Massachusetts Dental Hygienists’ Association: Bylaws

Article 1: NAME AND PURPOSES

Section 1. Name

The name of this corporation shall be THE MASSACHUSETTS DENTAL HYGIENISTS’ ASSOCIATION, INC., hereinafter referred to as “the Association” or “this Association,” a Massachusetts, not-for-profit corporation.

Section 2. Definition.

This Association is a Constituent society of the American Dental Hygienists’ Association, Inc., as provided by the Constitution and Bylaws of that Association, adopted October 27, 1927, and made effective by vote of this society as of March 18, 1931.

Section 3. Purpose.

In addition to the purposes set forth in the Association’s Articles of Incorporation, as may be amended, the purposes of the Association are to improve the oral health of the public; to advance the art and science of dental hygiene; to promote the highest standards of dental hygiene education and practice; to represent and protect the interest of the dental hygiene profession; to improve the professional competence of the dental hygienists; to foster research in oral health; to provide professional communications; and to conduct other activities as may be permitted by the Commonwealth of Massachusetts to carry out the purposes of this Association.

Section 4. Mission.

To improve the public’s total health, the mission of the Massachusetts Dental Hygienists’ Association is to advance the art and science of dental hygiene by ensuring access to quality oral health care, increasing awareness of the cost-effective benefits of prevention, promoting the highest standards of dental hygiene education, licensure, practice and research, and representing and promoting the interests of dental hygienists.

Section 5. Offices.

The Association shall maintain a registered office as required by the laws of the Commonwealth of Massachusetts and executive offices as determined by the Board of Directors.

Article 2: MEMBERSHIP

Section 1. Membership Qualifications.

Membership may be granted to any individual who:
(i) meets the criteria set forth for each category of membership in the Association;
(ii) shares interest in and supports the purposes of the Association;
(iii) abides by these Bylaws, the Association’s Code of Ethics for Dental Hygienists, and such other policies, rules, and regulations as the Association may adopt; and
(iv) meets such additional criteria for each category of membership in the Association as the House of Delegates may establish.

Section 2. Membership Categories.

The membership of the Association shall be composed of the following categories:

a. Voting Members

Professional Members. Professional membership may be granted to any individual who (i) has either earned a certificate or professional degree in dental hygiene granted pursuant to a dental hygiene program offered by an accredited college or institution of higher education, or is licensed to practice dental hygiene in the United States under the provision of a “grandfather clause”; and (ii) is licensed to practice in any state, territory or possession of the United States if such license is required for the practice of dental hygiene; and (iii) agrees to maintain membership in a Constituent as well as a Component (if such exist where the member is licensed, practices or resides).
Retired Members. Professional members who have reached the age of 62 and are either (i) fully retired from the dental hygiene profession; or (ii) working less than 10 hour per week in the dental hygiene profession may apply for Retired Member status.
Members with Disabilities. Professional Members who are unable to work due to a verified disability may apply for Disabled status. All such applications must be verified by such member’s Constituent and/or Component, and must be accompanied by proof of eligibility each year.
Life Members. Life membership may be granted by the House of Delegates to any Professional Member who (i) has made significant contributions to the Association and the dental hygiene profession; (ii) submitted an application for Life membership to the Board of Trustees at least 30 days prior to a spring Board of Directorsmeeting (iii) is nominated by the Board of Directors, and (iv) meets such other criteria as determined by the Board of Directors from time to time. Notwithstanding the foregoing, all of the Association’s Past Presidents completing a full term in office shall be granted Life membership.
Student Members: SADHA Officer. One (1) SADHA Officer from each school within the MDHA constituency will be selected by their officers to participate as a voting member of MDHA.

b. Non-voting Members

1. International Members.International membership may be granted to any individual who (i) resides outside of the United States; and (ii) holds a valid license to practice as a dental hygienist.

2. Student Members.Student membership may be granted to any student (i) currently enrolled in an accredited dental hygiene program; or (ii) who has graduated from an accredited dental hygiene program and is currently pursuing a baccalaureate or graduate degree complementary to a career in dental hygiene in an accredited college or institution of higher education.

3. Supporting Members.Supporting membership may be granted to any licensed dental hygienist who (i) is not employed in a dental hygiene-related career; and (ii) agrees to maintain membership in a Constituent as well as a Component (if such exist where the member is licensed or resides).

4. Honorary Members.Any individual not a dental hygienist, who has made contributions to dental hygiene or dental health, shall be eligible for Honorary membership upon nomination by the Boards of Trustees. They must be unanimously recommended by the Board of Directors and elected at the Annual Session of the House of Delegates.

5. Allied Members.Any individual who supports the purposes and mission of this Association and who is not otherwise qualified for any other class of membership shall be eligible for Allied membership.

6. Corporate Members.Any corporation, institution or organization which supports the mission of the Association shall be eligible for Corporate membership.

Section 3. Rights and Duties of Voting Members

a. All members shall be entitled to attend the member meetings and social functions of the Association.

b. All members have the right to vote on all matters requiring a vote by members of this Association.

c. Only voting Members may hold office in the Association and serve on the Board of Directors. Each eligible voting member shall have one (1) vote.

