Who We Are

• Nevada Association of Nurse Anesthetists is organized as a 501(c)(6) non-profit corporation
• NVANA is a state component of the American Association of Nurse Anesthetists (AANA)
• The purpose of NVANA is to advance the science, art and business environment for nurse anesthesia providers.  This includes advocating for the best interests of its members, cooperating with the American Association of Nurse Anesthetists (AANA) for the greater good of all CRNAs, facilitating education and cooperation between nurse anesthetists and the nursing profession, the medical profession, hospitals and other agencies interested in nurse anesthesia.
• Certified Registered Nurse Anesthetists (CRNAs) are master’s and doctorate prepared advanced practice nurses who enjoy a high degree of autonomy and professional respect. CRNAs provide anesthetics to patients in every practice setting, and for every type of surgery or procedure. They are the sole anesthesia providers in nearly all rural hospitals, and the main provider of anesthesia to the men and women serving in the U.S. Armed Forces.
• Only Certified Registered Nurse Anesthetists (CRNAs) and students studying to become CRNAs (SRNAs) can be members of the association. 
• Currently NVANA has greater than 173 members, located in 7 Nevada Counties:
  • Clark County          
  • Washoe County      
  • Carson City County 
  • Humboldt County    
  • Elko County              
  • Churchill County       
  • White Pine County   

NVANA is CRNAs collaborating to be Nevada’s...

• advocate for CRNA practice rights
• leaders in statewide autonomous practice
• go-to resource for CRNA information and continuing education

NVANA exists to create an environment where:

• CRNAs have full practice rights
• Legislators and healthcare partners know the facts about CRNA care and its safety record
• CRNAs are valued and integral members of the healthcare team

Our Lobbyist:

Paul Young, J.D.
Partner at Tom Clark Solutions

Our Associate Manager:

​Susan S. Radwan, CAE, SMP

PAC Chair: 

Lauren Carlton, CRNA

Protected: ​BYLAWS OF THE NEVADA ASSOCIATION OF NURSE ANESTHETISTS (NVANA)

ARTICLE I. NAME AND INCORPORATION

​Section 1. Name. This organization shall be known as Nevada Association of Nurse Anesthetists, organized as a 501(c)(6) non-profit corporation, hereby written as NVANA, hereinafter referred to as the Association.
 
Section 2. Affiliation.  NVANA is a state component of the American Association of Nurse Anesthetists (AANA).
 
Section 3. Fiscal Year.  The fiscal year of the NVANA shall (be) begin on September 1 of each year.
 
Section 4.  Location.  The headquarters for NVANA shall be as determined by the NVANA Board of Directors.
 

ARTICLE II. PURPOSE

​The purpose of this Association shall be to advance the science, art and business environment for nurse anesthesia providers.  This includes advocating for the best interests of its members,
cooperating with the American Association of Nurse Anesthetists (AANA) for the greater good of all CRNAs, facilitating education and cooperation between nurse anesthetists and the nursing profession, the medical profession, hospitals and other agencies interested in nurse anesthesia.

ARTICLE III. MEMBERSHIP

Section 1. Qualifications. Membership in this Association and procedures with respect to admissions to membership, maintenance of membership, classes of membership, dues determination and payments of dues, qualifications and the exercise of the privileges thereof, shall be such as stipulated in the bylaws of the AANA.
 
Section 2. Equal Opportunity. This Association shall not discriminate against any member on the basis of race, color, religion, age, sex, marital status, sexual orientation or national origin.


Section 3. Conduct of Members.  Professional conduct and discipline shall be as prescribed in the AANA Bylaws.
 
Section 4.  Member Meetings. 

1. There shall be at least one (1) Annual General Meeting annually held in the fall.  The Board of Directors shall determine the time and place of the annual meeting. Notice of the annual meeting shall be given to each voting member at least thirty (30) days in advance of the meeting. Notice may be given via USPS or by email.
2. The purpose of the Annual General Meeting is announcing the elected officers and directors, any necessary runoff elections, receiving reports of officers, the board, directors, and committees, and any other business that may arise. The purpose is also to inform the membership on the condition of the association and to allow the membership to exercise its responsibilities and privileges of membership.
3. A quorum of members shall be required for voting on any issue.  A quorum for membership meetings is twelve CRNA members of NVANA.  In the absence of a quorum, the Board shall conduct the meeting and mail a written report of the proceedings to the members. In the absence of a quorum, any actions that require the vote of the membership shall be submitted to the membership by USPS mail/and or electronic mail with directives regarding the deadline for returns.  Members may choose to vote by mail, or vote by such electronic means available.
   
