Section 1. Title
This organization shall be known as the Haitian American Nurses Association of Rockland.

Section 2. Purpose
The purpose of this Corporation is to provide nurses the opportunity to unite as a group, to share and promote ideas of interest to the group and to become effectively involved with the issues and services relevant to the health and welfare of the community.

Section 3. Functions

1. Encourage continued education among the nurses of the organization and the community.


2. Sponsor health education projects, nursing scholarships and conferences relevant to the need of the community.


3. Actively participate in decisions affecting the health care of impoverished people.


4. To assist the nurses in maintaining their standards and effectiveness through group activities.


5. To assist foreign trained nurses to obtain licensure in the State of New York.


6. To advocate for the health needs of our immediate community.

Section 1. Qualifications

1. Members of this Corporation shall be Licensed Registered Nurses, Licensed Practical Nurses and student nurses whose applications have been received and approved by the credential committee pursuant to these Bylaws.


2. Associate membership shall be open to persons other than the above mentioned but who are concerned with or engaged in the practice of community leadership and/or services. Associate members must be approved by the Board of Directors and may not vote or hold elective office.
   Associate members may Chair and participate in committees.

Section 2. Dues

1. Dues for the Haitian-American Nurses Association, Inc. Rockland County are established by the Board of Directors.
   The dues shall be waived for student members and/or as ratified by the Board of Directors.


2. Dues are payable on January 1 of each year and are delinquent after April 1 of that year.
   Notice will be given to members upon failure to pay annual dues, and if such dues are not paid within 90 days, privilege of active membership shall be suspended. Forfeiture of all membership rights shall occur 30 days from suspension if dues are not paid as required by the current policy.

Section 3. Duties and responsibilities

1. The timely payment of dues.


2. Attendance at general and special meetings.


3. Be members of committees and actively participate in the affairs of the Rockland Chapter of the Haitian-American Nurses Association, Inc.

Section 1. General membership meeting

1. There shall be one (1) general membership meeting to elect the Board of Directors, to be held in the month of January of every year.


2. Special and emergency meetings may be held at the discretion of the Board of Directors whenever necessary.

Section 2. Convention
A public convention shall be held on an annual basis.

Section 3. General meeting
The order of business of the meetings shall be:

1. Call to order


2. Determine quorum


3. Reading of the minutes


4. Correspondence


5. Report of treasurer


6. Report of the Board of Directors


7. Report of standing committees


8. Report of the special committees


9. Old Business


10. New Business


11. Adjournment

Section 4. Quorum
Four members of the Board of Directors and 25% of the general membership shall constitute a quorum of any regular meeting.

Section 5. Resignation or Removal
Any member of this Corporation may resign by submitting his resignation in writing to the remaining members and he/she may be removed as a member either with or without cause at any meeting of the members held for that purpose by the vote, or written assent incorporated in the minutes of the meeting, of two-thirds of the remaining members.

Section 1. Number and Qualifications of Directors
The Board of Directors shall consist of eight voting members to be elected every two years at the meeting of the general membership by the vote of a majority of these members.
The Board shall elect their own members from time to time, by amendment of these Bylaws.
The Board shall elect members at large not to exceed six with no voting power. Those members at large shall be as follows: two from the Business community, two representatives of the elected officials, two from the community at large. A director shall hold office until his successor is elected and has been qualified.

Section 2. Meeting of Directors
The Board of Directors shall hold its regular and its special meetings at such times and places, within or without the state, as they deem to be in the best interest of the Corporation at least twice a year. The Board of Directors shall fix the time and place of its regular meetings. The President or any two directors may call special meetings of the Board of Directors, but the President shall call a special meeting or meetings whenever requested in writing to do so by a majority of the members.

Section 3. Notice of Meetings of Board of Directors
After the Board of Directors has determined the time and place for regular meetings no notice thereof need be given. Notice of special meetings, stating the time and place thereof, shall be given to each director by mailing the same special delivery to his residence or business address at least two days before the meeting, or by delivering the same to him personally or telegraphing the same to him the day on which the meeting is to be held, unless in case of emergency the President shall prescribe a shorter notice to be given personally, by telephone or by telegram. The meeting of the Board of Directors for the election of officers may be held without notice immediately after the annual meeting of the members and at the same place. Any director may waive notice at any meeting of the Board of Directors either before, at or after such meeting.

Section 4. Power of Directors
The Board of Directors shall be vested with the management and governance of the Corporation. In the management and control of the property and affairs of the Corporation, the Board of Directors is hereby vested with all the powers possessed by the Corporation itself, so far as this delegation of authority is not inconsistent with the laws of the State of New York, with the Articles of Incorporation, or with these Bylaws.

Section 5. Endowment
The Board shall have power to segregate a percentage of the membership dues to establish an endowment fund. That fund shall be used for association purposes.

Section 6. Vacancies
When for any reason the office of a director shall become vacant, the remaining directors shall by a majority vote elect a successor who shall hold office until his successor is elected and has qualified. Vacancies resulting from an increase in the number of directors may be filled in the same manner.

Section 7. Quorum of Directors
A majority of the members of the Board of Directors and/or advisory board constitute a quorum for the transaction of business. The vote of a majority of quorum of the directors shall be required in order to authorize action by the Board of Directors.

