Bylaws of Midwives Alliance of Pennsylvania

Final edit: 08 April 2011

ARTICLE I: TITLE

Section 1.01: Title. This group is named The Midwives Alliance of Pennsylvania (MAP).

Section 1.02 Use of the Title. This name shall be used to identify the group for all official business, and may
be used by members and elected officers to represent the group when representation is consistent
with the ideals and purposes expressed and supported by MAP.

ARTICLE II : PURPOSE

Section 2.01: The Midwives Alliance of Pennsylvania is a professional trade organization representing direct
entry midwives statewide.

Section 2.02: MAP affirms the unique fabric and diversity of midwifery in Pennsylvania and seeks to promote
and preserve the art and craft of midwifery while serving as a self-governing and self-regulating
sisterhood for participating midwives.

Section 2.03: The Midwives Alliance of Pennsylvania exists to:

• Create and develop an organization that can unite all midwives in Pennsylvania.
• Advance the legislative goal of licensure of Certified Professional Midwives in PA.
• Facilitate communication among all midwives in Pennsylvania.
• Provide continuing education opportunities and a forum for peer review for all member
midwives.
• Educate the public regarding midwifery and childbirth.
• Further the alliance between midwives and other health care professionals.
• Maintain affiliation with local and national organizations who share our interests, as well
as midwifery organizations from other states.
• Support the intrinsic right of parents to choose the location and attendants for the births
of their children.
• Promote Certified Professional Midwifery care as a quality health care option for women
and their families.
• Provide a safe, supportive, and constructive environment for peer review.
• Promote research in the field of midwifery care.
• Develop and maintain written practice guidelines approved by member midwives.

ARTICLE III: MEMBERSHIP

Section 3.01: Types of Membership: There are three categories of membership: Voting, Non-voting and
Special Circumstance.

Section 3.02 Voting Members

• Midwife Members are actively practicing midwives who serve the state of Pennsylvania
in their practice and who are current with their membership dues.
• Student Members are active students and apprentices of midwifery who serve the state of
Pennsylvania and who are current with their membership dues.

Section 3.03 Non-Voting Members

• Supporting Members are other members who share an active interest in the goals of MAP
and who are not actively practicing midwives or student midwives and who are current
with their membership dues. Supporting members are encouraged to voice their opinions
verbally at meeting and through the written word. Supporting members shall not serve in
elected office. Supporting members may participate on committees.
• Members who are not current in their membership dues and who have not made
arrangements to have them waived shall have their voting privileges suspended until their
 dues are brought current. If a period of one year passes and the member’s dues have not
been brought current, it shall be assumed that the member has resigned from membership
in the group.

Section 3.04 Special Circumstances

A non-voting member may petition to the Governing Council for voting privileges. Such
privileges may be granted by a 2/3 majority vote of the Council and the privilege shall be granted
for as long as that person maintains their membership and dues. Any member of MAP can
petition for revocation of a non-voting member’s voting privilege at any time and the vote will
carry by a simple majority of the Governing Council.

Section 3.05 Member Rights. Each member shall have the right to:
• Approve appointments to the Governing Council
• Notice of and participation in MAP annual and special meetings, events and organized
activities.
• Propose amendments to the Bylaws of the organization
• Membership and participation in online discussion forums.
• A full fourteen (14) days to cast one vote on all matters submitted to or requiring a vote
of all members as set forth by these bylaws (See Article XI) or at the request of the
Governing Council.

Section 3.06 Termination of Membership. Membership may be terminated by:

• Resignation, to be submitted by the resigning member to the Administrative Coordinator.
• Non-payment of dues for one year by a voting member.
• Non-payment of dues upon annual renewal by a non-voting member.

Section 3.07 Membership Dues. Membership dues are to be paid on an annual basis in order to retain voting
privileges. Membership year, and dues deadlines, shall run parallel to the organization’s fiscal
year.

Fees shall remain reasonable and shall be amounts set by the Administrative Coordinator and
approved by the Governing Council.

Membership Fees
• Dues for practicing midwives, including DEMs, CPMs, and CNMs, are $50 annually.
• Dues for students and apprentices are $35 annually.
• Dues for supporting members who are neither midwives nor midwifery students are $30
annually.
• Special Circumstances: Any person wishing to join MAP, who claims financial hardship,
may appeal Co-Chairs and/or the Membership Coordinator for a reduced membership
fee. Reduced fee may be granted by consensus of both co-Chairs and the Membership
Coordinator and shall be reconsidered annually.

Section 3.08 Membership year. MAP’s membership year shall run parallel to its fiscal year. A member who
joins the MAP less than 6 months before the new fiscal year shall have their membership extended
until the next new fiscal year.

