Webpage – rses.org/rsesa/cmb

CHAPTER MODEL BYLAWS



To discuss current bylaws, please contact the RSES Policy, Procedure and Bylaws Committee. (link to rses.org/committees) and to the spot of the RSES Policy, Procedure and Bylaws Committee

REFRIGERATION SERVICE ENGINEERS SOCIETY
CHAPTER MODEL BYLAWS

CHAPTER _____________________________________

NUMBER ___________________ DATED ___________

CITY __________________________________________

STATE/PROVINCE _____________________________

COUNTRY _____________________________________

Refrigeration Service Engineers Society

CHAPTER BYLAWS

ARTICLE I
NAME

SECTION 1. The official name of this organization shall be the_______________
______________________________________Chapter of the Refrigeration Service Engineers Society. The chapter identification number assigned by RSES shall
be ____________.

SECTION 2. The Refrigeration Service Engineers Society, also know as “RSES”, “Society”, and “International” is registered in the State of Illinois as an Illinois not for profit corporation. The Society has been ruled as tax exempt by the U.S. Internal Revenue Service under the provisions of Section 501(c)(6) of the Internal Revenue Code. The ________________________________ Chapter is a subsidiary organization of the Society.

ARTICLE II
OBJECT OF THE CHAPTER

SECTION 1. The object of the Chapter shall be to further the professional education of its members in the operation, installation, maintenance, application, and servicing of all types of heating, ventilation, air conditioning, and refrigeration (HVACR) equipment.

SECTION 2. The principal means toward this end shall be the holding of chapter meetings during which useful and practical information is presented or discussed concerning the design, application, construction, operation, and servicing of HVACR equipment.

SECTION 3. Chapter meetings shall also focus on the business and affairs of the Chapter, with preference given to topics relating to the welfare, education, instruction, and professional safety of all members.

SECTION 4. From time to time, the Chapter shall conduct training for its members, to include multi-year chapter course offerings provided by International.

SECTION 5. Retaining existing members and attracting new members to the Chapter shall be given top priority. Recruiting and mission related outreach activities shall normally be restricted to a radius of __________ miles from the geographical center of _____________________________ (or as assigned in the Chapter Charter or action by the International Board of Directors).

ARTICLE III
EMBLEM AND SEAL
SECTION 1. The emblem and seal of the Society are registered trademarks. However, the Chapter may use the name and logo of the Society in conjunction with its local name designation and activities, subject to the restrictions contained in Society Bylaws and the RSES Policy and Procedure Manual. The privilege of their use may be withdrawn by the Society Board of Directors. All Chapter advertising copy or communications in which an emblem or name of the Society is to appear shall first be submitted to the Chapter Board of Directors for approval.

ARTICLE IV
AFFILIATIONS

SECTION 1. The Chapter shall be free to affiliate with (State) _____________________ and/or (Regional) and or (Sectional (RSES Canada)) _____________________________
Associations of the Refrigeration Service Engineers Society.

ARTICLE V
BYLAWS

SECTION 1. The Chapter shall adopt bylaws provided that such bylaws do not conflict with Society Bylaws, and further provided that chapter bylaws shall have been approved by the International President or the International Board of Directors before becoming effective. Similarly, changes to Chapter bylaws must be approved by the President or the Board of Directors before they are effective.

SECTION 2. Chapter members shall be subject to these bylaws. Chapter members may obtain a copy of these bylaws from the Chapter Secretary or ______________________.

SECTION 3. The Chapter shall not be associated or affiliated with, or limited to, a particular religious denomination (non-sectarian). Further, the Chapter shall be independent and free from any official political affiliation except for a business liaison relationship with local and state officials so as to determine, and thereby inform Chapter members, of HVACR - related governmental plans, policies, rules, ordinances, and related governmental edicts.

ARTICLE VI
CHAPTER MEMBERSHIP

SECTION 1. The Chapter shall be composed of five classes of membership: Student, Associate, Active, Certificate, and Specialist as noted in the Society Bylaws. (Note:
List six classes of membership if Article VI, Section 6 is adopted.)

SECTION 2. Individuals shall be accepted as members of the Chapter upon recommendation of the membership committee.

SECTION 3. Applicants for membership shall give true accounts of their HVACR experience on forms provided by the Chapter or Society. Persons accepted for membership shall pledge to abide by the Chapter and Society Bylaws. New members shall be asked to assume an obligation of membership published by RSES. Upon an individual’s acceptance for membership in the Chapter, the Secretary shall forward to the Society within one week, the member’s application, Society dues, and initiation fees. Newly accepted members shall receive a copy of the Chapter Bylaws after remittance of Chapter and Society dues and fees.

