Chapter Bylaws

ARTICLE ONE – NAME AND GEOGRAPHICAL AREA

SECTION 1 - NAME

This Chapter shall be known as the Utah Chapter of the Public Sector Human Resources Association hereafter in the document as PSHRA.

SECTION 2 - GEOGRAPHICAL AREA

The geographical area covered by this chapter shall be the state of Utah.

ARTICLE TWO – PURPOSES AND OBJECTIVES

The purposes and objectives of this Chapter shall be as follows:

• To implement the objectives and programs of PSHRA within the chapter area.
• To provide a forum for persons engaged in public personnel administration to discuss current challenges and to provide a medium for mutual self-improvement.
• To promote communication and sharing of information among human resource professionals.
• To enhance the image of human resource professionals by recognizing their contributions to the public service.
• To encourage research and development in human resource management.
• To promote excellence through the ongoing development of professional and ethical standards, and career development.
• To promote best practice in human resource management.
• To mentor new professionals in public human resource management.

ARTICLE THREE - MEMBERSHIP AND DUES

SECTION 1 - MEMBERSHIP

Chapter membership shall be open to any person within the Chapter area who is interested in improved personnel administration in accordance with public sector merit system principles and who supports the objectives and programs of this Chapter and PSHRA. Membership shall be open to all individuals regardless of age, gender, religion, race, color, or national origin.

SECTION 2 – MEMBERSHIP CATEGORIES

PSHRA members are those individuals within the Chapter area who are individual, affiliate, emeritus, student, or agency members of PSHRA in good standing. Such persons are automatically eligible for full membership in the Chapter.

Chapter members are those individuals who meet the requirements for membership, but do not hold membership in PSHRA. Such persons shall only be entitled to the membership rights and privileges of the Chapter.
Student members are those individuals who are full-time graduate or undergraduate students or persons who are participating in a formal public service internship program sponsored by a recognized academic institution.

Student members may not vote or hold office but may serve on committees. Such persons shall be entitled to the membership rights and privileges of the Chapter.
Honorary members are those individuals nominated by the Board of Directors and elected by the members for sustained, valuable service to the Chapter and/or outstanding contributions to public personnel administration. Such persons shall be entitled to all the membership rights and privileges of the Chapter for one year. Honorary members shall be limited to a maximum of fifteen (15), of which not more than three (3) shall be awarded in any one calendar year.

SECTION 3 – MEMBERSHIP DUES

The membership dues shall be determined annually by the Board of Directors. Student membership dues shall be fifty percent of Chapter membership dues. Honorary membership dues are waived.

The Treasurer shall notify any member whose dues are thirty (30) days in arrears. If the dues are not paid within thirty (30) days thereafter the member’s membership shall be automatically terminated.

The Board of Directors may, at its discretion and for good cause shown, extend the dues payment period for an additional thirty (30) days.

A member whose membership was terminated due to non-payment of dues may be reinstated upon payment of delinquent amounts plus currently applicable dues. When reinstatement is requested, current membership requirements must be fulfilled.

ARTICLE FOUR – OFFICERS AND DUTIES

SECTION 1 - OFFICERS

The size and composition of the chapter officers will be determined by the chapter board.  The required officers of the board shall be President, Past President, Vice President, Secretary, Treasurer, and Members-at Large.

The President, Vice President, Secretary and Treasurer must be members of PSHRA National and must remain in good standing during their tenure.

The Board of Directors may, at its discretion and with a majority vote, pay for dues associated with these memberships as well as those of the other board members.

SECTION 2 - TERM OF OFFICE

The term for all offices is two (2) years or until a successor has been installed.  Terms shall commence January 31 and end January 30 of the second year following.  The terms of the board members shall be staggered so as to fall on differing years with the President, Past President and Secretary terms ending on even numbered years, and Vice President and Treasurer terms concluding on odd numbered years.  In such a case as an officer is elected to a new office, the term shall be determined by the new assignment.

