North Side Branch Constitution, Bylaws & Policy Manual
Updated: March 17, 2023
Article I. Name
The name of this Branch, which is a component of the Chicago Dental Society (CDS), is the North Side Branch and may be referred to as the "Branch."
Article II. Objective
To foster the objectives of the Chicago Dental Society within the North Side Branch and to keep its members informed of the activities of organized dentistry and the issues confronting dentistry.
Article III. Membership Privileges
Any member of the Chicago Dental Society shall be eligible for membership. The rights and privilege of members shall be the same as those of the CDS.
ARTICLE IV. Board of Directors
The governing body of the Branch shall be a Board of Directors, also known as the "Board" consisting of Branch Officers, a Director to CDS and three Trustees to the Branch. Each member of the Board has one (1) vote with the exception of the Vice President who votes only in case of a tie.
Article V. Officers
The Officers of this Branch shall be a President, President-Elect, Vice-president, Treasurer and Secretary. The term of office shall be one year for each office.
Article VI. Meetings
Section 1. General Meetings:
General meetings shall be held at least four times a year, one of which shall be held in March or April, at which time the annual election of Officers shall take place.
No meeting shall be in conflict with any meeting of the Chicago Dental Society, national, or state holidays. Dates of all meetings shall be published in the official publication of the CDS and/or North Side Branch Newsletter. 20 active members shall constitute a quorum for the transaction of business.
Section 2. Special Meetings:
Special meetings may be called by the President, with the approval of a majority of the Board. A special meeting shall be called by the Board upon written receipt of a signed petition of 25 members.
Section 3. Board of Directors Meetings:
The Board of Directors meetings shall be held prior to general meetings or at the discretion of the President with approval of the Board. A quorum for these meetings shall be five (5) members. If five members of the Board of Directors are not present,
no policy-making decisions shall be transacted. In addition to the voting members of the Board, the chair of each Branch Committee, and any CDS or ISDS officer or delegate that is a member of our branch is welcome to attend. In addition, the President
may invite any individual he or she deems appropriate. The meeting is open to any active branch member who wishes to attend. Non-members may attend with the Board's permission.
Article VII. Policies and Procedures
Section 1. Policies and Procedures
Policy and procedures for the proper operation of the Branch shall be established by the Board and shall be subject to revision, alterations or additions, as necessary.
Section 2. Fiscal Year
The fiscal year of this Branch shall be June 1 of each year to May 31 of the succeeding year.
Section 3. Manual
A manual of these policies and procedures shall be kept current and filed with the official copy of the Constitution and Bylaws. It shall include, but not be limited to, the following:
- Duties of all committees and chairs.
- All policies established by the Board of Directors and general membership.
- A current copy will be kept by each officer and Trustee. A copy shall be available for use by any active member at any general meeting or by arrangement with the Secretary.
Article VIII. Amendments or Revisions of the Constitution and/or Bylaws.
The Constitution or Bylaws of this Branch may be amended or revised by a 2/3 affirmative vote of the active members present, at any general or special meetings of the Branch.
Article IX. Constitution to Conform
This constitution will in no manner conflict with the constitution of the CDS, ISDS or ADA. Any changes made in the CDS, ISDS or ADA constitution that will affect any article or section of this constitution shall be deemed incorporated as a part of the pertinent section or article of this constitution without action by the membership.Article I: Nomination of Board Of Directors Officers and ISDS Delegates
Section 1: Policies and Procedures
The Officers, with the exception of the President, shall be elected to serve for one year, or until their successors are duly elected and qualified. The President shall not be elected but shall succeed to that office after having been elected President-Elect and having served his term in such office, or as otherwise provided in these Bylaws. One Trustee is elected annually to serve a 3-year term. The Director to CDS is elected once every three years.
Section 2: Method of Nomination
A. Nominating Committee. The Nominating Committee shall consist of seven members, plus two alternates, which are chosen at the August Board Meeting. Three members of the Committee shall be the Trustees. Four members shall be elected by the Branch Officers. The President and the President-elect shall not vote for members of the Nominating Committee nor should they be a member or ex-offico member of the Nominating Committee. The Nominating Committee shall present its slate at the January branch meeting; the slate will be published with inclusion of Part B.
