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By-Laws

    INDIANA COUNTY AREA

    SOCIETY FOR HUMAN RESOURCE MANAGEMENT

    BY - LAWS

    Adopted

    Revised 10/15/02

    Revised September 15, 2006

    Revised January 20, 2010

    ARTICLE 1 IDENTIFICATION

    Section1.1: Name - The name of the organization is Indiana County Area Society For Human Resource Management. (hereafter referred to as the Organization)

    Section1.2:SHRM Chapter - The Chapter is affiliated with the 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 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.

    Section1.4: Purposes - The purposes of the organization shall be; (a) to promote the use of sound and ethical Human Resource Management practices in the profession and to serve as a vehicle for the development and professional growth of Human Resource members through direction and example, (b) to provide its members with the opportunity of meeting and exchanging constructive ideas and information with others engaged in similar work and facing similar problems, (c) to be a recognized leader in the community for Human Resource Management by establishing, monitoring and updating standards for our profession, involvement of our members in Community Affairs, and providing direction on Human Resource and other Management issues, and (d) to provide high quality, dynamic, responsive programs and services for our members.

    Section 1.5:Equal Opportunity - The Organization adheres to the principle that all persons engaged in a Human Resource function or allied capacity, shall have equal opportunity to membership, Organization activities and holding office with the Organization. This principle shall be administered in accordance with our By-Laws without regard to race, color, religion, sex, age, national origin, disability, sexual orientation, marital or veteran status or any other legally protected status in accordance with Federal, State and Local laws.

     

     ARTICLE 2 MEMBERSHIP

    Section 2.1: Qualifications for Membership - The qualifications for membership in the Organization shall be as stated in Section 2.2, 2.3, 2.4, 2.5 of this Article. Memberships are individual and are not transferable to other individuals. Persons possessing the necessary qualifications may upon approval of the Association be admitted to membership in one of the classes. Persons employed by, or holding an office in a Labor Union are not eligible for membership.

    Section 2.2: Regular Members – Eligibility includes at least one of the following: Human Resource Professionals who devote at least 50% of their time to personnel, human resources or industrial relations; full time Human Resource Management Consultants; Business Owners who hold full responsibility for the Human Resource function; Faculty members holding assistant, associate, or full professorial rank in Human Resource Management or any of its specialized functions at an accredited College or University; and/or full time Attorneys who counsel and advise management Clients on matters relating to the Human Resource Profession.

    Section 2.3: Associate Members - 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 Organization. Associate members may not vote and may not hold office, but may serve on committees.

    Section 2.4: Student Members - Individuals who are actively enrolled in human resource degree programs at the college or university level. Student members may not vote and may not hold office in the Organization, but may serve on committees.

    Section 2.5: Retired Members - Individuals who are retired from active employment, but met one of the criteria for membership as defined in Section 2, 3, or 4 of this article. Retired members may vote, hold office and serve on committees.

    Section 2.6: Application for Membership - Application for Membership shall be on the Organization application form. All applications shall be reviewed by the membership chairperson(s) with final approval by the Chapter officers. New members shall be afforded membership rights from the date of application approval by the Chapter officers. After approval, new members will be officially notified by an officer of their acceptance and will receive a dues statement and a copy of the By-Laws.

    Section 2.7: Voting - Each Regular and Retired Regular member of the Organization 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 vote.

    Section 2.8: Dues - Annual membership dues shall be established by the incoming membership year Chapter officers. The membership year will be from January 1 –December 31. The Treasurer or membership Chairperson(s)will invoice all prospective members prior to the new program year. Memberships costs will be pro-rated on the quarters for each program year: January-February-March (Full price), April-May-June (75% cost), July-August-September (50% cost), October-November-December (25% cost). A reminder shall be sent by the Treasurer or Membership Chairperson(s) to unpaid prospective members each quarter.

    Membership dues for Associate, Student, and Retired members may be a lesser amount than regular members. New members shall have their membership dues prorated based on the quarter of the year they join following their acceptance into the organization.

     

    ARTICLE 3 MEETINGS

    Section 3.1: Regular Meetings – Regular chapter meetings shall be held monthly during the program year. No meetings will be held during the months of July, August, and December.

    Section 32: Special Meetings - Special meetings of the Organization shall be held on call of the President. A special meeting must be called by the President, if a petition signed by at least 10% of the Regular membership is received.

    Section 3.3: Officer Meetings – Chapter officers shall meet periodically at a time and place designated by the President. Committee chairs may be invited at the discretion of the President. These meetings shall set regular meeting agendas and discuss items relevant to the Chapter.

    Section 3.4: Committee Meetings - For the purpose of carrying out the function of programs, projects, or objectives of the Organization, the various committees may meet at any time, place, and date deemed necessary by the Chairperson of such committee.

    Section 3.5: Notice of Meetings - Notice of the time, place, and subject of each meeting shall be given to all members at least 10 days prior to the meeting. A non-member may attend a maximum of three (3) monthly membership meetings during one (1) program year as a guest of a member in good standing.

    Section 3.6: Quorum - A quorum shall be present before any regular or special meeting, involving nomination, election, or installation of officers, may be called to order. Twenty five percent (25%) of the members present must be regular or retired members to be considered a Quorum. Of that 25%, two must be officers.

