ARTICLE I.  NAME
The name of this regional organization shall be the Western Institute of Nursing, hereinafter referred to as WIN.

ARTICLE II.  PURPOSE

Section A. Mission
The mission of WIN is to provide among nurses in the West visionary leadership in nursing research, practice and education to improve the health of the public.

Section B. Goals
The goals of WIN are to:

  1. Promote a strong regional voice and network for nurses in the West;
  2. Advance nursing research in the West;
  3.  Promote quality nursing practices that improve nursing care, are research based, and respond to the needs of the consumer in an evolving health care system;
  4. Promote quality nursing educational programs that are responsive to the needs of consumers in an evolving health care system;
  5. Disseminate quality nursing research, education and practices;
  6. Promote proactive stances to health care issues, policies and trends;
  7. Foster partnerships among nurses in education, practice and research;
  8. Facilitate the development of nurse leaders for education, practice and research;
  9. Monitor and project requirements for nursing in the West, based on societal trends and health care issues; and
  10. Provide recognition to individuals who have advanced nursing in the West.

ARTICLE III.  MEMBERSHIP AND DUES

Section A. Membership
Membership is contingent on compliance with requirements as specified in these bylaws.

Section B. Types
There shall be six types of memberships:

  1. Agency
  2. Individual
  3. Student
  4. Associate
  5. Retired
  6. Honorary

Section C. Agency Memberships
There shall be two types of agency memberships:

  1. A nursing education program offering associate, baccalaureate and higher degrees in nursing preparing graduates for licensure as registered nurses, which is administered by a nurse, which has the parent institution geographically located in one of the states designated by the Board of Governors as being in the western region, and which is accredited by the appropriate regional accrediting association.
  2. A nursing practice organization delivering care to clients, which is geographically located in one of the states designated by the Board of Governors as being in the western region, and which is accredited by the appropriate regional accrediting body.

Section D. Individual Membership
A registered nurse who supports the mission of WIN.

Section E. Student Membership
A nurse or nursing student matriculated in a degree granting program.

Section F. Associate Membership
There shall be two types of associate memberships:

  1. An organization, agency or business, other than those defined in Section C., supporting the mission of WIN.
  2. An individual, other than those defined in Sections D., E. and G., supporting the mission of WIN.

Section G. Retired Membership
An individual, who is 62 years of age or older and retired.

Section H. Honorary Memberships
There shall be two types of honorary memberships:

  1. Emeriti 
    a.  Individuals who were designated as Western Commission on Higher Education in Nursing (“WCHEN”) Emeriti.
    b.  A retired or other individual who has rendered distinguished service to WIN or WCHEN.
  2. Contributors
    There shall be three types of contributors:
    a.  Benefactors. Those individuals or groups who contribute $2500 or more to the organization.
    b.  Friends of WIN. Those individuals who contribute $500 to $2499 annually to the organization.
    c.  Sponsors. Those individuals who contribute $200 to $499 annually to the organization.

Section I. Rights and Responsibilities

  1. Agency members shall designate one representative who will have individual membership through the agency dues.
  2. Individual members shall be eligible to vote, serve on elected and appointed committees and hold office.
  3. Student and retired members shall be eligible to vote.
  4. A contributor as defined in Section G.2. who is a registered nurse shall be considered to be an individual member as well as a contributor and shall have all the rights and privileges as described in these bylaws and as specified by the Board of Governors for individual members during the year for which the contribution is made.
  5. Associate members and honorary members not covered in Section H.4. have a voice but no vote.
  6. Other rights and responsibilities of members shall be as described in these bylaws and as specified by the Board of Governors.

