Bylaws

 

WESTERN PENNSYLVANIA CHAPTER
OF THE AMERICAN PAYROLL ASSOCIATION


Article I – Name

The name of this organization shall be the Western Pennsylvania Chapter of the American Payroll Association (WPA APA).

 

Article III – Purpose

The purposes of the Chapter shall be:

  • To increase the skill level of the payroll professional through education.
  • To promote and enhance the image of the payroll profession throughout the state of Pennsylvania and the tri-state area.
  • To provide payroll professionals with networking opportunities and a forum for the effective exchange of payroll knowledge, trends and ideas.
  • To promote the highest standards of professional practice and payroll ethics.

 

Article IV – Membership

Membership has no limit, except that at least fifty one percent of the membership must be members of the National American Payroll Association.

 

Classes of Membership and Qualifications

Regular Membership –All individuals must be active members of the American Payroll Association (APA National Member)

Associate Membership – Individuals who are not active members of the American Payroll Association (APA National)

Termination of Membership

Revocation of Membership – Membersmay be reprimanded, suspended, or expelled by the Board of Directors for violations of these Bylaws or the Code of Ethics or any other conduct that discredits the Chapter or the payroll profession.

Reinstatement of Membership – Anypersons whose membership has been terminated may, upon written request and explanatory statement to the Board of Directors, have their membership reinstated upon a majority vote of the Board of Directors.

 

Voting

Regular Members – Each Regular and Associate Member shall have one vote in the affairs of the Chapter.

Quorum – Voting is by simple majority of members present. A quorum will not be required.

 

Article V – Dues and Fees

Dues Schedule

The Board of Directors shall determine the annual dues schedule for each level of membership.

Dues Payment

Regular & Associate Membership – The first annual dues of a new member shall be payable and submitted in full with the Membership Application.

Removal for Non-Payment

Members who fail to pay their prescribed dues and other obligations shall be dropped from the rolls and thereupon forfeit all rights and privileges of membership. Upon payment of delinquent dues or obligations, the member shall be reinstated.

Dues and Fees

The Board of Directors shall have the authority to set dues and fees for any class membership.

 

Article VI – Membership Meetings

Regular

There shall be regular meetings of the general membership held on the second Wednesday of March, May, July, September and November.

Special

The President or the Board of Directors may call a special meeting with written consent from 25% of the voting chapter members.

 

Article VII – Board of Directors

Power and Responsibilities

The Board of Directors shall have supervision, control, and direction of the affairs of the Chapter; shall determine its policies or changes therein within the limits of the Bylaws; shall actively prosecute its purposes; and shall have discretion in the disbursement of its funds. It may adopt such rules and regulations for the conduct of its business as shall be deemed advisable, and may, in the execution of the powers granted, appoint such agents as it may consider necessary.

Composition

The Board of Directors shall be composed of the Executive Committee and up to five at-large Directors. The Executive Committee shall be comprised of the following officers: President, Vice President, Secretary, Treasurer, Education Director, and Membership Director. All members of the Board of Directors shall be Regular Members in good standing.

Election

The Board of Directors shall be elected by a majority vote of Regular and Associate Members present at a regularly scheduled meeting.

Term of Office

All members of the Board of Directors shall be elected bi-annually by the members at the November meeting. New Officers/ Directors shall take office January 1 following elections and serve through December 31 of the second following  year with a term of two years.

Meetings

The Board of Directors shall meet as deemed necessary between regularly scheduled Membership meetings upon the call of the President at such times and places as he/she may designate, and shall be called to meet upon demand of a majority of its members. Board of Directors meetings shall be open to Chairpersons of all active committees.

Quorum

A simple majority of the Board of Directors shall constitute a quorum.

Absence

Any member of the Board of Directors unable to attend a duly called meeting of the Board shall be required to notify the President of the Chapter two days prior to the meeting. The President may deem the resignation of the Director effective upon two consecutive unauthorized absences without notification by the Director to the President.

Resignation and Removal

Any Board of Directors member may resign at any time by giving written notice to the President, the Secretary, or the Board of Directors. Such resignation shall take effect at the time specified therein, or, if not the time specified, at the time of acceptance thereof as determined by the President or Board of Directors. A member of the Board of Directors may be removed from his/her position upon a two-thirds vote of the Board at a legally called meeting. Any Officer or Director subject to such a vote shall be granted the privilege to represent him/herself in person or in writing, either prior to or at the time of the vote.

Vacancies

Any vacancies that may occur on the Board of Directors by reason of death, resignation, or otherwise, may be filled by appointment of the President and confirmed by a majority of the Board of Directors. Appointed members of the Board shall serve the remainder of the unexpired term of the position on the Board for which they are appointed.

