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Constitution  or By-Laws

 

KENTUCKY DENTAL LABORATORY ASSOCIATION

 CONSTITUTION AND BY-LAWS

CONSTITUTION

ARTICLE  I – NAME

 

This organization shall be called the Kentucky Dental Laboratory Association and shall be a non-profit organization.

 ARTICLE  II – PURPOSES

 The purposes of this Association shall be:  to establish cooperation among its members; to uphold the dignity, honor, and efficiency of commercial dental laboratory owners, operators, and others engaged in the practice of dental technology; to advance their standards of service through the profession of dentistry.  It is proposed to accomplish this in the ways hereinafter set forth:

 

(A)             By promoting the economic values and social interests of dental laboratory owners, operators, and technicians, by promoting high standards of integrity, honor, and courtesy in their relations among each other and with the members of the dental profession and all allied branches of dentistry and dental technology by disseminating technical knowledge and information among its members and rendering aid in the development of their art and craftsmanship, and by assisting its members in the solution of their business and technical problems.

(B)              By encouraging strict adherence and compliance with all laws relating to dentistry and dental technology and assisting in the adoption of new laws whenever they appear necessary to promote the best interests of the public health and welfare. 

(C)              By assisting its members in the interpretation of and compliance with all governmental degrees, orders, rules, and regulations applicable to the field of dental technology. 

(D)             By establishing a common meeting ground for commercial dental laboratory owners, operators, technicians, and others actively engaged in dental prosthetic art, technology, and science. 

(E)              By being a component of the National Association of Dental Laboratories and subscribing to its principles and ethics, standards, and education.

  

ARTICLE  III – MEMBERSHIP

(A)             This shall be an organization of commercial dental laboratories engaged in the ethical practice of dental technology, but may provide in the By-Laws for inclusion of additional membership classifications. 

(B)              Rules of eligibility, application requirements, and membership obligations shall be set forth in the By-Laws. 

(C)              Only members in good standing as defined in the By-Laws shall be entitled to vote, to hold office, or otherwise to enjoy the privileges of the Association.

 

ARTICLE  IV – OFFICERS 

(A)             Elective officers of this Association shall be the President, President-Elect, Vice President, Secretary, and Treasurer.  They shall be elected according to procedures as set forth in the By-Laws. 

(B)              Non-Elective positions shall include, but not be limited to an Executive Secretary and/or Communication Director which may be selected by the Executive Committee and approved by the membership. 

ARTICLE  V – MEETINGS 

(A)             This Association, through procedures provided in the By-Laws, shall hold at least two (2) regular membership meetings each year. 

(B)              Special meetings of the membership and/or the Executive Committee may be called.  Due to widespread membership throughout the state, meetings using modern electronics media may also be called.  All meetings will be conducted in accordance with procedures as set forth in the by-laws. 

ARTICLE  VI – AMENDMENTS 

(A)             The Constitution and/or By-Laws may be amended, altered, suspended, or annulled by a two-thirds (2/3) vote of the membership voting at any membership meeting, provided that such proposed changes shall have been submitted in writing to the membership not less than thirty (30) days prior to the next membership meeting at which time such proposed changes shall be discussed and acted upon.  Any proposed changes adopted shall become effective immediately.

 

BY-LAWS 

ARTICLE  I – OFFICERS AND THEIR DUTIES

 

Section 1. Elected Officers

  

(A)             PRESIDENT 

The President shall be the chief executive officer of the Association.  The President shall preside at all meetings of the Association members and the Executive Board, shall perform such duties as usually appertain to the office, shall be an ex-officio member of all committees, and shall make all appointments, including vacancies, not otherwise herein provided for.  The President shall serve for a term of one (1) year or until a successor is qualified. 

(B)              PRESIDENT-ELECT 

The President-Elect shall aid the President and shall prepare for his/her automatic tenure of office following the completion of the presiding President’s term.  The President-Elect shall preside over meetings in the absence of the President or at his/her request.  The President-Elect shall be an ex-officio member of all committees, shall succeed to the office of President in case of vacancy and fill the unexpired term of the President.  This shall not affect his/her regular elected term as successor to the President. 

(C)              VICE PRESIDENT 

The Vice President shall preside in the absence of or at the request of, the President and/or President-Elect.  The Vice President does not automatically succeed to the office of President-Elect except in the event that the office of the President-Elect should be vacated prior to the completion of the regular elected term of the President-Elect.  The Vice President shall be an ex-officio of all committees, and shall act as the official Parliamentarian of the Association. 

