Bylaws

NORTH AMERICAN ASSOCIATION OF CENTRAL CANCER REGISTRIES, INC. (NAACCR)

ARTICLE I. Scope and Purpose

The North American Association of Central Cancer Registries, Inc. (NAACCR), the “Association”, is a professional organization that develops and promotes uniform data standards for cancer registration; provides education and training; certifies population-based registries; aggregates and publishes data from central cancer registries; and promotes the use of cancer surveillance data and systems for cancer control and epidemiologic research, public health programs, and patient care to reduce the burden of cancer in North America.

ARTICLE II. Membership

Section 1. Classification of Membership
The five classes of membership shall be:

1. Full: Full member organizations are central registries in the United States (Territories) or Canada (Territories), which are, or have the potential to become, population-based registries.
2. Individual: Individual members are those persons who are not currently working in a member organization who have demonstrated career and professional commitments and interests that are consistent with or complementary to those of NAACCR. Candidates for Individual Membership must be able to demonstrate involvement or activity in one or more of the following areas: cancer surveillance or registration, cancer epidemiology, patient care, cancer control, professional education, research, and biostatistics. Each candidate must make a commitment to support NAACCR through active participation in the activities of the Association. Individual members shall be entitled to participate and vote as a member of committees. Individual members may chair subcommittees. Individual members may not chair a committee, vote on matters brought before the Membership at the Annual Meeting, nor vote for or hold an elected position in the Association.
3. Sponsoring: Sponsoring member organizations are national professional or national governmental organizations primarily involved in any of the following areas: cancer surveillance or registration, cancer epidemiology, patient care, cancer control, professional education, research, or biostatistics. Each sponsoring member organization shall be entitled to one vote on each matter submitted to membership vote. No action taken by the Association shall be construed as committing any sponsoring member organization to a prescribed course of action. Each sponsoring member organization may designate one or more representatives from such organization to participate in the Association’s affairs on behalf of such organization. Representatives of sponsoring member organizations may be a member of and chair a committee. Only one representative of a sponsoring member organization shall be entitled to cast that organization’s vote.
4. Sustaining: Sustaining member organizations are organizations interested in promoting the purposes of the Association. No action taken by the Association shall be construed as committing any sustaining member organization to a prescribed course of action. Each sustaining member organization may designate one or more representatives from such organization to participate in the Association’s affairs on behalf of such organization. Sustaining member organizations shall not be entitled to vote, and their representatives shall not be entitled to hold office. Representatives from sustaining member organizations may be a member of and chair a committee.
5. International Membership: This membership is available to individuals or organizations from countries other than the United States (Territories) and Canada. Candidates for International Membership must be able to demonstrate involvement or activity in one or more of the following areas: cancer surveillance or registration, cancer epidemiology, patient care, cancer control, professional education, research, and biostatistics. Each candidate must make a commitment to support NAACCR through active participation in the activities of the Association. International members shall be entitled to participate and vote as a member of committees. International members may chair subcommittees. International members may not chair a committee, vote on matters brought before the Membership at the Annual Meeting, nor vote for or hold an elected position in the Association.

Section 2. Application for Membership
Application for membership shall be submitted in a manner prescribed by the Board of Directors.

Section 3. Resignation
Any member may resign by submitting a resignation in writing to the Executive Director. If an effective date is not indicated in the letter, the resignation is effective on the date received.

Section 4. Continuing Membership

Each member shall continue their membership by paying their annual dues within the timeframe specified in these bylaws. All members wishing to change their membership category must complete a new membership application and submit it for review and approval before reclassification.