   

ARTICLE IV. OFFICERS of the ASSOCIATION

The officers of this Association shall be a President, a President-Elect, Secretary and Treasurer. The office of the Secretary and Treasurer will be combined into a single office known as the Secretary/Treasurer.
 
Section 1.  Terms of Office. 

1. The President and President-Elect shall serve one two-year term in these positions, beginning immediately following the Annual meeting of the membership.    The Secretary/Treasurer shall serve a two year term with the option to renew the term for up to a maximum of six (6) years if the Nominating Committee agrees. 
2. All officers shall assure that their successors have the documents, tools, orientation and knowledge to carry forward in their roles.  All relevant documents will be delivered to the successor officer within 30 days of the election.

 
Section 2. Role of President.
The President shall be accountable for the integrity of governance, assuring compliance with relevant laws, bylaws, policies of the association, and motions of the board. 
The President shall also enforce whatever discipline is needed to govern with excellence. Such discipline will apply to matters such as attendance, preparation for meetings, policymaking principles, respect of roles, healthy dialogue among the Board and ensuring the continuance of governance capability. 
 
Specifically, the President shall:

1. Preside at meetings of this Association and of the Board of Directors.
2. Appoint standing committees, special committees and individuals to vacant board seats, in consultation and with the approval of the Board of Directors.
3. Be a member ex-officio of all committees, except for the Nominating Committee.
4. Prepare and deliver at each Annual meeting a report on the state of the association.
5. Keep the President-Elect informed of Association affairs and assure President-Elect readiness to assume the role of President.
6. Appoint a new Continuing Education Director for each term of three years when it falls in his/her term of office.
7. Develop meeting agendas and initiate Board conference calls.
8. Create a culture of connectivity among the board and with the membership.
9. Fulfill additional duties as assigned by the Board of Directors.

 
Section 3.  Role of President-Elect
The President-Elect shall:

1. Assume the duties of the President in the event the President is unable to so serve.
2. Represent this Association at the AANA Assembly of States or appoint a representative from the Board of Directors.
3. Assure an appropriate orientation process for new Board members
4. Champion the strategic plan implementation or development of a new plan to assure the association advances its strategic work.
5. Chair the Government Relations Committee.
6. Fulfill additional duties as assigned by the Board of Directors.

 
 
Section 4.  The Secretary/Treasurer
As Secretary, the role is to assure integrity of corporate documents and election processes.  This includes:

1. Assuring accurate and complete minutes of official Board and Membership Meetings.
2. Assuring that all corporate documents are archived and appropriately accessible to board members, including the Articles of Incorporation, current bylaws, a Policy and Procedural Manual, a membership list, and current board membership contact information.
3. Submitting corporate documents to AANA as required, including bylaws, current roster of board members and officers.
4. Maintaining a current Policy and Procedures Manual addressing the conduct of association business. 
5. Assuring a fair and timely election process for the Board of Directors in accordance with these bylaws.
6. Fulfilling additional duties as assigned by the Board of Directors.

 
 
As Treasurer, the role is to assure the integrity of the financial documents and to assess and communicate to the board the impact of financial decisions on the association’s overall health and sustainability.  The Treasurer shall also chair the audit committee.  Specifically, the Treasurer shall assure:

1. An annual budget is developed in consultation with the board;
2. An application for optimal OHA funding from the AANA;
3. Accurate accounting of the financial status of NVANA, including bank reconciliations of all accounts and regularly providing standard financial statements to the board.
4. Assessment of impact of financial decisions prior to Board approval to spend money.
5. An accurate presentation of the financial condition of the association at the Annual General Meeting.
6. Additional duties as assigned by the Board of Directors are completed.

 

ARTICLE V.  BOARD OF DIRECTORS

Section 1: Membership. The Governing Body of this Association shall be vested in a Board of Directors consisting of no less than five (5) and up to seven (7) voting members, including three officers: President, President-elect, Secretary/Treasurer and up to four (4) Directors at Large. Additionally, one student nurse anesthetist from each Nevada-based CRNA Program may be selected by their schools to serve on the NVANA board for a one year term, renewable for the duration of their educational program, without voting privileges.  Student members may not serve as officers.
 