B. Additional nominations for the Board of Directors may be made by a written petition bearing the signatures of 25 active branch members and presented to the Nominating Committee at least 15 days prior to the date of the election. This shall be announced at the January meeting.
C. Selection of ISDS Delegates shall be as follows: Branch Director, President, President-elect and any CDS Officer who is a member of the North Side Branch will be automatic delegates to the ISDS. Remaining delegates and alternates will be chosen by lottery. Interested individuals shall submit their names to the nominating committee by the March board meeting at which time the delegates and alternates will be chosen. These names will be announced at the March general meeting. It shall be announced at the January general meeting that anyone interested in becoming a delegate or alternate to the ISDS House of Delegates shall submit his or her name to the nominating committee by the March Board meeting. This announcement shall also be published in the January newsletter.
Article II: Election and Installation of Officers
Section 1. The annual election of Officers shall take place by open vote of the general membership. This meeting shall take place at the next general meeting after the presentation of the Nominating Committee's announcement of its slate. A written vote may be held if 2/3 of members present vote in favor of a written ballot.
Section 2. Any member who is a candidate may name one watcher to be present while the ballots are counted. The election shall be run by the Branch President. Results of any ballot will be immediately announced.
Section 3. Results of the election will be published in the branch column of the official CDS publication.
Section 4. Officers shall be installed at the final branch meeting of the year.
Section 5. Removal from office: Any Officer, Director or Trustee of the Board may be removed if found derelict in performing his/her duties by a 75% vote of the Board. The unexpired term shall be filled by the preceding officer. The same procedure shall be followed if a death or illness occurs. However, the office of President will be filled by the Vice President and the office of Vice President shall remain vacant for the remainder of the term. The office of Treasurer shall be filled by a 2/3 vote of the Board of Directors.
Article III: Duties of Officers & Trustees
Each officer is expected to attend all North Side Branch Board Meetings, Branch Meetings and Special Meetings as necessary.
Section 1: President
The President shall be the chief officer of the branch. He or she shall preside at all general meetings and shall send and receive correspondence and issue notices of all Board meetings. He or she shall appoint all committees, except members of the nominating committee, may call for special meetings, shall have the power to fill committee vacancies, and perform such other duties as pertain to the office of president.
Section 2: President-elect
He or she shall assist the President as requested. He or she shall be an ex-offico member of all committees. Section 3: Vice President He or she shall assist the President in the performance of his duties, shall preside at all general meeting in the absence of the President and shall succeed to the office of President in case of vacancy for any cause. He or she shall serve as chair of the Board of Directors with the right to break a tie vote.
Section 4: Treasurer
He or she shall receive and deposit under the name of the Branch all monies belonging to the Branch; shall pay branch bills and pay other outstanding debts upon the authorization of the President or when authorized by a 2/3 majority vote of the members present at any general meeting; shall make an annual financial report and shall submit his or her books for an annual review by the Budget Committee, and turn all record and monies over to his or her successor at the termination of his or her tenure. The Treasurer shall present a budget to the North Side Branch Board for approval at the first board meeting of the year.
Section 5: Secretary
He or she shall record the proceedings of all meetings of the Branch and of the Board of Directors, read the minutes, be custodian of all documents and, keep a register containing the names of all branch members and deliver minutes of the Board to all Board members within 2 weeks of a Board of Directors meeting. He or she shall care for the Archives of the Branch. This shall include maintaining copies of all minutes and newsletters, treasurer's reports, and annual budget, as well as update the Policy Manual and any other record the President may charge him/her with maintaining. All branch documents shall be preserved in pdf. format on compact disc, flash drive and paper copy. These records shall be kept for 6 years. He or she will be responsible for the maintenance and display of the Branch Banner. He or she shall turn over to his or her successor all such archives at the termination of his or her tenure. He or she is the parliamentarian of the Branch and has the responsibility to aid the Branch in matters pertaining to parliamentary procedures according to the current edition of the American Institute of Parliamentarians Standard Code of Parliamentary Procedures.
As the newest member of the North Side Branch Board the Secretary will be expected to attend the CDS Branch Officer Leadership Conference.
Section 6: Trustees (3)
- Shall attend all meetings of the Board of Directors.
- Act in an advisory function.
- Shall participate on any committee.
- Shall serve a term of 3 years.
