Bylaws

Name
Mission Statement
Goals
Membership
Dues
Meetings of Members
Officers and Executive Committee
Ratification of Officers
Committees
Affiliation
Reports
Ammendments to the Bylaws
Finances
Creed

Article 1 - Name

The name of this organization shall be the Virginia Society for Healthcare Human Resources Administration. For the purpose of identification and brevity, the Virginia Society for Healthcare Human Resources Administration shall be referred to as "VaSHHRA".

Article 2 - Mission Statement

VaSHHRA’s mission is to lead, develop and support its members in the health care industry, as they strive to maintain values and ethics, and attain their institutions' goals in the delivery of outstanding Human Resources management.

Article 3 - Goals

ORGANIZATIONAL DEVELOPMENT - Promote/maintain a professional organization that is responsive to the needs of its members.
PROFESSIONAL DEVELOPMENT - Provide educational opportunities that will support the growth and development of human resource management skills to its members.
PROFESSIONAL RELATIONSHIPS - Ensure positive working relationships with the Virginia Hospital & Healthcare Association (VHHA), the American Society for Healthcare Human Resources Administration (ASHHRA), other organizations, associations and societies.
ADVOCACY - Monitor, review, communicate and actively represent legislative and policy issues on behalf of the membership.
FISCAL RESPONSIBILITY - Carry out the above goals by utilizing resources available within the annual budget. VaSHHRA is organized exclusively for educational purposes as a not-for-profit association. It shall be so conducted that no part of its income or earnings will directly inure to any member or officer.

Article 4 - Membership

Section 4.1 ELIGIBILITY

Membership in VaSHHRA shall be defined as follows:

REGULAR MEMBER - Regular membership shall be granted to practicing health care human resource professionals in a health care organization the primary focus of which is the delivery of patient care or the support of that activity. Healthcare Human Resource professionals who are not employed but who are actively searching for a healthcare human resource position (for a period not to exceed two years) also shall be granted regular membership.
CONSULTANT MEMBER - Consultant membership in VaSHHRA shall be granted to individuals whose employer provides products & services to the Human Resource practitioner.
STUDENT MEMBER - Student membership shall be granted to full-time students pursuing a course of study in Human Resources/Personnel administration, management or hospital administration in an accredited college or university.
HONORARY MEMBER - Honorary membership is granted to a former member who had at least ten years of membership in VaSHHRA in good standing and is no longer active in the practice of Human Resources/Personnel administration due to retirement or disability. This status shall not be extended to anyone who is changing professions or jobs. The Executive Committee of VaSHHRA will formally recommend a retiree for honorary membership. Perquisites of honorary membership, which shall be at no cost, include VaSHHRA distributions and waiver of registration fee(s) for the annual meeting.

Section 4.2 LIMITATIONS - VOTING PRIVILEGES/OFFICE - Only Regular members shall be entitled to vote, shall be eligible for elected office and shall be eligible for appointment to the Executive Committee. Although the Executive Committee may regularly meet with the chairpersons of other committees, closed sessions of the Executive Committee shall include only the voting members of the Executive Committee.

Section 4.3 ESTABLISHMENT OF MEMBERSHIP

Membership in VaSHHRA shall become effective after approval of a qualified individual by the membership committee, as defined by classifications in Section 1, who has completed a formal application and paid initial appropriate membership dues.
VaSHHRA membership is personal and not transferable to another person. Members who change their institutional affiliation may continue their membership status at the new institution.

Section 4.4 SUSPENSION AND EXPULSION - Any member whose conduct shall be found to be detrimental to the goals of VaSHHRA or who is found to have engaged in activities which violate its creed, may be suspended or expelled by a vote of the Executive Committee of VaSHHRA. The member whom the Executive Committee suspends or expels shall be entitled to receive in writing from the Executive Committee of VaSHHRA the specific charges which have led the Committee to take such action and shall, if the member so desires, be afforded an appeals hearing before a Special Committee appointed by the President. The decision of the Special Committee shall be final.

Article 5 - Dues

Section 5.1 VaSHHRA DUES - The annual dues and any other fees payable to VaSHHRA, shall be determined by the Executive Committee of VaSHHRA.