ARTICLE IV: FINANCIAL POLICIES

Section 4.01 Fiscal Year: The fiscal year shall commence May 1.

Section 4.02 Financial Accounts: MAP shall maintain an organizational bank account into which all MAP
funds shall be maintained. The organization may also open Paypal or similar online fiscal
exchange accounts to be used for MAP purposes.
Section 4.03 Access to Account: The Co-chairs and Administrative Coordinator shall have access to funds by
means of debit card and signatory privilege on the bank account of the Midwives Alliance of
Pennsylvania.

Section 4.04 Surrender of Privilege: At the time an elected member leaves her position as Co-chair or
Administrative Coordinator, either by regular election or by resignation, she must surrender her
debit card and any funds she holds in the Alliance’s name to another cardholder whose
membership is MAP is current.

Section 4.05 Responsibility: The Administrative Coordinator is responsible for the upkeep and maintenance of
any financial accounts kept by MAP.

Section 4.06 Access to funds: Any voting member of MAP may bring a proposal to the Alliance for access to
funds held by MAP. Any such proposal shall detail the amount of funds requested, the purpose
for which funds will be used (and if applicable, by whom), when the funds are needed by, and how
any remaining funds will be used. The voting body handling the proposal should act in a timely
manner.
A. Requests for funds up to $50 may be immediately approved or denied by one member of
the Governing Council and dispersed upon approval.
B. Requests for funds between $50 and $200 may be approved by simple majority vote of
the Governing Council. Upon the motion of any member of the Governing Council, such
a vote shall be taken to the voting membership of the Alliance and will require a simple
majority vote to be accepted.
C. Requests for funds over $200 may be approved only by a 2/3 majority of the governing
council. Upon the motion of any member of the governing council, such a vote shall be
taken to the voting membership of the Alliance and will require a simple majority vote to
be accepted.
D. Voting method: Should any proposal for funds be called to a vote of the members of the
Alliance as described in sections II and III above, the vote shall be announced to the
members of the Alliance.
E. Signatures: As long as the above criteria are met, checks in the name of the Midwives
Alliance of Pennsylvania need only to be signed by one authorized signatory. Authorized
signatories are accountable for all of their actions and signatures regarding dispersion of
Alliance funds.

Section 4.07 Accountability:

It is the responsibility of the Administrative Coordinator to maintain accurate spending records for
the Alliance. Such records shall be available both on hard copy and updated monthly. Electronic
records shall be updated within reasonable time frames of spending available upon the request of
any member of the Alliance.

Section 4.08 Annual Financial Reports. The Co-chairs and Administrative Coordinator shall prepare an annual
report by June 15th. The annual financial report shall first be presented for adoption by the
Governing Council. Once adopted, the report will be made public to all members of the
organization.

ARTICLE V: LEADERSHIP

Section 5.01 Composition. MAP shall be led by Governing Council of no less than 4 elected officers. The
Council is comprises of two (2) Co-chairs, one (1) Administrative Coordinator and one (1)
Communications Coordinator. In the event that there are more nominees than elected roles
additional At Large Council members may be added to the Governing Council (See Section 5.04)
slate.

Section 5.02 Responsibilities. The Governing Council shall have the right and responsibility to conduct,
manage and direct the business and affairs of the organization.
Section 5.03 Qualification. Each member of the Council shall be a natural person (an individual, not a
corporation or other entity) of full age who is a voting member in good standing of the
organization. Council positions will be solicited form the membership in July of each election
year.

Section 5.04 Selection: Self nominations and nomination of members in good standing will take place before
meeting in which voting will occur. All nominees must accept their nomination and agree to run
for office. In the event that there are several nominations for one position, specific roles will be
decided among the group of nominees. If there are more nominees than positions additional At-
Large members of the Governing Council may be added. A slate of Council members will be
presented to and approved by the voting members of MAP.

Section 5.05 Number and Term of Office. Members of the Governing Council shall hold office for a term of
two years commencing during the date of the Annual Meeting on their second year of service and
shall serve until a successor has been elected and qualified, or until their inability to serve. There
is no limit to the number of terms that Council members may be elected and serve.

Section 5.06 Communication. Council members are expected to participate in online discussion and planning
efforts, as well as conference calls. Council members are expected to check their e-mail regularly
to facilitate communication and decision making amongst members.

Section 5.07 Resignations. Any member of the Governing Council may resign at any time by giving written
notice to one of the Co-Chairs. The resignation shall take effect at the date of receipt of the notice,
or at any later time specified therein. The acceptance of such resignation shall not be necessary to
make it effective.

Section 5.08 Removal. Elected officers may be removed from office by a 2/3 majority vote of MAP or by an
consensus of the other three members of the Governing Council.

