By-laws of the Public Relations Society of America – Sierra Nevada Chapter
Revised: January 2015
Approved by PRSA National (3/4/15 – per email from C. Bellittera)
The goal of the revised Bylaws of Public Relations Society of America – Sierra Nevada Chapter is to strengthen the voice and leadership of Chapter members and to enhance the value of membership. The changes to the Bylaws reflect the refreshed purpose, mission, vision and eligibility; refine the Board of Directors’ positions and responsibilities; and define the committees and their functions.
ARTICLE I – NAME
The name of this non-profit organization shall be the Public Relations Society of America – Sierra Nevada Chapter (Chapter).
ARTICLE II – PURPOSE
In accordance with the mission of the Public Relations Society of America (National), the purpose of this Chapter shall be to advance the art and science of public relations in the public interest; to encourage research, discussion and study of the problems and techniques of the public relations profession; to strengthen and maintain the highest standards of service and ethical conduct by all members of the profession; to exchange ideas and experiences and collect and disseminate information that may enhance or improve the professional knowledge, standards, ethics and standing of the membership; and to promote camaraderie within the profession.
The mission of the Chapter is to uphold ethical standards, provide professional development, foster network opportunities and recognize strategic communications excellence in our region.
The vision of the Chapter is to pursue the art of building dynamic relationships and effective communications with varied audiences.
ARTICLE III – MEMBERSHIP
Section 1 – Eligibility
To be eligible for membership in the Chapter, a person must be a member in good standing of the public relations, integrated marketing or strategic communications professions and meet the national eligibility requirements established by National. Any such member of these professions is eligible for membership in the Chapter.
Section 2 – Admission to Membership
The pertinent provisions of the Bylaws of National shall govern admission to membership in the Chapter. Any person admitted to membership in National shall become a member of the Chapter, if eligible, upon payment of Chapter dues.
Section 3 – Associate Membership
Members of National who have less than two years full-time experience in public relations, integrated marketing, and/or strategic communications may be Associate Members for a period of two years, with a reduced fee for membership to National plus applicable Chapter dues. All membership categories and policies shall be consistent with the Bylaws of National.
Section 4 – Retirement
Any member of the Chapter who has been a member of National in good standing for at least five years, has retired from a full-time public relations, integrated marketing or strategic communications occupation, and is employed less than 50 percent of the time in these related endeavors is eligible for retirement status. Applicable dues will apply for National membership, local dues remain full price and retired members will be eligible for the lowest price offered for all Chapter programs. Members on retirement status shall enjoy all the rights and privileges of membership.
Section 5 – Termination of Chapter Membership
Any member who for any reason ceases to be a member of National, or is dropped from National’s roll for non-payment of dues, shall cease to be a member of the Chapter and shall be dropped from the Chapter roll.
Section 6 – Assembly Delegate and Student Chapter Advisor Requirements
Subject to the Bylaws of National, the right to serve as an Assembly Delegate(s) or Alternate Delegate or as Professional Advisor to a PRSSA Chapter shall be members who are accredited. All efforts will be made to find an APR; however, should no APRs be available to serve, a non-accredited member of the Board willing to serve will be the Chapter’s Assembly Delegate(s) or student advisor.
ARTICLE IV – DUES
Section 1 – Amount
The amount of Chapter dues shall be fixed annually by the Chapter’s Board of Directors and shall be payable in advance to National. Students and retired members will be eligible for the lowest price entry at the monthly meetings, discounted rates for any Chapter-sponsored professional development opportunities and the annual Silver Spike Awards event.
Retired individuals are defined in Article III, Section 4 of the Bylaws.
Students are considered to be any individual taking a minimum of six credit hours from either an accredited community college or university and majoring in a marketing, communications, journalism or other related field.
Section 2 – Nonpayment of Dues
Any member whose Chapter dues are unpaid for one month shall be considered not in good standing and shall not be entitled to vote, hold office, or enjoy other privileges of Chapter membership. The member shall be notified of his/her lapsed dues and consequential dropped membership.
Section 3 – Fiscal Year
The fiscal year of the Chapter shall be the calendar year.
ARTICLE V – BOARD OF DIRECTORS
Section 1 – Composition
The governing body of the Chapter shall be the Board of Directors consisting of the President, President-Elect, Vice President of Programming, Vice President of Administration, Vice President of Finance, Vice President of Communications, Vice President of Membership, Vice President of Ethics, the Immediate Past-President, Assembly Delegate(s), Vice President of Professional Development, Vice President of Student Relations, Vice President of Recognition, Vice President of Special Events, Vice President of Community Relations and Vice President of Sponsorship. All members of the Board of Directors will have voting privileges. The President-Elect shall automatically ascend to the position of President without having to stand for election a second time.
