By-Laws
I. Name and Affiliation
The name of this organization shall be the Twin Cities Human Resource Association, and may also be known as TCHRA. The use of the Association's name, in various publications and/or its sponsored activities in connection with sponsorship or promotion of any private business enterprises, activity or interest is prohibited. The Association's President may, however, with the advice and consent of one other Association Officer, authorize such use in instances where they believe the purposes of the Association are thereby served.
The Chapter is affiliated with the Society for Human Resource Management (herein referred to as “SHRM”).
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 agency 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.
II. Purpose
The purpose of the Association shall be:
- To promote high standards of competence among members and contribute to their career development in a manner which will enhance their effectiveness as human resource professionals.
- To influence and enhance member-employing organizations through the effective utilization of human resources.
- To educate and inform members, the public and legislators, regarding important, human resource issues.
III. Fiscal Year
- The fiscal year of the Chapter shall be from June 1 through May 31.
IV. Membership
Membership in the Chapter is held in the individual’s name, not an organization with which the member is affiliated. Membership in the Association shall be open to the following persons:
- Professional Member:
Individuals actively engaged in the practice or education of human resource management. Professional members have the right to vote on items brought to them by the board of directors, such as bylaws and slate of officers. They may hold a Board position in TCHRA.
- Student Member:
Individuals who do not meet the criteria of the other designated membership categories and are actively enrolled in a human resources degreed program. Student members do not have voting rights and may not hold a Board position in TCHRA.
- Associate Member:
Individuals who do not meet the criteria of the other designated membership categories and who have an interest in the field of human resource management. Associate members do not have voting rights and may not hold a Board position in TCHRA.
- Lifetime Member:
Individuals who have been identified and approved by the Board of TCHRA as having made an exceptional contribution to the HR profession and/or TCHRA. Lifetime members will include Past Presidents of TCHRA. Lifetime members have the same rights as professional members.
Members who have been found by the Association's Board of Directors to have engaged in any activity which is prohibited by the Code of Ethics of the Association's By-Laws, including unauthorized use of Association Directories and the direct solicitation of business at any of its meetings, shall be subject to expulsion from the Association.
V. Dues
Dues shall be payable upon receipt of a billing statement from the Association but not later than 30 days from thereafter. Billing statements will be sent to each member. New Membership dues may be paid at any time during the calendar year, and once paid membership will be valid through the anniversary of the date the original dues were paid. Dues for the next membership year will be payable within 30 days of the membership anniversary date. In the event members leave their employers, for whatever reason, the membership will remain with the members and will transfer with them to any new employer.
VI. Officers--Elections--Terms of Office
The Officers of the Association, the Board of Directors -- President, the Vice President of Communications and the Vice President of Finance & Administration shall be elected for a term of two years by the regular membership of the Association. The positions of President, Vice President of Finance & Administration, and the Vice President of Communications shall be elected on even years. In the event that the Vice President of Finance & Administration, and the Vice President of Communications cannot finish their two-year term the President will appoint someone to serve out the rest of the two year term. The Vice President of Member Resources, Vice President of Programs, Vice President of Professional Development, Vice President of College and Community Relations, and Vice President of Government Relations shall be elected for a term of one year by the voting membership of the Association. One of the elected officers will be identified as the President Elect and will perform the duties of the President during his/her absence.
Election of officers shall be conducted as follows: By February 1 of each year, the President shall appoint from among the membership, a nominating committee of three members who shall make a careful study of the membership and select at least one candidate for each office. Such candidates shall have been regularly and actively engaged in a bona fide professional, educational, or consulting capacity within the field of personnel or industrial relations or any of its specialized phases in government, business or industry for a minimum of three years. After obtaining consent to serve, if elected, this slate shall be presented to the members for election via email and online notification on the TCHRA website, with tenure of office to begin June 1. Voting members of the Association will be able to nominate candidates during a specific timeframe as detailed in the original election notice. Ballots will be cast via email or online voting during a specific period of time. Voting members in need of paper ballots will be able to request one from the election committee. If there is only one candidate for an office after nominations have been officially closed, such candidate will be considered elected to the office by acclamation.
VII. Duties of Officers
President - The President shall be Chief Executive Officer of the Association; shall be an ex officio member of all committees except nominating; shall serve as presiding officer at meetings of the members and of the Board; shall ensure that a strategic plan for the Association exists and is reviewed and updated within six months of taking office, to include the annual objectives; shall have general charge and supervision of the affairs and business of the Association; shall appoint all standing committee chairpersons and all special committees.
Vice President of Finance and Administration - The Vice President of Finance and Administration shall be responsible for financial and administrative affairs of the Association, including the development of an annual budget within four months of taking office.
Vice President of Programs - The Vice President of Programs shall be responsible for team programs of the Association.
Vice President of Member Resources – The Vice President of Member Resources shall be responsible for Association membership and coordination of member services.
Vice President of Professional Development - The Vice President of Professional Development shall be responsible for Association activities which are directed toward the individual professional development of members.
Vice President of Communications - The Vice President of Communications shall be responsible for keeping members and public informed of the Association's programs, accomplishments, or points of view.
Vice President of Government Relations - The Vice President of Government Relations shall be responsible for coordinating activities which reflect the Association's commitment to government affairs.
