Article I.
NAME

The name of this association will be the Northeast Chapter of the Syrian American Medical Society, Inc. For the purpose of these bylaws, it shall hereinafter be referred to as “N.E. SAMS.” N.E. SAMS is organized as a Chapter of the Syrian American Medical Society, Inc. (hereinafter “SAMS” or the “Association”).

Article II.
OBJECTIVES

N.E. SAMS will be operated as a nonprofit, charitable and educational organization.

The objectives of N.E. SAMS will be:
A. To be an educational organization, committed to the highest professional and scientific standards, and dedicated to the collection, interpretation, and dissemination of scientific information concerning all aspects of medicine.
B. To promote professional relationships and participate actively with medical societies and with other official and non-governmental organizations interested in the purposes of the Society in the USA, Syria and other countries.
C. To encourage and support professional and technical education and all aspects of research in the medical fields.
D. To promote general health and prevent disease through high quality health education, research, advocacy and patient care.
E. To provide charitable medical services to needy communities in the USA, Syria and other areas in the world.
F. To assist financially and medically other medical relief and charitable organizations.

In furtherance of the purposes described above, but not in limitation thereof, N.E. SAMS shall have power to conduct studies; to disseminate statistics and other information; to engage in appropriate fundraising activities; to conduct promotional activities, including advertising and publicity, in or by any suitable manner of media; to hold such property as is necessary to accomplish its purposes; and to employ individuals to further its purposes under Article II. N.E. SAMS is organized and operated for the above stated purposes, and for other nonprofit purposes. No part of its assets, income, or profits shall be distributable to, or inure to the benefit of, any individual, except in consideration of services rendered.

Article III.
MEMBERSHIP

1. Membership will be open to any health professional of Syrian descent willing to support the objectives of SAMS.
2. Members of N.E. SAMS will be also become members of SAMS.
3. All N.E. SAMS members may vote in N.E. SAMS matters, as long as their dues are paid up to date.

Article IV.
OFFICERS AND BOARD

1. The Officers of N.E. SAMS will be a President, Vice President, Secretary and Treasurer.
2. The Board of Trustees of N.E. SAMS shall consist of seven members, including the President, Vice President, Secretary, Treasurer and three members at large.
3. The initial Officers and the three members at large shall be elected by the initial Trustees of the Corporation.
4. Thereafter, every two years, beginning at the second election in 2009, the existing Board shall elect from its active members, a President, a Vice President, a Secretary, a Treasurer and such other Officers as N.E. SAMS may determine.
5. Every two years, beginning at the second election in 2009, the existing Board shall increase by one in number to include the outgoing president as a permanent member at large. Thereafter, each outgoing president shall be appointed to the Board as a permanent member at large.
6. Every two years, beginning at the second election in 2009, the members will elect the three additional Trustees of the Board as members at large. The candidates for the Board must be nominated by at least ten percent of the members two weeks in advance of the election in order to qualify for election to the Board.
7. The duties of Officers are specified in the bylaws of SAMS and hereunder.
8. President. The duties of the President shall include carrying out the policies of N.E. SAMS, appointing all committees of N.E. SAMS, exercising general supervision over the activities of N.E. SAMS, and presiding at meetings of N.E. SAMS and the executive committee. The President shall be a member ex officio of all committees.
9. Vice President. The duties of the Vice President shall include those usually pertaining to the office and those duties delegated by the President. In the absence of the President, the Vice President shall preside at the meetings of the N.E. SAMS Chapter.
10. Secretary. The duties of the Secretary shall include keeping a record of all proceedings and correspondence of N.E. SAMS, certifying N.E. SAMS Chapter delegates to the Association’s annual meeting, preparing or overseeing the preparation of newsletters for distribution to the faculty if such shall be desired, maintaining official contact with the Association. It shall be the duty of the Secretary to provide the Secretary-Treasurer of the Association the names of the Officers of N.E. SAMS and N.E. SAMS’ bylaws and to conduct the correspondence of N.E. SAMS with the Secretary-Treasurer. In the absence of the President and Vice President, the Secretary shall preside at meetings of the N.E. SAMS Chapter.
11. Treasurer. The Treasurer shall keep an accurate record of all funds received and disbursed. At the request of the executive committee, the Treasurer shall prepare an annual N.E. SAMS Chapter budget and report of finances, and submit them for approval. It shall be the duty of the Treasurer to remit to the Association and/or to the applicable state conference any dues collected on behalf of the Association and/or conference. In the absence of the President, Vice President, and Secretary, the Treasurer shall preside at meetings of the N.E. SAMS Chapter.
12. When an Officer has resigned or is disqualified, the office shall be filled by a special election of the N.E. SAMS Chapter, which shall be held as promptly as is feasible. The Board is empowered to fill vacancies in any elective office until a special election is held. The person so elected shall hold office for the remainder of the term.