     

     ARTICLE 4 BOARD OF DIRECTORS

    Section 4.1:Number - The Board of Directors shall consist of no more than 12 persons. The following shall be members of the Board of Directors and be officers of the Organization: President, President - Elect, Secretary, and Treasurer. The Past President will also be a member of the Board. Additional members shall be elected from among the eligible membership as members of the Board of Directors.

    Section 4.2: Qualifications - All candidates for the Board of Directors must be Regular and/or retired members of the Indiana County Area Society for Human Resource Management. Per SHRM Bylaws, the President must be a current member in good standing of SHRM throughout the duration of his/her term of office. Board members may not be elected to serve more than two years in the same position without a unanimous vote from all other board members.

    Section 4.3: Election - Term of Office -Directors shall be elected by the members at a designated monthly 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. Elected Directors shall assume office in January following their election and shall hold office for one year or until their successor is elected and takes office. A Director may succeed themselves no more than once without unanimous vote from all other board members.

    Section 4.4: Vacancies -Any vacancy in the Board may be filled for the unexpired term by the President with the consent of the Board of Directors.

    Section4. 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 4.6: Board of Directors’ Responsibilities - The Board of Directors shall transact all business of the Organization except as prescribed otherwise in the Article of Incorporation or By-Laws.

    Section 4.7: Removal of Director and Officer.Any Officer or Director may be removed from office, with cause, upon an affirmative vote of two-thirds of the entire Board of Directors at a duly constituted Board of Directors meeting. The Officer or Director shall be entitled to a due process hearing prior to any termination action being imposed.

     

     

     ARTICLE 5 DUTIES AND RESPONSIBILITIES

    Section 5.1: The President - The President shall preside at the regular, special and officer meetings. He/she shall direct the Organization and have charge and supervision of the affairs and business of the Organization. He/she shall maintain liaison and be a current member in good standing of SHRM throughout the duration of his/her term of office.

    Section 5.2: The President – Elect -The President - Elect, at the request of the President, or in their absence or disability, may perform any of the duties of the President. They shall have such other powers and perform such other liaison duties as the Board or the President may determine.

    Section 5.3: The Secretary - The Secretary shall be responsible for recording the minutes of all meetings of the Organization, shall be responsible for making all members aware of such meetings, shall maintain the official membership roster of the organization and shall be responsible for membership invoicing. He/she shall also perform such other duties as the President may determine.

    Section 5.4: The Treasurer - The Treasurer shall be responsible for the financial affairs of the Organization. These responsibilities shall include financial reports to the Officers and members, and arrangements for the periodic examination audit of the accounts as may be required by the Officers. He/She will act as membership Chairperson in lieu of a Membership Chairperson(s). He/she shall also perform such other duties as the President may determine. The signatures of two officers will be required on all checks over the amount of $500.00, one of which should be the Treasurer when at all possible.

     

    ARTICLE 6 COMMITTEES

    Section 6.1: Committees: The establishment of both standing and ad-hoc committees shall be the right of the Board of Directors.

    Section 6.2: Organization - Appointments of Chairperson to committees is the sole responsibility of the President. 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 Organization needs.

    Section 6.3: Chairpersons.Appointment of Chairpersons to committees is the sole responsibility of the President. 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.

    Section 6.4: Activity - Committees may be established to provide the Chapter with special ongoing services such as Programs, Membership, Legislative Affairs, Hospitality, etc.

     

     ARTICLE 7 CODE OF ETHICS

    Section 7.1: Membership Ethics - Members of the Indiana County Area Society for Human Resource Management are expected to:

    • Maintain the highest standards of professional and personal conduct.
    • Strive for personal growth in the field of human resource management.
    • Support the Organization’s goals and objectives for developing the human resource management profession.
    • Encourage their employer to make fair and equitable treatment of all employees a primary concern.
    • Instill in employees and the public a sense of confidence about the conduct and intentions of their employer.
    • Maintain loyalty to their employer and pursue its objectives in ways that are consistent with public interest.
    • Uphold all laws and regulations relating to their employer’s activities.
    • Refrain from using their official positions, either regular or volunteer, to secure special privilege, gain, or benefit for themselves.
    • Maintain the confidentiality of privileged information.
    • Improve public understanding of the role of human resource management.

    This Code of Ethics has been adopted to promote and maintain the highest standards of personal conduct and professional standards among our members. Adherence to this code is required for membership in the Organization and serves to assure public confidence in the integrity and service of human resource management professionals.

     

     ARTICLE 8 INTERPRETATION AND AMENDMENT OF BYLAWS

    Section 8.1: Questions and Interpretations - All questions of interpretation of the By-Laws shall be decided by the Officers, and such decision shall control unless reversed or altered by a majority vote of the Regular Membership.

    Section 8.2: Amendments - The By-Laws 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. A copy of all amended By-Laws shall be forwarded to SHRM National Headquarters for final approval. 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 that 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.

    ARTICLE 9 CHAPTER DISSOLUTION

    In the event of the chapter’s dissolution, the remaining monies in the Treasury, after chapter expenses have been paid, will be contributed to the SHRM Foundation.

    ARTICLE 10 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.

     

    Ratified by the Membership of Chapter and signed by:

    Chapter President ___________________________________________

    Date ____________

    Approved by:

    SHRM President/CEO or President/CEO Designee ________________________________

    Date___________