SECTION 4. A member shall be considered, “In Good Standing” after all financial obligations (full membership dues) are current. A member not “In Good Standing” shall not be eligible for any benefits or privileges as a Chapter member, or benefits provided by the Society, until financial obligations of the member are satisfied.

SECTION 5. No member shall have the authority to act on behalf of the Chapter, or represent that he/she is authorized to act on behalf of the Chapter, without written permission of the Chapter President, or Secretary, or Chapter Board of Directors. Said permission shall be obtained stating the nature and extent of said person(s) authority to act on behalf of the Chapter.

(OPTIONAL) SECTION 6. (Example) Chapter Student Members are not members of the Society, however, will, as part of their dues, receive the RSES Journal for twelve months following the date such members are placed on the RSES Journal subscription list. Chapter Student Members will receive all Chapter meeting notices and be encouraged to attend Chapter training, except for Chapter training courses provided by International. Chapter Student Members shall be limited to such membership classification for three consecutive or three total years.

ARTICLE VII
FEES AND DUES

SECTION 1. The amount of Chapter dues shall be recommended by the Chapter Board of Directors to the general membership for their approval or disapproval at the Chapter Annual Meeting.

SECTION 2. In the event the Chapter Board of Directors recommends a change in member annual dues, notice of the proposed change shall be published twice in ________
__________________. The first notice shall be published at least two meetings prior to the proposed change being voted by the membership, and the second notice shall be published at least one meeting prior to the proposed change being voted on by the membership. An affirmative vote by a two-thirds majority of the members “In Good Standing” that constitute a quorum present at said meeting is required to approve such changes. See Article IX, Section 4, for the definition of a quorum.

SECTION 3. All fees for educational courses shall be set by the Education ___________
__________________________, with the approval of the Chapter Board of Directors.

SECTION 4. All fees for special events, such as Chapter sponsored seminars or field trips, shall be set by the committee or officers responsible for such events, with the approval of the Chapter Board of Directors.

ARTICLE VIII
FISCAL YEAR/FINANCES

SECTION 1. Unless designated by a resolution approved by a majority of the Chapter members, the fiscal year of the Chapter shall coincide with the Society fiscal year of July 1 of each year through June 30 of the following year. If a different fiscal year is approved, the member year shall remain July 1 of each year through June 30 of the following year.

SECTION 2. Financial reports and statements of the Chapter Treasurer shall coincide with the fiscal year and shall be submitted at the Annual Meeting of the Chapter for approval.

SECTION 3. The Chapter shall obtain and maintain a fidelity bond covering the Treasurer and all members handling Chapter funds, in such amount as the Chapter Board of Directors shall deem appropriate.

SECTION 4. It is important that the signature and resolution forms from financial institutions remain current. The Chapter should have the names of the President, Vice President, Secretary, and Treasurer (Optional - Secretary-Treasurer) on historical financial records, i.e. savings accounts, financial investments, etc. Each Chapter check shall be authenticated by two elected officers, one of whom shall be the Treasurer (or Secretary-Treasurer).

ARTICLE IX
BUSINESS MEETING

SECTION 1. The Chapter may convene as often as may be desired, but shall, in accordance with Society bylaws, meet at least once annually. A copy of the minutes of all Chapter meetings shall be forwarded to International after receiving necessary Chapter approval.

SECTION 2. The Annual Business Meeting shall be held _________________________
_____________________. A special meeting of the Chapter may be called at any time at the request of the Chapter President, or by a majority of the Chapter Board of Directors. A special meeting notice shall be published and delivered to all members at least fourteen days prior to such meeting. All notices of a special meeting shall state the time and place of said meeting. No other business of any kind or character may be acted upon other than that stated in the notice.

SECTION 3. The Chapter shall determine the time and place of regular chapter monthly meetings, unless cancelled or rescheduled by a majority of the Chapter Board of Directors. The meetings shall consist of an educational presentation or activity followed by ___________________________________, _________________________________.

SECTION 4. As membership in RSES is completely voluntary, so is participation at official Chapter functions. Therefore, a quorum shall consist of a minimum of _________ percent of the Chapter members of record in good standing. This quorum must be present to conduct official Chapter business, i.e., bylaw changes, election of officers, changes in chapter dues amounts, expenditures over the amount allocated by membership, and ______________________________________.