SECTION 3 - DUTIES OF OFFICERS

The duties of the officers consist of those prescribed by these bylaws, by any special rules of order and procedures, and by the parliamentary authority adopted by the Chapter.

President
It shall be the duty of the President to:

• Act as the principal executive officer of the Chapter and, in general, supervise and control the business and affairs of the Chapter, subject to all meetings of the Board;
• Prepare agendas and preside over all meetings of the Chapter and of the Board of Directors;
• Appoint members to serve on the committees designated to carry out the activities of the Chapter, to serve as an ex-officio member of all committees except the Nominating Committee, and to assist the committee chairs as required;
• Assign responsibilities to Chapter officers or members in order to achieve the goals and objectives of the Chapter; and
• Perform all duties incident to the office of President and such other duties that may be assigned by the Board of Directors.

Past President
It shall be the duty of the Past President to:

• Mentor, guide, and support the incoming President in all duties of the office;
• Facilitate introductions to related professional organizations and individuals;
• Share historical experiences from the term of office as president to assist in achieving continuity and growth for the chapter activities;
• Perform such other duties as may be assigned by the President and/or Board of Directors.

Vice President 
It shall be the duty of the Vice President to:

• In the absence of the President, perform the duties of the President and, when so acting, to have all the powers of and be subject to all the restrictions upon the President; and
• Perform all duties incident to the office of Vice President and such other duties that may be assigned by the President or the Board of Directors.

Secretary
It shall be the duty of the Secretary to:

• Keep the minutes of all Board of Directors meetings and Chapter business meetings,
• Keep the membership records and other records of the Chapter orderly and accurate;
• See that all notices are duly given in accordance with the provisions of these bylaws;
• Review the chapter email and forward to appropriate board members for response.
• Submit an annual report of the Chapter's activities to National PSHRA containing a summary of Chapter activities, new officers, and
• In general, perform all duties incident to the office of Secretary, and such other duties that may be assigned by the President or the Board of Directors.

Treasurer
It shall be the duty of the Treasurer to:

• Keep the financial records of the Chapter and oversee the accounting and disbursement of all Chapter funds;
• Maintain bank accounts in the organization's name;
• Submit to the members an annual financial report and such other reports as the Board of Directors may require;
• Make a financial accounting to any member of the Board of Directors, upon demand;
• Ensure that the Chapter complies with all acceptable accounting methods; and
• Perform all duties incident to the office of Treasurer and such other duties that may be assigned by the President or the Board of Directors.

SECTION 5 - NOMINATION AND ELECTION OF OFFICERS

The method for nomination and election of officers shall be determined by the Board of Directors.  If chapter membership is greater than fifty members and the Board feels fulfilling leadership assignments necessitates more formal methods, then the following protocols shall be observed:

At the President’s discretion, a Nominating Committee consisting of at least three (3) members may be appointed by the President, with one named as chair, at least sixty (60) days prior to the expiration of the terms of the officers. The Committee shall solicit nominations from the membership for a period of not less than thirty (30) days. A member may nominate more than one member for election to the Board including themself.

Nominations from the floor will not be accepted.

The Nominating Committee shall screen the nominees and publish information on the qualifications and professional background of the candidates at least fifteen (15) days prior to the election.  Should one of the committee members be nominated, that committee member shall be immediately replaced with an alternative member.

The Nominating Committee shall present its nominees to the membership. The members shall vote on the slate of candidates. Voting shall be by voice, ballot, or any other means approved by the Board of Directors. A plurality of the votes cast at the meeting shall be necessary for election.

SECTION 6 — REMOVAL FROM OFFICE

Any member of the Board of Directors who becomes a member not in good standing as required by these bylaws, violates the Chapter or Association Code of Ethics, or who fails to participate as an active member of the Board after being elected, may be removed from office. Removal from office requires a majority vote of the Board of Directors at the first Board meeting held after notice has been given to the affected Board member.

