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By Laws
The Southern Connecticut Chapter of the September 2006
ARTICLE 1 Section 1.1:
Section 1.2: Affiliation. The Chapter is affiliated with Society for Human Resource Management (herein referred to as “SHRM”).
Section 1.3: Relationships. The Chapter is a separate legal entity from SHRM. It shall not be deemed to be an agency or instrumentality of SHRM or of a State Council, and SHRM shall not be deemed to b an agency or instrumentality of the Chapter. The Chapter shall not hold itself out to the public as an agent of SHRM without express written consent of SHRM. The Chapter shall not contract in the name of SRHM without the express written consent of SHRM.
ARTICLE 2
PURPOSE Section 2.1: The purposes of the Chapter, as a non-profit organization are:
The Chapter supports the purposes of SHRM, which are to promote the use of sound and ethical human resource management practices in the profession and:
ARTICLE 3
Section 3.1: The fiscal year of the Chapter shall be the calendar year. ARTICLE 4 Section 4.1: Qualifications for Membership. The qualifications for membership in the Chapter shall be as stated in Sections 4.3, 4.4, and 4.5 of this Article. To achieve the mission of the Chapter there shall be no discrimination in individual memberships because of race, religion, sex, age, national origin, disability, veteran's status, or any other legally protected class. Section 4.2: Non-transferability of Membership. Membership in the Chapter is neither transferable nor assignable. Section 4.3: Individual Membership. Membership in the Chapter is held in the individual's name, not an organization with which the member is affiliated. Section 4.4: Professional Members. Active human resource practitioners, consultants and providers of services to the human resource profession in corporate, non-profit, governmental, professional, legal or academic settings. Eligibility is without regard to length of experience or exempt or non-exempt status. Section 4.5: Student Members. Full-time students, undergraduate or graduate, who have an interest in entering the field of Human Resources. Student members may not hold office in the Chapter. Student Advisors will be included in the membership as Honorary Members, as defined in Section 4.6 of this Article below, while in their advisory role. Section 4.6: Honorary Members: Any Chapter member in good standing for a period of five years or more at the time of his or her retirement may be elected to honorary membership in the Chapter by the vote of the Board of Directors. A retiring professional member wishing to be considering for honorary membership must submit a request to the Board of Directors in writing. Honorary members will be entitled to full membership without the payment of dues while in their advisory role. Scholarship recipients will be Honorary Members for one (1) year from the date of their award. Section 4.7: National Membership. Membership in the Chapter under any of the proceeding classifications will not be contingent upon the individual maintaining active membership in the National Society for Human Resource Management. However, members will be encouraged to join the national organization. Section 4.8: Application for Membership. Application for new membership into this Chapter must be made in writing or electronically on a form provided by the Chapter. Section 4.9: Membership Approval. The Vice President -Membership and the membership committee approve all applications for Chapter membership. If in doubt as to the merits of an applicant, the Vice President -Membership may refer the application to the Board of Directors for consideration, whereupon a simple majority vote will be required for approval. The Board of Directors reserves the right to approve or reject any individual’s application for Chapter membership for any good faith reason which is in the best interest of the Chapter. Section 4.10: Voting. Each Professional member of the Chapter shall have the right to cast one vote on each matter brought before a vote of the members. Votes shall be tallied by an Ad Hoc Committee appointed by the Board of Directors. Section 4.11: Termination of Membership. Membership in the Chapter may be terminated by a two-thirds majority vote of the Board of Directors. Grounds for termination of membership will include, but may be limited to, violation of the Chapter’s policy of solicitation (refer to Article 9). Membership may be terminated for non-payment of dues if the Chapter dues are unpaid as of three months past the due date. Section 4.12: Chapter Membership Dues. Annual Chapter membership dues will be due on January 1st of each year. The Board of Directors will determine the amount of the annual dues each year prior to the due date. ARTICLE 5
MEMBER MEETINGS Section 5.1: Regular Meetings: Regular meetings shall be held at such times and places as the Board of Directors may designate. Additional meetings may be held, as the Board deems appropriate. Section 5.2: Annual Meetings. The annual meeting of the members for electing Directors and Officers, and conducting other appropriate business shall be held in or at such other time as determined by the Board of Directors. Section 5.3: Special Meetings.Special meetings of members shall be held on call of the President, the Board of Directors or by members having one-twentieth of the votes entitled to be cast at such meeting. Section 5.4: Notice of Meetings. A notice of all meetings requiring a vote shall be sent to all members at least twenty-one (21) days prior to the meetings. Section 5.6: Quorum. Ten (10%) percent of the active membership constitutes a quorum. The vote of the majority of the members present, or by conference call or represented by proxy at a meeting at which a quorum is present shall be necessary for the adoption of any matter voted on by the members. ARTICLE 6 Section 6.1: Power and Duties. The Board of Directors (also referred to as the "Board") shall manage and control the property, business and affairs of the Chapter and in general exercise all powers of the Chapter. Section 6.3: Composition of the Board of Directors. Along with the Officers listed in Section 6.2 of this Article, the Board of Directors shall also include the Past President (with the approval of the Board of Directors) and Committee Chairs. These shall constitute the governing body of the Chapter. Section 6.4: Qualifications. All members of the Board of Directors