PPHA Philippine Public Health Association, Inc. philpha.org

BY-LAWS

OF THE

PHILIPPINE PUBLIC HEALTH ASSOCIATION, INC.

ARTICLE I
MEETINGS

Section 1. Annual Meeting - The annual meetings of the members shall be held at the place where the principal office of the association is located every last Thursday of July. The President shall render his annual report to the members regarding the activities of the association. The election of the members of the National Board of Directors shall be held during this annual meeting.

Section 2. Special meetings - Special meetings of the members shall be called as the need thereof arises by the National Board of Directors or upon petition by 1/3 of the general membership.

Section 3. Notices - Notices of the time and place of annual and special meeting of the members, which shall be prepared and signed by the Secretary, shall either be given to them personally or sent by fax or mail through the Regional and Local Chapter Presidents at least two (2) weeks before the date set for such meeting. The notice of every special meeting shall state briefly the purpose or purposes of the meeting.

Section 4. Quorum - A quorum for any meeting of the members shall consist of one-fourth (1/4) of the members duly registered in the membership book and a majority of such quorum may decide any question at the meeting except those matters where the Corporation Code requires the affirmative vote of a greater proportion.

Section 5. Order of Business - The order of business at the annual meeting of the members shall be:

Proof of service of the required notice of meeting
Proof of the presence of a quorum
Reading and approval of the minutes of the previous meetings
Unfinished business
Report of the President
Treasurer’s Report
Election of the Board of Directors pursuant to Sections 1 and 2 Article X
Other matters

ARTICLE II
BOARD OF DIRECTORS

Section 1. Board of Directors - The corporate powers of the association shall be exercised and its business conducted and its properties controlled by the National Board of Directors and in such affiliate Board of Directors, either of the Regional or Local Chapter.
Section 2. Qualifications - The members of the Board must be a member of good standing of the association.

Section 3. Disqualification of Directors or Officers - No member convicted by final judgment of an offense which penalty imposed is imprisonment for a period exceeding six (6) years or a violation of the Corporation Code of the Philippines prior to the date of his election or appointment shall qualify as a Director.

Section 4. Term of Office of Directors - Directors shall hold office for two (2) years and until their successors are duly elected and qualified.

Any vacancies in the Board may be filled-up from among the general membership by the majority of the members of the Board of Directors to serve the un-expired portion of the term.

Section 5. Directors may be removed by two-thirds (2/3) vote of the members on any of the following grounds:

Absences for four (4) consecutive meetings without justifiable reasons.
Conviction of a crime involving moral turpitude.
Gross violation of the provisions of the by-laws

Section 6. Quorum - A quorum for any meeting of the Board shall compose of the majority of the members thereof and a majority of such quorum shall be sufficient to transact business.

Section 7. Meeting - The board of Directors shall hold regular meetings every month, without prejudice to calling of special meetings as the need arises, at such time and place to be agreed upon by the majority of the members thereof.

Section 8. Notice of meeting - The notice of meeting shall be signed by the President and shall be given personally or sent to the members of the Board through fax or registered mail.

ARTICLE III
OFFICERS

Section 1. Officers - The Officers of the Association at the national level shall be a President, a Vice-President for Luzon, a Vice-President for Visayas, a Vice-President for Mindanao, a Secretary, a Treasurer, an Auditor, a Business Manager and a Public Relations Officer. They shall be elected by the National Board of Directors from among themselves, except for the Secretary who shall be appointed by the President from among the members of the Board or from the general membership.

Section 2. Term of Office of Officers - All officers of the association shall hold office for two (2) years and until their successors are duly elected and qualified.

Section 3. No President shall be re-elected for more than three (3) consecutive terms.

Section 4. In case of death, resignation, removal or permanent incapacity of the National President, the National Board of Directors shall declare the position vacant and immediately fill-up the position by electing the successor from among the three (3) Vice-Presidents. The Board shall fill-up the position vacated by the latter from among themselves.

