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 KENTUCKY DENTAL LABORATORY
ASSOCIATION
CONSTITUTION
AND BY-LAWS
CONSTITUTION
ARTICLE I – NAME
This organization shall be called the Kentucky
Dental Laboratory Association and shall be a non-profit organization.
ARTICLE II – PURPOSES
The purposes of this Association shall be: to
establish cooperation among its members; to uphold the dignity, honor,
and efficiency of commercial dental laboratory owners, operators, and
others engaged in the practice of dental technology; to advance their
standards of service through the profession of dentistry. It is
proposed to accomplish this in the ways hereinafter set forth:
(A)
By promoting the economic
values
and social interests of dental laboratory owners, operators, and
technicians, by promoting high standards of integrity, honor, and
courtesy in their relations among each other and with the members of the
dental profession and all allied branches of dentistry and dental
technology by disseminating technical knowledge and information among
its members and rendering aid in the development of their art and
craftsmanship, and by assisting its members in the solution of their
business and technical problems.
(B)
By encouraging strict adherence and compliance with all laws
relating to dentistry and dental technology and assisting in the
adoption of new laws whenever they appear necessary to promote the best
interests of the public health and welfare.
(C)
By assisting its members in the interpretation of and compliance
with all governmental degrees, orders, rules, and regulations applicable
to the field of dental technology.
(D)
By establishing a common meeting ground for commercial dental
laboratory owners, operators, technicians, and others actively engaged
in dental prosthetic art, technology, and science.
(E)
By being a component of the National Association of Dental
Laboratories and subscribing to its principles and ethics, standards,
and education.
ARTICLE III – MEMBERSHIP
(A)
This shall be an organization of commercial dental laboratories
engaged in the ethical practice of dental technology, but may provide in
the By-Laws for inclusion of additional membership classifications.
(B)
Rules of eligibility, application requirements, and membership
obligations shall be set forth in the By-Laws.
(C)
Only members in good standing as defined in the By-Laws shall be
entitled to vote, to hold office, or otherwise to enjoy the privileges
of the Association.
ARTICLE IV – OFFICERS
(A)
Elective officers of this Association shall be the President,
President-Elect, Vice President, Secretary, and Treasurer. They shall
be elected according to procedures as set forth in the By-Laws.
(B)
Non-Elective positions shall include, but not be limited to an
Executive Secretary and/or Communication Director which may be selected
by the Executive Committee and approved by the membership.
ARTICLE V – MEETINGS
(A)
This Association, through procedures provided in the By-Laws,
shall hold at least two (2) regular membership meetings each year.
(B)
Special meetings of the membership and/or the Executive Committee
may be called. Due to widespread membership throughout the state,
meetings using modern electronics media may also be called. All
meetings will be conducted in accordance with procedures as set forth in
the by-laws.
ARTICLE VI – AMENDMENTS
(A)
The Constitution and/or By-Laws may be amended, altered,
suspended, or annulled by a two-thirds (2/3) vote of the membership
voting at any membership meeting, provided that such proposed changes
shall have been submitted in writing to the membership not less than
thirty (30) days prior to the
next membership meeting at which time such proposed changes shall be
discussed and acted upon. Any proposed changes adopted shall become
effective immediately.
BY-LAWS
ARTICLE I – OFFICERS AND THEIR DUTIES
Section 1. Elected
Officers
(A)
PRESIDENT
The President shall be the
chief executive officer of the Association. The President shall preside
at all meetings of the Association members and the Executive Board,
shall perform such duties as usually appertain to the office, shall be
an ex-officio member of all committees, and shall make all appointments,
including vacancies, not otherwise herein provided for.
The President shall serve for a term of
one (1) year or until a successor is qualified.
(B)
PRESIDENT-ELECT
The President-Elect shall
aid the President and shall prepare for his/her automatic tenure of
office following the completion of the presiding President’s term. The
President-Elect shall preside over meetings in the absence of the
President or at his/her request. The President-Elect shall be an
ex-officio member of all committees, shall succeed to the office of
President in case of vacancy and fill the unexpired term of the
President. This shall not affect his/her regular elected term as
successor to the President.
(C)
VICE PRESIDENT
The Vice President shall
preside in the absence of or at the request of, the President and/or
President-Elect. The Vice President does not automatically succeed to
the office of President-Elect except in the event that the office of the
President-Elect should be vacated prior to the completion of the regular
elected term of the President-Elect. The Vice President shall be an
ex-officio of all committees, and shall act as the official
Parliamentarian of the Association.