Section 2: Role, Duties and Responsibilities. The Board of Directors shall have full power and authority over the affairs of the Association between meetings of the membership, except as otherwise provided in these bylaws.   The Board of Directors shall govern the association’s affairs, assuring that the association achieves what it should and avoids unacceptable situations.  The Board shall have all powers and authority necessary for the governance and management of the business, property and affairs of the Corporation, to do such lawful and ethical acts, policy-making and decision-making as it deems proper and appropriate to promote the objectives of NVANA. 
 
Specific responsibilities include, but are not limited to:

1. Oversight of the general business of this Association in the interests of the membership;
2. Oversight, stewardship and management of funds and property of this Association, including assurance of safe-keeping for the assets of NVANA and regular financial audits.
3. Determination of member programs and services;
4. Advocacy for legislative positions that promote the well-being of CRNAs;
5. Assure leadership succession planning for the Board of Directors and Committees;
6. Policy-making, beyond the bylaws, to direct consistent decisions of the Board addressing the conduct of NVANA business.  Such policies and procedures shall be reviewed by the Board for relevance at the beginning of each term of a new President;
7. Engaging qualified and credentialed advisors, such as Legal Counsel, Lobbyist, Accountant, Auditor, and Association Manager;
8. Assure NVANA members participate in AANA education and experiences for volunteer leaders.

 
The Board may delegate management functions to Board members or to a qualified management firm, however, the Board remains accountable for its delegation and performance of the delegatee.
 
Section 3. Transparency.  The Board shall be accountable to communicate with transparency to the membership and without conflicts of interest in its decision-making.
 
Section 4. Attendance. Board members are expected to attend all regularly scheduled Board meetings in full.  If a Board member misses three consecutive meetings or four meetings in the fiscal year, it shall be assumed that the board member has resigned from the position.  The individual shall receive notice from the Secretary and the vacancy will be available for appointment.
 
Section 5.  Resignation and Removal.
1.  A member of the Board may resign by submitting a written letter of resignation to the President.  Such a resignation shall be effective immediately.  Upon the tender of his/her letter of resignation, the Board member shall immediately return to the President any and all NVANA property.
 
 2. A director, including officers, may be removed by the affirmative vote of 2/3 of the entire Board when, in the judgment of the Board, the best interests of this Organization would be served by this action.
   a.   In the case of removal, a minimum of two weeks’ notice shall be given to that individual, offering the opportunity to address the Board regarding such action prior to any vote on such removal.
b.   Upon such action, the membership will be notified.
 
Section 6.  Vacancies.  CRNA Board vacancies shall be filled by appointment of the President with the approval of the Board.  When appointed, the director will complete the specific term, and has the option to run for election for two full terms. 

1. In the case of a President vacating the seat, the President-Elect shall ascend to the position and the Board of Directors shall elect another President-Elect.  The President-Elect shall complete the term and shall then run for election at the next annual meeting
2. Any CRNA vacancy on the Board of Directors shall be filled by appointment of the Board of Directors.
3. In the course of student vacancies, the directors of their respective program whose representative is no longer serving may determine a new representative to serve on the NVANA Board.

 
Section 7. Dual Roles. 

1. No Officer or Director may simultaneously be an Officer or Director of the AANA. In the event that an officer is elected to an office in the AANA, his/her position in the NVANA automatically expires at the time the AANA position is taken.
2. No Officer or Director may hold two positions simultaneously, with the exception of Secretary/Treasurer position.  An individual may only run for election for a single office.

 
Section 8:  Board Meetings

1. The purpose of Board meetings is to focus and deliberate on issues and processes that impact Nevada CRNAs.
2. The Board shall hold a minimum of ten meetings per year, according to an annual schedule of meetings created at its first meeting of the fiscal year. 
3. A minimum of one meeting shall be held in person annually.  All other meetings may be held using electronic means, as long as all members of the Board can simultaneously hear and be heard. 
4. Notice of meetings and an agenda shall be disseminated to all board members with a minimum of 7 days notice.
5. A quorum must be present to conduct board business.  Quorum shall be defined as a simple majority of the seated Board. 
6. Special Meetings may be called by the President or may be called upon the written request of three members of the Board.  The purpose of the meeting shall be stated in the call which must be given at least twenty-four hours before the meeting.
7. Meetings shall appropriately be conducted informally, however, Robert’s Rules of Order shall be the authority of the Board in procedural matters of the association. 
8. Minutes of Board proceedings shall be recorded, approved by the board and archived. 
9. Unanimous consent.  The Board may approve motions without a formal meeting, by email, on the following conditions:

