American College of Healthcare Executives

‍ Updated 03/2026

ARTICLE I - NAME

‍ ‍Section 1: Name.

The name of the Chapter shall be American College of Healthcare Executives of Central Florida (ACHECF), and shall include, for purposes of uniformity, “an independent chapter of the American College of Healthcare Executives”. Hereinafter in these bylaws it will be identified as the “Chapter”. The American College of Healthcare Executives will be identified as "ACHE". For communications purposes, the Chapter will alternatively be referred to as the “ACHE of Central Florida” or “ACHECF”.

ARTICLE II – MISSION, AFFILIATION, IDENTITY, AND PURPOSE

‍ ‍Section 1: Mission.

The mission of the Chapter is to be the preeminent professional membership society for healthcare executives; to meet its members' professional, educational, and leadership needs; to promote high ethical standards and conduct; to advance healthcare leadership and management excellence; and to promote the mission of ACHE. This mission is to be achieved through professional education offerings and promoting social collegiality for Orange, Osceola, Seminole, Lake, Volusia, Brevard, Indian River, Okeechobee and St. Lucie Counties.

Section 2: Affiliation with ACHE.

So long as this Chapter remains a Chapter of ACHE, the Chapter shall operate in accordance with the ACHE Criteria for Chapter Status. Chapter Bylaws shall be further enacted as necessary to satisfy any governmental regulations. Any disbursement of funds shall be for services rendered to or for the benefit of the Chapter in meeting its purpose. All such payments shall be made in accordance with the here-instated Bylaws.

Section 3: Organizational Identity.

The Chapter is a distinct, separate entity from ACHE. The Chapter is therefore responsible for maintaining the Chapter's financial records, filing appropriate notices and forms with state and federal authorities, and maintaining necessary insurance coverage for the Chapter except where specific arrangements have been made for ACHE to serve as the Chapter's registered agent. ACHE shall not be liable for the debts and obligations of the Chapter. The Chapter shall not be liable for the debts and obligations of ACHE.

Section 4: Purpose

The purpose of this Chapter is to provide an organized structure for members and others in the field of healthcare leadership that will enable them:

•To work together on problems of interest.

•To conduct educational programs and further the professional knowledge of its members.

•To serve as a resource to the related healthcare associations.

•To promote channels of communication between the Chapter and other organizations.

•To promote the purpose of and membership in ACHE; and

•To help advance the mission of ACHE.

ARTICLE III – MEMBERSHIP

‍ ‍Section 1: Terms of Membership

All membership terms for this Chapter shall be consistent with and subordinate to the national ACHE membership terms as stated in: • “Article II. Membership” of the ACHE bylaws, currently available online at https://www.ache.org/-/media/ache/about-ache/ache-bylaws.pdf, and

•Regulations Governing Admission, Advancement, and Recertification document currently available online at https://www.ache.org/-/media/ache/about-ache/regulations_governing_admission_advancement_recertification.pdf.

Section 2: Chapter Membership

Membership in this Chapter shall mean an ACHE member is geographically located in the ACHE of Central Florida service territory, which, as of the publication of these bylaws, includes Orange, Osceola, Seminole, Lake, Volusia, Brevard, Indian River, Okeechobee or St. Lucie Counties of Florida. ACHECF chapter membership shall become effective when an active member of ACHE registers a personal address with ACHE in the ACHECF Service territory. To remove any doubt, only members listed on ACHE’s Chapter Roster Tool as “ACHE Members in your chapter area” for the “American College of Healthcare Executives of Central Florida” chapter will be considered an ACHECF chapter member. Note: The Chapter Roster Tool is accessible only to ACHE staff, ACHE leadership and ACHECF Chapter Board of Directors.

ARTICLE IV – Finance

‍ ‍Section 1: Annual Dues

·        Dues. The Chapter shall not charge dues for membership in the Chapter. Dues shall be charged by and paid to ACHE in accordance with the dues schedule in force at the time. Nonpayment of Dues. Membership shall be suspended for nonpayment of dues at a time consistent with and in accordance with the policies and procedures of ACHE.

Section 2: Donated Funds and Property

Any funds or property donated to further the work or programs of the Chapter shall become the property of the Chapter. Donors may designate specific purposes for the donation(s) and the Chapter will provide a reasonable effort to meet those requirements.

Section 3: Expenditures of Funds

Expenditures of treasury funds shall be for the benefit of the whole, at the discretion of the Board of Directors, subject to the voting terms herein. “Benefit of the Chapter as a whole” shall be defined by the Board of Directors and may include, but not be limited to, costs to offset meals, postage or copying of materials for the monthly meeting or any other expenditure the Board deems appropriate. The Treasurer shall report all expenditures to the Board as directed by the President and communicate the Chapter’s financial status at each board meeting and at the annual business meeting.

ARTICLE V - MEETINGS OF MEMBERS

‍ ‍Section 1: Business Meetings.

The Chapter shall conduct an annual business meeting and such other meetings of members as determined by the Chapter Board of Directors (see Article VI for composition).

Section 2: Notice of Meetings.

Written notice, either electronic or on paper, stating the location and time of the annual business meeting and other such meetings of members shall be delivered to each member of record entitled to vote at such meeting. This shall occur not less than five (5) nor more than 60 days before the date of the meeting, by or at the direction of the President or the Secretary/Treasurer.

Section 3: Eligibility to Vote.