Section 2 – Vacancies
In the event of death, resignation, removal or expulsion of any board member, the Board of Directors shall elect a successor who shall take office immediately and serve for the balance of the term or until the next annual election.
In the event that the Nominating Committee has made every effort to secure a candidate to stand for office for the coming year and has still been unsuccessful in filling any office, the incumbent will remain in office until the Board of Directors elects a successor.
Section 3 – Removal
Any Board member who misses more than three consecutive board meetings without an excuse acceptable to the Board of Directors may be given notice of dismissal by the Chapter President and replaced in accordance with Section 2 above.
Section 4 – Board Meetings
There shall be at least four meetings of the Board of Directors each calendar year at such times and places as it may determine. It shall meet at the call of the President or upon the call of any three members of the Board of Directors. Notice of each meeting of the board shall be given to each Board member personally, via email, or by mail at least three days in advance.
Section 5 – Quorum
A simple majority of the Board of Directors shall constitute a quorum of all meetings of the Board. Virtual attendance through conference call or other technology will constitute attendance. Voting by proxy through email will be allowed if votes are received in response to the President’s request and prior to the meeting date.
Section 6 – Compensation or Reimbursement
No elected Board member of the Chapter shall be entitled to any salary or other compensation. Elected Board members or Assembly Delegates(s) may be reimbursed for their expenses incurred in connection with the performance of their duties only if an estimate for such expenses is provided in advance of the expenditure and only if the request is approved by a simple majority of the Board of Directors.
ARTICLE VI – OFFICERS
Section 1 – Board Members
A slate of Board Member candidates will be presented by the Nominating Committee and shall be elected by the Chapter membership at its annual meeting for a term of one year, except for Assembly Delegate(s) who serve a three-year term, and until their successors are elected and installed. No Board Member having held an office for two successive terms will be eligible for a third successive term of the same office.
Section 2 – President
The President shall preside at all meetings of the Chapter and the Board of Directors. The President shall appoint all ad hoc committees with the approval of the Board of Directors and shall be an ex-officio member of all committees except the Nominating Committee, which the President chairs. The President will be responsible for writing and sending communiqués from the Chapter. The President shall perform all other duties incidental to the office.
Section 3 – President-Elect
The President-Elect shall assist the Chapter President in the execution of presidential duties in preparation for becoming the next Chapter President. The President-Elect will serve as a deputy of the President and perform presidential duties in the absence of the Chapter President. This position will be responsible for participating in PRSA District and National conference calls as needed and as required by those bodies. The President-Elect shall perform all other duties as requested by the Chapter President or incidental to the office.
Section 4 – Vice President of Programming
It shall be the primary responsibility of the Vice President of Programming to coordinate the Chapter’s monthly meeting programs. As feasible, the Vice President shall provide the Board of Directors with a list of program subjects for review by the Board and will be responsible for contacting approved speakers, coordinating audio-visual needs and other requirements for the program. The Vice President of Programming will work with the Vice President of Finance to ensure venue arrangements and payments are completed and with the VP of Communication to ensure appropriate publicity is drafted and distributed. The Vice President of Programming will perform all other duties customarily pertaining to the office.
Section 5 – Vice President of Administration
The Vice President of Administration shall keep records of all meetings of the Chapter and of the Board of Directors, send copies of such minutes to National headquarters as required in the National bylaws, maintain the records and history of the Chapter, and perform all other duties customarily pertaining to the office.
Section 6 – Vice President of Finance
The Vice President of Finance shall receive and deposit all Chapter funds in the name of the Chapter in a bank or trust company selected and approved by the Board of Directors. The Vice President of Finance shall issue receipts and make authorized disbursements by check after appropriate consultation with the President or Board of Directors. The Vice President of Finance shall prepare the Chapter’s budget, make monthly “year to date” financial updates, plus an “end of year” update to the Board of Directors and perform all other duties incidental to the office. The Vice President of Finance shall be a member of the Financial Review Committee that meets biennially and prepares a biennial review and report of the Chapter’s financial records and books. The Vice President of Finance will perform all other duties customarily pertaining to the office.
Section 7 – Vice President of Communication
The Vice President of Communications will coordinate communications with the Chapter membership, friends of the Chapter, the media and the public. The VP of Communication’s responsibilities will include, but are not limited to, communication about Chapter information, educational opportunities and insights; notice of events and the annual meeting; information about ethical standards; and actions of the Board of Directors. The Vice President of Communications will chair the Communications Committee and perform all other duties customarily pertaining to the office.
