Louisiana Chapter of the
American Academy of Pediatrics
Constitution & By-laws
(Revised April 1998)

Article I
Name The name of the organization shall be the Louisiana Chapter of the American Academy of Pediatrics (AAP), but may be abbreviated, the LA Chapter or the Chapter.
Article II
Objectives To unite qualified pediatricians and physicians engaged in pediatric specialties, such as pediatric surgery, urology, allergy, etc., into one organization.
To further the objectives of the AAP, as stated in the Constitution of the Academy, Article III, Section I, in the state of Louisiana to wit;
"The objective of the Academy shall be to foster and to stimulate interest in pediatrics and correlate all aspects of the work for the welfare of children which properly come within the scope of pediatrics. The Academy shall endeavor to accomplish the following purposes:
(a) To establish and maintain the highest possible standards for pediatric education in medical schools and hospitals, pediatric practice and research.
(b) To perpetuate the history and best traditions of pediatric practice ethics.
(c)To maintain the dignity and efficiency of pediatric practice in its relationship to public welfare.
(d) To promote publications and encourage contributions to medical and scientific literature pertaining to pediatrics; none of which objectives are for pecuniary profit."
To cooperate with the Louisiana State Medical Society and all agencies of the State of Louisiana concerned with the welfare of children as the representative body of the qualified pediatricians and allied specialists of the State of Louisiana.
Article III
Section I Membership Categories
(a) Fellow Fellows and Specialty Fellows of the AAP residing in the State of Louisiana shall be members of the LA Chapter.
(b) Member All others, e.g., Affiliate Members (q.v. infra), Resident Fellows and Candidate Fellows of the AAP, etc., may be members of the LA Chapter at the discretion of the Executive Board of the LA Chapter.
(c) Emeritus or Honorary Fellows shall be elected to life membership by a majority vote at a duly called meeting of the Chapter membership. They shall be exempt from dues and assessments. An Affiliate Member is any physician who resides in Louisiana who is engaged primarily in pediatric practice, teaching or research, and is not already a Fellow of the AAP.
Resident and Candidate Fellows of the AAP do not pay Chapter dues, may not hold office, may not vote on amending the Constitution and By-Laws, or on dues and assessments, but can participate on Chapter committees - other than the Executive and Nominating - and in Chapter meetings.
Section II. Rights and Privileges of Members
(a) Fellows have the right to vote and may hold any office of the Chapter.
(b) Member have the right and privileges of a Fellow except that of voting on business of the American Academy of Pediatrics, or of holding offices of President or Vice President.
(c) Honorary and Emeritus Fellows and Members may participate in all meetings and may vote, but cannot hold office.
Section III. Forfeiture of Membership
(a) Membership shall lapse after the failure to pay dues for two years. If a Fellow or Member continues to be delinquent for 30 days after notification by the Treasurer, he shall be suspended until reinstated by the Executive Committee upon payment of dues and assessment arrears.
(b) Any conduct ethically or socially violating the standards of the Chapter shall be brought before the Executive Committee for proper disposition. An accused Fellow or Members shall be notified of the charges by the Secretary in writing and be given ample opportunity for defense against them.
Article IV
Amendments
This Constitution and the By-Laws of the Chapter may be amended by a two-thirds vote of Fellows and Affiliate Members in a mail ballot, provided that a copy of any such proposed amendment shall have been submitted in advance to the Executive Committee for its consideration. A copy of any proposed amendment, together with the recommendation thereon of the Executive Committee, shall be mailed by the Secretary to each member at least one month before the annual Chapter meeting. Ballots will be returned to the Secretary.
By-Laws
Article I
Officers
Section I The Officers of the Chapter shall be:
(1) President
(2) Vice President
(3) Secretary
(4) Treasurer
(5) Two members of the Executive Committee, elected At-Large
(6) Three members of the Nominating Committee
Section II The President shall appoint all committees and liaison representatives subject to the approval of the Executive Committee. He/she shall be a member ex officio of all committees and shall serve a term of two years. He/she shall be eligible for a second term but no more. No officer of the LA Chapter may serve more than four successive years. The President will submit an annual report to the District Chairman prior to the Annual Fall meeting of the American Academy of Pediatrics or as required by the Executive Board of the AAP.
Section III The Vice President shall serve a term of two years, and shall be eligible for re-election once.
Section IV The Secretary will perform the usual duties of that office, such as keeping records and sending notices and ballots to the members. The term of office will be for two years, and he/she shall be eligible for re-election once.
Section V The Treasurer shall collect all dues and assessments. He/she will pay all bills authorized by the Executive Committee. He/she will be responsible for all funds entrusted to him/her and will render a financial report to the Executive Committee and the Fellows and Members at the annual meeting. He/she may be bonded at the discretion of the Executive Committee. The term of office will be for two years and he/she shall be eligible for re-election once.
Section VI Executive Committee The Executive Committee of the Chapter will consist of the President, Vice President, Secretary, Treasurer, two Fellows or Members elected At-Large, a Liaison Representative (q.v. infra) and the Coalition of Louisiana Societies of Pediatricians (CLASP) Presidents. The Immediate Past President shall be a member of the Executive Committee. The Executive Committee will conduct all of the business of the Chapter between meeting, and will plan and be responsible for all Chapter activities. A Liaison Representative to the Louisiana State Medical Society shall be appointed by the Executive Committee for a term of two years. The Liaison Representative will be a member of the Executive Committee. The CLASP Presidents will be voting members of the Executive Committee. The At-Large members of the Executive Committee shall serve terms of two years each and be eligible for re-election once.
Section VII Newly elected officers of the Chapter shall assume their duties at the annual meeting.
Section VIII In the event that any officer of the Chapter or Member of the Executive Committee is unable to serve his/her full term of office, the Executive Committee is empowered to appoint or elect a Fellow or Member to serve out the unexpired term.
Article II
Nominating Committee
Section I The Nominating Committee shall consist of three Fellows or Members elected by a majority of the membership voting by a mail ballot. The term of office shall be for four years and no one may succeed himself. The candidate with the largest vote shall act as chairman.
Section II Every two years the Nominating Committee will prepare a slate of one or more candidates for all offices that will be vacant the following year. This will be done prior to July 1st.
Section III The list of candidates will be mailed to the Fellows and Members of the Chapter by the Secretary on or about July 1st. Return ballots will be mailed to the Secretary, the Chairman of the Nominating Committee, or to the District Chairman, as specified. Additional candidates may be nominated when properly endorsed by five or more Fellows and Members. Fellows and Members will be given 30 days to submit additional candidates.
Section IV The Secretary will mail ballots with qualified candidates to Fellows and Members within one week of the close of nominations. Ballots will be considered valid when returned within 30 days of this mailing.

