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Kennebec Valley Human Resources Association
Society of Human Resource Management
-Bylaws- ARTICLE I Identification
Section I. Name. The name of the association is the Kennebec Valley Human Resources Association (Association or KVHRA).
Section II. Affiliation. The Association is affiliated with the Society for Human Resource Management (SHRM).
Section III . Purpose. The purpose of the Association is to advance the human resources profession by providing opportunities for human resources practitioners to gain knowledge in the field and to exchange experience through networking with other professionals and organizations. This will be accomplished through meetings, programs, forums and other means deemed advisable by the membership or the Board of Directors. ARTICLE II Membership Section I. Qualifications. Qualifications for membership in the Association is as stated in this Article. As a requirement for membership in the Association, regardless of membership category, individuals must be members in good standing of SHRM. In considering individuals for membership, the Association will not discriminate on the basis of race, religion, sex, age, national origin or handicap. Memberships in the Association are individual and may not be transferred to others. There are three (3) categories of members in the Association: professional members; consultant members; and associate members.
Section II. Professional Members. Professional membership is limited to those persons actively engaged in the practice of human resource administration at the management or FLSA-exempt level and having at least three years directly related experience in human resource management, or equivalent, and whose primary responsibility is in human resources, personnel management or industrial relations. Professional members may vote and hold office in the Association.
Section III . Consultant Members. In accordance with the above purpose of the organization, persons engaged in consulting activities may be admitted to the Association. A “consultant” is one who, based upon significant experience in the human resources profession or extensive directly related formal education, provides advice and expertise to the human resource community. The definition of consultant includes employees of third party businesses devoted substantially to acting as employment agencies and temporary agencies. “Consultant” also includes those individuals engaged solely in the marketing of specific human resource products or sets of products, such as software, publications and equipment. Consultant members may not actively solicit their services. Consultant members may not vote or hold office in the Association.
Section IV. Associate Members. Associate membership is for persons not eligible for professional membership but who demonstrate a bona fide interest in human resource management and are employed in FLSA nonexempt human resources positions. In addition, Associate membership includes students who are actively enrolled in a human resources degree program at the college level. Associate members may not vote or hold office.
Section V. Application for Membership. Application for membership is made on a form provided by the Association, and the Membership Chair shall review all membership applications and present to the Board of Directors all applications along with a recommendation for approval or disapproval. The Board of Directors shall afford new members full membership rights from the date of application approval.
Section VI. Membership Approval. All memberships require approval by a majority vote of the Board of Directors.
Section VII . Termination of Membership. By a two-thirds vote, the Board of Directors may terminate a membership. In addition, if a member's dues are more than two months in arrears, membership will automatically be terminated unless extended by vote of a majority of the Board of Directors. Unless approved by the Board of Directors, distribution of a membership list to a person who is not a member is grounds for termination of membership.
Section VIII. Membership Lists. Membership lists are the property of the Association and will be provided free of charge to members, upon request. Memberships lists may not be used for commercial or solicitation purposes and members may not distribute membership lists to nonmembers.
Section IX. Annual Dues. Dues become due by July 1st of each year or as otherwise established by the Board of Directors. The Board of Directors shall establish the dues for each category of membership and review the dues on an annual basis.
ARTICLE III Meetings
S ection I. Board of Director Meetings. Board meetings are held on the 3rd Tuesday of each month for nine or more months each calendar year at such times and places as the Board of Directors may designate. Section II. Annual membership meetings. The Association shall hold an annual meeting of the membership for the purpose of electing directors and officers and conducting other business as determined by the Board in May of each year or at such other time as determined by the Board.
Section III . Special Meetings. Special meetings of the Association or the Board may be held at such times and places as the Board of Directors may designate.
Section IV. Notice of Meetings. The Board of Directors shall give written notice of all annual or special meetings of the Association at least ten days prior to the meeting.
Section V. Quorum. A quorum for annual and special meetings consists of at least 20% of members eligible to vote on association matters.
