BYLAWS OF THE


AMERICAN OSTEOPATHIC COLLEGE OF PATHOLOGISTS, INC.


Adopted July 12, 1954
Incorporated in the State of Illinois, 1960

 American Osteopathic College of Pathologists, Inc.
PO BOX 7525  

Kirksville, MO 63501
Telephone: 660-665-6601        

Fax: 660-627-2623

 

Approved by the AOCP – 04/2026

Approved by the AOCP – 12/2023

Approved by the AOCP – 10/2020 

Approved by the AOCP – 10/2014

Approved by the AOA Board of Trustees ‑ 2/2003
Approved by the AOCP – 10/2002
AOA Board of Trustees ‑ 2/1996
Approved by the Approved by the AOCP – 10/1995

 

Article I: NAME
The organization shall be known and incorporated as the American Osteopathic College of Pathologists, Incorporated.

 

Article II: OBJECTIVES
The objectives of this college shall be:

 

  1. To maintain the highest moral and ethical standards in education, research, and training in the practice of pathology.

 

  1. To develop and promote the application of the osteopathic concept in the field of pathology.

 

  1. To study and promote such other arts and sciences that will improve the practice of pathology.

 

Article III: MEMBERSHIP

Section 1.  Categories

  1. The membership categories shall be Active, Post Graduate, Associate, Life, Student, Affiliate, and

 

Section 2.  Qualifications & Descriptions

  1. Acceptance for Active, Post-Graduate or Associate members requires the individual physician to be a graduate of a college of osteopathic medicine or college of medicine.

 

  1. Active Membership in the AOCP shall be available to physicians who are Board Certified by either the AOA or ABMS. He/she shall have the right to vote and hold committee appointments.

  2. Post Graduate member: A physician shall be eligible for this category if he/she has been accepted into a formal training program approved by the ACGME.  Post-Graduates shall not vote or hold office but may be appointed to committees.  A Post-Graduate member will advance to Active member without further application upon completion of his/her training program. 

 

  1. Associate Member:  Associate Membership in the AOCP shall be available to a physician or health professional not otherwise qualified for membership. Associate members shall not vote or hold office.
  2. Life Member:  Life membership may be granted by the Board of Governors to any member of the college who has reached the age of 65, is no longer in active practice, and has been a member in good standing for fifteen (15) consecutive years immediately preceding the request. (The Board of Governors may waive the requirement on individual consideration.)  A written petition to the Board of Governors is required.  Life members shall have a voice in the affairs of the college without vote.  Life membership may also be granted at any age by the Board of Governors upon application from a member of the college who has become permanently disabled. Life members shall not be required to pay dues or assessments.
  3. Student member:  An individual shall be eligible for this category if he/she is enrolled in a college of medicine or in an internship program approved by the ACGME.  An application shall include a recommendation from a professor, dean or medical director. Student members shall not vote, hold office or be appointed to committees.  Student members shall not be required to pay dues or assessments.  A Student member will advance to Candidate member without further application, upon notification of acceptance into a residency program approved by the ACGME.

 

  1. Affiliate member:  An individual shall be eligible for this category if he/she is an allied laboratory professional (MT, MLT, HT, cytotechnologists. Affiliate members shall not vote nor hold office but can serve on appointed committees.

  2. Retired member:  An individual shall be eligible for this category if he/she is currently retired from practice.  Retired members may vote, hold office, serve on committees, and pay dues as set by the Board of Governors

 

 

Article IV:  OFFICERS

Section 1.  Officers of the College

  1. The officers of the college shall be the president, president‑elect, vice‑president, secretary‑treasurer and immediate past‑president.

 

Section 2.  Election of Officers

  1. The Board of Governors will elect the following officers of the college at the annual meeting from within the Board: president, president‑elect, vice president and the secretary‑treasurer.

 

  1. On the last day of the annual meeting the president-elect shall automatically become president, the president shall automatically become immediate past‑president, the vice-president shall automatically become president elect, and the secretary treasurer shall automatically become vice president of the college.

 

  1. Should an office become vacant, the Board of Governors may appoint an interim governor until the next regular meeting.

 

Section 3.  Duties of Officers

  1. President: The president shall function as the principal executive officer of the college, member of all committees and as chairman of the Board of Governors with the right to vote.  He/she shall preside at all meetings of the college. The president may appoint a knowledgeable active member as parliamentarian for the college. This appointment shall be annual. The president may recommend a Sergeant at Arms for the college. This appointment shall be annual.  The president may appoint representatives to those agencies, associations or organizations affecting this specialty as necessary.

 

  1. President-Elect: The president‑elect shall be a member of the Board of Governors with a right to vote, shall preside at the meetings in the absence the president.  In the event of the death or resignation of the president shall succeed him/her in office.

 

  1. Vice President: The vice‑president shall be a member of the Board of Governors with the right to vote.  In the event of the death or resignation of the president-elect, shall succeed him in office. The vice-president shall serve as consultant to the secretary-treasurer for one (1) year or as deemed necessary by the board.
  2. Secretary‑Treasurer: The secretary‑treasurer shall be a member of the Board of Governors with a right to vote.  He/she shall be responsible for the handling of all of the funds of the college, shall furnish a surety bond if specified by the Board of Governors. Periodic reports of the financial condition of the college shall be submitted to the Board of Governors. He/she shall assist in preparing an annual budget and recommended policies for efficient use of college funds for approval by the Board of Governors.

 

  1. Immediate Past‑President: The immediate past‑president shall be a member of the Board of Governors with a right to vote.

 

 

Article V:  BOARD OF GOVERNORS OF THE COLLEGE

Section 1.

The Board of Governors shall consist of five (5) Officers (Executive Committee members) five (5) board-certified members, and one (1) Student or Resident Representative. 

