ARTICLE I - NAME

The name of this nonprofit professional organization shall be the Northeast Wisconsin Chapter of the Public Relations Society of America, Inc. (PRSA).

ARTICLE II - OBJECTIVE

In accordance with the objectives of the Public Relations Society of America, the objectives of this Chapter shall be to advance the art and science of public relations in the public interest; to encourage research, discussion and study of the problems and techniques of the public relations profession; to strengthen and maintain the highest standards of service and ethical conduct by all members of the profession; to exchange ideas and experiences and collect and disseminate information that may enhance or improve the professional knowledge, standards, ethics and standing of the membership; and to promote fraternalism within the profession.

ARTICLE III - MEMBERSHIP

Section 1. Eligibility. To be eligible for membership in the Northeast Wisconsin Chapter, a person must be a Member in good standing of the Society. Any such Member of the Society is eligible for membership in the Northeast Wisconsin Chapter.

Section 2. Admission to Membership. Admission to membership in the Society shall be governed by the pertinent provisions of the Bylaws of the Society. Any person admitted to membership in the Society shall become a member of the Chapter, if eligible, upon payment of Chapter dues.

Section 3. Retirement Status. Any Member of the Chapter who has been a member of PRSA in good standing for at least five years and is gainfully employed for less than 50 percent of the time is eligible for Chapter retirement status. Members on retirement status shall enjoy all the rights and privileges of membership.

Section 4. Termination of Chapter Membership. Any Member who for any reason ceases to be a Member of the Society or is dropped from the Society's roll for non-payment of dues shall cease to be a member of the Chapter and shall be dropped from the Chapter roll.

Section 5. Rights and Privileges of Membership. Subject to the Bylaws of the Society, the minimum standard to serve as an Assembly Delegate or Alternate Delegate or as professional advisor to a PRSSA Chapter shall be limited to Members who are Accredited or a current board member in their respective Chapter, District or Section.

ARTICLE IV - DUES

Section 1. Amount. The amount of Chapter dues shall be fixed annually by the Chapter's board of directors and shall be payable in accordance with Chapter fiscal policies.

Section 2. Nonpayment of Dues. Any member whose Chapter dues are unpaid for three months shall be considered not in good standing and shall not be entitled to vote, hold office or enjoy other privileges of Chapter membership, provided such member shall have been duly notified.

Section 3. Fiscal Year. The fiscal year of the Chapter shall be the calendar year.

ARTICLE V - BOARD OF DIRECTORS

Section 1. Composition. The governing body of the Chapter shall be a board of directors consisting of the President, President-Elect, Secretary, Treasurer, the immediate past President, the Assembly Delegate(s) and three Directors-at-Large.

Section 2. Assembly Delegates. The Assembly Delegate(s) shall serve as the Chapter's representative(s) at meetings of the PRSA Assembly and shall be elected by the Chapter membership for a three-year term in accordance with provisions of the Bylaws of the Society.

Section 3. Directors-at-Large. One director shall be elected each year by the Chapter membership at its Annual Meeting to serve a term of three years beginning January 1st and until his/her successor is elected and installed.

Section 4. Vacancies. In the event of death, resignation, removal or expulsion of any officer, director, or Assembly Delegate, the board of directors shall elect a successor who shall take office immediately and serve for the balance of the unexpired term or until the next annual election.

Section 5. Removal. Any director who misses more than three consecutive board meetings without an excuse acceptable to the board may be given written notice of dismissal by the Chapter President and replaced in accordance with Section 4 above.

Section 6. Board Meetings. There shall be at least four meetings annually of the board of directors at such times and places as it may determine. It shall meet at the call of the President or upon call of any three members of the board of directors. Notice of each meeting of the board shall be given to each director at least seven days in advance.

Section 7. Quorum. A majority of the board of directors shall constitute a quorum for all meetings of the board.

ARTICLE VI - OFFICERS

Section 1. Chapter Officers. The officers of the Chapter shall be a President, President-Elect, a Secretary and a Treasurer. The officers shall be elected by the Chapter membership at its Annual Meeting for a term of one year and until their successors are elected and installed. No officer having held an office for two successive terms shall be eligible to succeed himself/herself in the same office.

