GNHAMA Bylaws!

CONSTITUTION OF THE GREATER NORTHWEST HEALTHCARE ACCESS MANAGEMENT ASSOCIATION, INC.

The Greater Northwest Healthcare Access Management Association, Inc. (GNHAMA) is a regional organization of professionals concerned with providing educational resources for the patient access services field and promoting recognition for healthcare access managers.

Established in 1967, GNHAMA serves as a regional source of technical information on changes and trends in healthcare that affect the admitting/registration process and other patient access functions.

GNHAMA is a regional affiliate of the National Association of Healthcare Access Management (NAHAM) representing the States of Alaska, Idaho, Montana, Oregon, Washington, and Wyoming.

Article I

NAME

The name of the Association shall be the Greater Northwest Healthcare Access Management Association, Inc. (hereinafter referred to as “GNHAMA”).

Article II

The principal office of GNHAMA shall reside with the current association President (“Central Office”). GNHAMA may have such other offices as may, from time to time, be designated by the association President.

Article III

GNHAMA is a professional association committed to promoting excellence in the management of patient access services in the healthcare industry. GNHAMA provides timely, accessible and meaningful educative and interactive opportunities in a dynamic environment.

GNHAMA enhances the development of quality leadership and recognizes the intrinsic value, dignity and importance of all individuals.

Ø To provide information from the national association for the interchange of ideas and dissemination of material related to patient access services management

Ø To provide a mechanism for the certification of members and a maintenance program pertinent thereto.

Article IV

GNHAMA shall function as a not-for-profit professional corporation and shall perform any task necessary and proper to carry out or accomplish its Mission Statement or any of its purposes. GNHAMA shall have power to collect and disseminate statistics and other information, conduct investigations and studies, engage in fund raising activities, seek grants for additional funding of projects, conduct promotion activities, and establish and award grants or scholarships.

Article V

In order to amend this Constitution, except as otherwise provided by law, the Membership may amend or repeal said Constitution by vote of the majority of the current Individual Membership.

Article VI

Bylaws will hereinafter be adopted. Such Bylaws may be amended in all or part, in the manner provided therein, and amendments to the Bylaws shall be binding on all Members.

Article VII

In the event of Dissolution, the remaining assets of GNHAMA, after necessary expenses related to the dissolution have been paid, shall be distributed to such other not-for-profit organizations within the health care delivery system as shall be determined by the Board of Directors.

GNHAMA shall have three categories of membership. Membership shall be transferable. The designation of such categories and qualifications of the members of each category are as follows:

A. Individual Membership: Limited to all leadership personnel in the patient access services field. These members shall be comprised of individuals dedicated to the support of, or with related interests in, the objectives of GNHAMA. These members are entitled to one (1) vote, may serve as a member of a standing committee, and may hold office in accordance with the Bylaws.

B. Vendor Membership: Limited to members comprised of representatives of Corporations or other Businesses dedicated to the support of, or related services interests in, the objectives of GNHAMA. These members are not entitled to vote, nor serve as a member of a standing committee or hold office. These members are entitled to a member mailing list, exhibitor preference, and are listed in each newsletter. The name of the corporate member representative shall be filed with the Secretary or Treasurer of GNHAMA.

Individual or Vendor membership shall become effective upon receipt by the GNHAMA Treasurer of the specified dues and the completed application form. Renewal of membership requires meeting current membership qualifications and payment of annual dues.

No member entitled to vote on any matter submitted to a vote of the membership may cast his or her vote by proxy.

Any member in good standing may resign by submitting their resignation in writing to the Treasurer. Under these circumstances dues for the current year will not be refunded.

Any member of GNHAMA charged with conduct detrimental to the objectives and interests of GNHAMA or violation of its Constitution, Bylaws or Rules and Regulations, may be suspended or expelled by vote of the Board of Directors. Prior to such action, the member shall be provided with a copy of charges preferred against him or her and have the right to a hearing.

The rules contained in the current edition of Roberts Rule of Order shall govern in all cases to which they are applicable and not inconsistent with the Bylaws or any special rules of order GNHAMA may adopt.

The annual dues shall be payable on October 1, each year. The amount due for each membership category shall be $50.00 for Individual and Vendor Membership.

The business affairs of the GNHAMA shall normally be governed by a seven(7) person Board of Directors consisting of all elected Officers. The Officer positions are:

This is a 3 (three) year term of office with 3 (three), one (1) year increments.

One (1) year term as President-Elect: In the absence of the President and Past President or in the event of inability or refusal to act, the President-Elect shall have all the powers of and be subject to all the restrictions upon the President. When a vacancy occurs in the office of President and Past President, the President-Elect shall perform such duties as may be assigned to the President. The President-Elect shall coordinate the spring and summer staff education and the fall manager education conferences, as well as all other education sessions.

