By-Laws

Long Island Chapter, Inc.

(formerly The Personnel Society of Long Island)

CONSTITUTION AND BY-LAWS

Amended: June 1975 – September 1978 – November 1983 – April 1992 – October 1993 – March 1999 –July 2002 – May 2005 – January 2008 – March 2011

ARTICLE I – DEFINITIONS

SECTION I: The Society for Human Resources Management, Long Island Chapter, Inc., hereafter known as the SHRM-LI , is the Long Island Chapter of the Society for Human Resource Management, hereafter known as SHRM. It is an organization formed and operating under the Constitution and By-Laws contained herein.

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.

SECTION II: The SHRM-LI is composed of men and women who hold primary responsibility for the various human resource disciplines within their respective organizations.

SECTION III: Membership may be granted at the discretion of the Executive Board to those individuals who are responsible for the human resources, personnel and industrial relations functions as a necessary adjunct to other primary occupational endeavors.

ARTICLE II – ORGANIZATIONAL OBJECTIVES

As a professional association, the SHRM-LI shall conduct membership meetings, and engage in other civic and educational activities which shall best fulfill the realization of the following organizational objectives.

SECTION I: To provide a forum for the discussion of topics and the resolution of problems of mutual interest and concern. Whenever practical, a guest speaker shall address a particular area of Interest within the Human Resource profession. Every effort shall be made to obtain HR Certification Institute re-certification credits for these presentations.

SECTION II: To provide an avenue of communication for members to interchange experiences and ideas relative to their professional activities.

SECTION III: To provide a clearing house of information to the business community including such disciplines as wage and salary administration, employee benefits, labor law, policies and procedures.

SECTION IV: To encourage individual and/or group research in any applicable area where, for the advancement of professionalism, it is desirable that such attention be directed.

SECTION V: To continually update members with regard to new laws, changes in Federal and State statutes and new data relative to the state-of-the-art.

SECTION VI: To act as a liaison agency, facilitating rapid communication among industrial organizations, local government offices and educational institutions where matters of significance so require.

SECTION VII: To assist educational institutions develop training and study courses that have practical application to the business community.

ARTICLE III – MEMBERSHIP

SECTION I: The qualifications for membership in the Chapter shall be as stated in Sections I, II and III, IV, V and VI of Article IV. The SHRM-LI is a 100 percent Chapter of SHRM. All SHRM-LI members, regardless of category, must be members in good standing of SHRM. Membership qualification shall be based upon the occupational activity and individual background of the applicant. There shall be no discrimination in membership due to race, color, religion, gender, age, national origin, sexual orientation, physical or mental disability, military veteran status or any other class protected by law. The completion of a full application form is required of all prospective members and shall be coordinated by the Membership Chairperson.

SECTION II: Final acceptance or refusal of all membership prospects shall be the responsibility of the Executive Board which shall consider all recommendations of the Membership Committee in its deliberation.

SECTION III: A majority voice vote of the Executive Board shall determine the status of all such applications unless in the event a closed ballot is requested by one or more members of the Board.

SECTION IV: All SHRM members who do not hold SHRM-LI membership shall be required to file an application and will be subject to the same admission procedures as outlined this Article.

SECTION V: All new members will be informed of how to access a copy of this Constitution and By-Laws and how to access the Chapter’s online membership directory.

ARTICLE IV – MEMBERSHIP CLASSIFICATIONS

Depending upon occupational and organizational status as defined herein, various classifications of membership are available as follows:

SECTION I: Professional Membership: Individuals who are engaged in the profession of human resource management and who meet one of the following criteria:

i. Possess at least three (3) years of exempt-level human resource management experience.

ii. Are certified by the Human Resource Certification Institute.

iii. Are faculty members holding assistant, associate or full professorial rank in human resource management or any of its specialized functions at an accredited college or university and have at least three (3) years of experience at this level of teaching.

iv. Are full-time consultants with at least three (3) years experience as a practitioner in human resource management.

v. Are full-time attorneys with at least three (3) years experience in counseling and advising clients on matters relating to the human resource profession.

Professional Members may vote and hold office in the SHRM-LI. Professional Members shall be a SHRM Member in good standing and will be responsible for payment of full SHRM dues at the prevailing rate at each annual renewal.

In no event shall the total SHRM-LI membership consist of less than seventy-five (75) percent Professional Membership.

SECTION II: General Membership: Individuals who are engaged in the profession of human resource management in an exempt position but do not meet the requirements of Professional Membership. General Members have the right to vote, but may not hold office in the SHRM-LI. General Members shall be a SHRM Member in good standing and will be responsible for payment of full SHRM dues at the prevailing rate at each annual renewal.