1. The issue was previously discussed at a board meeting.
2. The motion is approved unanimously by the entire board so that there is no possibility of a dissenting vote that would require deliberation. 
3. Motions approved by unanimous consent will be recorded in the minutes of the next regular board meeting.  

ARTICLE VI.  ELECTIONS

​Section 1.  Directors shall be elected prior to the Fall meeting for a two (2) year term of office.
The President-Elect and two (2) Directors at large shall be elected in the odd numbered years and the Secretary/Treasurer and two (2) Directors at large shall be elected in the even numbered years.
 
Section 2. Nominations.  The Board shall appoint a Nominations Committee, with a minimum of three NVANA members, who shall seek out qualified and committed members to serve in NVANA Board leadership.
The Nominations Committee shall use various means to identify potential candidates with leadership qualities and will scrutinize their qualifications and leadership experience to serve.  
 
The Nominations Committee is accountable to provide a slate of qualified candidates for election to open seats on the Board or in Officer roles.  Only active NVANA members are eligible for nomination. Written consent of each candidate must be obtained before his/her name  may be placed on the ballot. 
 
Additionally, the Nominations Committee will assure that each candidate prepares a one page summary that includes a brief professional biography, their leadership qualifications to serve,  why they wish to serve at this time and potential conflicts of interest if elected. 
 
The slate and all candidate background information must be available 45 days prior to the Annual Meeting for mail/electronic ballot election.  Failure of a candidate to provide necessary background information disqualifies him/her from being on the ballot.  The Nominations Committee sunsets when all materials are submitted for the ballot.
 
Section 3.  Balloting Process.  Once the slate is completed, the Secretary of the Association shall prepare a ballot and assure that all NVANA members receive a ballot with the candidate information for their consideration.  The ballot shall also state, “No write in candidates will be accepted. Only candidates who have gone through the established process are eligible for election.”  The ballot shall be distributed no later than 30 days prior to the Annual General Meeting.
 
Section 4.  Voting. Only active members shall participate in elections of Officers and Directors.
Ballots may be cast electronically, however, there must be assurance that each ballot has at least two unique identifiers to prevent fraudulent voting.  Members will have a fifteen (15) day window to cast their ballots.
 
Mail-in ballots will be accepted, but must be returned to a designated address postmarked not later than (15 days) prior to the Annual General Meeting.


Section 5.  Appointment of Scrutineers. Two (2) individuals, who are not running for any NVANA Officer/Director position and have no conflicts of interest, shall be appointed by the President as scrutineers.  They shall be responsible for validating eligibility of the voters and counting the ballots. The scrutineers shall make an official report to the President.  The President shall validate the vote.  Only the sitting President has the authority to announce the election results to the membership.  The President shall also send written notification to those on the ballot who were not elected, acknowledging their investment in NVANA.
 
Section 6.  Election Result.  A plurality vote shall elect. In the event of a tie vote, the tie may be broken by a written vote at the Annual meeting.  There shall be no proxy voting.
 

ARTICLE VII. COMMITTEES AND SPECIAL APPOINTMENTS

​Section 1. Committees and Task Forces. The NVANA Board of Directors is authorized to establish any Committee or Task Force and Ad Hoc Committee as necessary to advance the work of the association, such as Government Relations, Continuing Ed. 
 
Section 2: Committee Appointments.  The President, subject to approval of the Board of Directors, shall appoint Committee Chairs and members for all types of committees. Section 3: Committee Appointments.   Additionally, Committee Chairs may recruit up to three additional colleagues to assist with the work of the committee, as non-voting members.  Committee Chairs shall notify the President of all volunteers who have contributed to the work of the committee. 
 
Section 3: Special Appointments.  The President, subject to the approval of the Board of Directors, shall appoint NVANA members to the following positions:

• Federal Political Director who champions NVANA activity at the Federal level, assuring NVANA is aware of all Federal legislative activity impacting CRNAs.
• State Reimbursement Specialist who champions gathering knowledge and expertise on issues of reimbursement.
• Peer Wellness Representative who champions connecting CRNAs with wellness resources.

