By-Laws
I. Constitution
The Chapter is hereby Constituted and shall be in all respects a local entity of the Human Resources Professionals Association of Ontario (hereinafter called "the Association"), and shall be bound by the Objects of the Association, and shall be subject to all of the Association's Codes, Rules, Regulations, and By-laws, and furthermore, the Association may terminate, curtail, or dissolve the aforesaid Chapter for just and sufficient cause at any time after its creation.
II. Name
The name of the organization shall be "The Human Resources Professionals Association of Halton", a Chapter of the Association. Its abbreviated name shall be "HRPAH", (hereinafter call "the Chapter").
III. Objectives
The Objectives of the Chapter shall be:
• To facilitate the exchange of professional knowledge in respect of employee and industrial relations, practices, policies and procedures;
• To provide Human Resources-related information by arranging for speakers to address the members as a group on topics of interest;
• To represent the Human Resources profession in the community;
• To promote learning on Human Resources matters;
• To foster, through social contact and acquaintance, a cooperative network amongst individuals involved in the Human Resources profession in Halton;
• To increase growth and awareness of the Human Resources Professionals in our Chapter, organizations and communities;
IV. Membership
1) Membership in the Chapter shall be confined to persons in the membership categories defined in the Association's By-laws, who are in good standing, and who have their residence, or principal place of business, within the Regional Municipality of Halton, or a region as otherwise described in the Association's By-laws.
2) Application:
All applications for membership shall be submitted and processed through the Human Resources Professionals Association of Ontario (HRPAO), by selecting HRPAH - Halton as the Chapter of Membership.
3) Determination of an applicant's Category of Membership is at the sole discretion of the Association, in accordance with the Association's By-laws and Regulations.
4) Duties:
All Chapter members must comply with and abide by the By-laws of the Chapter.
5) Chapter Honorary Member Category:
a) The Executive of the Chapter may, by resolution, confer on a member in good standing the status of Honorary Member of the Chapter, in recognition of his/her outstanding service to HRPAO and/or the Chapter and their contribution to the field of Human Resources Management.
b) An Honorary Chapter Member shall have such privileges of the Chapter as may be determined from time to time by the Chapter Executive, and ratified by a two-thirds (2/3) vote of the membership; such privileges and recognition to be acknowledged at the Chapter level only.
6) Chapter Dues:
Annual Chapter membership dues applicable to each member shall be determined from time to time by the Chapter Executive. The annual membership dues shall be payable in advance for the ensuing year, on or before the first day of June.
V. Privileges of Membership
1) Chapter members in the CHRP category, who are in good standing, are eligible to hold any Chapter office and may vote on any or all Chapter matters.
2) Non-CHRP Chapter members, including Student members, who are in good standing, may vote on any or all Chapter matters and are eligible to hold any Chapter office except President and Vice President/President-Elect (which require CHRP status).
3) Guests - Members may invite guests or prospective members to any regular meeting or activity.
VI. Membership Year
1) The Chapter membership year shall be from June 1 in any year to May 31 in the following year.
2) Members joining after the start of a membership year will pay their Chapter dues in the same proportion as their Association dues.
VII. Chapter Executive
1) There shall be a Chapter Executive who will be responsible for the affairs of the Chapter, be vested with full power to conduct all business of the Chapter, and to ensure liaison with the Association.
2) The Chapter Executive shall consist of a minimum of six (6) duly elected
members and may include one (1) member ex-officio.
3)
a) The Chapter Executive shall appoint from its members, the following Officers:
i) President
ii) Communications Director
iii) Secretary
iv) Treasurer
v) Membership Director
vi) Government affairs Liaison [may be combined with any other Office]
vii) Program Director
Or such other Offices as may be created by the Chapter or required by the Association.
b) If a Membership Director and/or Government Affairs Liaison is not appointed or the office is vacant, the Association shall deem these Offices to be held by the President.
c) At the commencement of the 2nd year of the term of the President, members shall appoint a VP/President-Elect at the AGM, who will hold office for a one-year term before becoming President. Current Executive Officers may run for this position at the mid-point or completion of their term. Should a mid-term Officer be appointed, the Officer shall be replaced as per procedures outlined in the Chapter Bylaws.
4) The immediate Past President shall be an Officer ex officio and will hold office for one (1) year.
5) The members of the Chapter Executive will hold office for two (2) years, or until their successors are elected.
6) The Chapter Officers will hold office for a two (2) year period or until a successor is elected.
7) Officers may not serve in the same capacity for more than two (2) years.
8) The Chapter Executive shall ensure that there shall be one (1) Officer on each of the following committees of the Chapter:
a) Presidents' Committee;
b) Membership Committee.
9) No Chapter Executive member shall be absent for more than three (3) consecutive meetings without reasonable cause. Should this occur, the member shall be deemed to have resigned from the Chapter Executive.
10) The Chapter Executive shall take office not later than June 1 in each year.
VIII. Nomination for the Chapter Executive
Any eligible Chapter member in good standing may nominate any other eligible Chapter member in good standing to stand for election to the Chapter Executive.