(D)
SECRETARY
( Executive
Secretary/Executive Director)
The Secretary,
who also may be known as the Executive
Secretary or the Executive Director, shall be responsible for the
keeping of a record of the minutes of the meetings of the Association
and the meetings of the Executive Board. The Secretary shall, also
assist in the keeping of books, records, and other component
information. The Secretary shall also assist in the maintenance of a
record of the membership and notify them regarding meetings, and in
general carry out the duties which appertain to the office by custom.
The Secretary shall have charge of all properties of the Association,
other than the Treasurer’s bank account, holding same subject to the
orders of the Association.
(E)
TREASURER
The Treasurer shall take
charge of all monies of the Association and keep an accurate account of
the same, depositing them in a depository designed by the Executive
Board. He/she shall pay bills approved by the Executive Board and
present a report of income and expenditures at the regular membership
meetings. All payments made by checks must include two (2) officer’s
signatures. The Treasurer shall keep a record of the payments of dues
and assessments, and shall mail statements to the membership for monies
owed to the Association. He/she shall furnish the Secretary with names
of members whose dues or assessments are sixty (60) days past due. The
Treasurer shall be required to furnish bond in the sum of $1,000, the
bond premium to be paid by the Association. In general, the Treasurer
shall carry out the duties which appertain to the office by custom.
He/she shall see that all persons attending meetings are members in good
standing or invited guests.
Section 2.
Non-Elected Personnel
(F)
EXECUTIVE
SECRETARY/EXECUTIVE DIRECTOR
The Executive Secretary/ Executive
Director position if not filled by the elected secretary is usually a
salaried appointed person to work as a general manager of an
organization under the direction of the executive officers.
(G)
COMMUNICATION DIRECTOR
The Communication Director is
responsible for ensuring that all communications from the association
are in compliance with KDLA’s standards. The Communications Director
communicates regularly with all communication resources and supports
KDLA by overseeing the production and operation of the association’s
major communications vehicles; production and release of newsletters,
Web site management, press releases, public service announcements and
membership.
ARTICLE II – ELECTION OF OFFICERS
(A)
The election of officers shall be held at the Fall membership
meeting every year as a regular part of business at that meeting. All
officers shall be installed at the Fall meeting at which they are
elected and shall assume the duties of their respective offices
immediately with the exception of the Treasurer who shall take office
January 1st of the following year.
(B)
All elective officers shall hold office for a period of
one (1) year.
At the end of one year, all elective
officers will have the option of serving a second (2nd) year
with approval by the board. All terms are limited to two (2) years or
until their successors are elected.
(C)
Not less than six (6) months prior to the election meeting, the
President shall appoint a Nominating Committee of not less than three
(3) members who shall nominate one (1) or more candidates for the
offices to be voted upon by the membership. Their nominations shall be
prepared in writing and shall be filed with the Secretary in sufficient
time to permit the Secretary to mail to all members a copy of the
Nominating Committee’s report at least thirty (30) days prior to the
election meeting. At such meeting the report of the Nominating
Committee will again be presented to the membership, after which the
membership body shall have the opportunity to present additional
nominations from the floor.
(D)
The right of the members to nominate persons for any office from
the floor at the time of the election meeting shall be, and hereby are,
clearly preserved to them if submitted in writing to the Nominating
Committee prior to the election.
(E)
Where more than one (1) nomination is made for any office, voting
shall be by written ballot. Election shall be by a majority vote of the
members present. In case of a tie, the decision shall be by lot.
ARTICLE III – MEMBERSHIP
(A)
ELIGIBILITY
1.
Any ethical commercial dental laboratory
registered with the Kentucky Board of
Dentistry, doing business in the Commonwealth of Kentucky shall
be eligible to apply for membership.
2.
Any termination of a membership or reorganization of a
corporation must be reported to the Executive Committee within thirty
(30) days. On the discretion of this Committee the status of the
membership will be decided. It shall be possible for this Committee to
demand a new application from the affected laboratory.
3.
Any member holding share in more than one dental laboratory
cannot cast more than one vote at any regular or special meeting, and
must designate that laboratory which he or she represents.
(B)
METHOD OF PROCEDURE
All applicants for
membership shall make application on a written form prepared by the
Association. All applications shall be submitted to the Membership
Committee for investigation, and the committee shall report their
findings and recommendations to the Executive Board within thirty (30)
days. The Board shall then accept or reject the application. Each
membership application must be accompanied by a check for the required
dues.
(C) MEMBERSHIP DEFINITION
The membership of the
Association shall be divided into the following classes:
1.
