AMENDED AND RESTATED BYLAWS

OF THE

MEDICAL TOXICOLOGY FELLOWS-IN-TRAINING ASSOCIATION

ARTICLE I

NAME

The MEDICAL TOXICOLOGY FELLOWS-IN-TRAINING ASSOCIATION (MTFITA) (hereafter referred to as THE ASSOCIATION) shall be the official organization for fellows-in-training and will be organized and operated in accordance with the following articles. The words "fellow" or "fellows" include fellows-in-training in a medical toxicology fellowship program.

ARTICLE II

MISSION STATEMENT

The MEDICAL TOXICOLOGY FELLOWS-IN-TRAINING ASSOCIATION promotes excellence in patient care, enhances the education and professional development of physicians training in medical toxicology, provides a network among fellows in training for enhanced communication and camaraderie, and strengthens involvement in the American College of Medical Toxicology (ACMT) during the transition to community toxicology practice.

ARTICLE III

MEMBERSHIP

Section 1 — Eligibility

Eligibility for membership in THE ASSOCIATION requires that the applicant is accepted to a medical toxicology fellowship program, shows a significant interest in medical toxicology, and is of high moral and professional character. No person shall be denied membership based on age, race, sex, or political or religious beliefs.

Section 2 — Classes of Membership

All members of THE ASSOCIATION shall belong to one of the following categories: (1) Active; (2) Resident; (3) International; (4) Alumni; (5) Honorary; or (6) Inactive.

Section 2.1 — Active Members

Section 2.1.1 — Qualifications

Any fellow currently enrolled in a medical toxicology training program accredited by the Accreditation Council for Graduate Medical Education (ACGME) in the United States or Canada is eligible for active membership. Residents who have been accepted into a medical toxicology fellowship program are eligible for active membership during their final training year (See Article III, Section 2.2). All active members shall maintain membership in the American College of Medical Toxicology (ACMT).

Section 2.1.2 — Rights

Active members are entitled to attend and address meetings of THE ASSOCIATION, to vote, to hold office, and to sit on committees.

Section 2.2 — Resident Members

Section 2.2.1 — Qualifications

Any allopathic or osteopathic physician currently attending a residency training program accredited by the ACGME or the American Osteopathic Association (AOA) is eligible for resident membership in the final year of residency if accepted into a medical toxicology fellowship program and verification of that acceptance is known to the MTFITA.

Section 2.2.2 — Rights

Resident members are entitled to attend and address meetings of THE ASSOCIATION, to vote, and to sit on committees. Resident members may hold office on verification of medical toxicology fellowship program acceptance.

Section 2.3 — International Members

Section 2.3.1 — Qualifications

Any physician enrolled in a medical toxicology training program outside the United States or Canada is eligible for international membership.

Section 2.3.2 — Rights

International members are entitled to attend and address meetings of THE ASSOCIATION, to vote, to sit on committees, and to hold office.

Section 2.4 — Alumni

Section 2.4.1 — Qualifications

Any former active or international member of THE ASSOCIATION who has a continued interest in the organization is eligible for alumni membership.

Section 2.4.2 — Rights

Alumni members are entitled to attend and address meetings of THE ASSOCIATION. Alumni members are not entitled to vote, to sit on committees, or to hold office, except that officers and directors elected during active membership will complete their terms of office(s).

Section 2.5 — Honorary Members

Section 2.5.1 — Qualifications

Persons of distinction, who have rendered outstanding services to THE ASSOCIATION, may be elected to honorary membership by either THE ASSOCIATION or the Board of Directors.

Section 2.5.2 — Rights

Honorary members shall be entitled to attend and address meetings of THE ASSOCIATION, and to sit on committees, but are not entitled to vote or to hold office. Honorary members shall have no right, title, or interest in any property of THE ASSOCIATION.

Section 2.6 — Inactive Members

Section 2.6.1 — Qualifications

Members who are temporarily unable to continue professional training may enter inactive membership status for the period remaining in the current fiscal year. An inactive member may, upon reapplication, be re-elected to this classification by the Board of Directors.

Section 2.6.2 — Rights

Inactive members shall be entitled to attend and address meetings of THE ASSOCIATION. Inactive members shall not be entitled to vote, to sit on committees, or to hold office.