ARTICLE IV Elections
Section I. Nomination Balloting. Nominations and elections of officers and directors are conducted in accordance with the following procedures:
a. A Nominating Committee, comprising of the Vice President and no less than three other members (one of which may not be a Board member), one (1) selected by the Vice President of the Association and two (2) selected by the current President shall prepare and submit to the President the name of one nominee for each office to be filled.
b. The list of nominees will be placed on a ballot and made available to all voting members of the Association at least ten days prior to the election each year. Space must be provided on the ballot for write-in candidates.
Section II. Elections.
a. Elections will be held by ballot at the annual meeting of the Association.
b. Each officer and director will be elected on the basis of a plurality of the votes cast. c. Members must be present to cast their vote.
ARTICLE V Board of Directors
Section I. Number. The Board of Directors shall consist of the President, Past-President, Vice President, Secretary, Treasurer, Membership Chair, Program Chair, and two At-Large members from among the voting membership.
Section II. Qualifications. All candidates for the Board of Directors must be professional members of the Association at the time of nomination and appointment.
Section III . Term of Office. All Board members are elected as provided in these Bylaws. Board members shall assume office on July 1 following his/her election and shall hold such office in accordance with the following terms or until death, resignation, or removal. The President, Vice President and Treasurer will serve two-year terms. The Secretary, Membership Chair, Program Chair and At-Large Members will serve one-year terms. No person shall serve in the same office more than two consecutive terms.
Section IV. Vacancies. Except for the office of Association President, any vacancy on the Board of Directors may be filled by vote of the majority of the remaining Directors. A person elected or appointed to fill a vacancy shall serve for the unexpired term. The unexpired term shall not count toward the two (2) consecutive term limit found in Article V, Section III .
Section V. Removal from Office. Any Director who is absent from three (3) consecutive Board meetings without explanatory communication acceptable to the President may be considered to have resigned and, upon approval by a majority vote of the Directors present and voting at any regular meeting of the Board of Directors, such Director’s resignation shall be accepted.
Section VI. Quorum. A majority of the Board of Directors shall constitute a quorum for the transaction of business. The act of majority of the Directors present and voting at any meeting at which there is a quorum is an act of the Board. ARTICLE VI Duties
Section I. President. Except as otherwise provided in these bylaws, the President shall call and preside at the meetings of the Association and the Board, and shall have general charge and supervision of the affairs and business of the Association.
Section II. Vice-President. The Vice-President, at the request of the President, or in the President's absence or disability, may perform any of the duties of the President. The Vice-President shall have such other powers and perform such other duties as the Board or the President may determine.
Section III . Secretary. The Secretary is responsible for the preparation of the record of proceedings of all meetings of the Board and of any other business meetings of the Association and is responsible for making all members aware of such meetings.
Section IV. Treasurer. The Treasurer is responsible for the financial affairs of the Association. This responsibility shall include preparing quarterly financial reports for the Board and general membership. He/she is responsible for membership billing and related duties.
Section V. Membership Chair. The Membership Chair is responsible for the management of the membership function of the Association.
Section VI. Program Chair. The Program Chair is responsible for the management of the activities of the Program Committee to provide programs for the chapter members of the Association.
Section VII . At-Large Members. At-Large Members are responsible for general Board duties and may be assigned special projects as necessary.
ARTICLE VII Parliamentary Procedures
Robert's Rules of Order shall govern all parliamentary procedures unless otherwise specified in these Bylaws. ARTICLE VIII Statement of Ethics
The Association adopts SHRM's 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 Association and SHRM. ARTICLE IX Amendment to Bylaws
The bylaws must be adopted and may be amended or revised by ballot by a two thirds affirmative vote of the entire Board of Directors, provided, however, that notice of the proposed amendment or revision is made available to all Directors at least ten days before the proposed vote. In addition, the members may amend or repeal a bylaw provision by a majority vote of all voting members of the Association and in such case the Board of Directors may not, for two years thereafter, amend or readopt the bylaw provision thus amended or repealed by the members.
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Bylaws
