THE NEW HAMPSHIRE SOCIETY OF HEALTH-SYSTEM PHARMACISTS, INC. BYLAWS

ARTICLE 1: NAME AND MISSION

A. NAME

This organization shall be known as the "New Hampshire Society of Heath-System Pharmacists," herein known as "NHSHP."

B. MISSION

The mission of NHSHP is to enhance patient outcomes by supporting the professional interest of pharmacists, pharmacy technicians, and pharmacy learners, practicing ion settings spanning the full spectrum of medication use through education and advocacy.

ARTICLE 2: MEMBERSHIP

A. Active members of NHSHP shall consist of pharmacists, pharmacy technicians, pharmacy students, and supporting members who support the mission of NHSHP and have paid dues as established by NHSHP. Members of NHSHP are encouraged to be members of the American Society of Health System Pharmacists (ASHP).

1) Active Pharmacist Members: Pharmacists registered by the State of New Hampshire who support the mission of NHSHP. Active members are not limited to residence in the State of New Hampshire.

1.1 Active Pharmacist Members may vote on amendments to they bylaws, serve as delegates, and elect or serve on the NHSHP Board of Directors.

1.2 Resident/New Graduate, pharmacists who are first year now graduate members and/or individuals participating in a post graduate year one or two residency or Fellowship.

2) Active Pharmacy Technician Members: Pharmacy Technicians registered by the State of New Hampshire who support the objectives of NHSHP. Active Technician Members are not limited to residence in the State of New Hampshire.

2.1 Active Pharmacy Technician Members may vote on amendments to the bylaws and elect the NHSHP Board of Directors. Active Pharmacy Technician Members may serve on the NHSHP Board of Directors in the Pharmacy Technician Director-at-Large Seat.

3) Student Pharmacist Membership: Individuals enrolled full-time in a Doctor of Pharmacy program at an accredited collage/school of pharmacy. Registered pharmacists enrolled in a post-baccalaureate Doctor of Pharmacy program or other graduate degree programs are not eligible for student mentorship.

3.1 Student Pharmacist members may not vote or hold elected office.

3.2 Pharmacy students may participate in Board of Director meetings to serve as a liaison to their school's Student Society of Health-System Pharmacists.

4) Associate Members: Individuals interested in advancing pharmacy and supporting the objectives of NHSHP, but are not otherwise eligible for active membership. This may include individuals who work in the health services such as sales representatives of pharmaceutical or related companies, health-system pharmacy inspectors, instructors of prospective health-system pharmacists, or anyone else who contributes to health-system pharmacy.

4.1 Associate members may grant the privilege to attend all membership meetings, but shall not be entitled to vote or hold elected office.

B. Annual dues for all membership categories shall be established by the Board of Directors. The period of members shall be the calendar year.

C. Any member in arrears for dues shall cease to be a member of the Society. Such a person may be reinstated as a member, provided his/her payment of current membership dues is made.

ARTICLE 3: OFFICERS

A. Composition

1) The officers of NHSHP shall include the President, President-elect, Immediate Past President, Secretary, and Treasurer. Presidential Officers shall serve a one-year term; the President-elect shall become the President at the end of the term and the President shall become the Immediate Past President at the end of the term. Secretary and Treasurer shall serve a two-year term, renewable on odd years. Only Active members (as defined in Article 2 Section  A) shall be eligible to hold office.

2) All Officers shall be active pharmacist members of NHSHP and reside or work in the State of New Hampshire.

B. Nomination

1) The Officers and Board of Directors shall serve as the Executive Committee. The Executive Committee shall announce the candidates to the office of the President, President-elect, Immediate Past President, Secretary, and Treasurer.

2) These nominations shall be the sole source for candidates for these positions.

C. Election

1) After receiving nominations from the Executive Committee, The Executive Director shall submit the official election ballot along with a brief review of each candidates' professional backgrounds to every active, voting member of NHSHP.

2) Voting for NHSHP Officers will be conducted by an electronic vote of eligible membership.

3) The candidates receiving the majority of votes cast by the members shall constitute election.

4) Elected Officers shall be installed at the Annual Meeting.

D. Duties of Officers

1) President - The President shall be the principle elective official of NHSHP and preside at all meetings and prepare and distribute meeting agendas. They shall appoint all committees and shall be an ex officio member of each. The President shall be a member of the Board of Directors and serve as the Chair.