The Chapter may utilize any method of voting permitted by law including being physically present, by written proxy or electronically. ·        All Chapter members shall have the right to vote in electing the Regent. For any meeting of the Chapter Board of Directors, a Board vote may be conducted only when quorum is established and during the executive session.

Section 4: Quorum.

A quorum exists when no less than two-thirds (2/3) of the voting members of the Chapter Board are present.

Section 5: Majority Vote

A majority vote is defined as an affirmative vote of more than fifty percent (50%) of the votes cast by those qualified to vote and present or by proxy at a given Member or Chapter Board of Director’s meeting.

Section 6: Special Business Meetings.

The Chapter Board of Directors may call special business meetings. Special business meetings shall be limited to consideration of subjects listed in the official call for such meetings unless otherwise ordered by unanimous consent of the eligible voting Board members.

ARTICLE VI - CHAPTER BOARD OF DIRECTORS

‍ ‍Section 1: Administration.

The administration of this Chapter shall be managed by elected and/or appointed directors that will be called the Chapter Board of Directors. The Chapter Board of Directors shall have authority and responsibilities for supervising the general operation of the Chapter in meeting its mission as stated in Article II.

Section 2: Board Composition.

The Chapter Board of Directors is comprised of elected and/or appointed Directors, Committee Chairs, and Advisors who are not compensated by ACHECF. Each member of the Chapter Board of Directors will receive an Appointment Letter from the President outlining his or her duties, roles and responsibilities. The composition of the Chapter Board of Directors includes Executive Board, Committee Chairs, and Advisory positions. The Executive Board is comprised of Director-level Officers:

•The Executive Board voting members include the Regent, President, Vice President, Treasurer, Secretary, Senior Executive Advisory Council Director, Programs & Education Director and Membership & Advancement Director and Immediate Past President. – The incoming voting Board members (Vice Directors) who are not Executive Board Members are the Vice Treasurer, Vice Secretary, Senior Executive Advisory Council Vice Director, Programs & Education Vice Director, and Membership & Advancement Vice Director. Committee Chair (non-voting Board members) and Chair-Elect (incoming non-voting Board members) level positions include the following:

•Communications reporting to the Secretary

•Partnerships & Sponsorships and Finance reporting to the Treasurer

•Local Programs Council (Volusia, Lake, East), Women in Healthcare Leadership Symposium (WIHLS), Engagement & Networking and Educational Programs reporting to the Programs & Education Director

•Higher Education Network and Clinician Outreach reporting to the Membership & Advancement Director

Advisory positions (non-voting members) include the following: 1) Senior Executive Advisory Council Advisors comprised of advisors reporting to the Senior Executive Advisory Council Director. 2) Student Advisory Board reporting to the Higher Education Network Chair with 2 members attending each Chapter Board of Director’s meeting.

Section 3: Chapter Directors.

