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(as amended July 1995)

ARTICLE I - NAME

This organization shall be known as the American Association for Respiratory Care, incorporated under the General Not-For-Profit Corporation Act of the State of Illinois, hereinafter referred to as the Association.

ARTICLE 11 - OBJECT

SECTION 1. PURPOSE

The Association is formed to:

a. Encourage, develop, and provide educational programs for those persons interested in respiratory therapy and diagnostics, hereinafter referred to as Respiratory Care.

b. Advance the science, technology, ethics, and art of respiratory care through institutes, meetings, lectures, publications, and other materials.

c. Facilitate cooperation and understanding among respiratory care personnel and the medical profession, allied health professions, hospitals, service companies, industry, governmental organizations, and other agencies interested in respiratory care.

d. Provide education of the general public in pulmonary health promotion and disease prevention.

SECTION 2. INTENT

a. No part of the monies of the Association shall inure to the benefit of any private member or individual, nor shall the Association perform particular services for individual members thereof.

b. The Board of Directors shall provide for the distribution of the funds, income, and property of the Association to charitable, educational, scientific, or religious corporations, organizations, community chests, foundations, or other kindred institutions maintained and created for one or more of the foregoing purposes, if at the time of distribution the payee or distributees are exempt from income taxation, and if gifts or transfers to the payee or distributees are then exempt from taxation under the provisions of Sections 501, 2055, and 2522 of the Internal Revenue Code or changes which amend or supersede the said sections. In the event of the dissolution of this Association, whether voluntary or involuntary, all of its remaining assets shall be distributed in such manner as the Board of Directors of this Association shall by majority vote determine to be best calculated to carry out the objectives and purposes for which the Association is formed. The distribution of the funds, income, and property of this Association upon dissolution may be made available to any similar charitable, educational, scientific, or religious corporations, organizations, community chests, foundations, or other kindred institutions maintained and created for one or more of the foregoing purposes, if at the time of distribution the payee or distributees are then exempt from income taxation, and if gifts or transfers to the payee or distributees are then exempt from taxation under the provisions of Sections 501, 2055, and 2522 of the Internal Revenue Code or changes which amend or supersede the said sections.

d. The Association shall not commit any act which shall constitute the unauthorized practice of medicine under the laws of the State of Illinois or any other state.

ARTICLE III - MEMBERSHIP

SECTION 1. CLASSES

The membership of the Association shall include three classes: Active Member, Associate Member, and Special Member.

SECTION 2. ACTIVE MEMBER

An individual is eligible for Active Membership if he/she lives in the United States or its territories or was an Active Member prior to moving outside its borders or territories, and meets ONE of the following criteria: (1) is legally credentialed as a respiratory care professional if he/she is employed in a state or territory that mandates a legal credential for respiratory care professionals OR (2) is a graduate of an educational program in respiratory care accredited by an AARC-recognized agency, OR (3) holds a credential issued by the National Board for Respiratory Care, Inc. or its successor. An individual who is an AARC Active Member in good standing on December 81 1994, will continue as such, provided his/her membership remains in good standing. Active Members in good standing shall be entitled to all the rights and privileges of membership of the Association including: the right to hold office, hold committee chairs, and vote.

SECTION 3. ASSOCIATE MEMBER

Individuals will be classified as Associate Members if they hold a position related to respiratory care and do not meet the requirements to become Active Members. Associate Members shall have all of the rights and privileges of the Association except that they shall not be entitled to hold office, vote, or serve as chair of any standing committee of the Association. There shall be the following subclasses of Associate Membership:

a. Foreign Member - Individuals will be classified as Foreign Members if they meet all the requirements for Associate Membership and they are citizens of and reside in any foreign country.

b. Student Member - Individuals will be classified as Student Members if they meet all the requirements for Associate Membership and are enrolled in an educational program in respiratory care accredited by, or in the process of seeking accreditation from, an AARC-recognized agency.

c. Foreign Student Member - Individuals will be classified as Foreign Student Members if they meet all of the requirements for Foreign Member and are enrolled in an educational program in respiratory care which is accredited or is seeking accreditation by the appropriate governmental or professional accrediting agency.

d. Physician Member - Individuals will be classified as Physician Members if they meet all the requirements for Associate Membership and are duly licensed as doctors of medicine or osteopathy.

e. Industrial Member - Individuals will be classified as Industrial Members if they meet all the requirements for Associate Membership and their primary occupation or business or a majority of their business time is directly or indirectly devoted to the manufacture, sale, or distribution of equipment or products which are directly or indirectly used in the area of respiratory care.

