Reviewed October, 2017
International Association of Clinical Research Nurses
Adopted 21 October 2010
Review / Approved August 2012
Reviewed / Approved October 2015
Reviewed / Approved October 2017
Article I: Association Name
The Name of this corporation is the International Association of Clinical Research Nurses, Inc.(hereafter referred to as the “Association” or “IACRN”).
Article II: Purpose
The purpose of IACRN is to provide a mechanism for clinical research nurses to promote excellence in the nursing management of research participants through research, education, collaboration, and dissemination of best practices.
Article III: Officers
Section One: The officers are the President, President-elect, Secretary, and Treasurer. Officers must be members in good standing of the Association. These officers shall sit on the Board of Directors and shall perform the duties prescribed by these bylaws and by the parliamentary authority adopted by the Association.
Section Two: The officers shall be elected for 2 year terms or until their successors are elected. Their term of office shall begin on January 1. No member shall be eligible to serve more than 2 consecutive terms in the same office. It is acceptable to create one-year terms of office, combine offices, and stagger election years. The President-elect shall assume the role of President at the conclusion of their term, therefore no regular election for President will occur.
Section Three: The Board of Directors will solicit nominations for officers. Voting may be electronic or by paper ballot. Nominees must run for one position only.
Section Four: In the event the office of President becomes vacant, the President-elect shall serve as President for the unexpired term. Vacancies of unexpired terms in other offices shall be filled by selection from the membership by the Board of Directors.
Section Five: The Board of Directors shall control and direct the affairs of the Association; determine its policies; execute its purposes; administer its funds; and shall perform such other duties as are specified in these bylaws. The Board has no power which is not given to them by the bylaws and shall take no actions that conflict with the mission of the Association.
Section Six: Composition of the Board of Directors shall be defined by policy.
Article IV: Meetings
Section One: General membership meetings will be held at a minimum of one time per year. New business items must be presented to the Board of Directors four weeks prior to the scheduled meeting, to be considered for the agenda.
Section Two: Ten percent (10%) of the membership of the Association shall constitute a quorum for bylaw changes, amendments, or voting on Association business.
Section Three: Voting may be held electronically if the Board of Directors has voted to allow such an action.
Section Four: The rules contained in the current edition of The Modern Rules of Order, shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws, and any special rules of order of the Association.
Article V: Amendments
Amendments may be proposed by a group representing at least ten members or by the Board of Directors.
Article VI: Review of Bylaws
The bylaws will be reviewed by the Board of Directors a minimum of every three years.
Article VII: Dissolution
If this Association is dissolved at any time, its assets shall be distributed to similar not-for-profit organizations to be selected by the Board of Directors.
Article VIII: Indemnification
To the extent allowed by law, when an officer or board member is sued in their capacity as an officer or board member, the Corporation may indemnify them for all fees, costs, and attorney fees associated with their defense, to the capacity of the Association.