Article V.
MEETINGS

1. N.E. SAMS will meet a minimum of two times per year at a time and place determined by the membership. Qualifications and methods for voting will be according to procedures as established by the Board.
2. N.E. SAMS meetings will be open to the public, who may attend as guests.
3. Only members of N.E. SAMS may vote, serve as Officers, or be listed in materials published by the N.E. SAMS Chapter.
4. Non-members may attend N.E. SAMS Chapter meetings and participate in any N.E. SAMS Chapter activities.
5. Special meetings of the N.E. SAMS Chapter may be called by the President or a majority of the Board. Written notice of such meetings shall be provided to each member by the Secretary of the N.E. SAMS Chapter at least five days in advance of the meeting date. The President shall call special meetings of the N.E. SAMS Chapter within seven days of being so directed by the Board or by a petition signed by ten percent of the members.
6. The quorum required for the transaction of business at all meetings of the N.E. SAMS Chapter shall consist of ten percent of the members.

Article VI.
COMMITTEES

1. Executive Committee. The Board may appoint an Executive Committee consisting of the President, the Secretary, the Treasurer, and three or more other members to act until the next annual meeting of the Board. During the intervals between meetings of the Board, the Executive Committee shall possess and may exercise all the powers of the Board; provided, however, that the Executive Committee shall not (a) amend or repeal these Bylaws; (b) elect or appoint, or remove, any Officer or any member of any committee of the Board; or (c) amend or repeal any resolution previously adopted by the Board. The Executive Committee may fix its own rules of procedure, but in every case the presence of not less than one-third (but not less than three members) of the Executive Committee shall be necessary and sufficient to constitute a quorum for the transaction of business.
2. Other Committees. The Board may from time to time appoint such other committees as it may deem advisable. Each such committee shall have such power, and the members thereof shall hold office for such periods, as the Board may from time to time determine. The rules of procedure of each such committee shall be determined from time to time by the respective committee, subject to the approval of the Board. Any such committee may be abolished or any member thereof may be removed, with or without cause, at any time by the Board. Committees may contain persons who are not Board members provided that the acts of such committees are advisory only and not binding upon N.E. SAMS.

Article VII.
OPERATING PROCEDURES

1. N.E. SAMS will be governed by these bylaws and those of SAMS, and will adhere to any changes or revisions adopted by SAMS.
2. If any provision of the bylaws of N.E. SAMS conflicts with the bylaws of SAMS, the bylaws of SAMS will control.
3. The N.E. SAMS Chapter Representative will be responsible for sending reports at least once yearly to the Chapter Liaison of the Syrian American Medical Society, who will act as a contact between the N.E. SAMS Chapter, the N.E. SAMS Chapter Representative, and the Board of Directors of SAMS.
4. N.E. SAMS will communicate its activities, concerns, and questions through the N.E. SAMS Chapter Liaison who will channel such communications to the appropriate SAMS entities.
5. SAMS will keep N.E. SAMS informed of changes in policy and procedure through the SAMS Chapter Liaison.
6. Except as otherwise required by the SAMS bylaws, N.E. SAMS is to be self governing. SAMS shall not be held legally responsible for the actions of N.E. SAMS beyond the bylaws.
7. N.E. SAMS will conduct itself in a manner that is in keeping with the professionalism of SAMS. All literature, banners, posters, letters, etc., will be professional in appearance so as to maintain SAMS’ image as a professional organization.

Article VIII.
FINANCES AND DUES

1. The N.E. SAMS Chapter shall establish N.E. SAMS Chapter dues.
2. Any N.E. SAMS Chapter dues will be established by a secret ballot vote conducted among voting Chapter members. The vote may be conducted either by mail ballot or, after reasonable notice, at a regular or special membership meeting.
3. N.E. SAMS Chapter members must pay current SAMS dues, any mandatory conference dues, and Chapter dues.
4. N.E. SAMS will establish a bank account in its own name.
5. N.E. SAMS may conduct special fund raising for charitable and medical relief activities.

Article IX
AMENDMENTS

1. These bylaws may be amended by majority vote of the members, provided that a notice setting forth the proposed amendment or amendments an explanation thereof and known objections thereto shall have been sent to each member at least thirty days prior to the vote.
2. Amendments or revisions of these bylaws may be proposed by any member of N.E. SAMS.
3. All amendments will be reported to SAMS Chapter Liaison.

Article X.
DISSOLUTION

1. N.E. SAMS may be dissolved by SAMS according to criteria prescribed by the SAMS bylaws.
2. N.E. SAMS may request dissolution according to procedures outlined in the SAMS bylaws.
3. Upon dissolution of the N.E. SAMS Chapter, its assets shall be distributed to SAMS.

Article XI.
RULES OF ORDERS

Robert’s Rules of Order Revised shall be the authority for the N.E. SAMS Chapter in matters of procedure not specified above.

Enacted this ___________ day of ________________in the year ___________________.