ARTICLE III. Officers

Section 1. Officers
The Board of Directors is composed of the Officers of the Association. The Officers shall be:

1. President
2. President-Elect or Immediate Past-President
3. Six Representatives-at-Large
4. Up to two Advisory Board Members
5. Treasurer

Section 2. Eligibility

An individual who is a representative in the Association of a full member organization for one year prior to election shall be eligible to hold the following offices: President, President‑Elect, Representative‑at‑Large, and Treasurer. To be eligible for the office of President‑Elect, a representative must, prior to the election, have served for one year as a member of the Board of Directors or as a chair/co-chair of a NAACCR Committee that provides oversight for one of the priority areas in the Strategic Management Plan. To be eligible for Representative‑at‑Large or Treasurer, an individual must, prior to the election, have served as a member of a NAACCR committee. Eligibility of the Advisory Board Member(s) will be determined by the Board of Directors based on the needs of the Association.

Section 3. Term of Office

1. President: The term of office for President shall be two years.
2. President-Elect and Immediate Past-President: The term of office for President-Elect and Immediate Past-President shall be one year.
3. Representative-at-Large and Treasurer: The term of office for Representatives-at-large and Treasurer shall be two years. Individuals in these positions may serve a second consecutive two-year term, if re-elected, not to exceed a total of four consecutive years in the same position. The limit of four consecutive years may be exceeded when consecutive terms are served in different board positions. The Representatives-at-Large shall be elected on a rotating basis.
4. Advisory Board Member: The term of Advisory Board Member(s) shall coincide with the President’s term.

Officers shall assume office at the conclusion of the Annual Meeting of the members at which they are installed. Officers must continue to be representatives of full member organizations for their term of office. A change of membership status would constitute a vacancy.

Section 4. Vacancies

1. All vacancies, except the office of the President, shall be filled for the unexpired term by appointment by the President with the approval of the Board of Directors. A vacancy occurring within sixty days prior to end of term may or may not be filled as determined by the Board.
2. A vacancy in the office of President shall be filled for the remainder of the term of office by vote of the Board of Directors.
3. A vacancy in the office of President-Elect shall be filled by a special election of the voting members. A vacancy occurring within sixty days prior to assuming the Presidency shall be filled by a vote of the voting members at the next Annual Business Meeting.

Section 5. Nominations and Election

1. The Nominating Committee is elected annually during the general election. Elections shall be by ballot. The top three vote recipients will be elected as the Nominating Committee. A Chair for the Nominating Committee shall be elected by the incoming Nominating Committee by the end of the month elected. If all three positions on the Nominating Committee are not filled at the ballot election the remaining position(s) will be elected at the Annual Business Meeting.
2. Following procedures set forth in these bylaws, the standing rules, and policies of the board, the Nominating Committee shall: receive all nominations for office and Nominating Committee members, due no later than ten days prior to the election; in consultation with NAACCR staff, confirm eligibility of those nominated; place the name of all eligible candidates on the ballot; and, not accept nominations after the ballot is finalized .
3. NAACCR staff shall distribute the ballot to all voting members, with full instructions and shall serve as the tellers’ committee after ballots have been returned.
4. Elections shall be by electronic ballot, with all ballots to be confidential.
5. Write-in votes shall not be permitted except in the case of a special election.
6. Elections shall be decided by plurality vote. In case of a tie vote, a runoff election will be held. In the event of a tie vote after a runoff election, the election will be determined by a majority vote of the Board of Directors.
7. For all NAACCR elections, each voting delegate cannot cast more than one vote for any candidate on the ballot.
8. Members of the Nominating Committee cannot run for office while serving as a member of the committee.
9. Advisory Board Member(s) are elected by a vote of the Board of Directors.

