AHHRA Bylaws

BY-LAWS
Revised: December 2015

ARTICLE I  NAME
The name of the organization shall be the Arizona Healthcare Human Resources Association hereafter known as the Association, a non profit organization allied with the Arizona Hospital Association (“AzHHA”) as an affiliated chapter of the American Society for Healthcare Human Resources Administration (“ASHHRA”) of the American Hospital Association (“AHA”).

 

ARTICLE II  MISSION, OBJECTIVES AND VALUES
Mission Statement
AHHRA provides a forum for networking, professional development, support and advocacy to Healthcare Human Resources practitioners.
Objectives
1.   Facilitate professional and personal development of the membership through education and the sharing and dissemination of relevant healthcare human resources issues through such methods as:
 Roundtable Discussions
 E-mail Communication
 Regular Meeting and Educational Sessions
 Community Involvement
 AHHRA Web-site
 Scholarships
2.    Promote the highest professional and ethical standards in the field of healthcare human resources by:
 Mentoring
 Compliance with ASHHRA and AHHRA By-laws
 Establishment of ethical Standards
 Communication of Board Minutes and Financial Statements
3. Foster Collaborative relationships with strategic partners by:
 Exploring common issues and establish roundtable discussions with Arizona Organization of Nurse Executives (AzONE)
 Work in collaboration with the Arizona State Society for Human Resources Management  (AzSHRM) and other local Chapters including SMA
 Promotion of ASHHRA and AHA initiatives
 Explore common issues and establish roundtable discussions with other healthcare professional organizations
4.  Advocate legislative, regulatory and policy issues in the best interest of the membership by:
 Newsletter and e-mail communication
 Establish communication with the Arizona Legislature
 Maintain communication links with ASHHRA, regulatory agencies, and the AzHHA
Values
We are:
 Ethical
 Collaborative
 Accountable
 Respectful
 Fun

 

ARTICLE III  MEMBERSHIP
Section 1. Eligibility
AHHRA will meet the needs of a diverse member base, from all facets of health care and at various points within their health care careers.
Section 2. Category and Eligibility of Membership
a. Practitioner membership in the Association shall be granted to practicing health care human resources professionals or those with responsibility for human resources in a health care organization or not-for-profit organization whose primary focus is the delivery of patient care or the support of that activity.
b. Past President membership shall be granted to individuals who have served as President of the association. Member dues will be waived for up to three years, one for year each for having served as President-elect, President and Immediate Past President. This category shall supersede all others.
c. Emeritus membership shall be granted to former practitioner members who are no longer active in the profession due to retirement or disability.  The emeritus member shall have had at least ten years of membership in the Association in good standing and have performed with distinction in the human resources profession and the Association.
This distinction is limited to those who have been an Officer, Board Member or committee/task force member and/or have made some outstanding contribution to the Association.  All nominations must be submitted through the Board representative of membership.  The appropriate representative will present the recommendation with endorsement to the Board at its next regular meeting.  Board approval is required for this type of membership.
d. Business Partner membership shall be granted to individuals who do not meet the definition of the practitioner however are engaged in the profession of human resources management in an organization that serves the HR practitioner by providing a product or a service.  This will include such providers as temporary and permanent placement agencies, services such as recruitment , outplacement , rehabilitation , relocation , financial planning , recruitment advertising, benefits, HRIS and compensation or other related Human Resources  services or consulting. Individuals who serve these firms as an internal human resources practitioner role and meet all of the necessary criteria for practitioner membership will be classified as practitioner members.
e. 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. Student membership will not apply to individuals who meet the criteria of Practitioner or Business Partner
Section 3. Application for Membership
All applications for membership shall be reviewed and accepted by the Board of Directors in accordance with the by laws defining classes of membership which are written and approved by the Board of Directors. No applicant shall be admitted to membership until annual dues have been paid. Such dues are refundable in case of rejection.
Section 4. Resignation
Any member may resign at any time.  Dues will not be reimbursed. Membership is not transferable from one individual to another.
Section 5. Suspension and Expulsion
Any member whose conduct shall be detrimental to the best interest of the Association; or who violates its by-laws, rules, or regulations; or who may no longer qualify for membership, may be revoked by action of the Board of Directors, after affording the member an opportunity for a review before the Board of Directors.
Section 6. Loss of Eligibility
Membership of any person who is no longer eligible for membership in the association shall be automatically terminated twelve months following loss of eligibility. If a member is unemployed, yet seeking a human resource management position in a health care institution or an organization whose primary focus is the delivery of patient care or the support of that activity, the member will be considered to be “in transition” and may remain as an active member for up to eighteen (18) months.
Business Partner, Ex-Officio, and Student members shall not be entitled to vote and shall not be eligible for elective office or for appointment to the Board.

