Invoking the will and guidance of Almighty God, we members of the Indian tribes within the jurisdiction of the Oklahoma City Area Indian Health Service, in order to secure to ourselves an organized voice and participation in determining the Indian Health Service policies; to secure to ourselves and our descendants and Tribes the rights and benefits to which we are, or may subsequently become, entitled under the laws of the United States of America. To promote the common welfare and health of the American Indians – do establish this organization and adopt the following Constitution and By-Laws.
ARTICLE I – NAME
Section 1. The name of this organization shall be the Southern Plains Tribal Health Board (hereinafter referred to as the “Board”) which includes all the tribes which come under the scope of the Oklahoma City Area Indian Health Service.
Section 2. The Board further creates as an affiliated organization, subject to all provisions of the Board’s Constitution and By-Laws, the Southern Plains Tribal Health Board Epidemiology Center Advisory Council
(hereinafter known as the “Advisory Council”). The Advisory Council is empowered to adopt By-Laws provided those By-Laws do no conflict with the Constitution and By-Laws of the Board.
ARTICLE II – HEADQUARTERS
Section 1. Headquarters of this organization shall be determined by the Board.
ARTICLE III – NON-PROFIT ORGANIZATION
Section 1. The Board shall be a non-profit organization, and funds and property derived from any of its activities, by gifts, bequests, or otherwise, shall be used exclusively for its operations, improvement and expansion of its activities.
Section 2. The annual accounting period which is to constitute a tax year shall begin on January 1st and end on December 31st.
Section 3. This non-profit corporation will be perpetual.
ARTICLE VI – GOVERNING BODY
Section 1. The Board shall be the governing body and shall consist of one (1) member from each of the Service Units within the Oklahoma City Area Indian Health Service, to wit: Ada, Eagle Pass, Claremore, Clinton, Tahlequah, Holton, Lawton, Okemah, Pawnee, Shawnee, Talihina and Wewoka; the members shall be selected by their respective tribes within each Service Unit. In the event a Board member is absent at a Board meeting, an alternate from that Service Unit shall serve on the Board.
Section 2. Upon selection of its Board member, each participating Service Unit shall certify in writing to the Executive Director, the name and address of its Board member and alternate.
Section 3. The term of office shall be for two years from January 1st and shall end December 31st.
ARTICLE V – POWERS
Section 1. The Board shall have and exercise all powers which may, under the law, be exercised in order to carry out the objectives and functions of the organization as set forth in the Preamble of the Constitution. The Board shall have the power to recommend any legislation to the Congress of the United States and to the State Legislature and the power to consult and advise with the President of the United States and any Federal or State agency.
ARTICLE VI – AMENDMENTS
Section 1. Any rights and powers heretofore vested in this Board, but not expressly referred to in this Certificate of Incorporation, shall not be abridged by this article but may be exercised through the adoption of appropriate by-laws and constitutional amendments.
Section 2. The Constitution may be amended by a vote of at least seven (7) members of the Board provided that a thirty (30) day notice of such proposed amendments shall be given to each member of the Board by certified mail.
ARTICLE VII – BY-LAWS AUTHORIZED
Section 1. The Board shall adopt such by-laws as it deems proper in keeping with this Constitution.
ARTICLE VIII – RESERVATION OF TRIBAL RIGHTS
Section 1. Membership of representation in this organization shall in no way affect or abridge any rights or powers of the Indian tribes participating which may be vested in said tribes through or by the Constitution of the United States, by Treaty, Federal or State law, or otherwise. Said participating tribes further reserve any and all rights and power possessed by them or subsequently vested in them, to act, confer, or negotiate directly with the United States Public Health Service or any other governmental agency on any matter directly affecting their respective tribes of members thereof.
ARTICLE IX – EFFECTIVE DATE
Section 1. This Constitution shall become effective when approving resolutions are received from two-thirds (2/3) of the governing body.
ARTICLE I – OFFICERS
Section 1. All elected officers will serve for two-year staggered terms after the date of their election commensurate with Article IV. Section 3 of the Constitution.
Section 2. The officers of the Board shall be as follows:
Section 3. In the event that any officer position is vacated during an elected term of office, the Chairperson of the Board or Vice-Chairperson, in the Chairperson’s absence, will proceed with election of a replacement to fill the vacancy for the unexpired term at the net succeeding regular meeting. A majority vote of the members of the Board (six)will be required for election of such replacement.
ARTICLE II – DUTIES OF OFFICERS
Section 1. The Chairperson, who shall serve from and after the date of his/her election, shall perform the duties incidental to the Office of Chairperson of such an organization and shall preside at all meetings of the Board. The Chairperson shall appoint all committees unless otherwise ordered by the Board.
Section 2. The Chairperson shall be the authorized representative to serve on the National Indian Health Board. The Vice-Chairperson will be the alternate to the National Indian Health Board.
Section 3. In the absence of the Chairperson, the Vice-Chairperson shall assume the duties of the Chairperson.
Section 4. The Secretary of the Board shall keep, or arrange for the keeping of, the minutes of all meetings of the Board and record all votes cast upon questions or matters of business voted upon the Board. The Secretary shall, in addition, perform such other duties and exercise such other powers as are prescribed for the Secretary in these By-Laws, and other duties usually pertaining to such office, and such other duties as may be prescribed from time to time by the Board.
Section 5. The Treasurer shall be further responsible for the custody of all funds, securities and assets of the Board; shall provide full and complete records of all assets and liabilities of the Board, and shall make such reports with respect thereto as may be required by the Board. The Treasurer shall, in addition, perform such other duties and exercise such other powers as are prescribed for the office of Treasurer in these By-Laws, and other duties usually pertaining to such office, and such other duties as may be prescribed from time to time by the Board. She/she shall be bonded in such sum as the Board may prescribe.
ARTICLE III – ORDER OF BUSINESS
Section 1. The regular meetings of the Board shall be held at 9:00 A.M. at locations prescribed by the Board on the second Tuesday of each calendar quarter, provided that if such day be regular holiday, then on the first Tuesday thereafter at the same hour and place.
Section 2. Special meetings of the Board may be called by the Chairperson and shall be called by the Chairperson at the request in writing by the majority of the entire Board. Notification of special meetings must be given at least 24 hours in advance to all Board members.
Section 3. All meetings shall be conducted in accordance with Robert’s Rules of Order.
Section 4. Action by the Board may be taken by unanimous written consent.
ARTICLE IV – QUORUM
Section 1. A majority of the membership shall constitute a quorum at all meetings of the Board.
ARTICLE V – AMENDMENTS
Section 1. These By-Laws, may be amended by a vote of at least seven (7) members of the Board, provided that a thirty (30) day notice of such proposed amendment shall be given by certified mail.
ARTICLE VI – EFFECTIVE DATE
Section 1. These By-Laws shall become effective when approving resolutions are received from two-thirds
(2/3) of the governing body.
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