- The Freshman Trustee shall be selected by the Nominating Committee and be elected annually to serve a three-year term. Generally, this should be the Immediate Past President. They shall be named as follows: Senior Trustee, Junior Trustee and Freshman Trustee.
Section 7: Director to CDS
The CDS Director shall be elected to serve a 3-year term. This individual serves on both the CDS and Branch Board of Directors. Generally, this should be a former Trustee. The duties of the Director shall be prescribed by CDS and include orienting all first time North Side Branch ISDS Delegates to the ISDS House of Delegates.
The Policy Manual of the North Side Branch of the Chicago Dental Society is meant to facilitate the operation and function of the Branch. It shall be an instrument to enable rapid action in meeting all situations not covered by the Constitution and Bylaws of the North Side Branch as well as a reference document for established policies.
No policy shall be in conflict with the Constitution and Bylaws of the North Side Branch; any policy in conflict with the Constitution and Bylaws is null and void.
Each member of the Board of Directors shall maintain a copy of the Constitution, Bylaws, and Policy Manual passing it on to the appropriate new members when his/her term ends. Also, providing history and guidance to the incoming board member.
It is expected that each member of the Board of Directors shall update their e-mail address with the secretary, shall actively review their e-mail inbox for North Side Branch communications and reply to email within a timely manner.
Section 1: Board of Directors & Committees
A. Duties of the Officers' shall be as described in the Bylaws.
B. Program, Dinner Arrangements, & Publicity Committees shall have a Chair, Vice Chair and Secretary appointed by the President, President-elect and Vice President respectively. It is recommended that these positions are appointed as described above to maintain continuity as each volunteer moves up from Secretary to Vice Chair and to Chair of each of these committees. Additional committee members shall be appointed by the President in numbers he/she deems appropriate.
1. Program Committee shall carry out the President's wishes with approval of the board regarding all branch programs and program duties. Responsibilities shall include arranging for speakers, arranging advertisements and publicity for all programs, ascertain and arrange for the needs of speakers, distribute appropriate honorariums, gifts or certificates for speakers; also, make special arrangements needed for programs.
2. Dinner Arrangements Committee shall carry out the President's wishes with the Boards' approval regarding all branch meetings involving meals. Responsibilities shall include making arrangements for branch meetings with meals, and handling reservations. Also, the Committee should help sell season dinner tickets, work with The Program Committee to meet the speaker's needs and help publicize meetings.
3. Publicity Committee: It shall be the responsibility of the Publicity Committee to assemble, edit and arrange for the distribution of the branch newsletter and any other mailing decided upon by the President and/or the Board. The Publicity Committee may be called upon by the Program or Dinner chairs to assist in arranging for ads for dinner meetings.
C. Nominating Committee: the Nominating Committee shall be responsible for selecting the nominees for Branch Offices and ISDS Delegates and Alternates.
- The Committee shall be chaired by the Senior Trustee.
- The first and second alternate members of the Committee shall attend all Nominating Committee meetings so as to be fully informed. In the event a regular member cannot attend the final meeting, the first alternate shall vote. In the event that two regular members cannot attend the final meeting, both alternates shall vote.
- The Nominating Committee shall be elected at the August kick-off meeting and meet at least one time between September and November.
- The President and Secretary shall inform the Branch of the members of the Nominating Committee. The membership shall be asked to submit any suggestions to the Nominating Committee members.
- The Chair shall select a Recording Secretary for each Nominating Committee meeting to keep notes for the Committee's information.
- The Nominating Committee should use a merit evaluation formula for potential new officers and for the advancement of current officers.
- Merit evaluation formula for a new officer:
- attendance at branch meetings
- service on branch committees
- service on CDS committees
- service of ISDS committees
- service on/or Chair of CDS or ISDS Committees
- expressed interest in holding office
- efforts to recruit new members
2. Merit evaluation formula for advancing officers:
- performance and responsibility to present office
- attendance at board meetings
- attendance at general meetings
- presence at all-day programs
- service on/or chair of CDS Committee
- service on/or chair of ISDS Committee
- There shall not be voting by proxy or telephone.
- Seven votes must be cast at the final selection meeting.
- The Chair of the Nominating Committee shall inform each nominee of the duties and responsibilities of the Office to which he/she has been nominated. If the nominee agrees to fulfill such duties, and responsibilities, his/her name shall be placed on the slate.
