SAAHP Bylaws

SOUTHEASTERN ASSOCIATION OF ADVISORS FOR THE HEALTH PROFESSIONS BYLAWS 

SOUTHEASTERN ASSOCIATION OF ADVISORS FOR THE HEALTH PROFESSIONS BYLAWS

ARTICLE I

Name The name of this association shall be the Southeastern Association of Advisors for the Health Professions (“SAAHP”). SAAHP is affiliated with the National Association of Advisors for the Health Professions (“NAAHP”). NAAHP and SAAHP are independent organizations with unaffiliated governance.

ARTICLE II

Membership

SECTION 1 Membership. Membership is limited to individuals involved in the preparation of students for further study in a health-related profession. Membership may only be granted to an individual, not an institution.

SECTION 2. Membership Categories. Membership categories in SAAHP include Advisor Members, Community College Advisor Members, Emeritus Members, Affiliate Members, and other types of members as the Board of Directors may from time to time establish.


i. Advisor Member. An individual who advises in whole, or in part, for the health professions and is employed by an accredited college or university may become an Advisor Member of the association. An Advisor Member may not be serving in a position that determines policy and decisions related to admissions and or acceptance to a graduate health professional program.


ii. Community College Advisor Member. An individual who advises in whole, or in part, for the health professions and is employed by an accredited two-year college may become a Community College Advisor Member of the association.


iii. Emeritus Member. An individual who has retired from health professions advising and who has been an Advisor Member, or Community College Advisor for at least five years before retirement may become an Emeritus Member. An emeritus member who returns to advising for a college or university is no longer eligible for emeritus status and will return to advisor member status. Members who begin advising either independently or with a company or business that is “for profit” are not eligible for emeritus status.


iv. Affiliate Member. An affiliate member is an educator/advisor at a high school or an employee of a government agency who does not work for a degree-granting institution or an individual who works for a non-profit organization related to health professions careers.

SECTION 3. Annual Business Meeting. An annual business meeting of the membership shall be held once a year, traditionally during the biennial meeting of the Association or, during alternate years, during the NAAHP conference. Members shall be given at least 30-days notice of this meeting.

SECTION 4. Special Meetings. Special meetings of the membership may be called by a majority of the Board of Directors. Notice of any special meeting of the membership shall be given at least ten business days previously thereto by written notice delivered personally or sent by mail or email to each member at his or her address as shown by the records of the association.

SECTION 5. Quorum/Voting. All members in good standing with active dues payment have voting
rights. There shall be no proxy voting or telephonic/virtual attendance unless approved by a special
resolution of the Board of Directors. A minimum of one-third of the eligible membership at the time of
the meeting constitutes a quorum. Membership decisions will be determined by a majority of those
present and eligible to vote.


SECTION 6. Termination of Membership. The membership and participation of any member may
be suspended or terminated as prescribed by the Board of Directors.


SECTION 7. Resignation. Resignation from the Association shall not relieve the member so
resigning of any outstanding obligations to the Association.


ARTICLE III

Dues & Finances


SECTION 1. Dues.
Dues payment amounts and related procedures shall be outlined in the SAAHP Policy Manual.


SECTION 2. Budget.

i. Fiscal year. The association shall use the fiscal year of July 1 through June 30 for filing
annual tax forms.


ii. Budget Approval. The annual budget shall be subject to approval by the Board of
Directors no later than May 15, prior to the annual meeting.


iii. Audit. An audit of the Association books and accounts by a committee of two appointed
by the President shall be completed and presented to the Board of Directors at the
annual meeting. When deemed appropriate the President or Executive Committee may
employ an independent professional auditing firm.


SECTION 3. Financial Policies.

Financial policies, including but not limited to Gifts and Sponsorship Acceptance Policy, Travel
Reimbursement Policy, Travel Grant Policy, and Operating Reserve Policy, shall be outlined in the
SAAHP Policy Manual.


ARTICLE IV

Board of Directors


SECTION 1. General Powers. The affairs of the association shall be managed by or under the
direction of the Board of Directors.


SECTION 2. Membership. The Board of Directors is comprised of the President, Vice President,
Immediate Past President, Secretary, Treasurer, Assistant Treasurer, Historian/Webmaster*,
Parliamentarian*, NAAHP Representative, and six Members-at-Large. Positions indicated with a (*)
are appointed by the Executive Committee. In accordance with NAAHP By-Laws, two
representatives shall serve as directors of NAAHP. One representative is the SAAHP President. The
second representative is elected by the membership to serve a two-year term.

SECTION 3. Term Limits. With the exception of Officers and the NAAHP representative, all
directors shall be elected or appointed to serve a three-year term. Director terms shall be staggered
so that approximately half the number of directors will end their term in any given year. Directors
may be elected or appointed to serve additional terms in succession. Directors, including Officers,
are limited to a maximum of twelve years of continuous Board service. Directors may only be elected
or appointed to the same position they currently serve a maximum of one additional time.