SECTION 4. SPECIAL MEMBER

a. Life Member - Life Members shall be members who have rendered outstanding service to the Association as Active Members. Life Membership may be conferred by a majority affirmative vote of the Board of Directors and the House of Delegates. Life Members shall have all the rights and privileges of membership of the Association, including the right to hold office, hold committee chairs, and vote. Life Members shall be exempt from the payment of dues.

b. Honorary Member - Honorary Members shall be persons who have rendered distinguished service to the field of respiratory care. Honorary membership may be conferred by a majority affirmative vote of the Board of Directors and the House of Delegates. Honorary Members shall have all the rights and privileges of membership of the Association except that they shall not be entitled to hold office, hold committee chairs, or vote. Honorary Members shall be exempt from the payment of dues.

c. General Member - General Members shall be individuals who have an interest in respiratory care and who do not qualify for other membership classifications. General Members shall have all the rights and privileges of membership in the Association except that they shall not be entitled to hold office, hold committee chairs, or vote.

SECTION S. PREREQUISITES

FOR MEMBERSHIP

Applicants for membership shall meet all the qualifications of the class of membership for which they apply. As a condition of membership, all Members shall be bound by the Articles of Incorporation, Bylaws, standing rules, code of ethics, and other rules, regulations, policies, and procedures adopted from time to time by the Association.

SECTION 6. APPLICATION

FOR MEMBERSHIP

1. Applicants for membership shall submit their completed official applications to the Executive Office of the Association.

2. The Membership and Public Relations Committee shall assign the applicant a membership status based upon the information provided and the qualifications for active, associate, or special membership.

c. The names and addresses of applicants accepted by the Membership and Public Relations Committee shall be submitted by the Executive Office for publication.

4. Any member or members may object to approval of an applicant for membership by filing written objection with the Chair of the Membership and Public Relations Committee through the Executive Office within thirty (30) calendar days after publication of the applicant's name. If an objection is received, the Executive Director shall promptly notify the Judicial Committee Chair, the Membership and Public Relations Committee Chair, the applicant, and the Chartered Affiliates Delegate. Whenever there is an objection, the Judicial Committee shall reevaluate the application and make the final decision regarding admission.

SECTION 7. SPECIALTY SECTIONS

Specialty Sections representing particular areas of interest within respiratory care shall be made available to Active, Associate, and Special Members of the Association. The purpose, organization, and responsibilities of Specialty Sections shall be as defined in the policies and procedures of the Association.

SECTION 8. PAYMENT OF DUES

Each member of the Association, except Life Members and Honorary Members, shall pay annual dues in such amounts and in such manner as may be established on an annual basis by the Board of Directors.

SECTION 9. ETHICS

If the conduct of any member shall appear to be in violation of the Articles of Incorporation, Bylaws, standing rules, code of ethics, or other regulations, policies, or procedures adopted by the Association, or shall appear to be prejudicial to the Association's interests, such members may be reprimanded, suspended, expelled, or have their membership status reclassified in accordance with the procedures set forth in the Association's policies and procedures.

ARTICLE IV – OFFICERS

SECTION 1. OFFICERS

The officers of the Association shall consist of the President, President-elect, Immediate Past President, Vice President, Secretary, and Treasurer.

SECTION 2. TERM OF OFFICE

1. The term of office for officers shall be one (1) year. The term shall begin immediately following the Annual Business Meeting.

2. The Vice President, Secretary, and Treasurer shall not serve more than three (3) consecutive terms in the same office.

3. The President-elect shall complete immediate successive full one (1) year terms for the offices of President-elect, President, and Immediate Past President before being eligible to serve a successive term in any elected office.

4. The President-elect, President, and Immediate Past President are not limited to the number of terms they may serve in the same office.

SECTION 3. VACANCIES IN OFFICE

1. In the event of a vacancy in the office of President, the President-elect shall become Acting President to serve the unexpired term and shall serve the successive term as President.

2. In the event of a vacancy in the office of the President-elect, the Vice President shall assume the duties, but not the office, of the President-elect and shall also continue to serve as Vice President until the next scheduled election.

3. Any vacancy in the office of Vice President, Secretary, or Treasurer shall be filled by the appointment of a qualified individual by the Board of Directors. Individuals so appointed shall serve until the next scheduled election.