ARTICLE IV
FUNCTIONS AND POWERS
OF THE OFFICERS

Section 1. The National President shall have the following powers and duties:

Presides at all meetings of the Board and of the annual or special meetings of the Association. He shall cast his vote only in case of a tie in board meetings.
Executes or causes to be complied with all resolutions, rules and regulations approved and promulgated by the Board or by the members in the annual meeting.
Signs the registration card of membership and other papers affecting the association.
Discharges all other functions inherent to his position and such other duties as may be assigned to him by the Board.
Renders reports as required in the Corporation Code of the Philippines and by the Bureau of Internal Revenue and quarterly report of activities of the association to the Board in a meeting called for the purpose as well as yearly report of the activities of the association during his incumbency to the members in the annual convention. The National Board of Directors may require the regional and local chapter Presidents to render reports on their respective activities.

Section 2. The three Vice-Presidents shall assist the President in the discharge of his duties and perform such other duties as may be assigned by the National President and the National Board of Directors. They shall attend meetings in their respective zones and serve as ex-officio member of the regional chapter under their respective jurisdictions.

Section 3. The National Secretary shall perform the following functions:

Calls when ordered by the National President all meetings and keeps records of the proceedings thereof.
Keeps an up-to-date list of members, including their classification and standing.
Countersigns, together with the National President, registration cards of membership certifies under his signature and seal all other papers required to be signed by him.
Prepares correspondence and serve as a custodian of the seal, banner, records and other properties of the association.
When a new National Secretary has been duly appointed, the outgoing Secretary shall turnover to his successor all properties and records of their association within a period of thirty (30) days from the day of appointment of the incoming National Secretary. The outgoing Secretary may be invited to a Board meeting in order to clarify past activities, reports, and records of the association.
Performs such other functions that may arise from time to time as assigned by the National President or by the National Board.

Section 4. The National Treasurer, who must be duly bonded, shall perform the following functions:

Receives and keeps all funds properly receipted and deposited in any bank designated by the Board.
Disburses funds duly approved and warrant for withdrawals form the bank duly signed by the National President and the National Treasurer.
Render written and duly audited quarterly financial report to the Board and an annual financial report of the association during the annual meeting.
Performs such other functions that may arise from time to time as assigned by the President or the Board.

Section 5. The national Auditor shall examine and audit all disbursements and financial transactions of the association. He shall likewise audit and countersign financial report that the National Treasurer is required under the by-laws.

Section 6. The National Business Manager shall be the over-all in-charge of the fund raising projects of the association and shall act as the Chairman of the Committee on Ways and Means and Events of the association.

Section 7. The National Public Relations Officer shall take charge of the information dissemination that may be issued by the association and cause the publication of the accomplishments of the association through the mass media.

ARTICLE V
MEMBERSHIP

Section 1. Classification of members - Members of the association shall fall under the three (3) categories:

Regular – shall be those who are directly or indirectly engaged in the practice of public health and whose application for membership have been duly approved by the Local Chapter.
Life – those who are members of good standing and who have paid the life membership fee fixed by the National Board of Directors and whose application was duly approved by the latter.
Honorary – those who have held positions of importance in government and/or private health organizations and those who because their outstanding services to the cause of the public health are elected to such honorary membership by the national Board of Directors.

Section 2. A member is considered of good standing if he is not in arrear of payment of any of his annual dues or any of his obligations to the association.

Section 3. All members shall enter their names, addresses and signatures in the membership book provided by the Securities and Exchange Commission. A membership card shall be issued to all members in order to entitle them to all rights and privileges, including the benefits appertaining thereto.

Section 4. The Committee on Membership of the Local Chapter shall receive and recommend the application of a prospective member, which shall be acted upon the Local Board of Directors. Applicants whose membership was disapproved by the Local Chapter may appeal to the Regional Chapter Board, whose decision shall be final and non-appealable.

Section 5. The National Board of Directors shall prescribe the qualifications for those applying for membership in the association, pursuant to the policies adopted in these by-laws.

Section 6. Members shall have the following rights:

To vote in the local chapters elections and be voted to any elective offices of the association. Each member shall be entitled to one vote and he may vote either in person or by proxy, which shall be filed with the Secretary of the Local Chapter before the scheduled meeting.
To participate in all the activities and in the decision-making process of the association, except for those reserved to the duly designated representative/s of the local chapters.
To inspect the records of the association during office hours and in accordance with the rules adopted by the National Board of Directors.