SECTION 4. Qualifications. In order to be eligible to serve as a director, the individual must be a
member of the association for a minimum of two years prior to a term limit start.

SECTION 5. Elections. The Board of Directors will be elected by the membership at the annual
meeting via a slate provided by the Nominating Committee.


I. The Nominating Committee shall solicit nominations from the membership and accept
nominations for pending vacancies prior to the annual meeting.


II. The Nominating Committee will submit one or more nominations for each pending vacancy
and successive positions to the SAAHP membership at its annual meeting. Nominations for
non-successive positions may be made from the floor. The secretary must certify whether
the nominee is eligible for election to the office.


III. A printed or electronic ballot containing all nominees shall be made available to the votingeligible
members in attendance at the annual meeting.


SECTION 6. Vacancies. Any vacancy occurring in the Board of Directors shall be filled by the
Executive Committee. A director elected to fill a vacancy shall be elected for the unexpired term of
his or her predecessor in office.


SECTION 7. Voting Rights. All Board of Directors, except those appointed by the Executive
Committee, have full voting rights during Board of Director Meetings.


SECTION 8. Regular Meetings. Regular meetings of the Board of Directors shall be held annually
as outlined by the executive committee, but not less than four meetings a year. For those years in
which a biennial meeting of Association members takes place, a Board of Directors meeting shall
take place during the conference, without other notice than this bylaw at the same place as the
biennial meeting of Association members. Board members shall be given at least 30-days notice of
all meetings outside of the meeting held during the biennial conference. The Board of Directors may
provide by resolution the time and place for the holding of additional regular meetings of directors
without other notice than such resolution.

SECTION 9. Special Meetings. Special meetings of the Board of Directors may be called by or at
the request of the President or any two directors. Notice of any special meeting of the Board of
Directors shall be given at least five business days previously thereto by written notice delivered
personally or sent by mail or email to each director at his or her address as shown by the records of
the association. No special meeting of directors may remove a Director unless written notice of the
proposed removal is delivered to all Directors at least twenty (20) days prior to the meeting.

SECTION 10. Quorum/Voting. Two-thirds of the voting members of the Board of Directors
represented either in person or by telephonic or electronic means shall constitute a quorum. If a
quorum is not present at a meeting of directors, a majority of the Board of Directors present may
adjourn the meeting to another time without further notice. Decisions shall be by vote of a majority of
those Board of Directors present and eligible to vote.

SECTION 11. Telephonic and Virtual Conference Meetings. Directors may participate in an
action at any meeting through the use of conference telephones or other electronic communication
equipment by means of which all persons participating in the meeting are able to communicate with
each other. Participation in such a meeting shall constitute attendance and presence in person.

SECTION 12. Compensation. Directors and officers shall not receive compensation for their
services as directors or officers, unless otherwise approved by resolution of the Executive
Committee.

SECTION 13. Removal. Directors may be removed with or without cause by a vote of 2/3 of the
Board of Directors. The Executive Committee is empowered to excuse directors immediately in
cases of financial impropriety related to the association, incapacitation, or absences from meetings
in excess of three Board meetings in a twelve-month period.

SECTION 14. Conflict of Interest. A conflict of interest may exist where a Director is directly or
indirectly a party to a transaction, if the other party to the transaction is an entity in which the Director
has material financial interest or of which the Director is an officer, director or general partner.
Where a possible conflict of interest exists relative to any matter presented to the Board of Directors
for consideration, the Director thereby affected shall ensure that the material facts of the transaction
are known or disclosed to the Directors, committee members or members who authorize, approve or
ratify the transaction.


ARTICLE V

Officers


SECTION 1. Officers. The officers of the association shall be the President, Vice President,
Immediate Past President, Secretary, Treasurer, Assistant Treasurer, and Historian. The Board of
Directors may elect or appoint such other officers as it shall deem desirable, such officers to have
the authority and perform the duties prescribed, from time to time, by the Board of Directors.

SECTION 2. Term of Office. The offices of Vice President, President, and Immediate Past
President are successive. The Treasurer, Secretary, and Historian will preside for a minimum twoyear
term. The Executive Committee may elect to extend the Treasurer, Historian, and Secretary's
term to a maximum of a four-year consecutive term. The term of the Assistant Treasurer is
successive to the Treasurer.

SECTION 3. Election. All officers are elected by the membership as outlined in Article IV.