Section J. Dues

  1. Dues for all categories of membership shall be established by the Board of Governors in accordance with the following criteria:
    a. Only if needed, based on a review every three years of budgetary need and strategic plans;
    b. In amount not to exceed the Consumer Price Index over the preceding three years.
  2. Dues increases for all categories of membership shall become effective the beginning of the next fiscal year after the year in which the Board of Governors determines need.
  3. Agency members shall pay full annual dues by the beginning of the fiscal year.
  4. Individual and associate members shall pay dues annually.
  5. Student members shall pay a reduced rate to be determined by the Board of Governors.
  6. Honorary members shall pay no dues.
  7. Any member whose dues are not paid within three months of the due date shall be automatically terminated as a member, and all privileges of the organization shall be withdrawn.

ARTICLE IV.  MEMBERSHIP ASSEMBLY

The Membership Assembly is the governing body of WIN. All members shall be allowed to participate in meetings of the Membership Assembly.  However, only certain categories of members shall be allowed to vote.

Section A. Voting Membership

  1. Individual members.
  2. Student members.
  3. Retired members.
  4. Members of the Board of Governors.

Section B. Functions
The functions of the Membership Assembly are to:

  1. Monitor, review and revise goals of WIN;
  2. Make recommendations for strategies to achieve the mission and goals of WIN;
  3. Provide general direction for position statements related to health care issues, policies and trends;
  4. Establish dues for all categories of membership;
  5. Elect officers and members of elected committees;
  6. Adopt, amend and revise bylaws;
  7. Undertake other functions as necessary for the conduct of business.

Section C. Meetings

  1. At least one annual meeting shall be held at a date determined by the Board of Governors.
  2. Special meetings may be called by the Board of Governors or shall be called upon written request of at least 35 voting members representing member agencies and/or individual members and of those 35, at least five members shall be from each of seven states. The purpose of the meeting shall be stated in the call. At least 30 days written notice to the membership shall be given.

Section D. Number of Votes
Each individual member, each member of the Board of Governors, each student member and each retired member shall have one vote.

Section E. Quorum
A quorum shall consist of those members present and a majority of the Board of Governors.
ARTICLE V.  BOARD OF GOVERNORS

Section A. Duties
The members of the Board of Governors shall be the officers of the organization and shall have all of the powers and duties ordinarily exercised by officers of a non-profit corporation. The Board of Governors shall designate the boundaries of WIN. The Board shall consider the boundaries of the Western Interstate Commission on Higher Education in designating the boundaries of WIN.

Section B. Offices and Eligibility

  1. President: To be eligible for President, a nominee must be an individual member and must reside in one of the states designated by the Board of Governors as being in the western region.
  2. President-elect: To be eligible for President-elect, a nominee must be an individual member and must reside in one of the states designated by the Board of Governors as being in the western region.
  3. Past President: To be eligible for Past President, a nominee must be an individual member and must reside in one of the state designated by the Board of Governors as being in the western region.
  4. Secretary/Treasurer: To be eligible for Secretary/Treasurer, a nominee must be an individual member and must reside in one of the states designated by the Board of Governors as being in the western region.
  5. Governor Representative of Nursing Practice: To be eligible for Governor Representative of Nursing Practice, a nominee must be an individual member from a nursing practice organization that is a member agency and must reside in one of the states designated by the Board of Governors as being in the western region.
  6. Governor Representative of Nursing Education: To be eligible for Governor Representative of Nursing Education, a nominee must be an individual member from a nursing education program that is a member agency and must reside in one of the states designated by the Board of Governors as being in the western region.
  7. Governor Representative of Nursing Research: To be eligible for Governor Representative of Nursing Research, a nominee must be an individual member and must reside in one of the states designated by the Board of Governors as being in the western region.
  8. Governor-at-Large: To be eligible for Governor-at-Large, a nominee must be an individual member and reside in one of the states designated by the Board of Governors as being in the western region.
  9. Governor Representative of Student Members: To be eligible for Governor Representative of Student Members, a nominee must be a student member matriculated in a degree granting program in one of the state designated by the Board of Governors as being in the western region. Students who live in states outside the western region are responsible for any travel expenses above the amount that would be authorized for travel reimbursement from the location of the degree granting program.

