PLEASE NOTE: THIS RESOLUTION WILL BE DEBATED AT THE 2015 COUNCIL MEETING. RESOLUTIONS ARE NOT
OFFICIAL UNTIL ADOPTED BY THE COUNCIL AND THE BOARD OF DIRECTORS (AS APPLICABLE).
Bylaws Amendment
RESOLUTION:
7(15)
SUBMITTED BY:
Larry Bedard, MD, FACEP
Brooks Bock, MD, FACEP
Trudi Holt, MD, FACEP
Richard Stennes, MD, FACEP
Arlo Weltge, MD, FACEP
SUBJECT:
Speaker Eligibility for President-Elect
PURPOSE: Create the ability for the speaker of the Council, and the immediate past speaker, to seek nomination
for the position of president-elect.
FISCAL IMPACT: Budgeted committee and staff resources to develop appropriate Bylaws language.
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WHEREAS, ACEP is fortunate to have outstanding leaders at the chapter and national levels; and
WHEREAS, Many of these outstanding leaders serve on the ACEP Council, Board of Directors, or
committees; and
WHEREAS, It is the Council’s responsibility to elect the President-Elect of the College; and
WHEREAS, The President’s main role is to be a spokesperson for the College; and
WHEREAS, The talents and skills of the Council Speaker are similar to the talents and skills required by
an effective President; and
WHEREAS, Many professional physician organizations, recognizing the talents and skills of their
Speaker, allow the Speaker to be elected as President-Elect; therefore be it
RESOLVED, The ACEP Bylaws Article X – Officers/Executive Director, Section 8 – President-Elect, be
amended to read:
Any member of the Board of Directors excluding the president, president-elect, and immediate past
president, speaker of the Council, and immediate past speaker, shall be eligible for election to the position of
president-elect by the Council. The president-elect shall be a member of the Board of Directors. The presidentelect's term of office shall begin at the conclusion of the meeting at which the election as president-elect occurs
and shall end with succession to the office of president. The president-elect shall be elected by a majority vote of
the councilors present and voting at the annual meeting of the Council. The president-elect shall succeed to the
office of president at the conclusion of the first ensuing annual meeting of the Council following the meeting at
which the election as president-elect occurred and shall end at the conclusion of the next annual meeting of the
Council, or when a successor is seated.
Background
The intent of this resolution is to create the ability for the speaker of the Council, and the immediate past speaker,
to seek nomination for the position of president-elect. There are significant problems with the resolution as
currently worded:
Resolution 7(15) Speaker Eligibility for President-Elect
Page 2
1. This proposed amendment specifically excludes the speaker and immediate past speaker from eligibility.
2. There is no reference in the current Bylaws for the role of “immediate past speaker.” Some may believe it
is not necessary for the position to be included in the Bylaws since it is reasonable to determine the
identity of the individual in that position.
3. The speaker and the immediate past speaker are not members of the Board of Directors. Article X –
Officers/Executive Director, Section 8 – President-Elect states “any member of the Board of
Directors……shall be eligible for election to the position of president-elect….”
4. Article X – Officers/Executive Director, Section 11 – Speaker, prohibits the current speaker from seeking
election to the Board of Directors: “…During the term of office, the speaker is ineligible to accept
nomination to the Board of Directors of the College.” Revisions would need to be made to this section.
Per the Bylaws, Article XIII – Amendments, Section 1 – Submission, the Bylaws Committee has the following
responsibility:
“…The Bylaws Committee, up to 45 days prior to the Council meeting, with the consent of the
submitters, may make changes to Bylaws resolutions insofar as such changes would clarify the intent or
circumvent conflicts with other portions of the Bylaws….”
The Bylaws Committee held a conference call on Wednesday, August 19, and discussed the Bylaws amendments
that were submitted by the deadline for the 2015 Council meeting. After long and thoughtful discussion, the
Bylaws Committee determined: 1) numerous areas of the Bylaws would need to be revised; 2) crafting Bylaws
language is tedious work and requires careful review and consideration for potential conflicts with other areas of
the Bylaws; and 3) there was inadequate time to conduct a thorough review, provide guidance to the authors, and
complete the extensive work by the September 9 deadline (45 days prior to the Council meeting).
