About NARMH
Vision Statement
The National Association for Rural Mental Health seeks to promote the linkage of the diverse voices of rural mental health, through its activities as a membership organization. As a national organization, NARMH provides a forum for rural mental health professionals, advocates, and consumers to identify issues and problems, share innovative solutions and model programs, and speak with a shared voice on issues of rural mental health concern.
As an organization with a historical heritage of education, NARMH’s sponsorship of an annual conference, regional workshops, and publication of written information is focused upon increasing the body of knowledge related to rural mental health. NARMH’s educational efforts will continue to link the myriad of rural issues and experience into a connected fabric of understanding.
NARMH shall provide a common voice for rural mental health within national and state public policy arenas. Through the information sharing with other organizations, government agencies, federal and state leaders, and others, NARMH will seek to ensure rural America is taken into account in the formation of private and public mental healthcare policy.
Mission Statement
"Linking Voices to Promote Rural Mental Health."
NARMH carries out this mission through electronic and print communication, an annual national conference, participation in national policy making, and special projects.
BY-LAWS
BY-LAWS OF THE NATIONAL ASSOCIATION FOR RURAL MENTAL HEALTH
(Revised as of October 2, 2014)
ARTICLE I. ORGANIZATION.
Section 1. The name of this organization shall be the National Association for Rural Mental Health, Inc., hereinafter referred to as the Association.
Section 2. The Association may, at its pleasure, by the procedures for the amendment of the By-Laws and the Articles of Incorporation, change the name.
Section 3. The Association has been incorporated under Chapter 181 of the Wisconsin Statutes.
ARTICLE II. MEMBERSHIP.
Section 1. Membership in the Association shall be open to all individuals and organizations interested in rural mental health.
Section 2. Membership categories, fees and accompanying benefits and privileges shall be determined by the Board (see Article III).
Section 3. All individuals eligible in any of the Membership categories shall become members upon payment of the fees associated with that category. Categories that allow organizations to name more than one member bestow on those listed by the organization all rights of membership.
Section 4. The death, voluntary withdrawal or expulsion, as hereinafter provided, of a member shall terminate membership. Membership may also be terminated by non-payment of dues.
Section 5. A member may be expelled by the affirmative vote of two-thirds (2/3) of the Board for such reason(s) as the Board may find to be in the best interest of the Association.
Section 6. Unless otherwise ordered by the Board, the annual Membership Meeting of the Association shall be held each year during the annual conference at a time and place to be determined by the Board. The Secretary shall be responsible for emailing to every member in good standing, at his or her address as it appears in the Membership Roll Book of the Association, a notice telling the time and place of such Annual Membership Meeting at least fourteen (14) days prior to such meeting.
Section 7. Special Meetings of the Association shall be held at such times and places as the Board may determine. No business may be transacted in any Special Meeting except such business as shall be specified in the notice of the meeting. Such Special Meetings may also be called by the President or by a petition of one tenth (1/10) of the Membership, such number to be determined by the size of the membership on the date of the petition. Notice of such Special Meeting, including the time, place, and purpose(s) of the meeting shall be emailed as provided above at least thirty (30) days prior to the meeting date.
Section 8. Any member of the Association may set forth one or more resolutions (e.g. concerning policies, bylaws etc.) for a vote by the membership by submitting same in writing to the Board. The Board may, if it chooses, present a position or recommendation regarding the resolution.
Section 9. Each member shall be entitled to one (1) vote on any matter upon which the membership is entitled to vote.
Section 10. There shall be no proxy votes at any Membership meeting of the Association.
Section 11. The members present in person, or responding by email ballot where authorized in these By-Laws, shall constitute a quorum at any Membership Meeting.
ARTICLE III. BOARD OF DIRECTORS
Section 1. All property and affairs of the Association shall be managed and controlled by the Board. The Board shall act as the Agent of the Association and shall provide the general supervision of the affairs of the Association, fix the hour and place of meetings, make recommendations to the Association, designate the repository of the funds and records of the Association, and do all such lawful acts as authorized by these By-Laws.