SECTION III: Associate Membership: Individuals in non-exempt human resource management positions, plus persons who do not meet the qualifications of the other classes of membership, but who are interested in the field of human resource management, or are part of an appropriate governmental or educational service. Associate members, as defined herein, hall not have voting rights, shall not be eligible to hold elective offices, shall be a SHRM Member in good standing, and will be responsible for payment of full SHRM dues at the prevailing rate at each annual renewal.

SECTION IV: Retired Annual Membership: Individuals who are currently a SHRM-LI member, in the Professional or General class of membership, who have retired from active full-time employment. Retired Annual members do not have voting rights, cannot hold an elected office, shall be a SHRM Member in good standing, and will be responsible for payment of full SHRM dues at the prevailing rate at each annual renewal. They may be appointed to a position by the Board at the Chapter Level (e.g. Chair).

SECTION V: Life Membership: Individuals qualifying as Life Members may, upon approval of the SHRM-LI, be admitted to Life Membership in the SHRM-LI in the following class:

i. Retired Life Members: A SHRM-LI member who has retired from active full-time employment and has attained a minimum of ten (10) years of Professional or General membership may apply to the SHRM-LI for Retired Life Membership. Retired Life Members shall be entitled to all privileges of General Members. Retired Life Members shall be a SHRM Member in good standing and will be responsible for payment of full SHRM dues at the prevailing rate at each annual renewal.

SECTION VI: Student Membership: Individuals who are students and are members of a student chapter affiliated with the SHRM-LI will be designated as Student Members. They shall have no vote, and may not hold office in the SHRMLI. Where no student chapter exists, students may join as student members, provided they meet the criteria defined in the SHRM By Laws in Article V, Section 3(b) ii-ix.

SECTION VII: The Executive Board shall reject the application of any and all prospective members, who, in its opinion, are seeking admission to the SHRM-LI or SHRM to promote a product or service for personal monetary gains.

ARTICLE V – MEMBERSHIP MEETINGS

SECTION I: Membership meetings are held at least six times a year. Unless otherwise specified, meetings normally take place on the last Wednesday of each month; at such location as will best serve the functions of said meetings. Advanced notice of each meeting shall be sent to each member in good standing.

SECTION II: The President shall preside over all formal and informal meetings and shall be considered Chairperson Ex-officio of all committees and sub-committees. In his/her absence, the President-Elect shall be charged with these responsibilities as well as the conduct of orderly and purposeful meetings.

ARTICLE VI – ELECTIVE OFFICES

SECTION I: All persons who hold a Regular Membership in good standing are qualified for nomination to elective office. The following officers shall be elected every two (2) years by a vote of the eligible membership to be held in December of the expiring term. Electronic ballots shall be deemed an acceptable method of voting. . Elected Officers may not be elected to serve more than two consecutive terms in the same position.

A. PRESIDENT

Shall preside at all membership and Executive Board meetings and act as Chairperson Ex-officio of all committees and sub-committees. Additionally, the President shall be responsible for the development of the organization, appointment of committee chairpersons, and the continuity of successor ship to subsequent administrations. Per SHRM bylaws, the President must be a current member in good standing of SHRM throughout the duration of his/her term of office.

B. PRESIDENT-ELECT

Shall perform all duties and tasks as defined for the President as circumstances require. Additionally, the President-Elect shall oversee the functioning of all committees and sub-committees, and shall be responsible for monitoring the completion of assigned tasks.

C. SECRETARY

Shall be responsible for the maintenance of all SHRM-LI records, inclusive of which are minutes of Executive Board and membership-at-large meetings, attendance and any other related responsibilities by the President.

D. TREASURER

Shall be responsible for maintenance of all financial records including transferal of funds between SHRM-LI and SHRM, and any other related responsibilities designated by the President.

SECTION II: If, for any reason, the President is unable to complete a term of office, the President-Elect shall automatically succeed him or her for the remainder of the term. Should any other elected officer by unable to complete their term of office, the President shall recommend a candidate to complete the remaining term. This recommendation must be approved by a two-thirds (2/3) vote of the Board of Directors.

SECTION III: Any 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 – BOARD OF DIRECTORS

The Board of Directors, which shall consist of not less than three (3) past presidents as provided in the articles of incorporation, shall manage the affairs of the corporation. The Board will provide continuity in the leadership of the SHRM-LI along with strategic planning and direction of its activities. The size of the Board is limited to twelve (12) members, with preference to the most recent past-presidents.

SECTION I: Membership on the Board of Directors shall be restricted to past Presidents of the SHRM-LI along with the current elected officers. Board of Directors members must be active members in the SHRM-LI .

SECTION II: Directors shall be elected by those members eligible to vote as defined in Article IV and hold office until the next election term. Directors may resign at any time by giving written notice to the Board.

SECTION III: Meetings of the Board of Directors shall be held a minimum of twice annually. Board members may be removed for cause by a majority vote of the Board or of the membership. Failure to attend more than 50% of the board meetings held within a calendar year may result in removal from the Board for a period of not less than one (1) year. Electronic meeting methods (ie conference calls, webinars, etc) may be utilized and satisfy this requirement as needed.