Section 2. President. The President shall preside at all meetings of the Chapter and of the board of directors. He/she shall appoint all committees with the approval of the board of directors and shall be ex-officio member of all committees except the Nominating Committee. He/she shall perform all other duties incident to the office.

Section 3. President-Elect. The President-Elect, in the absence or disability of the President, shall exercise the powers and perform the duties of the President. He/she also shall assist the President and perform such other duties as shall be prescribed by the board of directors.

Section 4. Secretary. The Secretary shall keep records of all meetings of the Chapter and of the board of directors, send copies of such minutes to Society Headquarters and to the district chair, issue notices of all meetings, maintain or cause to be maintained the roll of membership, and perform all other duties customarily pertaining to the office.

Section 5. Treasurer. The Treasurer shall receive and deposit all Chapter funds in the name of the Chapter, in a bank or trust company selected and approved by the board of directors. He/she shall issue receipts and make authorized disbursements by check after proper approval by the President or board of directors. He/she shall prepare the Chapter's budget, make regular financial reports to the board of directors, render an annual financial statement to the Chapter membership by the end of the first quarter of the following fiscal year, and perform all other duties incident to the office.

ARTICLE VII - NOMINATIONS AND ELECTIONS

Section 1. Nominating Committee. There shall be a Nominating Committee of no fewer than three Members appointed by the President with approval of the board of directors. This committee shall meet at least 60 days prior to the Annual Meeting of the Chapter.

Section 2. Nominations. The Nominating Committee shall name at least one qualified nominee for each office, Assembly Delegate and director whose term is expiring. It shall ensure that each nominee has been contacted and agrees to serve if elected. Additional nominations, if any, shall be accepted from members at the Annual Meeting provided the nominees have been contacted and agree to serve if elected.

Section 3. Notice of Membership. At least 30 days before the Annual Meeting of the Chapter, the Secretary shall mail to all Chapter members the list of nominees prepared by the Nominating Committee.

Section 4. Elections. Officers, directors and Assembly Delegates shall be elected at the Annual Meeting of the PRSA Chapter. Election shall be by majority vote of the members in good standing present and voting. Balloting in contested elections shall be by secret ballot.

ARTICLE VIII - COMMITTEES

Section 1. Standing Committees. In addition to the Nominating Committeehere shall be standing committees on key Chapter services: Program, Membership, Publicity, and Communications. Additional committees, such as Accreditation, Professional Development, Awards, Student Chapters, and Public Service may be added as the Chapter grows.

Section 2. Special Committees. Special committees may be established and appointed by the President with approval of the board of directors.

Section 3. Committee Reports. The chair of each committee shall report its activities regularly to the Board of Directors. All committee activities shall be subject to approval by the board of directors.

ARTICLE IX - CHAPTER MEETINGS

Section 1. Annual Meeting. There shall be an Annual Meeting each year at such time and place as may be designated by the board of directors.

Section 2. Regular Meetings. In addition to the Annual Meeting, there shall be regular membership meetings at least four times a year at such times and places as may be designated by the board of directors.

Section 3. Special Meetings. Special meetings of the Chapter may be called by the President, the board of directors or on written request by 25 percent of the Chapter members.

Section 4. Notice of Meetings. Notice of the Annual Meeting shall be e-mailed to each member at least 30 days in advance. Notice of a regular meeting or special meeting shall be e-mailed to each member at least 10 days in advance.

Section 5. Quorum. A quorum at any meeting of the Chapter shall consist of a majority of the average attendance at regular Chapter meetings.

ARTICLE X - AMENDMENTS

These bylaws may be amended by a two-thirds vote of the members present at any meeting at which a quorum is present, provided such proposed amendment(s) has been approved by the Chapter's board of directors and at least 30 days' notice has been given to all members of any proposed amendment(s). Amendments adopted in accordance with this provision become effective only after approval by the Society's national Board of Directors.

Revised and Adopted: November 16, 2004