BYLAWS
NAME, PURPOSE AND ORGANIZATION:
Name
The name of the organization shall be Northwest Compensation and Rewards Forum, hereinafter referred to as the “Forum.”Purposes
The purposes shall be:
A. To exchange information, ideas, plans and policies in the field of compensation management.
B. To provide continuing professional development opportunities on an advanced level through participation in Forum programs.
C. To provide a professional voice to legislative and regulatory bodies on regional compensation-related issues.
D. To support the educational efforts and other objectives of the WorldatWork, formerly American Compensation Association (ACA) in the Pacific Northwest.Organization
The organization shall consist of a Board of Directors with the following responsibilities:President
A. Preside at all meetings of the membership in the manner provided in the Bylaws.
B. Be responsible for directing the Board of Directors on day-to-day operations.
C. Appoint interim replacements for vacated positions on the Board.Fees
A. Annual dues will be required of members. Other costs and operating expenses may also be passed on to the members and their guests and collected at meeting times.
B. All charges for the dues structure, meetings, symposia, conferences, or other events will be established by the Board.
C. Finances of the Forum will be subject to independent review biannually.The Board of Directors
A. The membership shall elect at least a seven- (7) member board for staggered three (3) year terms. Officers of the Board will be elected by the Board from its elected ranks.
B. The Board of Directors will consist of a President, Vice-President, Treasurer and Secretary and Directors-at-Large. The Board will be charged with the day-to-day functions of the Forum.
C. All terms of office shall be for three (3) years or until successors are elected.
D. In the event of a vacancy on the Board of Directors, the vacancy shall be filled by appointment of the President for the unexpired portion of the term of office.
E. Responsibility statements for each Board of Directors position shall be developed and updated by the Board.Quorum
A. Quorum for meetings of both general meetings and Board of Directors meetings shall be determined by simple majority of those present for the purposes of transaction of business.
B. By-law amendments shall require a two-thirds vote of the membership.NORTHWEST COMPENSATION AND REWARDS FORUM BY-LAWS
Organization
A. The name of the organization shall be the Northwest Compensation and Rewards Forum.
B. The geographic scope of influence for the organization will be the Pacific Northwest. This declaration does not preclude any similar group within this geographic area from establishing itself separately of the Northwest Compensation Forum.Membership
A. Membership shall be limited to senior level compensation professionals engaged in the design, establishment, execution, administration or management of a compensation function. Consultants regularly engaged in the compensation field shall be eligible but shall be limited to three consultants per organization and will not comprise more than 25% of the total membership.
B. Membership shall require nomination by a member and approval by the Board of Directors. Approved candidates shall be invited to become a member.Meetings of the Membership
A. The membership shall meet at least four (4) times in a calendar year. One of the meetings must include the election of directors and transaction of business. Location and time of the meetings are to be designated by the Board of Directors.
B. Special meeting of the members may be held at any time upon call of the Board of Directors, or upon the request of ten percent (10%) or more of the membership, in writing, stating the purpose thereof; provided, however, notice is given in accordance with the provision of paragraph C. herein.
C. Notice of the meetings shall be given to each member in writing; notice of time and place of such meetings shall be published in advance of the date of such meetings, and in addition, notice of special meetings shall briefly state the purpose thereof.Vice-President
A. In the event of the President’s absence, disability or disqualification, the Vice-President shall perform all duties of the President.
B. Attend and participate in all Board of Directors meetings.Treasurer
A. Be responsible for the financial affairs of the Forum, including preparation, interpretation, and dissemination of financial statements to the Board of Directors members. The Treasurer is alsoresponsible for the annual filing of necessary tax forms.
B. Arrange for an independent review of the Forum’s records biannually.
C. Attend and participate in Board of Directors meetings.Secretary
A. Act as recording and corresponding secretary for all Forum business.
B. Act as parliamentarian at all meetings.
C. Attend and participate in Board of Directors meetings.
D. Coordinate the job network activities.Directors-at-Large
A. Typical duties which may fall to one of the directors may include: 1. Identifying and nominating officers. 2. Liaison with other professional associations and/or educational establishments including WorldatWork. 3. Legislative affairs. 4. Newsletters or other regular communications to the membership. 5. Programs. 6. Membership. 7. Project assistance, Board chairship, or other assistance deemed appropriate by the Board of Directors.MEMBERSHIP ELECTION OF OFFICERS
Eligibility Requirements
A. All members will be invited to join by the membership and there is only a “regular” membership category.
B. To maintain membership, annual dues must be paid and the member must continue to meet eligibility requirements as described in the By-laws. Current members who are actively seeking employment in the field may continue membership.
C. The qualifications for membership and holding office will be defined without regard to age, sex, race, national origin, sexual orientation, or any other factor prohibited by law.Election of Officers
Upon the dissolution of the Forum, after paying or adequately providing for the debts and obligations of the Forum, the remaining assets shall by distributed by the Board to the WorldatWork which is organized and operated exclusively for education purposes and which has established its tax-exempt status under Section 501 of the IRS Code of 1954, as amended. No part of the new earnings of the Forum shall ever inure to, or for the benefit of, or be distributable to, its members, officers, or other private persons, except that the Forum shall be empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the exempt purposes for which it was formed. Notwithstanding any other provisions of the Article the Forum shall not carry on any other activities not permitted to be carried on by an association exempt from Federal income tax under Section 501 of the IRS Code of 1954, as amended.AMENDMENTS TO BYLAWS
Amendments
These articles and the Forum By-Laws may be amended by a two-thirds vote of the membership present.