 

ARTICLE IV  OFFICERS AND DIRECTORS
Section 1. Eligibility
Only practitioner and past president members of the Association who are currently active in compliance with all provisions of the bylaws are eligible to serve on the Board of Directors. Candidates eligible to serve as president-elect and president should have served on a committee or as a Board member.  Additionally, all officers are encouraged to hold active membership in ASHHRA during the term of office.
Section 2. Officers and Directors
a. The officers of the Association shall be President, President-Elect, Secretary and Treasurer.  Additionally, all officers are encouraged hold active membership in ASHHRA during the term of office.    ASHHRA dues may be offset by AHHRA for those board members whose organizations do not pay for National Association dues.  Board approval and disclosure to the membership of such payments is required.
b. The Board of Directors shall consist of the following positions: Past President, President, President Elect, Secretary, and Treasurer and not less than 3 or more than 10 elected Directors.
c. The President, as Chairperson of the Board, shall vote only in the case of a tie.
d.   A quorum of the board will exist when a majority of the officers and at least two board
members are present at the board meeting.
Section 3. Ratification of Officers and Directors
The Nomination Committee shall propose a slate of officers and board of directors to the full membership for ratification. The Nomination Committee shall consist of the Past-President, President and President-Elect.
Ratification of the slate of candidates shall be conducted annually and at least 30 days before the end of the calendar year by mail or electronic vote of all eligible active members.
A majority of the votes cast shall be sufficient for ratification of the slate of candidates.
Challenges to the slate presented to membership will be conducted through a write-in procedure.  In the event of tie vote, a runoff election will be held between the tied candidates, and a plurality will determine the results of the runoff election.
Section 4. Term of Office
The term of office for each elected Officer shall be one (1) year, commencing January 1, and terminating December 31. The term of office for each elected Director shall be two (2) years commencing January 1, and terminating December 31 of the second year.  The President-Elect shall succeed to the Presidency.  Time served as a replacement due to a special election or appointment shall not count as a term.
Section 5. Duties of the President
a. The President shall act as the chairperson of the Board of Directors and shall preside at all meetings of the Board of Directors and of the membership. The President, with the concurrence of the Board, shall designate, appoint the members for, and discharge all committees and be an ex officio member of all committees. The President, with the concurrence of the majority of the Board, shall establish annual objectives for the Association, at least one of which shall pertain to the Association’s communications program. The President may approve expenditures in amounts of two hundred fifty dollars ($250) or less for non budgeted incidental operating expenses. Expenditures in amounts larger than two hundred and fifty dollars ($250) may be made only with the approval of the majority of the Board of Directors.
b. The President shall represent the AHHRA to ASHHRA. In keeping with the ASHHRA by laws, the Association President shall:
1. Maintain dialogue with the ASHHRA board member of the Region to communicate on chapter goals, meetings, and other activities.
2. Promote ASHHRA membership to chapter members.
3. Serve on ASHHRA society or regional committees, when possible.
4. Represent the chapter at the chapter presidents’ conference during the ASHHRA annual Leadership Conference and the annual ASHHRA meeting. The costs of the President or his/her named designee attending the ASHHRA annual Leadership Conference and the annual ASHHRA meeting shall be paid by the Association.
5. Maintain liaison between ASHHRA and the chapter members.
6. Provide the ASHHRA director with up to date membership rosters for the chapter.
Section 6. Duties of the President Elect
The President Elect shall, in the absence of or because of incapacity of the President, perform all duties and assume all responsibilities of the President. The President-Elect or his/her named designee will represent the chapter at the annual ASHHRA Leadership Conference.  The cost of the conference only shall be paid by ASHHRA and/or AHHRA.
Section 7. Duties of the Secretary
a.   Record and maintain minutes of all meetings of the Officers and Board of Directors.
b.  Minutes of the Board meetings will be available to the membership on the AHHRA Web Site and/or upon request.
c.  Perform other duties as assigned by the President or the Board of Directors.
Section 8.  Duties of the Treasurer
a.  Accept and deposit membership dues, reconcile any electronic payments.
b.  Manage financial receipts and records, which include investment, receipts disbursements, assets, securities and financial obligations of AHHRA at the direction of the Board of Directors.
c.  File all financial and/or other reports required by Federal, State or local authorities.
d. Prepare a budget for the Board of Directors to be presented at the first Association board meeting called by the new President.
e. Prepare summary financial statements for review at all board meetings.
Section 9. Duties of the Immediate Past President.
a. Chair the Nominating Committee
b. Chair the By Laws Committee
c. Chair the Auditing Committee
Section 10. Duties of the Board of Directors.
a.  The Board of Directors shall be responsible for budget approval and for the fiscal and legal aspects of the Association; have authority to make policy decisions for the Association; establish operating rules and procedures for the Board of Directors and the Association; approve, modify, or disapprove reports, resolutions, or actions of officers or committees of the Association.
b. Directors shall receive no salary or fee for their services as Directors.
c. The Board of Directors are responsible for timely communications to the membership as well as monitoring, posting, and updating the organizational website, communications to include such items as:  education calendar, legislative/labor relations updates, committee updates, Board members, association members, newsletters, By-Laws, etc.
Section 11. Forfeiture and Removal from Office
Directors shall forfeit their office once they have lost eligibility for membership pursuant to Article III, Section 6. Directors are also subject to removal from office by a vote of two thirds of the Board of Directors for failure or inability to fulfill the duties of office. For continuity of board discussions, Board Members must attend meetings.  If a Board member misses more than 3 meetings a year, that is not excused because of personal illness or death of family member, continued Board membership may be forfeited.
Section 12. Vacancies
a.   In the event an Officer or Director should resign or be removed from office; the position shall be filled by presidential appointment, except for the office of President-¬Elect. This office shall be filled by vote of the membership at the next regularly scheduled meeting or via electronic vote of all eligible, active members.
b.   In the event the President shall be unable to fulfill the tenure of office, the President Elect shall act as President for the remainder of the current calendar year, at which time the newly elected President Elect will assume the Presidency.