SECTION 7 - VACANCIES

If a vacancy occurs in the office of:

• President:  The Vice President shall assume the responsibilities of President until action is taken to fill the vacancy.
• Vice President, Secretary, Treasurer, and Member-at-Large:  If a vacancy occurs in any of these elected offices, and if the unexpired portion of the term is ninety (90) days or more, the Board of Directors shall call a special election. The procedure to be used for the special election shall be determined by the Board of Directors. If the unexpired portion of the term is less than ninety (90) days, the Board of Directors shall designate a Board member or a Chapter member to discharge the duties of the office until the next regular election is held.

ARTICLE FIVE – MEETINGS

SECTION 1 - CHAPTER MEETINGS

The President shall set the time and place for Chapter meetings. At least four (4) regular meetings shall be held annually. All meetings shall be chaired by the President. In the absence of the President, the Vice President shall conduct the meeting. In the absence of the President and the Vice President, a designated member of the Board of Directors shall conduct the meeting.

SECTION 2 – ANNUAL MEETING

There shall be one annual meeting of the members, which shall consist of issues or content determined valuable by the Board of Directors and will include the electing of officers, receiving reports of officers and committees, and for any other business that may arise.

SECTION 3 – SPECIAL MEETINGS

Special meetings may be called by the President or by a majority vote of the Board of Directors at any appropriate time. Notice of special meetings shall be announced in the same manner as are Chapter meetings.

SECTION 4 – NOTICE OF CHAPTER MEETINGS

The Board of Directors determine the scope, purpose, and content of chapter meetings and ensures that each member is notified.

SECTION 5 – VOTING ON CHAPTER AFFAIRS

Each member in good standing whose name appears on the current membership records maintained by the Secretary shall have a voice in the affairs of the Chapter. Members shall vote on matters calling for a decision by the Chapter membership by voice, ballot, or any other means as the Board of Directors may determine.

A quorum shall consist of five percent of the total voting membership for the purpose of transacting Chapter business.

ARTICLE SIX – BOARD OF DIRECTORS

SECTION 1 — BOARD OF DIRECTORS

The Board of Directors shall be comprised of the President, Past President, Vice-President, Secretary, Treasurer, and up to seven Members-at-Large.

SECTION 2 - DUTIES AND GENERAL POWERS OF BOARD OF DIRECTORS

The Board of Directors is responsible for the management of Chapter business, the development of its program of activities, and the establishment of all programs and policies deemed necessary to fulfill the objectives set out in Article Two. The Board shall be subject to the orders of the members and none of its acts shall conflict with action taken by the membership. Officers shall not receive compensation for their services but may be reimbursed for expenses incurred in the performance of their duties. Nothing herein shall preclude officers from serving the Chapter in any other capacity and receiving compensation for such service.

SECTION 3 - MEETINGS OF THE BOARD OF DIRECTORS

The Board of Directors shall meet at the call of the President or upon the request of a majority of Board members. Board meetings, to be held at least quarterly, shall be for the purpose of reviewing Chapter activities, developing plans for future activities, and considering other matters brought forward by Chapter officers and members. A quorum of the Board shall consist of a majority for the purpose of transacting business.

ARTICLE SEVEN – COMMITTEES

SECTION 1 – STANDING COMMITTEES

Standing committees to carry out the business and objectives of the Chapter shall be created by the Board of Directors and appointed by the President as deemed necessary. Committee members shall serve from the date of appointment until the purpose for the committee has been fulfilled or until such time as the President designates. The President shall serve as an ex officio member of all committees except the Nominating Committee.  Standing Committees may include, but are not limited to:

Auditing Committee. An Auditing Committee consisting of three (3) members shall audit the Treasurer's accounts and submit a report to the membership at the annual meeting.

SECTION 2 – SPECIAL COMMITTEES

Special committees may be appointed by the President at any time for the purpose of fulfilling specific needs. Such committees shall continue to exist until they have completed their assignments and have been discharged by the President.

