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THE CONSTITUTION AND BYLAWS OF THE
          NORTHERN CALIFORNIA PSYCHIATRIC SOCIETY
                                     AMENDED 2022:

                         HOW WE GOVERN OURSELVES



     At the time of the 2019 APA Annual Meeting in San Francisco, the APA conducted a peri-
     odic review of our NCPS Constitution and Bylaws with the goal of providing guidelines to
     update them to be compliant with APA policies. The Constitution and Bylaws reviewed by
     the APA were those approved by NCPS members in 2012. After its review the APA provid-
     ed NCPS with recommendations to bring our bylaws into compliance with the APA Model Bylaws recommended
     for all District Branches.
     The NCPS Bylaws Committee was appointed by Smita Das, MD, NCPS President in 2019-20, and work got under
     way. One of the first Committee decisions was to retain the basic structure of our NCPS Constitution and Bylaws
     2012 rather than to simply replace them with the APA Model Bylaws. The Committee felt it was important to main-
     tain the historical precedent of the NCPS governing structure, while simplifying and updating it.
     Summary of Changes in the proposed 2022 revision of NCPS Constitution and Bylaws:
      1.  Parliamentary rules guiding NCPS have been changed from Roberts Rules of Order (Revised) to the Standard
         Code of Parliamentary Procedure by Alice Sturgis.

      2.  2022  Constitution  Article  XI  (p  4)  has  been  simplified  for  approval  of  amendments.  The  2012  version  states,
         “Approval by 2/3 of at least 40 percent of eligible voting members of the Society shall be required for adoption
         of a proposed amendment…”. (p 4) The 2022 revision simply states, “The amendment will become effective, if
         approved  by  a  majority  of  the  ballots  returned  by  the  specified  tabulation  date.”  (p  5)
         Both the 2012 (p 13) and the 2022 (pp 4-5) versions continue to state that an amendment can also be approved
         “alternatively, by two thirds vote of the members in attendance of General Membership Meeting”.

      3.  Chapter 2 of the 2022 Bylaws addresses NCPS membership (pp 6-7) and is updated from the 2012 Bylaws, Chap-
         ter 4 (pp 6-7). The 2022 version clarifies and simplifies Application and Election to Membership to reflect APA
         procedures for membership. The 2022 version allows elimination of the 2012 “Membership Processing—Initial
         Application” section. (p 6)
      4.  Membership Transfers  and Advancement  are  also revised  and  simplified in  the  2022  version  (p  7)  compared
         with the 2012 version (p7).

      5.  2022 Bylaws Chapter 3. A. 8. (p 9) clarifies that “A Chapter President is an Advisory Member of Council and as
         such is a non-voting member of Council.”

      6.  2022 Bylaws Chapter 3. C. (p 10) and 2012 Bylaws Chapter 5. C. (p. 9) address vacancies on the Council. Both
         2022 and 2012 differ from the APA Model Bylaws “if the President is unable to function because of absence, ill-
         ness, resignation or death.” NCPS Bylaws state the Vice President will assume the Presidency and serve the re-
         mainder of the term. We have chosen to maintain our historical structure rather than adopt the APA Model By-
         laws, which say the “President Elect would become the ‘Acting President’ for the remainder of the year and then
         will begin his/her term as President.”

      7.  2022 Bylaws Chapter 6 (p 13) on “Ethics and Disciplinary Procedures” adopts APA Model Bylaws language and
         replaces 2012 Bylaws Chapter 9 (p 12) on “Complaint Procedure and Disciplinary Action”.

     Here (2022 Bylaws) you will find a link to the proposed 2022 revision of our constitution and bylaws for your re-
     view.  You may compare the revisions with the older 2012 version here (2012 Bylaws). And, if you wish to review
     the APA Model Bylaws you can access them here (APA Model Bylaws).

     All  NCPS  members  will  be  asked  to  vote  to  approve  the  proposed  changes.  Our  2012  Bylaws  state  that  newly
     amended bylaws will be adopted and effective if approved by a majority of valid ballots returned at the close of an
     established voting period. With the support of the NCPS Council, the Committee asks you to approve these changes
     to make us a flexible and nimble organization in the challenging years ahead.
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         NORTHERN CALIFORNIA PSYCHIATRIC SOCIETY                                   Page 18            July/August 2022
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