Chapter
BylawsArticle I
...Name, Affiliation and Purpose
Section 1: Name. The name of the Chapter is the SHRM-Greater Merrimack
Valley Human Resource Association (SHRM-GMVHRA).
Section
2: Affiliation. The Chapter is affiliated with the Society for Human
Resource Management (herein referred to as SHRM).
Section
3: Purpose. The Greater Merrimack Valley Human Resource Association
(hereinafter "GMVHRA) is organized exclusively as a Business League
within the meaning of Section 501 (c) (6) of the Internal Revenue Code
of 1986, as amended (the Code), and shall not carry out any activities
not permitted to be carried on by a corporation exempt from federal
income tax under 501(a) of the Code as a corporation described in Section
501(c)(6) of the Code, or corresponding section of any future federal
tax code, or (b) by a corresponding section of any future federal tax
code.
In
furtherance of the forgoing general purposes, the specific activities
and purposes to be conducted, promoted and carried out by GMVHRA are
as follows:
To provide people responsible for the human resource function an opportunity
for continuous improvement through educational programs, networking,
and staying abreast of federal and state legislation.
To provide a forum for the personal and professional development of
its members.
To provide an opportunity to develop leadership, managerial, public
speaking and group decision making skills.
GMVHRA
is not organized for profit and no part of the net earnings inures to
the benefit of any private shareholder or individual.
GMVHRAs
fiscal year shall begin September 1 and end August 31.
Article
II
...Membership and Dues
Section 1: Qualifications for Membership. The qualifications for membership
in the SHRM-GMVHRA shall be as stated in Sections 2, 3, and 4 of this
Article. All Professional, Associate and Student members must also be
members of national SHRM. To achieve the mission of the Chapter there
shall be no discrimination in individual memberships because of race,
color, religion, sex, age, national origin, handicap, veteran status,
ancestry, handicap, disability or sexual orientation. Memberships are
individual and are not transferable to other individuals.
Section
2: Professional Members. Membership shall be limited to (a) those individuals
actively engaged in bona fide human resources administration (at the
exempt level) for at least three years and who devote at least 50% of
their time to personnel, human resources, or industrial relations functions;
(b) faculty members holding an assistant, associate, or full professor
rank in personnel, human resources, or industrial relations of their
specialized phases at an accredited college or university and who possess
at least three years of responsible experience at this level of teaching;
(c) full-time consultants with at least three years experience in the
field of human resources management.
Section
3: Associate Members. Individuals in non-exempt human resource management
positions as well as those individuals who do not meet the general member
category, but who demonstrate a bona fide interest in human resource
management and the mission of the Chapter. Associate members may not
vote and may not hold office in the Chapter.
Section
4: Student Members. Individuals who are actively enrolled in human resources
degree programs at the college or university level. Student members
may not vote and may not hold office in the Chapter.
Section
5: Application for Membership. Application for membership shall be on
the SHRM-GMVHRA application form. All applications shall be reviewed
by the Vice President for Membership and may be approved by the Board
of Directors. New members shall be afforded full membership rights from
the date of application approval by the SHRM-GMVHRAs Vice President
of Membership or the Board of Directors.
Section
6: 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.
Associate and Student members shall have no right to vote. When necessary,
votes shall be judged by an Ad Hoc Committee appointed by the Board
of Directors.
Section
7: Dues. Annual membership dues shall be established for the next year
by the Board of Directors prior to the mailing of renewal notices. SHRM-GMVHRA
annual dues may be waived for individuals who are members of SHRM National.
Article
III
...Meetings of Members
Section 1: Regular Meetings. Regular meetings of the members shall be
held on the fourth Wednesday of each month or as otherwise determined
by the Board of Directors.
Section
2: Annual Meetings. The annual meeting of the members for electing directors
and officers and conducting other appropriate business shall be held
in June or at such other time determined by the Board of Directors.
Section
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
4: Notice of Meetings. Notice of all special and annual meetings shall
be given to all members at least ten days prior to the meetings. Notice
of regular meetings shall be given to all members at least seven days
prior to the meeting.
Section
5: Quorum. Members holding one-tenth of the votes entitled to be cast,
represented in person or by proxy, shall constitute a quorum. The vote
of the majority of the members present 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
IV
...Board of Directors
Section 1: Number. The Board of Directors shall consist of 11 persons.
The following shall be members of the Board of Directors and be officers
of the chapter: President, Vice President, Vice President for Membership,
Treasurer, and Secretary. Five additional members shall be elected from
among the eligible membership as members of the Board of Directors.
The eleventh Board member can be the Past President.
Section
2: Qualification. All candidates for the Board of Directors must be
Professional members of the SHRM-GMVHRA in good standing at the time
of nomination or appointment. Per SHRM Bylaws, the President must be
a current member in good standing with SHRM. Board members may not be
elected to serve more than two (2) consecutive terms in the same position.
Section
3: Election Term of Office. Directors shall be elected by the
members at the annual meeting of the membership from the proposed slate
of the nominating committee appointed by the Board of Directors at the
beginning of each election year. Each elected Director shall assume
office on September 1 following his/her election and shall hold office
for one year or until his/her successor is elected and takes office.
A Director may succeed himself/herself no more than once.
