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BYLAWS
Northwest Louisiana
Society For Human Resource Management
ARTICLE I –
Identification
Section 1. Name – The name of this organization
shall be known as the Northwest Louisiana Society for Human
Resource Management (NWLA-SHRM), herein referred to as the
“Chapter”.
Section 2. National Affiliation – The Chapter is
affiliated with the Society for Human Resource Management (SHRM),
herein after referred to as “SHRM” and adheres to current SHRM
affiliation requirements and guidelines.
Section 3. Purpose - The purpose of the Chapter,
as a non-profit organization, is to promote the use of sound and
ethical human resource management practices in the profession
and: (a) to be a recognized leader in human resource management;
(b) to provide high quality dynamic and responsive programs and
services to our members with interest in human resource
management; (c) to provide an opportunity for the exchange of
ideas and the discussion of all phases of human resource
management; (d) to be the voice of the profession on human
resource management issues within the community.
Section 4: 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 be 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 SHRM
without the express written consent of SHRM.
ARTICLE II –
Membership
Section 1. Qualification for Membership - The
qualifications for membership in the Chapter shall be as stated
in Section 2 of this Article. To achieve the purposes of the
Chapter, there shall be no discrimination in individual
memberships because of race, religion, gender, age, national
origin, disability, veteran status or gender orientation.
Memberships are individual and are not transferable to other
individuals. Any individual who attempts to transfer membership
will be asked to re-apply for individual membership.
Section 2. Types of Membership
A. Professional Members – Professional membership may be
granted to those persons who, at the time of application, have
responsibility for the development, supervision and
administration of the formal human resource program of their
respective organization in any one of the following functional
areas: Employment, Placement, Human Resource Planning, Training
and Development, Employee and Labor Relations, Compensation and
Benefits, Health/Safety/Security, Human Resource Research or
Equal Employment Opportunity Administration. Professional
members may vote and hold office in the chapter.
B.
Associate Members – Individuals in a human resource position
and/or individuals who do not meet the qualifications of other
classes of membership but who can demonstrate, to the
satisfaction of the Board of Directors, a bona fide interest in
the human resource profession and in the purpose of the chapter.
This includes:
(1)
Individuals who are not presently employed in the human resource
profession, but have been employed in the profession previously,
or who can demonstrate a bona fide interest in becoming employed
in the profession.
(2)
Individuals who have graduated within the last two (2) years
with a bachelors degree or professional certificate with a major
emphasis in the human resource profession who have not yet
secured employment in the profession, and/or
(3)
Professional members who are not presently active in the
practice of human resources but who intend to return to the
profession. Individuals in this category may retain associate
membership in the Chapter for up to two (2) years.
Associate membership shall not exceed
20% of the total membership at the time of application. No
associate member shall lose membership status or be denied
renewal of their membership if the loss of professional members
should cause the professional membership to fall below the
majority requirement.
Any application for a new associate
membership after date of ratification of these bylaws shall
include confirmation of current membership in SHRM.
Additionally, the associate member must maintain a current
membership in SHRM. Associate members will pay regular dues and
luncheon costs, may vote and serve on the Board of Trustees and
committees, but may not be an officer of the Chapter.
C. Honorary Members – Honorary membership may only be granted
by the majority vote of the Board of Directors. Any
professional member in good standing at the time of retirement
from any firm, organization or institution may be selected for
honorary membership; and/or any employee of a governmental
agency actively engaged in a human resource related profession
(i.e., unemployment insurance, workers’ compensation, job
service, etc.) may be selected for honorary membership in the
chapter. Honorary members shall be entitled to full membership
without the payment of dues but may not vote or be a member of
the Chapter Board of Directors.
Section 3. Membership Approval – All applications
for membership must be approved by the Board of Directors. The
Vice President for Membership will notify the applicant of the
decision by the Board of Directors.
Section 4. Termination of Membership –
Membership in this Chapter may be canceled by a majority vote of
the Board of Directors for the following reasons:
A. No longer meeting the eligibility
requirements in Section I of this article.