Section 8. Resignation or Removal
Any director may resign at any time by giving written notice to the Board of Directors, the President or the Secretary. Any such resignation takes effect at the time specified therein, or if the time not be specified therein, upon its acceptance by the Board of Directors. The members at any meeting called for the purpose by vote of a majority of the members may remove from office any director elected by the members of the Board of Directors and elect his successor. Three of the seven directors shall be elected for 1 year and four shall be elected for 2 years. Two-thirds of the general membership present at a duly convened meeting may remove a director.

Section 1. Election and Qualification
The officers of this Corporation shall consist of a President, a Vice President, a Secretary and a Treasurer and one or more additional Vice Presidents, one or more Assistant Secretaries, one or more Assistant Treasurers or such other officers as the Board of Directors may provide. All of such officers shall be elected by a majority of vote of the Executive Board of Directors immediately after the annual meeting of the members. One of the directors shall be elected of the Corporation but none of the other officers need be directors. The same person may hold more than one office, except those of President and Secretary or Assistant Secretary. The Executive Board of Directors shall have authority to fill any vacancy in any office. The Executive Board of Directors shall also have full authority to fix the special compensation of all officers as need be. All officers shall hold office until their successors are elected and have been qualified.

Section 2. President
The President shall be the chief executive officer of the Corporation and shall preside at all general meetings of the members and shall preside at meetings of the Board of Directors. The President or Vice President, unless some other is specially authorized by vote of the Board of Directors, shall sign all written instruments of the Corporation. The President shall appoint the Chair and members of all committees (if not elected by General Membership of HANA of Rockland and/or by the Board of Directors). The President shall perform all duties commonly incident to his office including but not limited to: a) Exercise general executive authority on behalf of HANA of Rockland, b) Countersign all checks and properly supported requisitions for disbursement from the chapter treasury, c) Encourage and assist all Committees in development of programs and performance of duties, d) Recommend the removal of any Chairperson of a Standing or Special Committee (to the Board of Directors), and e) Perform such other duties as the Board of Directors shall designate.

Section 3. Vice President
The Vice President shall perform the duties and have the powers of the President during absence, sickness, or other disability of the President. In the event of the resignation, removal, or death of the President, the VP automatically ascends to the position of the President in accordance to order 1st, 2nd. and 3rd. In addition, he shall perform such other duties and have such other powers as the Board of Directors shall designate.

Section 4. Secretary
The Secretary shall keep accurate records of all meetings of the members and of the Board of Directors and shall perform all the duties commonly incident to his office including but not limited to a) give members notice of all meetings, b) keep records of Chapter membership and dues, c) Give receipts for all membership fees received and transmit such fees to the Chapter Treasurer, d) Process memberships within 15 days of receipt, e) Maintain a file of all department and committee reports, f) Keep the president informed of all events affecting the interests of HANA of Rockland. G) Aid, coordinate, and integrate work of several committees and divisions of the Chapter, h) Shall have charge of the Chapter's Seal and affix the Chapter Seal as attestation of all written instruments of HANA of Rockland, i) Shall coordinate and delegate the duties of the Assistant Secretary and j) shall perform such other duties and have such other powers as the Board of Directors shall designate. The Assistant Secretary shall perform all the duties of the Secretary as delegated by the Secretary or in the absence, sickness, or other disability of the Secretary.

Section 5. Treasurer
The Treasurer, subject to the order of the Board of Directors, shall have the care and custody of the money, funds, valuable papers and documents of the Corporation. The Treasurer shall exercise under the supervision of the Board of Directors all the powers and duties commonly incident to his office including but not limited to a) Receive and promptly deposit all monies of HANA of Rockland in a responsible bank or trust company, b) Act as the chief financial officer for HANA of Rockland and Chairperson of the Budget Committee, c) Make authorized disbursements upon requisitions signed by the Secretary and countersigned by the President, d) Submit monthly reports covering the financial conditions of the Chapter to the Board of Directors, e) Maintain records and receipts of all disbursements and outstanding and /or unpaid accounts, and f) shall keep accurate accounts of the Corporation transactions which shall be the property of the HANA, Inc. The Assistant Treasurer shall perform all the duties of the Treasurer as delegated by the Treasurer or in the absence, sickness, or other disability of the Treasurer.

Section 6. Standing Committees
The work of HANA of Rockland is done by the standing committees and as determine by the Board of Directors. The Standing Committee of the Chapter shall be: Newsletter, Education, Activities and Projects, Recruitment and Retention, Budget, Communications and Publicity, Hospitality,

Section 7. Resignation and Removal
Any officer of the HANA of Rockland may resign at any time given written notice of the Board of Directors, the President or the Secretary of the Chapter. Any such resignation shall take effect at the time specified therein or if the time not specified therein, upon its acceptance by the Board of Directors. The members, at any meeting called for such purpose may, by vote of a majority of the members, the removal from office any officer elected or appointed by the Board of Directors and elect or appoint a successor. The Board of Directors by majority vote of the entire Board may remove from office any officer or agent elected or appointed by the Board of Directors.

Section 1. Description of seal
The Corporation Seal of the Corporation shall bear the words "HAITIAN AMERICAN NURSES ASSOCIATION, INC." which shall be between two concentric circles, and on the inside of the inner circles, shall be the words "ROCKLAND COUNTY" and the figures "2009*, an impression of such seal appearing on the margin hereof..

Section 1. Method of Amendment or Change
These Bylaws may be amended or repealed and additional Bylaws added or adopted by a majority vote of entire Board of Directors so long as the proposed action is not inconsistent with any Bylaws which may have been adopted at any meeting of the members. These Bylaws may be amended or repealed at any meeting of members by a vote of the majority of the members.