Bylaws

ARTICLE I: NAME

The organization shall be called the Wisconsin Occupational Therapy Association Inc. (WOTA).

ARTICLE II: OBJECTIVES

The objectives of WOTA in furtherance of the purposes set forth in the Articles of Incorporation shall be to:

A. Improve and advance the practice of Occupational Therapy;
B. Improve and advance the education and qualifications of occupational therapy practitioners; 
C. Maintain accepted standards of professional performance in occupational therapy; 
D. Foster research and study of occupational therapy;
E. Engage in other activities to further the dissemination of knowledge of the practice of occupational therapy; 
F. Advocate in legislative and reimbursement arenas for consumers and providers of occupational therapy. 

ARTICLE III: MEMBERSHIP

Section 1. Membership Categories
There shall be six (6) categories of WOTA membership:
A. Occupational Therapist (OT) - Any individual licensed to practice as an occupational therapist in Wisconsin and who has not had that license revoked due to disciplinary action shall be eligible to be an OT Member.
B. Occupational Therapy Assistant (OTA) - Any individual licensed to practice as an occupational therapy assistant in Wisconsin and who has not had that license revoked due to disciplinary action shall be eligible to be an OTA Member.
C. Occupational Therapy Student (OTS) - Any individual currently enrolled full or part-time in an OT or OTA educational program which is accredited or pending accreditation by the ACOTE shall be eligible to be an OTS Member for no more than five years.
D. Life Member - Any OT or OTA WOTA member who has demonstrated distinguished service in the field of occupational therapy, has retired from the practice of occupational therapy, and is voted into this category by the voting membership of WOTA upon recommendation of the WOTA Board of Directors shall be eligible to be a Life Member. 
E. Retiree - Any OT or OTA who is retired or semi-retired, who may be working less than an average of 40 hours per month shall be eligible to be a Retiree Member.
F. Associate - An individual or organization interested in occupational therapy and that does not satisfy the requirements in another category shall be eligible to be an Associate Member.

Section 2. Rights and Privileges of Members in Good Standing
A. OT and OTA members shall be entitled to: 
1. Vote in the affairs of WOTA and in the election of WOTA officers;
2. Hold office and chair or serve on committees, subject to the qualifications established by the Bylaws for the particular office or committee. 
B. OTS Members shall be entitled to:
1. Vote in the affairs of WOTA and in the election of WOTA officers;
2. Hold the office of Student Liaison on the WOTA Board and serve on committees; 
3. Be a member of the Wisconsin Student Occupational Therapy Alliance (WSOTA). 
C. Life Members shall be entitled to:
1. Vote in the affairs of WOTA and in the election of WOTA officers; 
2. Hold office and chair or serve on committees;
3. Receive a waiver of membership dues. 
D. Retired Members shall be entitled to: 

1. Vote in the affairs of WOTA and in the election of WOTA officers; 
2. Hold office and chair or serve on committees. 
E. Associate Members, individual and an organization’s representative, shall be entitled to serve on committees.

Section 3. Good Standing 
A. A member shall be in good standing if he or she currently meets the qualifications for his or her category of membership and has paid all applicable dues.

Section 4. Determination of eligibility for membership 
A. The Vice President for Membership or his/her designee shall monitor eligibility of members within membership categories.

Section 5. Fiscal Year and Dues 
A. Fiscal Year - WOTA’s fiscal year shall be determined by the WOTA Board and reviewed annually.
B. Dues - The annual calendar year membership dues, the amounts receivable, the payment schedule, and the lapsed membership payment grace period shall be determined by the WOTA Board and reviewed annually. Dues shall not be prorated. 
C. Any member whose dues are still in arrears after the grace period determined by the WOTA Board shall be automatically removed from membership.
D. The WOTA Board shall be authorized to approve incentives, discounts, and promotions for members and non-members to increase membership throughout the year.

ARTICLE IV: BOARD OF DIRECTORS

Section 1. Purpose
A. The Board of Directors herein called the Board shall be the executive and legislative body of WOTA; shall manage the affairs of WOTA in accordance with all duly vested statutory, corporate, and Bylaw powers; and shall be directly responsible for the policies affecting the Mission of WOTA. 