IX. Election to Chapter Executive
In order to be elected to the Chapter Executive, (a) nominee(s) must receive the highest number of votes cast by the eligible members present and voting at the Annual General Meeting. In the event of a tie between two (2) nominees for any position, the nominees shall both be deemed elected and given joint responsibilities.
X. Vacancies on the Chapter Executive
1) Where a quorum of the Executive remains, the Chapter Executive may elect any eligible member in good standing to fill a vacancy for the balance of the term of office.
2) Where a quorum of the Executive does not remain, the President, or person acting as President, shall call an Extraordinary Meeting of the membership to fill the vacancies for the balance of the term of office.
XI. Quorum
1) A majority of the members of the Chapter Executive constitutes a quorum at any meeting of the Chapter Executive.
2) Five (5) members in good standing of the Chapter in the CHRP, Full, Fellow, Associate or Pre-Certified categories, who are personally present and voting at the commencement of the meeting, constitute a quorum for an Extraordinary or Annual General Meeting of the Chapter.
3) Where a quorum has not been reached within one half (1/2)-hour of the time called for an Extraordinary or Annual General Meeting to commence, the meeting shall be adjourned to the same time and place one (1) week later, when whatever number of eligible members then present and voting shall take and conduct the business for which the meeting was called.
XII. Meetings
1) Meetings of the Chapter Executive shall usually be held monthly between the period of September to June.
2) Regular Meetings of the general membership shall usually be held monthly between September and June. The Chapter Executive may, under special circumstances, cancel or postpone any Regular monthly Meeting.
3)
a) Extraordinary Meetings of the Chapter Executive may be called by the President or a majority of the members of the Chapter Executive.
b) Extraordinary Meetings of the general membership may be called by the President.
c) Extraordinary Meetings of the general membership may be called by any five (5) Chapter members in good standing by means of a request in writing, to address the issue(s) detailed in their request. Such a request must be received by the President twenty-eight (28) days in advance of the date proposed for the meeting. On receipt of such a request, the President shall call the meeting.
4) The Annual General Meeting of the Chapter shall be held during the month of May in each year, for the conduct of the following business:
a) Receipt of the report of the Chapter President;
b) Ratification of the actions of the Chapter Executive and Committees;
c) Election and installation of the Chapter Executive and ratification of the selection of Officers;
d) Receipt of the most recent financial statements; the auditor's report and audited financial statements, and appointment of an auditor for the ensuing fiscal year, shall normally be presented for approval at the next regular meeting following the Annual General Meeting.
e) Such other business as may properly come before the meeting.
5) Meetings of the Chapter shall be conducted in accordance with Perry's Call to Order , unless otherwise provided for in these By-laws.
6) The Chapter Officers may make necessary decisions concerning the business of the Chapter, as required, during July and August. Such decisions must be ratified at the next regularly scheduled meeting of the Chapter Executive.
XIII. Notice of Meeting
1) A date, time and venue shall be established and circulated for Regular Meetings of the Chapter members. Except where there is a change of date, venue, or where there is special business to transact, no further notice is required for Regular Meetings.
2) Notice of any Extraordinary Meeting of the Chapter shall be sent to the address of record of each Chapter member in good standing ten (10) days in advance of the meeting date, by pre-paid post, courier, or by facsimile transmission. Such notice shall detail the business to be transacted at the meeting.
3) Notice of the Annual General Meeting, together with pertinent documentation, shall be sent to the address of record of each Chapter member in good standing twenty-one (21) days in advance of the meeting date, by pre-paid post, courier, or by facsimile transmission.
XIV. Fiscal Year
The Fiscal Year of the Chapter shall be from June 1 to May 31.
XV. Responsibilities of Officers
1) President
It shall be the responsibility of the President to provide leadership and to coordinate all activities of the Chapter, and to be its principal liaison with the Association. The President shall preside at all general membership meetings and all meetings of the Chapter Executive, and conduct these in good order, in accordance with the By-laws of the Chapter. The President shall be a member ex-officio of all Committees of the Chapter.
2) Vice-President
The Vice-President/ President-Elect shall carry out such duties as may be assigned from time to time by the President, and shall assume the duties of the President in his/her absence. The Vice-President may be asked to assume the role of any vacant Officer position on an interim basis as an alternative to appointing a new Officer to a vacant portfolio before the next AGM. The Vice President/President-Elect will assume the duties of the President in the event that the office of President becomes vacant during year two of the President's term.
3) Secretary
The Secretary shall be responsible for the official correspondence and minutes of the Annual General Meeting and meetings of the Chapter Executive, and shall ensure that minutes of Committee meetings are included in the records of the Chapter.
4) Treasurer
The Treasurer shall ensure that Chapter revenues are properly collected, and account for such funds together with any and all Chapter expenditures in the manner required by the Chapter's auditor. The Treasurer shall render a financial statement of the affairs of the Chapter at the first Regular Meeting of the year, at the Annual General Meeting, and at such other times as directed by the President. The outgoing Treasurer will provide consultation to the incoming Treasurer and ensure the proper transfer of assets and records.