(D)             SECRETARY ( Executive Secretary/Executive Director) 

The Secretary, who also may be known as the Executive Secretary or the Executive Director, shall be responsible for the keeping of a record of the minutes of the meetings of the Association and the meetings of the Executive Board.  The Secretary shall, also assist in the keeping of books, records, and other component information.  The Secretary shall also assist in the maintenance of a record of the membership and notify them regarding meetings, and in general carry out the duties which appertain to the office by custom.  The Secretary shall have charge of all properties of the Association, other than the Treasurer’s bank account, holding same subject to the orders of the Association. 

(E)              TREASURER 

The Treasurer shall take charge of all monies of the Association and keep an accurate account of the same, depositing them in a depository designed by the Executive Board.  He/she shall pay bills approved by the Executive Board and present a report of income and expenditures at the regular membership meetings. All payments made by checks must include two (2) officer’s signatures.  The Treasurer shall keep a record of the payments of dues and assessments, and shall mail statements to the membership for monies owed to the Association.  He/she shall furnish the Secretary with names of members whose dues or assessments are sixty (60) days past due.  The Treasurer shall be required to furnish bond in the sum of $1,000, the bond premium to be paid by the Association.  In general, the Treasurer shall carry out the duties which appertain to the office by custom.  He/she shall see that all persons attending meetings are members in good standing or invited guests. 

Section 2. Non-Elected Personnel 

(F)               EXECUTIVE SECRETARY/EXECUTIVE DIRECTOR 

The Executive Secretary/ Executive Director position if not filled by the elected secretary is usually a salaried appointed person to work as a general manager of an organization under the direction of the executive officers. 

(G)             COMMUNICATION DIRECTOR 

The Communication Director is responsible for ensuring that all communications from the association are in compliance with KDLA’s standards.  The Communications Director communicates regularly with all communication resources and supports KDLA by overseeing the production and operation of the association’s major communications vehicles; production and release of newsletters, Web site management, press releases, public service announcements and membership.   

 

ARTICLE  II – ELECTION OF OFFICERS 

(A)             The election of officers shall be held at the Fall membership meeting every year as a regular part of business at that meeting.  All officers shall be installed at the Fall meeting at which they are elected and shall assume the duties of their respective offices immediately with the exception of the Treasurer who shall take office January 1st of the following year. 

(B)              All elective officers shall hold office for a period of one (1) year.   At the end of one year, all elective officers will have the option of serving a second (2nd) year with approval by the board.  All terms are limited to two (2) years or until their successors are elected. 

(C)              Not less than six (6) months prior to the election meeting, the President shall appoint a Nominating Committee of not less than three (3) members who shall nominate one (1) or more candidates for the offices to be voted upon by the membership.  Their nominations shall be prepared in writing and shall be filed with the Secretary in sufficient time to permit the Secretary to mail to all members a copy of the Nominating Committee’s report at least thirty (30) days prior to the election meeting.  At such meeting the report of the Nominating Committee will again be presented to the membership, after which the membership body shall have the opportunity to present additional nominations from the floor. 

(D)             The right of the members to nominate persons for any office from the floor at the time of the election meeting shall be, and hereby are, clearly preserved to them if submitted in writing to the Nominating Committee prior to the election. 

(E)              Where more than one (1) nomination is made for any office, voting shall be by written ballot.  Election shall be by a majority vote of the members present.  In case of a tie, the decision shall be by lot. 

ARTICLE  III – MEMBERSHIP

 

(A)             ELIGIBILITY 

1.                  Any ethical commercial dental laboratory registered with the Kentucky Board of Dentistry, doing business in the Commonwealth of Kentucky shall be eligible to apply for membership. 

2.                  Any termination of a membership or reorganization of a corporation must be reported to the Executive Committee within thirty (30) days.  On the discretion of this Committee the status of the membership will be decided.  It shall be possible for this Committee to demand a new application from the affected laboratory. 

3.                  Any member holding share in more than one dental laboratory cannot cast more than one vote at any regular or special meeting, and must designate that laboratory which he or she represents. 

(B)              METHOD OF PROCEDURE 

All applicants for membership shall make application on a written form prepared by the Association.  All applications shall be submitted to the Membership Committee for investigation, and the committee shall report their findings and recommendations to the Executive Board within thirty (30) days.  The Board shall then accept or reject the application.  Each membership application must be accompanied by a check for the required dues. 