SECTION 4. Vacancies. In the event of a vacancy in the office of President, the Vice President shall
succeed to the office of President for the unexpired term. If a vacancy occurs in the office of vice
President, Secretary, Treasurer, or Historian, the remaining Executive Committee members shall fill
such vacancy for the unexpired term. A vacancy may be due to death, resignation, removal,
disqualification or otherwise.

SECTION 5. President. The President shall be the principal executive officer of the Association and
shall, in general, supervise and control all the business and affairs of the Association. The President
shall preside at all meetings of the Executive Committee. The President shall make such reports,
recommendations, and suggestions to the Executive Committee as in his/her judgment will be for the
benefit of the business of the Association. Any deeds, mortgage, contracts, or other instruments
which the signing and execution thereof shall be expressly delegated by the Executive Committee,
shall be signed by the President unless the Executive Committee expressly assigns to some other
officers or agents of the association, or are required by law to be otherwise signed or executed. In
general, the President shall perform all duties incident to the office of President and such other
duties as may be prescribed by the Executive Committee from time to time. In accordance to
NAAHP By-Laws, the President shall serve as a director of NAAHP. In the event that the President
is unable to serve as a representative to NAAHP, the Vice-President or Immediate Past President
will be selected to serve.

SECTION 6. Vice President. In the absence of the President, or in the event of the President's
inability or refusal to act, the Vice President shall perform the duties of the President. When so
acting the Vice President shall have all the powers of and by subject to all the restrictions on the
President. The Vice President shall perform such other duties as from time to time may be assigned
to him or her by the President and by the Executive Committee.

SECTION 7. Treasurer. The treasurer shall have charge and custody of and be responsible for all
funds and securities of the Association and perform all duties incident to the office of Treasurer and
such other duties as may be assigned to him or her by the President and by the Executive
Committee.

SECTION 8. Secretary. The secretary shall take the minutes of the meetings of the Executive
Council and of the annual meetings, be custodian of the Corporate Seal and the records of the
Association, and in general, perform all duties incident to the office of secretary and other duties as
may be assigned to him or her by the President and by the Executive Committee.

SECTION 9. Assistant Treasurer. The assistant treasurer performs any of the functions of the
Treasurer under the supervision of the Treasurer. If required by the Board of Directors, the Assistant
Treasurers shall give bonds for the faithful discharge of their duties in such sums and with such
sureties as the Board of Directors shall determine.

SECTION 10. Immediate Past President. The duties of the Immediate Past President are to serve
in place of the President at the request of the President or Vice President or in the absence of both
and to perform any duties requested by the President. The immediate past president also leads the
nominating committee and oversees the yearly elections process.

SECTION 11. Historian. The historian shall be responsible for maintaining the association website
including updates for information as well as for biennial meetings. In the role of historian, they shall
serve as an archival resource to compliment, but not duplicate, the duties of the Secretary and, in
general, perform duties incident to the office of Historian and other duties which may be assigned by
the President and by the Executive Committee.

ARTICLE VI

Committees


SECTION 1. Committee Appointment and Discharge. The President or the Board of Directors, by
resolution adopted by a majority of the directors in office, may create one or more ad hoc or standing
committees, and appoint directors or non-directors to serve on those committees. Each committee
shall have two or more directors, a majority of its membership shall be directors, and all committee
members shall serve at the pleasure of the Board. Committee members are limited to a maximum of
six years of continuous committee service, unless dictated by their role on the Board of Directors.
Committee Chairs are limited to a maximum of two years of service in a Chair position, unless
otherwise stated in these bylaws or granted an exception by the Executive Committee.

SECTION 2. Standing Committees

I. Executive Committee. The Executive Committee shall consist of the President, Immediate
Past President, Vice President, Secretary, and Treasurer. The Assistant Treasurer and
Parliamentarian shall be ex-officio members of the Executive Committee. The Executive
Committee shall exercise all the duties and responsibilities of the Board of Directors between
meetings of the Board of Directors. This committee is also responsible for ensuring board
effectiveness and maximum participation and performance; to ensure board policies are
being observed; to maintain board governing documents, including but not limited to policy
and procedure manuals, by-laws, and performance review documents; to implement board
development and growth opportunities throughout the year; and other duties pertinent to the
success of the association.

II. Nominating Committee. The Nominating Committee shall consist of the President, Vice
President, and Immediate Past President. The Immediate Past President will serve as Chair.
The Nominating Committee will develop a roster of officer nominees for the Board of
Directors’ consideration and submission as a slate to the membership. This roster will be
available one month prior to the elections of officers.

III. Finance Committee. The Finance Committee shall consist of the President, Vice President,
Treasurer, and Assistant Treasurer. The Finance Committee will be chaired by the
Treasurer. The Finance Committee shall recommend a budget for the association. The
Finance Committee will prepare a fiscal year audit to be presented to the membership at the
annual meeting.