Section 2. Composition
A. Voting Members 
    1. Elected officers including President, Vice President of Internal Affairs, Vice President of External Affairs, Vice President of Membership Services, Vice President of Practice, Vice President of Professional Development, Secretary, Treasurer, District Chairs (one per District), and WSOTA Chair. 
B. Non-Voting Members with voice, but no vote 
1. Elected officers including President-Elect and Treasurer-Elect;
2. Chairs of Standing and Special Committees.
C. The Board may invite the attendance of committee chairs and any other person desirable by the Board in order to transact business. 
D. Any Board position may be filled by co-members, who share one vote. In the event that a Board positon is filled by co-members and they cannot agree on how to vote, they shall abstain from voting.

Section 3. Terms and Qualifications
A. All Board members shall be members of WOTA in good standing.
B. The term of office for all elected Board members shall be three years except for the President-Elect and Treasurer-Elect who serve six month terms and the WSOTA Chair who serves a one year term.
C. Elected officers may serve up to two consecutive terms in a single Board position or until a new officer is elected to replace the individual. 
D. A Board member shall hold only one office at a time. 

Section 4. Vacancies on the Board
A. In the event of a vacancy on the Board, except where provided for elsewhere in the Bylaws, the President, or Executive Committee in the event the President is the vacant positon, shall appoint an eligible individual WOTA member to occupy the vacant seat, subject to ratification by the Board.
B. The term of office of a Board member filling a vacant position expires when the term of the vacant position would have expired.

Section 5. Functions of the Board
A. Establish policies and procedures for the Board and WOTA;
B. Carry out business of WOTA and determine policy not in conflict with these Bylaws and policies adopted by the Board and the membership of WOTA between meetings of the WOTA general membership. Actions taken at each Board meeting shall be reported to the membership on the WOTA website;
C. Determine the fiscal year of WOTA;
D. Plan, prepare, approve, and manage the WOTA budget for each fiscal year;
E. Identify functions of and oversee the management of WOTA;
F. Prepare and approve the Strategic Plan of WOTA and all plans of action;
G. Form Standing or Special Committees as deemed necessary;
H. Receive reports from all Board members;
I. Act as the appeal body of WOTA when disputes arise;
J. Review and approve appointments made by the President or Executive Committee;
K. Consider recommendations to the membership regarding: 
1. AOTA Affairs 
2. WOTA Policy
3. Amendments to the Bylaws
4. Dues and Fees
5. Number or boundaries of Districts
6. Awards
7. Legislative and regulatory issues 

Section 6. Meetings of the Board
A. Frequency - Meetings of the Board shall be called by the President as often as deemed necessary and at least three times annually, or when requested by four members of the Board.
B. Time and Place - The meetings shall be held at a time and place, in person or online, designated by the Board.
C. Notice of Meetings - All meetings are open to WOTA members. The date, time, and agenda of the meetings shall be published, and the minutes of the meeting will be published via the WOTA website. 
D. Quorum - A quorum shall consist of a majority of the voting Board members.
E. Voting – All voting Board members may have a vote. Voting Board members may vote by proxy only on prior notice issues when specific written instruction has been given to another Board member. Once a quorum has been established, a motion requires a majority vote to be adopted. 
F. Urgent Business - Urgent business may be transacted by the voting members of the Board serving as an Executive Committee via conference call on 48-hour notice or using electronic format described in WOTA Board Policy. 

Section 7. Executive Committee
A. The President, Vice-President of Internal Affairs, Vice-President of External Affairs, Secretary, and Treasurer shall serve as voting members of the Executive Committee. 
B. The Executive Committee shall exercise the powers of the Board between regularly scheduled meetings of the Board except that it cannot fill vacancies of the Board. Actions taken at each Executive Committee meeting shall be presented to the Board.
C. Administrative duties of the Executive Committee shall be to: 
1. Receive communications from the President;
2. Establish goals and identify tasks for committee chairs;
3. Delegate tasks to other Board members;
4. Negotiate services and/or contracts and review performance of individuals or businesses contracted by WOTA. 
D. The Executive Committee shall confer as necessary between meetings of the Board. 
E. A quorum shall consist of a majority plus one of the members of the Executive Committee. 