Section 5.09 Vacancy. Vacancies in elected offices shall be filled for the unexpired term by an appointment by
the Governing Council. The Governing Council should attempt to fill vacant offices within 30
days. In the event that the office is not filled, responsibilities of the vacant office shall be
delegated to other members of MAP, the Governing Council, or willing consumers by the Co-
chairs. Consumers may serve as officers and voting members in the interim until a new officer is
elected.

Section 5.10 Elections. Elections are held at the annual MAP meeting.

Section 5.11 Special Election Circumstance. In order to stagger elections of the Governing Council members,
offices are divided into two election groups. Officers in Group 1 are elected for a one (1) year
term and officers in Group 2 are elected to a two (2) year term at the Annual Meeting in 2011. At
the annual meeting in 2012 the officers in Group 1 will be elected to a two year term. From then
forward, each group of officers will hold two (2) year terms with either group having an election
annually.

Election group 1 is comprised of the following offices:

1. 1 Co-Chair
2. Administrative Coordinator

Election group 2 is comprised of the following offices:

1. 1 Co-Chair
2. Communications Coordinator

Section 5.11 Votes required. All elections are voted on by simple majority of voting members. Votes will be
taken as specified in Section XI.

.
ARTICLE VI GOVERNING COUNCIL

Section 6.01 Qualification and Titles. The Council shall be comprises of two (2) Co-chairs, one (1)
Administrative Coordinator and one (1) Communications Coordinator. Additional At-Large
positions may be added to the Governing Council as needed. No person may hold more that one
elected office.

Section 6.02 Quorum. A majority of the Governing Council (at least 3 members) in office shall be present in
order to constitute a quorum for the transaction of business. Each officer shall be entitled to one
vote.

Section 6.02 Co-Chairs. Two Co-Chairs shall have general supervision of affairs and provide leadership in the
Alliance. Duties and authorizations of the Co-Chairs include:
a. Development of meeting agendas.
b. Signatory authority in financial matters of MAP.
c. Ex-officio membership of all MAP sub-committees.
d. Chair meetings of MAP.
e. Act as liaison for MAP and other groups interdependent upon the common purpose and
intentions of MAP.
f. Act as legislative liaisons.
g. Coordination of fundraising activities and efforts.
h. Reporting possible opportunities for fundraising efforts to the Governing Council

Section 6.03 Administrative Coordinator: The Administrative Coordinator acts as Secretary and Treasurer of
MAP. Duties and authorizations of the Administrative Coordinator include:
a. Minute taking during meetings of MAP and meetings of the Governing Council and
appropriate distribution of the Minutes within one week of the meeting in which they were
taken
b. Agenda development in cooperation with the Co-Chairs.
c. Minute taking during meetings of MAP and meetings of the Governing Council and
appropriate distribution of the Minutes within one week of the meeting in which they were
taken.
d. Maintenance of a membership database in cooperation with the Communications Coordinator.
e. Moderation of the MAP’s online forums and upkeep of MAP websites in coordination with
the Webmaster and the Communications Coordinator.
f. Organization and storage of all paperwork pertinent to MAP; the MAP binder.

Section 6.04 Communications Coordinator: The Communications Coordinator works to ensure effective and
efficient communication among MAP members and the larger community. Duties and
authorizations of the Communications Coordinator include:
a. Agenda development in cooperation with the Co-Chairs.
b. Maintenance of a membership database in cooperation with the Administrative Coordinator.
c. Moderation of the MAP’s online forums and upkeep of MAP websites in coordination with
the Webmaster and the Administrative Coordinator.
d. Creation and distribution of documents for MAP members that reflect group updates (ie.
website updates, e-mail and/or print newsletters)
e. Organization of annual membership renewal
f. Facilitate education and outreach opportunities that seek to create community awareness
around issues of concern to MAP and keeping the goals of MAP in the public awareness.
g. Organization, administration and regular communication with Regional Representatives.
h. Assist Regional Representative with membership-wide vote collection.
i. Facilitate online discussion forums in order to ensure ongoing communication by members in
between annual and regular meetings, to discuss business pertinent to upcoming meetings.

Section 6.05 At-Large Member: This is an additional position(s) that may be added to the Governing Council as
needed. Duties and authorizations of At-Large Council Members include:
a. Agenda development in cooperation with the Co-Chairs.
 b. Participation in the membership recruitment of new members and the annual membership
renewal efforts.
c. Assist with fundraising, educational and outreach opportunities.
d. Participation in committees on an as-needed basis.
e. Participation in other activities and endeavors as agreed upon by all members of the
Governing Council.

