Bylaws

ARTICLE I.  NAME

The name of this unit shall be the AHA Certification Center, a divisional unit of the American Hospital Association, hereinafter referred to as the Certification Center.


ARTICLE II.  PURPOSE, OBJECTIVES, LIMITATIONS

Section 1: Purpose

The Certification Center has the responsibility of developing, implementing and maintaining certification programs that provide a mechanism to measure the attainment and application of a defined body of knowledge in various areas of healthcare management.  This is primarily to assure various publics that the certified individuals have attained knowledge necessary to perform within the designated field at the competent level.  Another purpose is to promote the recognition of certification within the designated fields and to others.

Section 2: Objectives

1. To formulate and adopt requirements, guidelines, and prerequisites for certification and for eligibility to take the qualifying examinations for certification.

2. To formulate, adopt, and administer such qualifying examinations, as it shall be deemed advisable to those who have met all the qualifications and who have applied for certification.

3. To evaluate the candidate's performance on any qualifying examination and to determine whether certification shall be granted to such individual.

4. To promote the common interests and recognition of those certified by the Certification Center and of the programs administered by the Certification Center.

Section 3: Limitations

No part of the net earnings of the Certification Center shall inure to the benefit of any private individual.  Further, no part of the income of the Certification Center shall be distributed to individual members, directors or officers, provided that the payment of reasonable compensation for services rendered shall not be deemed a distribution of income.


ARTICLE III.  OFFICERS AND DIRECTORS

Section 1: Officers

The officers of the Certification Center shall be the President, the President-elect and the Executive Director.

Section 2: Composition of the Board of Directors

The Board of Directors shall consist of two representatives from each professional membership society for which there is a certification program in development or operation, two staff representatives from the American Hospital Association, one public member and the Executive Director of the Certification Center.  The Executive Director shall serve as an ex officio member of the Board.  All Board members, with the exception of the Executive Director, shall be voting members.

Section 3: Selection of Board Members

1. Two representatives from each professional membership society for which there is a certification program in development or operation shall be appointed by the professional membership society that has collaborated with the American Hospital Association for the development of that profession's certification program.  Maintenance of membership in the appointing society shall be required to serve in this capacity.

2. Current certification from a program conducted by the Certification Center and maintenance of the certification shall be required for representatives appointed by each professional membership society for which there is a certification program in operation.

3. Each professional membership society should appoint at least one representative from the membership of its own board of directors.

4. Each professional membership society is strongly encouraged to appoint representatives to the Board from the past or current membership of the Certification Program Committee for its discipline. 

5. The American Hospital Association shall appoint the AHA staff representatives.

6. One public member shall be elected by a simple majority vote of the Board from among the voting Board members to represent the interests of consumers and to protect the interests of the public at large.  The public member shall not be a member of any discipline for which there is a certification program in development or operation through the Certification Center or derive significant income from such discipline, its related organizations or the Certification Center.

Section 4: Election of Officers

1. The President-elect shall be elected by a simple majority vote of the Board from among the voting Board members who do not represent the AHA. 

2. The President-elect shall succeed to the office of President immediately following tenure as President-elect.

3. The Executive Director shall serve at the pleasure of the AHA.

Section 5: Term of Office

1. All Board members, with the exception of the AHA staff representatives, shall be appointed to serve a term of three (3) years.  Board members may be reappointed to one (1) additional three-year term.

2. The AHA staff representatives shall serve at the pleasure of the AHA.

3. The President and the President-elect shall each serve a term of one (1) year.

Section 6: Responsibilities

1. To ensure that individual certification program requirements, as developed by the individual Certification Program Committees, meet programmatic and financial standards as established by the Board.

2. To ensure that the quality, content and maintenance of the certification process meet performance standards as set by the Board.

3. To oversee the business and financial affairs of the Certification Center.

4. To provide strategic direction for the future of the Certification Center.

5. To commit the time and energy necessary to carry out the work of the Board.

6. To ensure the integrity of certification programs, including maintaining the security of examination materials and the confidentiality of information about candidates for testing or renewal of certification and their test results.

7. To uphold the Professional Standards of Conduct of the Certification Center.

Section 7: Meetings

The Board shall meet annually or more frequently as circumstances warrant.  Advance notification to all members is required for all Board meetings.  Meetings may be conducted in person, by videoconference, by telephone conference, or other means of electronic communication.

Section 8: Quorum

At least 51% of the Board members must be present at any meeting to constitute a quorum.

Section 9: Removal from the Board of Directors 

1. Board members shall automatically be removed from the Board for failing to continue to meet selection criteria, as outlined in Section 3 of this Article.

2. Board members are subject to removal from the Board by a 2/3 vote of all voting members of the Board for failing to fulfill responsibilities, as outlined in Section 6 of this Article.