Section 4. Rights and Duties of Non-voting Members

a.Non-voting Members shall be entitled to a subscription to the official publication of the Association.

b.Non-voting Members shall be granted admission to any general meeting of the Association, but no right to make motions, to debate, or to vote.

Section 5. Disciplinary Action/Termination of Membership.

a. Grounds for Discipline.The Association may discipline a member for any of the following reasons:

1. Failure to comply with these Bylaws, the Association’s Code of Ethics for Dental Hygienists, or any other rules or regulations of the Association;

2. Conviction of a felony or a crime related to, or arising out of, the practice of dental hygiene or involving moral turpitude;

3. Suspension, revocation, or forfeiture by any state, province, or country of the member’s right to practice as a dental hygienist; or

4. Unprofessional conduct considered prejudicial to the best interests of, or inconsistent with, the purposes of the Association.

b.Procedures.Discipline may include, but not be limited to, censure, suspension, probation and expulsion. Disciplinary action may be taken provided that a statement of the charges shall have been sent by certified mail to the last recorded address of the member at least fifteen (15) days before final action is to be taken. This statement shall be accompanied by a notice of the time and place of the meeting at which the charges shall be considered, and the member shall have the opportunity to appear in person and/or to be represented by counsel and to present any defense to such charges before action is taken by the Association. Such disciplinary actions shall be conducted in accordance with procedures established by the Board of Directors, and the Board may request a special meeting of the House of Delegates to take such disciplinary action.

c. Non-Payment of Dues.The membership of any member who is in default of payment of dues or assessments for more than three (3) months, ceases to be a member of the Constituent, Component, or other organization required for membership in the Association, or otherwise becomes ineligible for membership, shall be terminated automatically, according to such rules or procedures as the Board of Trustees or their designee(s) shall establish, unless such termination is delayed by the Board of Trustees.

Section 6. Reinstatement.

Members who have resigned or whose membership has been terminated for non-payment of dues or assessments may be reinstated upon (i) payment of dues and any assessments; (ii) application to the Constituent or to the Board of Trustees; and (iii) meeting such additional terms and conditions as may be established by the Board of Trustees.

Section 7. Resignation.

Members not charged with violation of the Principles of Ethics of the AHDA or the Code of Ethics of this Association may resign at any time upon making a written request to the Administrator and Secretary of this Association.

ARTICLE 3: DUES AND ASSESSMENTS

a. Dues
Dues for Active, Supporting, Allied, Senior members, Members with Disabilities, International, and Corporate members shall be determined from time to time by the board of directors of this Association; a two-thirds (2/3) affirmative vote of those present and voting shall be required for approval of any dues increase, and are paid on an annual basis.

b. Exempt from Payment
Life and Honorary members shall be exempt from payment of any due to this Association.

c. Assessments
In addition to Association dues, all members shall be required to pay such dues or assessments as determined by ADHA.

ARTICLE 4: ORGANIZATION

Section 1. Incorporation.
This Association is a not-for-profit organization incorporated under the laws of the Commonwealth of Massachusetts on May 19, 1944.

Section 2. Component Societies.
The American Dental Hygienists’ Association (ADHA) is a tripartite organization. Voting and Supporting members must maintain a Professional membership in ADHA, a Constituent and Component (if such exist where the member is licensed, practices or resides). There are no components in Massachusetts.

Section 3. Redistricting.
The division of the Commonwealth may be altered by a vote of the General Assembly and then only after the proposed changes have been thoroughly studied by the Board of Directors and recommended to the general assembly by it.

Section 4. Transfers.
A member in good standing of this Association changing location of practice and/or residence from one component to another must, if desired, be granted a transfer of Active membership upon fulfilling all requirements for membership in the new component and complying with all procedural requirements of the component and the American Dental Hygienists’ Association.

Section 5. Governing Bodies.

General Assembly

The General Assembly shall be the legislative body of this Association vested with full power to determine all policies which govern this Association in all its activities.

Board of Directors

The Board of Directors shall be the administrative body of this Association vest by ed with full power to conduct all business of this Association.

Section 6. Quorum.

A majority of the member hygienists present shall constitute a quorum for the Annual Meeting and a majority shall constitute a quorum for any meeting of the Board of Directors or a Committee.

Section 7. Voting.

Every question which shall come before a meeting of the Board of Directors, a meeting of the General Assembly, or a Council shall be decided by a majority vote unless otherwise provided by these Bylaws.

ARTICLE 5: MEMBERSHIP MEETINGS

Section 1. Classification

Annual Meeting

There shall be at least one (1) General Assembly meeting of this Association each year. This meeting shall be known as the Annual Meeting of this Association.

Board of Directors meetings.

There shall be at least 6 regularly scheduled meetings of the BOT.

Special Meetings.

Special meetings of the voting members of the Association shall be called at the request of the President, or at the written request of ten (10) of the Association’s voting members. The time and place for holding special meetings shall be determined by the Board of Trustees.

Section 2. Notice.

Notice of any annual or special meeting of the voting members shall state the time, date, place and purpose of the meeting and shall be delivered not more than sixty (60) and not less than five (5)days prior to the date of such meeting, unless otherwise required by applicable law.