Section 5.2 PAYMENT OF ANNUAL DUES - New members who are accepted into VaSHHRA prior to July 1st will pay the full amount of annual dues. Members who join after July 1st will pay one-half the annual dues.

Section 5.3 NON-PAYMENT OF DUES - Members who fail to pay dues within 60 days after due and payable shall have their membership automatically terminated.

Article 6 - Meetings of Members

Section 6.1 REGULAR MEETINGS - Regular meetings of VaSHHRA shall be held at least twice each year and more as designated by the Executive Committee. The annual meeting of VaSHHRA shall be one of the two regular meetings.

Section 6.2 REGIONAL MEETINGS - Each region will have a designated Chairperson. Regional meetings should be scheduled and held at least two times a year with a written summary of each meeting forwarded to the VaSHHRA President. The format, structure and agenda of regional meetings will be determined by each region.

Section 6.3 NOTICE OF MEETINGS - VaSHHRA members shall be notified by distribution of each regular meeting at least thirty (30) days before the date of any regular meeting.

Section 6.4 QUORUM - Ten (10) percent of VaSHHRA members entitled to vote shall constitute a quorum at any regular meeting when any matter is to be voted upon. A majority of the members voting shall be required before any such matter is adopted.

Article 7 - Officers and Executive Committee

Section 7.1 OFFICERS - The officers of VaSHHRA shall be a President, President-Elect, a Vice-President, a Secretary and a Treasurer, elected annually for a one year term beginning January 1st. Only regular members in good standing shall be eligible to serve as a VaSHHRA officer. The President, President-Elect, Vice-President, Secretary and Treasurer shall be members in good standing of ASHHRA.

Section 7.2 EXECUTIVE COMMITTEE

In addition to the elected officers of VaSHHRA, the members of the Executive Committee shall include the immediate Past-President whose term ended other than by removal, and the regional chairpersons.
The VHHA Liaison to VaSHHRA may be appointed annually by the President as a non-voting member of the Executive Committee.

Section 7.3 MEETINGS OF THE EXECUTIVE COMMITTEE

A minimum of four (4) regular meetings of the Executive Committee shall be held each year. Special meetings of the Executive Committee may be called by the President or by written request to the President by three (3) members of the committee. A majority of the votes cast in the Executive Committee meeting shall be necessary to adopt a motion. An Executive Committee Member may not vote on behalf of an absent member.
A quorum of four Executive Committee officers must be present for the Executive Committee to conduct business. These four officers must be the immediate Past-President, President, President-Elect, Vice-President, Secretary or Treasurer.

Section 7.4 POWERS AND DUTIES OF THE EXECUTIVE COMMITTEE - The Executive Committee shall manage the affairs of VaSHHRA in accordance with its bylaws. It shall be their special duty:

To insure the appointed Membership Committee acts upon all applications for membership;
To act upon the applications for Honorary membership;
To act upon expulsion of members;
To act upon all correspondence and communications;
To determine dues and meeting charges;
To fill officer vacancies and vacancies on the Executive Committee as prescribed in these bylaws;
To make recommendations at meetings of the membership relative to matters which, in their opinion, the membership should decide;
To approve the disbursement of VaSHHRA funds, or to establish guidelines by which officers shall exercise authority to disburse funds delegated to them by the Executive Committee.
To approve the job duties for VaSHHRA officers and committee chairpersons.

Section 7.5 DUTIES OF THE PRESIDENT - The President shall be the Chief Executive Officer of VaSHHRA. The President shall preside at all meetings of VaSHHRA and its Executive Committee and shall call such meetings as deemed necessary. It shall be the President's duty to exercise supervision over the activities and welfare of VaSHHRA and keep in constant touch with the members of the Executive Committee relative to matters of policy. The President shall designate committees and appoint committee chairpersons. The President shall sign all checks in the absence of the Treasurer. The President will appoint a VaSHHRA member to act as a Liaison with VHHA & ASHHRA. The Liaison will attend the VHHA meetings and report information for the VaSHHRA web site and newsletter. The President shall be charged with the review and update of VaSHHRA’s long range goals and programs. The President shall perform other executive functions as may be required.