The authors of the resolution were made aware of the comments from the Bylaws Committee. Rather than
withdraw the resolution, the authors would like for the Council to discuss the concept of whether the speaker and
immediate past speaker should be eligible to seek nomination and election for president-elect.
It should be noted that the Bylaws Committee is pleased to serve as a resource to members in crafting Bylaws
amendments for submission to the Council.
ACEP Strategic Plan Reference
Enhance Membership Value and Member Engagement
Fiscal Impact
Budgeted committee and staff resources to develop appropriate Bylaws language.
Prior Council Action
None specific to eligibility for the speaker or immediate past speaker to seek nomination and election as
president-elect. However, the Council has discussed the role of the Council officers multiple times.
Resolution 8(13) Council Officers “Standing” in the ACEP Bylaws adopted. Amended the Bylaws to clarify that
the Speaker and Vice Speaker have the authority to speak on any matter under discussion by the Board of
Directors
Resolution 6(12) Council Officers Standing in the ACEP Bylaws not adopted. The resolution would have
established the speaker and vice speaker as ex officio, non-voting members of the Board and ineligible to seek a
Board officer position during their term of office.
Amended Resolution 9(06) Executive Committee adopted. The original resolution required that the Board
establish an Executive Committee and included the chair and speaker as members. The amended resolution
Resolution 7(15) Speaker Eligibility for President-Elect
Page 3
deleted the speaker as a member of the Executive Committee and added the requirement that the speaker attend
meetings of the Executive Committee.
Resolution 44(96) Council Officers Voting Privileges at Board Meetings not adopted. The resolution requested
the preparation of a 1997 Bylaws amendment establishing the Council officers as voting members of the Board.
Amended Substitute Resolution 9(94) Speaker and Vice Speaker Ex-Officio Status adopted. The original
resolution amended the Bylaws to include the speaker and vice speaker as ex-officio, non-voting members of the
Board of Directors. The amended substitute resolution merely codified the practice that the Council officers
should be in attendance at all Board meetings.
Resolution 8(94) Council officers adopted. Amended the Bylaws to prohibit the speaker and the vice speaker from
accepting nomination to the Board at any time during their two-year term, thus, prohibiting a Council officer from
presiding at a meeting during which he/she is a candidate for a position on the Board of Directors.
Resolution 6(85) Council Speaker as Executive Committee Member not adopted. The resolution included the
speaker as a member of Executive Committee.
Resolution 5(85) Council Speaker as Voting Board Member not adopted. Would have established the speaker as a
voting member of the Board.
Resolution 4(85) Council Officers as Voting Members of the Board not adopted. Would have established the
speaker and vice speaker as ex-officio members of the Board will full voting privileges.
Resolution 7(81) Council Officer Attendance at Board/Executive Committee Meetings adopted. Authorized
funding for the speaker and vice speaker to attend all Board meetings and one of the Council officers to attend
Executive Committee meetings.
Resolution 13(73) not adopted. Directed that the speaker and vice speaker be ex-officio members of the Board.
Resolution 8(73) adopted. Established that the speaker and vice speaker are elected by the Council.
Prior Board Action
Resolution 8(13) Council Officers “Standing” in the ACEP Bylaws adopted.
June 2013, approved cosponsoring Resolution 8(13) Council Officers Standing in the ACEP Bylaws.
Amended Resolution 9(06) Executive Committee adopted.
Amended Substitute Resolution 9(94) Speaker and Vice Speaker Ex-Officio Status adopted.
Resolution 8(94) Council officers adopted.
Resolution 7(81) Council Officer Attendance at Board/Executive Committee Meetings adopted.
Resolution 8(73) adopted.
Background Information Prepared by: Sonja Montgomery, CAE
Governance Operations Director
Reviewed By: Kevin Klauer, DO, EJD, FACEP, Speaker
James Cusick, MD, FACEP, Vice Speaker
Dean Wilkerson, JD, MBA, CAE, Council Secretary and Executive Director