2) President Elect - The President Elect shall preform the duties of the President when they are unable to do so. They shall be a member of the Board of Directors and assume the responsibilities as directed by the President.

3) Immediate Past President - The Immediate Past President shall assume the responsibilities of the President in the absence of the President and President-elect. They shall be a member of the Board of Directors.

4) Secretary - The Secretary shall be a member of the Board of Directors. They shall record and maintain meeting minutes of the Board of Directors and any other meetings as directed by the President. The Secretary shall also maintain and uphold the historical archives of NHSHP.

5) Treasure - The Treasure shall be a member of the Board of Directors. They shall record and maintain meeting minutes of the Board of Directors and any other meetings as directed by the President. The Secretary shall also maintain and uphold the historical archives of NHSHP.

E. Vacancies

1) Authority is granted to the President to appoint a member to fill any vacant office for an unexpired term, except, President Elect.

2) In the event of the vacancy of the President, the President Elect shall assume the office and serve out both the unfinished term to which they have succeeded and his/her subsequent term as President.

3) To fill a vacancy for President Elect after the annual election, the Board of Directors shall appoint an active member to complete the term.

ARTICEL 4: BOARD OF DIRECTORS

A. Composition

1) The Board of Directors shall consist of the Executive Committee and at least three Pharmacist members. Other Directors may consist of a Pharmacy Technician Director-at-Large.

2) An effort will be made so that the board shall consist of members from different practice settings and geographical regions of the state.

3) The Board of Directors shall consist of no more than 15 members.

4) Directors will serve renewable five-year terms.

B. Appointment of Directors

1) Active NHSHP members interested in a Board of Director’s position shall submit in writing a request for nomination to the President or Executive Director.

2) Officers shall nominate new Directors and members of the Board shall vote to confirm. A simple majority is required for confirmation.

C. Voting

Each Officer and Board Member, shall be voting members of the Board of Directors.

D. Meetings

1) The Board of Directors, at a minimum, shall meet quarterly and at the call of the President.

2) In addition, three Board Members may submit a request to an Officer or to the Executive Director to request a meeting.

3) Meetings shall be conducted using Robert’s Rules of Order.

E. Responsibilities

1) The Board of Directors shall represent the membership of NHSHP as the official voice of health-system pharmacists in New Hampshire. The Board of Directors shall:

a. Be responsible for the annual development and long term direction of NHSHP.

b. Have the authority to provide supervision and control of the affairs and funds of the Society.

c. Have authority to make contributions of NHSHP funds or properties to foundations or other organizations for research and educational activities of benefit to organized healthcare pharmacy practice.

d. Make ultimate decisions regarding the acts of committees and officers on professional policy matters.

e. Accept, on behalf of NHSHP, grants, contributions, or gifts to further the purpose of NHSHP.

f. Perform all acts and functions consistent with the bylaws.

2) The Board of Directors may establish and modify administrative policies, consistent with these Bylaws to conduct its business and the business of NHSHP.

F. Quorum Minimum Requirements for Conducting Business:

The minimum percentage of Directors required for a Board of Directors meeting or decision is at least fifty percent (50%) of voting members, including one Officer. In order for an item to be approved, it must receive a majority vote from the voting members that are participating.

G. Attendance

Attendance and active participation are expected at all regularly scheduled or special meetings of the Board of Directors. Multiple absences from meetings in one year shall constitute cause for review by the Board.

H. Resignation/Removal

1) Any Board Member may resign at any time by giving a written notice to the President or the Executive Director. Such resignation shall take effect at the time specified therein; or, if no time is specified, at the time of acceptance as determined by the President of the Board.

2) Removal of Officers or Board Members

a. Any member of the Board of Directors may be removed from office for any reason by a two-thirds (2/3) vote in favor of the removal by the Board of Directors.

b. Any Officers or Board Member who is absent for three (3) unexcused Board meetings per year shall be deemed to have resigned. In this event, the Executive Committee may appoint a successor for the remainder of the term.

I. Committees

Committee Chairs and Members shall be appointed by the Executive Committee and shall consist of at least 2 (two) pharmacists and, when available, technicians and/or students.

1) Membership Committee: This committee shall be responsible for the recruitment and retention of NHSHP members.

2) Legislative Committee: The committee shall review and stay current on health-related legislation on a state and national level and report to the Board of Directors as needed. They shall work with other state pharmacy organizations to maintain a unified voice for pharmacy in New Hampshire.