- The Chair will report the choices of the Nominating Committee to be published in the January branch newsletter.
D. Corresponding Committee: The Correspondence Committee shall be responsible for the Good and Welfare of the Branch by sending such gifts, cards, letters and making phone calls with direction from the board. This shall be get-well wishes, condolences or congratulatory wishes. It shall also be the responsibility of the Correspondence Committee to gather news of the membership and the Branch and to write a column for publication in the CDS Review and publish election results.
E. Audit and Budget Committee: The Audit and Budget Committee shall consist of the outgoing and incoming President, outgoing and incoming Treasurer, outgoing and incoming Dinner Chairperson and Branch Director. It shall be the Committee's responsibility to review the financial accounts of the Branch and arrange for the transfer of the signature card for the Branch's accounts. This Committee shall not meet until after the installation meeting and prior to the first board meeting in order to formulate the upcoming year's budget. The budget will be presented at the first board meeting. After approval by the Board, a copy shall be sent by the Treasurer to the CDS office. F. CDS North Side Branch Membership Committee: The Membership Committee shall be chaired by our CDS Membership Standing Committee representative as appointed by the CDS. The Committee shall be made up of the CDS Membership Standing Committee representative and two North Side Branch members selected by the Chair. It shall be the Committee’s responsibility to manage communication with the CDS Director of Member Services and ISDS Membership Manager, manage and update the North Side Branch Membership Roster, and to report to the North Side Branch Board the membership status of the Branch. It will also be the Committee’s responsibility to develop and implement recruitment and retention systems and strategies. Any actions taken by the committee must first be approved by the North Side Branch Board of Directors. G. Branch appointments to CDS Standing Committees shall be:
- Peer Review
- Government Affairs & Access Advocacy Committee
The branch appointment to these CDS committees shall be responsible for attending, reporting and carrying out the activities of said committees on the branch level.
Section 2: General Policies
A. The annual Board of Directors Kick-Off Meeting shall be held at a location chosen by the President after the installation meeting and prior to the first general membership meeting.
B. Season Tickets (Refers to North Side Branch Season Ticket): Season Tickets are non-refundable in whole or partial. Each Season Ticket holder will be entitled to one guest pass in total to attend any branch meeting including the installation at the end of said season.
An unused Season Ticket holder guest pass is transferrable once per season. A season ticket guest pass may be transferred only to another paid Season Ticket holder. The transfer may occur at any point in the given season to another paid Season Ticket holder to be used for a guest to attend a Branch meeting or the installation of said season. Once a Season Ticket holder uses or transfers a guest pass and it is used by a guest that guest pass will no longer be considered valid. When a guest pass has been transferred to another paid Season Ticket holder the Season Ticket holder transferring the ticket must provide the following information to the current Dinner Chair and Treasurer: The name of the person the ticket will be transferred to, when said guest pass will be used and the name of the attendee using the ticket.
A Season Ticket and Season Ticket holder guest pass are not allowed to be rolled over to the next season. If any part of the Season Ticket or the guest pass are not used by the last meeting or installation (which ever comes last) of the year they were paid for then the Season Ticket and guest pass will be considered invalid.
You must be a CDS member in good standing in order to purchase a North Side Branch Season Ticket.
Season tickets must be paid in full at the beginning of the second dinner meeting. If payment is still not received by December 1st the member will be required to pay the non-discounted season ticket price which does not include the CDS Season Ticket rebate.
If by December 1 the member fails to pay the non-discounted season ticket price the member will be required to back pay for meals already consumed at the at the door price for individual tickets and pre-pay at the individual ticket price for any future Branch dinner meetings they wish to attend.
C. North Side Branch President’s Installation: The incoming President may use other member’s Season Ticket Guest passes following the rules for guest pass ticket transfer in Sec. 2B of the Policy Manual. The President will be given 4 guest passes for their installation. The ticket of the installing officer and their guest shall be paid for by the North Side Branch. The funds to pay for the President’s guests and the installing officer and their guest shall be budgeted from the Installation Expenses line item in the annual budget.
D. Guests of Honor: The Board of Directors may invite selected Guests of Honor to Branch meetings for no charge, not including the installation, at the approval of the Board and as allowed by the budget. The Audit & Budget Committee will have a line item under expenses titled “Guests” to determine how much will be budgeted for guests for the entire year, not including the installation. Installation guests will be budgeted under “Installation Expenses”.