must be Professional members of the organization in good standing at the time of nomination or appointment Per SHRM Bylaws, the President must be a current member in good standing of SHRM throughout the duration of his/her term of office. Section 6.5: Balloting. The Election of Officers shall be conducted by electronic ballot or by mail. The proposed slate of nominees will be presented to all voting members of the organization at least 30 days prior to the end of the year. Each Officer shall be elected on the basis of a majority of votes cast for that office. Section 6.6: Term of Office. Each Officer shall assume office in January of the year following his/her election and shall hold office for two years. Officers may serve more than one term in the same position by request of the Board. Board members shall serve two-year terms. Board members may serve more than one term in the same position by request of the Board. Section 6.7: Vacancies. Any vacancy on the Board shall be filled for the remaining term by vote of majority of the Board. Section 6.8: Removal of Director and Officer. Any director or officer may be removed from office, with or without cause, upon an affirmative vote of two-thirds of the then entire Board of Directors at a duly constituted Board of Directors meeting. Section 6.9: Quorum. A simple majority of the total Board membership shall constitute a quorum, either in person or by conference call, for the transaction of business. The act of a simple majority of the Directors present at any meeting at which there is a quorum either in person or by conference call shall be the act of the Board. ARTICLE 7 Section 7.1: The President shall preside at the meetings of the members and of the Board. He or she shall have general charge of the affairs and business of the organization. The President shall be the liaison and be a current member in good standing of SHRM National. Section 7.2: The Past Presidents shall be voting officers on the Board. They shall act in the capacity of advisors to the current President. Section 7.3: The Past Presidents or Vice Presidents at Large, at the request of the President, or in his or her absence, may perform any of the duties of the President. They shall have such powers and perform such other duties as prescribed by the President or the Board of Directors. Section 7.4: The Vice Presidents of Programs shall chair the Program Committee with the authority to appoint subcommittees to plan and implement the activities during the program year. They shall provide seminars, workshops and other professional development opportunities for the Chapter membership. Section 7.5: The Vice Presidents of Membership shall chair the Membership Committees and be responsible for their activities and requirements. They shall encourage membership growth and shall maintain the official membership roster of the Chapter and maintain membership and non-membership database information. Section 7.6: The Treasurer shall be responsible for the financial affairs of the organization. This responsibility shall include financial reports to the Board and arrangements for regular examination and audit of the accounts of the organization. Section 7.7: The Secretary shall be responsible for recording the minutes of all meetings of the Board and of any other business meetings of the organization. The Secretary’s responsibilities will also include overseeing the activities of the Chapter Administrator. ARTICLE 8 Section 8.1: Committee Organization. Appointments of Chairpersons to committees are the responsibility of the President subject to the approval of the Board. The Chairperson will seek interested members to participate in committee activities. Special Committees or task forces may be organized by the President to meet particular Chapter needs. Section 8.2: Committee Activity. Committees are established to provide the Chapter with special ongoing services such as Programs, Membership, Legislative Affairs, Professional Development, Public Relations etc. ARTICLE 9 The Chapter adopts SHRM's Code of Ethical and Professional Standards in Human Resource Management for members of the Association in order to promote and maintain the highest standards among our members. Each member shall honor, respect and support the purposes of this Chapter and of SHRM. The Chapter shall not be represented as advocating or endorsing any issue unless approved by the Board of Directors. No member shall actively solicit business from any other member at Chapter meetings without the approval from the Board of Directors. Networking Guidelines: The following are guidelines for appropriate networking:
ARTICLE 10 Meetings of the Chapter shall be governed by the rules contained in Robert’s Rules of Order (newly revised) in all cases to which they are applicable and in which they are consistent with the Law and the By Laws of the Chapter. ARTICLE 11
Adopted at the organization meeting on February 18, 1970
ARTICLE 12 In the event of the Chapter's dissolution, the remaining monies in the Treasury, after Chapter expenses have been paid, will be contributed to an organization decided upon by the Board of Directors at the time of dissolution (e.g. the SHRM Foundation, a local student Chapter, the State Council, an HR degree program, or other such organization or charity with purposes consistent with those of the Chapter). ARTICLE 13 Affiliated Chapter status may be withdrawn by the President/CEO of SHRM or his/her designee as a representative of the SHRM Board of Directors upon finding that the activities of the Chapter are inconsistent with or contrary to the best interests of SHRM. Prior to withdrawal of such status, the Chapter shall have an opportunity to review a written statement of the reasons for such proposed withdrawal and an opportunity to provide the SHRM Board of Directors with a written response to such a proposal within a thirty (30) day period. In addition, when the Chapter fails to maintain the required affiliation standards as set forth by the SHRM Board of Directors, it is subject to immediate disaffiliation by SHRM. After withdrawal of Chapter status, the SHRM Board of Directors may cause a new Chapter to be created, or, with the consent of the President/CEO of SHRM and the consent of the body which has had Chapter status withdrawn, may re-confer Chapter status upon such body. Ratified by the Membership of Chapter and signed by:
January 16, 2007 Approved by: Gail E. Aldrich December 12, 2006 |