4. In the event of a vacancy in the office of Immediate Past President, that office shall remain vacant.

SECTION 4. DUTIES OF OFFICERS

1. President - The President shall be the Chief Executive Officer of the Association. The President shall preside at the Annual Business Meeting and all meetings of the Board of Directors; prepare an agenda for the Annual Business Meeting and submit it to the membership not fewer than thirty (30) calendar days prior to such a meeting in accordance with Article VI of these Bylaws; prepare an agenda for each meeting of the Board of Directors and submit it to the members of the Board not fewer than fifteen (15) calendar days prior to such meeting; appoint standing and special committees subject to the approval of the Board of Directors; be an ex officio member of all committees except the Election c and Nominating Committees; and present to the Board of Directors and membership an annual report of the Association.

2. President-elect - The President-elect shall become Acting President and shall assume the duties of the President in the event of the d President's absence, resignation, or disability, and shall perform such other duties as shall be assigned by the President or Board of Directors.

3. Vice President - The Vice President shall perform such duties as shall be assigned by the President and the Board of Directors. The Vice President shall assume the duties of the President-elect in the event of the Presidentelect's absence, resignation, or disability, but will also continue to carry out the duties of the office of Vice President.

4. Treasurer - The Treasurer shall have charge of all funds and securities of the Association; endorsing checks, notes, or other orders for the payment of bills; disbursing funds in accordance with the approved budget and depositing funds as the Board of Directors may designate. The Treasurer shall see that full and accurate accounts are kept; submit monthly trial balances to the Executive Committee within twenty (20) calendar days after the monthly closing of the books; make a written quarterly financial report to the Board of Directors and a complete written yearly report at the spring meeting of the Board of Directors. At the expense of the Association, the Treasurer shall be bonded in an amount determined by the Board of Directors.

1. Secretary - The Secretary shall have charge of keeping the minutes of the Board of Directors' meetings and the Annual Business Meeting; executing the general correspondence; attesting the signature of the officers of the Association; affixing the corporate seal or document so requiring; and, in general ' performing all duties as from time to time shall be assigned by the President or the Board of Directors.

2. Immediate Past President - The Immediate Past President shall advise and consult with the President and shall perform such other duties as shall be assigned by the President or the Board of Directors.

SECTION 5. EXECUTIVE COMMITTEE

1. The Executive Committee of the Board of Directors shall consist of the President, President-elect, Vice President, Secretary, Treasurer, Immediate Past President, Immediate Past Speaker of the House of Delegates, and Chair of the Board of Medical Advisors.

2. The Executive Committee shall have the power to act for the Board of Directors between meetings of the Board and such action shall be subject to ratification by the Board at its next meeting.

ARTICLE V - BOARD OF DIRECTORS

SECTION 1. COMPOSITION AND POWERS

1. The executive government of this Association shall I be vested in a board of fifteen ( 15) Active Members consisting of the Officers, eight (8) Directors-at-large, and the Immediate Past Speaker of the House of Delegates.

2. Members of the Board of Directors shall not concurrently be members of the Joint Review Committee for Respiratory Therapy Education or the National Board for Respiratory Care.

3. The President shall be the Chair and Presiding Officer of the Board of Directors and Executive Committee. The President shall invite in writing such individuals to the meetings of the Board as deemed necessary, who shall have the privilege of voice but not of vote.

4. The Board of Directors shall have power to declare an office vacant by a two-thirds (2/3) vote, upon refusal, neglect, or inability of any member of the Board to perform the duties of office, or for any conduct deemed prejudicial to the Association. Written notice shall be given to the member that the office has been declared vacant.

SECTION 2. TERM OF OFFICE

1. Two (2) at-large Directors shall be elected each year, and the term of office for at-large Directors shall begin immediately following the Annual Business Meeting election and shall be four (4) years, except for the Immediate Past Speaker of the House of Delegates, who shall serve a term determined by the House of Delegates.

2. Directors-at-large, having served a full four (4) year term, shall not immediately succeed themselves in that office.

SECTION 3. DUTIES

The Board of Directors shall:

1. Supervise all the business and activities of the Association within the limitation of these Bylaws.

2. Employ a business counsel to be identified as the Executive Director, who shall manage the Executive Office from which the business of the Association is conducted.

3. Govern the activities of the Executive Director.

4. Grant charters to affiliates which meet the requirements for affiliation upon recommendation of the Chartered Affiliates Committee; and have the power to revoke charters.

5. Adopt and rescind standing rules, regulations, policies, and procedures of the Association.

6. After consideration of the budget, determine for the following year the amount of membership dues, remunerations, stipends, and other related matters.

7. Perform such other duties as may be necessary or appropriate for the management of the Association.

SECTION 4. VACANCIES

1. Any vacancy that occurs in the office of Director shall be filled by appointment by the Board of Directors.

2. An appointed Director shall serve until the next scheduled election, or until a successor is elected.

SECTION 5. MEETINGS

1. The Board of Directors shall meet immediately preceding and immediately following the Annual Business Meeting of the Association and shall hold not fewer than two (2) regular and separate meetings during the course of the year.