Section V If there are more than two candidates for any vacancy, the candidate receiving a plurality of the votes will be elected.
Article III
Meetings
Section I The annual meeting of the Chapter shall be held at a time and place designated by the Executive Committee.
Section II Other meetings may be held at the call of the Chapter Chairman, the Executive Committee, or by written request signed by ten Fellows or Members.
Section III Notice of the time and place of all meetings shall be mailed to the entire membership at least three weeks in advance thereof by the Secretary.
Section IV A quorum shall consist of eleven of the voting Fellows and Members of the Chapter, or their proxies.
Section V All business meetings of the Chapter shall be conducted in accordance with the latest revised Roberts' Rules of Order.
Section VI The Executive Committee of the Chapter shall meet at least twice annually to conduct the Chapter business, appoint committees and liaison representatives, give directions to these committees and liaison representatives, as well as receive and study reports submitted by these agents.
Article IV
Dues and Assessments
Section I Chapter dues shall be set by the Executive Committee subject to the approval of the majority of the membership of the Chapter voting by mail ballot.
Section II Dues may be waived for just cause by the Executive Committee.
Section III The Executive Committee of the Chapter is empowered to defray all or part of the expenses of the officers of the Chapter, or Chapter committee members, for the performance of Chapter business.
Section IV Authorized expenses may not be incurred by any of the members, or committees of the Chapter above and beyond the cash resources of the Chapter.
Section V Assessments may be levied on recommendation of the Executive Committee after the approval of the majority of the Fellows and Members present and voting at the annual meeting.

Article V
Indemnification
The corporation shall indemnify and hold harmless each director, officer, employee or agent now or hereafter serving the corporation from and against any and all claims and liabilities to which he or she may be or become subject by reason of his or her now or hereafter being or having heretofore been a director, officer, employee or agent of the corporation and/or by reason of his or her alleged acts or omissions as such director, officer, employee or agent whether or not he or she continues to be such director, officer, employee or agent at the time when any such claim or liability is asserted, and shall reimburse each such director, officer, employee or agent for all legal and other expenses reasonably incurred by him or her in connection with defending any and all such claims or liabilities, including amounts paid or agreed to be paid in connection with reasonable settlements made before final adjudication with the approval of the Executive Committee, whether or not he or she continues to be such director, officer, employee or agent at the time such expenses are incurred; provided, however, that no director, officer, employee or agent shall be indemnified against any claim or liability arising out of his or her own negligence or willful misconduct or shall be indemnified such claims or liability or in settling the same unless in the judgment of the directors of the corporation the director, officer, employee or agent against whom such claim or liability is asserted has not been guilty of negligence or willful misconduct. The foregoing right to indemnification shall not be exclusive of other rights to which any director, officer, employee or agent may be entitled as a matter of law.