 

ARTICLE V–LIABILITY
Section 1. Purpose
The Association is organized exclusively for charitable, research, and educational purposes as a not for profit Association. The Association shall be conducted so that no part of its income or earnings benefit any individual member, Director or Officer. In the event of dissolution, the assets shall be distributed to another organization enjoying an exempt status under Section 501(c) (3) of the Internal Revenue Code of successor statutory authority.
Section 2. Limit
The Officer, Directors and members shall not be individually liable for the debts or other liabilities of the Association, and the private property of such individuals shall be exempt from any Association debts or liabilities.

 

ARTICLE VI  MEETINGS
Section 1. Regular Meetings
Regular meetings of the Association shall be held on call of the President or the Board of Directors.
Section 2. Special Meetings
Special meetings of the Association or the Board of Directors may be held at such times and places as the President or the Board of Directors deems necessary, or upon request of a majority vote of the active membership.
Section 3. Board Meetings
The Board of Directors shall meet before the first regularly scheduled meeting of the new calendar year of the Association. Meetings of the Board may be held throughout the year.
Section 4. Notice
The President or designee shall give written notice to the members of the Association of all regular and special meetings and the business to be acted upon. The President shall give twenty four (24) hours notice for any special Board meetings to each of the Board members.
Section 5. Proxy Voting
Any active member may authorize any other active member the privilege of proxy vote, provided written authorization is presented to the President prior to any vote.
Section 6. Communication Sessions
The President of AHHRA, the President-Elect or a committee chair may call communication sessions with the prior approval from the AHHRA board. The purpose of these sessions is to provide a vehicle for the informal exchange of educational information among the membership. Participation in communication sessions will be limited to Practitioner, Past President, Emeritus, Consultant and Student members, and those invited by active members, provided that the invited individual is employed in healthcare Human Resources, or related fields. Notification of the communication session will be sent to the membership at least two weeks prior to the meeting.