GOLD MEMBER (Owner Level)
Any commercial dental laboratory located in the Commonwealth of Kentucky
and operated by a person, firm or corporation shall be eligible to apply
for Gold Membership. Membership shall be in the name of the
laboratory and such member shall be entitled to one (1) vote. Gold
Members shall be accorded the privilege of voting on all affairs of the
Association, and shall be entitled the privilege of holding any office.
2.
PLATINUM MEMBERS (Associate
Level) Any individual associate member, certified by the
National Board of Certification, who resides or works in the
Commonwealth of Kentucky and who is not otherwise eligible for Gold
Membership by lack of laboratory ownership, shall be eligible to apply
for a Platinum Membership. Such members will have the privilege of
voting on all matters that do not pertain to the ownership of a
commercial laboratory or pertain to any matters dealing with the
National Association of Dental Laboratories. All matters on a Platinum
level will be in this voting range. They may not hold office of
President, President-Elect or Vice President, but may nominate Gold
Members and vote for said members to these offices. They may hold
office of Secretary, Treasurer, or other Non-Elective Positions. They
may also chair or be members of any working committee if so appointed by
the President.
3.
SILVER MEMBERS (Apprentice
Level) Any individual engaged in the practice of or study of
dental technology, but who is not eligible for Gold or Platinum
Membership either by lack of laboratory ownership or certification by
the National Board of Certification, shall be eligible to apply for
Silver Membership. Silver Members shall be accorded the privilege of
voting except on those matters pertaining specifically to corporate
business or to those matters pertaining exclusively to the interests of
the Gold Membership. Such members shall be accorded the privilege of
serving on committees. However, such members shall not be permitted to
hold office nor to chair committees.
4.
BRONZE MEMBERS (Industrial
Level) Any individual, firm, corporation, connected with the
commercial dental laboratory industry or having the interests of the
said industry in mind and at hand, and not otherwise eligible for
membership, shall be eligible to apply for Bronze Membership. Such
individuals, firms, or corporations eligible for this classification
shall include manufacturers or their representatives, supply dealers and
their representatives, out of state commercial dental laboratories who
are members in good standing with its state component association, out
of state ethical dental technicians, and such other, who by decision of
the Executive Board, shall be approved for Bronze Membership. Such
members shall be accorded the privilege of serving on committees.
However, such members shall not be entitled to vote, shall not be
permitted to hold office, nor a chair committee.
5.
HONORARY MEMBERS. Any person who has made an outstanding
contribution to dental technology and/or to the Association, or any
person who immediately prior to his retirement from the industry, has
been a member in good standing of the Association for at least ten (10)
consecutive years, may be granted Honorary Membership upon
recommendation by the Executive Board and a majority vote of the
membership at any regular meeting.
ARTICLE IV – EXPULSION OF MEMBERS
(A)
Any member found guilty of violating the dental laws of the
Commonwealth of Kentucky or any other State shall be expelled
forthwith.
(B)
Non-payment of dues or assessments, after due notice from the
Treasurer, shall be cause for expulsion at the discretion of the
Executive Board.
(C)
Any member of this Association may be expelled for violation of
the Code of Ethics, and other misconduct by a vote of two-thirds (2/3)
of the members of the Executive Board present at any regular Board
meeting or at a meeting called for such purpose. Due notice of intent
to remove shall be given to such member in writing at least thirty (30)
days prior to said meeting and such member shall be accorded the
privilege of appearing in person before the Executive Board and with
representation of his/her own choosing to present their defense.
(D)
Any expelled member may apply for readmission to the membership
upon such terms and conditions as determined by the Executive Board.
ARTICLE V – MEETINGS
(A)
There shall be no less than two (2) regular membership meetings
each year, at such times and places as shall be determined by the
Executive Board unless the membership by a majority vote shall designate
such time and place of meeting.
(B)
One regular membership meeting shall be held in the Spring,
another meeting shall be held in the Fall.
(C)
Special membership meetings may be called by the President, by a
majority of the Executive Board, or by written petition signed by not
less than ten (10) members in good standing.
These meetings could be either physical
meetings or modern electronic media meetings.
(D)
The Executive Board shall meet as many times as they deem
necessary. Such meetings may be called by the President or a majority
of the Board.
(E)
Robert’s Rule of Order Revised shall govern the conduct of
business and all parliamentary questions and procedures not otherwise
provided for in the Constitution and By-Laws.