Section 3. Quorum.

A majority of the member hygienists present shall constitute a quorum for the Annual Meeting and a majority shall constitute a quorum for any meeting of the Board of Directors or a Committee.

Section 4. Manner of Acting.

The act of a majority or more of the voting members present at a duly called meeting at which a quorum is present shall be the act of the members, unless the act of a greater number is required by law, the Articles of Incorporation, or these Bylaws.

Section 5. Mail Vote.

Voting by mail or electronic means shall be permitted to the full extent allowed by the Commonwealth of Massachusetts and Not for Profit Corporation Application Act, as may be amended. A mail or electronic vote may be called by the Board of Directors.

Section 6. Registration and Admission to Meetings.

Registration and admission to all meetings shall be open to all voting and non-voting members of this Association, to all voting and non-voting members of ADHA and to any interested individuals who seek admission.

Section 7. Annual Reports

All annual reports of officers, councils, ADHA delegates, liaisons, committees and task force shall be submitted in writing. These reports shall become the “Book of Annual Reports,” and shall be considered at the time designated in the Order of Business during the Board of Directors meetings and General Assembly. Upon completion of the filing of a report, it shall be presented to the Secretary for filing.

ARTICLE 6: BOARD OF DIRECTORS

Section 1. Authority and Responsibility.

The affairs of the Association shall be managed by the Board of Directors (which shall be referred to in these Bylaws as the “Board of Directors”), which shall have supervision, control and direction of the Association, shall determine its business policies or changes therein within the limits of these Bylaws, shall actively promote its purposes, and shall have discretion in the disbursement of its funds. The Board of Trustees shall act for and on behalf of the House of Delegates between sessions of the General Assembly to establish interim policy. The Board of Directors may adopt such rules and regulations for the conduct of its business as shall be deemed advisable and may, in the execution of the powers granted, appoint such agents as it may consider necessary. The Board of Directors shall provide reports to the General Assembly.

Section 2. Composition.

The Board of Directors shall consist of the President, President-Elect, Vice President, Secretary, Treasurer, Immediate Past President, Council Chairs, and ADHA Delegation.

Section 3. Invited Participants.

The Editor and Administrative Assistant shall be invited to attend and participate, without vote, in all regular and special meetings of the Board of Directors and may be invited to attend meetings held in Executive Session.

Section 4. Regular Meetings.

Each new Board of Directors shall be called together by the President within forty-five (45) days following the General Assembly each year. The said Board shall hold at least six meetings a year, the time and place to be determined by the President. A meeting by digital means shall constitute a regular meeting.

Section 5. Special Meetings.

Special meetings of the Board of Directors may be called by the President upon the written request of five Voting Members of the Association.

Section 6. Meeting by Digital Means.

Any action to be taken at a meeting of the Board of Directors or any committee thereof may be taken through the use of a conference telephone or other communications equipment by means of which all persons participating in the meeting can communicate with each other. Participation in such a meeting shall constitute presence in person at the meeting of the persons so participating. Notwithstanding anything set forth to the contrary in these Bylaws, notice of any meeting to be held by conference call (whether regular or special) may be delivered a minimum of forty-eight (48) hours prior to the meeting.

Section 7. Quorum.

A majority of the Board of Directors shall constitute a quorum for the transaction of business at any duly called meeting of the Board of Directors; provided that when less than a quorum is present at said meeting, a majority of the Board of Directors members present may adjourn the meeting to another time without further notice.

Section 8. Manner of Acting.

The act of a majority of Directors present at a duly called meeting at which a quorum is present shall be the act of the Board of Directors, unless the act of a great number is required by law, the Articles of Incorporation, or these Bylaws.

Section 9. Action by Written Consent.

Any action requiring a vote of the Board of Directors may be taken without a meeting if consent in writing, setting forth the action taken, is signed by all of the members of the Board of Directors entitled to vote with respect to the subject matter thereof.

Section 10. Rights and Duties

The Board of Directors shall:

a. Be the Administrative body of this Association, vested with full power to conduct all Business of the Association.

b. Have the power to establish policies, rules, and regulations of this Association not inconsistent with these Bylaws, to govern its organization, procedure and conduct

c. Appoint an auditing committee on even numbered years to examine the books of the Treasurer; said committee will review the books and report its findings to the Board of Directors. MDHA will hire a CPA on odd numbered years to review the financial records.

d. Approve annually the Chairperson and members of each Council, Standing Committee and Special Committee of this Association and when necessary, have the power to fill any vacancies which occur.

e. Review the reports of officers and Councils, Standing Committees, and Special Committees of this Association and to make recommendations to the members of this Association concerning these reports.

f. Perform such other duties as are prescribed by these Bylaws.

Section 11. Officers of the Board of Directors

Composition.

The officers of the Association shall be a President, President-Elect, Vice President, Secretary, Treasurer, Council Chairs, ADHA Delegation. No two (2) offices may be held simultaneously by the same person.

Duties:

President.

The President shall be the principal elected officer of the Association and shall, in general, supervise all of the business affairs of the Association, subject to the direction and control of the Board of Directors. The President shall in addition to other duties: preside at all meetings of this Association and the Board of Directors; submit to the General Assembly a concise annual report concerning the condition of the Association; present to the Annual Session of the General Assembly recommendations and/or resolutions for the improvement of the Association as warranted. The President shall succeed to the office of Immediate Past President upon expiration of the President’s term of office.