Section 10: Vacancies

1. If the office of President becomes vacant, the President-elect shall succeed to the office of President.  The successor shall complete the unexpired term of his/her predecessor as well as the President-elect's full term as President.

2. In the event that there is no President-elect, an election shall be held to fill the office of President for the balance of the unexpired term.

3. In the event that any appointed member position becomes vacant during the term of office, the vacancy shall be filled by the professional membership society with the vacant position.

4. Any individual selected to fill a vacancy shall be appointed for the unexpired term of his/her predecessor in office.  The appointed individual may be reappointed for two (2) full terms as well.

5. In the event that the elected public member position becomes vacant during the term of office, an election shall be held to fill the position for the balance of the unexpired term.  The elected individual may be re-elected for two (2) full terms as well.


ARTICLE IV.  CERTIFICATION PROGRAM COMMITTEES

Section 1: Description

A Certification Program Committee shall be created for each certification program in development or operation within the Certification Center.  The Certification Program Committee is an integral component of the Certification Center and is charged with the responsibility of serving as content expert, program resource, and consultant to the Certification Center regarding program development, examination content, test construction, test administration and evaluation.

Section 2: Composition

Each Certification Program Committee shall consist of no fewer than four (4) and no more than eight (8) members.  One member of that profession's representatives on the Board of Directors shall serve as Chair of the Committee. 

Section 3: Qualifications

1. Subject-matter expertise representative of the defined body of knowledge reflected in the program's examination specifications shall be required.

2. Current membership in the professional membership society recommending the appointments to this Committee shall be required.

3. Current certification from the program for which the Committee is responsible and maintenance of the certification shall be required for members of each professional membership society for which there is a certification program in operation.

Section 4: Appointments

Members of the Certification Program Committee shall be recommended by the professional membership society that has collaborated with the American Hospital Association for the development of that profession's certification program, or by individuals certified through that profession's certification program, and appointed by the Board of Directors of the Certification Center.

Section 5: Term of Office

1. Committee members shall be appointed to serve a term of three (3) years.  Committee members may be reappointed to one (1) additional three-year term.

Section 6: Responsibilities

1. To review certification examination specifications and prepare test items on an annual basis.

2. To review and approve test items for future editions of the certification examination.

3. To review, revise and determine psychometric aspects of the certification examination.

4. To recommend to the Board of Directors changes, enhancements, additions or other modifications to the certification program that have a potential programmatic, financial or other significant impact on the overall operations of the Certification Center.

5. To commit the time and energy necessary to carry out the work of the Committee.

6. To ensure the integrity of certification programs, including maintaining the security and confidentiality of examination materials and test development procedures.

7. To uphold the Professional Standards of Conduct of the Certification Center.

Section 7: Meetings

Each Certification Program Committee shall meet biannually or more frequently as circumstances warrant and as approved in the annual budget of the Certification Center.  Advance notification to all members is required for all meetings.  Meetings may be conducted in person, by videoconference, by telephone conference, or other means of electronic communication.

Section 8: Removal from a Certification Program Committee

1. Certification Program Committee members shall automatically be removed from the Committee for failing to continue to meet qualifications, as outlined in Section 3 of this Article.
2. Certification Program Committee members are subject to removal from the Committee by a simple majority vote of all voting members of the Board for failing to fulfill responsibilities, as outlined in Section 6 of this Article.

Section 9: Vacancies

1. In the event that a member position becomes vacant during a term, the professional membership society of the discipline which Committee has the vacancy shall be contacted for a recommendation.

2. Any individual appointed by the Board to fill a vacancy shall be appointed for the unexpired term of his/her predecessor.  The appointed individual may be reappointed for two (2) full terms as well.


ARTICLE V.  DISSOLUTION

In the event of dissolution of the Certification Center, the net assets of the Center shall be applied and distributed in the following manner.

Section 1: Financial Obligations

All liabilities and obligations shall be paid, satisfied, and discharged, or adequate provision shall be made thereof.

Section 2: Financial Assets

Any remaining financial assets shall be allocated proportionately to the capital invested by the professional membership societies participating in the Certification Center at the time of dissolution and the AHA.

Section 3: Non-Financial Assets
 
Non-financial assets, including, but not necessarily limited to, examination specifications, test items, examinations, answer keys, item statistics, rosters of certified individuals and candidates and other materials unique to the certification program of each participating professional group, will be distributed to the participating groups.


ARTICLE VI.  AMENDMENTS

These bylaws may be altered, amended or repealed and new bylaws may be adopted by a 2/3 vote of all voting members of the Board, subject to the acceptance of the American Hospital Association.  At least thirty days (30) written notice must be given of intention to alter, amend or repeal and to adopt new bylaws at a meeting of the Board of Directors.

Adopted August 1999
Amended September 2001, February 2002, June 2003, June 2004, December 2005, June 2006

 

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