One (1) year term as President: The President shall be the Chief Executive Officer of GNHAMA and shall, subject to the control of the Board of Directors, have general supervision, direction and responsibility for conducting the business and affairs of GNHAMA. The President shall preside at all meetings, and shall be ex-officio member of all committees appointed by the Board of Directors. The President shall perform all duties incident to the office of President.

One (1) year term as Past President: In the absence of the President or in the event of inability or refusal to act, the Past President shall have all the powers of and be subject to all the restrictions upon the President. The Past President shall perform chair the Nomination/Election Committee and assume the NAHAM Regional Delegate position.

Secretary / Historian. This is a two (2) year term of office with one (1) increment.

One (1) year term: The Secretary shall report to the President, carry out all orders, votes and resolutions of GNHAMA, assist the Past President during the election/nomination process and shall perform such other duties as are incident to the office of Secretary or as are delegated to this person by resolution of the Board of Directors. The Secretary must be knowledgeable in Parliamentary Procedure and assure that such protocol is followed in all meetings of GNHAMA. The Secretary shall assure that records are maintained for all meetings of GNHAMA and that copies of the minutes of each meeting are provided to the President, other members of the Board, and for publications in the newsletter. The Secretary shall cause all required notices to be given in accordance with the Bylaws or as required by law and shall keep the Seal of the Corporation and affix it to all documents requiring a Seal.

One (1) year term: The Historian reports to the President and shall have custody of all correspondence, preserve and safeguard all important documents. The Historian shall provide periodic news items for the NAHAM Journal and Connections and publish the GNHAMA newsletter after each Board of Directors meeting and fall general membership meeting. The Historian shall also serve as Secretary in the absence of or vacancy of the office of Secretary and shall perform all duties incident to that office.

1^st two (2) year term: The Treasurer reports to the President. All monies received and expended for the use of GNHAMA are subject to the approval of the President in accordance with the budget adopted by the Board of Directors. Any checks in an amount equal to or greater than $100.00 will need the signature of both the Treasurer and President. The Treasurer shall assist the registered agent in the completion and filing of the annual report, informational tax returns, and other such documents which may be required by law, and shall have other powers and perform such other duties as may be prescribed by the Board of Directors or these Bylaws. The Treasurer shall review Association expenditures and financial status on a regular basis to ensure overall fiscal integrity and shall be in charge of the annual budgetary process. A biannual report shall be submitted to the Board of Directors by the Treasurer. Association funds, property, books and vouchers in the hands of the Treasurer shall be subject to the inspection and control of the Board of Directors at any time. At the expiration of the Treasurer term of office, the Treasurer shall deliver to the President all GNHAMA books, monies, and other property in the Treasurer possession within thirty (30) days.

2^nd two (2) year term: The Membership Chair reports to the President. The Membership Chair shall be responsible for assisting the Treasurer in all membership category maintenance, renewals, recruitment records and activities. The Membership Chair shall also serve as Treasurer in the absence of or vacancy of the office of Treasurer and shall perform all duties incident to that office.

Additionally the Board of Directors shall seat two (2) Ad Hoc members from other associations in the event of, and for a period of two years, after assimilation.

If any board position is vacant due to any circumstances other than the usual secession to office, the vacancy in the office shall be filed by appointment by the Board of Directors.

No officer may be appointed to a position on the Board of Directors for a period of two (2) years following expiration of their elected term of office unless no other participates are available.

All officers shall discharge the duties of their respective positions in good faith and with that degree of diligence, care and skill which ordinarily prudent persons would exercise under similar circumstances in like positions. Failure to meet these requirements may result in suspension or removal from office. Said action shall require a vote of 2/3 of the entire GNHAMA Board.

Any officer may resign at any time by giving written notice to the President or Secretary. Any such resignation shall take effect upon receipt of such notice or at any later date specified therein. The acceptance of such resignation shall not be necessary to make it effective.

Elections shall be held every odd year. Officer positions subject to election shall be the President-Elect, Secretary and Treasurer. Nominees for office must be current members. Nominees shall be announced to the entire voting membership at the Fall General Membership Meeting, voting shall take place by mail in ballot prior to the Spring Board meeting. Election results shall be tabulated at the Spring Board meeting, installation of new board members shall be at the summer board meeting.

A Board of Director meeting shall be held a minimum of twice annually. Special meetings of the Board of Directors for any purpose or purposes may be called by the President or by any two members of the Board of Directors.

The Annual Business Meeting of the members shall be held at the Fall Education Workshop for the purpose of transacting such other business as necessary. In addition the Treasurer will present the annual fiscal report.