E. Dental Students: Current dental students and residents are invited to attend one Branch meeting per year for free (not including the installation). After the first free meeting a nominal fee will be charged. The maximum of free students or residents to be allowed at any branch meeting and the fee charged for additional meetings will be determined by the Audit & Budget Committee prior to the first Board meeting of the season. The Dinner Chair with the Treasurer will keep track of the students and residents who attend the Branch meetings and which meetings they will be required to pay for.
F. The Branch shall pay for two dinner tickets for the CDS President's Dinner at the Midwinter Meeting for the Branch President.
G. The Branch shall pay for one dinner ticket for the CDS President's Dinner at the Midwinter Meeting for the Branch President-elect.
H. The branch shall pay a $100 per Diem for all officers able to attend the Capital conference.
I. All officers and committee chairs, vice-chairs and secretaries are encouraged to purchase season dinner tickets. All committee chairs shall encourage their committee members to purchase season dinner tickets.
J. Members shall be encouraged to bring spouses, dental students, potential new members, new dentists, guests and auxiliaries to branch dinner meetings.
K. All officers will be expected to attend at least one ISDS Dental Leaders Conference (formerly known as the President-Elect’s Meeting) during their time on the ladder prior to becoming President.
L. General Meeting Agenda
- Social Hour. A social hour will precede the dinner meeting.
- Introduction of guests & new members
- Reports of Officers, CDS Director, ISDS Trustee and Committee chairs, as appropriate
- Old business
- New business
M. Board Meeting Agenda
- Call to order
- Additions to agenda
- Approval of minutes
- President's report
- President-elect's report
- Vice President's report
- Treasurer's report
- Secretary’s Report
- Director to CDS's report
- Trustee’s Report
- Branch Committee reports
- Dinner Arrangements
- Corresponding (Goods & Welfare)
12. CDS Standing Committee Reports
- Peer Review
- Government Affairs & Access Advocacy Committee
- CDS Foundation
14. Special and/or miscellaneous reports
- a) Audit & Budget - Treasurer
- b) Nominating
- c) Constitution, Bylaws & Policy Manual
15. Old Business
16. New Business
N. Special meetings. The agenda shall be limited to the subject of the special meeting
O. All officers shall prepare a report at the end of his/her term detailing the duties he/she has performed, deadlines that must be met and any suggestions for making the office more efficient and meaningful, and present it to the incoming officers no later than the kick off meeting.ISDS Delegate Selection
P. ISDS Delegates Selection. The Branch Director, President, President-elect will be automatic delegates to the ISDS House. Since the number of ISDS delegates varies from year to year, the remaining delegates and alternates will be selected by lottery. The delegates will be selected first followed by the selection of 2 alternates. The alternates shall be given the opportunity to serve on the house floor and will be expected to attend all meeting that the delegates are required to attend.
All compensation shall be sent directly to the delegate and alternate delegate from the CDS based on the current reimbursement allowed by CDS and ISDS. Attendance will be tracked by CDS and ISDS.
Q. Anyone who attends a meeting or event representing the North Side Branch is responsible for registering themselves unless otherwise stated. If there is a reimbursement or per diem available for said event/meeting the attendee is responsible for submitting a receipt of registration/ attendance or payment to the North Side Branch Treasurer by June 1st. If a receipt or proof of attendance is not presented to the North Side Branch Treasurer by June 1st, the attendee will forfeit their reimbursement or per diem. This includes but is not limited to the CDS President’s Dinner Dance and the ISDS Capital Conference.
R. The North Side Branch Treasuries should not be directly used for any philanthropic activities. Personal contributions and checks by individual members are acceptable.
Time Table of Events
- Send out Newsletter for First General Meeting.
- Traditionally Staff Night
- President’s Report
- List of all meetings for the year
- CDS Review Due by 15th for Sept/Oct Issue
- Annual Kickoff Board Meeting - Location chosen by President
- Nominating Committee selected
- President-Elect: Finalizing programs.
- Treasurer presents Budget to Board for Approval, then send to CDS
- First General Meeting: (usually Staff Meeting)
- At this meeting ask for nominations for Slate of Offices, include CDS Director when applicable.