IV. Committee on Diversity, Equity, Inclusion, and Justice. The committee on Diversity,
Equity, Inclusion, and Justice shall work to 1) enhance competency/awareness of SAAHP
members through educational and/or professional development experiences by building
collaborative partnerships with other CDEIJ communities and organizations, 2) ensure
adequate content at NAAHP and SAAHP meetings in the areas of diversity, equity, inclusion
and justice by including committee members to be on the regional program planning
committee and collaborating with other SAAHP committees, 3) encourage inclusive
membership in SAAHP and its leadership of advisors from institutions with large populations
of underrepresented populations such as HBCU, community colleges, and other minority
serving institutions, and 4) create a climate for diversity, inclusion and excellence to attain
the best health professions advising service to our respective institutions, colleagues and
students by promoting equitable treatment and elimination of bias and social disparities
within SAAHP and its stakeholders. Membership should include four or more members and
may be nominated by the co-chairs and confirmed by the SAAHP Executive Council. The
SAAHP Executive Council will appoint co-chairs. Appointments will be made on alternative
terms of no more than two years to ensure continuity of the committee.

V. Conference Planning Committee. The SAAHP Conference Planning Committee is charged
with planning, developing, coordinating and helping to implement the biennial SAAHP
meeting. The meeting must have a program that involves a wide variety of health professions
careers of interest to the SAAHP members. Membership consists of four or more from the
SAAHP membership, representing a diverse geographical distribution representative of
SAAHP. Membership will be solicited by the Chair and confirmed by the SAAHP Executive
Council. Term of membership is for the two years leading up to the meeting. The Vice-
President will consecutively serve as the chair of the Conference Planning Committee
throughout their term as Vice-President. The SAAHP President, Vice President, and
Immediate Past President will solicit a CPC co-chair, to be approved by the SAAHP
Executive Council.

VI. Virtual Engagement Committee. The SAAHP Virtual Engagement Committee is charged
with creating and providing virtual opportunities for education on Pre-Health topics and
engagement for SAAHP members. Membership consists of four or more from the SAAHP
membership, representing a diverse geographical distribution representative of SAAHP.
Membership will be confirmed by the SAAHP Executive Council. The chair or co-chairs will
be appointed by the SAAHP Executive Council for a term of no more than two years to
ensure continuity of the committee.


Article VII

Policy Matters:


SECTION 1. Amendments to the Bylaws. Amendments to the Bylaws may be made by a majority
vote of the voting members of SAAHP.


SECTION 2. General Prohibitions. Notwithstanding any provision of the Constitution or Bylaws
which might be susceptible to a contrary construction:


I. The Association shall be organized exclusively for scientific, advisory, and educational
purpose;


II. The Association shall be operated exclusively for scientific, advisory, and educational
purposes;


III. No part of the net earnings of the Association shall or may under any circumstances inure to
the benefit of any private shareholder or individual;

IV. No substantial part of the activities of the Association shall consist of carrying on
propaganda, or otherwise attempting to influence legislation;

V. The Association shall not participate in, or intervene in (including the publishing or
distribution of statements), any political campaign on behalf of any candidate for public office;

VI. The Association shall not be organized or operated for profit;

VII. The Association shall not:


a. Lend any part of its income or corpus, without the receipt of adequate security and
reasonable rate of interest to;


b. Pay any compensation, in excess of a reasonable allowance for salaries or other
compensation for personal services actually rendered to;

c. Make any part of its services available on a preferential basis to;

d. Make any purchase or securities or other property for more than adequate
consideration in money or money's worth from;

e. Sell any securities or other property for less than adequate consideration in money or
money's worth to; or

f. Engage in any other transactions which result in substantial diversions of its income
or corpus to; any officer, member of the Executive Council, or substantial contributor
to the Association.


The prohibitions contained in Section VII do not mean to imply that the Association may make such
loans, payments, sales, or purchases to anyone else, unless such authority be given or implies by
other provisions of the Constitution or Bylaws.


SECTION 3. Distribution on Dissolution. Upon the dissolution of the Association, the Board of
Directors shall, after paying or making provision for the payment of all the liabilities of the
corporation, dispose of all the assets of the corporation exclusively for the purposes of the
corporation, in such manner, or to such organization or organizations organized and operated
exclusively for such purposes as shall at the time qualify as an exempt organization or organizations
under Section 501 © (3) of the Internal Revenue Code of 1954, or the corresponding provision of
any future United States Internal Revenue Law, as the Board of Directors shall determine. Any of
said assets not so disposed of shall be disposed of by the Circuit Court of the County in which the
principal office of the corporation is then located, exclusively for such purposes, or to an organization
or organizations, as said court shall determine, which are organized and operated exclusively for
such purposes.


Revised May 2025; Revised June 2024; Revised June 2022