Bylaws

Tennessee Personnel Management Association

(Revised 03/17/2021)

BY LAWS

PSHRA CHAPTER TENNESSEE

(Revised 01-23-2026)

ARTICLE I. NAME AND GEOGRAPHIC AREA

Section 1. - This chapter shall be known as the “Tennessee Chapter of the Public Sector HR Association® (PSHRA®)” and/or the “PSHRA CHAPTER TENNESSEE” (PSHRA CHAPTER TN).

Section 2. - The geographical area covered by this chapter shall be the entire state of Tennessee.

ARTICLE II. OBJECTIVES

The objectives of this chapter shall be as follows:

1. to provide a forum for persons engaged in public human resource administration to discuss their current issues and obtain professional development;

2. to implement the objectives and programs of the Public Sector HR Association® within the chapter area;

3. to interpret and explain the objectives and methods of personnel administration to the general public, civic groups, government officials and employees; 

4. to encourage and facilitate cooperative action among public jurisdictions and private employees within the chapter area on personnel problems of mutual concern; and

5. to provide educational opportunities for the membership to further the objectives of the Chapter in the form of conferences, seminars, and regional meetings.

ARTICLE III. CHAPTER MEMBERSHIP

Section 1. - Any person working in a professional capacity in local government or quasi governmental agency and/or who is a member of the Public Sector HR Association® (PSHRA®) is eligible for membership.  This includes governments, school boards, public hospitals, public utilities, public transportation, public housing, other public entities, elected officials, and other persons interested in public personnel administration. Chapter membership shall also be available to any person who is not a member of the Public Sector HR Association® (PSHRA®), but who is in support of the objectives and programs of this chapter and of the PSHRA®

Section 2. - The annual dues for chapter membership shall be paid before the individual can qualify as an active member.  All dues shall be payable within 30 days upon receipt of an invoice. The Board of Directors shall set all fees. 

Section 3.  - Student membership is available to full-time graduate or undergraduate students, or any person participating in a formal public service internship program sponsored by a recognized academic institution.  Proof of eligibility must be submitted with the membership application.  Student members are not eligible to vote or hold office.  The Board of Directors shall set student membership fees.

Section 4. - The Chapter must maintain a minimum of five (5) PSHRA® members to remain an active chapter of  PSHRA®

Section 5. – Public Sector HR Association® Affiliate membership will be provided to all chapter members.  Affiliate membership entitles the chapter member to publications and member rates at PSHRA® professional development activities.

ARTICLE IV. CHAPTER OFFICERS AND BOARD OF DIRECTORS

Section 1. - The officers of this chapter shall consist of a President, a President-Elect, a Treasurer, and a Secretary.  All president and president-elect officers must be either an individual member or a designated Agency representative of PSHRA® to serve.

Section 2. - The Board of Directors shall consist of the officers, the Immediate Past President, any member elected to serve on PSHRA® Board of Directors (ex-officio), and no less than four Directors, one or more city or regional representative as desired.  The Board shall not exceed nine (9) voting members with consideration given to equitably representing the membership among the three grand divisions when possible. 

Section 3. - The management of the chapter's affairs and the development and guidance of its program of activities shall be the responsibility of the Board of Directors of the Chapter. 

Section 4. - To be an officer in this organization, candidates must be an active member of this organization, must have a minimum of three years in the Human Resources profession, and must have served for a minimum of one year on the Board of Directors.  The President and President-Elect must be either an individual member or a Designated Agency Representative to serve on the Chapter Board.  A minimum of one year on the Board may be waived by the Board.

Section 5. - The positions of President Elect, President and Past President shall be elected for a one-year term. The term of office for all other Board members shall be for two years beginning on July 1st and continue until a successor has been elected and installed.

Section 6. - Officers/Directors of the organization shall be elected at the annual meeting held at the annual conference each year or as designated by the Board of Directors.

Section 7. – The Nomination committee shall consist of the Immediate Past President, President-elect and one member appointed by the President.  The committee shall consider requests to serve from the membership. The nominating committee shall prepare a report listing the offices to be filled and one or more members for each office that must be presented at the annual meeting.  

Section 8. - All members of the Chapter shall have a voice in the affairs of the chapter.  On matters calling for a decision by the chapter membership, voting shall be by voice or by ballot of the members as may be determined by the Board of Directors.

ARTICLE V. DUTIES OF OFFICERS

Section 1. - PRESIDENT: The President shall preside at all meetings of the Chapter and the Board of Directors.  The President shall appoint all committees and shall perform such other duties as would ordinarily pertain to such office.  The President shall be an ex officio member of all standing committees.  In the event of a vacancy in the office of President, the President Elect shall assume the office and title of President during the unexpired term of the President.