2. Special meetings of the Board of Directors shall be called by the President at such times as the business of the Association shall require, or upon written request of the majority of the Board of Directors filed with the President and the Executive Director of the Association.

3. A majority of the Board of Directors shall constitute a quorum at any meeting of the Board.

SECTION 6. MAIL VOTE

Whenever, in the judgment of the Board of Directors, it is necessary to present any business to the membership, prior to the next Annual Business Meeting, the Board of Directors may, unless otherwise required by these Bylaws, instruct the Election Committee to conduct a vote of the membership by mail. Such votes shall require approval of a majority of the valid votes received within thirty (30) calendar days after date of such submission to the membership. The result of the vote shall control the action of the Association.

ARTICLE VI - ANNUAL BUSINESS MEETING

SECTION 1. DATE AND PLACE

1. The Association shall hold an Annual Business Meeting in the last quarter of each calendar year; additional meetings may be held as required to fulfill the objectives of the Association.

2. The date and place of the Annual Business Meeting and additional meetings shall be decided in advance by the Board of Directors. In the event of a major emergency, the Board of Directors may cancel the scheduled meeting, set a new date and place if feasible, or conduct the business of the meeting by mail, provided the material is sent in the same words to the membership.

SECTION 2. PURPOSE

1. The Annual Business Meeting shall be for the purpose of receiving reports of officers and committees, the results of the election, and for other business brought by the President.

2. Additional business meetings shall be for the purpose of receiving reports and for other business brought by the President.

SECTION 3. NOTIFICATION

Written notice of the time and place of the Annual Business Meeting shall be sent to all members of the Association not less than five (5) nor more than forty (40) calendar days prior to the meeting. An agenda for the Annual Business Meeting shall be sent to all members not fewer than thirty (30) calendar days prior to the Annual Business Meeting.

ARTICLE VII - HOUSE OF DELEGATES

SECTION 1. COMPOSITION

1. The House of Delegates shall be composed of two (2) representatives from each Chartered Guide for Members 1996 Affiliate of the Association. They shall be the Delegate and Alternate Delegate, hereinafter referred to as the Delegation.

2. A Speaker shall be elected by and from the House to chair House meetings. The House shall elect such other officers and be responsible for such organizational practices as it may otherwise require.

SECTION 2. PURPOSE

The House of Delegates shall serve as a representative body of the general membership and the representative body of the affiliate societies of the Association. It shall participate in the establishment of the goals and objectives for the Association and participate in the governance of the Association.

SECTION 3. DUTIES

1. The House of Delegates shall adopt such rules, regulations, policies, and procedures with respect to the House as it may deem necessary or appropriate, and all Delegates shall be bound thereby.

2. The House Speaker may appoint members to House Committees, subject to the approval of the House of Delegates. In the event of vacancies occurring in any House Committee, the Speaker may appoint members to fill such vacancies, subject to the approval of the House of Delegates.

3. Each Delegate shall:

1. Attend all meetings of the House of Delegates and report the activities to the respective Chartered Affiliate.

2. Attend the Annual Business Meeting of the Association as the representative of the Active Members of the Association employed within their respective Chartered Affiliate.

3. Furnish the Nominating Committee with the names of qualified members for nomination to office.

4. At the direction of their respective Chartered Affiliates, present proposed amendments to the Bylaws Committee.

5. Perform such other duties of office as may be necessary or required.

SECTION 4. MEETING

The House of Delegates shall meet preceding the Annual Business Meeting of the Association and at such other times as called by its Speaker or by the majority vote of the House of Delegates.

SECTION 5. ELECTION OF DELEGATES AND ALTERNATES

1. The Delegation shall be elected by the Active Members of the Association employed within their respective Chartered Affiliates not fewer than ninety (90) calendar days prior to the Annual Business Meeting.

2. Only Active Members in good standing of the Association who are not on the Board of Directors of the Association shall be eligible to be a Delegate or Alternate.

3. The Chartered Affiliate shall have the power to declare the office of Delegate and/or Alternate Delegate vacant upon refusal, neglect, or inability of the Delegate and/or Alternate Delegate to perform the duties of office, or for any other conduct deemed prejudicial to the Chartered Affiliate or the Association. Written notice shall be given to the Delegate and/or Alternate Delegate and the Chartered Affiliates Committee that the office has been declared vacant.

SECTION 6. VOTING

1. Each Delegation shall have one (1) vote for each Active Member employed within the boundaries of their Chartered Affiliate as submitted by the Executive Office and the Chair of the Membership and Public Relations Committee and certified by the House of Delegates' Credentials Committee.