Board Meetings must have a quorum of 51% of the entire Board of Directors. One of the Directors must be the President, Past President or President-Elect. Any current GNHAMA member may attend the Board of Directors meetings in an advisory or observer status. For purposes of convenience, board members may attend and vote via speakerphone.

Board Meetings will be conducted following the current edition of Roberts Rule of Order.

Each board member has one vote. A vote of the majority of members present shall decide any questions unless the vote of a greater number shall be required by the Articles of Incorporation or the Bylaws.

Waiver of Notice: Whenever any notice to any Board of Director is required by law, the articles of Incorporation or Bylaws, a waiver of notice in writing shall be signed at any time by the person entitled to notice and shall be equivalent to the giving of notice.

Notice of scheduled meetings and agendas shall be provided to all members. In no event shall written notice of the schedule for the Board of Director meetings and annual business meeting of members be given less than fourteen (14) days prior to such meetings. Notice of meetings shall state the place, day, and hour of any meeting and shall be sent to each member at the member’s address as it appears in the records of GNHAMA not less than thirty (30) days before the date of the meeting. There are standing Board meetings at the close of each quarterly meeting for the purpose of conducting business. These standing meetings do not require additional notification of membership.

Applications for financial assistance to attend the annual NAHAM education conference shall be made available as an award to one (1) GNHAMA current member or GNHAMA regional affiliate current member. With Board approval this award and financial assistance shall be only for the full registration cost.

GNHAMA shall with Board approval provide full registration cost only for the Association President and/or Regional Delegate (if a GNHAMA member) to attend the annual NAHAM education conference.

GNHAMA shall with Board approval provide up to 40% of the travel cost for the Regional Delegate, if a GNHAMA member, to attend the fall NAHAM Board meeting. Approval will be subject to availability of funds.

Other existing access management associations within the states of Alaska, Idaho, Montana, Oregon, Washington, Wyoming may petition GNHAMA for assimilation.

Upon assimilation all memberships in the other associations shall be honored by GNHAMA. Annual dues paid to the other association for the current year shall be honored as dues paid to GNHAMA for the current year.

The association being assimilated has the right to choose, by whatever means prescribed by their bylaws, two persons to sit on the Board of Directors of GNHAMA as full voting members for a period of two years from the date of assimilation.

The treasury of the assimilated association shall be transferred to GNHAMA and be held separate for a period of one year from the date of assimilation.

At any time, within the first year after assimilation, should the assimilated association decide, by whatever means prescribed by their bylaws, to reverse the assimilation process, that portion of the treasury representing those members reverting shall be returned.

GNHAMA shall provide CHAM certification maintenance hours of continuing education.

Proctorship for the CHAM examination will be provided at the annual business meeting. The proctor for such exams shall be the NAHAM Regional Representative or any person with a CHAM credential.

Records. GNHAMA shall maintain adequate and correct book, records, and accounts of its business and properties. All such books, records and accounts shall be kept at its place of business as fixed by the Board of Directors from time to time except as otherwise provided by law.

Inspection of Books and Records. All books, records, and accounts of the corporation shall be open to inspection by the Board of Directors and members in the manner and to the extent required by law.

Certification and Inspection of Bylaws. The original or a copy of the Bylaws and any amendments thereto, certified by the Secretary, shall be open to inspection by the Board of Directors and members in the manner and to the extent required by law.

Checks, Drafts, Etc. All checks, drafts and other orders for payment of money, notes or other evidences of indebtedness issued in the name of or payable to the corporation shall be signed or endorsed by such person or persons and in such a manner as shall be determined from time to time by resolution of the Board of Directors.

The Board of Directors may, except as otherwise provided in the Bylaws, authorize any officer or agent to enter into any contract or execute any instrument in the name of and on behalf of the corporation. Such authority may be general or confined to specific instances. Unless so authorized by the Board of Directors, no official, agent or employee shall have any power or authority to bind the corporation by any contract or engagement, or to pledge its credit, or to render it liable for any purpose or for any amount.

Any member may propose a change to the bylaws by submitting, in writing, the proposed change to the President.

The proposed change shall be discussed and voted on at the next Board of Directors meeting pursuant to Article IV, Section 3. Upon passage the proposed change shall next be voted on by the entire membership where a majority shall be required for passage.

The President-Elect shall coordinate all education sessions. All other Board members shall provide assistance as required. All members are encouraged to participate and assist in education.

GNHAMA shall conduct a minimum of two membership education sessions (normally in concurrence with Board meetings) and one management education session (normally in conjunction with the membership meeting) each year. It is encouraged that more staff education sessions are conducted as often as possible and in different locations.

Location, dates and subject matter of education sessions shall be published in the newsletter.

THE FOREGOING CONSTITUTION AND BYLAWS WERE DULY ADOPTED BY THE ASSOCIATION BOARD OF DIRECTORS ON: February 6, 1998