- ISDS Annual Session
- CDS Review due for December Issue
- Send out Newsletter - second General Meeting
- Director’s report
- Any Constitution & Bylaw changes
- ADA Annual Session
- Board of Directors meeting
- Nominating Committee meets some time between the first Board of Director’s meeting and the November Board of Director’s meeting.
- Nominating Committee to present slate to the Board at the BOD’s meeting.
- Second General Meeting:
- Present & Vote on Constitution & Bylaw changes
- Send out Newsletter – Third General Meeting (January News letter)
- Announcement: Article I,2,C. “Anyone interested in becoming a delegate or alternate to the ISDS House of Delegates shall submit his or her name to the nominating committee by the March Board Meeting.”
- Slate of Nominations to the Board of Directors to be published.
- CDS Review Due For January/February Issue
- Before Dec. 15: Treasurer must submit names of all season ticket holders to CDS in order to receive rebate allocations.
- Happy holidays.
- Jan. 15: Treasurer - turn in Branch Accounting Questionnaire to Mohammed. If this is not complete we will not receive any money owed to us by CDS.
- Third Board Meeting:
- President-elect: Presents Finalized Programs.
- Third General Meeting:
- Slate of Nominations to the Board of Directors to be presented to the general membership.
- Announcement: Bylaws Article I,2,B. “Additional Nominations for the Board of Directors may be made by a written petition bearing the signatures of 25 active branch members & presented to the Nominating Committee at least 15 days prior to the date of election.” • Announcement: Article I,2,C. “Anyone interested in becoming a delegate or alternate to the ISDS House of Delegates shall submit his or her name to the nominating committee by the March Board Meeting.”
- Midwinter Meeting
- Send out Newsletter – fourth General Meeting
- Open vote of Elections of Officers
- CDS Branch Leadership Conference - lowest ranking officer to attend, Treasurer.
- Middle of March is deadline for May/June CDS Review • The Branch Correspondent publishes election results of the Board of Directors in the CDS Review.
- Fourth Board Meeting
- ISDS delegates and alternates chosen.
- Set Budget meeting date
- 15 days prior to fourth general meeting:
- Cut off for written petition for additional nominations to the Board of Directors.
- Fourth General Meeting: (Or meeting after January dinner meeting)
- Election of Officers – Open vote
- Announcement of ISDS delegates.
- Newsletter – Installation of Officers Meeting
- ISDS Dental Leaders Conference. All officers are to attend this meeting at least once prior to becoming president.
- ISDS Capital Conference
- Installation of Officers Meeting (last meeting of the year)
- Audit & Budget Committee Meeting - To be chaired by the incoming Treasurer should be held between May and July.
- Current Treasurer – Reconcile checking account and determine how much money is remaining for reimbursement from CDS for New Member recruitment. Also, how much money is remaining for reimbursement from CDS for AV rental.
- June 30, CDS Accounting needs the following items:
- Completed Electronic Checkbook
- Any Interest Earned
General Dinner Meetings
(at least 4 per year) to be published in the North Side Branch Newsletter or CDS Review.
The first newsletter of the season will need to be at printers 1 month before the first Dinner meeting. All newsletters following the first newsletters shall be sent via e-mail and posted on the CDS website under the North Side Branch.
Board of Directors Meeting
Shall be held two weeks prior to regular dinner meetings or at the President’s discretion. A quorum of 5 board members must be present.
Will meet at least one time between September and November. Shall consist of seven members and two alternatives to be chosen at the August Kickoff Board Meeting. Three members shall be the trustees with Senior Trustee being Chair. Four members shall be elected by the Branch officers. President & President-Elect shall NOT vote on nominating committee members, nor shall they be members.
Election of Officers
Shall take place at the regular meeting following the January meeting (usually March). Results to be published in the CDS Review. Installation to take place at the final meeting of the year. AKA the Installation of Officers Meeting.
All ISDS delegates and alternates nominations
Have to be turned in by the March/April Board Meeting.
Audit & Budget Committee
Consists of: outgoing and incoming president, outgoing and incoming treasurer, outgoing and incoming dinner chairperson, and director to CDS. This committee shall not meet until after the installation meeting and must meet prior to the fall Kickoff Board Meeting. A balanced Budget must be presented by the treasurer to the Board Members and voted on at said meeting. After approval by the Board, a copy shall be sent to the CDS office by the treasurer.