Section 7. Members shall also be entitled to the following benefits:

Mortuary benefits in the amount of P10,000.00 that shall be sourced as follows: 60% from the national chapter and 40% from the regional chapter. Depending on the availability of funds, the National Board of Directors may recommend in an annual regular meeting the increase of the benefit and/or re-apportionment of the aforesaid allocation for approval by the majority of the general membership present in the said meeting.
Study grants, fellowship and awards of merit and attendance to local and/or foreign conferences and conventions.
Financial assistance during disasters, calamities and chronic debilitating illness. Local and Regional Chapters may also extend financial assistance to members in the form of loans as long as it is feasible and within the financial capability of the chapter.
Legal assistance for work-related and meritorious cases. To carryout the provision of this paragraph, the association shall retain the legal services of a lawyer, who may be a member of the association.
Other privileges and benefits that may be approved by the National Board of Directors and/or by the General Membership.

Non-compliance by any member of his/her obligations to the association for a period fixed by the Local Board of Directors shall bar him from enjoying the above-mentioned benefits.

Section 8. The following are the duties and obligations of a member:

Save those life members, pays the annual membership due of One Hundred Pesos (P100.00) on or before the 15th day of March of the year. Membership dues remitted thereafter shall be charged with penalty in an amount fixed by the National Board of Directors. The membership dues shall be allocated as follows; 1) 40% for the National Chapter, 2) 30% for the Regional Chapter and 3) 30% shall be retained by the Local Chapter.
Pays his financial obligation to the association as it falls due, be it a repayment of his loans or his monthly dues as may be fixed by the National Board of Directors.
Attends meetings of the association.

ARTICLE VI
SUSPENSION, EXPULSION AND
TERMINATION OF MEMBERSHIP

Section 1. A member may be suspended from the association on the following grounds:

Non-payment of his annual membership due.
Incurring arrears of other financial obligations to the association for a period of one year, and
Suspension from government service due to administrative charge
Other grounds as may be defined by the National Board of Directors.

Section 2. A member may be expelled from the association for the following grounds:

Conviction by final judgment of a crime involving moral turpitude.
Dismissal from the government service due to administrative charge.
Gross violation of any of the provisions of the Articles of Incorporation and By-Laws.
Gross insubordination to a lawful resolution of the Board of Directors.

Section 3. A member may terminate voluntarily his membership from the association by signifying in writing his intention to resign as a member directly tendered to the Local Board of Directors, which shall be deemed approved if not acted upon by the latter within then (10) days from receipt thereof. The action by the Board of Directors on the letter-resignation shall not bar the association from pursuing legal action for collection of any uncollected obligations of the resigning member.

Section 4. A member may be terminated upon recommendation of the membership committee and approval by the majority of the Local Board of Directors on grounds of non-payment of membership dues for at least two (2) consecutive years, without justifiable reason.

Section 5. Complaints against any member for suspension or expulsion may be filed by any interested party before the Local Board of Directors, which shall render its decision within 30 days after the termination of its investigation. The Decision of the Local Board of Directors shall be appealable to Regional Board of Directors, which decision is in turn appealable to the National Board of Directors. Any decision of the National Board of Directors shall be appealable to the Securities and Exchange Commission.

Section 7. Any member who resigned voluntarily may re-apply for membership in the association provided he or she possesses the qualifications as a member and none of the disqualifications.

Section 8. Any member whose membership was terminated due to non-payment of membership dues may reinstate his membership by applying as a member and by paying the arrears including the penalty fixed by the National Board of Directors.

ARTICLE VII
FINANCES

Section 1. The funds of the association shall consist of the life membership dues, annual membership dues, contributions, donations, royalties, money derived from fund-raising projects, and/or endorsement from the government, foreign or domestic entities or the public or moneys that may from to time be received or acquired by deed, grant, devise, bequest, gift or the like.