(C)       MEMBERSHIP DEFINITION 

The membership of the Association shall be divided into the following classes: 

1.      GOLD MEMBER (Owner Level) Any commercial dental laboratory located in the Commonwealth of Kentucky and operated by a person, firm or corporation shall be eligible to apply for Gold Membership.  Membership shall be in the name of the laboratory and such member shall be entitled to one (1) vote.  Gold Members shall be accorded the privilege of voting on all affairs of the Association, and shall be entitled the privilege of holding any office.

2.      PLATINUM MEMBERS (Associate Level) Any individual associate member, certified by the National Board of Certification, who resides or works in the Commonwealth of Kentucky and who is not otherwise eligible for Gold Membership by lack of laboratory ownership, shall be eligible to apply for a Platinum Membership.  Such members will have the privilege of voting on all matters that do not pertain to the ownership of a commercial laboratory or pertain to any matters dealing with the National Association of Dental Laboratories.  All matters on a Platinum level will be in this voting range.  They may not hold office of President, President-Elect or Vice President, but may nominate Gold Members and vote for said members to these offices.  They may hold office of Secretary, Treasurer, or other Non-Elective Positions.  They may also chair or be members of any working committee if so appointed by the President. 

3.      SILVER MEMBERS (Apprentice Level) Any individual engaged in the practice of or study of dental technology, but who is not eligible for Gold or Platinum Membership either by lack of laboratory ownership or certification by the National Board of Certification, shall be eligible to apply for Silver Membership.  Silver Members shall be accorded the privilege of voting except on those matters pertaining specifically to corporate business or to those matters pertaining exclusively to the interests of the Gold Membership.  Such members shall be accorded the privilege of serving on committees.  However, such members shall not be permitted to hold office nor to chair committees. 

4.      BRONZE MEMBERS (Industrial Level)  Any individual, firm, corporation, connected with the commercial dental laboratory industry or having the interests of the said industry in mind and at hand, and not otherwise eligible for membership, shall be eligible to apply for Bronze Membership.  Such individuals, firms, or corporations eligible for this classification shall include manufacturers or their representatives, supply dealers and their representatives, out of state commercial dental laboratories who are members in good standing with its state component association, out of state ethical dental technicians, and such other, who by decision of the Executive Board, shall be approved for Bronze Membership.  Such members shall be accorded the privilege of serving on committees.  However, such members shall not be entitled to vote, shall not be permitted to hold office, nor a chair committee. 

5.      HONORARY MEMBERS.  Any person who has made an outstanding contribution to dental technology and/or to the Association, or any person who immediately prior to his retirement from the industry, has been a member in good standing of the Association for at least ten (10) consecutive years, may be granted Honorary Membership upon recommendation by the Executive Board and a majority vote of the membership at any regular meeting. 

ARTICLE  IV – EXPULSION OF MEMBERS 

(A)             Any member found guilty of violating the dental laws of the Commonwealth of Kentucky or any other State shall be expelled forthwith. 

(B)              Non-payment of dues or assessments, after due notice from the Treasurer, shall be cause for expulsion at the discretion of the Executive Board. 

(C)              Any member of this Association may be expelled for violation of the Code of Ethics, and other misconduct by a vote of two-thirds (2/3) of the members of the Executive Board present at any regular Board meeting or at a meeting called for such purpose.  Due notice of intent to remove shall be given to such member in writing at least thirty (30) days prior to said meeting and such member shall be accorded the privilege of appearing in person before the Executive Board and with representation of his/her own choosing to present their defense. 

(D)             Any expelled member may apply for readmission to the membership upon such terms and conditions as determined by the Executive Board. 

ARTICLE  V – MEETINGS 

(A)             There shall be no less than two (2) regular membership meetings each year, at such times and places as shall be determined by the Executive Board unless the membership by a majority vote shall designate such time and place of meeting. 

(B)              One regular membership meeting shall be held in the Spring, another meeting shall be held in the Fall. 

(C)              Special membership meetings may be called by the President, by a majority of the Executive Board, or by written petition signed by not less than ten (10) members in good standing.  These meetings could be either physical meetings or modern electronic media meetings. 

(D)             The Executive Board shall meet as many times as they deem necessary.  Such meetings may be called by the President or a majority of the Board. 

(E)              Robert’s Rule of Order Revised shall govern the conduct of business and all parliamentary questions and procedures not otherwise provided for in the Constitution and By-Laws. 