The Executive Board who are Director-level Officers have the following roles, duties, and responsibilities: Chapter President. The President of ACHECF shall act as the Chief Executive of the Chapter and of the Board of Directors. He or she shall be responsible for: 1)         Governance and leadership of the Board and Chapter (i.e., calling and presiding over all Board and chapter meetings which may be delegated as needed, setting expectations for board participation and enforcing governance standards, strategic planning and oversight). 2)        Monitoring the progress of chapter goals and objectives as set forth in the strategic plan. 3)        The overall quality and value of services offered to the membership. 4)        Serving as the primary spokesperson for the chapter and as a liaison to the greater community including representing the organization at meetings or social functions that benefit the chapter and ACHE. 5)        Leadership and direction to members of the Board including committee oversight. 6)        Staying current with all new ACHE information and policies and coordinating dissemination of this information to chapter members. 7)        Providing communication and representation (i.e., serving as chapter spokesperson, communicating to members via newsletter or other channels including writing the President's Message in chapter communications). 8)        Upholding the chapter's policies and procedures including handling problems and addressing issues among chapter members in addition to ensuring all chapter policies and procedures are clear and communicated to all members. 9)        Membership and engagement (i.e., welcoming and supporting Board new members including the development of the Board of Director's Leadership Orientation and binder provided annually or as needed). 10)     Providing succession and mentorship planning including mentoring and preparing the Vice President for the presidency. 11)      Serving as the primary liaison to ACHE and providing oversight of operations, compliance and reporting (i.e., ensuring chapter events are reported to ACHE on a timely and accurate basis, ensuring financial statements are submitted to ACHE on a timely basis, notifying ACHE about changes in appointed and elected chapter leadership, working with the Treasurer to prepare the annual budget, preparing and communicating a chapter self-assessment which reflects the chapter's current status and identifies areas for improvement and growth). No less than annually, the President shall submit a report, in writing, to the Board of Directors. Said report shall contain information pertaining to the fiscal status of the chapter, personnel changes, new developments with regard to chapter activities and the status of membership. Board meeting minutes that memorialize this information may be used as a substitute for the written President's report. If the office of the President becomes vacant, the Vice President shall immediately accede to the presidency for the duration of the unexpired term. A new Vice President shall be appointed. Should he/she become unable to perform the duties of the office, or the Vice President position is already vacant, the Immediate Past President will fulfill these responsibilities. In the event that both the Vice President and the Immediate Past President are unable to accept the responsibilities of the presidency for the remainder of the term, the Board of Directors shall appoint, from the membership of the Board of Directors, a President Pro Tempore to serve for the remaining portion of the unexpired term. The appointed Board of Directors member would serve as the President Pro Tempore. At the regular election of the Board of Directors, a President and a Vice President shall be elected and/or appointed in accordance with the provisions of these Bylaws. The President may have an Executive Assistant to the President who is typically a student or early careerist serving in a non-voting position. He or she shall be responsible for: 1)         Administrative support to the President who assists with scheduling, agendas and meeting preparation in addition to organizing meetings and leadership communications. 2)        Coordination and follow-up including tracking Board action items and deadlines in addition to following through on presidential priorities. 3)        Communication support including drafting internal communications on behalf of the President and helping ensure consistent, timely messaging to chapter leaders. 4)        Liaison role who acts as a point of coordination between the President and Board members which includes streamlining information flow and decision-making. 5)        Governance and continuity including supporting documentation of decisions, initiative and key processes in addition to assisting with leadership transitions and institutional memory. 6)        Special projects including supporting presidential initiatives or strategic projects in addition to assisting with planning chapter events or leadership activities. Chapter Vice President. The Chapter Vice President shall attend all meetings of the Board of Directors. He or she shall be responsible for: 1)         Fulfilling the responsibilities of the President when needed. The Chapter Vice President shall substitute for the Chapter President in his or her absence or inability to serve and shall assume the office of President at the expiration of the President's term or earlier if the office becomes vacant. 2)        Contributing to policy decisions, budgeting and governance. 3)        Conducting meetings, formulating ideas, and delegating responsibility. 4)        Facilitation, coordination, and supervision of new organizational endeavors including leading the development or renewal of the chapter multi-year plan. 5)        Preparing for his or her upcoming term as President by becoming familiar with the chapter's governance, bylaws, strategic plan, ongoing initiatives, and leadership responsibilities in addition to working closely with the current President throughout the year. 6)        Providing oversight, support and advisement for committees. 7)        Supporting chapter governance through closely monitoring the chapter dashboard metrics with the Membership Chair, contributing to strategic planning and ensuring continuity. 8)        Supporting membership recruitment efforts. 9)        Communicating effectively and representing the organization at meetings or social functions that benefit the chapter and ACHE. 10)     Providing leadership continuity and ensuring a smooth leadership transition into the role of President. The Vice President shall advance to President at the completion of the preceding President's term of office without an election once elected to the office of Vice President. The modification of assigned or additional duties and committees alike are at the direction of the President and ratified by the Board of Directors, as needed. Chapter Treasurer. The Treasurer shall attend all meetings of the Board of Directors and be responsible for all financial records and transactions of ACHECF. He or she shall be responsible for: 1)         Financial management and custody of funds including establishing and maintaining chapter bank accounts with appropriate signature cards and resolutions. 2)        Depositing all money received by the chapter in chapter accounts. 3)        Budgeting and financial planning including reviewing the financial status of previous years while drafting the annual budget then obtaining Board approval. 4)        Recordkeeping and reporting financial activity including submitting quarterly and annual financial reports to the Board and ACHE. He or she will prepare and submit the ACHECF annual tax return. 5)        Receipts, disbursements and bank liaison duties including paying all bills approved by the Board and reconciling and processing payments received at all ACHECF events. All receipts and disbursements shall be recorded consistent with appropriate accounting conventions currently in practice. 6)        Compliance, audits and financial policies including engaging and coordinating external financial audit or review consultants then presenting results to the Board annually. 7)        Working with committees to identify non-dues sources of revenue. 8)        Auditing or reviewing records annually and upon departure from office in addition to providing a detailed report of fiscal accounts and contracts for the incoming Treasurer. 9)        Ensuring that the Vice Treasurer is well-versed in the responsibilities of the position prior to assuming the role. 10)     Executive oversight of a) the Partnership and Sponsorships Committee and b) the Finance Committee. The Finance Committee shall be chaired by the Treasurer with members appointed at his or her discretion. As available, these members may include a member from each of the Chair Committee who will serve as the Finance Lead for that particular committee. The modification of assigned or additional duties and committees alike are at the direction of the President and ratified by the Board of Directors, as needed. Chapter ACHE Regent of Florida Eastern. The Regent shall be an ex-officio member with voting rights and serves as a representative, advisor and advocate for chapters. The Regent is a link between the chapter and ACHE national leadership. He/she shall be responsible for: 1)         Representing chapters nationally by serving on ACHE’s national Council of Regents and bringing local chapter perspectives, needs and concerns to national discussions. 