Vice President of College and Community Relations - The Vice President of College and Community Relations shall be responsible for coordinating activities which reflect the Association’s commitment to college, university, and community relations and activities that support the mission of TCHRA.
Core Leadership Area (CLA) Directors.Core Leadership Area Directors shall have such powers and perform such liaison duties as the Board or the President may determine. The responsibility includes awareness sessions and initiatives in the particular CLA as determined by the President and the Board. He/she shall have the authority to appoint sub-committees to plan and implement the activities associated with the CLA for the year. (NOTE: Recommended additional language - The chapter requires each CLA Director to be a current member in good standing of SHRM throughout the duration of his/her term of office.)
VIII. Board of Directors and Leadership Team
The Board of Directors shall consist of the current officers of the Association. The immediate past President shall automatically become an ex officio member of the Board of Directors. The Board shall have full and complete charge of all operations, finances and procedures, and in general supervise all affairs of the Association not otherwise reserved to members by these By-laws. The Board or its designee shall approve all applications for membership in the Association. It may appoint members to fill vacancies on the Board; such members to serve until the next general election. It may, by a two-thirds vote of the entire Board, remove an officer for failure to properly discharge the duties of office.
All candidates for the Board of Directors must be Professional members of the chapter in good standing at the time of nomination or appointment and for their complete term of office. The Chapter also requires that each Board member be a current member in good standing of SHRM throughout the duration of his/her term of office.
The responsibilities of each member of the Board of Directors shall be as outlined in the position descriptions maintained by the TCHRA Administration and distributed to the Chapter Board. The position descriptions are subject to change as deemed necessary by the President and the Chapter Board.
The Board of Directors may establish a Leadership Team which may include all team leads and committee chairs for the purpose of discussing issues that need to be voted on, and reviewing and developing objectives to carry out the Association's strategic plan. This team shall operate under the direction of the President.
IX. Committees
The President of the Association, with the approval of the Association's Board of Directors, shall have the authority to appoint committees from among the Association's membership and to name their chairpersons. Each committee shall meet at the call of its chairperson or at the request of the President for the purpose of discharging its responsibilities to the Board of Directors.
X. General Meetings
There shall be at least one general meeting open to all members during each program year. The Board of Directors shall determine where the meetings will be held. General meetings and programs will be advertised via the TCHRA communication tools, including but not limited to the News and Views newsletter, TCHRA website and exact target email blasts.
XI. Teams
Meetings of TCHRA teams are devoted to the study of special areas of human resource administration in an effort to expand the knowledge and understanding of its members. Through this medium, members can exchange ideas and experiences, take part in more structured sessions such as panels or study groups, and listen to speakers from local and national human resource areas, management consulting, academic environments, general management and others. Program teams are under the leadership of their respective officers and plan and schedule their events. Teams may be formed, combined and/or disbanded as the Board deems apparent and appropriate. Each TCHRA member is eligible to participate in all teams. The list of active Teams will be maintained and published on the TCHRA website.
XII. Board Meetings
The Board of Directors shall meet at the call of the President or his or her designee, as often as deemed necessary to discharge its duties. The place shall be determined by the person(s) calling the meeting. Quorum: A simple majority of the Board members shall constitute a quorum for the conducting of business. Board meetings will be open to Officers of the Board, members of Leadership team (Team Leads), and invited guests or speakers that have been pre-arranged with the President prior to the Board meeting. Members who are not part of the Board of Directors or Leadership team may ask for items to be added to the Board meeting agenda by contacting the President or an Officer of the Board, who will then review the request with the President prior to the Board meeting. The President may call for a closed session when necessary.
Voting: Except as otherwise provided in these By-Laws, when a quorum is present, a simple majority vote shall be sufficient to carry all motions at Board meetings. Votes submitted via written and/or electronic method shall count toward the majority vote.
Board meetings shall be governed by the rules contained in the Robert’s Rules of Order (newly revised) in all cases to which they are applicable and in which they are consistent with the Law and Bylaws of the Chapter.
XIII. Amendments to By-Laws
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 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. Voting may be conducted electronically.
XIV. Equal Opportunity
This Association adheres to the principle that all persons have equal opportunity and access to all Association activities, including the holding of office, without regard to race, color, creed, religion, national origin, sex, marital status, sexual orientation, status with regard to public assistance, disability, age, or any other characteristics protected by law.
XV. Financial Disclosure
The financial records of the Association shall be open to inspection by any member at a mutually agreeable time and location, upon request to the Association President.
XVI. Chapter Dissolution
In the event of the chapter’s dissolution, all remaining monies, after the chapter expenses have been paid, will be contributed to an organization decided upon by the Board of Directors at the time of dissolution. Said organization or charity will have purposes consistent with those of the Chapter and the HR profession.
XVII.Withdrawal of Affiliated Chapter Status
Affiliated chapter status may be withdrawn by the President/CEO of SHRM and his or 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 will 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 thirty (30) days. 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.
XVIII. Terms Used
As used in these by-laws, feminine or neuter pronouns shall be substituted for those of the masculine form, and the plurals shall be substituted for the singular number in any place where the context may require such substitution or substitutions.
