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Lawson Neel MedBank By-Laws

ARTICLE I:  NAME and MISSION

The name of the organization shall be the The Lawson Neel MedBank.  It shall be a registered 501(c)(3) charitable corporation.

The mission statement shall read:   In response to God's concern for all persons, Lawson Neel MedBank is being established to meet the needs of persons with chronic health conditions.  The mission of this volunteer organization will be to make free medications available for persons who are unable because of financial circumstances to purchase their maintenance medications.  By providing these medications, MedBank empowers people to be compliant with their medical treatment plans and benefits local hospitals, healthcare facilities and physicians' offices by reducing the incidence of unnecessary or preventable admission or visits.  This is made possible through the Patient Assistance Programs (PAPs) available through the major drug companies.

Our Director, board of Directors, volunteers, and staff are committed to accomplishing this mission with a spirit of bringing hope to this community, in dedication to the One who brought hope to the world. Their primary motivation and concern mirror the example of God’s compassion and mercy on each of us. No fees are charged for MedBank services.

ARTICLE II: BOARD OF DIRECTORS

The affairs of the corporation shall be controlled and administered by a Board of Directors with policies and procedures established by the Board and implemented by the Executive Committee and other committees as appointed by the Board of Directors from time to time.  The number of directors of the corporation shall not be less than 10 and not more than 20 active members at one time. The Board shall determine the number of active members that shall serve. Ex-officio members may be designated by the Board as deemed appropriate and in the best interests of the organization. Each director will be elected for a minimum three year term and may serve up to three consecutive terms upon nomination by the Nominating Committee and election by the Board of Directors. Directors who have served three consecutive terms may be eligible to return to the Board one year after the fourth term expires. As determined by the Executive Committee, certain Board members may be elected for two-year terms for the first two years of the corporation’s existence to insure continuity of leadership and to maintain experienced members on the board at all times. The MedBank director shall be an ex-officio member of the Board.

Directors shall serve until his/her successor has been duly elected, but may resign his/her position at any time and may be removed, with or without cause, by a two-thirds vote of the entire Board of Directors. Vacancies on the Board due to death, resignation or other causes shall be filled through appointment by the Executive Committee with approval from the Board for the remainder of the term.

The corporation may have an Advisory Board consisting of those persons in the community who may assist the corporation in the furtherance of its purpose through their experience and expertise. The Board of Directors shall determine the number constituting the Advisory Board, which may change from time to time. Nominations to the Advisory Board may be received by the Board of Directors at any meeting. Appointment to the Advisory Board will be upon majority vote of the membership of the Board of Directors.

ARTICLE III: OFFICERS

The officers of the corporation shall consist of a President, Vice President, President-Elect, Secretary (or Secretaries), Treasurer and other officers as may be elected by the Board of Directors. Only directors shall serve as officers of the corporation.

The President shall preside at all meeting of the directors, shall appoint any necessary committees, and shall be the chief executive officer of the corporation. In the absence of the President, the Vice President shall perform the duties of the President. The Vice President will assist the President with the all duties of the corporation.

The Secretary shall accurately keep minutes of the meetings of the Board of Directors and Executive Committee. Notice of meetings shall be sent to each director no later than one week prior to any regular scheduled or called meeting.

The Treasurer shall serve as the chair of the Finance Committee, assist in the preparation of the budget, help develop fund-raising plans, and make financial information available to the Board of Directors and the general public.

 ARTICLE IV: MEETINGS

Regular meetings of the Board of Directors shall be held at such times and locations as may be determined by the Board of Directors from time to time. All Board members will be notified of dates and locations of Board meetings on a timely basis. Notification may be by any means as determined by the Board.

There shall be a regularly scheduled annual meeting on a date to be set by the Board for the seating of officers, committees, and the transaction of other business. Special meetings may be called by the President, the Vice President, or a quorum of the members. Members must be notified of special meetings at least one week in advance, except in cases of emergency.

 ARTICLE V: COMMITTEES

Committee members of the Board of Directors shall be appointed by the President and confirmed by the Board of Directors.  Vacancies on committees shall be filled by the President.

The Executive Committee shall be composed of the officers of the corporation plus the chairs of the standing committees and other members as may be appointed by the President. The MedBank director shall be an Ex-officio member of the Executive Committee. The Executive Committee shall be subject at all times to the control and direction of the board, except in the execution of those duties assigned to the Executive Committee by the board. The Executive Committee shall keep full minutes of each of its meetings and report the same at the next meeting of the Board of Directors.

 ARTICLE VI: QUORUM

A quorum of Board of Directors members must be in attendance before business can be transacted or motions made or passed. A quorum, for voting purposes, shall consist of a majority of Board of Directors present at any meeting.

 

ARTICLE VII: AMENDMENTS

These bylaws may be amended when necessary by a two-thirds majority of the Board of Directors. Proposed amendments must be submitted to the secretary to be sent out to directors at least ten days before the meeting of the Board of Directors.

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