ARTICLE VI – VOTING
(A)
Each
Gold Member
laboratory is entitled to one (1) vote. The vote may be cast by an
executive or designated person connected with the laboratory, or by
proxy executed in writing and verified by the Secretary prior to any
official business meeting.
(B)
Each
Platinum and Silver Member
shall be entitled to one (1) vote subject to such voting restrictions as
herein set forth in the By-Laws. Vote may be cast in person or by proxy
executed in writing and verified by the Secretary prior to any official
business meeting.
(C)
All members who are delinquent for non-payment of dues or
assessments shall not be eligible to vote.
(D)
Fifteen percent (15%) of voting membership in good standing shall
constitute a quorum at any regular or special membership meeting.
(E)
Whenever, in the judgement of the Executive Board, any question
shall arise which it believes should be put to a vote of the membership,
and where it deems it inexpedient to call a meeting for such purpose,
the Board may submit such a matter to the membership in writing by mail
for decision and vote, and the question thus presented shall be
determined according to a majority of the votes received by mail within
the specified time of at least two (2) weeks.
(F)
Whenever, in the judgement of the Executive Board, any question
should arise at a meeting that said Board feels pertains to
Gold Members only or a question
arises from the floor at such meeting as to the direction of voting, the
Executive Board may call a conference and make a ruling by a majority
vote. This ruling will be final and the meeting will continue.
ARTICLE VII – DUES AND ASSESSMENTS
(A)
Each member, with the exception of Honorary Members, shall pay
annual dues in such amounts as are recommended by the Executive Board
and supported by a majority vote of members present at any membership
meeting.
(B)
Dues shall be payable by January 1st annually.
(C)
Any member whose dues from the method of payment he/she selects,
are
thirty (30) days or more
past due shall be considered delinquent and notified by the Treasurer.
If
sixty (60) or more days past
due, the member shall be suspended at the discretion of the Executive
Board.
(D)
A statement of the amount of annual dues to be paid shall be
forwarded to each member within the last thirty (30) days just prior to
January 1st upon which date dues become payable.
(E)
Special assessments not to exceed fifty percent (50%) of the
annual Association dues may be levied on the membership upon
recommendation of the Executive Board, providing notice of such
assessment is submitted in advance to the membership and supported by a
majority vote of the members present at the membership meeting.
(F)
Any member expelled from the Association for non-payment of dues
or assessments shall be eligible for readmission to membership under the
terms and conditions set forth by the Executive Board.
ARTICLE VIII – COMMITTEES
(A)
Standing committees are the permanent committees of the
Association and shall be appointed by the President. The Standing
Committees of the Association shall be:
1.
EXECTIVE COMMITTEE
The Executive Committee
consisting of the Current Officers, two immediate Past Presidents and
Committee Chairs.
2.
MEMBERSHIP COMMITTEE. The Membership Committee shall
devise ways and means of encouraging new members and maintaining old
members in good standing. It shall promote ways and means to increase
membership in the Association. It shall investigate the eligibility of
all applicants for membership and report their findings and
recommendations to the Executive Board which shall be the final judge as
to membership acceptance.
3.
FINANCE COMMITTEE. The Finance Committee shall consist of
at least three (3) members. The Treasurer of the Association shall be
chairman of this committee and one of the members shall be the
President. Its duty shall be to prepare budget proposals for the
Executive Board’s consideration and to promote the financial welfare of
the Association.
4.
CONSTITUTION AND BY-LAWS COMMITTEE. This committee shall
consist of at least three (3) members to keep up to date on all matters
affecting the Association Constitution and By-Laws and make all
necessary recommendations for changes as the need arises.
5.
EDUCATION COMMITTEE. This committee shall arrange for and
conduct educational meetings, clinics, and courses, and all other forms
of educational and informational activity to increase the knowledge and
development of the art, craftsmanship, and business activity of the
Association members.
6.
LEGISLATIVE COMMITTEE. This committee shall study and
follow legislative action that can possibly have an affect upon the
dental laboratory industry and/or dental technology in any measure. It
shall also, when deemed advisable, make recommendations to the
Association on actions that could, or should, be taken on legislative
related matters.
7.
PROGRAM COMMITTEE. The Program Committee will investigate
future sites to include sleeping and eating accommodations for the
annual meetings, to research and organize both clinical activities and
social functions for the annual meetings. Future site suggestions will
be presented to the membership no less than one (1) year prior to that
particular meeting for membership vote.
a.
If for some reason an alternate must be selected and a membership
vote is not practical due to time, the Executive Board may review the
selection.
Revised April, 2009
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