5) Membership Director
The Membership Director shall chair the Chapter Membership Committee and represent the Chapter on the Membership Committee of the Association. The Membership Director shall facilitate the review and processing of all membership applications received by the Chapter, ensure that new members are introduced at general membership meetings, and prepare and maintain membership lists.
6) Government Affairs Liaison
The Government Affairs Liaison shall provide ongoing information to the Chapter about current and pending Provincial and Federal legislative changes, as provided by the Association, and in turn provide the chairpersons of the Association's Provincial and Federal Government Affairs Committees with input, from the Chapter level, to Association briefs and discussion papers for presentation to government.
7) Program Director
The Program Director shall be responsible for developing a proposed monthly meeting schedule and speakers/events list for review with the Chapter executive. The Program Director shall arrange monthly meetings including notices, reservation and confirmation of meeting rooms and catering services along with advising catering facility of final number of meeting attendees. The Program Director shall respond to member inquiries/questions regarding monthly meetings and will provide the monthly meeting notices to the secretary.
8) Immediate Past President
The immediate Past President shall provide assistance and guidance to members of the Chapter Executive in the performance of their duties and responsibilities. The Past President will serve as acting President in the event that the office of President becomes vacant, during the first year of the President's term.
XVI. Chapter Committees
The Chapter Executive may appoint the following Committees each year, to serve until the next Annual General Meeting:
1) Chapter Membership Committee
The Chapter Membership Committee shall promote the purpose and benefits of the Chapter and the Association to persons in the Human Resources field, in order to recruit members. The Committee will forward applications received to the Association and shall promote the retention of members by coordinating the annual membership renewal campaign at the Chapter level.
2) Chapter Program Committee
The Chapter Program Committee is chaired by the Chapter President and shall be responsible for planning and organizing the Regular Meetings. Normally, each member of the Committee is assigned the task of organizing one meeting per year, which specifically involves making arrangements for a guest speaker.
3) Chapter By-laws Committee
The Chapter By-laws Committee is chaired by the Chapter Vice-President and is responsible for reviewing and updating the By-laws, to ensure consistency with the Association and to meet local requirements.
4) Chapter Ad Hoc Committees and Task Forces
The Chapter Executive may establish ad hoc committees or task forces from time to time, to study issues or plan/conduct activities as may be deemed appropriate.
XVII. Indemnity
1) No member of the Past Presidents Advisory Council, the Chapter Executive, or Committees of the Chapter, nor any member or employee of the Chapter, shall be liable for the acts, receipts, neglects, or defaults of any other director, officer, employee or agent, or for the joining in any receipt or other act for conformity, or for any loss, damage or expense happening to the Chapter through the insufficiency or deficiency of title to any property acquired by the order of the Chapter Executive for or on behalf of the Chapter, or for the insufficiency or deficiency of any security in or upon which any of the monies of the Chapter shall be invested or for any loss or damage arising from the bankruptcy, insolvency or tortuous acts of any person with whom any of the monies, securities or effects of the Chapter shall be deposited, or for any loss, damage, or misfortune whatever shall happen in the execution of the duties of his/her office or in relation thereto, unless the same are occasioned by his own willful neglect or default, provided that nothing herein shall relieve any director or officer of any liability imposed upon him/her by law.
2) To the maximum extent permitted by law, the Chapter shall indemnify and save harmless every officer of the Chapter, every former officer of the Chapter, and every person who acts or has acted at the request and on behalf of the Chapter, and their respective heirs and legal representatives, against all cost, charges and expenses, including any amount paid to settle an action to satisfy a judgement, reasonably incurred by him or her in respect of any civil, criminal or administrative action or proceeding to which he/she is a party by reason of being or having been an officer of or acting on behalf of the Chapter.
XVIII. Dissolution
1) The Association may dissolve the Chapter and terminate its activities for just and sufficient cause.
2) The Chapter may also be dissolved by a two-thirds (2/3) vote of Chapter members present and voting at an Extraordinary Meeting of members called for the express purpose of terminating the activities of the Chapter.
3) Upon dissolution, all net assets and records of the Chapter shall be sent to the Association's Head Office and held in trust for a successor organization.
4) All assets and liabilities of any nature whatsoever are the property and responsibility of the Chapter, and shall remain so until dissolution as provided for herein.
XIX. Amendment of Chapter By-Laws
These By-laws may be amended or repealed in part by the Chapter Executive provided that:
1) Notice of such amendment or repeal shall be given with notice for the Annual General Meeting, and ratified by a two-thirds (2/3) vote of those Chapter members present and voting at the Annual General Meeting; and,
2) Such amendment or repeal shall not take effect until ratified at the Annual General Meeting; and,
3) Such amendment or repeal shall not be inconsistent with or render null any of the mandatory provisions of the Chapter By-laws Template approved by the Association, nor conflict with the Association's Code, Rules, Regulations, or By-laws.