Section 6. Duties of Officers

1. President: The President shall function as the Chief Elected Officer of the Association. When requested by the Executive Director, the President shall represent NAACCR, or appoint a representative, for all inter- and intra-organization committees, meetings, etc. where NAACCR participation is necessary. The President or his/her designee may be a member, ex-officio, of each committee except the Nominating Committee. The President’s ex-officio status is without vote. The President oversees the management of the business of the Board of Directors. The President presides over the NAACCR Annual Business Meeting; in the President’s absence the President-Elect or Past-President presides. The President presides over all Board of Directors meetings; in the President’s absence the President-Elect or Past-President presides over the meetings. The President shall appoint all chairpersons of committees that provide oversight of the priority areas in the Strategic Management Plan.
2. President-Elect: The President-Elect shall prepare for his/her term of office by assisting the President. He/she will represent the President and NAACCR at the President’s or Executive Director’s request. The President-Elect shall succeed to the office of President at the conclusion of his/her term. The President-Elect assists in the management of and participate in the business of the Board of Directors including advising the President and Board as needed. The President-Elect shall appoint the chairpersons of committees that provide oversight of the priority areas in the Strategic Management Plan for his/her term of office prior to assuming the Office of President. The President-Elect attends all NAACCR Board meetings and Annual Business meetings.
3. Representatives-at-Large: The Representatives-at-Large shall serve as primary liaison officers with cancer registries and facilitate the exchange of information and the organization of projects. They will serve as Board Liaisons on committees as assigned by the President and participate in Board Governance activities and Board subcommittees as needed. The Representatives-at-Large attend all NAACCR Board meetings and Annual Business meetings.
4. Treasurer: The Treasurer shall provide fiscal oversight by reviewing monthly financial status reports that itemize receipts and disbursements for each NAACCR fund. The Treasurer will be provided with any financial supporting documentation and/or clarification as deemed necessary. The Treasure shall provide a summary financial status report at the Annual Business Meeting. The Treasurer attends all NAACCR Board meetings and Annual Business meetings.
5. Immediate Past President: The Immediate Past President shall assist in the management of and participate in the business of the Board of Directors including advising the President and Board as needed. The Immediate Past President attends all NAACCR Board meetings and Annual Business meetings.
6. Advisory Board Member: Advisory Board Member(s) shall provide in-kind expertise, as needed to effectively implement the Strategic Management Plan or other priorities of the Association. Advisory Board Members do not vote and have no automatic right to attend Executive session.

Other duties of the officers shall be defined in the Standing Rules and may be determined by action of the Board of Directors.

ARTICLE IV. Meetings of the Membership

Section 1. Meetings

1. The Annual Business Meeting of the members of the Association shall be held in conjunction with the Annual Conference. The time and place of the meeting shall be determined by the Board of Directors.
2. Special meetings may be called by the Board of Directors.

Section 2. Notification

The official call and notice of any meeting shall be sent at least thirty days prior to the scheduled meeting, and shall include the agenda and a description of each matter requiring special consideration or action.

Section 3. Quorum

A quorum for any meeting of members shall be a majority of the members registered at the meeting.

Section 4. Action

1. Action by members requires a majority vote of the members present and voting at a meeting at which a quorum is established.
2. No action can be taken by the members at a special meeting except as to matters described in the notice of the special meeting or matters incidental to operation of the meeting.
3. When voting on general matters or as a member of a committee either as an NAACCR representative or a representative of another organization, members and NAACCR staff must recuse themselves as defined in the NAACCR conflict of interest policy.
4. If the voting delegate will not be able to attend the annual business meeting of NAACCR a proxy delegate can be designated to vote on behalf of the member organization. The proxy request must be submitted to the NAACCR Executive Office within the established deadline. The proxy delegate must:
   1. be registered with the NAACCR office as a member of the NAACCR member organization; and,
   2. be present at the NAACCR business meeting.

ARTICLE V. Board of Directors

Section 1. Composition

The Board of Directors shall be composed of the elected officers of the Association and the Executive Director.

Section 2. Duties
The Board of Directors shall:

1. Set the vision and policy for the Association. The Board acts for the Association between scheduled meetings of the membership, is responsible for the management of the business and professional affairs of the Association, and takes other actions as required to implement the stated purposes of the Association.
2. Periodically develop and approve a Strategic Management Plan for the Association.
3. Define the duties of the officers in a manner consistent with the Bylaws.
4. Create and dissolve committees.

Section 3. Meeting of the Board of Directors

1. The Board of Directors shall meet at such times as deemed advisable during the year on the call of the President or majority of the Board. Presence at a meeting may be in person or virtually, provided that each member present is able to hear all other members present.
2. A quorum shall be a majority of the members of the Board of Directors.
3. Action by the Board of Directors shall be adopted by a majority vote of those present and voting at a meeting at which a quorum is present.