2. The House Speaker shall appoint the members of the House Credentials Committee from the House. This committee shall certify the Delegation and number of votes each Delegation may cast.

SECTION 7. QUORUM

A majority of the credentialed Delegations' Delegates shall constitute a quorum at any meeting of the House of Delegates.

ARTICLE VIII - BOARD OF MEDICAL ADVISORS

SECTION 1. COMPOSITION

The Board of Medical Advisors of the Association shall consist of no less than twelve (12) individual members. Representation shall be maintained from each member organization, as defined in the Association Board of Directors' policy, which may include the American College of Chest Physicians (4 members); American Thoracic Society (4 members); American Society of Anesthesiologists (4 members); and/or other organizations (2 members each) as may be named by the Board of Directors in concurrence with the Board of Medical Advisors. Members of the Board of Medical Advisors shall not concurrently be members of the Joint Review Committee for Respiratory Therapy Education or the National Board for Respiratory Care. Appointees to the Board of Medical Advisors must be physicians who have an identifiable role in clinical, organizational, educational, or investigative respiratory care.

SECTION 2. TERM OF OFFICE

Each member shall be appointed by the sponsoring member organization. The American College of Chest Physicians, The American Society of Anesthesiologists, and the American Thoracic Society shall each appoint a member every year. The remaining member organizations shall appoint a member every other year. Any vacancy that occurs on the Board of Medical Advisors shall be filled by an appointment from the member organization. Terms shall commence immediately following the Annual Business Meeting.

SECTION 3. DUTIES

1. The Board of Medical Advisors shall elect their own officers and be responsible for such organizational policies and procedures as they may require.

2. The Board of Directors of the Association and all of its committees and specialty sections may consult with the Board of Medical Advisors in regard to any matter, but the Board of Medical Advisors must approve all matters regarding medical policy. The Board of Medical Advisors shall assist the appropriate committees and specialty sections regarding educational programs, publications, and other matters.

3. The Chair of the Board of Medical Advisors or a designee shall attend all regular meetings of the Board of Directors and shall have privilege of voice but not of vote.

SECTION 4. MEETINGS

An annual meeting of the Board of Medical Advisors shall be held at the time and place of the Annual Meeting of the Association, and other meetings shall be held at such times and places as shall be determined necessary by the Board of Medical Advisors.

ARTICLE IX - CHARTERED AFFILIATES

SECTION 1. REQUIREMENTS

1. Twenty (20) or more Active or Life Members in good standing of the Association meeting the requirements for affiliation may become a Chartered Affiliate of the Association upon the affirmative recommendation of the Chartered Affiliates Committee and approval by the Board of Directors of the Association. Active Members of Chartered Affiliates must be Active Members of the Association.

2. Chartered Affiliates may grant Active, Associate, or Special membership in the Chartered Affiliates to their Members who are Active, Associate, or Special Members, respectively, of the Association.

3. The minimum geographical boundaries of an applicant for a Chartered Affiliate of the Association shall encompass one or more entire states, territories, possessions, or protectorates of the United States, except that the District of Columbia shall be considered to be an entire state for the purposes of this section. Situations not otherwise covered may be resolved as proposed by the House of Delegates and approved by the Board of Directors.

4. Although a Chartered Affiliate of the Association may require additional criteria for membership in the Chartered Affiliates, only Active Members of the Association employed within the geographical boundaries of that Chartered Affiliate, whether or not they are members of that Chartered Affiliate, will be allowed to vote for the Delegate and Alternate Delegate of that Chartered Affiliate to the House of Delegates and to vote in Association elections.

SECTION 2. ADMISSION PROCEDURE

1. The formal application for a charter shall be sent to the Executive Office of the Association and shall consist of a list of officers, membership, minutes of the organizational meeting, the Bylaws, and a letter requesting approval of the proposed medical advisor or advisors.

2. The granting of a charter is contingent upon the affirmative recommendation of the Chartered Affiliates Committee and approval by the Board of Directors and the agreement of the Chartered Affiliates to comply with the Bylaws, standing rules, code of ethics, and other rules, regulations, policies, and procedures adopted by the Association.

SECTION 3. MEDICAL ADVISOR

1. Each Chartered Affiliate shall have one (1) or more medical advisors whose name(s) shall be submitted to the Board of Medical Advisors.

SECTION 4. DUTIES

1. A copy of the minutes of every meeting of the governing body and other business meetings of the Chartered Affiliates shall be sent to the Executive Office of the Association withinthirty (30) calendar days following the meeting. This copy shall in turn be sent to the Chair of the Chartered Affiliates Committee.