Section 2. The Board shall have the authority to establish the fiscal year of the Association.
Section 3. The Board shall hire and fix the compensation of any and all employees which they, in their discretion, may determine to be necessary in the conduct of the business of the Association. The Board shall also have the authority to contract for staff services. No such paid employee or contractor may be a member of the Board.
Section 4. The Board of Directors shall consist of eighteen (18) individuals, each of whom shall be a member of the Association. Each member of the Board shall hold office for a term of three (3) years. Candidates for the Board must have been a member in good standing for a minimum of one year prior to the date they would take office. However, candidates who do not meet this criteria may petition the Board for an exception. An exception may be granted based upon a majority vote of the Executive Committee.
Section 5. Board members shall be elected by an email ballot sent to each member with the notice of the Annual Membership Meeting, which shall be returnable at least thirty (30) days prior to the Annual Membership Meeting. Nominations shall be made by the Nominating Committee or person appointed by the President and by the written nomination of any member received by the President prior to the emailing of the ballots, and all persons so nominated, and who are eligible, shall be listed on the ballot. Newly elected Board members shall assume office immediately after the completion of the Annual Membership Meeting.
Section 6. Board members are eligible for re-election.
Section 7. Board members shall serve without compensation and are expected to cover the cost of their expenses associated with attendance at Board meetings. The Board may authorize the use of Association funds to cover the expenses of Board members who are acting on behalf of the Association.
Section 8. Vacancies on the Board prior to the completion of a term shall, at the discretion of the Board, either be filled by appointment or remain vacant until the next election. The Board, through a majority vote of the remaining members of the Board, may appoint a person to fill out the unexpired term.
Section 9. Any member of the Board may be removed from office by a vote of not less than two-thirds (2/3) of the members of the Board at a regular or special meeting. Cause for removal shall be based on substantial failure to perform the duties of any office held or the duties of a Board member in general, or as a result of loss of membership. Consecutive unexcused absences from the annual and winter board meetings are grounds for dismissal.
Section 10. The Annual meeting of the Board shall be held either within one month before the Annual Meeting of the Membership, or within one month after.
Section 11. The Board may establish a schedule each year of regular meetings, and no specific notice of such meetings shall be required. Special meetings of the Board may be called by the President or at the request of three (3) members of the Board. The President shall be responsible for emailing notice of any special meeting to each member of the Board, including the time, place, and purpose(s) of such meeting at least fourteen (14) days prior to the meeting. At a special meeting the Board may transact such business, whether specified in the notice or not, as it deems necessary, for the competent management of the affairs of the Association.
Section 12. All meetings of the Board shall be open to any members of the Association.
Section 13. Each member of the Board shall possess one (1) vote, which may only be exercised by that particular Board member. A Board member may designate a spokesperson for purposes of discussion only, but this spokesperson shall not be counted as part of the quorum, nor be entitled to vote on matters coming before the Board. There shall be no proxy votes at any Board meeting.
Section 14. An exception to the need for the physical presence of the Board member to exercise his/her vote, e.g. attendance via telecommunications, may be agreed to by all the Board members legally making a quorum at any meeting of the Board.
Section 15. The Board shall be considered to have a quorum when forty (40) percent of the current members are present.
Section 16. The Board may go into Executive Session upon a majority vote of the members at a meeting where at least a quorum of the Board members is present.
Section 17. The President, or a majority of the Board, may at any time direct an email vote for Association or Board business. Whenever an email ballot shall be so directed, a ballot form, approved by the Board, shall be sent to each member in good standing at the time. Such ballot shall proscribe the time within which voting shall occur, but in no event may the final date for receipt of a returned ballot be any sooner than twenty (20) days from the date of emailing the ballots to the membership.