B. Failure to practice and support
the policies of Article VIII of these bylaws.
C. Membership shall terminate when a
member has not paid annual dues by April 1 of the current year.
Section 5. Guests – An individual who is not a
professional, associate, or honorary member of this Chapter
shall be limited to the attendance of three meetings in a
Chapter year without the submission of an application for
membership. Such guests must have been invited to the meeting by
a member of the Chapter or must have made contact with a member
expressing an interest in becoming a member of the Chapter.
ARTICLE III
– Dues
Membership dues of the Chapter will be for the calendar year
beginning January 1 through December 31. The annual dues for
membership will be established by vote of the membership at a
regularly scheduled meeting. Annual membership dues are due in
full during the month of January of each calendar year.
Membership shall terminate when a member has not renewed by
April 1 of the current year.
ARTICLE IV –
Meetings
Section 1. Regular Meetings – Regular meetings
shall be held monthly at such time and place determined by a
majority vote of the members present at a regular meeting.
Meetings during the summer months may be omitted by majority
vote of the membership at a regular meeting.
Section 2. Notice of Meetings – A calendar of
events shall be maintained on the chapter website (www.nwlashrm.org).
An electronic reminder of all meetings shall be sent to members
at least ten (10) days prior to the meetings.
Section 3. Quorum – Twenty-five percent of the
chapter membership shall constitute a quorum for the transaction
of business. The Chapter Treasurer shall be responsible for
determining whether a quorum is present at each meeting, and the
President will announce it at the beginning of each meeting. In
the absence of a quorum, the Board of Directors shall render the
final decision.
Section 4. Restrictions – Solicitations for
purposes other than Chapter activities shall not be permitted at
meetings. Failure to comply will be cause for termination of
membership following Board review of a complaint.
ARTICLE V –
Board of Directors
Section 1. The Board of Directors shall consist
of 12 members. The following shall be members of the Board of
Directors and officers of the Chapter: President,
President-Elect, Vice President for Membership, Treasurer, and
Secretary. Six additional members shall be elected from among
the eligible membership as members of the Board of Directors.
These board members may include services such as Membership
Communications, Legislative Affairs, Student Chapter Affairs,
Professional Development, SHRM Foundation, etc. The twelfth
Board member shall be the immediate Past President.
Section 2. Qualifications – All officer
candidates must be professional members of the Chapter in good
standing at the time of nomination or appointment. Remaining
members of the Board of Directors may be either professional or
associate members in good standing at the time of nomination or
appointment.
Section 3. Term of Office – All elected members
of the Board of Directors will be elected for a term of one (1)
year at the November meeting on the basis of recommendation of
the Nominating Committee or nominated and seconded from the
floor by two members in good standing. Each elected board
member shall assume office in January of the year of his/her
election and shall hold such office for one (1) year or until
his/her death, resignation or removal. The election of the
President-Elect shall constitute a three-year commitment: one
year as President-Elect, an immediate one-year succession to the
office of President, and an additional year as immediate Past
President.
To assure continuity, the subsequent year’s slate of Board
members shall be made up of at least two Board members from the
current slate of Board members. To assure that all viewpoints of
the membership are represented, at least two members who are not
currently serving shall be elected.
Vacancies in any of the aforementioned Board memberships caused
by resignation, disqualification or any other cause shall be
filled by an election of the membership at a regular meeting on
the basis of recommendation of the Nominating Committee.
Section 4. Duties of the Office – All officers of
the Chapter must be members in good standing of SHRM.
Duties of the officers are described below:
A. President – The President is an elected officer and serves
a one-year term as the Chapter chief executive officer.
Responsibilities of this office shall include:
(1) Conducts the business of the Chapter in accordance with
the Chapter bylaws and serves as chairperson of the Board of
Directors and presides at all business meetings.
(2) Appoints all committees, taking into consideration the
recommendation of the Board of Directors and serves as
ex-officio member of all committees except the Nominating
Committee and the Persy Award Committee.
