Bylaws

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ARTICLE I – Name


  1. The name of this non-profit organization shall be Research Triangle North Carolina Chapter, HDI.


  1. For the remainder of this document the abbreviation ‘TriHDI’ will refer to the Research Triangle North Carolina Chapter.


ARTICLE II – Purpose


  1. The primary purpose of this association shall be the support, encouragement and active promotion of the members, HDI and the IT Service Profession at large.


  1. These goals shall be accomplished by:
    1. providing quality communications and educational activities to promote information exchange among members;
    2. Providing an environment in which to build business alliances;
    3. Designing and implementing strategies for encouraging active participation;
    4. Providing effective chapter management;
    5. Providing the opportunity to make connections with people of differing career paths and levels of experience in the Help Desk industry;
    6. Maintaining relations and working closely with HDI.
    7. Also, supporting publications consistent with above goals, and the making of distribution to organizations that qualify as exempt organizations under Sect. 501(c)3 of the Internal Revenue Code or the corresponding section of any future Federal Tax Code.


ARTICLE III – Membership and Dues


  1. Any person interested in the objectives and activities of the association shall be eligible for membership.


  1. Membership is open to individuals, both practitioners and vendors. Each person must be a member of the HDI which will also make them members of TriHDI. Each person shall be entitled to one vote as long as they are a valid member of HDI. All active members are entitled to make recommendations, and hold both elected office and appointed positions at all levels of the association.


  1. All individual memberships are non-transferable.


  1. Application for and renewal of membership shall be made on the official form obtained from the VP of Membership or downloaded from the HDI web site and accompanied by the required amount of dues for the current season. Dues will be paid directly to HDI.


  1. Membership is effective upon receipt of these items.


  1. In case an application for membership is rejected, the money accompanying the application shall be promptly returned to the applicant.


  1. Dues shall be payable on or before the renewal date for HDI membership. HDI will also set forth the rules for levels of membership.


  1. All paid memberships, once accepted, are non refundable.


ARTICLE IV – Officers


  1. The following officers shall be chosen from among the active HDI members in good standing: President, Vice President of Membership, Vice President of Programs, Vice President of Communications, Vice President of Finance, Vice President of Vendor Relations, and Vice President of Content Relations.


  1. These officers shall be elected biannually and shall assume office and duties at the beginning of the calendar year. They shall serve two (2) consecutive years or until successors are elected and assume office.


  1. The term of each office is two (2) years. The office will be opened for nominations and elections must be held each year. If a position is not contested, the current officer will remain in the position for another year. An officer may remain in office until successors are nominated, elected and assume office.


  1. Only a previous or current board member can hold the office of President unless the Nomination Board by a 2/3 majority allows an exception.


  1. A vacancy in any office shall be brought before the membership for nomination and election.


  1. If an officer fails to attend at least 3 regular meetings and 3 Board of Officers meetings in the course of a year, the officer may be asked to step down by the Board.


  1. Should it be determined by the majority of the board of officers that an individual officer is failing to perform the duties of the office or is unable to fulfill those duties; the board has the right to ask for that officer’s resignation so that a vacancy can be created and filled.  A special election will be held to fill the position as soon as possible.


  1. All past President’s have the option of remaining on the Board of Officers as a Chapter Advisor. In order for a Chapter Advisor to be considered active, they must attend at least 3 regular meetings and 3 Board of Officers meetings each year. This officer position is a non-voting position and will serve to keep knowledge and consistency in the running of the chapter.


  1. No more than 1 person from the same organization or company can concurrently hold the offices of President or VP of Finance.


ARTICLE V – Revenues


  1. Annual dues shall be established by HDI.  Any member who has not remitted their dues to HDI shall be dropped from membership.


  1. All revenues shall be for expenses incurred in the conduct of association activities and for promoting the objectives of the association.


  1. No officer, committee member, or chapter member shall incur any expense in the name of the association unless authorized by the Board of Officers.


ARTICLE VI – Governance


  1. The governing power of the association shall be vested in a body known as the Board of Officers. The board will consist of all elected officers.