President – Elect.

The President-Elect in addition to other responsibilities shall, at the discretion of the President, assist in the performance of the presidential duties, be an ex-officio member of all Councils/Committees, perform the duties of the President in case of absence, assume the office of the President in the event the office becomes vacant, and succeed to the office of President at the next annual General Assembly meeting.

Vice President.

The Vice President in addition to other responsibilities shall at the discretion of the President, assist in the performance of the presidential duties, and officiate at all meetings in the absence of the President and the President-Elect.

Secretary.

The Secretary in addition to other duties shall serve as recording officer of the General Assembly and Board of Directors, and custodian of its records.

Treasurer.

The Treasurer shall in addition to other responsibilities be bonded, be custodian of all the monies of the Association, valuable papers, seals and other properties entrusted to their care, be familiar with the MDHA Fiscal Policies and Procedures and the Strategic Plan, make all deposits in various association accounts, make all payments by check, keep accurate books of all money received and expended, pay all bills and reimbursements promptly, balance the books at the end of each month and present a written financial report to each member of the Board of Trustees at all regular meetings, provide the accountant with all information necessary for filing IRS taxes, file any necessary tax forms annually and quarterly as required, file necessary 1099 tax forms as required by IRS, file the official government forms regarding remuneration paid to a lobbyist as required by the state, file an annual report of Incorporation with the Secretary of State’s office by November 1st of each year, prepare for the House of Delegates a full and detailed report of the financial conditions of the Association.

Immediate Past President.

Have such duties as may be assigned by the President or the Board of Directors. Chair the Review Committee and Nominating Committee. Preside at the General Assembly (or appoint a designee).

Other Trustees.

Elected Counsel Chairs and ADHA delegation will also serve on the Board of Directors.

Section 12. Qualification for Office.

Only voting members are eligible to hold office.

Section 13. Term and Election.

a.The officers of this Association except the President, shall be elected by secret ballot of certified delegates at each General Sessions to serve for a term of one year or until their successors are elected.

b.The President-Elect, upon completion of the term of office, shall succeed to the office of President without election to serve for a term of one year.

C.Committee/Council Chairs, will be elected during the Annual Business Meeting and serve as voting members of the BOD for a term of two years with no more than 3 consecutive terms and will help fill and mentor the position during their last year of service

Section 14. Resignation and Removal of Officers.

Any officer may resign at any time by giving written notice to the Board of Directors. In addition, any officer may be removed by a majority vote of the persons entitled to elect such officer, whenever, in their judgment, the best interests of the Association would be served by such removal. Such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election of an officer or agent shall not of itself create any contracts rights.

Section 15. Officer Vacancies.

Vacancies in any office shall be filled by the President without undue delay, provided, however, the President-Elect automatically shall succeed to the office of President in the event of the death, resignation, removal, or incapacity of the President and the office of President-Elect shall remain vacant until the next meeting of the House of Delegates. In the event the President-Elect position is vacant at such times as there becomes a vacancy in the office of President, the Board of Directors immediately shall fill the office of President and such appointee shall hold office until the next meeting of the General Assembly. Except as otherwise set forth herein, an officer appointed pursuant to this section shall hold such office for the remainder of the original term for which they were appointed to fill.

ARTICLE 7: GENERAL ASSEMBLY

Section 1. Authority and Responsibility

The Annual General Assembly, hereafter referred to as “Assembly”, shall be the principal body within the Association responsible for establishing policy and providing direction for matters relating to the practice of dental hygiene. In addition to such other duties set forth in these Bylaws, the Assembly

(i) Shall amend, alter, or repeal the Bylaws in accordance with Article XIII of these Bylaws

(ii) Shall vote on all matters properly brought before the Assembly

(iii) Shall elect officers of the Association

Section 2. Composition

A. Voting Members.

Any member hygienist may attend and any member member hygienist may vote in the Assembly.
One student member from each Massachusetts dental hygiene program shall have the right to vote during all sessions of the Assembly. The student voting shall be a member of ADHA and shall be elected from their respective program.

B. Non-Voting Members.

The Association officers, shall be ex-officio members, without vote, at the Assembly.

Section 3. Presiding Officer

The Immediate Past President of the Association shall preside at the General Assembly. The IP President may appoint someone to preside.

Section 4. Certification of Membership

All members wishing to attend the Assembly must be registered prior to the scheduled Assembly. Members who do not meet certification requirements will be notified and told that they may attend the Assembly, but cannot vote.

Section 5. Special Sessions

Special sessions of the Assembly may be called

by the President provided such request must be presented during the Annual Session of the Assembly, include the specific purpose of such special session and approved by two-thirds (2/3) vote of members present and voting at such Annual Session; or
upon written petition presented to the President by a majority of the members stating the place, time, and purpose for which such a special session is requested provided, however, such a request must be made at least sixty (60) days prior to the date specified in the request for a special session. Business conducted at any special session shall be limited to the specific purpose stated in the request for such a session, and any such additional business as approved by the Board of Directors.