2)        Supporting chapter leadership by advising chapter boards and presidents in addition to helping chapters align programs with ACHE’s mission and strategic goals. 3)        Promoting ACHE standards by encouraging ethical leadership, professionalism and continuing education in addition to supporting member advancement toward Fellow of ACHE (FACHE) status 4)        Leadership development by mentoring healthcare leaders (current and future) in addition to helping to identify and develop volunteers for ACHE roles. 5)        Communication by sharing national initiatives, policies and resources with local chapters in addition to acting as a communicator between chapters and ACHE nationals. Chapter Immediate Past President. The Chapter Immediate Past President transitioned into this role from the position as a previous Chapter President. In the absence of or inability of the Immediate Past President to accept the responsibilities of the Immediate Past President role, the position can be appointed by the Chapter President and/or Chapter Board of Directors (i.e., a former Past President). He or she shall be responsible for: 1)         Providing continuity (i.e., preserving chapter history and maintaining consistency in governance, policies and chapter direction). He or she assures a smooth transition of the organizational leadership and provides counsel and insight to the President as required. 2)        Acting as an advisory support to the new President and Board of Directors including helping with the transition and orientation of new Board members. 3)        Chairing or overseeing nominations and elections. 4)        Supporting or overseeing specific committees, initiatives, or chapter functions. 5)        Serving as a liaison and maintaining relations with past leadership and stakeholders. 6)        Supporting membership growth, sponsorship, and member value initiatives. 7)        Acting as a backup when the President and Vice President are unable to serve. The modification of assigned or additional duties and committees alike are at the direction of the President and ratified by the Board of Directors, as needed. Chapter Secretary. The Secretary shall attend all meetings of the Board of Directors and be responsible for written communication to the Board. He or she shall be responsible for: 1)         Recordkeeping and documentation (i.e., meeting minutes, agendas, ACHE reports, committee reports, annual reports) including distributing a copy of minutes to the Board within two weeks of each meeting. 2)        Maintaining an ongoing record of minutes and other official documents of the chapter and conveying these records to the successor. 3)        Meeting management and communication (i.e., coordinating and scheduling meetings, sending out meeting notices and agendas). 4)        Official correspondence and notifications (i.e., election or nomination announcements, bylaws changes, notification of upcoming events, new officers, newsletters). 5)        Support for governance, elections and member records (i.e., assist with elections and nominations, maintain Board and committee member rosters, ensure chapter records are up-to-date and compliant). 6)        Acting as an advisor or liaison to committees. 7)        Assisting with leadership transitions and preserving organizational history. 8)        Executive oversight of the Communications committee. The modification of assigned or additional duties and committees alike are at the direction of the President and ratified by the Board of Directors, as needed. Chapter Senior Executive Advisory Council Director. He or she shall be responsible for: 1)         Leading the Senior Executive Advisory Council which is comprised of three (3) to seven (7) non-voting advisors to the Board who are senior executives, previous Board members and/or experienced FACHE chapter members. These advisors provide strategic guidance to the chapter Board. 2)        Advising chapter leadership by bringing senior-level perspectives to the Board in addition to helping the Board think long-term about strategy, governance and sustainability. 3)        Supporting leadership development encouraging mentorship in addition to identifying speakers, mentors and panelists for chapter programs. 4)        Strengthening executive engagement by keeping senior executives actively involved in chapter activities in addition to encouraging their participation in education, sponsorship and networking events. 5)        Promoting ACHE values and advancement. 6)        Board participation including acting as a bridge between senior leaders and chapter operations. 7)        In conjunction with the President and Vice-President, lead the Nominating Committee which shall: a. Prepare and submit nominations for officers and members of the Board in accordance with chapter bylaws. b. Conduct all elections whether in person or virtually at a chapter meeting or by email. Any member of ACHECF may recommend a candidate for consideration by the Nominating Committee until the time ballots are created. Nominating may also be taken from the chapter meeting at which a vote shall be taken. c. Continue to develop future leadership via chapter leadership training and committee selection. d. Review and update role descriptions to best fit current needs of the chapter. e. Promote diversity within the chapter by developing leaders who are representative of chapter members. f. Participate in chapter award nominations. g. Participate in mentorship selection. Chapter Programs & Education Director. He or she shall be responsible for: 1)         Planning and overseeing chapter-level educational and networking programs and events including developing education programs, identifying key issues and topics to be addressed, and ensuring programming meets member needs such as coordinating speakers, content, venue and food contracting. 2)        Selecting, inviting and following up with faculty to ensure their participation. 3)        Researching sites for events and following through on all obligations of contracts made with event venues. 4)        Overseeing logistics such as coordinating venues, virtual platforms, schedules and timelines. 5)        Arranging and calling all meetings of the committee. 6)        Creating and communicating a budget for the Programs & Education Committee. 7)        Coordinating committee members and volunteers to ensure assigned tasks are completed successfully. 8)        Coordinating education needs survey of chapter members. 9)        Managing and coordinating with Local Program Councils (LPCs). 10)     Ensuring programs meet ACHE standards and credit requirements. 11)      Record-keeping and reporting of events including credit requirements that comply with ACHE standards, documentation and reporting to ACHE and for chapter records. 12)     Creating promotional pieces to publicize events and registration forms in coordination with the Communications committee. 13)     Supports member advancement ensuring programs help members progress toward FACHE requirements and communicating credit/learning opportunities early. 14)     Providing strategic planning of programming in support of chapter goals. 15)     Executive oversight of Local Programs Council (Volusia, Lake, East), Women in Healthcare Leadership Symposium (WIHLS), Engagement & Networking and Educational Operations committees. Chapter Membership & Advancement Director. He or she shall be responsible for: 1)         Membership promotion, recruitment, growth and retention by promoting the chapter and ACHE to area healthcare executives, recruiting new members, sending out applications and following up, and developing strategies to retain current members. 2)        Promoting and marketing ACHE membership among nonmembers throughout the chapter’s geographic area. 3)        Member engagement including creating opportunities to promote member involvement in chapter activities and encouraging participation across career stages (students, early-, mid-, and senior careerists) including mentorship in conjunction with ACHE’s Leadership Mentoring Network team. 4)        Onboarding and orientation including introducing new members to ACHE and chapter benefits in addition to coordinating new member orientation and welcome events. 5)        FACHE advancement and professional development support including promoting the FACHE credential to chapter members and helping connect members with resources, mentors and exam-preparation opportunities. 6)        Working with the Programs & Education Director to develop programs to attract new members. 7)        Reporting and monitoring metrics including monitoring membership trends and demographics then sharing insights with the Board to inform strategy and programming. This includes maintaining member databases. 8)        Collaboration with other Board leaders and aligning engagement efforts with chapter goals and national initiatives. 9)        Represents members’ voices by gathering feedback on member needs and satisfaction to bring member perspectives to the chapter board. This includes being responsive to member concern(s) with the assistance of other Board members as needed. 10)     Executive oversight of the Higher Education Network and Clinician Outreach committees.

