ARTICLE I – IDENTIFICATION
Section 1. Name . The name of the organization shall be Northern Michigan Society for Human Resource Management (herein referred to as the "Chapter").
Section 2. Affiliation. The Chapter is affiliated with the Society for Human Resource Management, herein referred to as SHRM.
Section 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.
ARTICLE II - PURPOSE
The purposes of this Chapter, as a non-profit organization are:
A. To provide ethical, personal and professional development in the HR field through networking, education and efficient meetings.
ARTICLE III – FISCAL YEAR
The fiscal year of the Chapter shall be the calendar year.
ARTICLE IV - MEMBERSHIP
Section 1. Qualifications for Membership. The qualifications for membership in the Chapter shall be as stated in Sections 2 and 3 of this Article. The Chapter is a 100 percent Chapter of SHRM. All Chapter members, regardless of category, must be members in good standing of SHRM. To achieve the mission of the Chapter there shall be no discrimination in individual membership because of race, religion, sex, age, national origin, or handicap. Memberships are individual and are not transferable.
Section 2. Professional Members. Membership shall be limited to those individuals who are (a) engaged in the profession of human resource management at the exempt level for at least three years; (b) certified by the Human Resource Certification Institute; (c) faculty members holding an assistant, associate or full professor rank in human resource management or any of its specialized functions at an accredited college or university and have at least three years of experience at this level of teaching; (d) full-time consultants with at least three years experience in the field of human resource management; or (e) full-time attorneys with at least three years experience in counseling and advising clients on matters relating to the human resource profession. Professional members may vote and hold office in the Chapter.
Section 3. Associate Members. Individuals in nonexempt human resource management positions as well as those individuals who do not meet the Professional member category, but who demonstrate a bona fide interest in human resource management and the mission of the Chapter. Associate members may vote, but not hold office in the Chapter.
Section 4. Applications for Membership. Application for membership shall be on the Chapter application form. All applications shall be reviewed. New members shall be afforded full membership rights from the date of application approval by the Board of Directors.
Section 5. Voting. Each 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 6. Dues. Annual dues shall be established for the next year by the Board of Directors prior to the mailing of renewal notices.
ARTICLE V - MEETINGS
Section 1. Regular Meetings. Regular quarterly meetings shall be held at such times and places as the Board may designate. There will be no meetings in the summer months.
Section 2. Notice of Meetings. A notice of all meetings shall be sent to all members at least ten days prior to the meetings.
Section 3. Quorum. A majority of the members present at a meeting shall constitute a quorum.
ARTICLE VI – BOARD OF DIRECTORS
Section 1. Number. The Board of Directors shall consist of 5 persons and 1 additional at large member for every 10 members determined annually. The following shall be members of the Board of Directors and be officers of the Chapter: President, President-Elect, Past President, Secretary and Treasurer.
Section 2. Qualification. All Candidates for the Board of Directors must be members of the Chapter in good standing at the time of nomination or appointment. Board members may not be elected to serve more than two 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 January 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 vacant office may be filled for the unexpired term by the President with consent of the Board.
Section 5. Quorum. A simple majority of the total Board of Directors shall constitute 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 Articles of Incorporation or bylaws. A 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 cause, upon an affirmative vote of two-thirds of the entire Board of Directors at a duly constituted Board of Directors meeting.
ARTICLE VII - DUTIES AND RESPONSIBILITIES
A. President. The President shall preside at the meetings of the members and of the Executive Committee. He/She shall direct the Chapter and have charge and supervision of the affairs and business of the Chapter. After serving as President, he/she shall serve one more year on the Executive Committee as Past-President, in an advisory capacity without a vote.
B. The President-Elect. The President-Elect serves as Chairman of the Program committee and at the request of the President, or in the President’s absence or disability, performs the duties of the president. He/she shall have the authority to appoint subcommittees as necessary.
C. Secretary. The secretary shall be responsible for recording the minutes of all meetings of the Executive Committee and of any other business of the Chapter, for timely notification of meetings, and general correspondence. He/She shall also perform such other duties as the President may determine.
D. Treasurer. The Treasurer shall be responsible for the Chapter's financial affairs including financial reports to the Executive Committee and arrangements for the annual examination and audit of the account, and membership billing. He/She shall also perform such other duties as the President may determine.
Section 1. Committee Organization. Appointments of Chairpersons to committee are the sole responsibility of the Board of Directors. The board will seek interested members to participate in committee activities. Special Committees or task forces may be organized by the Board to meet particular Chapter needs.
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, Public Relations, etc.
ARTICLE IX – 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 an organization decided upon by the Board of Directors at the time of dissolution (e.g. a local student chapter, the state council, a regional Michigan chapter, an HR-degree program, or other such organization or charity having 503c status).
ARTICLE X – 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.
· Maintain the highest standards of professional and personal conduct.
· Strive for personal growth in the field of human resource management.
· Support the Society’s goals and objectives for developing the human resource management profession.
· 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.
ARTICLE XI – PARLIMENTARY PROCEDURE
Meetings of the Chapter shall be governed by the rules contained in Robert’s Rules of Order in all cases to which they are applicable and in which they are consistent with the Law and Bylaws of the Chapter.
ARTICLE XII – AMENDMENT OF CONSTITUTION AND BYLAWS
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 XIII – 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.