Section 4. Minutes and Notification of Action Taken

1. All action taken by the Board of Directors shall be recorded in the minutes of the Board.
2. Minutes of the Board of Directors shall be available to the membership of the Association upon request.

ARTICLE VI. Committees

Section 1. Committees

As deemed necessary, Committees may be created by the Board of Directors to carry on the affairs of the Association. The composition, size, and duties of the committees shall be set forth in the Standing Rules or as adopted by the Board of Directors.

Section 2. Eligibility

Any full, sponsoring, or sustaining member representative in good standing for one full year prior to appointment shall be eligible to be appointed as Chairperson of a Committee.

Section 3. Vacancies

Vacancies in committee chairs and presidential appointments shall be filled by appointment by the President. All other vacancies on a committee shall be filled by the Committee Chairperson.

ARTICLE VII. NAACCR Staff

Section 1. Executive Director

The Board may appoint an Executive Director who shall perform all duties as designated by the Board. The Executive Director shall serve on the Board of Directors as an ex officio member without vote. The Executive Director cannot hold office or chair a committee. The Executive Director may serve as a member of committees and may chair ad hoc committees and subcommittees. The Executive Director, or his/her designee, shall be responsible for the preparation of a record of all proceedings, and for the general correspondence of the Association.

Section 2. Staff

1. NAACCR staff cannot hold office or chair a committee. They may serve as a member of committees and may chair ad hoc committees and subcommittees.
2. The Staff will be responsible for the custody of the organizational records and of all proceedings of the Association.

ARTICLE VIII. Executive Office

Section 1. Organizational Records
The organizational records and proceedings of the Association are maintained by the Executive Office.

Section 2. Office Location
The Executive Office will be designated by the Board.

ARTICLE IX. Financial Administration

Section 1. Agents
The Board will designate the fiscal agent, registered agent and financial advisor.

Section 2. Fiscal Year

The fiscal year of the Association shall be determined and established by the Board of Directors.

Section 3. Annual Dues

1. Annual dues shall be paid in the amounts determined and established by the Board of Directors.
2. Dues shall be payable by December 31st.

Section 4. Audit

The financial records of the Association shall be audited each year in the manner determined and established by the Board of Directors per contract or legal requirement.

ARTICLE X. Parliamentary Authority

The rules contained in the current edition of Robert’s Rules of Order, Newly Revised shall govern the Association in all cases to which they are applicable and in which they are consistent with these Bylaws, special rules of order, and any Standing Rules the Association may adopt.

ARTICLE XI. Amendment to the Bylaws

Section 1. Proposed Amendments

Amendments to these Bylaws may be proposed by a) the Board of Directors, b) any Committee, or c) any voting member provided such amendments are accompanied by written endorsement of at least five additional voting members.

Section 2. Amendment Submissions(s)

Proposed amendments to these Bylaws shall be submitted to the Board of Directors at least ninety days prior to the Annual Business Meeting. The proposed amendment must be submitted in writing and include article and section number, proposed language and rationale.

Section 3. Voting on Amendments

A two-thirds vote of the members present and voting at the Annual Business Meeting of the Membership at which a quorum has been established shall be required to adopt any amendment. Unless stated otherwise, the amendments shall become effective upon adoption.

Section 4. Notification of Amendments to the Membership

A copy of the proposed amendments shall be sent to the voting members at least thirty days prior to the Annual Business Meeting.

ARTICLE XII. Dissolution of the Association

Voluntary dissolution of the Association may be effective only by consent evidenced by written and signed ballots of three-fourths of all voting members. Notice of the intent to dissolve the Association must be mailed to each voting member at least four weeks prior to the date set for the ballots to be counted. Ballots for this purpose shall be enclosed with the notice of intent.

Amended by vote of membership, Annual Conference 06/24/2020