1. The names and addresses of directors, officers, delegates, and medical advisors shall be sent through the Executive Office to the Chartered Affiliates Committee within fourteen (14) calendar days following their election.

SECTION 5. SUSPENSION OR REVOCATION OF A CHARTER

1. The Board of Directors of the Association may suspend or revoke the charter of any affiliate with due and sufficient cause or upon the failure of an affiliate to maintain a membership of at least twenty (20) Active or Life Members in good standing of the Association.

2. Action for the suspension or revocation of the charter of any affiliate shall follow approved Association policy and procedures.

ARTICLE X - INTERNATIONAL AFFILIATES

SECTION 1 – REQUIREMENTS

1. Twenty (20) or more Foreign Members in good standing of the Association meeting the requirements for affiliation may become an International Affiliate of the Association upon the affirmative recommendation of the Chartered Affiliates Committee, and approval by the Board of Directors of the Association.

2. The International Affiliate shall have a defined geographical boundary that is specified in its application.

3. International Affiliates will not be granted charters by the Association and will not be represented in the House of Delegates.

4. Situations not otherwise covered may be resolved as proposed by the House of Delegates and approved by the Board of Directors.

SECTION 2. INTERNATIONAL AFFILIATE ADMISSION PROCEDURE

1. The formal application for International Affiliate status shall be sent to the Executive Office of the Association and shall consist of a list of officers, membership, minutes of the organizational meeting, the Bylaws, and a list of the proposed medical advisor or advisors.

2. The granting of International Affiliate status is contingent upon the affiliate agreeing to comply with such rules, regulations, and conditions as promulgated by the Association.

SECTION 3. INTERNATIONALAFFILIATE MEDICAL ADVISOR

Each International Affiliate shall have one (1) or more medical advisors whose name(s) shall be submitted to the Board of Medical Advisors.

SECTION 4. INTERNATIONAL AFFILIATE DUTIES

1. A copy of the minutes of every meeting of the governing body and other business meetings of the International Affiliate shall be sent to the Executive Office of the Association within thirty (30) calendar days following the meeting. This copy shall in turn be sent to the Chair of the Chartered Affiliates Committee.

2. The names and addresses of directors, officers, and medical advisors shall be sent through the Executive Office to the Chartered Affiliates Committee within fourteen (14) calendar days following their election.

SECTION 5. SUSPENSION OR REVOCATION OF INTERNATIONAL AFFILIATE STATUS

1. The Board of Directors of the Association may suspend or revoke the International Affiliate status with due and sufficient cause or upon the failure of an affiliate to maintain a membership of at least twenty (20) Foreign Members.

2. Action for the suspension or revocation of International Affiliate status shall follow approved Association policy and procedure.

ARTICLE XI – COMMITTEES

SECTION 1. STANDING COMMITTEES

1. The standing committees of the Association shall be: Audit, Budget, Bylaws, Education, Election, Judicial, Membership and Public Relations, Nominating, and Program. With the exception of the Audit, Budget, Bylaws, Election, and Nominating Committees, and Chair of the Audit, Bylaws, Budget, Election, and Nominating Committees, the Chair and members of standing committees shall be appointed by the President, subject to the approval of the Board of Directors. With the exception of the Audit and Nominating Committees, committee terms shall be for one (1) year. The Chartered Affiliates Committee, as referred to in these Bylaws, shall be a standing committee of the House of Delegates.

2. Decisions of standing committees may be appealed to the Board of Directors. A two thirds (2/3) vote of the Board of Directors shall be required to sustain an appeal.

SECTION 2. COMPOSITION AND DUTIES OF COMMITTEES

a. Audit Committee

1. The committee shall consist of three (3) members, one (1) appointed annually by the Board of Directors and two (2) elected by the House of Delegates. The House-elect members shall each serve two (2) year terms. These terms shall be staggered, with one member being elected each year and the senior House-elected member serving as the Chair.

2. The committee is responsible for the auditing of the financial affairs of the Association; and ensuring that no category of the budget is exceeded without the consent of the committee, and a two-thirds (2/3) approval of the Board of Directors, and prompt notification and explanation of such actions to the membership.

3. The committee shall submit all reports to the Board of Directors and House of Delegates.

b. Budget Committee

1. The committee shall be composed of the Executive Committee of the Board of Directors, the Treasurer of the House of Delegates, and the Speaker-elect of the House of Delegates.