Section 2. The funds of the association shall be disbursed pursuant to the budget prepared and appropriated by the respective Board of Directors. The budget of the respective chapters shall be prepared by the new set of Board of Directors in accordance with the rules to be adopted by the National Board of Directors.

Section 3. All expenses shall be accomplished in approved voucher in accordance with the prepared budget, all disbursement not specifically appropriated in the budget must be covered by a special appropriation. A petty cash fixed by the Board may be set-aside for the President or any authorized officer/employee for the operational expenses of the Association.

Section 4. The funds of the association shall be deposited in any bank or banking institution duly designated by the respective Board of Directors and shall be withdrawable through check or written order signed by the President and countersigned by the Treasurer.

Section 5. The Local and the Regional Chapters, through their respective Treasurers, shall render annual financial report to the Regional and National Board of Directors, respectively.

Section 6. The fiscal year of the association shall commence on the 1st day of January and end the last day of December of every year.

ARTICLE VIII
AFFILIATES AND COMMITTEES

Section 1. Any organization representing other discipline may be admitted anytime as affiliate of the association subject to the approval of the National Board of Directors. Such affiliates may be appointed by the National President as members of any of the working committee.

Section 2. The association shall have the following working committees:

Committee on Membership
Committee on Awards
Committee on Program and Projects
Committee on Ways and Means and Events
Committee on Elections
Committee on Ethics and Grievance
Committee on Constitutional Amendments
Committee on Continuing Educations
Committee on Publications
Committee on Organization of Regional and Local Chapters
Committee on Legal Assistance

The membership of the different committees shall be appointed and their respective duties defined by the National President with concurrence of the National Board.

Section 3. Ad-hoc committee may be created anytime when deemed necessary by the respective Board of Directors.

Section 4. The Chairperson of the different committee may, upon invitation by the President, attend any meetings of the Board and participate in the deliberation therein, without voting rights.

ARTICLE IX
COUNCIL OF ELDERS

Section 1. The Council of Elders shall be composed of the Secretary, Undersecretaries and Assistant Secretaries of the Department of Health and the past President, who shall all serve as ex-officio members of the National Board of Directors, without voting rights.

Section 2. The Council of Elders may be invited by the National Board of Directors to attend in the regular board meetings to share their expertise and act as resource persons on issued and concerns affecting public health service.

ARTICLE X
REGIONAL AND LOCAL CHAPTERS

Section 1. There shall be organized local branches of the association to be known as regional or local chapters, which shall be established in the different offices and bureaus of the Department of Health, different regions, provinces and retained hospitals. The Regional Chapters, which are herein recognized in these by-laws, shall be composed of all local chapters in the different provinces and retained hospitals in each of the geographical regions of the Philippines.

Section 2. PPHA members from the Department of Health-Central Office shall compose of the DOH Central Office Local Chapter, which shall be under the PPHA NCR Regional Chapter. Retained hospitals and different bureaus and offices under the Department of Health-Central Office may organize their respective local chapters, also subject to the provisions of Section 3, Art. X.

Section 3. A Local Chapter to be formally recognized must:

Have at least 75 members and adopt the main framework of the Articles of Incorporation and By-laws of the association. As such, the chapter shall have a President, a Vice-President, a Secretary, a Treasurer, an Auditor, a Business Manager, a Public Relations Officer and the members of the Board. Except for the secretary who may be appointed by the President from the general membership or from the members of the Board, the officers of the Chapter shall be elected from the elected fifteen (15) members of the Board from among themselves.

Through its President, files a formal request for affiliation before the National Board of Directors upon favorable recommendation of the concerned PPHA Regional Chapter. In the event of the failure of the National Board of Directors to act on the request for affiliation within thirty (30) days from receipt thereof, such request for affiliation shall be deemed affirmed.

Section 4. A Regional Chapter, with the same prescribed set of officers as that of the local chapters, may seek separate SEC registration bearing the respective name of region. However, those chapters seeking separate SEC registration must submit its Article of Incorporation and By-laws to the National Board of Directors for review and approval.