Section 8 – Vice President of Membership
The Vice President of Membership will actively recruit new members to the Chapter. The Vice President of Membership shall maintain all membership files and provide updates to National on an as-needed basis. Membership information will be made available at every Chapter meeting and via the Internet. The Vice President of Membership will chair the Membership Committee and perform all other duties customarily pertaining to the office.
Section 9 – Vice President of Ethics
The Vice President of Ethics shall promulgate education, training and guidance from PRSA’s Board of Ethics and Professional Standards (BEPS), the College of Fellows and National. It will be the responsibility of the Vice President of Ethics to provide ethics education and consultation to the Board and Chapter members throughout the year and to stimulate and encourage Chapter members to seek guidance and clarification when they have questions about ethical principles, practices and standards of conduct in their day-to-day practice. The Vice President of Ethics will work with the Vice President of Programming to ensure one program for the year relates to Ethics, preferably during the September National Ethics Month. The Vice President of Ethics will perform all other duties customarily pertaining to the office.
Section 10 – Immediate Past President
The position of Immediate Past President will be filled by the individual who most recently served as the Chapter President. The Immediate Past President will sit in an advisory capacity to provide an institutional memory for the Chapter board, particularly on issues that have previously arisen during their tenure. The Immediate Past President shall perform all other duties as requested by the Chapter President or incidental to the office.
Section 11 – Assembly Delegate(s)
The Assembly Delegate(s) shall serve as the Chapter’s representative(s) at meetings of the PRSA Assembly and shall be elected by the Chapter membership for a three-year term in accordance with provisions of the national bylaws of the PRSA. The Assembly Delegate(s) will perform all other duties customarily pertaining to the office.
Section 12 – Vice President of Professional Development
The Vice President of Professional Development promotes, actively solicits candidates, and administers the Accreditation in Public Relations (APR) program as designed by National. The Vice President of Professional Development will encourage APRs to fulfill their Chapter obligations. The Vice President will ensure professional development opportunities by holding a workshop for skill and leadership development for members, newcomers and the other stakeholders. The Vice President of Professional Development will chair the Professional Development Committees and perform all other duties customarily pertaining to the office.
Section 13 – Vice President of Student Relations
The Vice President of Student Relations will serve as a liaison between the professional and student chapters with an eye to promote the profession and maintain collaborative relations with the University of Nevada Chapter of the Public Relations Student Society of America. The Vice President of Student Relations will coordinate the mentor program and mixers with the student Chapter. The Vice President of Student Relations will provide board development guidance to the student Chapter and work with the Vice President of Membership to recruit new graduates to the Chapter and perform all other duties customarily pertaining to the office.
Section 14 – Vice President of Special Events
The Vice President of Special Events will ensure the success of the annual Silver Spike Awards and the general membership meeting, to be held each November or as determined by the Board of Directors. The Vice President of Special Events will coordinate the Silver Spike Awards event itself by determining theme and orchestrating the event. Budget for the event must be approved by the Board of Directors prior to expenditure. The Vice President of Special Events will coordinate with the Vice President of Recognition to ensure the smooth operation of every aspect of the Silver Spikes Awards. The Vice President of Special Events will perform all other duties customarily pertaining to the office.
Section 15 – Vice President of Recognition
The Vice President of Recognition will coordinate the judging services by arranging for Chapter awards to be judged and providing for reciprocal judging of another PRSA Chapter’s awards. The trade arrangement must be approved by the Board of Directors prior to commitment. In addition, the Vice President of Recognition will coordinate the call for entries for the Silver Spike Awards and co-chair the Awards and Recognition Committee. The Vice President of Recognition will perform all other duties customarily pertaining to the office.
Section 16 – Vice President of Community Relations
The Vice President of Community Relations will determine interest, availability and frequency of any engagement programs or events and will perform all other duties customarily pertaining to the office. Each year, the Chapter will engage the Board of Directors and Chapter membership in community outreach to showcase the Chapter and to benefit the community in some manner.
Section 17 – Vice President of Sponsorship
The Vice President of Sponsorship shall review and update a sponsorship packet that outlines numerous sponsorship opportunities and create a sponsorship agreement for each sponsorship. All sponsorship packets must be submitted to the Board of Directors for approval. The Vice President of Sponsorship will identify potential sponsors and solicit sponsorships for lunch programs, the professional development workshop and the Silver Spikes special event. This Vice President will work with the Vice Presidents of Programming, Professional Development and Finance, as needed. The Vice President of Sponsorship will perform all other duties customarily pertaining to the office.