Section
4: Vacancies. Any vacancy in the Board may be filled for the unexpired
term by the President with consent by the Board of Directors.
Section
5: Quorum. A simple majority of the total Board of Directors shall constitute
a quorum for the transaction of business. The act of a majority of the
Directors present at any meeting at which there is a quorum shall be
the act of the Board of Directors.
Section
6: Board of Directors Responsibilities. The Board of Directors
shall transact all business of the Chapter except as prescribed otherwise
in the Article of Incorporation or Bylaws. A general member in good
standing may request the President to place on the agenda of the next
regular meeting any action taken by the Board of Directors.
Section
7: 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 entire Board of Directors at a duly constituted Board of Directors
meeting.
Section
8: Powers and Duties of the Board of Directors: Management of GMVHRA
shall rest exclusively in the Board of Directors, which shall have sole
authority to make any and all decisions affecting the affairs of GMVHRA.
The Board of Directors shall have sole responsibility for the financial
and general organization health of GMVHRA and will ensure that the purposes
and goals of GMVHRA are adhered to at all times. The Board of Directors
may resolve matters of policy and urgency.
Section 9: Attendance: Board members are expected to attend all scheduled
Board meetings held at a designated place by the Board, and are encouraged
to attend all general meetings. Members, who fail to attend two (2)
consecutive Board meetings, or a total of three (3) Board meetings in
Chapter year, may be subject to removal from the Board.
Article
V
...Duties and Responsibilities
Section 1: The President. The President shall preside at the meetings
of the members and of the Board. He/she shall direct the Chapter and
have charge and supervision of the affairs and business of the SHRM-GMVHRA.
He/she shall maintain liaison and be a current member in good standing
with SHRM.
Section
2: The Vice President. The Vice President, at the request of the President,
or in his/her absence or disability, may perform any of the duties of
the President. He/she shall have such other powers and perform such
other liaison duties as the Board or the President may determine. SHRM-GMVHRA
requires the Vice President to be a current member in good standing
with SHRM.
Section
3: The Vice President for Membership. . He/she shall encourage membership
growth and shall maintain the official membership roster of the Chapter.
He/she shall have such other powers and perform such other duties as
the President may determine. SHRM-GMVHRA requires the Vice President
for Membership to be a current member in good standing with SHRM.
Section
4: The Treasurer. The Treasurer shall be responsible for the financial
affairs of the SHRM-GMVHRA. These responsibilities shall include financial
reports to the Board and arrangements for the annual examination audit
of the accounts as may be required by the Board. He/she shall be responsible
for membership billing. He/she shall also perform such other duties,
as the President shall determine. SHRM-GMVHRA requires the Treasurer
to be a current member in good standing with SHRM.
Section
5: The Secretary. The Secretary shall be responsible for recording and
maintaining the minutes of all meetings of SHRM-GMVHRA, and shall be
responsible for making all members aware of such meetings The Secretary
shall be responsible to keep minutes at all meetings including Board
meetings, general meetings and sub-committee meetings. SHRM-GMVHRA requires
the Secretary to be a current member in good standing with SHRM.
Article
VI
..Committees
Section 1: Committee Organization. Each committee will appoint the chairperson
for that committee, should a problem arise with the appointment the
President will appoint a Chair. The Chairperson and the President 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. Written reports of all meetings shall be submitted
to the Secretary. Members of all committees shall have voting privileges
within their committees.
Section
2: Committee Activity. Committees are established to provide the Chapter
with special ongoing services such as Programs, Membership Communications,
Legislative Affairs, Professional Development, Student Chapter Affairs,
and Public Relations.
Section
3: Membership Committee. Shall be composed of at least 6 members with
at least one member from the Board for the purpose of recruiting new
members, collecting and screening applications and presenting new member
applications to the Board of Directors at Board meetings.
Section
4: Nominating Committee. Shall be composed of at least two members of
the Board and one member at large for the purpose of identifying potential
Board members for GMVHRA. The committee will present a slate of nominations
including officers and Board members to the general membership for a
vote at the June meeting (for the next program year).
Section
5: Program Committee. Shall be composed of at least six members with
at least one member from the Board for the purpose of identifying speakers
and location for the monthly meetings. The program committee will also
select sponsors for monthly meetings.
Article
VII
..Chapter Dissolution
In the event of the chapters dissolution, the remaining monies
in the Treasury, after chapter expenses have been paid, will be contributed
to the SHRM Foundation or such other tax-exempt organization as may
be decided by the majority vote of the members.
Article
VIII
...Statement of Ethics
The SHRM-GMVHRA adopts SHRMs Code of Ethics for members of the
Association in order to promote and maintain the highest standards among
its members. Each member shall honor, respect, and support the purpose
of this Chapter and 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
Association meetings or through the use of information provided to him/her
as a member of the Chapter without the approval from the Board of Directors.
Article
IX
...Amendment of Constitution and Bylaws
Section 1: A copy of all amended Bylaws shall be forwarded to SHRM before
amendment.
The Bylaws may be amended by a majority vote of the members present
at any meeting at which a quorum exists and in which required notice
has been met provided such proposed amendment has been reviewed by SHRM
and is not in conflict with the Societys Bylaws.
Rev 7/2/04