Section 6. Notice of Assembly

Notice of the Assembly or a special session of the Assembly shall state the time, date, place and purpose of the session and shall be published either in print or on the Association’s Website at least thirty (30), and no more than sixty (60) days prior to the date of the session, unless otherwise required by the procedures established by the Board of Directors.

Section 7. Quorum

Shall consist of the majority of the certified voting members registered as attending.

Section 8. Manner of Acting

The act of the majority of members present at a duly called session, at which a quorum is present, shall be the act of the Assembly, unless the act of a greater number is required by these Bylaws.

Section 9. Voting Rights

All members in good standing shall have the right to vote by participation at the Assembly

Section 10. Order of Business

The order of business of the Meeting of the General Assembly held during the Annual Session shall include:

a. Call to order
b. Roll call
c. Approval of the minutes of the last meetinG
d. Reports of the Officers
e. Reports of the Board of Directors
f. Unfinished Business
g. New Business
h. Election of the Officers, ADHA Delegates and Alternate Delegates
i. Adjournment.

ARTICLE 8: COMMITTEES/COUNCILS/TASK FORCES

Section 1. Finance Committee.

a. Composition.The Finance Committee shall be composed of the President, President-Elect, Vice President, Immediate Past President, and Treasurer and Counsel Chairs. The Treasurer shall serve as Chair of the Finance Committee.

b. Term. The term in office is one year or until a successor committee has been appointed.

c. Authority and Responsibilities.The Finance Committee shall in addition to other responsibilities develop a draft budget to be presented to the Board of Directors , and work with the Board of Directors to compile a budget report to be presented to the General Assembly. They shall maintain and improve the fiscal stability of the Association.

Section 2. Councils and Other Standing Committees.

The Board of Directors or General Assembly may establish such councils and other standing committees as either of them deem necessary or prudent in the exercise of their authority and responsibility as set forth in these Bylaws.

a. Authority/Composition/Qualifications.The action establishing a council or standing committee shall set forth the council or committee’s purpose, authority, and composition, and qualifications required for membership on the committee. In the absence of any direction to the contrary in the authorizing action, the President shall appoint the Chair and members of all councils and standing committees, subject to the approval of the General Assembly. Any committee having the authority of the Board of Directors shall have members of the Board of Directors as a majority of its members.

b. Quorum and Manner of Acting.At all meetings of any council or standing committee, a majority of the members shall constitute a quorum for the transaction of business unless otherwise set forth in these Bylaws or the resolution establishing such council or committee. A majority vote by council or committee members present and voting at a meeting at which a quorum is present shall be required for any action.

c. Committee Vacancies. In the event of a vacancy on a Council, Standing or Special Committee, the President, with approval of the Board of Directors , shall appoint a successor for the unexpired term.

d. Policies and Procedures.The Board of Directors shall develop and approve policies and procedures for the operation of all councils and standing committees. All councils and standing committees shall report to the Board of Trustees, unless otherwise set forth in the resolution establishing such council/committee.

Section 3. Advisory/Ad Hoc Committees and Task Forces

a. Task Forces.The Board of Directors or General Assembly may appoint such advisory or ad hoc committees or task forces as are necessary or appropriate in the exercise of their authority and responsibility as set forth in these Bylaws. An ad hoc committee shall terminate three (3) years from the date of its creation, unless renewed by the Board of Directors . A task force shall terminate after one (1) year from the date of its creation, unless renewed. Ad hoc committees

and task forces may be established for longer periods with the approval of the Board of Trustees. The action establishing such a committee or task force shall set forth the committee’s or task force’s purpose and composition.

b. Quorum and Manner of Acting.At all meetings of any advisory or ad hoc committee or task force, a majority of the members present thereof shall constitute a quorum for the transaction of business. A majority vote by committee or task force members present and voting at a meeting at which a quorum is present shall be required for any action.

c. Committee/Task Force Vacancies.Except as otherwise provided herein, vacancies in the membership of a committee or task force shall be filled by appointments made in the same manner as the original appointments to that committee/task force.

d. Policies and Procedures.The Board of Directors shall develop and approve general policies and procedures for the operating of all committees and task forces. All committees and task forces shall report to the entity creating the committee/task force.

ARTICLE 9: ADHA REPRESENTATION

Section 1. District Directors.

The Association together with such other designated Associations named by the ADHA shall compose the designated District of ADHA. The qualifications, nominations, election, installation, vacancies and duties of the District Directors shall be those determined by the ADHA Bylaws.

Section 2. Delegates and Alternate Delegates.

At each Annual Session of the MDHA General Assembly, the certified delegates shall elect at least one ADHA Delegate and one ADHA Alternate Delegate. This Association shall be entitled to additional representatives as directed by the American Dental Hygienists’ Association, Inc. The Executive Director of the American Dental Hygienists’ Association, Inc. shall be notified within ten (10) days of the names of the Delegates and Alternate Delegates elected by the Association and no later than thirty (30) days prior to Annual Session.

a. Elections.