ARTICLE VII – NOMINATIONS AND ELECTIONS
Section 1 – Nominating Committee
There shall be a Nominating Committee of no fewer than three members of the Board of Directors consisting of the Immediate Past President, current President and the President-elect to nominate a new slate of candidates for the Board of Directors. Additional committee members may be appointed by the Board President. The Nominating Committee will convene no later than 90 days prior to the annual meeting.
Section 2 – Nominations
The Nominating Committee shall name a qualified nominee for each office and for each Assembly Delegate whose term is expiring. It shall ensure that each nominee has been contacted and agrees to serve if elected.
Section 3 – Notice of Membership
At least thirty (30) days before the annual meeting of the Chapter, the Vice President of Communication shall communicate to all Chapter members the list of nominees prepared by the Nominating Committee.
Section 4 – Elections
Board member nominees and Assembly Delegate(s) shall be elected at the annual meeting of the Chapter. Election shall be by majority vote of the members in good standing present and voting.
ARTICLE VIII – COMMITTEES
Each Vice President serves as Chair of their associated committee. The committees shall meet to conduct the programming and member benefits of the Chapter on an as-needed basis.
Section 1 – Standing Committees
Standing Committees of the organization shall include:
- Professional – This committee will recruit, mentor and support APR candidates, as well as provide information to the Chapter about the value of APR. This committee will also offer the Chapter trainings for professional development in skills and leadership for all levels of practitioners.
- Awards and Recognition – This committee will conduct reciprocal competition submission judging; review the Chapter’s judging criteria and apply best practices; orchestrate the annual meeting and awards program for Silver Spikes each November.
- Communication – This committee will inform the membership and the community of all Chapter activities, trainings and ethical and educational insights. Roles can include, but are not limited to: database management, social media strategy and content updates, publicity, website, analytics, photography and marketing materials. Some members of the committee may have dual roles, depending on time and expertise. This committee will direct the completion and distribution of newsletters, media releases and other materials relating to special Chapter projects and/or events.
- Membership – This committee shall increase Chapter membership including corporate membership, individual membership, and associate membership. The committee shall contact lapsed members, retirees, corporations, PRSSA members staying in the area, prospects from events and collaborative mixers, and other friends of the Chapter to encourage membership in the Chapter. The committee will keep the Board informed on needs to meet retention or member benefits.
- Community Relations-This Committee will conduct a community relations campaign to engage PRSA officers and membership with the community to raise awareness about the Chapter and to benefit the community.
Section 2 – Special and Ad Hoc Committees
Special Committees will be established and appointed by the President with the approval of the Board of Directors. They include, but are not limited to:
- Financial Review Committee- This committee consists of the Vice President of Finance, who shall chair the Committee, and two non-board members appointed by the President to conduct a biennial review of all of the Chapter’s financial transactions and records. The Committee shall commence their work 60 days prior to the end of the calendar year and conclude their work and report to the Board by the end of the calendar year.
- Bylaws Review-The Bylaws Review Committee shall consist of a minimum of three members appointed by the President. The committee can be empanelled by the President, or by a majority vote of the Board of Directors, when necessary, to review, revise or amend the Chapter Bylaws. The Chapter Bylaws will be reviewed for timely revisions at least once every three years. In those instances where Chapter Bylaws need to be revised to remain consistent with PRSA National Bylaws, the changes will be made by the Vice President of Administration and members will be notified of the change.
Section 3 – Committee Reports
The Vice Presidents shall report each committee’s activities regularly to the Board of Directors. All committee activities shall be subject to approval of the Board of Directors.
ARTICLE IX – CHAPTER MEETINGS
Section 1 – Annual Meeting
There shall be an Annual Meeting in November or as determined by the Board of Directors of each year at such time and place as may be designated by the Board of Directors. The purpose of this meeting will be for the discussion of Chapter business and election of new Board members.
Section 2 – Special Meetings
Special meetings of the Chapter may be called by the President, the Board of Directors or upon written request by 25 percent of the Chapter members.
Section 3 – Notice of Meetings
Notice of the Annual Meeting shall be sent to members at least thirty (30) days in advance. Notice of a regular meeting or special meeting shall be sent to each member at least ten (10) days in advance.
Section 4 – Quorum
A majority of the members of the Chapter present shall constitute a quorum at any meeting of the Chapter.
ARTICLE X – BYLAWS REVISION
These Bylaws may be amended by a two-thirds vote of the members present at any meeting, provided such proposed amendments have been approved by the Chapter’s Board of Directors and at least thirty (30) days’ notice has been given to all members of any proposed amendments. Amendments adopted in accordance with this provision become effective only after approval by the PRSA National Board of Directors.