Section 2.   PRESIDENT ELECT: The President Elect shall be familiar with all organizational affairs in preparing for assuming the Presidency and shall work under and in cooperation with the President.  The President-Elect shall serve as an ex-officio member of all committees of the Tennessee Personnel Management Association.   The President-Elect will become familiar with all standing committees and the duties of the President.  The President-Elect shall be responsible for membership development of the Chapter.  The President Elect shall automatically succeed the President at the end of the term.  In the event of a vacancy in the office of the President Elect during the term of office, the vacancy may be filled for the remainder of the term with an eligible member by appointment from the Board.  

Section 3.   TREASURER: The Treasurer of the Chapter is an elected officer serving as the Chapter's financial officer and shall execute all financial transactions of the Chapter.  The Treasurer shall collect and deposit membership dues and other income in a commercial bank account of a local bank; maintain accurate records for such deposits to be ready at any time to present a report of the Chapter's financial status; and prepare a year end financial statement for submission to Association headquarters with the Chapter's Annual Report.  In the event of a vacancy in the office of Treasurer during the term of office, the vacancy may be filled for the remainder of the term with an eligible member by appointment from the Board.

Section 4.   SECRETARY: The Secretary of the Chapter is an elected officer whose duty is to record the minutes and attendance of all Chapter meetings.  The Secretary shall keep these minutes and records in an electronic format so designated by the Chapter.  Documents shall be maintained in accordance with the Document Retention and Destruction policy.  In the event of a vacancy in the office of Secretary during the term of office, the vacancy may be filled for the remainder of the term with an eligible member by appointment from the Board.

Section 5. - SALARY OF OFFICERS:  All officers shall serve without compensa¬tion.

Section 6. - BOARD VACANCIES: Should a vacancy occur within the chapter officers or on the Board of Directors, during that officer’s or director’s term of office, the remaining members of the chapter officers and board of directors shall appoint a replacement officer or board member to finish the term of office of the position vacated.  The person appointed to fill the vacancy must meet the same qualifications for chapter officers or board members as stated in Article IV above.  In certain emergency situations, the Board may waive some qualification requirements to appoint an interim Board member/chapter officer.

ARTICLE VI. DUTIES OF THE BOARD OF DIRECTORS

Section 1. - The Board shall be responsible for the appropriation of all funds of the organization in accordance with the organizational budget; and through the President or other duly authorized member of the Board shall approve all invoices prior to payment.

Section 2. - The Board shall vote on all projects recommended to the organiza¬tion, which must be approved by a majority of the entire Board.

Section 3. - A majority of the members of the Board shall constitute a quorum.

ARTICLE VII.  REGIONAL COORDINATORS

Section 1. - To ensure smooth board and membership meetings, Board members from each grand division will serve as Regional Coordinators.

Section 2. – Regional Coordinators are responsible for the following:

A. Hotel accommodations in the applicable regions (East, Middle and West) for Board members

B. Find a location for dinner and board meeting

C. Secure location for regional training session on the morning after the board meeting and secure a caterer or reserve a dining room for lunch to be served

D. Assist in other areas as needed

ARTICLE VIII.  EXECUTIVE DIRECTOR

Section 1. - The Board of Directors may appoint an Executive Director who shall be the Chief Executive Officer (CEO) of the Chapter responsible for all management and day-to-day functions.

Section 2. - The Executive Director shall be responsible for the following:

a. maintain the PSHRA Chapter Tennessee website 

b. assist in all agenda preparation

c. assist in training program development

d. assist conference chair with conference coordination

e. newsletter distribution

f. maintenance of a mailing list

g. conduct special studies as requested by the Board of Directors

h. attend all Chapter Board and Regional meetings and serves as ex-officio member of all Chapter committees

i. serve as liaison with other professional associations.

Section 3. – The Executive Director shall be reimbursed for certain expenses as described in the letter of agreement with the Board.

ARTICLE IX. COMMITTEES

Section 1. - The President shall appoint committees as necessary to perform the business of the organization. Committees may include but are not limited to marketing, member recruitment, newsletter and social media. 

Section 2. - Any committees may be combined or divided or sub di¬vided, as the President or Board of Directors deem necessary.

Section 3. - An Audit Committee shall be established each year to review the previous year’s financial records.  The committee shall meet after the annual conference and before the first meeting in July.  Membership on the committee shall be composed of the following: (1) Treasurer or Treasurer-Elect,  (2) a general PSHRA Chapter Tennessee member (elected by the members of the committee), (3) the President-elect, and (4) the Executive Director.  The outgoing Treasurer shall serve as staff for the committee.