3) Education Committee: This committee shall plan and arrange educational programs, select meeting sites, and identify educational topics for all continuing education programs for NHSHP. They shall also oversee all content of publications (e.g., newsletter, email news blasts).

4) Scholarship Committee: The committee shall disseminate scholarship materials to potential scholarship candidates and audiences who may know of potential scholarship candidates. They will identify candidates for student scholarships using criteria approved by the Board of Directors.

5) Other Committees: The President may appoint additional committees, task forces or ad hoc groups, as are deemed necessary to carry out the responsibilities and programs of NHSHP. They may appoint additional committees, task forces, or ad hoc groups as needed. This function shall be carried out within the framework of the Bylaws and Policies/Procedures.

J. Media Inquiries

Any media inquiries regarding NHSHP's opinion or stance on issues or current events will be vetted with ASHP policy. Any topics that are not covered by ASHP policy will require discussion and a vote by the Board of Directors.

ARTICLE 5: EXECUTIVE DIRECTOR

A. The Board of Directors may employ an Executive Director and such other personnel as needed to carry on the work of NHSHP including contracting with an association management firm.

B. They shall be an independent consultant contracted by the NHSHP’s Board of Directors. The detailed duties of the Executive Director shall be agreed to and documented in a signed agreement between the consultant and the Board of Directors.

C. The Executive Director shall be directly responsible to the Board of Directors. The Executive Director shall be the chief executive and operating officer of NHSHP with responsibility for the management and direction of all operations, programs, activities, and affairs.

ARTICLE 6: AMENDMENTS

Amendments to the Bylaws may be proposed to the officers of NHSHP ninety (90) days prior to an Annual Business Meeting. Any proposed changes from the Board of Directors will be emailed to membership prior to Business Meeting. An electronic vote of the voting membership will be conducted, requiring a majority vote for approval of new amendments.

ARTICLE 7: ANNUAL MEETING

Business Meetings shall be held at least once a year. Notice shall be sent by the Secretary or Executive Director to each member at least 30 days in advance. Other Meetings may be held at times, as determined by the Board of Directors.

ARTICLE 8: AUDIT OF ACCOUNTS

A certified public accountant, approved by the executive committee, shall conduct a comprehensive financial review as deemed necessary by the Board of Directors.

ARTICLE 9: AFFILIATION

NHSHP shall be affiliated with the American Society of Health-System Pharmacists (ASHP).

ARTICLE 10: INDEMNIFICATION

A. Indemnification: Every person who is or shall be or shall have been a Director or Officer of NHSHP and his or her personal representative shall be indemnified by NHSHP against all costs and expenses reasonably incurred by or imposed upon him or her in connection with or resulting from any action, suit, or proceeding to which they may be made a party by reason of his or her being or having been a Director or Officer of NHSHP or of any subsidiary or affiliate thereof, except in relation to such matters as to which they shall finally be adjudicated in such action, suit, or proceeding to have acted in bad faith and other than in the reasonable belief that his or her action was in the best interests of NHSHP or, with respect to any criminal action or proceeding, had reasonable cause to believe that his or her conduct was unlawful. Costs and expenses of actions for which this Article provides indemnification shall include among other things, attorney’s fees, damages, and reasonable amounts paid in settlement.

B. Liability Insurance: NHSHP shall have power to purchase and maintain insurance on behalf of any person who is or was a director, officer, employee or agent to NHSHP, or is or was serving at the request of NHSHP as a director, officer, trustee, partner, fiduciary, employee or agent of another corporation, partnership, joint venture, trust, pension or other employee benefit plan or other enterprise against any liability asserted against that person and incurred by that person in any such capacity or arising out of that person’s status as such, whether or not NHSHP would have the power to indemnify that person against such liability under this section.

ARTICLE 11: DISSOLUTION

Dissolution shall be defined as a vote of 80% or more of the NHSHP Board of Directors to disband or terminate the New Hampshire Society of Health-System Pharmacists, ratified by a simple majority of the NHSHP voting members. Reorganization, restructuring, or disaffiliation with ASHP shall not be considered dissolution of NHSHP. The property of NHSHP is irrevocably dedicated to charitable purposes and no part of the net income or assets of this organization shall ever inure to the benefit of any private persons. Upon dissolution of NHSHP, its assets remaining after payment or provision for payment of all debts and liabilities of NHSHP, shall be distributed to an organization aligned with the mission and values of NHSHP.

Written 10/1989

Revised: 11/1996, 4/2005, 11/2013, 11/2016, 10/2019, 9/2025