Section 6.06 No Salaries. No Governing Council members shall receive any salary or other compensation for
services rendered to the organization.

ARTICLE VII SPECIAL INTEREST REPRESENTATIVES

Section 7.01 Qualification and Titles. Special Interested Representatives are non-elected, volunteer leaders.
This includes two categories: Regional Representatives and Consumer Representatives. If
capable, individuals are permitted to hold more than one title in this category, or concurrently fill
an elected office. Special Interest Representatives must be members in good standing in the
organization.

Section 7.02 Regional Representatives. MAP recognizes six (6) regions of the Commonwealth that are loosely
identified as Northeast, Southeast, North Central, South Central, Northwest and Southwest. Each
region shall be represented by one (1) or more volunteers who are responsible for initiating and
maintaining contact with all practicing midwives in their region. Duties and authorizations of the
Regional Representatives include:
a. Organizing regular regional and/or local meetings for MAP members and others interested in
MAP’s efforts.
b. In conjunction with the Communications Coordinator, when a vote of general membership is
called for, facilitate voting by means appropriate to the membership in their region
c. Acting as the voice of the membership in their region.
d. Networking and surveying the unique needs of their region.
e. Reporting regional developments and needs to the Governing Council.
f. Participating in conference calls and meetings as called by the Governing Council.
g. Organizing local peer reviews according to NARM guidelines.

Section 7.03 Consumer Representative. In order to better serve the community of midwifery consumers, MAP
recognizes the need for a consumer voice in the group’s decision making. Responsibilities of the
consumer member include:
a. Activating consumer support for MAP events and fundraisers.
b. Acting as a liaison between MAP and consumers of midwifery in Pennsylvania.

ARTICLE VIII: COMMITTEES

Section 8.01 Formation. The Governing Council may, at their discretion, create floating/non-permanent
committees of MAP for specific purposes.

ARTICLE IX MEETINGS

Section 9.01 Annual Meetings. MAP’s annual meeting shall be held each fall between September and
Thanksgiving. When necessary, this schedule may be changed by the meeting organizers but
notice must be given to the membership of such changes.

Section 9.02 Other Meetings. When appropriate, members of the Governing Council may call general or
regional meetings of MAP. A good faith effort should be made to include as many members of
MAP as possible in such meetings, by notifying the group of the meeting as far in advance as
possible. Minutes from such meetings should be submitted to the Administrative Coordinator.

Section 9.03 Notice. Whenever possible, notice of an upcoming meeting should be given at least one week
prior to the scheduled date. Sufficient notice of a meeting shall include:
 • Submission of a written agenda for review by the members of MAP, and
• Submission of written notice via the MAP email group or successor online communication
tool.

ARTICLE X CONDUCT OF BUSINESS

Section 10.01 Organization. The Co-chairs shall preside over the meetings and maintain order regardless of
structure and formality. In the case of a vacancy or absence of, the Administrative Coordinator
shall preside.

Section 10.02 Structure. Chair of the meeting shall decide how each meeting will be run and shall announce to
the group at the commencement of the meeting what the structure will be.

ARTICLE XI VOTING

Section 11.01 Voting. As a functioning and dynamic organization, the voices of members are important. To
meet the needs of our diverse population, MAP has several method of voting.
• In person voting: This is conducted during an official MAP meetings by voting members
present.
• Paper ballots: This is one method of voting used during membership-wide votes (see Section
11.02) for members that prefer this method of communication.
• Online voting: This is one method of voting used to conduct membership-wide votes (see
Section 11.02) for members communicate using technology.

Section 11.02 There are matters that require a membership-wide vote. In the case of membership wide voting,
all members will be provided an opportunity to submit their vote via preferred method of voting
(See Section 11.04). All voting members will be asked to participate in the following:
• Election of officers
• Approval of practice guidelines
• Endorsement of state regulations

Section 11.03 Majority. Except for where specified in these bylaws, votes are by simple majority of voting
members present at an official MAP meeting or function.

Section 11.04 Voting Preference. Members will be asked to identify their preferred method of voting (paper
ballots or electronic submission) on MAP membership forms in order to ensure that all voting
members are provided with the opportunity to submit their vote.

Section 11.05 Vote collection. Paper ballots will be distributed to Regional Representatives by members of the
Governing Council. Regional Representatives shall be responsible for distribution and collection
of these ballots. Submissions are then presented to a member of the Governing Council for
tallying. Internet submission shall be made through a secure online voting mechanism and
collected by the Administrative Coordinator. Members will be notified and provided with 14
days to submit a vote.

ARTICLE XI- AMENDMENTS

Section 12.01 These bylaws may be amended by a quorum at any meeting where adequate notice of proposed
changes in available in advance to all voting members of MAP.