Section 8. Operating procedures 
A. The Board shall adopt a procedural guide consistent with these Bylaws or applicable State laws, describing the relationships and the operating procedures of WOTA. The Board shall have the power to amend or rescind any part or the procedural guide. 

ARTICLE V: OFFICERS

Section 1. Elected Officers
A. The elected officers of WOTA shall be the President, President-Elect, Vice-President of Internal Affairs, Vice-President of External Affairs, Vice-President of Membership Services, Vice-President of Practice, Vice-President of Professional Development, Secretary, Treasurer, Treasurer- Elect, the District Chairs, and the WSOTA Chair. 

Section 2. Election and Terms of Office
A. Officers shall be elected by OT, OTA, OTS, Life, and Retired members. 
B. OT, OTA, Life, and Retired members in good standing are eligible for any officer position, subject to all other qualifications as stated in the Bylaws.
C. The President-Elect and Treasurer-Elect shall assume office on July 1st following election. The President, Vice-Presidents, Secretary, Treasurer, District Chairs, and WSOTA Chair shall assume office January 1st following their election.
D. The President, Vice-Presidents, Secretary, Treasurer, and District Chairs shall serve three year terms. 
F. An officer shall hold only one office at a time.
G. Officers are elected following a three year rotation schedule as delineated in the WOTA Procedural Guide.
H. Any officer may be removed from office upon vote of two-thirds of the WOTA voting members.
I. The removal, censure, and appeal process shall be outlined in the WOTA Procedural Guide. 

Section 3. Officer Qualifications
A. The President shall be a member in good standing of WOTA and AOTA at the time of nomination and throughout term in office.
B. The Vice-Presidents, Secretary, Treasurer, District Chairs, and WSOTA Chair shall be OT, OTA, OTS, Life, or Retired members; and shall be members in good standing of WOTA at the time of nomination and throughout term in office. 
C. Officers shall have the qualifications necessary to execute the duties of the office held as determined by the Nominations, Elections, and Recognition Committee. 

Section 4. Duties
A. The President shall:
1. Guide and conduct the activities of WOTA and represent WOTA to the public;
2. Preside at all WOTA membership, Board, or other meetings; 
3. Be an ex-officio member of all WOTA committees except the Nominations, Elections, and Recognitions Committee;
4. Appoint chairs and determine duties of standing and special committees with ratification by the Board; 
5. Be a voting member of the Fiscal Advisory Committee and may call special meetings of this committee;
a. Appoint one member at large to serve on the fiscal advisory committee; 
b. Serve as a member of the Fiscal Advisory Committee following the term of office for six months or until a President-Elect takes office; 
6. Have the authority to sign all written obligations of WOTA and have general powers of supervision and active management (usually vested in the office) of the Board and WOTA and perform all other duties incident to the office of President.

B. The Vice-President of Internal Affairs shall:
1. Fulfill presidential duties in the absence of the President;
2. Facilitate and coordinate WOTA committees relating to the internal management of WOTA, including policies and procedures, positions, and concerns within WOTA, to facilitate and coordinate the committees’ pursuit of WOTA goals;
3. Assume any duties assigned by the President;
4. Serve on the Fiscal Advisory Committee and insure that an audit or review is completed annually; 
5. Serve on the Nominations, Elections, and Recognitions Committee;
6. Lead the Executive Committee in negotiating services and/or contracts and review performance of individuals or businesses contracted by WOTA;
7. Assume any duties assigned by the President.

C. The Vice-President of External Affairs shall:
1. Facilitate and coordinate WOTA committees relating to the extension of occupational therapy; including WOTA policies, positions, and concerns to agencies, professional groups, and the public, to facilitate and coordinate the committees’ pursuit of WOTA goals;
2. Facilitate activities of the Reimbursement Committee;
3. Serve on the Fiscal Advisory Committee;
4. Assist the Vice-President of Internal Affairs with reviewing performance of individuals or businesses contracted by WOTA; 
5. Assume any duties assigned by the President.

D. The Vice-President of Membership Services shall:
1. Oversee the implementation of routine membership services by office staff, including monitoring the membership in terms of numbers and recruitment;
2. Recommend and implement the development of new membership benefits and services as the need arises; 
3. Assume any duties assigned by the President.