  1. All actions of the Board of Officers will be transmitted to the association via web site and/or other social media, meeting minutes and/or at a regular business meeting for review.


  1. All business originating on the floor must be approved by a majority of the eligible voting members in attendance at that meeting, subject to the quorum requirements outlined in Article VIII.


ARTICLE VII – Meetings


  1. Meeting dates may be changed by a majority vote of the Board of Officers with a minimum of 1 week notice provided to the membership.


  1. Business meetings for officers shall be held before the regular chapter meeting. Special board meetings may be called at any time during the year as determined necessary by the President.


  1. Chapter meetings will be held at any place within the greater Triangle area.


  1. The VP of Communications shall give members 3 notices of the meeting. First posted on the website, second as an email tickler one week before the said event, and a third tickler sent just prior to the meeting day.


  1. Special meetings may be called by the President and shall be called upon written request of the members. The purpose of the meeting shall be stated in the written request. Except in cases of emergency, at least three (3) days notice shall be given.


ARTICLE VIII – Quorum


  1. A meeting with a number of voting members equal to or greater than 50% + 1 of the average attendance for the previous 6 months shall constitute a quorum for the transaction of business at any meeting of members.


  1. The members present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, even if enough members have withdrawn to leave less than a quorum. Any new action must be approved by at least a majority of the members required to constitute a quorum.


ARTICLE IX – Committees


  1. The President may appoint such committees and appointed officers as are deemed necessary subject to approval by the Board of Officers.


ARTICLE X – Duties of Officers


  1. Officers shall perform the duties prescribed by these bylaws and the bylaws of HDI, the standing rules and the parliamentary authority adopted by the chapter.


  1. The President shall:
    1. Preside over all meetings of the association and the Board of Officers.
    2. Ensure officer positions are filled and oversee the annual officer nomination and election process.
    3. Represent the chapter on all official HDI matters.
    4. Oversee all chapter activities with and through the other officers.
    5. Take steps to ensure all officers and members abide by the HDI Local Chapter operating principles and policies agreement.
    6. Perform other duties that pertain to the office of President as defined by HDI.


  1. The VP of Membership shall:
    1. Design and implement strategies for building One Association membership.
    2. Keep HDI membership database current and accurate.
    3. Keep attendance records of the membership.
    4. Solicit new members.
    5. Perform other duties that pertain to the office of VP of Membership as defined by HDI.


  1. The VP of Programs shall:
    1. Act as a back-up to the President in presiding over all chapter and business meetings in his/her absence.
    2. Identify topics, speakers, and meeting agendas.
    3. Solicit hosts and presenters for each meeting.
    4. Correspond with VP of Content Relations about the upcoming meetings and events.
    5. Serve as primary contact person for fielding educational program ideas and requests.
    6. Book facilities for meetings.  Advise facility with number of attendees for each function 5 day prior to the event/meeting.  Arranger for projector, flip chart, and/or whiteboards (if required).
    7. Provide VP of Communications with topic outlines and speaker bios 2 weeks prior to the event.
    8. Perform other duties that pertain to the office of VP of Programs as defined by HDI.


  1. The VP of Communication shall:
    1. Take minutes of every meeting and present to VP of Content Relations for publication on the chapter web page and/or social media.
    2. Maintain association records of activities.
    3. Distribute minutes by email with in 1 business day of each meeting (for general meeting provide to VP of Content Relations for publication on chapter web site).
    4. Maintain custody of chapter bylaws.
    5. Communicate with HDI for information regarding upcoming HDI events.
    6. Perform other duties that pertain to the office of VP of Communication as defined by HDI.