Section 7.6 DUTIES OF THE PRESIDENT-ELECT - The President-Elect shall act for the President during the absence or incapacity of the President; shall assist the President in any other way that may be requested by the President or the membership of VaSHHRA. The President-Elect may sign checks in the absence of the President and Treasurer. The President-Elect shall succeed to the Presidency upon completion of the term in office as President-Elect. The President-Elect is Chairperson of the Program Committee and insures that all meeting notices are distributed to the membership.

Section 7.7 DUTIES OF THE VICE-PRESIDENT - The Vice-President shall act for the President-Elect in any indicated way during the absence or incapacity of the President-Elect. The Vice-President shall serve as chairperson of the Membership Committee. The Vice-President will serve as Co-Chairperson for the Program Committee.

Section 7.8 DUTIES OF THE TREASURER - The Treasurer collects all dues; maintains VaSHHRA's bank accounts in good order; makes authorized disbursements of funds; presents a financial report to the Executive Committee; maintains an up to date roster of members who have paid and not paid their dues; distributes an up to date roster once a year, and distributes dues notices. The Executive Committee may authorize (with annual review and with the Treasurer’s consent) succession rights of the office of the Treasurer. Upon the notice of resignation of Treasurer, the Nominating Committee will include a Treasurer Elect position on the ballot for ratification of officers. In order to provide smooth transition, the Treasurer Elect will serve during the last year of the current Treasurer.

Section 7.9 DUTIES OF THE SECRETARY - The Secretary keeps minutes of all regular meetings of VaSHHRA and distributes them on a timely basis to the membership. The Secretary handles routine correspondence relating to the work of VaSHHRA and distributes notices, reports, ballots, etc., when directed to do so by the authorized officers acting on behalf of VaSHHRA. The Secretary keeps minutes of the Executive Committee and distributes them with the Executive Committee meeting announcement.

Section 7.10 VACANCIES IN ELECTIVE OFFICERS

Should a vacancy occur in the office of President, the President-Elect shall succeed to that office and perform the duties thereof for the unexpired term.
In the event another office becomes vacant, the unexpired term will be completed by an appointee of the Executive Committee.
In the event the office of President and President-Elect be vacated simultaneously, the Executive Committee shall within ten (10) days prepare a slate of candidates to be submitted to the membership for a special election.

Article 8 - Ratification of Officers

Section 8.1 NOMINATING COMMITTEE - The immediate Past President of VaSHHRA shall chair the Nominating Committee and shall be responsible for selecting two (2) VaSHHRA members to serve on this committee.

Section 8.2 PROCEDURE - The Nominating Committee will solicit the membership for interested candidates and will submit to the membership a slate of proposed VaSHHRA officers for ratification or rejection (except the office of Treasurer may not be submitted for ratification if the succession rights of Section 7.8 are invoked). Whenever feasible, the Nominating Committee shall recommend candidates for office who will give appropriate representation to the regional districts represented by the membership. The Nominating Committee shall send with each ballot a brief resume for each person nominated for office, indicating the individual's background and general qualifications. The ballots will be distributed to the membership on or before October 1 and will be completed and returned to the Nominating Committee by October 21.

Section 8.3 VOTING FOR OFFICERS - Voting for officers of VaSHHRA shall be by secret ballot. The Nominating Committee shall distribute a ballot to each voting member by October 1st. The member shall vote and return the ballot which must be received no later than October 21st. A majority of votes cast by that date will determine the result. Announcement of the new officers will be distributed to the membership.

Section 8.4 TERM OF OFFICE - New officers shall assume their duties for one calendar year beginning January 1st. No officer of VaSHHRA may serve more than two (2) consecutive terms in the same office. Officers appointed by the Executive Committee to fill vacancies may be nominated to run for the same office and elected officers may be nominated to run for a different elected capacity in succeeding elections.

