annual Meeting. Qualifications for membership, method of appointment and duties of the administrative committees shall be defined in the Regulations of this Society. 
    3. Chairmen of appointive committees shall delineate subcommittees or appoint advisors and consultants to carry out specific activities of appointive committees. 

C. 

Ad Hoc committees shall be appointed by the president on authority given by the Board of Directors or by the House of Delegates. 

ARTICLE XV
Publications 

A.

There shall be an official publication of this Society which shall be available to each member. 

B.

Other Society publications may be developed, subject to the approval of the Board of Directors. 

ARTICLE XV 
Impeachment 

An elected or appointed official of this Society may be impeached for gross dereliction of duty, for conduct detrimental to this Society, or for malfeasance. Impeachment proceedings shall be defined in the Regulations of this Society. If circumstances has not already removed an impeached person from the position of trust, a vote of the House of Delegates to withdraw their confidence shall so remove the official.

ARTICLE XVII
Location

The location of the Registered Office of this Society shall be determined by the Board of Directors subject to the approval of the House of Delegates.

ARTICLE XVIII
Fiscal Year

The fiscal year shall be defined in the Regulations of this Society.

ARTICLE XIX
Dissolution

This corporation may be dissolved in accordance with procedures defined in the Regulations of this Society.

ARTICLE XX
Parliamentary Authority

Robert's Rules of Order, newly revised (current edition) shall govern the business proceedings of this Society except when otherwise specified by these Bylaws.

ARTICLE XXI
Amendments

A.

Modifications of the Society Regulations may be made in accordance with procedures defined in the Regulations of this Society.

B.

The Bylaws of this Society may be amended as follows:
    1. A proposed amendment to these Bylaws may be submitted by a district society or by a group of three or more professional members of this Society. It shall be  submitted in writing to the chairman of the Bylaws Committee no less than seven months in advance of the next annual meeting.
    2. The Bylaws Committee shall submit amendments, in context, to the Board of Directors. If such amendments are approved by a majority vote of the Board of Directors, four copies shall be submitted to the chairman of the Bylaws Committee of the ASCLS at least ninety days before approval is desired.
    3. Following the approval of the aforementioned committee, the amendments shall be distributed to the members of this Society at least thirty days in advance of the annual meeting. At this meeting the proposed amendments shall be presented to the delegates for consideration.
    4. Adoption of amendments to the Bylaws shall require a two-thirds vote of the accredited members of the House of Delegates certified as present by the Credentials Committee at the time of the vote.

C.

Within 30 days after adoption of an amendment to the Bylaws or the Regulations of this Society, the secretary shall send an official copy of the amended codes to the Executive Office and to the Chairman of the Bylaws Committee of the ASCLS.

D.

The Bylaws Committee of this Society shall have the responsibility and authority to amend the Bylaws and Regulations of this Society without adhering to the provisions in section B.1 of this article when such changes are necessary in order that the Bylaws and Regulations of this Society conform and are not in conflict with the Bylaws and Standard Operating Procedures of the ASCLS as amended at any Annual Session of the House of Delegates of that society. Such amendments shall have the approval of the Board of Directors of this Society and the Bylaws Committee of the ASCLS prior to enactment and distribution to the members of this Society.