1. The nominees receiving the highest number of votes shall be declared Delegate.

2. The nominees receiving the highest number of votes shall be declared Alternate Delegate.

3. The President, President-Elect, Vice President and Immediate Past President shall represent this Association as either Delegates or Alternate Delegates.

b. Vacancies.In the event of a vacancy among the Delegates, the Alternate Delegate receiving the highest number of votes shall be first appointed to fill the vacancy; further appointment of vacancies shall be made in order of number of votes received. In the event the elected Delegate or Alternate Delegate is unable to represent the Constituent, the President shall appoint a proxy with the approval of the Board of Directors .

c. Duties. Delegates to the ADHA House of Delegates shall:

a. Attend all meetings and general sessions of the ADHA House of Delegates and represent this Association in the ADHA House of Delegates with the right to debate and vote.

b. Shall consult with the Board of Trustees of this Association on matters that will be considered by the ADHA House of Delegates.

c. Shall submit a written report of the resolutions passed by the ADHA House of Delegates to the members of this Association.

ARTICLE 10: ELECTRONIC MEETINGS

Any action to be taken at a Board of Directors, General Sessions, voting member, council, committee, or task force meeting may be taken through the use of a conference telephone or other communications equipment by means of which all persons participating in the meeting can communicate with each other simultaneously. Participation in such a meeting shall constitute presence in person at the meeting of the persons so participating. Notwithstanding anything set forth to the contrary in these Bylaws, notice of an electronic meeting must be delivered at least forty-eight (48) hours prior to the meeting.

ARTICLE 11: USE OF ELECTRONIC COMMUNICATION

Unless otherwise prohibited by law, (i) any action to be taken or notice delivered under these Bylaws may be taken or transmitted by electronic mail or other electronic means; and (ii) any action or approval required to be written or in writing may be transmitted or received by electronic mail or other electronic means.

ARTICLE 12: GOVERNMENT AND FINANCE

Section 1. Contracts.

The Board of Directors may authorize any officer or officers, agent or agents of the Association, in addition to the officers so authorized by these Bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Association, and such authority may be general or confined to specific instances.

Section 2.Payment of Indebtedness.

All checks, drafts, or other orders for the payment of money, notes, or other evidence of indebtedness issued in the name of the Association shall be signed by such officer or officers, agent or agents of the Association and in such manner as shall be determined by action of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer.

Section 3.Deposits.

All funds of the Association shall be deposited to the credit of the Association in such banks, trust companies, or other depositories as the Board of Directors may select.

Section 4.Bonding.

The Board of Directors may provide for the bonding of such officers and employees of the Association as it may determine is necessary and/or appropriate.

Section 5.Gifts.

The Board of Directors may accept on behalf of the Association any contribution, gift, bequest, or devise for the general purposes or for any special purpose of the Association.

Section 6.Books and Records.

The Association shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members, the Board of Directors, General Assembly, and any committees having the authority of the Board of Directors.

Section 7.Annual Audit.

The Board of Directors shall provide for an annual audit of the financial records of the Association by a certified public accountant. A report of the financial condition of the Association shall be made to the membership of the Association annually.

Section 8.Fiscal Year.

The fiscal year of the Association shall be determined by the Board of Directors.

Section 9. Financial Interest.

No officer or member of any council or committee of this Association shall have any financial interest in any purchase, contract, or loan by or to the Association, except by vote of the Board of Directors.

Section 10. Voting

Except as otherwise provided in these Bylaws, every question which shall come before a meeting of the General Assembly, the Board of Directors or a committee shall be decided by a majority of those present and voting.

ARTICLE 13: INDEMNIFICATION

The Association shall indemnify all past and present officers, directors, employees, committee, council, and task force members, and all other volunteers of the Association to the full extent permitted by the Commonwealth of Massachusetts, as may be amended, and shall be entitled to purchase insurance for such indemnification of officers and directors to the full extent as determined by the Board of Directors.

ARTICLE 14: WAIVER OF NOTICE

Whenever notice is required to be given under applicable law, the Articles of Incorporation or these Bylaws, waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.

ARTICLE 15: AMENDMENTS

Section 1.Proposed Amendments.

The Board of Directors, the General Assembly, Constituents, or any voting member of the Association may propose amendments, in whole or in part, to these Bylaws and Code of Ethics. The Board of Trustees shall provide recommendations for all proposed amendments before the first meeting of the General Assembly.

Section 2.Approval of Amendments.

Proposed amendments of these Bylaws and Code of Ethics shall be forwarded to the General Assembly for consideration. Approval of such proposals shall require the act of two-thirds (2/3) of the entire General Assembly.

Section 3.Notice.

Notice of intent to amend these Bylaws must be (i) sent to all Delegates by mail or electronic communication or (ii) published in print or online and circulated to the entire membership; or (iii) published on the Association’s website at least fourteen (14) days prior to the session of the General Assembly at which such amendments are to be considered. Such notice must include a general description of the proposed amendments.