Section 3 — Application

Any fellow currently enrolled in a medical toxicology training program automatically becomes a member of THE ASSOCIATION upon verification of ACMT Associate Membership dues payment. Any resident currently enrolled in an allopathic or osteopathic residency training program accredited by the ACGME or the AOA in the United States or Canada may request membership in THE ASSOCIATION

Section 4 — Verification and Admission

THE ASSOCIATION shall verify the credentials for each resident applicant for membership prior to admission to THE ASSOCIATION.

Section 5 — Member Agreement

Membership in this Association implies compliance with the bylaws and good standing in either the physician’s current fellowship or residency training program. In addition, all members are required to comply with such regulations and standards as may be established from time to time by THE ASSOCIATION. Failure to comply with such regulations and standards may result in suspension from membership.

All rights, title, and interest, both legal and equitable, of a membership in and to the property of THE ASSOCIATION shall cease in the event of any of the following: a) expulsion; b) resignation of membership by request; c) withdrawal or suspension from a medical toxicology fellowship program; d) failure to meet qualifications for membership; e) member’s death.

Section 6 — Denial of Membership

Resident applicants not meeting the qualifications for membership as defined in Article III, Sections 1 through 5 of these bylaws shall be denied membership in THE ASSOCIATION.

Section 7 — Appeal

Resident applicants who believe they have been unfairly denied membership may appeal to the Board of Directors who shall be the sole judge of a member’s right to be or remain a member. Such appeals shall be sent in writing to the president of THE ASSOCIATION, who shall forward them to the Board of Directors for decision.

Section 8 — Readmission

Former members who desire to be readmitted following automatic termination of membership under section 5 shall be treated as new applicants upon payment of current dues and assessments.

ARTICLE IV

OFFICERS

Section 1 — List of Officers

The officers of THE ASSOCIATION shall be the President, Vice-President, and Secretary/Treasurer.

Section 2 — Qualifications

Officers shall be chosen from the active, international, and resident membership. No more than two officers or directors may be elected from the same fellowship program for the same or overlapping terms of office.

Section 3 — Duties

Section 3.1 — President

The President shall be the official spokesperson for THE ASSOCIATION. The President shall have such other powers and duties as may be prescribed by the members of THE ASSOCIATION or the Board of Directors.

Section 3.2 — Vice-President

The Vice-President shall assist the President in coordinating Association activities and objectives. The Vice-President shall perform such other duties as the President or Board of Directors prescribes.

Section 3.3 — Secretary/Treasurer

The Secretary/Treasurer is responsible for ensuring proper accounting of all properties and records of THE ASSOCIATION. The Secretary/Treasurer is responsible for coordinating and disseminating pertinent information to all members from Association meetings, the meetings of other medical toxicology or medical organizations, or other information. In addition, the Secretary/Treasurer is responsible for THE ASSOCIATION’s funds; ensures an accurate account of receipts and disbursements; and ensures that all funds are deposited in the name of THE ASSOCIATION.. The Secretary/Treasurer performs other duties the President or Board of Directors prescribe.

Section 4 — Vacancies

Section 4.1 — President

Should the office of the President become vacant or if the President is unable or unqualified to serve, the Vice-President shall become the Acting President for the balance of the President’s unexpired term. An election for Vice-President shall be held at the next meeting of THE ASSOCIATION or by Internet/email ballot for the unexpired portion of the term. In the event that both the offices of President and Vice-President become vacant concurrently, the Board of Directors shall elect from the remaining officers and directors a President for the balance of the unexpired term.

Section 4.2 — Vice-President

Should the office of the Vice-President become vacant or if the Vice-President is unable or unqualified to serve, an election to fill the unexpired term shall be held at the next meeting of THE ASSOCIATION or by Internet/email ballot except as otherwise provided for in these bylaws.

Section 4.3 — Secretary/Treasurer

Should the office of Secretary/Treasurer become vacant or the Secretary/Treasurer be unable or unqualified to serve, the President shall allocate those duties to the remaining officers and directors for the balance of the unexpired term.

Section 5 — Recall of Officers

Any officer of THE ASSOCIATION may be removed from office at any meeting of THE ASSOCIATION by a three-quarters vote of the representatives present, as certified by the President. A recall must be initiated by a petition signed by representatives present at that meeting. The number of signatures on the recall petition shall represent at least one-third of the number of eligible votes present at the meeting in which the officer was elected, as certified in the final report of the President in order to be valid.