 

Section 2.

Each governor shall serve a term of three (3) years and shall take office immediately following the annual meeting at which he/she is elected.

 

Section 3.

Governors shall be elected by members of the college as prescribed under Article VII, Section I of the Bylaws.

 

Section 4.

At least two (2) governors shall be elected at each Annual Meeting.

 

Section 5.

Vacancies occurring interim shall be filled by the Board of Governors until the next annual meeting of the college, when proper action shall be taken.

 

Section 6. 

The Board of Governors shall manage and direct all affairs of the college in a manner to accomplish the objectives of the college. They:

  1. shall establish and initiate fees for the annual dues in all applicable categories of the membership.
  2. shall elect the college officers annually from within the Board of Governors.
  3. shall create and appoint presidential nominees, all standing, ad hoc and special committees.
  4. shall direct and review all committee activities.
  5. shall call annual and special meetings of the college as may be required to conduct all other college affairs otherwise not provided.
  6. shall exercise legal and constitutional authority and responsibility in directing the affairs of the college including the initiation and establishment of policy to promote and maintain the objectives of the college.
  7. shall review the complaints and grievances affecting members or residents in training programs approved by the college.
  8. shall report to the college annually regarding work and activities, and such interim financial reports as necessary.
  9. may be called into session by the president, or in his absence, the president-elect, upon petition by any three (3) governors.

Section 7: Student or Resident Representation Position

  1. The Student or Resident Representative shall serve a term of one (1) year, and be open, by application, to all student and resident members of the AOCP.

 

  1. The Student or Resident Representative shall be elected by the Board of Governors at the board meeting held in conjunction with the annual membership meeting.

 

Article VI:  EXECUTIVE COMMITTEE

  1. The Executive Committee of the college shall consist of the president, president‑elect, vice president, secretary‑treasurer, and immediate past‑president. A quorum consists of three (3) members. They shall review all matters of a financial nature involving the utilization and expenditures of the college funds.

 

  1. Meetings of the Executive Committee

A meeting of the Executive Committee may be called by the president, or any three (3) members of the Executive Committee as needed.

 

  1. All action taken by the Executive Committee shall be acted upon by the Board of Governors at their next meeting.

 

 

Article VII:  ELECTIONS OF THE BOARD OF GOVERNORS AND OFFICERS OF THE COLLEGE.

Section 1.         Board of Governors of the College

The president shall appoint a nominating committee of three (3) active, certified members at the onset of the annual meeting. This committee is to include a governor of the AOCP, a member of the American Osteopathic Board of Pathology who is not a governor of the college, and a member of the college at large who is neither a member of the Board of Governors nor of the Board of Pathology. This nominating committee shall bring in a slate of nominees. Preceding the vote, nominations from the floor shall be entertained by the president of the College. Voting shall be by secret ballot with the highest number of votes needed for election.

 

Section 2.         Officers of the College

The officers of the college shall be elected by the Board of Governors, from within this Board.


Article VIII:  MEETINGS

Section 1.         The Board of Governors shall call at least one (1) meeting of the membership annually, at a site and time it shall determine.


Section 2.         Notification of Regular Meetings:  Members shall be notified at least thirty (30) days prior to the scheduled meeting.


Section 3.         In the event an in-person meeting cannot be conducted, the College may elect to
hold any CME conference, General Business Meeting or Election virtually.


Section 4.         A quorum shall be 25% of the voting members of the college present.

 

Section 5.         All college members are welcome at meetings of the Board of Governors, except for sections of the meeting designated as Closed Sessions by the Board of Governors.  If permitted, College members who are not on the Board of Governors shall have voice but no vote.

 

Article IX:  PARLIAMENTARY PROCEDURE

Meetings of the Board of Governors, of the Executive Committee, and of the college shall be governed by Robert’s Rules of Order, Newly Revised.

 

Article X:  ETHICS

The American Osteopathic College of Pathologists subscribes to and abides by the Code of Ethics of the AOA, and requires adherence to this Code by its members.

 

Article XI:  DUES

The dues for each category of membership shall be fixed by the Board of Governors at the annual meeting.  Life and student members shall pay no dues. The fiscal year will be concurrent with the calendar year.

 

Article XII:  AMENDMENTS

The bylaws may be amended by the active members. A proposed amendment must be communicated to the voting membership in writing at least thirty (30) days prior to the annual meeting of the college or electronic vote. Recommendations by the Board of Governors relative to a proposed amendment must be communicated to the voting membership prior to the annual meeting or electronic vote.  For passage, an amendment must receive an affirmative vote by two‑thirds of the active members present for voting. 

 

Article XIII: USE OF ELECTRONIC COMMUNICATION

Unless otherwise prohibited by law, any action to be taken or notice delivered under these

Bylaws may be taken or transmitted by electronic mail or other electronic means; and any action

or approval required to be written or in writing may be transmitted or received by electronic mail

or other electronic means. Votes cannot be in writing unless unanimous per the IL Not for Profit Corporation Act.

 

Article XIV:  SEVERABILITY

If any provision of the bylaws or rules and regulations shall be determined as invalid or void for any reason, such determination shall not affect the validity of any other provision of the bylaws or rules and regulations.

 

Article XV:   IDEMNIFICATION

The College shall provide for indemnification of any of its officers, Board of Director members,

committee members and employees against expenses actually and reasonably incurred in

connection with activities undertaken at the College’s request if such person acted in good faith

and in a manner the person reasonably believed to be in the best interest of the College to the

extent such indemnification is permitted by law.

 

XVI:  DISSOLUTION OF THE CORPORATION

In the event of dissolution of the College any funds remaining shall be distributed to one or more regularly organized and qualified charitable, educational, scientific, or philanthropic organizations to be determined by the Board of Directors