Article IX: Board of Directors

  1. The Board of Directors of the Association shall direct the affairs of the Association. The Board of Directors shall approve goals and strategies to be accomplished, monitor the achievement of the goals and strategies, allocate the necessary resources to achieve the goals and strategies and monitor that the resources are used efficiently and effectively.  The Board of Directors shall be vested with the powers possessed by the Corporation itself including the power to determine the policies of the Corporation; to prosecute it’s purposes; to disburse the funds of the Corporation and to adopt such rules and regulations for the conduct of its business, responsibility and authority as shall be deemed advisable, insofar as such delegation of authority is not inconsistent with or repugnant to the Articles of Incorporation or Bylaws of the Association (in their present form or as they may be amended) or to any applicable law of the State of New York.
  1. The number of directors constituting the Board of Directors shall be no fewer than five.
  1. The Board of Directors of the Association shall be composed of one (1) director from each member state or country, which director shall be selected in accordance with the Bylaws of the respective state or country association. Additionally, the Board may elect up to three (3) Members-at-Large.
  1. Hire, supervise and conduct an annual evaluation of the Corporation President.
  1. Approve the establishment of Committees.
  1. Approve an Annual Budget for the Corporation.
  1. Develop and supervise any regional, state or local chapters of the Corporation as may be deemed necessary to promote the business and purposes of the Corporation.
  1. At least one of the directors shall be a resident of the State of New York and a citizen of the United States.
  1. The Board reserves the right to remove a sitting Board member who conducts themselves in a manner that is contrary to the goals and policies of the Association. Such vote would require a two-thirds majority for approval.
  1. A director may resign at any time by giving written notice to the Board, the President or the Secretary of the Corporation. Unless otherwise specified in the notice, the resignation shall take effect upon receipt thereof by the Board or such officer, and the acceptance of the resignation shall not be necessary to make it effective.
  1. Roles and responsibilities of Board members:

    a. Attend scheduled quarterly Board of Directors meetings.  If the Board Member is unable to attend, ensure that his / her state or country is represented at the Board of Directors meeting.  Should a Board member fail to either attend or ensure that his / her state or country is represented at a minimum of two (2) meetings in a twelve (12) month period, he/she shall be removed from the Board and the state provider group will be required to appoint a replacement.

    b. Both the member state or country and the proposed representative of that state or country shall commit to an appointment of a minimum of four (4) years of consecutive service as a representative of that member state or country. If for any reason the appointee is unable to complete their appointment, the member state or country shall appoint another representative with the expectation that they will be able to serve as their state or country’s representative for a minimum of four (4) years.

    c. Serve on at least one AATOD Standing Committee or participate in the planning and/or implementation of the Association’s Conference and Training Symposia.

    d.  Attend and participate in the Association’s National Conference and Association-sponsored events. (Registration is waived as a method of ensuring attendance).

    e.  Individual Board members are responsible for communicating AATOD policies and critical business decisions to their respective state members during provider meetings and/or through written communications. The key here is to ensure that there is a flow of information between AATOD and individual OTPs within each state through the representative Board membership.

    f.  Convene and/or facilitate the convening of 2 – 4 statewide provider meetings per year. In the case of larger (geographical) states or countries, regional meetings will be allowed.

    g. Individual Board members should keep the President of AATOD informed of any critical developments, issues, problems, and concerns over regulatory oversight and other matters of importance within member states.

    h. Individual Board members should encourage their respective state members to attend and support the Conferences and Symposia as a method of expanding the exchange of information and unity within the field.

    i. Board members are responsible for ensuring payment of state or country membership dues, based upon the approved schedule.

    j. Expenses incurred as a result of membership on the Board of Directors are not the responsibility of AATOD.


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