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Bylaws

Bylaws
Leadership Team of the Washington State Diabetes Network
Introduced February 20, 2007
Approved March 13, 2007
Revised August 11, 2009
Approved October 5, 2009
Revised March 2011

I. Name

The name of the organization shall be the Leadership Team of the Washington State Diabetes Network (Leadership Team).

II. Mission of Leadership Team of the Washington State Diabetes Network

1. The mission of the Leadership Team of the Washington State Diabetes Network is to guide and support the empowerment of the Washington State Diabetes Network and implementation of the Washington State Diabetes Plan.

III. Washington State Diabetes Network Membership

1. The Washington State Diabetes Network is defined as organizations and individuals working in Washington to control and prevent diabetes.

2. Washington State Diabetes Network membership is open to any individual that meets the following requirements:

a. Works or volunteers as part of an organization (a legally operating entity e.g. non-profit organization, for-profit corporation, governmental agency), coalition or regional network working to prevent and/or control diabetes in Washington.

b. Participates in the Washington State Diabetes Network by one or more of the following means: 1) Participates in the Email List of the Washington State Diabetes Network; 2) Posts information on the Washington State Diabetes Connection: The Web Portal of the Washington State Diabetes Network; 3) Participates in one or more Leadership Team workgroups or committees; 4) Attends one or more network-wide meetings; 5) Participates in a regional coalition or network working to address one or more of the goals in the Washington State Diabetes Plan; 6) Serves on the Leadership Team of the Washington State Diabetes Network.

IV. Leadership Team Membership

1. Leadership Team membership is limited to 20 Washington State Diabetes Network members who meet the following requirements:

a. Work for a legally operating entity within Washington State (e.g., non-profit organization, for-profit corporation, governmental agency, tribal organization) that is actively working to address one or more of the goals in the Washington State Diabetes Plan OR represent a coalition or regional network working to address one or more of the goals in the Washington State Diabetes Plan.

b. Nominations for Leadership Team members are suggested to the Leadership Team via email. The Executive Committee of the Leadership Team will review the nomination and if an open seat exists will advance the nomination for vote at the earliest possible meeting of the Leadership Team or by email. A simple majority by the Leadership Team members supporting this nomination will place the nominee on the Leadership Team.

c. By virtue of holding the cooperative agreement with the Centers for Disease Control and Prevention to fund Diabetes Prevention and Control and serving as the lead agency in Washington, the Washington State Department of Health (DOH) has one permanent seat on the Leadership Team of the Washington State Diabetes Network. DOH Diabetes Prevention and Control Program staff not occupying this seat shall be non-voting attendees at Leadership Team, Committee, Workgroup and Network-wide meetings.

d. Endorse the mission of the Leadership Team.

e. Agree to be identified as a Leadership Team member. 
 

2. Official representatives of member organizations and regional coalitions and networks of the Leadership Team have the following rights and responsibilities:

a. Attend a majority of Leadership Team meetings in a calendar year.

b. Vote to elect chair and vice-chair of the Leadership Team and vote to adopt or reject bylaws and bylaw amendments.

c. Serve as one of the following in order to retain their seat on the Leadership Team: Chair or co-chair of the Communications Committee; Chair or co-chair of the Evaluation Committee; Chair, co-chair, leadership team member or designated representative of a coalition or regional network; Chair or co-chair of an ad-hoc committee (e.g. Annual Meeting Committee); Designated representative of a statewide organization actively working to address one or more of the goals in the Washington State Diabetes Plan.

d. Communicate their organization’s or coalition/regional network’s viewpoints to the Leadership Team and inform their organization or coalition/regional network of Leadership Team decisions and activities.

e. Support implementation of the Washington State Diabetes Plan by taking specific action within the member’s own organization, coalition or regional networks, or in collaboration with other members or member organizations to help achieve one or more of the Leadership Team’s priorities on a regular basis.

f. Agree to support and participate in efforts to evaluate implementation activities and to assess effectiveness in achieving plan objectives and goals. 
g. Retain the right to resign their membership at any time.