ARTICLE EIGHT: PARLIAMENTARY AUTHORITY

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Chapter in all cases to which they are applicable and in which they do not conflict with these bylaws and any special rules of order the Chapter may adopt.

ARTICLE NINE – FINANCES

SECTION 1 - FISCAL YEAR

The fiscal year shall be from February 1 through January 31.

SECTION 2 – DUES AND INCOME

The primary purpose of membership dues is to meet the operating expenses of the Chapter. Income derived from memberships, gifts, and income from all other sources, unless otherwise designated, shall be used as determined by the Board of Directors.

SECTION 3 – CHECKS, DRAFTS, AND DEPOSITS

All checks, drafts, or other orders for the payment of monies, notes, or other evidence of indebtedness in the name of the Chapter shall be signed by the Treasurer, and in such manner as from time to time shall be determined by the Board of Directors.

All Chapter funds not otherwise designated shall be deposited to the credit of the Chapter in such banks or other depositories as the Board of Directors may select.

SECTION 4 – FINANCIAL ACCOUNTING TO MEMBERS AND BOARD OF DIRECTORS

The financial books and records of the Chapter may be inspected by current members upon giving the custodian of the books and records reasonable notice. This right of inspection shall not include the right to remove the books or the right to receive copies of said items.

The Treasurer shall, upon demand, make a financial accounting to any member of the Board of Directors at any time.

ARTICLE TEN - AMENDMENTS TO BYLAWS

SECTION 1 - CHANGES TO THE BYLAWS

These bylaws may be modified, altered, or amended by vote of the members at any regular or special meeting held for the purpose following the procedures set out in these bylaws.

SECTION 2 - AMENDMENT PROPOSAL

A proposed amendment may be initiated by the Board of Directors or upon written petition of ten (10) or more voting members. Amendments initiated by petition shall be submitted to the President for consideration by the membership.

SECTION 3 - NATIONAL PSHRA APPROVAL

The proposed amendment shall be forwarded to the Secretary of National PSHRA along with a request that the proposed amendment be reviewed for conformity with the objectives and policies established by Association's Executive Council. No action will be taken on the proposed amendment until a response has been received by the Chapter.

• Amendments in Conflict. A proposed amendment deemed by the Executive Council to be in conflict with the objectives and policies of PSHRA shall be remanded to the Chapter membership for reconsideration.
• Amendments in Compliance. A proposed amendment deemed by the Executive Council to be in compliance with the objectives and policies of PSHRA shall be brought before the membership for consideration and adoption.

SECTION 4 - NOTICE

Notice of the meeting at which the proposed amendment will be considered for adoption, shall be given to each member of the Chapter in accordance with Article V, Section 4 of these bylaws. The notice shall include a copy or summary of the proposed amendment and may be accompanied by the recommendation of the Board of Directors.

SECTION 5 - MEMBERSHIP APPROVAL

At the meeting scheduled for consideration of the amendment, the members shall vote on adoption of the amendment. The amendment shall be adopted and become effective immediately upon an affirmative vote of a majority of the active voting members or of two-thirds of the votes cast, whichever is less.

ARTICLE ELEVEN – CHAPTER LIABILITIES

National PSHRA is not responsible for any liabilities incurred by the Chapter.

ARTICLE TWELVE – DISSOLUTION

Upon the dissolution of the Chapter and after payment of all its indebtedness, any remaining funds and other assets shall be distributed to such organization or organizations that are then qualified as exempt within the meaning of Section 501(c)(3) of the Internal Revenue Code and whose purposes are consistent with the purposes of the Chapter as may be determined by a majority vote of the Board of Directors. In the event the Board of Directors cannot elect a suitable recipient by the scheduled adjournment of its fiscal meeting, the assets of the Chapter shall be given to the United Fund in the city in which the Chapter headquarters is located.