Section C. Terms of Office

  1. The President-elect shall serve for a term of one year, as President for a term of two years, and then as Past President for a term of one year.
  2. The Secretary/Treasurer, the Governor-at-Large, and the Governors Representative of Nursing Education, Nursing Practice, and Nursing Research shall serve for a term of three years or until a successor has assumed the office.
  3. The Governor Representative of Student Members shall serve for a term of two years of until a successor has assumed office.

Section D. Vacancies

  1. Vacancy in the office of President shall be filled by the President-elect.
  2. Vacancy in the office of President-Elect shall be filled by the Membership Assembly through a mail ballot.
  3. Vacancies in other offices shall be filled by the Board of Governors until the next scheduled election.

Section E. Meetings
At least one meeting of the Board of Governors shall be held each year at a time and place mutually determined.

Section F. Quorum
A quorum consists of the President or President-elect and a majority of the Governors.

Section G. Executive Director

  1. Appointment
    An Executive Director shall be appointed by the Board of Governors.
  2. Duties
    a. The Board of Governors shall delegate to the Executive Director, as the chief executive, the authority to administer the
    organization according to the policies established by the Membership Assembly and the Board of Governors.b. The Executive Director shall be accountable to the Board of Governors.c.  The Executive Director shall employ, direct, promote and terminate staff of the organization.

    d. The Executive Director may represent the organization and serve as spokesperson on matters of established policy and
    positions.

    e. The Executive Director shall perform other duties required by the position as conferred by the Board of Governors.

ARTICLE VI.  COMMITTEES

Section A. Standing Committees
Standing committees shall be:

  1. Nominating Committee
  2. Bylaws Committee
  3. Program Committee
  4. Membership Committee

Section B. Other Committees
The President or the Board of Governors shall appoint such other committees as deemed necessary to carry on the work of WIN.

Section C. Nominating Committee

  1. Composition and Term of Officea. A minimum of three persons shall serve on the Nominating Committee. All members of the Nominating Committee must
    be individual members.b. Each committee member shall be elected by the Membership Assembly through a ballot by mail. A plurality shall elect and,
    in case of a tie, choice shall be by lot. The committee member in the most senior term of office shall serve as chair of the
    committee.

    c. Each committee member shall serve for a term of three years or until a successor has been elected.

  2. Functionsa. Select candidates for the Board of Governors from among qualified members of the organization, and shall prepare and
    present a slate of candidates to the Membership Assembly for election to the Board of Governors;b. Select candidates for the Nominating Committee from among qualified members of the organization, and shall prepare
    and present a slate of candidates to the Membership Assembly for election to the Nominating Committee.

Section D. Bylaws Committee

  1. Composition and Term of Officea.  At least three members who are individual members shall be appointed to the Bylaws Committee by the Board of Governors.b.  Each member shall serve a term of three years or until a successor has assumed office.

    c.  A member of the Board of Governors shall be designated as liaison to the Bylaws Committee.

    d. The committee members shall elect the committee chair from its mem­bership.  The committee chair shall serve for a two year term.

  2. Functionsa.  Originate amendments and consider, edit and/or correlate amendments submitted by the delegates, individual or student members and
    the committees;b.  Review the bylaws of the organization;

    c.  Report to the Board of Governors.

Section E. Program Committee

  1. Composition and Term of Office
    a.  The Governors Representative of Education, Practice and Research and at least three members who are individual members and who
    are appointed by the Board of Governors shall serve on the Program Committee.
    b.  Each member shall serve a term of three years or until a successor has assumed office.
    c.  The committee members shall elect the committee chair from its mem­bership.  The committee chair shall serve for a two year term.
  2. Functions
    a.  Consider suggestions from individual, retired and student members and the committees for program topics for the annual meeting;
    b.  Select topics for and plan the program for the annual meeting;
    c.  Review and select abstracts for presentation at the annual meeting;
    d.  Report to the Board of Governors.