Section 4: Committee Chairs/Chair-Elects.

Standing Committees. Standing committees are a permanent part of the chapter structure and are responsible for ongoing chapter operations. Standing committees include Communications, Partnership & Sponsorships, Finance, Local Program Councils, Women in Healthcare Leadership Symposium, Engagement & Networking, Educational Operations, Higher Education Network, and Clinician Outreach. Standing committees shall make regular reports and recommend future actions to the Board. Ad Hoc Committees. Ad hoc or task force committees may be formed by the President or Board of Directors to meet time-specific needs that reach beyond the scope of a single standing committee. Ad hoc committees exist only until their assigned task is completed and their recommendation is submitted to the Board. Examples include a Strategic Planning Committee or Bylaws Review Committee. Duties of the Committee Chair and Chair-Elect. As the elected Chair of each committee, their responsibility will be for leadership and direction of each functioning committee. Each Chair will report to an Executive Board member and provide status updates on their monthly activity in the respective committees. The Chair-Elect acts on behalf of the Chair and represents their committee at Board meetings in the absence of the Chair. Both the Chair and Chair-Elect are versed in the responsibilities of their positions prior to assuming the role of Chairperson. Duties of the Communications Chair and Chair-Elect. He/she reports to the Secretary and shall be responsible for: 1)         Manages chapter communications including developing and executing the chapter’s communication plan in alignment with ACHE branding and standards. This includes maintaining all member communications, including the preparation and dissemination of meeting notices, newsletters and other ACHECF communications. 2)        Member outreach such as communicating upcoming events, education programs, member benefits, volunteer opportunities and FACHE advancement. 3)        Digital platforms including maintaining chapter website content in addition to managing email communication, newsletters and social media channels. 4)        Collaboration with chapter leaders and translating Board priorities into clear member-facing messages. 5)        Marketing and promotion including creating promotional materials for events and initiatives in addition to helping increase event attendance and member engagement. 6)        Brand and compliance by ensuring communications follow ACHE brand guidelines and ethical standards. 7)        Feedback and effectiveness by tracking engagement metrics (i.e., website traffic) and using data to improve communication strategies. Duties of the Partnership & Sponsorships Committee Chair and Chair-Elect. He or she reports to the Treasurer and shall be responsible for: 1)         Setting the strategy and goals for all ACHECF sponsorships and fundraising with the intention to offset the cost of chapter event programming and general cost of operations as outlined by the Board and its annual budget. 2)        Creating and communicating a budget for the Partnership & Sponsorships Committee. 3)        Planning and calling all meetings of the Partnership & Sponsorships Committee. 4)        Developing sponsorship rights and benefits packages. 5)        Identifying, soliciting and securing sponsors or partners by providing corresponding value in advertising opportunities at events and via digital platforms. 6)        Identifying and developing new sponsorship opportunities by proactively assessing market trends and chapter programming to expand and diversify sponsorship revenue streams. 7)        Serving as the liaison to sponsors through solicitation and ongoing servicing of sponsor relationships. 8)        Attending sponsored chapter functions to ensure the success of the sponsorship. 9)        Creating post-event reports and following through with sponsors after sponsored projects to assess results and receive feedback and evaluations. 10)     Providing input on promotional materials and communications to ensure proper recognition of sponsors. 11)      Soliciting advertising and exhibit space as determined by chapter programming needs. 12)     Supporting chapter educational and networking events, programs, and scholarship funding. Duties of the Finance Chair and Chair-Elect. He/she reports to the Treasurer and shall be responsible for: 1)         Financial oversight by supporting the Treasurer in monitoring the Chapter’s financial activity in accordance with ACHE policies and chapter bylaws in addition to ensuring responsible use of chapter funds. 2)        Budgeting and planning by supporting the development of the annual operating budget and consolidating committee inputs, monitoring revenue and expenses and recommending adjustments as needed. 3)        Financial reporting by preparing financial analyses, dashboards, and summary reports for Treasurer and Board review, in addition to ensuring accurate records of income, expenses, and account balances. 4)        Revenue management by tracking and ensuring visibility of income from Programs and Partnership & Sponsorship. 5)        Compliance and controls such as ensuring adherence to ACHE financial guidelines and nonprofit best practices in addition to supporting audits, financial reviews or required filings. 6)        Banking and payments support, by maintaining and improving banking and reimbursement workflows, recognizing that final authority resides with the Treasurer. 7)        Advises chapter leadership including providing financial insights to support strategic decisions and helping ensure long-term financial sustainability. 