 
V. Term of Membership in the Leadership Team

1. Members serve three year terms.

2. Members may retain membership status for a maximum of two consecutive terms (6 years) as long as membership requirements outlined in Sections III and IV are met. Members may reapply after a three-year hiatus from the Leadership Team.
 

VI. Meetings of the Washington State Diabetes Network

1. The Washington State Diabetes Network will meet in person annually or as determined by the Leadership Team of the Washington State Diabetes Network.

VII. Meetings of the Leadership Team

1. The Leadership Team will meet at least quarterly each year or on a frequency determined by the Chair.

2. At least one Co-Chair from each committee and workgroup is expected to be present or represented by another committee member at each Leadership Team meeting.

3. Leadership Team of the Washington State Diabetes Network Executive Committee, Communications Committee and Evaluation Committee will report on activities at Leadership Team meetings, as appropriate.

4. Notice of meetings (date, time, and location) and the agenda will be provided to the Leadership Team by DOH Diabetes Prevention and Control Program staff within two weeks of the meeting. DOH staff will also record, file and distributeaction items and decisions to members of the Leadership Team and post on the Diabetes Connection 

VIII. Leadership Team Composition

1. The Leadership Team is the governing body of the Washington State Diabetes Network and is responsible for the ongoing development, implementation, and evaluation of the Washington State Diabetes Plan. A Chair and Vice Chair will lead the Leadership Team.

2. The Leadership Team will be composed of representatives of organizations, coalitions and regional networks in Washington concerned with diabetes prevention and control.

3. The Leadership Team will consist of up to 20 members who work for a legally operating entity within Washington State (e.g., non-profit organization, for-profit corporation, governmental agency) that is actively working to address one or more of the goals in the Washington State Diabetes Plan OR represent a coalition or regional network working to address one or more of the goals in the Washington State Diabetes Plan. One seat on the Leadership Team is permanently reserved for the official representative of DOH. DOH will select its DOH representative member.

IX. Leadership Team Responsibilities

1. The Leadership Team is responsible for providing leadership and policy direction for the Washington State Diabetes Network, establishing the process and criteria for determining implementation priorities from the Washington State Diabetes Plan, establishing the Executive Committee, Communications Committee and Evaluation Committee, and other groups needed to implement the Washington State Diabetes Plan, and communicating statewide priorities and recommendations.

2. The Leadership Team is responsible for establishing the process for updating the Washington State Diabetes Plan as changing conditions warrant (e.g. advances in science, shifts in the burden of diabetes in Washington, etc.).

3. The Leadership Team is responsible for reviewing and approving Communications Committee and Evaluations Committee work plans, and work plans of other groups convened by the Leadership Team, at least once every two years.

4. The Leadership Team is responsible for reviewing and approving all recommendations that emerge from the Communications Committee and Evaluation Committee, and other groups convened by the Leadership Team.

5. The Leadership Team is responsible for reviewing at least biannually and updating the bylaws and ensuring the Leadership Team is in compliance.

X. Term of Office for Leadership Team Members

1. The selected Leadership Team members will serve three-year staggered terms, which may be renewed if membership requirements continue to be met and if reselected by the Executive Committee. Initial selected Leadership Team members will serve out the terms determined by the previous process. New members selected after March 13, 2007 will serve three-year terms, ending on December 31 of the third year of their service.

2. The term of office will be for three years from January 1 to December 31.

3. In the case of member vacancy (defined as non-participation in Leadership Team for a six month period, or through resignation) occurring on the Leadership Team, the Executive Committee will recommend a Washington State Diabetes Network member to the Chair to serve the remainder of the term. The Chair will approve the recommendation, or communicate with the Membership Committee Chair regarding the recommendation

4. In the case of a vacancy occurring in the DOH Leadership Team position, DOH will appoint its new representative on the Leadership Team.

5. In the case of a vacancy occurring in a Leadership Team coalition or regional network position, the coalition or regional network will appoint the new coalition or regional network representative to the Leadership Team.

6. The Executive Committee, in conjunction with DOH Staff, will maintain the roster and email distribution list of the Leadership Team.