Section 5. Regional and Local Chapters may levy such reasonable fees, assessments and other charges from their respective members, subject to the approval of the National Board of Directors.

ARTICLE XI
ELECTIONS

Section 1. The regular elections of the Local and Regional Board of Directors shall be held on the last Thursday of April and last Thursday of May, respectively, every two (2) years. On meritorious grounds, the respective Committee on Election may grant the re-setting of the elections, which shall not be conducted beyond the thirty-day period reckoned from the date of original schedule of elections.

Section 2. The regular elections of the National Board of Directors shall be held on the last Thursday of July every two years. A petition for re-setting of schedule of elections may be granted by the National Committee on Elections on meritorious grounds, which re-setting mush not be held after thirty days reckoned from the original schedule.

Section 3. There shall be established College of Electors composed of the Local Presidents, Local Vice-Presidents and other duly designated representatives from the Local Chapters whose functions is mainly to elect the members of the National and Regional Board of Directors. The College of Electors shall be apportioned as follows; a minimum of 2 delegates per local chapter with membership of less than 100 and an additional one delegate for every one hundred and a fraction thereof, but not to exceed 5 delegates per local chapter.

Section 4. Those elected to the National and Regional Board of Directors shall elect from among themselves their respective officers, within fifteen (15) days after the elections.

Section 5. A plurality vote shall determine the election of the new set of officers.

Section 6. The Committee on Elections in their respective levels shall promulgate rules and regulation regarding the conduct of elections consistent with the Articles of Incorporation and By-Laws.

ARTICLE XII
PUBLICATION

Section 1. The official organ of the association shall be known as “The Philippine Journal of Public Health”.

Section 2. The publication of this journal shall be handled by the business manager, who is concurrently the Chairman of the Committee of Ways and Means and Events and who will handle the business and the publication thereof.

Section 3. The Editorial Board shall be responsible for the scientific and technical aspect of the publication and which shall consist of an Editor-in-Chief, who shall be elected by and among the members of the National Board of Directors and the associate editors representing the various affiliates of the associations.

Section 4. The Business Manager and the Editor-in-Chief shall render such report to the national Board of Directors as may be necessary.

ARTICLE XIII
SEAL

Section 1. The Official Seal of the Association shall consist of a triangular shield with a star at its vortex. At the center shall be a sun with ten (10) rays emanating and the Latin word “SALUS POPULI SUPREMA LEX ESTO” which means “The Health of the People is the Supreme Law” inscribed around it. The shield shall be surrounded by two (2) concentric circles with the inscription “PHILIPPINE PUBLIC HEALTH ASSOCIATION, INC. 1932, in between.

ARTICLE XIV
FELLOWSHIP

Section 1. The association shall bestow its highest honor to any member who has made outstanding accomplishment in any discipline of public health. Such member shall be known as Fellow or Diplomate of the Philippine Public Health Association.

Section 2. The Committee on Award shall set-up the necessary criteria governing the nomination of candidates for the Fellowship or Diplomate.

Section 3. Members awarded this Fellowship or Diplomate shall have their rights and privileges to append to their names the initial of F.P.P.H.A or D.P.P.H.A., which stands for Fellow or Diplomate Philippine Public Health Association.

Section 4. The Fellowship or Diplomate shall be a lifetime award subject to forfeiture if the member awarded with the said fellowship or diplomate was expelled from the association.

ARTICLE XV
AMENDMENTS AND REVISIONS

Section 1. Any amendments or revisions to these By-Laws may be proposed by the Committee on Constitutional Amendments to the National Board of Directors for approval by a simple majority and approved by the majority of the members thereof. The affirmative votes of at least majority of all the members whose names are duly entered in the membership book of the association are required to ratify the amendments or revision, which shall be made effective upon approval by the Securities and Exchange Commission.

ARTICLE XVI
EFFECTIVITY

Section 1. This By-Laws shall take effect upon approval by the majority of the members of the National Board of Directors, ratification by at least majority of the members of the association and final approval by the Securities and Exchange Commission.

Adopted this 2nd day of December, 2005.

The signatures of majority of all the members are in the attached document which forms part of this By-Laws.