8)        Collaborating with the Programs & Education Director to review potential revenue-producing programs as a source of income for the chapter. Duties of the Local Program Council (LPC) Chair and Chair-Elect. Volusia, Lake and East County have their own LPC which is a subcommittee that provides local programming to these appointed counties within the ACHECF service area. LPCs can be financially sponsored by the chapter. The LPC Chairs report to the Programs & Education Director. They shall be responsible for: 1)         Collaborating with the Programs & Education Director and Director-Elect in planning, coordinating, and delivering local educational and networking events, which includes securing speakers, panelists, venue and food contracting, and securing ACHE credits as needed for their specific local program council service area. Leadership and committee management at the local level. The Program Committee Chair and/or Chair-Elect will maintain executive oversight of all activities with the LPC while ensuring communication and collaboration with the Central Florida chapter as a whole. 2)        Communicating and serving in a liaison role between LPC members and the Chapter Board of Directors. 3)        Membership growth and engagement in their region. Duties of the Women in Healthcare Leadership Symposium (WIHLS) Chair and Chair-Elect. He or she reports to the Programs & Education Director and shall be responsible for: 1)         Leading WIHLS by serving as the primary leader and coordinator for WIHLS in addition to defining the vision, goals and theme of WIHLS in alignment with ACHE’s mission. 2)        Program development including designing educational content that supports leadership development, career advancement and alignment with ACHE competencies and qualified education credits. 3)        Speaker and panel coordination by recruiting speakers, moderators and panelists who can provide high-quality content. 4)        Collaboration with chapter leaders. 5)        Event logistics and execution such as coordinating the venue, food, timelines, agendas and program details. 6)        Sponsorship and financial coordination in partnership with Finance and Partnerships & Sponsorship to support event funding and budgeting adherence. 7)        Promotion and engagement by supporting marketing and outreach to drive attendance and awareness 8)        Evaluation and improvement by collecting feedback and participation data then using those insights to improve future WIHLS. Duties of the Engagement & Networking Chair and Chair-Elect. He or she reports to the Programs & Education Director and shall be responsible for: 1)         Planning networking opportunities including designing and leading welcoming networking events. 2)        Driving member engagement including connecting members and encouraging participation in chapter activities, committees and volunteer roles. 3)        Collaborating with other Board leaders and aligning engagement efforts with chapter goals and programming. 4)        Innovating engagement formats such as introducing creative ways to connect members and adapts engagement formats to meet member needs. 5)        Supporting onboarding and retention which includes helping integrate new members into chapter activities and building relationships. 6)        Measuring engagement success by tracking trends (i.e., attendance, participation) and gathering feedback to improve future networking efforts. 7)        Planning the annual membership gala. Duties of the Educational Operations Chair and Chair-Elect. He or she reports to the Programs & Education Director and shall be responsible for: 1)         Planning educational programming by developing the chapter’s annual education plan and program calendar to ensure alignment with ACHE competencies and member needs. 2)        Ensuring ACHE education credit compliance with ACHE guidelines, documentation, and reporting requirements. 3)        Coordinating speakers and content to ensure relevant, high-quality and professional content is delivered. 4)        Collaborating with chapter leadership. 5)        Overseeing program logistics to support scheduling, registration, and agendas to ensure smooth execution with the assistance of event volunteers. 6)        Evaluating and improving programs by collecting participant feedback and attendance data then using those insights to refine future educational offerings. 7)        Supporting member advancement to meeting FACHE advancement requirements and promoting educational opportunities and credit availability. Duties of the Higher Education Network (HEN) Chair and Chair-Elect. He or she reports to the Membership & Advancement Director and shall be responsible for: 1)         Leads the HEN by collaborating with academic institutions and acting as a liaison between ACHE and the institution. (Representing the deans, faculty and students of the local higher education institutions, more specifically, the ACHE members that fall into the aforementioned categories.) The Student Advisory Board(s) report to the HEN Chair and serve in a non-voting capacity on the Board. 2)        Coordinates HEN activities within the chapter. 3)        Engages students and faculty by helping transition students into early-careerists and promoting full ACHE membership 4)        Career development support by organizing student-focused programming and connecting students with mentors, internships, and early-career professionals. 5)        Pipeline to ACHE membership by helping transition students into full ACHE membership status in addition to educating students on ACHE resources and career pathways. 6)        Collaboration with chapter leaders to ensure student programming aligns with chapter strategy. 7)        Tracks participation and impact by monitoring student engagement and attendance then reporting outcomes and opportunities to the Board. 8)        Executive oversight of the Student Advisory Board. Duties of the Clinician Outreach Chair and Chair-Elect. – He or she reports to the Membership & Advancement Director and shall be responsible for: 1)         Relationship building (i.e., serving as a liaison between the chapter and clinicians or healthcare organizations. 2)        Fostering clinician engagement in chapter activities. 3)        Clinician recruitment and engagement. 4)        Promoting the value of FACHE advancement to clinicians. 5)        Communication and advocacy (i.e., point of contact for clinicians, bringing clinician perspectives and needs to the Board). 6)        Supporting chapter initiatives (i.e., ensuring alignment with clinician engagement efforts). 7)        Mentorship and career development by connecting clinicians with executive mentors and leadership resources to help clinicians transition into administrative roles.

