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 Grand Valley Human Resources Professionals Association", a Chapter of the Association. Its abbreviated name shall be "GVHRPA", (hereinafter called "the Chapter").

III. OBJECTIVES

To develop and promote the Human Resources profession in the Grand Valley region in support of the mission and vision of the Human Resources Professionals Association of Ontario through:

· programs and events which enable members' professional development and networking;
· supporting the development and enhancement of professional standards and certification of those who achieve them; and,
· acting as the advocate of members on important Human Resources issues.

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 Grand Valley region or a region as otherwise described in the Association's By-laws.

2) All applications for membership shall be submitted either to the Chapter Membership Director or directly to the Association's office, on the form provided by the Association. The Chapter Membership Director shall promptly forward all applications received to the Association and, likewise, the Association shall promptly notify the Chapter of all applications processed for Members choosing or required to belong to the Chapter.

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) All Chapter members must comply with and abide by the By-laws of the Chapter.

5) Honourary Chapter Member:
a) The Board of Directors of the Chapter may, by resolution, confer on a member in good standing the status of Honourary Member of the Chapter, in recognition of their outstanding service to the Association and/or the Chapter and their contribution to the field of Human Resources Management.
b) An Honourary Chapter Member shall have such privileges of the Chapter as may be determined from time to time by the Chapter Board of Directors, including the eligibility to vote and hold office (subject to Section V); such privileges and recognition to be acknowledged at the Chapter level only.

6) Annual Chapter membership dues applicable to each member shall be determined from time-to-time by the Chapter Board of Directors. 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, Practitioner, General or Fellow categories, who are members in good standing, are eligible to hold any Chapter office and may vote on any or all Chapter matters.

2) Chapter members in the Student categories, who are members in good standing, are offered all privileges of membership but are not eligible to hold any Chapter office or vote on any or all Chapter matters.

3) Guests: The Chapter Board of Directors reserves the right to limit the number of guests or prohibit guests at particular events when it deems it in the best interests of the membership.

 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 BOARD OF DIRECTORS

1) There shall be a Chapter Board of Directors which 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 Board of Directors shall consist of a number of duly elected members to be determined by the Chapter Board of Directors.

3) a) The Chapter Board of Directors shall appoint from its members, the following Officers:
i) President
ii) President Elect
iii) Director of Finance
iv) Membership Director
and such other Officers as may be required by the Chapter or the Association.
b) If a Membership Director is not appointed, the Association shall deem these Offices to be held by the President.

4) The term of office of a member of the Chapter Board of Directors shall be 1 year.

5) The Chapter Officers will hold office for a one-year period, or until a successor is elected.

6) Chapter Board Directors cannot serve more than two (2) consecutive one (1) year terms in the same portfolio or until a successor is elected.  The President and President-Elect shall not serve more than one (1) year in their respective roles.

7) No Chapter Board member shall be absent for more than two consecutive meetings without reasonable cause. Should this occur, the Chapter Board member shall be deemed to have resigned from the Chapter Board of Directors.

8) The Chapter Board of Directors shall take office not later than June 1, following the Annual General Meeting in each year.

VIII. NOMINATION FOR THE CHAPTER BOARD OF DIRECTORS

Any eligible Chapter member in good standing may nominate any other eligible Chapter member in good standing to stand for election to the Chapter Board of Directors (subject to Section V).

IX. ELECTION TO CHAPTER BOARD OF DIRECTORS

In order to be elected to the Chapter Board of Directors, (a) nominee(s) must receive the highest number of votes cast by the eligible members present and voting at the Annual General Meeting.

X. VACANCIES ON THE CHAPTER BOARD OF DIRECTORS

1) Where a quorum of the Board remains, the Chapter Board of Directors 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 Board 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 Board of Directors constitutes a quorum at any meeting of the Chapter Board.

2) Five members in good standing of the Chapter, 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-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 week later, when whatever number of eligible members then present and voting shall conduct the business for which the meeting was called.

XII. MEETINGS

1) Meetings of the Chapter Board of Directors shall usually be held monthly between the period of September and June; meetings in July and August may be called if deemed necessary.

2) Regular Meetings of the general membership shall usually be held monthly between September and June unless otherwise determined by the Chapter Board of Directors; meetings in July and August may be called if deemed necessary.

3) a) Extraordinary Meetings of the Chapter Board of Directors may be called by the President  or a majority of the members of the Chapter Board of Directors.
b) Extraordinary Meetings of the general membership may be called by the President or a majority of the members of the Chapter Board of Directors.
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 at least 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. The total cost of the meeting may be charged to the members requesting the meeting be held.

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 Board of Directors and Committees;
c) Election and installation of the Chapter Board of Directors 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 Roberts' Rules of 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 Board of Directors.

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, by facsimile transmission, or by email broadcast. 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, facsimile transmission or by email broadcast .

XIV. FISCAL YEAR

1) The Fiscal Year of the Chapter shall be from June 1st to May 31st of the following year.

XV. RESPONSIBILITIES OF OFFICERS AND DIRECTORS

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 Board of Directors, 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) President - Elect :  The 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.  This position may be filled only by a member of the Board of Directors who has served not less than two (2) years on the Chapter Board.  Other Chapter Board experience will be taken into consideration.

3) Past President ( I mmediate) :  The immediate Past President shall be responsible for the official correspondence and minutes of the Annual General Meeting and meetings of the Chapter Board of Directors, and shall ensure that minutes of Committee meetings are included in the records of the Chapter. The immediate Past President shall provide assistance and guidance to members of the Chapter Board of Directors in the performance of their duties and responsibilities

4) Director of Finance :  The Director of Finance 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.

5) Membership Director :  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. The Membership Director shall Chair the Chapter Membership Committee.

6) Other Directors :  The other Directors of the Board shall carry out such duties as may be assigned to them in their portfolios.

XVI. CHAPTER COMMITTEES & PROFORUMS

The Chapter Board of Directors 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 Education Committee: The role of the Chapter Education Committee shall be to liaise between local educational institutions and the Association's Educational Standards Committee in order to: provide feedback on courses offered at local educational institutions, to ensure consistency with current Human Resources practices; and, forward requests from local institutions to review new course programs in the area of Human Resources.

3) Chapter Ad Hoc Committees and Task Forces: The Chapter Board of Directors may establish ad hoc committees or task forces from time-to-time, to study issues or plan/conduct activities as may be deemed appropriate.

4) Professional Forums: The Chapter Board of Directors may establish Professional Forums "ProForums" as groups of members with common interests in a specific area of Human Resources practice. These may be organized according to functional areas (e.g. compensation, recruitment, training, etc.), industry (e.g. service, manufacturing, non-profit), or other demonstrable common interest at the discretion of the Board in response to members' needs. ProForums may establish membership criteria and enrollment limits subject to the approval of the Chapter Board of Directors to permit effective dialogue and the sharing of confidential information.

XVII . 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.

XVIII . AMENDMENT OF CHAPTER BY-LAWS

1) These By-laws may be amended or repealed in part by the Chapter Board of Directors provided that:
a) 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,
b) Such amendment or repeal shall not take effect until ratified at the Annual General Meeting; and,
c) 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.

Amendments Approved May 15, 2002
GVHRPA Annual General Meeting