(3) Serves as the chief spokesperson for the Chapter on all
issues pertinent to the human resource profession. Represents
the Chapter and profession among the Chapter’s members, the
general public and other professional organizations. In this
regard, the president shall keep the Board of Directors advised
of statements relating to such matters.
(4) Maintains contact with the general membership of the
Chapter. Represents the Chapter at the SHRM National Conference,
if in attendance, and report on Chapter activities. Represents
the Chapter on the Louisiana SHRM Council. In order to fulfill
this duty, the President must be a SHRM member during the year
he/she serves as President. (State council membership is
restricted to the current local Chapter President with SHRM
membership in good standing.)
B. President-Elect – The President-Elect is an elected
officer of the Chapter who serves a one-year term as the officer
first in succession to the presidency. Responsibilities of this
office shall include:
(1) Serves as Vice President of the Chapter for corporate and
legal purposes and serves as the acting President of the Chapter
in the event of a vacancy in the presidency.
(2) At the request of the President or in the absence or
disability of the President, may perform any and all duties of
the President.
(3) Performs liaison duties as the Board of Directors
or the President may determine.
(4) Serves as Chair of the Program Committee. This
responsibility includes programs conducted at all regular
meetings of the members, social functions, and any workshops and
seminars sponsored by the Chapter as determined by the President
and Board of Directors. Has the authority to appoint
subcommittees to plan and implement the activities associated
with the program year.
(5) Able to sign checks along with the President or
Treasurer in the absence of either aforementioned.
C. Vice-President for Membership – The Vice President for
Membership shall be an elected officer who serves a one-year
term as the officer next in rank to the President-Elect.
Responsibilities of this office shall include:
(1) Serves as Acting President of the Chapter in the absence
or incapacity of both the President and the President-Elect.
(2) Serves as Membership Committee Chairperson.
(3) Works closely with the Treasurer to: maintain accurate
and up-to-date membership records to aid in the development of a
membership directory and mailing lists; oversee the mailing of
annual dues billing to all membership; and see that annual dues
are collected from all members of the Chapter.
D. Treasurer – The Treasurer of the Chapter is an elected
officer who serves a one-year term as the Chapter’s financial
officer. Responsibilities of this office shall include:
(1) Responsible for all the financial affairs of the
Chapter.
(2) Collect and deposit all revenues and process disbursements
of all expenses approved by the President and the Board of
Directors.
(3) Maintain accurate financial records and prepare financial
reports monthly to be presented at the monthly board meeting and
provide copies for auditing purposes. Cooperate with the
Auditing committee in conducting the year-end audit.
(4) Working closely with the Vice President for Membership,
the Treasurer will assist with the annual membership billing.
(5) Act as chairperson of the Finance Committee and assist in
the development of a reasonable budget for the Chapter and
ensure that the budget is adhered to throughout the year.
E. Secretary – The Secretary of the Chapter is an elected
officer who serves a one-year term as the Chapter’s official
recording officer. Responsibilities of this office shall
include:
(1) Keep all Chapter records, reports, and membership lists
including an official book of all Chapter meeting minutes and a
permanent record of all annual reports as submitted by Board
members and Committees.
(2) Assist the President of the Chapter in developing
meeting agendas.
(3) Responsible for submitting Board of Director meeting
minutes to the President for signature prior to their being
published.
(4) Responsible for dispensing all public notices to various
media at the request and under the direction and approval of the
President.
ARTICLE VI –
Committees
Section 1. Committees are established to provide
the Chapter with special ongoing services such as Programs,
Membership Communications, Legislative Affairs, Professional
Development, Student Chapter Affairs, SHRM Foundation, etc.
Section 2. In addition, the following committees
shall be appointed by the President and shall serve as needed
throughout the calendar year:
A. Finance Committee – The Treasurer shall serve as
chairperson of the committee and it shall be composed of three
(3) members appointed by the President. The committee shall have
the responsibility for making recommendations to the Board of
Directors for long-range financial planning, including, but not
limited to, budgeting and funding of the Chapter’s activities.
This committee shall prepare an annual budget to be presented to
the general membership for approval.