ARTICLE 16: DISSOLUTION

In the event of the dissolution of the Association, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the Association, dispose of all of the remaining assets of the Association (except any assets held by the Association upon condition requiring return, transfer or other conveyance in the event of dissolution, which assets shall be returned, transferred or conveyed in accordance with such requirements) exclusively for the purposes of the Association in such manner, or to such organization or organizations as shall at the time qualify as a tax-exempt organization or organizations recognized under Sections 501(c)(3) or 501(c)(6) of the Internal Revenue Code of 1986, as amended (the “Code”) or the corresponding provisions of any future United States Internal Revenue statute, as the Board of Trustees shall determine. Any such assets not so disposed of shall be disposed of by the court of general jurisdiction of the county in which the principal office of the Association is then located, exclusively for such purposes in such manner, or to such organization or organizations that are organized and operated exclusively for such purposes, as said court shall determine.

ARTICLE 17: PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert’s Rules of Order Newly Revised, shall govern all meetings of the General Assembly in all cases to which they are applicable and in which they are not inconsistent with the Commonwealth of Massachusetts Act, these Bylaws and any special rules of order the Association may adopt.

ARTICLE 18: SUPREMACY CLAUSE

The Constitution and Bylaws of this Association shall not be in conflict with the Constitution and Bylaws of ADHA, which shall be the supreme law of the Association. A current copy of these Bylaws shall be on file with the Executive Director of ADHA.

CODE OF ETHICS FOR DENTAL HYGIENISTS

Preamble

As dental hygienists, we are a community of professionals devoted to the prevention of disease and the promotion and improvement of the public’s health. We are preventive oral health professionals who provide educational, clinical, and therapeutic services to the public. We strive to live meaningful, productive, satisfying lives that simultaneously serve us, our profession, our society, and the world. Our actions, behaviors, and attitudes are consistent with our commitment to public service. We endorse and incorporate the Code into our daily lives.

Purpose

The purpose of a professional code of ethics is to achieve high levels of ethical consciousness, decision making, and practice by the members of the profession. Specific objectives of the Dental Hygiene Code of Ethics are:

a. to increase our professional and ethical consciousness and sense of ethical responsibility.

b. to lead us to recognize ethical issues and choices and to guide us in making more informed ethical decisions.

c. to establish a standard for professional judgment and conduct.

d. to provide a statement of the ethical behavior the public can expect from us.

The Dental Hygiene Code of Ethics is meant to influence us throughout our careers. It stimulates our continuing study of ethical issues and challenges us to explore our ethical responsibilities. The Code establishes concise standards of behavior to guide the public’s expectations of our profession and supports dental hygiene practice, laws and regulations. By holding ourselves accountable to meeting the standards stated in the Code, we enhance the public’s trust on which our professional privilege and status are founded.

Key Concepts

Our beliefs, principles, values and ethics are concepts reflected in the Code. They are the essential elements of our comprehensive and definitive code of ethics and are interrelated and mutually dependent.

Basic Beliefs

We recognize the importance of the following beliefs that guide our practice and provide context for our ethics:

a. The services we provide contribute to the health and well being of society.

b. Our education and licensure qualify us to serve the public by preventing and treating oral disease and helping individuals achieve and maintain optimal health.

c. Individuals have intrinsic worth, are responsible for their own health, and are entitled to make choices regarding their health.

d. Dental hygiene care is an essential component of overall health care and we function interdependently with other health care providers.

e. All people should have access to health care, including oral health care.

f. We are individually responsible for our actions and the quality of care we provide.

Fundamental Principles

These fundamental principles, universal concepts and general laws of conduct provide the foundation for our ethics.

Universality

The principle of universality expects that, if one individual judges an action to be right or wrong in a given situation, other people considering the same action in the same situation would make the same judgment.

Complementarity

The principle of complementarity recognizes the existence of an obligation to justice and basic human rights. In all relationships, it requires considering the values and perspectives of others before making decisions or taking actions affecting them.

Ethics

Ethics are the general standards of right and wrong that guide behavior within society. As generally accepted actions, they can be judged by determining the extent to which they promote good and minimize harm. Ethics compel us to engage in health promotion/disease prevention Activities.

Community

This principle expresses our concern for the bond between individuals, the community, and society in general. It leads us to preserve natural resources and inspires us to show concern for the global environment.

Responsibility

Responsibility is central to our ethics. We recognize that there are guidelines for making ethical choices and accept responsibility for knowing and applying them. We accept the consequences of our actions or the failure to act and are willing to make ethical choices and publicly affirm them.

Confidentiality

We respect the confidentiality of client information and relationships as a demonstration of the value we place on individual autonomy. We acknowledge our obligation to justify any violation of Confidence.

Societal Trust

We value client trust and understand that public trust in our profession is based on our actions and behavior.

Non-maleficence

We accept our fundamental obligation to provide services in a manner that protects all clients and minimizes harm to them and others involved in their treatment.

Beneficence

We have a primary role in promoting the well being of individuals and the public by engaging in health promotion/disease prevention activities.

Justice and Fairness

We value justice and support the fair and equitable distribution of health care resources. We believe all people should have access to high-quality, affordable oral healthcare.

Veracity

We accept our obligation to tell the truth and expect that others will do the same. We value self- knowledge and seek truth and honesty in all relationships.