E. The Vice-President of Practice shall:
1. Establish and/or supervise the activities of standing and special committees, including Special Interest Sections (SISs), to deal with specific practice issues identified by the WOTA Board;
2. Keep membership informed of current activities of the related special committees;
3. Facilitate the development of WOTA position statements regarding practice issues;
4. Assume any duties assigned by the President.

F. The Vice-President of Professional Development shall:
1. Oversee professional development activities provided by WOTA;
2. Coordinate with Conference Committee and assist as needed;
3. Serve on the Fiscal Advisory Committee;
4. Submit operational expenses for professional development events;
5. Assume any duties assigned by the President.

G. The Secretary shall:
1. Be the custodian of the corporate documents, or his or her designee; 
2. Record and distribute minutes of WOTA Board, Membership, and Fiscal Advisory Committee meetings, or his or her designee;
3. Keep a roster of standing and special committee chairs and members, or his or her designee; 
4. Serve as a member of the Bylaws, Policy, and Procedures Committee; 
5. Assume any duties assigned by the President.

H. The Treasurer shall:
1. Oversee the financial affairs of WOTA;
2. Have the accounts of WOTA audited or reviewed annually by a certified public accountant; 
3. Chair the Fiscal Advisory Committee; 
4. Assume any duties assigned by the President.

I. The President-Elect shall:
1. Prepare for the duties of the President;
2. Serve on the Fiscal Advisory Committee;
3. Perform assignments made by the President.

J. The Treasurer-Elect shall:
1. Prepare for the duties of the Treasurer;
2. Serve on the Fiscal Advisory Committee;
3. Perform assignments made by the President or Treasurer.

K. The District Chairs shall:
1. Facilitate, coordinate, and preside at all District meetings;
2. Make an annual report to the Board;
3. Attend WOTA Board and Fiscal Advisory Committee meetings;
4. Submit operational expenses for districts in preparation of the WOTA budget;
5. Serve on the Nominations, Elections, and Recognitions Committee;
6. Assume any duties assigned by the President.

L. The WSOTA Chair shall:
1. Attend WOTA Board meetings; 
2. Preside, guide, and conduct the activities and meetings of WSOTA;
3. Plan and facilitate the student forum at the WOTA annual conference;
4. Maintain communication with a WSOTA representative from each academic program in person or via electronic means;
5. Serve on the Nominations, Elections, and Recognitions Committee;
6. Assume any duties assigned by the President.

ARTICLE VI: STANDING AND SPECIAL COMMITTEES

Section 1. Standing Committees of WOTA shall be: 
A. Legislative Affairs 
B. Bylaws, Policies, and Procedures
C. Wisconsin Student Occupational Therapy Alliance (WSOTA)
D. Reimbursement
E. Nominations, Elections, and Recognition
F. Fiscal Advisory 

Section 2. Special Committees and Special Interest Sections (SIS)
A. The Board shall have the authority to establish Special Committees and SISs as necessary to carry out the purposes, goals, and objectives of WOTA. 

Section 3. Chairs of Committees
A. Except as otherwise specified in the Bylaws, chairs of standing and special committees shall be appointed by the President, and ratified by the Board. Chairs shall report to the Vice-President of Practice. 
B. Committee chairs shall have no limitations to the number of years serving in one position, however, committee chair appointments will be reviewed by the Board after three years in the position. 

Section 4. Functions and Relationships of Committees to Board
A. The functions and relationships of standing and special committees to the Board shall be delineated in the Procedural Guide approved by the Board.

ARTICLE VII: DISTRICTS

Section 1. Purpose
A. The state shall be divided into districts based on geographical location to foster communication between WOTA members and the WOTA Board.

Section 2. Formation of Districts 
A. The WOTA Board of Directors shall, as needed, make changes to the number of districts or make changes to existing district boundaries. 

Section 3. District Chairs 
A. Each District shall have a Chair who will serve as a liaison to the Board and the WOTA members of that District.
B. Any WOTA OT, OTA, Life, or Retired member shall be eligible to fill the District Chair position of the District in which he or she resides or works. 
C. The District Chair shall preform all duties outlined in Article V: Officers; Section 4: Duties.