Section 18. The Executive Committee of the Board may appoint Ex-Officio members to serve as advisors to and/or emissaries, and to serve on or chair special committees for the Board related to specific projects or activities. Ex-Officio members can be nominated by the general membership or active board members to perform actions on behalf of the board. Ex-Officio members will be appointed by simple majority vote of the Executive Committee of the Board. Ex-officio members may be invited by the Executive Committee to participate in Board meetings and other functions, but will not have voting privileges. The terms of appointment of Ex-officio members will be subject to the discretion of Executive Committee.
ARTICLE IV. OFFICERS
Section 1. The Officers of the Association shall be as follows: President, President-Elect, Secretary, and Treasurer.
Section 2. Duties of the Officers:
a) The President shall preside at all meetings of the Association and the Board, shall supervise all activities of the Association, execute all instruments in its behalf, call such meetings of the membership as shall be deemed necessary, and as herein provided for in the By-Laws, and perform such other duties as are inherent in such office.
b) The President-Elect shall act on behalf of the President on any occasion due to the absence or incapacitation of the President. In addition he or she shall perform such duties as may be determined and directed by the President. He or she shall also assume the position of President following the term(s) of office of the President.
c) The Secretary, or his or her designee, shall take or supervise the keeping and maintaining of all the Minutes of the Board and the Association meetings. He or she shall be responsible for maintaining a current Membership Roll and for the emailing of all notices required by the By-Laws.
d) The Treasurer of the Association, or his or her designee, shall be responsible for maintaining the financial books and records of the Association, preparing the annual budget for the Association and disbursing all funds as have been approved by the Board. The Treasurer shall also be responsible for overseeing any audits (internal or external) of the Association.
Section 3. The Officers of the Association shall be elected from the members of the Board by the current members of the Board and shall serve for two years, with their terms beginning and ending at the time of the Annual Membership meeting.
Section 4. In the event that the office of the President shall become vacant for any reason, the President-Elect shall immediately assume the powers and duties of the President until a replacement can be made as provided below.
Section 5. Vacancies in any office shall be filled by a majority vote of the remaining members of the Board and any persons so selected shall serve until the next election of Board Officers.
Section 6. Officers shall serve without compensation except that they may be reimbursed for some costs and expenses incurred in carrying out their duties if such costs and expenses are approved by the Board.
ARTICLE V. COMMITTEES
Section 1. The Officers of the Association shall constitute the Executive Committee. The President may also appoint additional Board members to be on the Executive Committee. This committee shall be advisory to the President on issues that arise during the year, and may also conduct specifically delineated business items as directed by the Board.
Section 2. Standing and special committees not otherwise authorized in the By-Laws may be created by the Board. Chairpersons of these committees shall be appointed by the President.
Section 3. Designated chairpersons shall appoint the members of their committees, or the President will appoint them with the approval of the designated chairperson.
Section 4. No Committee shall be authorized to create any financial liability greater than twenty-five dollars ($25.00) or other figure should the Board so choose, without approval from the President. No Committee shall take any action binding upon the Association without prior or subsequent approval from the President or the Board or unless such powers have been granted to them from the President or the Board.
ARTICLE VI. AMENDMENTS
Section 1. These By-Laws may be amended at any business meeting of the membership by a majority vote of the members of the Association present, provided there is at least thirty (30) days written notice to the members of any proposed changes which would alter, amend or rescind the By-laws.
Section 2. These By-Laws may also be amended through an email ballot by a majority of the returned, valid ballots, provided there has been a twenty (20) day interval between the written notice of the proposed changes to the membership and the deadline for the return of the ballots.
Section 3. These By-Laws may also be amended by the Board at any regular or special meeting, provided each Board member has received at least thirty (30) days notice of the changes proposed, and at least two thirds (2/3) of the members present at the meeting, where a quorum has been established, vote for such changes.
Section 4. Should any member wish to make changes to the by-laws, s/he shall make a resolution requesting such change(s) to the Board. At the next regularly scheduled meeting, or at a specially scheduled meeting called by the President or by the request of three members of the Board, a time shall be set for the membership to vote on the requested change by email vote as per Article III, section 17.