Bylaws

Table of Contents

Preamble & Definitions  ARTICLE I  ARTICLE II  ARTICLE III  ARTICLE IV  ARTICLE V  ARTICLE VI  ARTICLE VII  ARTICLE VIII  ARTICLE IX  ARTICLE X  ARTICLE XI  ARTICLE XII  ARTICLE XIII  ARTICLE XIV  ARTICLE XV

ARTICLE XI - MEETINGS

11.1         MEETINGS

11.1-1 ANNUAL MEETING

There shall be an annual meeting of the medical staff. The Chief of Staff, or such other officers, department or decision heads, or committee chairs the Chief of Staff or Medical Executive Committee may designate, shall present reports on actions taken during the preceding year and on other matters of interest and importance to the members. Notice of this meeting shall be given to the members at least 30 days prior to the meeting.

11.1-2 REGULAR MEETINGS

Regular meetings of the members shall be held each quarter, except that the annual meeting shall constitute the regular meeting during the quarter in which it occurs. The date, place and time of the regular meetings shall be determined by the Medical Executive Committee, and adequate notice shall be given to the members.

11.1-3 AGENDA

The order of business at a meeting of the medical staff shall be determined by the Chief of Staff and Medical Executive Committee. The agenda shall include, insofar as feasible:

(a)               reading and acceptance of the minutes of the last regular and all special meetings held since the last regular meeting;

(b)               administrative reports from the Chief of Staff, departments, and committees, and the administrator;

(c)               election of officers when required by these bylaws;

(d)               reports by responsible officers, committees and departments on the overall results of patient care audits and other quality review, evaluation, and monitoring activities of the staff and on the fulfillment of other required staff functions;

(e)               old business, and

(f)                 new business.

11.1-4 SPECIAL MEETINGS

Special meetings of the medical staff may be called at any time by the chief of staff or the Medical Executive Committee, or shall be called upon the written request of 10% of the members of the active medical staff. The person calling or requesting the special meeting shall state the purpose of such meeting in writing. The meeting shall be scheduled by the Medical Executive Committee within 30 days after receipt of such request. No later than 10 days prior to the meeting, notice shall be mailed or delivered to the members of the staff, which includes the stated purpose of the meeting. No business shall be transacted at any special meeting except that stated in the notice calling the meeting.

11.2         COMMITTEE AND DEPARTMENT MEETINGS

11.2-1 REGULAR MEETINGS

Except as otherwise specified in these bylaws, the chairs of committees, departments and divisions may establish the times for the holding of regular meetings. The chairs shall make every reasonable effort to ensure the meeting dates are disseminated to the members with adequate notice.

11.2-2 SPECIAL MEETINGS

A special meeting of any medical staff committee, department or division may be called by the chair thereof, the Medical Executive Committee, or the Chief of Staff, and shall be called by written request of 25% of the current members, eligible to vote, but not less than five members.

11.3         QUORUM

11.3-1 STAFF MEETINGS 

The presence of 25% of the total members of the active staff at any regular or special meeting in person or through written ballot shall constitute a quorum for the purpose of amending these bylaws or the rules and regulations of the medical staff or for the election or removal of medical staff officers. The presence of 25% of such members shall constitute a quorum for all other actions.

11.3-2 DEPARTMENT AND COMMITTEE MEETINGS

A quorum of 50% of the voting members shall be required for Medical Executive meetings. For other committees, as long as at least two voting members are present, a quorum will exist.

11.4         MANNER OF ACTION

Except as otherwise specified, the actions of a majority of the members present and voting at a meeting at which a quorum is present shall be the action of the group. A meeting at which a quorum is initially present may continue to transact business notwithstanding the withdrawal of members, if any action taken is approved by at least a majority of the required quorum for such meeting, or such greater number as may be specifically required by these bylaws.  Committee action may be conducted by telephone conference, which shall be deemed to constitute a meeting for the matters discussed in that telephone conference. Valid action may be taken without a meeting by a committee if it is acknowledged by writing setting forth the action so taken which is signed by at least 50% of the members entitled to vote.

11.5         MINUTES

Except as otherwise specified herein, minutes of meetings shall be prepared and retained. They shall include, at a minimum, a record of the attendance of members and the vote taken on significant matters. A copy of the minutes shall be signed by the presiding officer of the meeting and forwarded to the Medical Executive Committee.

11.6         ATTENDANCE REQUIREMENTS

11.6-1 REGULAR ATTENDANCE

Except as stated below, each member of the Active and Provisional Staff shall regularly attend:

(a)               The Annual Medical Staff meeting;

(b)               Staff meetings duly convened pursuant to these bylaws; and

(c)               Meetings to which the member is assigned.

Each member of the Temporary, Consulting or Courtesy staff and members of the Provisional Staff who qualify under criteria applicable to Courtesy or Consulting members shall be required to attend such meetings as may be determined by the Medical Executive Committee. Temporary members of the medical staff under Section 6.1-3 are excluded from meetings requirements.

11.6-2 SPECIAL ATTENDANCE

At the discretion of the chair or presiding officer, when a member's practice or conduct is scheduled for discussion at a regular department, division, or committee meeting, the member may be requested to attend. If a suspended deviation from standard clinical practice is involved, the notice shall be given at least 7 days prior to the meeting and shall include the time and place of the meeting and a general indication of the issue involved. Failure of a member to appear at any meeting to which notice was given, unless excused by the medical Executive Committee upon a showing of good cause, shall be a basis for corrective action.

11.7         CONDUCT OF MEETINGS

Unless otherwise specified, meetings shall be conducted according to Sturgis Standard Code of Parliamentary procedure however; technical or non-substantive departures from such rules shall not invalidate action taken at such a meeting.

11.8         EXECUTIVE SESSION

Executive session is a meeting of a medical staff committee which only medical staff members selected by the chair and ratified by the voting members of the department, may attend, unless others are expressly requested by the committee to attend. Executive session may be called by the presiding officer at the request of any medical staff committee member, and shall be called by the presiding officer pursuant to a duly adopted motion. Executive session may be called to discuss peer review issues, personnel issues, or any other sensitive issues requiring confidentiality. Any individual who is the subject of the Executive Session may be excused. The Chairman of the Board, or his designee, the administrator, or his designee, shall not be excluded from any executive session dealing with peer review or quality assurance activities.