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INTERNATIONAL SOCIETY FOR PERFORMANCE IMPROVEMENT
SEATTLE CHAPTER
Constitution and Bylaws
Approved by the Board of Directors - April 16, 2007
CONSTITUTION
ARTICLE 1: NAME
This association will be known as the Seattle Chapter, International Society for Performance Improvement (Seattle-ISPI).

ARTICLE II: MISSION
Through a thriving membership, the Seattle Chapter of ISPI, in partnership with business and community, will work to improve organizational and individual performance through the practice of Human Performance Technology.

ARTICLE III: MEMBERSHIP
Membership in the Seattle Chapter shall be open to any individual that is professionally interested in the purpose of the chapter who visibly supports its mission, goals, and objectives, and participates in chapter activities by attending general monthly presentations and/or Chapter Board of Director's meetings, during the term of their membership.  An individual is an active member of the Seattle Chapter upon receipt of a fully completed membership application, full payment of membership dues, and active participation in chapter activities.

Annual dues are set by the Chapter Board of Directors. The Chapter Board must consist of at least three (3) members in good standing with ISPI, the parent organization, in order to maintain a chapter charter. Members are entitled to vote, hold office, and participate in all activities of the Chapter.

ARTICLE IV: ORGANIZATION
Section 1: Authority
The highest authority for deciding the policies and managing the affairs of the Charter is the voting membership, through the election of Board members. The Chapter Board of Directors makes changes to byulaws, resolves policy issues, and implements the policy measures established by the Board. The Chapter Board of Directors may expel a member from a meeting if they are disruptive/abusive, represents harm, or whose presence is perceived as harassment. Membership may appeal any decision by the Board of Directors by notifying the President of their request for appeal.

Section 2: Officers
The elected officers of the Chapter will be President, President-Elect, Vice President for Finance, Vice President for Membership, Vice President for Programs and Vice President for Communications.
  • Officer of the Chapter will serve a term of one (1) year, beginning when they are duly elected by the membership and ending when their newly elected successors take office.
  • If an elected office should become vacant before the term of office has expired, the President, with the approval of the Chapter Board of Directors, will appoint an officer to complete the rest of the term.
  • Elections will be held at the end of any given programming yeat (May), and newly elected officers will take chrge at the beginning of the next programming yuear following the election.
Section 3: Chapter Board of Directors
The Chapter Board of Directors will consist of the seven (7) officers of the Chapter: President, President-Elect, past president, Vice President for Finance, Vice President for Membership, Vice President for Programs, and Vice President for Communications. Each member of the Chapter Board of Directors will serve a term of at least one (1) year. The Chapter Board of Directors will present policy issues to the electorate and manage Chapter business affairs in compliance with the policies of the Chapter. The Board of Directors shall determine chapter policy and procedures and legislate the Society between meetings of the membership. The Board of Directors may propose changes to the Bylaws and establish guidelines for conducting chapter business. 

ARTICLE V: MEETINGS
Section 1: Regular Meetings
Regular Meetings will take place no fewer than four (4) times a year, with a goal of nine (9). The membership should be notified of the time and place of such meetings at least 20 days in advance.

Section 2: Annual Business Meeting for General Membership
Annual Business Meetings will be held at a time and place in the Spring of the programming year determined by the Chapter Board of Directors. This meeting is open to the general membership, will discuss general chapter issues such as introducing officers, finances, membership, changes to bylaws, performance to goals, and ideas for the following year.

Section 3: Special Meetings
The President, with the approval of the Chapter Board of Directors, may call special meetings of the members as needed.

ARTICLE VI: AMMENDMENTS
The Constitution may be ammended according to the By-Laws in force at the time.

ARTICLE VII: DISSOLUTION
If the Seattle Chapter of ISPI should determine to terminate its activities and dissolve the chapter all the assets and property of the Chapter will be transferred to ISPI, the parent organization.
BY-LAWS
ARTICLE 1: MEMBERSHIP
Section 1: Classes of Membership
The following classes of membership will exist in the Society:
  • Regular members
  • Student members are persons in full-time attendance at an institute of higher learning. Student member dues will be lower than those set for regular members. The VP of Membership has responsibility for identifying whether or not an applicant falls into this membership category
  • Corporate Membership
Section 2: Board of Directors Incentive Plan
Membership Dues of at least one (1) full year, meeting fees, or other membership expenses will be waived, in whole or in part, for officers of the Chapter.

ARTICLE II: NOMINATIONS AND ELECTIONS
Section 1: Nominating Committee
By April 1, the incumbent President shall form a Nominations Committee of nto less than three members, and will serve as its chairperson.The committee shall canvas the membership for suggested nominations, and submit these npminations to the membership for voting within thirty days.