Standards of Professional Responsibility

We are obligated to practice our profession in a manner that supports our purpose, beliefs, and values in accordance with the fundamental principles that support our ethics. We acknowledge the following responsibilities:

To Ourselves as Individuals…

Avoid self-deception, and continually strive for knowledge and personal growth.
Establish and maintain a lifestyle that supports optimal health.
Create a safe work environment.
Assert our own interests in ways that are fair and equitable.
Seek the advice and counsel of others when challenged with ethical dilemmas.
Have realistic expectations of ourselves and recognize our limitations.

To Ourselves as Professionals…

Enhance professional competencies through continuous learning in order to practice according to high standards of care.
Support dental hygiene peer-review systems and quality-assurance measures.
Develop collaborative professional relationships and exchange knowledge to enhance our own lifelong professional development.

To Family and Friends…

Support the efforts of others to establish and maintain healthy lifestyles and respect the rights of friends and family.

To Clients…

Provide oral health care utilizing high levels of professional knowledge, judgment, and skill.
Maintain a work environment that minimizes the risk of harm.
Serve all clients without discrimination and avoid action toward any individual or group that may be interpreted as discriminatory.
Hold professional client relationships confidential.
Communicate with clients in a respectful manner.
Promote ethical behavior and high standards of care by all dental hygienists.
Serve as an advocate for the welfare of clients.
Provide clients with the information necessary to make informed decisions about their oral health and encourage their full participation in treatment decisions and goals.
Refer clients to other healthcare providers when their needs are beyond our ability or scope of practice.
Educate clients about high-quality oral health care.
Recognize that cultural beliefs influence client decisions.

To Colleagues…

Conduct professional activities and programs, and develop relationships in ways that are honest, responsible, and appropriately open and candid.
Encourage a work environment that promotes individual professional growth and development.
Collaborate with others to create a work environment that minimizes risk to the personal health and safety of our colleagues.
Manage conflicts constructively.
Support the efforts of other dental hygienists to communicate the dental hygiene philosophy and preventive oral care.
Inform other health care professionals about the relationship between general and oral health.
Promote human relationships that are mutually beneficial, including those with other health care professionals.

To Employees and Employers…

Conduct professional activities and programs, and develop relationships in ways that are honest, responsible, open, and candid.
Manage conflicts constructively.
Support the right of our employees and employers to work in an environment that promotes wellness.
Respect the employment rights of our employers and employees.

To the Dental Hygiene Profession…

Participate in the development and advancement of our profession.
Avoid conflicts of interest and declare them when they occur.
Seek opportunities to increase public awareness and understanding of oral health practices.
Act in ways that bring credit to our profession while demonstrating appropriate respect for colleagues in other professions.
Contribute time, talent, and financial resources to support and promote our profession.
Promote a positive image for our profession.
Promote a framework for professional education that develops dental hygiene competencies to meet the oral and overall health needs of the public.

To the Community and Society…

Recognize and uphold the laws and regulations governing our profession.
Document and report inappropriate, inadequate, or substandard care and/or illegal activities by a healthcare provider, to the responsible authorities.
Use peer review as a mechanism for identifying inappropriate, inadequate, or substandard care provided by dental hygienists.
Comply with local, state, and federal statutes that promote public health and safety.
Develop support systems and quality-assurance programs in the workplace to assist dental hygienists in providing the appropriate standard of care.
Promote access to dental hygiene services for all, supporting justice and fairness in the distribution of healthcare resources.
Act consistently with the ethics of the global scientific community of which our profession is a part.
Create a healthful workplace ecosystem to support a healthy environment.
Recognize and uphold our obligation to provide pro bono service.

To Scientific Investigation…

We accept responsibility for conducting research according to the fundamental principles underlying our ethical beliefs in compliance with universal codes, governmental standards, and professional guidelines for the care and management of experimental subjects. We acknowledge our ethical obligations to the scientific community:
Conduct research that contributes knowledge that is valid and useful to our clients and society.
Use research methods that meet accepted scientific standards.
Use research resources appropriately.
Systematically review and justify research in progress to insure the most favorable benefit-to-risk ratio to research subjects.
Submit all proposals involving human subjects to an appropriate human subject review committee.
Secure appropriate institutional committee approval for the conduct of research involving animals.
Obtain informed consent from human subjects participating in research that is based on specification published in Title 21 Code of Federal Regulations Part 46.
Respect the confidentiality and privacy of data.
Seek opportunities to advance dental hygiene knowledge through research by providing financial, human, and technical resources whenever possible.
Report research results in a timely manner.
Report research findings completely and honestly, drawing only those conclusions thaT are supported by the data presented.
Report the names of investigators fairly and accurately.
Interpret the research and the research of others accurately and objectively, drawing conclusions that are supported by the data presented and seeking clarity when uncertain.
Critically evaluate research methods and results before applying new theory and technology in practice.
Be knowledgeable concerning currently accepted preventive and therapeutic methods, products, and technology and their application to our practice.

DENTAL HYGIENE OATH

In my practice as a dental hygienist, I affirm my personal and professional commitment to improve the oral health of the public, to advance the art and science of dental hygiene, and to promote high standards of quality care.

I pledge continually to improve my professional knowledge and skills, to render a full measure of service to each patient entrusted to my care, and to uphold the highest standards of professional competence and personal conduct in the interests of the dental hygiene profession and the public it serves.