 

XI. Leadership Team Chair and Vice-Chair

1. The current Leadership Team will elect its Chair and Vice Chair. The Chair and Vice-Chair may not be affiliated with the same organization. No more than one will represent the same sector of government.

2. The Chair and Vice Chair will provide leadership to the Leadership Team. The Chair and Vice Chair will:

a. Carry out the responsibilities of leadership for the Leadership Team.

b. Serve as spokespersons for the Leadership Team.

c. Convene and preside over meetings of the Leadership Team and according to Robert’s Rules of Order (Simplified and Applied – Second Edition).

d. The Chair, vice chair, past chair and DOH liaison will comprise the Executive Committee.

e. Establish ad hoc committees or Workgroups on an as needed basis upon approval of the Leadership Team.

3. The Chair and Vice Chair are authorized to conduct Leadership Team business by mail or e-mail if time-constraints or other factors deem it necessary. 
 

XII. Term of Office for Chair and Vice-Chair of the Leadership Team

1. Initially, the Leadership Team will elect a Chair and Vice Chair. The Chair will be elected by the Leadership Team for a one-year term. The initial Vice Chair will be elected for a two-year term. The second year of this term will be served as the Chair of the Leadership Team. The Vice Chair will then be elected annually. The Chair and Vice Chair may not be from the same organization or sector of government.

2. A vacancy occurring for the Chair will be filled by the Vice Char. A vote of Leadership Team members will elect a new Vice Chair. The new Chair and newly elected Vice Chair will serve the remainder of the term, plus the next term.

3. The term of office will be for two years from January 1 to December 31. Elections will be held in the final quarter of each calendar year, except for the first election, to be held on March 13, 2007.

4. The Chair leaving office will become the Immediate past Chair and will serve as an ex-officio member of the Leadership Team for one year if their term has expired.

XIII. Committees

1.  Committees will be formed as standing committees to address Leadership Team and Washington State Diabetes Network administrative and operating issues and will report directly to the Leadership Team on their work.

2. Committees are responsible for the ongoing administrative and operations of the Leadership Team of the Washington State Diabetes Network and include the Communications and Evaluation Committees and others as established by the Leadership Team.

a. The Communications Committee will be responsible for communication outreach and marketing efforts for the Washington State Diabetes Plan, the Leadership Team, the Washington State Diabetes Connection, the Diabetes E-News Updates and the individuals and organizations that make up the Washington State Diabetes Network. Members of the Diabetes Network who previously served on the Technology Workgroup may continue their participation through this Committee.

b. The Evaluation Workgroup, responsible for developing evaluation plans to assess the effectiveness of the implementation of the Washington State Diabetes Plan, and may include evaluating the activities of the Leadership Team, the Washington State Diabetes Network, and affiliated groups.

c. Additional Workgroups may be formed as indicated by the Chair and Vice-Chair of the Leadership Team.

3. Committee members will include at least one member of the Leadership Team, as well as Washington State Diabetes Network members. Committee members retain membership status as long as Washington State Diabetes Network membership requirements are met.

4. Each Committee will have a co-Chair selected by the Committee Chair. The Chair needs to be a member of the Leadership Team. Chair and co-chair will serve for a one-year term, which may be renewed. To maintain continuity, the past chair will serve on the committee for one year.

5. Meetings of the Committees will be held on a frequency determined by the Committee Chair and co-chair.

6. Notice of meetings (date, time, and location) and the agenda will be provided by DOH Diabetes Prevention and Control Program staff to the Washington State Diabetes Network within two weeks of the meeting. The Chair and co-chair of each Committee will be responsible for ensuring that minutes are recorded, filed, and distributed to the members of the committee. DOH Diabetes Prevention and Control Program staff will distribute minutes as appropriate.

7.  The Chair of each Committee will present the Committee’s work plan and any recommendations to the Leadership Team.

XIV. Executive Committee

1. The Executive Committee, comprised of the Chair, vice-chair, past chair, and DOH representative, will maintain leadership team membership by soliciting recommendations from the members of the Leadership Team annually for openings on the Leadership Team due to expiring positions. Once the Leadership Team votes on the individual(s), DOH Diabetes Prevention and Control Program will contact the potential members with information about joining the Leadership Team after an initial invitation to join the Leadership Team is sent on behalf of the Leadership Team Chair. The potential members must observe at least one meeting of the Leadership Team before committing to joining the Leadership Team.