SECTION 5. At each general or special Chapter meeting each member in good standing shall have one vote on each issue put to vote before the Chapter membership. Under no circumstances shall a proxy vote be allowed or accepted. (Optional - Chapter Student Members shall (be or not be allowed a vote).)

ARTICLE X
CHAPTER BOARD OF DIRECTORS

SECTION 1. The Chapter shall be governed by a Chapter Board of Directors which shall consist of the elected officers of the Chapter and ________ Directors who shall be elected by written ballot at the Chapter Annual Meeting. Directors shall serve a term of ___________ without standing for reelection. At the first election for directors, half of the directors will be elected for one year terms and the other half are elected for two year terms. At the following year’s election, director(s) are elected for two year terms. These elections will be conducted with a quorum present.

SECTION 2. The elected President shall be the Chairperson of the Board of Directors, and shall serve a term of _______________________. The duties of the Chairperson shall include, but are not limited to: presiding over Chapter Board meetings, conducting meetings in an orderly and timely fashion, calling special Board meetings at the request of a majority of Board members, and discharging such duties as may be officially set forth from time to time by the Chapter Board of Directors.

SECTION 3. The Chapter Board of Directors shall have general supervision, as specified by these bylaws, of the affairs of the Chapter between business meetings. The Chapter Board shall make recommendations to the Chapter membership and perform such other duties as specified in these bylaws. The Chapter Board shall be subject to the orders of the Chapter membership and none of its’ acts shall conflict with actions taken by the Chapter membership.

SECTION 4. Elected Officers and Directors shall be given one vote on each issue put before the Chapter Board of Directors. A proxy vote shall not be accepted on an issue put to vote.

SECTION 5. The Budget and Finance Committee shall prepare a line item budget of expenditures for each new fiscal year to be presented to the general membership at the Annual Business Meeting for their approval or disapproval. Any expenditures above and beyond the line item budget shall be approved by the Board of Directors before disbursement of funds, provided notice of such proposed expenditures has been published in a Chapter meeting notice prior to bringing the proposed expenditures before the Chapter Board. The Chapter shall always be financially solvent.

ARTICLE XI
OFFICERS

SECTION 1. Officers of the Chapter shall consist of a President, a First Vice President, a Second Vice President, a Secretary, a Treasurer (Optional - Secretary-Treasurer), a Sergeant at Arms, and an Education Chairperson who shall be elected by written ballot at the ________________________meeting. Elected officers shall hold office for _________________, or until their successors are elected.

SECTION 2. The President shall be the executive officer of the Chapter, subject to the provisions of these and Society Bylaws. The President shall be in charge of the business and affairs of the Chapter, and shall see that the resolutions and directions of the Chapter membership are carried out. The President may execute Chapter contracts, bonds, or other instruments which the membership has authorized. The President shall preside over the general Chapter meetings keeping the meeting running in an orderly and timely fashion.

SECTION 3. The First Vice President shall assist the President in the discharge of his duties, as the President may direct, and shall perform other duties as from time to time may be assigned by the President. In the absence of the President, or in the event the President is unable or refuses to act, the First Vice President (or in the absence, inability, or unwillingness of both the President and First Vice President, the Second Vice President) shall perform the duties of the President. When so acting, the First or Second Vice President shall have all the authority of and be subject to all the restrictions upon the President.

SECTION 4. The Treasurer shall be the principle accounting and financial officer of the Chapter. The Treasurer shall: (a) have charge of and be responsible for the
maintenance of adequate books of account for the Chapter; (b) have charge of and custody of all funds and securities of the Chapter; (c) be responsible for the receipt and disbursement of all funds; (d) be bonded at the Chapters’ expense, and; (e) in the case of a special event, may appoint an assistant to coordinate disbursements for said event. The Treasurer shall make available to any member, a copy of any treasury reports, upon written request, within ten days of receiving such request.

SECTION 5. The Secretary shall be the principle recording officer of the Chapter and shall be responsible for: (a) recording the Chapter Board of Directors meetings and general Chapter meetings in one or more bound books designed for that purpose; (b) insuring that all notices are duly given in accordance with the provisions of these and Society Bylaws; (c) being the custodian of Chapter records; (d) keeping a register of the general membership and addresses of each member; (e) performing all the duties incident to the office of Secretary; (f) being the Chapter Parliamentarian, and; (g) performing such other duties as from time to time may be assigned by the President. The Secretary shall make available to any member a copy of any accepted meeting minutes, upon written request, within ten days of receiving such request.