NUHRA Chapter Bylaws
Revised:   June 2014
Board Approved:  June 11, 2014
SHRM Review:  Approved

Article 1...............Chapter Name

Section 1.1: Name.  The name of the Chapter is the Northern Utah Human Resource Association (herein referred to as NUHRA).

Section 1.2:  Affiliation.  NUHRA is affiliated with the Society for Human Resource Management (herein referred to as SHRM).

Section 1.3: Relationships. NUHRA 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 NUHRA. NUHRA shall not hold itself out to the public as an agent of SHRM without express written consent of SHRM. NUHRA shall not contract in the name of SHRM without the express written consent of SHRM.

Article 2...............Purpose

The purposes of NUHRA, as a non-profit organization, are:

• to provide a forum for the personal and professional development of our members;
• to provide an opportunity to develop leadership, managerial, public speaking and group decision-making skills;
• to provide an arena for the development of trust relationships where common problems can be discussed and deliberated;
• to provide an opportunity to focus on current human resource management issues of importance to our members;
• to provide a focus for legislative attention to state and national human resource management issues;
• to provide valuable information gathering and dissemination channels;
• to provide a pool of human resource management leaders for perpetuation of NUHRA and of SHRM;
• to serve as an important vehicle for introducing human resource management professionals to SHRM;
• to serve as a source of new members for SHRM; and
• to serve as part of the two-way channel of communications between SHRM and the individual members.

NUHRA supports the purposes of SHRM, which are to promote the use of sound and ethical human resource management practices in the profession and:

• to be a recognized world leader in human resource management;
• to provide high-quality, dynamic and responsive programs and service to our customers with interests in human resource management;
• to be the voice of the profession on human resource management issues;
• to facilitate the development and guide the direction of the human resource profession; and
• to establish, monitor and update standards for the profession.

Article 3...............Fiscal Year

The fiscal year of NUHRA shall be the calendar year.

Article 4...............Membership

Section 4.1: Qualifications for Membership. The qualifications for membership in NUHRA shall be as stated in Sections 2, 3, 4, 5 & 6 of this Article. NUHRA is a 100% Chapter of SHRM, and all NUHRA members are required to be members in good standing of SHRM.   To achieve the mission of NUHRA, there shall be no discrimination in individual memberships because of race, color, religion, sex, age, veteran status, national origin, or disability, veteran’s status, or any other legally protected class. 

Section 4.2: Individual Membership.  Memberships in NUHRA are individual and are not transferable to other individuals. Membership in NUHRA is held in the individual’s name, not an organization with which the member is affiliated.

Section 4.3: Professional Members. 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 counseling and advising clients on matters relating to the human resource profession, and/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 NUHRA. Only Professional Members may hold officer positions on the Board of Directors. 

Section 4.4:  General Members.  Individuals engaged in human resource management at the exempt level, but who do not meet the requirements for Professional Member.  General Members have voting rights and may serve on the board of Directors, but may not hold an officer position on the Board of Directors.

Section 4.5:  Associate Members.   Individuals in non-exempt human resource management positions as well as those individuals who do not meet the professional member or general member categories, but who demonstrate a bona fide interest in human resource management and the mission of NUHRA.  Associate members may not vote or hold an officer position on the Board of Directors.  They may serve in other positions on the Board of Directors.   

Section 4.6:  Student Members.  Individuals who are actively enrolled in human resources degree programs at the college or university level and are current student members in good standing of SHRM.  Student members may not vote and may not hold any position on the Board of Directors; however the Student Chapter President will have a seat on the Board.

Section 4.7:  Sponsors. Companies/Individuals who wish to advertise their product or service to NUHRA Members may choose to Sponsor a NUHRA Meeting.  Sponsor’s are not members of NUHRA.  As a sponsor, they are allowed 10 minutes of presentation time at a NUHRA meeting, advertisement on the luncheon flyer and NUHRA website for that specific luncheon.   

Section 4.8:  Application for Membership. Application for membership shall be on the NUHRA application form. All applications shall be reviewed by the Vice President for Membership and approved by the Board of Directors. New members shall be afforded full membership rights from the date of application approval and verification of current membership through SHRM.

Section4.9: Voting. Each Professional and General Member of NUHRA 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 voting rights. Votes shall be tallied by an assigned member of the Board of Directors. 