Section 5: Term of Office.

Voting Member Terms.All voting Director and Vice Director positions on the Board of Directors shall serve a term of two (2) years. The Vice President’s term and the President’s term shall be considered separate positions; a person may serve up to two (2) years as Vice President and up to two (2) years as President. The Vice President shall advance to the position of President upon the completion of the President’s term, without election, as provided in these Bylaws. Service in one position does not count toward the term of a different position. 1)     Regent.The Regent shall serve a three (3) year term as governed by ACHE’s national Council of Regents election procedures. The Regent’s term is not subject to the chapter’s staggered transition schedule or the two-year term provisions of this Section.   2)     Committee Chairs and Chair-Elects.All non-voting Committee Chair and Chair-Elect positions shall serve a term of one (1) year. Upon completion of a Chair-Elect term, the Chair-Elect shall actuate to the Committee Chair position for the subsequent term. Committee Chairs may be re-appointed for additional one-year terms at the discretion of their reporting Director and the President. 3)     Transition Schedule.To preserve leadership continuity, voting Board positions shall transition on a staggered schedule at the last regular Board meeting held in December of the applicable transition year, as follows:   a.      Even-Year Cohort.The following positions shall transition in December of even-numbered calendar years: Treasurer (and Vice Treasurer), Programs & Education Director (and Vice Director), and Senior Executive Advisory Council Director (and Vice Director).   b.     Odd-Year Cohort.The following positions shall transition in December of odd-numbered calendar years: President (and Vice President), Secretary (and Vice Secretary), Membership & Advancement Director (and Vice Director), and Immediate Past President.   4)     e) Transition Date.The formal transfer of responsibilities for each cohort shall occur at the last regular Board meeting held in December of the applicable transition year. Outgoing officers shall complete all handoff documentation, including but not limited to financial reports, committee status updates, and pending action items, prior to the transition date. New terms shall be effective January 1 of the following calendar year.   5)     Immediate Past President.The Immediate Past President shall transition in the odd-year cohort alongside the President to maintain continuity of the presidential succession. Upon the conclusion of a President’s term, the outgoing President shall assume the role of Immediate Past President for the duration of the succeeding President’s term.   6)     Term Flexibility.The Board of Directors recognizes that terms may require adjustment depending upon Board composition and external factors, including but not limited to member promotions, relocations, career transitions, and personal life changes. When such circumstances create gaps or misalignment in leadership coverage, the Board may, by majority vote, extend or shorten a specific term by up to one (1) year. Any such adjustment shall be documented in the Board meeting minutes, including the rationale for the change and the revised term dates. This provision is intended to provide operational flexibility and shall not be used to circumvent the standard term structure established in this Section.   7)     Vacancies.In the event of a vacancy, the Board of Directors shall appoint an eligible member to serve the remainder of the unexpired term. Service of a partial term of one (1) year or less shall not count toward the position’s term limit.   8)    Transition Provision. Upon adoption of this amended Section, current officeholders shall complete their existing terms and align with the first applicable transition cycle for their designated cohort. The Treasurer and Programs & Education Director shall transition at the last regular Board meeting in December 2026. The President, Vice President, Secretary, Membership & Advancement Director, and Immediate Past President shall serve their two-year terms through 2026 and 2027 and transition at the last regular Board meeting in December 2027. The Senior Executive Advisory Council Director shall receive a one-year term adjustment, extending service through December 2028, to support the establishment of the Nominating Committee; thereafter, the position shall follow the standard even-year transition cycle. The Board of Directors may, by majority vote, make additional adjustments of up to one (1) year to individual terms as needed to achieve alignment with the staggered schedule.  

Section 6: Eligibility of Chapter Board Director Members.

Chapter Board of Directors members must be ACHE members of the Chapter in good standing who have completed at least one (1) year of membership, and it is preferred to have served as a chapter volunteer for at least 6 months.

Section 7: Chapter Board Meetings.

Regular meetings of the Chapter Board of Directors shall be held at least eight (8) times during a year at such time, place, and mode of meetings as the President may determine. Chapter Board of Directors meetings will be held in two parts: a) open session and b) executive session. The open sessions will allow for the membership at large to attend and provide feedback in the discussions. At the end of each Board meeting, there may be an Executive meeting session of the voting Executive Board. The President or any three (3) other Board of Directors members may also call special meetings of the Board of Directors. Chapter members may attend open sessions of the meeting and provide feedback. Executive meeting sessions will remain closed. Members of the Board of Directors are expected to attend all regularly scheduled Board and business meetings, either in person or virtually. A Board member who fails to attend more than two (2) regularly scheduled Board or business meetings within a fiscal year, without reasonable cause as determined by the Executive Board, may be subject to review.

Section 8: Action of the Chapter Board of Directors.

Except as otherwise provided by law, the Articles of Incorporation, or these Bylaws, the act of a majority of those Chapter Board of Directors members present in person at a meeting, teleconference call or by other electronic means at which a quorum is present, shall be the action of the Chapter Board of Directors. Chapter Board of Director members may vote by written proxy. In the event of a tie vote, the Chapter Board President shall break the tie.

ARTICLE VII - ELECTIONS

‍ ‍Section 1: Elections for Regent and Chapter Board Members

All Chapter members shall have the right to vote in electing the Regent through the Regent election process. In collaboration with the President and Vice-President, the Senior Executive Advisory Council Director will lead the Nominating Committee which shall call for nominations and conduct all elections for the Chapter Board of Directors either in-person or virtually at a chapter meeting no sooner than October 1 and no later than October 31st of each calendar year.