Section 4. District Members
A. All OT, OTA, OTS, Life, and Retired members in good standing who reside or work within the boundaries of a particular District. 

Section 5. District Meetings
A. Frequency - The frequency of district meetings shall be determined at the discretion of the District Chairs in collaboration with the Board. 
B. Time & Place - The meetings shall be held at a time and place designated by each District Chair. The District Chair shall be present at each district meeting.
C. Notice of Meetings - All meetings are open to WOTA members. The date and time of the meetings will be published. 
D. Quorum - The procedure for determining a quorum shall be determined by each district.
E. Voting - The procedure for voting shall be determined by each district. All members of that district shall be eligible to vote.

ARTICLE VIII: WISCONSIN STUDENT OCCUPATIONAL THERAPY ALLIANCE (WSOTA)

Section 1. Purpose
A. WSOTA is a standing committee of WOTA with the purpose of providing a mechanism for the expression of student points of view and concerns, and contributing to the decision making and actions of the Board and other WOTA bodies. 
B. WSOTA upholds the WOTA mission, promotes WOTA membership, and provides a forum for supporting OTS members’ leadership and professional development.

Section 2. WSOTA Chair
A. The WSOTA Chair shall be an OTS member in good standing who has been elected by WSOTA members at the WSOTA Annual Business Meeting or by electronic vote for a one year term of office. The WSOTA Chair shall assume office at the close of the WSOTA Annual Business Meeting for a one year term or until successors are elected. The Chair shall serve for six months in an advisory capacity following his or her term of office.
B. The WSOTA Chair shall preform all duties outlined in Article V: Officers; Section 4: Duties.

Section 3. WSOTA Members
A. All WOTA OTS members in good standing shall be members of WSOTA with the same rights and privileges specified in Article III of the WOTA Bylaws.

Section 4. WSOTA Meetings
A. Frequency – A minimum of one regular WSOTA Annual Business Meeting shall occur annually. 
B. Time & Place – The meeting shall be held at the WOTA Annual Conference. 
C. Notice of Meetings – The meetings are open to all WSOTA members. The date and the time of the meetings will be published. 
D. Quorum – Fifteen WSOTA voting members shall constitute a quorum at the annual business meeting.

ARTICLE IX: AOTA REPRESENTATIVE ASSEMBLY DELEGATE

Section 1. The AOTA Representative Assembly Delegate is an organizational advisor to the Board and may be invited to participate in Board meetings as needed.

ARTICLE X: MEMBERSHIP MEETINGS

Section 1. Annual Business or Special Membership Meetings 
A. Frequency - A minimum of one regular membership meeting shall be held during the year and designated as the annual business meeting of WOTA. 
B. Time and Place - The meetings shall be held at a time and place designated by the Board.
C. Notice of Meetings - All membership shall be notified in writing of the time, date, place, and agenda of the annual business meeting no later than two weeks prior to the meeting. 
D. Quorum – A quorum shall consist of 40 WOTA members. 
E. Regular Agenda Items - Regular agenda items shall consist of an annual review of WOTA and an audit or review of the accounts and records. 
F. Voting - All OT, OTA, OTS, Retired, and Life members shall have a vote. There shall be no voting by proxy. 
G. Special Meetings - Special meetings may be called by the President or by a majority of the Board. The call for the special meeting must state the business to be transacted, and no other business may be transacted that is not stated in the call.

ARTICLE XI: NOMINATIONS, ELECTIONS, AND RECOGNITION

Section 1. The Nomination, Election, and Recognition Committee shall consist of:
A. The Chair, elected by the members of WOTA. The Chair can be nominated from the floor at the Annual WOTA Business Membership Meeting or through an online vote. The Chair will assume the position January 1 following the election;
B. One District Chair from each District;
C. Vice-President of Internal Affairs;
D. WSOTA Chair. 

Section 2. Term of Office 
A. Term of Office of the Chair and Committee members shall be three years. 

Section 3. Nominations for Officers of WOTA 
A. Any OT, OTA, OTS, Life, or Retired member of WOTA may nominate qualified candidates for an office in WOTA.
B. The call for nominations for the election of officers shall be distributed to all voting members via the WOTA Newsletter, electronic mail, and/or the WOTA website at least 30 days prior to the preparation of the ballot. 

