By-Laws

CONSTITUTION
Brown Medical Alumni Association

 Preamble

The Brown Medical Alumni Association (BMAA) serves as the central organization and primary resource for connecting medical alumni to Brown’s medical school, the University, and the extended medical community.

Article I
Name and Purpose

The name of this Association shall be the Brown Medical Alumni Association.

The BMAA promotes loyalty and pride in the strength and vitality of The Warren Alpert Medical School of Brown University and its mission. Specifically, the BMAA:

  • Develops communications, programs and community outreach to strengthen the relationship between alumni and Brown.
  • Represents the formal voice of medical alumni as advisers to the University and the Dean of Medicine and Biological Science.
  • Serves as a forum for the exchange of alumni ideas and views.
  • Enhances medical education through the promotion of enduring relationships between alumni, students, residents, parents, and the medical community.
  • Increases the impact of alumni on the Medical School’s future through alumni involvement, volunteerism, and participation in fundraising initiatives, including the Brown Medical Annual Fund.
  • Strengthens the reputation of Brown’s Medical School by promoting the accomplishments and achievements of its graduates to applicants, medical organizations and the general public, and recognizing outstanding contributions to the advancement of medicine.

Article I
Membership

Membership shall be extended to graduates of Brown’s medical school, graduates of Brown University who hold degrees from other medical schools, faculty members and house staff officers of the medical school. All members will be eligible to vote on Association business and be nominated to be a member of the Board of Directors when openings arise per guidelines in Article III, Sections 2 and 5.

Honorary membership may be extended to members of the Brown University Associated Alumni or others who have special interest in the Alpert Medical School. Honorary members are not eligible to vote on Association matters.

Meetings

There shall be two annual meetings each year to coincide with Parents Weekend and Commencement Weekend.  These meetings will be scheduled as deemed appropriate by the Board of Directors or the Executive Committee.

Special meetings may be called by the Board of Directors or the Executive Committee.

A quorum shall constitute seven members present at a Board meeting of the Association.

Article II
Officers

 Section 1

The governing powers of the Association shall be vested in the Officers of the BMAA Board of Directors, consisting of a President, President-elect, Secretary/Treasurer and Immediate Past President.  All officers, elected by the Board of Directors from a nominated slate, shall serve a two-year term expiring on June 30.

The Board of Directors may appoint or employ other officers or agents as it deems necessary for the proper conduct of the affairs of the Association and fix any compensation required.

Section 2

President - shall serve for a term of two years and shall not be eligible for reelection as President or President-Elect, but is eligible in six years to again serve on the Board of Directors. The duties shall be those commonly pertaining to this office and he/she shall preside at all meetings of this organization, the Board of Directors and Executive Committee. The President shall also be an ex-officio member of all standing committees.

Section 3

President-Elect - shall serve for a term of two years and shall preside at all meetings in the absence or inability of the President and shall assume the role as President immediately following the term as President-elect.

Section 4

Secretary/Treasurer - shall serve for a term of two years and shall keep records of all votes, resolutions and other proceedings of the organization and shall be responsible for recording minutes of all Board of Directors and Executive Committee proceedings. The Secretary/Treasurer shall prepare an annual report in writing at the annual meeting. The position of Secretary/Treasurer may be held by one individual or shared by two officers.

Section 5

Immediate Past President- shall serve for a two year term as a member of the Executive Committee of the Board of Directors.

Section 6

Vacancies - in the event of a vacancy occurring in any office or in the inability of any officer to serve, the Board of Directors may appoint from among its members a successor for the unexpired term.

Article III
Board of Directors

Section 1

 Authority - the affairs of this Association shall be directed by the Board of Directors.

The Board of Directors shall have the power to appoint standing and ad hoc committees of alumni/ae including members of the Board to study and make recommendations concerning special concerns of the Association, the Medical School and the University. There shall be the following standing committees: nominating committee, event/reunion committee and admissions committee. The standing committees shall make written reports to the Board and will present these reports at the annual meeting if appropriate.

Section 2

Board of Directors

(a) The Board of Directors shall consist of President, President-elect, Secretary/Treasurer, Immediate Past President, Chair of the Brown Medical Annual Fund, up to 2 Student Representatives (from different classes), up to 20 medical alumni members appointed by the Executive Committee and a non-alumni medical member at large may also be appointed at the discretion of the Executive Committee. In addition, the Dean of Medicine and Biological Sciences, the Executive Dean of Medical Advancement, and the Director of Alumni and Parent Programs shall sit on the Board ex-officio. In appointing the Directors, the Association shall give full consideration to assuring broad alumni class representation and will adhere to University policy on Non-Discrimination.

b) Term of Directors - President, President-elect, Secretary/Treasurer and Immediate Past President shall serve their term of offices as stipulated in Article II, Sections 2 through 5. The term of all other directors shall be for no more than two terms not to exceed six years unless nominated for a position as an officer of the Association. Members who fail to attend a minimum of three meetings during their three year term are ineligible for reappointment immediately on completion of the term. Members are strongly encouraged to participate in person or via conference call for at least 75% of meetings during their tenure.

Section 3

 Meetings of Board of Directors

(a) Required and special meetings - the Board of Directors shall hold at least two meetings each year and additional meetings as called by the Executive Committee. The time and place are to be determined by the Board of Directors.

(b) Notices of all meetings shall be given at least four weeks prior to the date of the meeting unless waived.

(c) Quorum - seven members shall constitute a quorum.

Section 4

 Executive Committee

(a) The Executive Committee shall consist of officers of the Association and may include up to two members at large to be appointed by the President of the Board.

The Committee shall have such authority as is delegated to it by the Board of Directors or as stated in the by-laws. The Executive Committee shall administer affairs of the Association in the intervals between regular meetings of the Board of Directors and shall act for and possess all the power of the Board during these intervals. The Executive Committee shall meet at the call of the President. The actions of the Executive Committee shall be subject to ratification of the Board of Directors except when the Committee is acting in pursuance of a specific delegation of authority.

(b) Quorum - three members shall constitute a quorum for a meeting of the Executive Committee.

Section 5

Vacancies - in the event of a vacancy the Executive Committee may appoint a successor for the unexpired term.

Article IV

 All matters not specifically discussed in this constitution are remanded to the Board of Directors for its consideration.

Article V
Nominating Committee

The President of this Association with the approval of the Executive Committee shall appoint from the membership of the Board of Directors a Nominating Committee of three members plus a chairperson.

Article VI
Amendments

The Executive Committee shall report its recommendations to the Board of Directors. If the Board concurs, it shall have said recommendations announced to the total membership within 90 days of ratification by the Board of Directors. Implementation of amendments to by laws shall be within one year of their adoption.

 Article VII
Rules and Regulations

Parliamentary matters, rules, and regulations governing meetings of the Board of Directors and the Association shall be under the control of the Executive Committee.