Section 2: Election of Officers
Board of Director Officers will be elected by secret ballot from the voting membership under procedures provided by the existing Board of Directors.The nominee receiving the highest number of votes for each office shall be elected to the position on the Board of Directors. In the event that the Candidate is unopposed, the nominations committee will send a confirmation ballot to the general membership to approve or deny this person for the elected position they have been nominated for on the Board of Directors.

ARTICLE III: VOTING
Section 1: Voting
Members vote for the election of officers and ammendments. The majority vote of the entire Board of Directors will be necessary to make actions of the Board of Directors binding.

Except as provided in other Articles, all actions will be by majority of the members present.

ARTICLE IV: BOARD OF DIRECTORS
Section 1: Board of Director Members
The Board of Directors consists of Chapter Officers. There are two categories of Chapter Officers; those that are required to be elected and those that are appointed. Chapter Officers shall serve a term of one year beginning July 1.
  • Elected Officers: Elected Officers of the Society shall be the President, Past President, and Vice President of Finance. Terms of elected officers will start on July 1, or when duly elected by the membership, and finish when their newly-elected successors take office (with the exception of the President who automatically becomes the Past President).
  • Appointed Officers: Appointed officers of the Society shall be the Vice President of Membership, Vice President of Programs, and Vice President of Logistics, and the Executive Secretary. These offices will be appointed by the President. At the discretion of the President, two individuals may be selected as Co-Vice Presidents and share responsibility for an appointed office. These officers shall be appointed by the President for a term of one year beginning July 1.
  • Filling Vacancies: In the event of a vacancy of the office of President, the Past President shall immediately become President, and a special election shall be held to elect a new President. In the event of a vacancy in an elected position other than the President or Past President, the President with the approval of the Executive Committee may appoint an active chapter member to complete the rest of the term.
Section 2:
The Board of Directors will consist of the following annually elected officers and appointed officers of the Seattle Chapter. At least 3 Chapter Officers must be members of the International Association.
  • President: The President will be the Chief Executive Officer of the chapter, and preside over all chapter and Board of Director meetings. The President shall represent the Chapter in all of its fnctions and activities, and shall be ultimately responsible for the Chapter direction and attaining its mission. In the succeeding year, the President will serve in an advisory capacity on the Board of Directors, and must act as chairperson of the Nominations Committee, The President must be a member of the International Society.
  • President-Elect: The President-Elect of the chapter assists the President as necessary and acts as president pro-tem during the president's absence. In addition, the President Elect is the liasison to the International Society, and is responsible for compiling and submitting the Chapter Profile to the International Society. The President-Elect will become the President in the following year. The President-Elect must be a member of the International Society.
  • Past-President: The Past-President provides guidance and advice to the President and the Board of Directors and will vote on Chapter Issues.
  • Vice President of Finance: The Vice President of FInance will be an annually-elected officer of the Chapter, and will be responsible for the sound financial operation of hte chapter. The Vice President of Finance shall be responsible for collecting dues and other monies due to the Chapter, depositing cvhapter fundsinto the Chapter's bank account, making dispersements, maintaining complete and up-to-date financial records, and providing financial reports to the Executive Committee and the International Society. The Vice President of Finance will submit an annual report to ensure the Chapter remains financially viable, and provide an (review) audit of all accounts at the end of each year.The Vice President of Finance will provide a monthly report of account activities for submission to the Board of Directors. The Vice President of Finance is a member of the Board of Directors.
  • Vice President of Membership: The Vice President of Membership will be an annually appointed officer of the chapter, and will be responsible for responding to inquiries from prospective members, process membership registrations and renewals, update membership address information, provide greeters for general meetings, providing mailing labels, keep up-to-date records in the chapter's membership database, provide meeting reception, and conduct an annual membership survey to determine the professional needs of the membership. The Vice President of Membership is a member of the Board of Directors.
  • Vice President of Programs: The Vice President of Programs will be an annually appointed officer of the chapter, and will be responsible for monthly chapter meeting coordination including identifying and confirming speakers and topics of interest to present to the membership, maintaining communication with speakers prior to each meeting providing speakers with all necessary chapter and/or meeting information, providing meeting notices, ensuring meeting clean-up, and sending appreciation letters to each presenter. The Vice President of Programs is a member of the Board of Directors.
  • Vice President of Logistics: The Vice President of Logistics locates and secures workshop and meeting facilities collaborating with the VP of Programs, arranging for catering/food for workshops and meetings, getting approval for any expenditures over $300, creating meeting sign-in sheets showing paid members, assists VP of Membership with meeting/event sign-inprints appropriate announcements/flyers for meetings, provides directions to meeting location as needed, assures table supplies are at each meeting (i.e. badges, pens, all handouts), manages a resource table as needed, develops and maintainsprogram/speaker evaluation process, administers evaluation of workshops and meetings, compiling evaluation data and sends to meeting presenter and board members. 
  • Vice President of Communications: The Vice President of Communications will be an annually appointed officer of the chapter, and will be responsible for timely announcement of chapter meetings via email invitation. He or she will also produce the Chapter's newsletter, advertisements, job bank postings, and membership directory. The Vice President of Communications will also provide guidance and assisitance in developing all chapter publications (i.e flyers and announcements). The Vice President of Communications is a member of the Board of Directors.
  • Executive Secretary: The Executive Secretary shall record and maintain minutes of all Board of Director meetings, and supporting documents related to the running of the Chapter. The Executive Secretary is a member of the Board of Directors.
  • Web Master: The Web Master is an annually appointed position and shall have the responsibility and authority to create, modify, and update information and resources displayed on or linked to the Chapter's Website as directed by the President. The Web Master shall oversee all aspects of maintaining this website including selecting content, services provided through online transactions, and scheduling when the home page is updated. The Web Master is not a member of the Board of Directors.
Section 3: Meetings
The President calls the Board of Directors into session, usually once a month.