Section 4. Eligibility for Officer of WOTA
A. Candidates shall be individual members of WOTA in good standing at the time of the election and throughout the term of office and shall be subject to other qualifications pertaining to the individual position delineated elsewhere in the Bylaws.
B. No individual shall be permitted to seek two positions simultaneously as an Officer or Officer-Elect of WOTA. 

Section 5. Slate of Candidates for Elections
A. The Nominations, Elections, and Recognitions Committee shall prepare a slate of candidates for each elective office, consisting of all individuals nominated by WOTA members who are qualified and have consented to serve. 

Section 6. Elections
A. Ballot Preparation 
1. The Nominations, Elections, and Recognitions Committee shall prepare an electronic ballot for the election in collaboration with WOTA staff.
2. Ballots shall include all candidate information and shall be distributed to all voting members via the WOTA Newsletter, electronic mail, and/or the WOTA website.
3. Ballots shall state the deadline for receipt of the ballot which shall be at least one week after the the ballot has been distributed. 
C. Vote 
1. A majority of the valid votes cast determines the winner of an elected position.
2. In the event of a tie vote, there shall be a recount of the ballots. In the event that the result is still tied, there shall be a ballot vote by the voting membership via electronic mail and/or the WOTA website.
3. In the event that a vote is contested and the vote tally is separated by no more than five percent of the ballots counted, there shall be a recount of the ballots. The results of the recount shall be binding. 

Section 7. Recognition
A. The nomination process and the Annual Awards Program shall be conducted by the Nominations, Elections, and Recognition Committee.
B. The WOTA Awards and procedures shall be adopted by the Board and delineated in the Procedural Guide. 

ARTICLE XII: ETHICS AND DISCIPLINE

Section 1. Standards and Ethics
A. WOTA members shall be bound by the current licensure laws, standards, and ethics of the State of Wisconsin Department of Safety and Professional Services and applicable Wisconsin state laws; and in accordance with AOTA Occupational Therapy Code of Ethics (2015) as amended from time to time by AOTA. 

Section 2. Public Awareness
A. The members of WOTA shall provide responsible, accurate information to the consumer about the profession and services they provide the consumer. 

Section 3. Membership
A. WOTA membership may be suspended at any time by a majority of the Executive Board for malpractice or misconduct in accordance with Wisconsin licensure laws and the National Board for Certification in Occupational Therapy (NBCOT).

ARTICLE XIII: AMENDMENTS OR REVISIONS

Section 1. Methods
A. Amendments or revisions of the Bylaws shall be drafted by the Bylaws Committee. Adoption of amendments or revisions must be approved by a two-thirds vote of the voting members of WOTA present at any regular business meeting, provided all members have been notified of the proposed amendments or revisions two weeks in advance. 

Section 2. Notice 
A. The Bylaws Committee shall distribute a draft of the revisions to WOTA voting members via the WOTA Newsletter, electronic mail, and/or the WOTA Website. WOTA members in good standing shall have at least thirty days to submit feedback on the proposed amendments or revisions to the Bylaws Committee.
B. After consideration of feedback, the Bylaws Committee shall distribute to the membership a final draft of proposed changes via the WOTA Newsletter, electronic mail, and/or the WOTA Website at least two weeks prior to the meeting at which the vote will be taken. 

Section 3. Corrections
A. The Bylaws Committee shall have authority to make corrections to keep the bylaws internally consistent and grammatically correct without calling a vote of the voting members of WOTA. Any reasonable doubt regarding the substantive correction expressed within 3 months after publication shall be resolved by bringing the correction to the membership for a vote as a Bylaw amendment or revision (see guidelines in Section 1 and 2). 

ARTICLE XIV: PARLIAMENTARY AUTHORITY

Robert’s Rules of Order Newly Revised shall be the authority for parliamentary procedure. 

LAST AMENDED October 2015
Amendment and Revision History
Amended 1978, Revised 1980, Amended 1982, Revised 1985, Amended 1988,
Amended 1990, 1991, 1993, 1994, 1995, 1996, 1999, 2000, 2001, 2003, 2005, 2008 2010, 2015