 
Section 4. Term of Office. Members of standing committees and those appointed shall serve for two (2) years or until their successors are appointed or elected.  Ad hoc committee members may remain on the committee until the issue is resolved.
 
Section 5. Performance.  Committee chairs, committee members and special appointees may be removed from a committee by a 2/3 vote of the Board, for reasons of non-performance, actions that are not conducive to advancing the association, or behavior that reflects poorly on NVANA.
 
Section 6. Duties of a Chairman.  A Chairman of a committee or task force shall:

1. Convene in-person or electronic meetings of the committee.
2. Create a shared vision for the work and assure a team effort.
3. Assure a positive volunteer experience for committee members.
4. Assure procedures for routine functions are documented, updated and submitted to the Secretary for inclusion in the NVANA Policy and Procedures Manual.
5. Be accountable to the Board in carrying out the duties assigned through regular reporting on activity and results.
6. Prepare an annual report for the membership, if requested.
7. Assess the dependability and reliability of committee volunteers and report to the Board.
8. Turn over all records and correspondence to a successor or the President within thirty (30) days after termination of the appointment.

 
Section 7.  The Board may enter into contracts with outsourced personnel to organize events, provide association management services, lobby on behalf of the association and provide any other services that will advance the mission of the association.
 

ARTICLE VIII.  TRUSTEESHIP, INDEMNIFICATION AND INSURANCE

​Section 1. Legal integrity of the Association. NVANA is a non-profit organization. All funds, property and assets of whatever kind or description, or wherever located, presently owned or hereafter acquired by the Association are, and shall remain, the sole and separate property of the Association and shall be held in trust for the membership.  As a result, no member, Director or Officer shall receive private inurement from the association.
 
To protect against conflicts of interest, substantive contracts awarded by NVANA shall be the result of a fair and objective review of qualifications, value, and quality.  
 
Reasonable expenses incurred by agents of the association may be reimbursed with appropriate documentation presented and in accordance with NVANA procedures.  Additionally, NVANA members providing a service that would normally receive a stipend or honorarium are eligible to receive a reasonable stipend for that service provision. 
 
Section 2.  Insurance. NVANA shall purchase and maintain:

1. Directors and Officers Insurance in order to protect the officers and directors from personal liability that could occur in the scope of their duties. 

 

1. A bond or insurance to protect against embezzlement or fraudulent use of NVANA assets.

 
Section 3.  Indemnification.  The Association shall indemnify each person who is a party or is threatened to be made a party to any civil, criminal, administrative or investigative action, suit or proceeding (other than an action by or in the right of the Association), by reason of the fact that s/he is or was a director, officer, employee or agent of the Association.  Such indemnification shall follow Nevada’s indemnification laws and regulations.
The Association shall make indemnification payments to or on behalf of the person seeking them only if authorized in the specific case in question upon a determination that indemnification of such person is proper because such person meets the applicable standards. Such determination may be made (1) by the Board of Directors by a majority vote of a quorum consisting of directors who were not parties to such action, suit or proceeding; or (2) by independent legal counsel in a written opinion to the Association if such quorum is not available or if a quorum of disinterested directors so directs.
The Board of Directors may authorize payment in advance of the final disposition of an action suit or proceeding.   

ARTICLE IX. PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert’s Rules of Order Newly Revised shall govern the Association in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any special rules of order of policies and procedures that the Association may adopt.

ARTICLE X. AMENDMENTS

​These Bylaws may be amended at any business meeting of this Association by a two-thirds
(2/3) vote of those present and voting, provided notice of the proposed amendment has been mailed to members at least thirty (30) days prior to the date of the meeting by the President and the Governing Body.  These bylaws may also be amended by electronic vote without a meeting as long as the members receive amendments at least thirty (30) days in advance of a voting deadline AND at least a quorum of 12 votes is cast with 2/3 majority of those voting to approve the proposed amendments.
 

ARTICLE XI. DISSOLUTION

​In the event of dissolution of the Nevada Association of Nurse Anesthetists, the Board of Directors shall notify the AANA and assure that all net assets are transferred to the AANA in accordance with state and federal laws.