Section 4.  – A Conference Committee shall be established each year by the PSHRA Chapter Tennessee President.  The committee, in conjunction with the Executive Director shall be responsible for contracting with a venue, soliciting funding in the form of sponsorships and exhibitors, and developing an educational program that is eligible for Professional Development Credits.  The conference chair or designee is required to attend all Board meetings and provide an update on conference planning activities.

ARTICLE X. AWARDS AND SCHOLARSHIPS

Section 1. – Richard L. Stokes Personnel Achievement Award: To be eligible for the annual Richard L. Stokes Personnel Achievement Award, candidates must:

a. be an active member of the organization

b. must have attended two of the last three conferences

c. must have participated in a program or served on a committee at least once in the past year

d. must have made an outstanding contribution to local govern¬ment personnel since the last annual meeting 

Awards may be granted in two categories: (a) Individual and (b) Team/Collaborative. Nominations must be received in accordance with the selection guidelines which can be found on the website.

Section 2. – PSHRA Chapter Tennessee Scholarship:  The PSHRA Chapter Tennessee Scholarship shall be awarded annually in accordance with the Scholarship Guidelines which can be found on the website.

ARTICLE XI. CHAPTER MEETINGS

Section 1. - REGULAR MEETINGS:  The regular meetings of this organization shall be held four (4) times each year as designated by the Board of Directors. The President shall set the time and place of each chapter meeting, and the Executive Director and/or Secretary or Treasurer shall notify members.

Section 2. - ANNUAL MEETING:  The annual meeting shall be held in the Spring of each year or as designated by the Board of Directors, for the election of officers, presentation of annual report, and transac¬tion of other business.  The term of new officers/directors shall officially begin July 1st following the annual meeting.

Section 3. - BOARD MEETINGS:  The organization shall have at least four meetings of the Board of Directors per year.  Any such meetings may be postponed or dispensed with by the President or Board of Directors who may call business meetings at other times as deemed necessary.

Section 4. – QUORUM:  A majority of the regional members shall constitute a quorum at any meeting of the organization.

Section 5. - RULES OF ORDER:  Parliamentary procedure in all meetings of the organization, Board of Directors, and Committees shall be in accordance with Robert's Rules of Order.

ARTICLE XII. RESOLUTIONS AND COMMITMENTS

Section 1. - No resolution or motion to commit this organization on any matter shall be considered by the organization until it has been considered by the Board of Directors.  Such resolutions, or motions, if offered at an organization meeting shall be referr¬ed, without discussion, to the Board, which after having given consid¬eration to the matter shall submit its recommendations to the Membership. The organization may then proceed to take such action, as it may deem proper to the majority.

Section 2. - No assessment shall be placed upon the membership of the organization, unless approved in advance by the Board of Directors.

Section 3. - The expenditure of organization funds in excess of the amount of $100.00 for ancillary  purposes shall not be made except on recommendation of the Board of Directors,  unless specified in the organization’s operation budget.

ARTICLE XIII. AMENDMENTS OF THE BY LAWS

Section 1. - Proposed amendments to these by-laws may be initiated by action of the Board of Directors or upon written petition signed by at least ten (10) members of the chapter.  Amendments initiated by petition shall be addressed to the President for submission to the chapter membership.

Section 2. - Proposed amendments shall be transmitted by the Secretary or Executive Director to the members in writing at least thirty (30) days in advance of the date on which they are to be voted on by the members.  In the case of proposed amendments initiated by petition, the text of the amendment may be accompanied by the recommendation of the Board of Directors.  The Board has the authority to waive the thirty (30) day period.

Section 3. - Before any amendment to the by-laws is formally presented to the chapter membership for consideration, the Secretary or Executive Director shall submit the proposed amendment or amendments to the Public Sector HR Association® (PSHRA) with a request that the proposed bylaw change(s) be reviewed for conformity with policies of the Public Sector HR Association® as established by the Executive Council.  No action on these proposed amendments will be taken until the chapter has received a response to a request for review.

Section 4. - Any amendments to these by-laws deemed by the Executive Council to conflict with the objectives or policies of the Public Sector HR Association® shall be referred back to the chapter membership.

ARTICLE XIV.  CHAPTER LIABILITIES

1. The Public Sector HR Association® is not responsible for any liability this chapter might incur.

2. In the event of dissolution, the residual assets of the organization will be turned over to the Public Sector HR Association® for its exclusive public purpose.

3. Notwithstanding any other provision of these articles, the PSHRA Chapter Tennessee shall not carry on any activities not permitted by an organization exempt from Federal Income Taxes under Section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provisions of any future United States Internal Revenue Law.

ARTICLE XV. EFFECTIVE DATE OF THESE BY LAWS

Adoption of these by laws shall take effect and be in force upon approval by the Executive Council of the Public Sector HR Association® and ratified in accordance with Article XIII.