ARTICLE  VI – VOTING 

(A)             Each Gold Member laboratory is entitled to one (1) vote.  The vote may be cast by an executive or designated person connected with the laboratory, or by proxy executed in writing and verified by the Secretary prior to any official business meeting. 

(B)              Each Platinum and Silver Member shall be entitled to one (1) vote subject to such voting restrictions as herein set forth in the By-Laws.  Vote may be cast in person or by proxy executed in writing and verified by the Secretary prior to any official business meeting. 

(C)              All members who are delinquent for non-payment of dues or assessments shall not be eligible to vote. 

(D)             Fifteen percent (15%) of voting membership in good standing shall constitute a quorum at any regular or special membership meeting. 

(E)              Whenever, in the judgement of the Executive Board, any question shall arise which it believes should be put to a vote of the membership, and where it deems it inexpedient to call a meeting for such purpose, the Board may submit such a matter to the membership in writing by mail for decision and vote, and the question thus presented shall be determined according to a majority of the votes received by mail within the specified time of at least two (2) weeks. 

(F)               Whenever, in the judgement of the Executive Board, any question should arise at a meeting that said Board feels pertains to Gold Members only or a question arises from the floor at such meeting as to the direction of voting, the Executive Board may call a conference and make a ruling by a majority vote.  This ruling will be final and the meeting will continue. 

ARTICLE  VII – DUES AND ASSESSMENTS 

(A)             Each member, with the exception of Honorary Members, shall pay annual dues in such amounts as are recommended by the Executive Board and supported by a majority vote of members present at any membership meeting. 

(B)              Dues shall be payable by January 1st annually. 

(C)              Any member whose dues from the method of payment he/she selects, are thirty (30) days or more past due shall be considered delinquent and notified by the Treasurer.  If sixty (60) or more days past due, the member shall be suspended at the discretion of the Executive Board. 

(D)             A statement of the amount of annual dues to be paid shall be forwarded to each member within the last thirty (30) days just prior to January 1st upon which date dues become payable.   

(E)              Special assessments not to exceed fifty percent (50%) of the annual Association dues may be levied on the membership upon recommendation of the Executive Board, providing notice of such assessment is submitted in advance to the membership and supported by a majority vote of the members present at the membership meeting. 

(F)               Any member expelled from the Association for non-payment of dues or assessments shall be eligible for readmission to membership under the terms and conditions set forth by the Executive Board. 

ARTICLE  VIII – COMMITTEES 

(A)             Standing committees are the permanent committees of the Association and shall be appointed by the President.  The Standing Committees of the Association shall be: 

1.      EXECTIVE COMMITTEE  The Executive Committee consisting of the Current Officers, two immediate Past Presidents and Committee Chairs. 

2.      MEMBERSHIP COMMITTEE.  The Membership Committee shall devise ways and means of encouraging new members and maintaining old members in good standing.  It shall promote ways and means to increase membership in the Association.  It shall investigate the eligibility of all applicants for membership and report their findings and recommendations to the Executive Board which shall be the final judge as to membership acceptance. 

3.      FINANCE COMMITTEE.  The Finance Committee shall consist of at least three (3) members.  The Treasurer of the Association shall be chairman of this committee and one of the members shall be the President.  Its duty shall be to prepare budget proposals for the Executive Board’s consideration and to promote the financial welfare of the Association. 

4.      CONSTITUTION AND BY-LAWS COMMITTEE.  This committee shall consist of at least three (3) members to keep up to date on all matters affecting the Association Constitution and By-Laws and make all necessary recommendations for changes as the need arises. 

5.      EDUCATION COMMITTEE.  This committee shall arrange for and conduct educational meetings, clinics, and courses, and all other forms of educational and informational activity to increase the knowledge and development of the art, craftsmanship, and business activity of the Association members. 

6.      LEGISLATIVE COMMITTEE.  This committee shall study and follow legislative action that can possibly have an affect upon the dental laboratory industry and/or dental technology in any measure.  It shall also, when deemed advisable, make recommendations to the Association on actions that could, or should, be taken on legislative related matters. 

7.      PROGRAM COMMITTEE.  The Program Committee will investigate future sites to include sleeping and eating accommodations for the annual meetings, to research and organize both clinical activities and social functions for the annual meetings.  Future site suggestions will be presented to the membership no less than one (1) year prior to that particular meeting for membership vote.

a.       If for some reason an alternate must be selected and a membership vote is not practical due to time, the Executive Board may review the selection.

 Revised April, 2009

 

For a print out version click on the following links:

Constitution  or By-Laws