ARTICLE V: ADDITIONAL OFFICES AND STANDING COMMITTEES
Section 1: Appointed Positions
The President may appoint additional chaorpersons, coordinators or similar positions to assist in accomplishing Chapter objectives.

Section 2: Standing Committees
The Chapter will have the standing committees as determined by the Board of Directors. The Chaorpersons of the Standing Committee shall be appointed by the President, and supervised by the President or a Vice President designated by the President.

Section 3: Chapter Liaison, ISPI
The President will appoint a chapter liaison as required.

Section 4: Corrective Action
When an Officer of the Board does not fulfill his or her responsibilities, corrective action may be taken by the Executive Committee in the following manner:
  • Informal Intervention: Any elected or appointed officer may request the President or President-Elect to informally meet with another officer to attempt to resolve misunderstandings, clarify their role expectations, and inherent responsibilites and obligations.
  • Removal from Office: If informal intervention does not solve the problem, an Officer of the Board may request that a motion to dismiss this officer be placed on the agenda for an Execiutive Committee meeting. An appointed officer shall be removed from office if a simple majority (i.e. one vote more than 50% of the Board of Director officers in attendance) of all Board officers vote in favor of this action. AN elected officer shall be removed from the office if two-thirds of the officers in attendance vote in favor of this action.
ARTICLE VI: DUES
Section 1: Annual Dues
The annual dues of the Chapter are as follows:
  • Professional Membership - $60/annually
  • Professional Plus Consultant - $90/annually
  • Student Membership (full-time) - $40/annually
  • 2 Year Professional Membership - $100/2 years
  • 2 Year Professional Plus COnsultant - $160/2 years
Section 2: Meeting Fees
Members attending each meeting will not pay an additional meeting fee unless recommended by the Vice President of Finance and approved by the Board of Directors.

Section 3: Active Membership
Any member who does not renew his/her membership dues by the beginning of the next programming year will be dropped from the active membership roster. Reinstatament will occur when dues are paid.

ARTICLE VII: INTERNATIONAL SOCIETY
The Seattle Chapter of the International Society for Performance Improvement has a Chartered Chapter relationship with the International Society. A Chartered Chapter has the following Relationship with the International Society:
  • Has three officers that are international members, meets administrative structure requirements, and abides by current chapter bylaws.
  • Has permission to use the ISPI logo and name per the specified contract.
  • Is eleigible to receive Awards of Excellence and Chapter Recognition.
  • Receives specific Chapter development and marketing support services. Can receive additional support services from the International Society at cost. Receives discounts on ISPI products, which the chapter can then use or resell.
  • Pay no dues or other compensation to the International Society.
  • Is re-qualified every two years by completing a new Chapter Agreement.
  • Is re-qualified annually by filing a simplified chapter profile consistent with the awards criteria.
ARTICLE VII: AMENDMENTS
Section 1: Amendments
The Constitution and By-Laws may be amended by the following method:
  • The proposed amendment, with a Board of Director review, will be sent to all members at least thirty (30) days before adoption. The proposed amendment will be adopted upon receiving acceptance by at least two-thirds of the voting membership.
  • Amendments will be furnished to the ISPI.
Copyright 2007-2011. Seattle Chapter - International Society for Performance Improvement. All rights reserved.