Section 4.10: Dues. Annual membership dues shall be established for the next year by the Board of Directors prior to the communication of renewal notices.  Annual NUHRA Membership Dues are based on a calendar year, January through December.  NUHRA membership dues include cost of regular monthly activity fees.  Additional activity fees may be charged for special events.  Dues and activity fees are non-transferable and non-refundable.

Section 4.11: Termination of Membership. Any member failing to maintain membership in SHRM will forfeit his/her membership in NUHRA.

Article 5...............Meetings of Members

Section 5.1: Regular Meetings. Regular meetings of the members shall be held on the third Thursday of each month or as otherwise determined by the Board of Directors.

Section 5.2: Annual Meetings. The annual meeting of the members for electing directors and officers and conducting other appropriate business shall be held in October or at such other time determined by the Board of Directors.

Section 5.3: Special Meetings.  Special meetings may be held on call of the President, the Board of Directors, or by a group of members representing one-tenth of the voting members of the Association.

Section 5.4: Notice of Meetings. Notice of all regular, special and annual meetings shall be given to all members at least ten days prior to the meetings.

Section 5.5: Quorum.  A group of members representing one-fourth of the voting members of the Association, represented in person or by proxy, shall constitute a quorum.  The vote of the majority present or represented by proxy at a meeting at which a quorum is present shall be necessary for the adoption of any matter voted.

Article 6...............Board of Directors

Section 6.1: Number. The Board of Directors shall consist of up to 16 persons. The following shall be members of the Board of Directors and be officers of NUHRA: President, President-Elect, Vice President for Membership, Treasurer, and Secretary. Up to ten additional members may be selected from among the eligible membership as members of the Board of Directors. The sixteenth Board member shall be the Past President.

Section 6.2: Qualification. All candidates for officers on the Board of Directors must be Professional members of NUHRA in good standing at the time of nomination or appointment. Per SHRM Bylaws, the President must be a current member in good standing with SHRM. 

Section 6.3: Election - Term of Office. Board Officers shall be elected by the Professional and General members at the October annual meeting from the proposed slate. Each elected Board Officer shall assume office on January 1 following his/her election.  The length of the each term is one year, unless re-elected.

Section 6.4: Vacancies. Any vacancy in the Board may be filled for the unexpired term by the President with consent by the Board of Directors.

Section 6.5: 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 6.6: Board of Directors' Responsibilities. The Board of Directors shall transact all business of NUHRA except as prescribed otherwise in the Article of Incorporation or Bylaws. A General 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.  Directors are required to attend 75% of the Board meetings.

Section 6.7: 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 7...............Duties and Responsibilities

Section 7.1: The President. The President shall preside at the meetings of the members and of the Board. He/she shall direct NUHRA and have charge and supervision of the affairs and business of NUHRA. The President serves as a voting member of the State Council.  He/she shall maintain liaison and be a current member in good standing with SHRM.

Section 7.2: The President-Elect. The President-Elect, at the request of the President, or in his/her absence or disability, may perform any of the duties of the President. He/she shall have such other powers and perform such other liaison duties as the Board or the President may determine. He/she shall direct and support the activities of the Program Chair and members of the Program Committee and coordinate their activities to support NUHRA’s  mission. The responsibility includes programs conducted at all regular meetings of the members, social functions, and any workshops and seminars sponsored by the Chapter 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 program year. NUHRA requires the President-Elect to be a current member in good standing with SHRM.

Section 7.3: The Vice President for Membership.   The Vice President for Membership shall serve as Chair of the Membership Committee and coordinate and support the activities of the Membership Roster Chair and Hospitality Chair. He/she shall encourage membership growth and shall maintain the official membership roster of NUHRA to include publication and distribution of such. He/she shall have such other powers and perform such other duties as the President may determine. NUHRA requires the Vice President for Membership to be a current member in good standing with SHRM.

Section 7.4: The Treasurer. The Treasurer shall be responsible for the financial affairs of NUHRA. These responsibilities shall include financial reports to the Board and arrangements for the annual examination audit of the accounts as may be required by the Board. The Treasurer shall be responsible for collection of any fees, dues, and/or special function payments, as well as assist with the registration of such functions and monthly NUHRA meetings. He/she shall be responsible for membership billing. He/she shall also perform such other duties as the President may determine. NUHRA requires the Treasurer to be a current member in good standing with SHRM.

Section 7.5: The Secretary. The Secretary shall be responsible for recording the minutes of all meetings of NUHRA and shall be responsible for making all members aware of such meetings, and shall be responsible for coordinating the activities related to the NUHRA newsletter. Assists with registration at all functions and monthly NUHRA meetings. NUHRA requires the Secretary to be a current member in good standing with SHRM.