•Any member of ACHECF may recommend a candidate for consideration by the Nominating Committee. Annual nominations will be accepted until forty-eight (48) hours prior to the beginning of the chapter meeting at which a vote shall be taken.

•Elections shall be held during Executive session at a meeting of chapter board members, either in-person or virtually. Annual elections will occur every October and be effective the following calendar year.

•When there is only one (1) candidate for an office, the Chapter President shall call for the election of the candidate, by acclamation. •When there are two (2) or more candidates for an office, a majority vote of members shall constitute an election.

•Nominations for vacated positions during any other time of the year may be made by an ACHECF member at any subsequent Chapter Board meeting or via email nomination to info@achecf.org. Elections for these open positions will be held ad hoc at the Executive session of the next occurring chapter board meeting, subject to the same voting process outlined herein.

ARTICLE VIII - COMMITTEES

‍ ‍Section 1: Standing Committees.

Standing committees are a permanent part of the chapter structure and are responsible for ongoing chapter operations. Standing committees include Communications, Partnership & Sponsorships, Finance, Local Program Councils, Women in Healthcare Leadership Symposium, Engagement & Networking, Educational Operations, Higher Education Network, and Clinician Outreach. Standing committees shall make regular reports and recommend future actions to the Board.

Section 2: Ad Hoc Committees.

Ad hoc or task force committees may be formed by the President or Board of Directors to meet time-specific needs that reach beyond the scope of a single standing committee. Ad hoc committees exist only until their assigned task is completed and their recommendation is submitted to the Board. Examples include a Strategic Planning Committee or Bylaws Review Committee.

Section 3: Committee Appointments.

Committee members may be appointed by the President or Executive Board members as deemed necessary or advisable for effective chapter administration. Members may serve one (1) year on such committees and may be re-appointed.

ARTICLE IX – CODE OF CONDUCT

Board members are expected to conduct themselves in accordance with the ACHE national Code of Ethics and Code of Conduct, and to uphold the highest standards of professionalism, integrity, and mutual respect in all chapter-related activities. Board members shall treat fellow Board members, volunteers, members, and partners with respect and professionalism, fostering a collaborative and inclusive environment Allegations or complaints regarding Board member conduct shall be reviewed by the Executive Board, which may assess the matter and determine appropriate action in accordance with these bylaws and applicable ACHE policies.

ARTICLE X - CONFLICT OF INTEREST

‍ ‍Section 1: General.

The Chapter Board and its Directors shall administer Chapter affairs honestly, economically and exercising their best care, skill, and judgment for the benefit of the Chapter and ACHE. The Chapter Directors shall exercise the utmost good faith in all transactions relating to their duties for the Chapter. In their dealings with and on behalf of the Chapter, they are held to a strict rule of honest and fair dealings with the Chapter. They shall not use their position, or knowledge gained from the Chapter, so that a conflict might arise between the Chapter’s interest and that of the individual.

Section 2: Disclosure of Conflict of Interest.

Each nominee for a Chapter Board director or committee position shall make written disclosure of any interest that might result in a conflict of interest upon nomination to office, before appointment to fill a vacancy in office, and annually thereafter. Such a written disclosure shall be made on such form or forms as may be adopted by the Chapter Board for that purpose.

ARTICLE XI – AMENDMENTS

‍ ‍Section 1: Amendments.

The Bylaws may be altered or amended by majority vote of the Chapter Board of Directors.

Section 2: Review of Chapter Bylaws.

Prior to enactment or modification, Chapter Bylaws will be reviewed and approved by ACHE in accordance with existing policies and procedures. ACHE and the Chapter shall maintain a record of all revisions to the Bylaws, including effective dates.

ARTICLE XII – DISSOLUTION

‍ ‍Section 1: Dissolution of the Chapter.

The Chapter may be dissolved at any general meeting of the membership by a three-fourths (3/4) majority vote of voting members present, providing such notice of intent shall have been communicated and provided to each voting member at least 30 days prior to the meeting where such dissolution vote is taken.

Section 2: Chapter Assets.

In the event of the dissolution of the Chapter, all assets remaining after the settlement of any chapter debts and obligations shall be distributed in accordance with the United States Internal Revenue Service Code governing dissolution of Non-Profit, Tax-exempt or For-Profit corporations.

ARTICLE XIII - MISCELLANEOUS PROVISIONS

Section 1: Execution of Contracts.

The Chapter Board of Directors may authorize, by majority vote, any Director(s) and any agent or agents to enter any contract or execute any instrument in the name of, and on behalf of, the Chapter, and such authority may be general or limited to specific instances. Directors include the President, Vice President, Secretary, Treasurer, Programs & Engagement Director, Membership & Advancement Director and the Senior Executive Advisory Council Director. No Director or agent shall have any power or authority to bind or obligate the Chapter by any commitment, contract, or engagement, or to pledge its credits to render it liable for any purpose or in any amount unless duly authorized by the Chapter Board of Directors.

Section 2: Fiscal Year.

The fiscal year of the Chapter shall commence on January 1st of each calendar year.

Section 3: Effect of Bylaws.

These Bylaws are in all respects subordinate to, and shall be controlled by, applicable provisions of the corporate laws (profit or non-profit) of the State, other applicable laws, and the Articles of Incorporation of the Chapter. Except as these Bylaws may be inconsistent with such laws and Articles, they shall regulate the conduct of the business and affairs of the Chapter with respect to all matters to which they relate.