2. The Executive Committee is responsible for maintaining membership records, with support from DOH DPCP staff.

3. The Executive Committee will review the membership records annually or more frequently if necessary, to ensure diversity of Leadership Team membership from sectors, regions and coalitions.

4. Every six months, the Executive Committee will conduct a  review of the following: 1) Membership fulfillment; 2) Geographic representation; 3) Diversity; 4) The member skill sets adequate to meet the needs of the Leadership Team; if not, identify candidates for membership who could meet these needs.

5.  The Executive Committee is responsible for identifying ways to engage new communities, agencies, organizations, individuals in the Washington State Diabetes Network.

6. The Executive Committee will consist of the Leadership Team Chair, Vice Chair, past chair and DOH representative.

7. Meetings of the Executive Committee will be held on a frequency determined by the Leadership Team Chair as deemed necessary to fill openings on the Leadership Team due to expiring positions. 
 

XVI. Voting

1. Each member of the Leadership Team is entitled to one vote to be cast by the representative or alternate representative.

2. Decision making by the Leadership Team will be determined by a simple majority of the voting members present or voting by mail or email, with the exception that approval of bylaw amendments requires a 60% majority vote.

XVII. Conflict of Interest

1. On any matter brought to a vote, a member with a personal or organizational financial conflict of interest between the interests of Leadership Team and the individual or member’s organization will be responsible to declare such conflict. 

2. The Leadership Team Chairs or Chairs of any other committee will decide whether the member should vote on the issue about which the conflict has been declared.

XVIII. Quorum

1. Forty percent of the Leadership Team members shall constitute a quorum at any meeting of the Leadership Team for the purpose of transacting any business therein. A majority vote of a quorum shall be sufficient to approve any proposed action. In the event that there is not a quorum present, the Chairs are authorized to conduct the normal business of the Leadership Team with decisions to be ratified at the next Leadership Team meeting where a quorum is present or by mail/e-mail vote if time does not permit waiting for the next meeting.

2. A vote on the bylaws will require 60 percent of the total Leadership Team membership and may be conducted in person or by mail/e-email vote.

 
XIX. Amendments to the Leadership Team of the Washington State Diabetes Network Bylaws

1. Proposed amendments to these bylaws must be submitted to DOH Diabetes Prevention and Control Program staff for distribution to the Leadership Team members at least 30 days prior to a vote to amend. The Leadership Team shall appoint an ad-hoc Bylaws Committee to evaluate the proposed amendments and report back to the Leadership Team with recommendations.

2. The bylaws may be amended:

a. At a meeting of the Leadership Team of the Washington State Diabetes Network where a quorum is present and the vote passes by 60 percent or;

b. By a mail or electronic mail vote if a quorum responds and the vote passes by 60 percent of total membership.

XX. Role of DOH Diabetes Prevention and Control Program Staff

1. The DOH Diabetes Prevention and Control Program Manager or staff, supervised by the Program Manager, will have the following responsibilities within the Leadership:

a. Committee meetings – Attend Leadership Team and other Committee meetings.

b. Operations support – Provide administrative support necessary to facilitate the effective operation of Leadership Team of the Washington State Diabetes Network. These responsibilities include, but are not limited to, working with the Chair, Vice Chair, and other Committee Chairs to prepare meeting agendas; facilitating internal communication; developing action plans to address priorities; coordinating implementation activities; and conducting evaluation activities; and Leadership Team minutes.

c. Technical support – Provide and/or facilitate the provision of technical support for assessment, planning, implementation, and evaluation. Facilitate updating plan data, content, goals, objectives, and strategies as necessary.

d. DOH will provide bylaws and vision, letter to employer and minutes from the previous meeting to future potential members of the Leadership Team after they are initially contacted by the Chair of the Leadership Team.

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