  1. The VP of Finance shall:
    1. Be custodian of all chapter funds.
    2. Receive all monies and disburse funds only upon the sanction of Officers and/or membership.
    3. All checks must be signed by the VP of Finance and one additional member of the active Board of Officers.
    4. Release funds as necessary for the health of the Chapter.
    5. Submit written financial reports as required by HDI.
    6. Submit books and records for audit when required.
    7. Prepare and file all tax forms as required.
    8. Perform bank reconciliation monthly.
    9. Perform other duties that pertain to the office of VP Finance as defined by HDI


  1. The VP of Vendor Relations shall:
    1. Managing relationships with vendors.
    2. Serve as liaison to the Chapter Board representing vendor/supplier interests.
    3. Enhance the opportunity for and value of appropriate interaction between our vendor members and practitioner members.
    4. Be sensitive to and identify any practitioner-vendor relationship concerns.
    5. Produce and maintain the Vendor Code of Conduct.
    6. Administer vendor Chapter sponsorship program.
    7. Provide input about the latest industry technology to the Chapter’s membership.
    8. Manage and produce any Vendor Fair or other special vendor programs.
    9. Perform other duties that pertain to the office of VP of Sponsorship as defined by HDI


  1. The VP of Content Relations shall:
    1. Design and maintain the Chapters Web Site.
    2. Update and maintain the email list of all Chapter members.
    3. Maintain website, get consensus for posting items from Board and/or members, and keep Board apprised of changes.
    4. Gather articles and news for the chapter web site from the Board, other chapters, HDI, members and other sources.
    5. Maintain social media site(s) (ex. Facebook, Twitter)
    6. Perform other duties that pertain to the office of Web Master as defined by HDI.


  1. Past President shall:
    1. Member at large, provide guidance to the Board
    2. Facilitate transition of chapter Board
    3. Assist with on going chapter activities.


ARTICLE XI – Nominations and Elections


  1. When there is a vacancy, nominations for office will be heard from the floor at any meeting or through communicating with the nominations committee.


  1. Candidates must be a member in good standing with HDI.


  1. To keep the chapter focus on practitioners, there will only be a maximum of 2 vendor board members at any given time. Note: A Practitioner – any member who actively works in a Help Desk or Call Center environment. A Vendor – any member who sells any product including but not limited to software, hardware or temporary employees to work at the Help Desk or Call Center businesses.


  1. Only paid members may vote for officers, and only one vote will be counted per paid membership.


  1. One or more candidates may be nominated.


  1. Majority vote by written ballot elects the new officer.


  1. Each candidate nominated will have consented to serve.


  1. To be eligible to vote in the election, a member must have attended a minimum of 2 meetings in the previous 12 months.


ARTICLE XII – Order of Business


  1. Call to order
  2. Host Company Introduction
  3. Reports of Officers
  4. Reports of Committees
  5. New Business
  6. Business Adjournment
  7. Program or activity


ARTICLE XIII – Affiliation with HDI


  1. Annually the local chapter must reaffirm its association with HDI. This is conducted by having newly elected Officers sign the operating policies and procedures agreement and submitting the executed agreement along with a signed financial statement to HDI.


ARTICLE XIV – Effective date and/or Amendment


  1. This updated document shall be in effect from 1st of January 2011.


  1. This constitution and bylaws may be altered or amended at any regular meeting of the association by the consent of two thirds (2/3) of the present voting members on such changes, providing thirty (30) days notice of such intentions has been given each voting member in good standing.


  1. Approved amendments shall become effective immediately unless otherwise specified in the amendment. If any amendment to these bylaws causes them to conflict with HDI’s bylaws this document shall automatically conform to the HDI bylaws.


ARTICLE XV – Dissolution of the Association


  1. Upon dissolution of the association, the assets shall be distributed for one or more exempt purposes within the meaning of Sect. 501(c) 3 of the Internal Revenue Code, or corresponding section of any future Federal Tax Code, or shall be distributed to the Federal Government, or to a state or local Government, for a public purpose. Any assets not so disposed of shall be disposed of by the Court of Common Pleas of the county in which the principal office of the association is then located, exclusively for such purpose or to such organization or organizations, as said court shall determine which are organized and operated exclusively for such purpose.


  1. Nothing herein shall be in conflict with or circumvent the articles of the Incorporation. Any such case or event that may occur, the Articles of Incorporation shall prevail.


ARTICLE XVI – Parliamentary Authority


  1. The rules contained in the latest edition of Roberts Rules of Order, Newly Revised shall be the parliamentary authority for all matters of procedure for this association not specifically covered by its bylaws and standing rules.
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