2. The committee shall propose an annual budget to the House of Delegates and the Board of Directors.

3. The President shall serve as Chair of the committee.

c. Bylaws Committee

1. The Bylaws Committee shall consist of the Immediate Past President and four (4) additional Active Members elected by the House of Delegates. The House-elect members shall each serve two-year terms. These terms shall be staggered, with two (2) members being elected each year. The Chair shall be the senior House-elect member who, between the two senior members, received the greatest number of votes cast by the House.

2. Proposed amendments to the Bylaws may be originated by the Bylaws Committee or submitted to the Bylaws Committee only by the Board of Directors, House of Delegates, or Chartered Affiliates. The committee shall review the amendments proposed by any of the foregoing bodies and shall submit its recommendations to the proponent. Upon receipt of such recommendations, the proponent may, but shall not be obligated to, withdraw the proposed amendments from further consideration. Any proposed amendments which are not withdrawn by the proponent and any proposed amendments which are originated by the Bylaws Committee shall be delivered to the House of Delegates and the Board of Directors, with the committee's recommendations for same, at least sixty (60) calendar days prior to the meeting in which they are to be reviewed.

d. Education Committee

1. The committee shall consist of not fewer than four (4) members.

2. The committee shall concern itself with continuing education programs and special education projects, as directed by the President.

e. Election Committee

1 . The committee shall consist of not fewer than three (3) Active Members selected by the Board of Directors. The Chair shall be the member receiving a plurality of the votes cast by the Board.

2. The committee shall prepare, distribute, receive, and verify all ballots. At least sixty (60) days prior to the Annual Business Meeting, ballots setting forth the slate of nominees shall be mailed to members in good standing and eligible to vote at their last address on the records of the Association. Provisions shall be made on the ballot for write-in votes for each position to be filled. Ballots shall be returned enclosed in the special envelopes provided and must be postmarked at least ten (10) calendar days before the Annual Business Meeting. 'Me deadline date and time shall be clearly indicated on the ballot.

3. Association elections shall be determined by a plurality of the votes cast. A tie vote shall be decided by lot.

f. Judicial Committee

1 . The committee shall consist of not fewer than four (4) Active Members.

2. The committee shall review membership challenges, or complaints against any member charged with any violation of the Association's Articles of incorporation, Bylaws, standing rules, code of ethics, or other rules, regulations, policies, or procedures adopted, or for any conduct deemed detrimental to the Association. Such complaints must be filed with the Chair of the Judicial committee. The committee shall conduct a re review in accordance with established policies and procedures. Such policies and procedures shall be available to any member upon request.

3. If the committee determines in its sole discretion that the complaint warrants further action, a written statement of the charges shall be prepared with benefit of legal counsel if deemed advisable, and the matter shall be resolved according to established policies and procedures.

4. The member shall have the right to appeal the decision of the committee to the Board of Directors. There shall be no appeal from the decision of the Board of Directors.

g. Membership and Public Relations

Committee

1 . The committee shall consist of not fewer than four (4) members, at least one of which shall be a member of the Board of Directors, and at least one member of the House of Delegates.

2. The committee may evaluate the background, education, and experience of applicants for qualification and classification for membership and render decisions on inquiries specific to membership classifications.

3. The committee shall review and evaluate membership services and benefits.

4. The committee shall concern itself with the relations of the Association, with the public, hospitals, health care institutions and associations, regulatory agencies, and other organizations, through the dissemination of information concerning respiratory care.

h. Nominating Committee

1 . The Nominating Committee shall consist of five (5) active members: three (3) elected by the House of Delegates, and two (2) elected by the Board of Directors.

2. The term of office for each member shall be three (3) years. The election of members shall be staggered, so that no more than 50% of the membership changes each year.

3. The Chair shall be selected by the House of Delegates. The Chair of the committee shall report the slate of nominees to the Board of Directors and House of Delegates no later than June 1. The final slate of candidates shall be approved by the Board of Directors and the House of Delegates before submission to the general membership.

i. Program Committee

1. The committee shall consist of not fewer than four (4) Active Members.

2. The committee shall prepare the program for the Annual Meeting and all other programs, as directed by the President.

SECTION 3. COMMITTEE CHAIRS'

DUTIES

1. The chair shall perform those duties specified by the President and the Board of Directors to carry out the objectives of the Association.

2. The chair of each committee shall confer promptly with the members of that committee on work assignments.

3. Members of any membership class, as well as non-members, may be appointed as consultants to committees. The President shall request recommendations regarding physician consultants from the Chair of the Board of Medical Advisors.

SECTION 4. SPECIAL COMMITTEES

AND OTHER APPOINTMENTS

1. Special committees may be appointed by the President, subject to the approval of the Board of Directors.

2. Representatives of the Association to such external organizations as may be required shall be appointed by the President, with the approval of the Board of Directors.

