1. Governance

1.1 HAPS Policies and Procedures

A.  Purpose

1. HAPS Policies and Procedures (P&P) contains the detailed information necessary for the day-to-day operations of HAPS. This includes, but is not limited to, fiscal policies and descriptions of the purpose, duties, and rules governing the activities of committees.  The Society’s Bylaws supercede everything contained in the P&P and should be consulted frequently.

B.  Revising the Manual

1. At least once a year, the most recent version of all policies and procedures will be posted in a member accessible area.  Older versions will be archived for reference by the Board of Directors (BOD).

2. The Past President shall update the policies and procedures as needed. All substantive changes must have Board approval.  

3. The Past President may enlist others to assist with updates or proposed revisions of the P&P.

4. The Past President shall present the updated P&P to the Board of Directors for formal review 

5. The outgoing Past President shall ensure that the incoming Past President knows how to maintain the P&P.

C.  History of the P&P

1.2 HAPS Mission Statement

A.  The mission of the Human Anatomy and Physiology Society (HAPS) is to promote excellence in the teaching of human anatomy and physiology.  See Bylaws Article II for additional goals

1.3 Organizational Chart

A.  Organization

B.  HAPS Partner Associations

1. The purpose of maintaining formal associations is to foster cooperation between societies for the achievement of common goals.

2. Current partner associations are posted at http://www.hapsweb.org/?page=PartnerOrganization

1.4 HAPS Regions

A.  Map

1. HAPS membership is divided into four geographical regions, the boundaries of which are approved by the Board of Directors. Regional Directors are elected members of the BOD who represent and serve as liaisons to their regions. All international (outside the U.S. and Canada) members are in the Central Region. The map is posted at http://www.hapsweb.org/page/MapofHAPSRegions.  

B. List of States and Provinces

1. Central: U.S.: IA, IL, IN, MI, MN, MO, OH, WI; Canada: MB, ON; International: outside the U.S. and Canada

2. Eastern: U.S.: CT, D.C., DE, MA, MD, ME, NH, NJ, NY, PA, RI, VA, VT, WV; Canada: NB, NF, NS, PE, QC

3. Southern: U.S.: AL, AR, FL, GA, KY, LA, MS, NC, OK, PR, SC, TN, TX, VI

4. Western: U.S.: AK, AS, AZ, CA, CO, GU, HI, ID, KS, MT, NE, ND, NM, NV, OR, SD, UT, WA, WY; Canada: AB, BC, NU, NT, SK, YT

1.5 Board of Directors and Executive Committee

A.  Board of Directors

1. The roles and responsibilities of the Board of Directors are specified in the Bylaws.

2. In addition to the responsibilities in the bylaws, board members are expected to:

1. The roles and responsibilities of the Board of Directors are specified in the Bylaws.

2. In addition to the responsibilities in the bylaws, board members are expected to:

a. Attend two in-person Board meetings each year.

b. Attend Annual Membership Meeting 

c. Participate in monthly asynchronous and synchronous meetings.

i. If not in attendance, notify President as early as is practicable before the meeting.

ii. Absences are grounds for removal as detailed in Bylaws

d. Be generally available through established HAPS governance communication channels

i. Check assigned hapsconnect email address regularly

ii. Monitor Board e-meeting discussion group in a timely manner

e. Be able to use google-backed online tools such as drive, docs, etc.

f. Be willing to be a representative of HAPS when practicable.

g. Be knowledgeable about HAPS bylaws and procedures

h. Be aware of the HAPS presence on the Internet and call attention to issues.

B.  Executive Committee

1. The roles and responsibilities of the Executive Committee are listed in the Bylaws.

2.  Additional responsibilities not addressed in the Bylaws include:

a. The President shall report any actions of the Executive Committee to the full Board at the next regular meeting of the Board.

b. Act as a Board liaison to one or more committees.

1.6 Parliamentary Procedure

A. General

1. See Bylaws Article 16 for clarification of any action or activity not specially covered by the HAPS Bylaws.

B. Definition of Board of Director Meetings

1. See Bylaws Article 11 for specific meeting requirements.

2. General Organization

a. Schedule of Meetings

i. E-meetings are held on a regular, predictable schedule established by the President.

ii. The President produces a calendar of planned E-meetings and sends it to the BOD at the beginning of his/her term of office.

b. Board E-meetings consist of two components: an asynchronous online discussion and a synchronous E-meeting. 

i. Asynchronous discussions typically begin the Tuesday of “meeting week” , Synchronous meetings occur on the Sunday at the conclusion of the asynchronous meeting week. 

c. Board member participation

i. Board members unable to participate in the E-meeting should notify the President in advance. 

ii. Board members record their attendance in the attendance file to establish a quorum. 

iii. Participation in either the asynchronous group discussion or the synchronous E-meeting constitutes attendance. 

iv. All official discussions on the agenda items are carried out within the E-meeting and therefore presented to every voting member of the Board participating in the E-meeting and recorded for future reference.

3.  Making Motions and Voting

a.  Motions can be made and seconded within the asynchronous discussion or during the synchronous E-meeting. Discussion of motions can continue within the asynchronous discussion, and motions can be amended or withdrawn during the asynchronous discussion.

b.  Motions will be discussed and voted on during the synchronous E-meeting.  Members who know they cannot be present during the E-meeting can let their vote be known within the asynchronous discussion or via proxy.

c. All motions shall be recorded in the minutes.  

4. Electronic Voting outside of scheduled meetings.

a. All efforts should be made to hold votes during synchronous meetings. Voting between meetings may be considered for non-contentious issues or those requiring a rapid decision. Asynchronous voting is accomplished using secure forms within the hapsconnect domain, with the following requirements:

i. Electronic communication indicates the name of the person making the motion and the name of the person seconding the motion.

ii. At least 48 hours of electronic discussion is allowed prior to the ballot closing and members may elect to change their votes until the ballot closes.

iii. Ballots shall include options of: for (or yes), against (or no) and abstain. 

iv. A minimum of 6 members must cast ballots in order for the ballot result to be valid.

v. Results shall be reported in the minutes of the next board meeting as a roll call vote.

C.  Executive Session of the Board of Directors

1. An Executive session is any meeting, or part of a meeting, at which the proceedings are confidential.

2. A motion to go into executive session must be adopted by a majority vote.

3. The Board shall decide who, other than Board members, may attend an executive session.

D.  Process for Out-of-Sequence Decision Making by the Board/Executive Committee

1. If a situation arises needing a fast decision and it is outside the regular BOD meeting schedule, an email discussion with participation from all Executive Committee members can commence.

2. The executive committee can make a decision on behalf of the entire BOD if the vote is unanimous.

3. The vote can occur in a Hangout conversation, or via electronic form.  All decisions made by the executive committee must be unanimous.