 

ARTICLE VII  COMMITTEES
Section 1. Standing Committees
The President shall appoint the following standing committees:
A. Membership Committee
The duty of this committee shall be to promote membership to AHHRA. The Membership Committee shall be responsible for introducing and orienting new members to the Association; preparing and promoting an annual membership drive proposal, including annual dues renewal; maintaining and distributing, annually, a register of names and addresses of all members; providing ASHHRA membership information to all current members, and shall serve as a resource to new members regarding meetings and procedures.
B. Auditing Committee
The duty of this committee shall be to conduct a thorough audit of the Association’s revenues and expenses at the end of each calendar year, prior to the installation of the newly elected Treasurer. The committee will consist of a practitioner member of the Association who is not a member of the Board and the Past-President. The audit committee report will be given to the Board at the first Board meeting of the new calendar year.
C. Nominating Committee
Nominating Committee shall consist of a minimum of three members, which shall include current Past President, President and President-Elect.
1) The Committee shall not be required to hold formal meetings, but may conduct business by mail or telephone and shall present a slate of nominees to the membership not less than 45 days before the end of the calendar year.
2) Any practitioner member of the Association may recommend candidates for consideration by the Nominating Committee.
3) The Committee will advise all officer nominees of the need to be ASHHRA members prior to installation to office and beginning of their term.
D.  Professional Development Committee
This committee shall formulate programs to foster educational opportunities and objectives of AHHRA and shall coordinate the implementation of approved programs. The committee shall be responsible for the annual meeting under the direction of a member of the Board. Programming will be in support of the AHHRA membership to include Human Resources and, but not limited to, the specialized areas of recruitment, compensation, benefits and employee relations.
E.  Chapter Relations and Communications Committee
This committee is responsible for coordinating efforts aimed at improving chapter relations with current and potential new members, and other professional associations in concert with the Professional/Development Committee.  The committee coordinates the chapters scholarship and internship programs. The chairperson serves as the association’s ASHHRA marketing representative. The chairperson works closely with the Treasurer and Membership Committee chairperson.
Section 2. Other Committees
a.   Special committees may be appointed by the President.
b.   The term of office for members of special committees shall be until completion of assignment, unless otherwise specified in the authorization given by the Board of Directors.
c.   Special committees shall submit a final report with conclusions and recommendations upon completion of all projects to the President.
Section 3. Member Eligibility
The President will serve as an ex-officio member of all committees.

 

ARTICLE VIII- -DUES
Annual dues shall be determined by the Directors. New memberships with AHHRA shall be on a continuous basis throughout the year.  Membership renewals shall take place the month prior to when they originally paid for their annual membership.  The Membership Committee shall report upcoming renewals at the Board of Directors Meetings. Members, who fail to pay dues within 90 days after due and payable, shall have their membership automatically terminated.
New members who join the Association during the first three-quarters of the calendar year will pay the entire annual dues. New members joining during the fourth quarter of the calendar year will have their dues credited to the following year.
Annual dues of Emeritus members shall be waived.

 

ARTICLE IX  PROCEDURE
Questions of procedure shall be disposed of under Roberts Rules of Order, as interpreted by the President-Elect, when not in conflict with the by-laws of the Association.

 

ARTICLE X  AMENDMENTS
These by-laws may be altered, amended or repealed by the affirmative vote of the Practitioner, Past-President and Emeritus members present by mail or electronic vote of all eligible active members. Notice of the proposed changes will be sent to all active  voting members at least 14 days prior to the electronic vote due date.
A majority of the votes cast shall be sufficient for approval of the proposed changes.