Article 9 - Committees

Section 9.1 COMMITTEES - The President may appoint the following committees:

NOMINATING COMMITTEE - Shall present a slate of officers prior to the annual meeting. The immediate Past-President will chair this committee along with two (2) other members who should be appointed by the beginning of the year so that it can observe the activities of potential candidates.
MEMBERSHIP COMMITTEE - Shall receive applications for membership in VaSHHRA and will recommend to the Executive Committee the approval or disapproval of any such applications for membership. It is responsible for identifying programs and processes necessary to attract and retain membership. This committee will consist of the six regional representatives and the Vice President who is the chairperson.
PROGRAM COMMITTEE - Shall be responsible for planning and executing the programs for the regular and annual meetings. It shall consist of the President-Elect and Vice-President serving as Chairpersons together with other members.
COMMUNICATIONS COMMITTEE - Prepares VaSHHRA's printed and electronic communications which may include a newsletter and distributes publications of interests to the membership as directed by the Executive Committee. Promotes membership in ASHHRA.
SURVEY COMMITTEE - Shall conduct a wage survey at least annually and distribute to the participating members.
AUDIT COMMITTEE - Shall audit the books of VaSHHRA's Treasurer at the close of the fiscal year. The committee shall consist of at least four members. The Chairperson shall appoint the members and one of the members shall be an individual who is not a member of VaSHHRA. This individual should be a Chief Financial Officer, an Accountant or a CPA. An audit of the books shall occur if there is a change in the Treasurer's position prior to the end of the year. Submits an audited financial report to ASHHRA.
BYLAWS COMMITTEE - Will be appointed annually and reviews annually the bylaws for possible amendments. The committee shall also present to the membership any proposed amendments as outlined in Article XII.
LEGISLATIVE COMMITTEE - Shall be responsible for monitoring national and state legal developments and researching, developing, and establishing advocacy programs that will meet the needs of the membership, profession and the health care industry in conjunction with VaSHHRA.
LABOR RELATIONS COMMITTEE - Shall be responsible for keeping VaSHHRA updated on all areas of labor relation developments throughout the various regions.
SCHOLARSHIP COMMITTEE – Shall consist of an appointed Chairperson and the officers. The committee shall publicize the availability of scholarship opportunities and award scholarships annually.
VENDOR RELATIONS COMMITTEE – Shall solicit vendors for the conferences and publicize these events and other VaSHHRA vendor opportunities.
SPECIAL COMMITTEES - May be appointed by the President from time to time as occasions arise. The term of office for these committees shall be designated by the President but in no case shall the tenure of such special committees extend beyond the current administrative year; however, the incoming President may reappoint any of the special committees upon taking office.

Article 10 - Affiliation

VaSHHRA shall be affiliated with the VHHA and ASHHRA and shall provide assistance and advice upon request.

Article 11 - Reports

Each committee chairperson shall submit to the President an annual report following the last regular meeting reviewing significant accomplishments of their committees during the year. The Outgoing President shall prepare and submit to the membership an annual report of VaSHHRA activities by December 31st.

Article 12 - Amendments to the Bylaws

Proposed amendments to the bylaws may be recommended by members of the Bylaws Committee and by regular members of VaSHHRA. After review by the Executive Committee, the proposed amendment(s) will be distributed, either by regular mail or email, to all voting members. An affirmative vote from a majority of the voting members who return a valid ballot, either by regular mail or email, will be required to amend the bylaws. Voting will close 20 days after the date of distribution.

Article 13 - Finances

VaSHHRA is organized as a not-for-profit association. The Executive Committee shall be responsible for reasonable care in controlling the finances of VaSHHRA. The fiscal year of VASHHRA is January 1 to December 31. In the event of dissolution, or winding up of the VaSHHRA all funds and assets remaining after any debts and liabilities have been cleared shall be donated to the ASHHRA.

Article 14 - Creed

Membership in VaSHHRA carries with it the high personal requirements: to provide assistance and guidance to other VaSHHRA members upon request and to honor all confidences; to keep free from partisan influence; to be willing to serve VaSHHRA in any capacity when called upon; and maintain the high moral and ethical standard of our profession.

REVISED:	11-31-03 07-09-07
REVIEWED:	09-30-04