Section F. Membership Committee

  1. Composition and Term of Office
    a.  At least four members who are individual members representing diverse membership constituents and diverse geographic regions shall
    be appointed by the Board of Governors to the Membership Committee.
    b.  Each member shall serve for a term of three years or until a successor has assumed office.
    c.  Appointment to the Membership Committee shall be such that no more than one-half of the committee will rotate off of the committee at
    any given time.
    d.  A member of the Board of Governors shall be designated as a liaison to the Membership Committee.
    e.  The committee members shall elect the committee chair from its membership. The committee chair shall serve for a two year term.
  2. Functions
    a.  Recommend recruitment strategies for increasing individual and agency memberships to the Board of Governors;
    b.  Make recommendations to the Board of Governors regarding member needs and membership issues; and
    c.  Engage directly in membership recruitment and retention activities toward the goal of increasing WIN membership.

ARTICLE VII.  ELECTIONS

Section A. Elections

  1. The Officers and members of the Nominating Committee shall be elected by the Membership Assembly through a ballot by mail or by electronic method as determined by the Board of Governors. A plurality shall elect and, in case of a tie, choice shall be by lot.
  2. Any member holding an elective office may not be a candidate for another office unless the current term of the member expires at the impending annual election.

ARTICLE VIII.  SOCIETIES

Section A. Definition
A society is an organizational unit through which members partici­pate for improvement or advancement of professional or self develop­ment in areas of concern in nursing education, practice and research. Each society shall be self-supporting and accountable to the Board of Governors and Membership Assembly.

Section B. Establishment
Societies may be established by a group of members with the approval of the Membership Assembly and the Board of Governors for a purpose and goals consistent with the mission of WIN.

ARTICLE IX.  WESTERN ACADEMY OF NURSES

Section A. Definition
There shall be a Western Academy of Nurses to recognize and honor nurses who have demonstrated excellence in nursing practice and who have advanced practice in direct care, education or research.

Section B. Rights and Responsibilities

  1. Members of the Western Academy of Nurses shall be eligible to serve on the Western Academy of Nurses Selection Committee.
  2. Membership in the Western Academy of Nurses requires individ­ual membership in WIN.

ARTICLE X.  PARLIAMENTARY AUTHORITY

The rules contained in the most current edition of Robert’s Rules Of Order Newly Revised shall govern this organization in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of procedure approved by the Board of Governors.

ARTICLE XI.  AMENDMENT OF BYLAWS

These bylaws may be amended at any annual or special meeting of the Board of Governors; provided, however, that any amendment affecting the rights of members shall be approved by a two-thirds vote of the voting members present at any annual or special meeting of the Membership Assembly.

ARTICLE XII.  DISSOLUTION

In the event of dissolution of WIN, the assets, after payment of all liabilities, shall be disposed of in an appropriate manner as determined by a majority vote of the Membership Assembly.


Proviso (2004):
Beginning with the elections in 2004, the terms of office for the members of the Nominating Committee will be changed as follows:

Position 1: 2004 – 2005

Position 2: 2004 – 2006

Position 3: 2004 – 2007

The person elected to Position 1 will serve as Chairperson from 2004-2005. The person elected to Position 2 will serve as Chairperson from 2005 – 2006; and the person elected to Position 3 will server as Chairperson from 2006-2007. Thereafter, the committee member in the most senior term of office will serve as Chairperson. (Adopted by the Membership Assembly, April 2004)

Proviso (2009)
The incumbent President shall serve as Past President, beginning in April 2010. The terms of office for the incumbent President and the incumbent President-Elect are increased to a total of five years. The next election of the President Elect shall be held in 2011 and the term of office will revert to four years.

Note (2010)
The incumbent Governor Representative of Student Members was elected before the Membership Assembly approved the change to ARTICLE V. BOARD OF GOVERNORS, Section C. 3. Terms of Office. Therefore, the two year term of office will begin with the elections in 2013.


Adopted: April, 1998

Revised:   April 2000, April 2001, April 2004, April 2005, April 2008, April 2009, April 2010