Section 7.6: The Workforce Readiness Advocate.  The Workforce Readiness Advocate shall be responsible for monitoring and evaluating on a continuing basis local activities concerning workforce readiness issues and plans and encouraging NUHRA involvement and activities impacting the workforce readiness arena. Works in cooperation with state and national level workforce readiness advocates. NUHRA requires the Workforce Readiness Advocate to be a current member in good standing with SHRM.

Section 7.7: The Diversity Advocate. The Diversity Advocate shall be responsible for monitoring and evaluating on a continuing basis local activities concerning diversity issues.  Spearheads the effort to diversify NUHRA membership/leadership and to publicize successful diversity programs in the local community. NUHRA requires the Diversity Advocate to be a current member in good standing with SHRM.
 
Section 7.8: The Marketing/Public Relations Director: The Marketing/Public Relations Director shall oversee and manage the marketing and public relations activities of NUHRA.  Communicates with local media sources to ensure community awareness of NUHRA activities and events and works with the newsletter Chair to write and submit short chapter-related or HR-related news items for local newspaper or business papers.  NUHRA requires the Marketing Public Relations Director to be a current member in good standing with SHRM.

Section 7.9: The Hospitality Director: The Hospitality Director shall welcome new members into NUHRA and help coordinate the logistics of monthly membership meetings and conferences.  Coordinates the Hospitality committee and assures that committee members are at each meeting to check in members and guests.  Works with Program Chair and Secretary to reserve facilities for monthly membership meetings and ensures the room is prepared for the meeting.  NUHRA requires the Hospitality Director to be a current member in good standing with SHRM.

Section 7.10: The Communications Director (Newsletter/Web Site). The Communications Director shall provide timely and comprehensive information to NUHRA members about programs, conferences, and other matters of interest via NUHRA publications and the Web Site. Create and maintain a favorable image of NUHRA working for the professional development of its members by:  (a) keeping membership informed of NUHRA projects, activities and upcoming meetings, and (b) disseminating relevant professional information viewed as beneficial to the members through the NUHRA Newsletter and Web Site. NUHRA requires the Communications Director to be a current member in good standing with SHRM.

Section 7.11: The Student Chapter Liaison. The Student Chapter Liaison shall manage the student NUHRA program, internship program and community outreach efforts.  Working directly with the student chapter in coordination of interaction between NUHRA members and functions. NUHRA requires the Student Chapter Liaison to be a current member in good standing with SHRM.

Article 8...............Committees and Chairs

Section 8.1: Committee Organization.  Appointments of Chairpersons to committees, is the sole responsibility of the President with the consent of the Board of Directors. 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 NUHRA needs.

Section 8.2: Committee Activity.  Committees are established to provide NUHRA with special ongoing services such as Programs, Membership Communications, Legislative Affairs, Professional Development, Student Chapter Affairs, Public Relations, etc.

Section 8.3: The Program Chair.  The Program Chair shall chair meetings of the Program Committee to select topics and speakers for monthly program and satellite meetings in order to provide information on topics of broad interest to NUHRA members. NUHRA requires the Program Chair to be a current member in good standing with SHRM.

Section 8.4: The Membership Roster Chair.  The Membership Roster Chair shall coordinate and manage the upkeep of  NUHRA’s membership database to produce an annual membership roster or directory.  NUHRA requires the Membership Roster Chair to be a current member in good standing with SHRM.
 

Article 9............... Voting

Mail or electronic ballots can be used for the election of Directors provided NUHRA has had at least one in-person meeting that year.

Article 10...............Chapter Dissolution

In the event of NUHRA’s dissolution, the remaining monies in the Treasury, after NURHA expenses have been paid, will be contributed to an organization decided upon by the board of directors at the time of dissolution (e.g., the SHRM Foundation, a local student chapter, the state council, an HR degree program, or other such organization or charity).

Article 11...............Statement of Ethics

NUHRA 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 NUHRA and SHRM.

NUHRA 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 NUHRA meetings, or any other function, or through the use of information provided to him/her as a member of NUHRA without the approval from the Board of Directors.

Article 12...............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 13 -- Withdrawal Of Affiliated Chapter Status

Affiliated NUHRA 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 NUHRA are inconsistent with or contrary to the best interests of SHRM. Prior to withdrawal of such status, NUHRA 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 NUHRA 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.