SECTION 5. VACANCIES ON COMMITTEES

In the event of vacancies occurring in any committee, the President may appoint members to fill such vacancies, subject to the approval of the Board of Directors.

ARTICLE XII - FISCAL YEAR AND BUDGET

1. The fiscal year of the Association shall begin on January I and end on December 31.

2. The annual budget, proposed by the Budget Committee, shall be approved by the House of Delegates and Board of Directors before implementation.

ARTICLE XIII - PARLIAMENTARY AUTHORITY

The rules contained in the most current edition of Robert's Rules of Order shall govern whenever they are not in conflict with the Articles of Incorporation, Bylaws, standing rules, or other rules of the Association.

ARTICLE XIV - BYLAWS INTERPRETATION

1. In the event of a problem with the interpretation of the Bylaws, the question shall be referred to a Bylaws Interpretation Committee. This committee shall be comprised of the Immediate Past President, President, President elect, House Speaker, Immediate Past House Speaker, House Speaker-elect, and the Chair of the Bylaws Committee. The President shall serve as the Chair of the committee.

2. Either the Board of Directors or the House of Delegates may refer a Bylaws interpretation matter to the committee by a two-thirds (2/3) affirmative vote.

3. The decision of this committee shall be final.

ARTICLE XV - AMENDMENT

These Bylaws may be amended in accordance with Article XI, Section 2.c.2., if a quorum is present and if an amendment receives an affirmative majority vote of the Board of Directors present at such meeting and also receives an affirmative majority vote of the House of Delegates present at such meeting. The amendment then must be submitted (in publication form) to the membership for comments and input within forty-five (45) days of that meeting in which the first affirmative vote was taken. At the next regularly scheduled meeting of the Board of Directors and House of Delegates the amendment will receive a second reading and vote. If the amendment receives an affirmative vote of two-thirds (2/3) of the Board of Directors present at such meeting and also receives an affirmative vote of two-thirds (2/3) of the House of Delegates present at such meeting, then it shall be adopted.

AARC Statement of Ethics and Professional Conduct

In the conduct of their professional activities the Respiratory Care Practitioner shall be bound by the following ethical principles. Respiratory Care Practitioners shall.

Actively maintain and continually improve their professional competence, and represent it accurately.

Perform only those procedures or functions in which they are individually competent and which are within the scope of accepted and responsible practice.

Respect and protect the legal and personal rights of patients they treat, including the right to informed consent and refusal of treatment.

Divulge no confidential information regarding any patient or family unless disclosure is required for responsible performance of duty, or required by law.

Provide care without discrimination on any basis, with respect for the rights and dignity of all individuals.

Promote disease prevention and wellness.

Refuse to participate in illegal or unethical acts, and shall refuse to conceal illegal, unethical or incompetent acts of others.

Follow sound scientific procedures and ethical principles in research.

Comply with state or federal laws which govern and relate to their practice.

Avoid any form of conduct that creates a conflict of interest, and shall follow the principles of ethical business behavior.

Promote the positive evolution of the profession, and health care in general, through improvement of the access, efficacy, and cost of patient care.

Refrain from indiscriminate and unnecessary use of resources, both economic and natural, in their practice.

Role Model Statement for Respiratory Care Practitioners

As health care professionals engaged in the performance of cardiopulmonary care, the practitioners of this profession must strive to maintain the highest personal and professional standards. A most important standard in the profession is for that practitioner to serve as a role model in matters concerning health.

In addition to upholding the code of ethics of this profession by continually striving to render the highest quality of patient care possible, the respiratory care practitioner shall serve as a leader and advocate of public respiratory health.

The respiratory care practitioner shall participate in activities leading to awareness of the causes and prevention of pulmonary disease and the problems associated with the cardiopulmonary system.

The respiratory care practitioner shall support the development and promotion of pulmonary disease awareness programs, to include smoking cessation programs, pulmonary function screenings, air pollution monitoring, allergy warnings, and other public education programs.

The respiratory care practitioner shall support research in all areas where efforts could promote improved health and could prevent disease.

The respiratory care practitioner shall provide leadership in determining health promotion and disease prevention activities for students, faculty, practitioners, patients, and the general public.

The respiratory care practitioner shall serve as a physical example of cardiopulmonary health by abstaining from tobacco use and shall make a special personal effort to eliminate smoking and the use of other tobacco products from the home and work environment.

The respiratory care practitioner shall strive to be a model for all members of the health care team by demonstrating responsibility and cooperating with other health care professionals to meet the health needs of the public.