ARTICLE VIII – EXECUTIVE BOARD

SECTION I: The Executive Board is a permanent action committee, presided over by the President, and composed of all four (4) elected offices, as defined in Article VI.

SECTION II: The Executive Board shall meet periodically throughout the year, at the discretion of the President to transact SHRM-LI business.

ARTICLE IX – APPOINTED COMMITTEES

SECTION I: Appointments of Chairpersons to committees are the responsibility of the President. 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 Chapter needs.

SECTION II: All committee chairpersons shall be appointed by the President and shall serve in these capacities for the same term as the elected officers.

SECTION III: Committees are established to provide the Chapter with special ongoing services such as but not limited to; Programs, Membership, , Legislative Affairs, Certification, , Foundation, Diversity, Student Chapter Affairs, Workforce Readiness, Public Relations.

ARTICLE X – MEMBERSHIP DUES

SECTION I: All persons maintaining Regular Membership status shall pay annual dues determined by SHRM regardless of the date on which membership commences. Thereafter, the annual renewal determined by SHRM shall also be due and payable annually.

SECTION II: No portion of any dues payment shall be subject to reimbursement, and all funds received, and any other revenues shall be used for the exclusive benefit of the membership as determined by the Executive Board.

ARTICLE XI – MEMBERSHIP ROSTER

All current and new members of the SHRM-LI shall be informed of how to access a copy of the Chapter’s online membership directory/Roster which shall be revised and maintained in current condition on an annual basis. This Roster shall be furnished for the sole, exclusive and confidential use of the membership, and may not be reproduced in any form or manner. All requests for any other use of this Roster must be referred to the Executive Board, which, at its discretion shall approve or deny permission for such use, in writing, to the requesting party. All requests for use of this Roster for any reason other than the sole, exclusive and confidential reference of members, is to be considered denied until specific written approval is received from the Executive Board.

ARTICLE XII – ELECTIONS

As defined in Article VI, Section I, elections shall be held biannually by members with Regular Membership status only, according to the following:

SECTION I: A Nominating Committee consisting of not less than three (3) Board of Directors shall be appointed by the President to develop the slate for the following term.

SECTION II: Each election year, this Committee shall present their recommendations to the President in writing, and this slate shall then be forwarded to the members eligible to vote as defined in Article IV for their vote..

SECTION III: All members eligible to vote as defined in Article IV may submit additional recommendations to the Chairperson of the Nominating Committee.

SECTION IV: Election shall be by a simple majority vote through closed written ballot of those members present and eligible to vote as defined in Article IV in good standing who vote. No proxy votes shall be accepted into the computations.

SECTION V: The re-election of officers to their previous positions and the reappointment of Chairpersons to their former stations is permitted. Notwithstanding, in order to be reelected as President, approval must be obtained majority of those members present and eligible to vote as defined in Article IV in good standing in attendance (must be a minimum of 50 members eligible to vote) at a membership meeting designated for re-election of officers.

SECTION VI: The term of office for any elected officer shall commence on the first day of January and terminate on the thirty-first day of December in the following year.

ARTICLE XIII – MEMBERSHIP TERMINATION

SECTION I: Membership of any individual may be terminated either for non-payment of SHRM dues or for other reasons as determined by the Executive Board.

SECTION II: The involuntary termination of membership shall require the unanimous vote of the Executive Board.

SECTION III: Members may voluntarily withdraw or resign from membership at any time as circumstances require.

ARTICLE XIV- CHAPTER DISSOLUTION

In the event of the SHRM-LI dissolution, the remaining monies in the Treasury, after the SHRM-LI 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 XV – 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.

ARTICLE XVI – STATEMENT OF ETHICS

SECTION I: The SHRM-LI adopts SHRM’s Code of Ethical and Professional Standards in Human Resource Management 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 the SHRM-LI and SHRM.

SECTION II: The SHRM-LI shall not be represented as advocating or endorsing any issue unless approved by the Executive Board.

SECTION III: No member shall actively solicit business from any other member at Membership meetings or through the use of information provided to him/her as a member of the SHRM-LI without approval from the Executive Board

ARTICLE XVI – ALTERATIONS

SECTION I: Approval for any modifications of the Constitution and By-Laws shall require two-thirds (2/3) vote of the Board of Directors, 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.

SECTION II: Thereafter, enactment of any change or modifications as recommended by the Executive Board shall require a majority vote of those members present and eligible to vote as defined in Article IV present and voting either through closed written ballot or by hand-count.

SECTION III: Voting for the enactment of changes and modifications to the Constitution and By-Laws shall occur at the first regular meeting following written notification to the membership.

APPROVED BY SHRM-LI MEMBERSHIP ON AUGUST 25, 2011.