In the event of recall of an officer of THE ASSOCIATION, a replacement shall be immediately installed in accordance with Article IV, Section 4 and Article IX of these bylaws to fill the balance of the unexpired term.

Section 6 — Compensation

Officers of THE ASSOCIATION shall not receive any compensation for their services.

Section 7 — Liability

No officer or member of THE ASSOCIATION shall be liable to THE ASSOCIATION or its members for monetary damages for an act or omission in such officer’s, director’s, or member’s capacity as an officer, director, or member of THE ASSOCIATION except for liability arising out of (a) breach of such officer or director's duty of loyalty to THE ASSOCIATION or its members; (b) acts by or omissions of such officer or member which are not in good faith or which involve intentional misconduct or a knowing violation of the law; (c) a transaction from which such officer, director, or member received an improper benefit whether or not the benefit resulted from an action taken within the scope of such officer or director's office; or (d) an act by or omission of such officer, director, or member for which the liability of an officer, director, or member is expressly provided for by statute. The foregoing elimination of the liability to THE ASSOCIATION or its members of monetary damages should not be deemed exclusive of any other rights or limitations of liability or indemnity to which an officer, director, or member may be entitled under any other provision of the articles of incorporation and bylaws of THE ASSOCIATION, contract, or agreement, vote of members and/or disinterested officers, directors, or members or otherwise.

ARTICLE V

BOARD OF DIRECTORS

Section 1 — Composition of the Board of Directors

The Board of Directors shall consist of the officers of THE ASSOCIATION.

Section 2 — Officers of the Board of Directors

Section 2.1 — Chair

The President shall serve as the chair of the Board of Directors and an ex-officio member of all committees and task forces of the Board of Directors. The President shall preside over all meetings of the Board of Directors.

Section 2.2 — Vice Chair

The Vice-President shall serve as the vice chair of the Board of Directors and shall preside over meetings of the Board of Directors in the absence of or at the discretion of the President.

Section 2.3 — Secretary

The Secretary/Treasurer of THE ASSOCIATION shall serve as secretary of the Board of Directors. The Secretary shall have primary responsibility for ensuring adequate and proper accounting of all records of the Board of Directors.

Section 3 — Powers of the Board of Directors

Section 3.1 — General Powers

The management and control of THE ASSOCIATION shall be vested in the Board of Directors, subject to the restrictions imposed by the articles of incorporation, these bylaws, and applicable federal and state statutes and regulations. The Board of Directors shall be required to implement all resolutions or actions submitted by the active membership, except that the Board of Directors may amend such instructions by a two-thirds vote only if such amendments do not change the intent or basic content of the resolution. Any amendments to a policy or directive enacted by the Board of Directors shall be communicated to the members of THE ASSOCIATION by official print or electronic publication within sixty days of such action.

Section 3.2 — Additional Powers

The Board of Directors shall have, in addition, the power to (a) prepare and control its own agenda; (b) consider any matter properly brought before it by an Association member; (c) originate resolutions; (d) originate and approve policy; (e) form, develop, and assign work to committee.

Section 4 — Meetings of the Board of Directors

Section 4.1 — Meeting Schedule

The Board of Directors shall meet at least twice annually. At least one meeting of the Board of Directors shall be in conjunction with the Annual meeting of THE ASSOCIATION. The annual meeting of THE ASSOCIATION should be in coordination with the annual meeting of the North American Congress of Clinical Toxicology (NACCT) or at the ACMT Spring meeting.

Section 4.2 — Special Meetings

Special meetings of the Board of Directors may be called at the request of one-third of the current members of the Board of Directors or by the President of THE ASSOCIATION provided that adequate notice of such meeting is given to all members in person or by other appropriate means.

Section 4.3 — Additional Meetings

Subject to the provisions of these bylaws regarding notice of meetings of the Board of Directors, the Board of Directors may hold additional meetings by teleconference or similar means. Board of Directors participation shall constitute presence in person at such meeting, except where a director participates in such meeting for the express purpose of objecting to the transaction of any business on the ground that the meeting is not properly called or convened.