B. Audit Committee – The Audit Committee shall have the sole
responsibility for auditing all accounts of the Chapter and
shall be appointed by the Board of Directors. This audit will be
performed at the end of each fiscal year and at other times as
deemed necessary and expedient by the Board of Directors.
C. Nominating Committee – This committee shall be appointed
by the President for a one-year term. It shall be their duty to
nominate and publish to the members, one month prior to the
November meeting, candidates to be voted on at that meeting, and
fill any Board vacancies that may occur during the year. Other
nominations may be made from the floor. The Nominating Committee
shall be composed of not less than three (3) or more than five
(5) active Chapter members.
D. Persy Award Committee – The committee shall be appointed
by the President. The duty of the committee is to review the
nominees and, based on the criteria, recommend to the Board of
Directors a Persy Award recipient for the year. Eligibility
criteria for candidates for this award are listed on the Persy
page of the Chapter website (www.nwlashrm.org/persy).
The committee shall consist of five (5) Chapter members as
follows:
(1) Two past Persy Award recipients;
(2) Two members from the general membership; and
(3) One member from the current Board of Directors,
excluding the President.
ARTICLE VII
– Expenditure of Funds
The Treasurer shall have charge of all funds and their
disbursement under the direction of the Board of Directors. The
Board of Directors is authorized to spend funds necessary to
conduct business as set forth in the approved budget. The
Treasurer shall be required to sign all checks along with the
signature of the President. In the absence of the President, the
President-Elect may sign checks in lieu of the President. The
Treasurer shall have the authority to disburse funds in
accordance with the approved annual budget without Board
approval. Board approval will be necessary for disbursements of
funds, which are not budget line items. This approval will
require two-thirds (2/3) majority vote of the entire Board of
Directors. Any disbursement of funds, not in the budget, of more
than 1% of the annual budget, shall require general membership
approval.
ARTICLE VIII
– Statement of Ethics
The Chapter adopts SHRM’s Code of Ethical Standards for the HR
Profession for members of the Chapter 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 Chapter meetings or through the use of information provided
to him/her as a member of the Chapter without approval from the
Board of Directors.
ARTICLE IX –
Dissolution
In the event of the dissolution or liquidation of this
organization, any surplus funds in excess of then current
outstanding liabilities shall be transferred and delivered to
the Society for Human Resource Management (SHRM) Foundation,
providing that it then has tax-exempt status under existing
United States Internal Revenue Codes and Regulations; and in the
event that it cannot or will not accept the same, then funds
shall be disbursed to any charitable, scientific or educational
institution having tax-exempt status as may be designated by the
Board of Directors. In no event shall any of the funds be
disbursed to the members of the Chapter under final liquidation.
ARTICLE X –
Amendment of Bylaws
All proposed amendments to the bylaws must be presented in
writing to the Board of Directors for review, no such amendment
shall be effective unless and until approved by the SHRM
President/CEO or his/her designee as being in furtherance of the
purposes of the SHRM and not in conflict with SHRM bylaws. Any
motion to amend the bylaws shall clearly state that it is not
effective unless and until approved by the SHRM President/CEO or
his/her designee. Once approval is received from SHRM, the
proposed amendments will then be presented to the general
membership with recommendations from the Board of Directors at
the next regular Chapter meeting. All members of the Chapter
must be notified at least ten (10) days prior to the regular
meeting at which the amendments will be voted on. The by-laws
may be amended by a two-thirds affirmative vote of the eligible
voting members present at the meeting. Amendments so adopted
will be effective immediately unless otherwise stated.
ARTICLE
XI -- Withdrawal Of Affiliated Chapter Status
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.
ARTICLE XII
These bylaws cancel and supersede in their entirety any previous
rules under which the Chapter has been operating.
Revised and approved by membership: February 27, 1990
September 28, 1993
June 27, 1994
September 26, 1995
November 19, 1997
October 23, 2001
July 26, 2005
Note* These revised bylaws are not effective until approved and
signed by SHRM CEO or designee
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