1.Share your feedback regarding: PROPOSED AMENDMENT #1: ARTICLE IV. MEMBERS

4.2 Rights of Members. Membership shall entitle individuals to participate in the programs and services of AHIMA, and to be a member of a Component Association, with the rights and benefits that are accorded to Members by AHIMA. Members shall also have the right to elect the Board of Directors, certain Officers of AHIMA as outlined in these Bylaws, certain members of The Commission on Certification for Health Informatics and Information Management (“CCHIIM”), and certain members of the Council for Excellence in Education (“CEE”), all as set forth below. Members with a preferred mailing address outside the United States may select a Component Association. If a Component Association is not selected, the Member will be entitled to digital membership privileges. Members shall not be entitled to vote on any other matter except for those outlined in this Section 4.2.

2.Share your feedback regarding: PROPOSED AMENDMENT #2: ARTICLE V. BOARD OF DIRECTORS

5.1 Powers and Duties. The business and affairs of AHIMA shall be managed by or under the direction of the Board of Directors. The Board of Directors shall hold and exercise all corporate authority and fiduciary duties of AHIMA except as otherwise provided by law, AHIMA’s Articles of Incorporation, or these Bylaws. The duties of the Board of Directors in managing AHIMA shall include, but not be limited to, the following:
(a)To establish the mission, purposes, goals, and program priorities to be implemented by AHIMA’s Chief Executive Officer and staff, through a strategic planning process;
(b)To ensure that appropriate governance and operational policies have been developed, adopted, and implemented by AHIMA to carry out its mission;
(c)To determine and set overall policy;
(d)To advocate the mission, values, accomplishments, and goals of AHIMA to the Members and to the public at large;
(e)To determine, monitor, and strengthen programs that are responsive to the needs of the Members and are central to AHIMA’s mission;
(f)To establish fiscal policy, including budget authorization and oversight;
(g)To develop adequate resources to ensure financial stability for AHIMA’s activities;
(h)To establish, develop, and maintain an effective and responsive corporate structure for AHIMA and its related entities, including but not limited to the creation of new affiliates and integrated commissions;
(i)To select, retain, support, evaluate the performance of, and discharge the Chief Executive Officer of AHIMA;
(j)To orient and evaluate the Directors and Officers of the Board of Directors; and
(k)To evaluate each At-large Director before the conclusion of the Director's first three-year (3-year) term to determine whether the Board of Directors shall appoint the At-large Director for a subsequent three-year (3-year) term (this provision will be effective for At-large Directors whose terms commence January 1, 2025 and thereafter); and
(l) To render a year-to-date report on the financial status and activities of AHIMA to the House of Delegates at the AHIMA conference and a full report to the Members.

5.5 Election and Term of Office. The Professional Members shall elect Directors annually by electronic ballot at a time and under procedures set forth in the AHIMA Policy and Procedure Manual. Election shall be by a plurality of the votes cast by the Professional Members. Directors shall take office in the month of January following their election. At-large Directors shall be elected by the Professional Members hold office for one (1) term of three (3) years or until their successor is elected and qualified or until their earlier death, resignation, or removal. Effective for At-large Directors whose terms commence January 1, 2025 and thereafter, upon completion of their firs elective term, At-large Directors may be appointed by the Board of Directors for one (1) additional three-year (3-year) term or until their successor is elected and qualified or until their earlier death, resignation, or removal. The number of At-large Directors elected each year will be determined based on the need to fill vacancies for the upcoming year to meet the number of At-large Directors specified in Article 5.2. Three (3) at-large Directors shall be elected each year, unless a different number is necessary in a given year in order to fill

3.Share your feedback regarding: PROPOSED AMENDMENT #3: ARTICLE VI. OFFICERS

6.7 Duties of Treasurer. The Treasurer shall keep, or cause to be kept, adequate and correct accounts of all the properties and financial transactions of AHIMA and shall deposit, or cause to be deposited, all monies and other valuables in the name of and to the credit of AHIMA, with such depositories as may be designated by the Board of Directors. The Treasurer shall render to the Board of Directors, upon request, an accounting of all financial transactions of AHIMA and a statement of the financial condition of AHIMA, and, after consultation with the Board, shall cause an annual audit of AHIMA’s financial affairs to be conducted. The Treasurer shall perform, or cause to be performed, any and all other duties incident to the office of Treasurer and other duties as may be prescribed by law, the Articles of Incorporation, these Bylaws, or the Board of Directors. The Treasurer shall also serve as the Chair of the Finance and Audit Committee, ex officio with vote.

4.Share your feedback on PROPOSED AMENDMENT #4: ARTICLE VIII. COMMITTEES

• Combine 8.3 Finance Committee and 8.6 Audit Committee

8.3 Finance and Audit Committee. The Finance and Audit Committee shall be comprised of no fewer than three (3) nor more than seven (7) Directors appointed by the Board President/Chair-elect. The Treasurer shall serve as the Chair of the Committee. While serving on the Finance and Audit Committee, a member of the Committee shall not: (a) accept any consulting fee, advisory fee, or other compensation or benefits from AHIMA; or (b) have participated in any other transactions with AHIMA in which he or she has a financial interest within the previous year.

The Finance and Audit Committee shall be responsible for oversight of the financial operations of AHIMA. The Committee shall undertake the following responsibilities:
a. Review, discuss and recommend changes to the proposed annual AHIMA budget and submit for approval to the Board of Directors;
b. Review, discuss and accept the monthly financial statements for AHIMA;
c. With the assistance of the Vice President, Financial Services, or equivalent senior financial personnel, present AHIMA’s financial statements to the Board of Directors for approval at each meeting;
d. Periodically, review and discuss the quality, quantity, substance, and dissemination of financial information provided to the Board of Directors and the Committee, recommending improvements as necessary; and
e. Monitor the investments of AHIMA and develop and recommend to the Board of Directors’ approval of changes to AHIMA’s investment and endowment policies as appropriate;
f. Be directly responsible for the appointment, compensation, and oversight of the work of any public accountant or public accounting firm engaged by AHIMA for the purpose of preparing or issuing an audit report or related work, and each such public accountant or public accounting firm shall report directly to the Committee; and g. Establish procedures for: (a) the receipt, retention, and treatment of complaints received by AHIMA regarding accounting, internal accounting controls, or auditing matters; and (b) the confidential, anonymous submission by employees of AHIMA of concerns regarding questionable accounting, auditing or other financial matters.

8.6 Audit Committee. The Audit Committee shall be comprised of no fewer than three (3) nor more than seven (7) Directors appointed by the Board President/Chair. While serving on the Audit Committee, a member of the Committee shall not: (a) accept any consulting fee, advisory fee, or other compensation or benefits from AHIMA; or (b) have participated in any other transactions with AHIMA in which he or she has a financial interest within the previous year. The Committee shall be directly responsible for the appointment, compensation, and oversight of the work of any public accountant or public accounting firm engaged by AHIMA for the purpose of preparing or issuing an audit report or related work, and each such public accountant or public accounting firm shall report directly to the Committee. The Committee shall establish procedures for: (a) the receipt, retention, and treatment of complaints received by AHIMA regarding accounting, internal accounting controls, or auditing matters; and (b) the confidential, anonymous submission by employees of AHIMA of concerns regarding questionable accounting, auditing or other financial matters.