Voting

Any decision of the Board of Directors shall be a majority vote of the Directors voting, provided that a quorum participates in the vote.

Article VIII – Officers

Organization of the chapter shall be set up as follows:

BOARD OF DIRECTORS

Elected Positions:

  •         President – (1) voting position
  •         Vice President – (1) voting position

 

Appointed Positions:

  •         Secretary – (1) voting position
  •         Treasurer – (1) voting position
  •         Education Director – (1) voting position
  •         Membership Director – (1) voting position
  •         Certification Study Group Coordinator – (1) voting position

 

Officers

The Officers of the Association shall be regular members and shall consist of a President, Vice President, a Secretary, a Treasurer, and other such Officers as may be elected or appointed in accordance with the provisions of this Article.

Election and Term of Office

The Officers of the Association shall be elected and/or appointed annually by the members at the November meeting of the members. If the election of Officers shall not be held at such meeting, such election shall be held as soon thereafter as is convenient. New offices may be filled at any meeting of the members. Each Officer shall hold the office until the end of their two year term.

Removal

Any Officer elected or appointed by the members may be removed by the members whenever, in their judgment, the best interests of the Association would be served thereby. However, such removal shall be without prejudice to the contract rights, if any, of the Officer so removed. Removal of any Officer, with or without cause, shall be immediately effective upon presentation of a petition demanding such removal at any regular or special meeting of the members. Such petition shall contain not less than 50% of the current regular members of the Association. Any Officer absent from three consecutive meetings of members or three consecutive meetings of Officers without good cause shall, upon majority vote of the Board of Directors, be removed from office and so notified by the Board.

Vacancies

A vacancy in any office because of death, resignation, disqualification, or otherwise, may be filled by the Board of Directors for the remaining portion of the term.

 

President

The President must be an active APA member in good standing. 

Responsibilities:

  • Preside over meetings.
  • Be a member, ex officio, of all committees.
  • Coordinate the establishment of goals for the Chapter each year.
  • Provide leaderrship to the Chapter..

 

Vice President

The Vice President must be an active APA member in good standing. 

Responsibilities:

  • In the event that the President becomes unable to finish the term for which he/she is currently serving, accept position of President and finish the current presidential term.
  • Preside over meetings in the absence of the President.
  • Coordinate annual election process.
  • Coordinate social events.

 

Secretary

The Secretary must be an active APA member in good standing.

Responsibilities:

  • Take minutes of each meeting and prepare hard copy for next meeting.
  • Prepare and distribute Chapter announcements and/or newsletters and correspondence.
  • Preside over meetings in the absence of the President and Vice President.

 

Treasurer

The Treasurer must be an active APA member in good standing.

Responsibilities:

  • Maintain accurate checkbook.
  • Disburse all Chapter funds and collect dues.
  • Report financial status of Chapter at each meeting and prepare annual report for September meeting.
  • Prepare annual budget.

 

Education Director

The Education Director must be an active APA member in good standing.

Responsibilities:

  • Secure speakers for various meetings and conferences.
  • Establish meeting topics for the calendar year.
  • Prepare the RCH certification forms with the APA to certify the education for the event.

 

Membership Director

The Membership Director must be an active APA member in good standing.

Responsibilities:

  • Recruit new members for the Chapter.
  • Develop methods to retain current membership.
  • Organize membership appreciation event and membership gift.
  • Develop an annual National Payroll Week event.

 

Certification Study Group Coordinator

The Certification Study Group Coordinator must be an active APA member in good standing with CPP certification.

Responsibilities:

  • The Coordinator will work with the Education Director in setting up the facility, dates, trainers, and promotion of the Certification Study Group. The Coordinator will also be responsible for any other jobs that the Education Director may determine as necessary

 

Article IX – Contracts, Checks,

Deposits, and Funds

Contracts

The Board of Directors may authorize any Officer(s) or agent(s) of the Association, in addition to the Officers so authorized by these Bylaws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Association. Such authority may be general or confined to specific instances.

Checks and Drafts

All checks, drafts, or orders for the payment of money, notes, or other evidences of indebtedness issued in the name of the Association shall be signed by such Officer(s) or agent(s) of the Association and in such a manner as shall from time to time be determined by resolution of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer and/or Assistant Treasurer and countersigned by the President or Vice President of the Association. All checks issued in an amount greater than $500 must be authorized by the President or Vice President. Any checks issued directly to the Treasurer must be authorized by the President or Vice President.

Budget

A budget shall be compiled by the Treasurer and presented to the Board of Directors. After the Board has approved the Treasurer’s recommendations, the Budget for the upcoming year shall be presented to the membership at the November meeting and voted on by the active membership.

Deposits

All funds of the Association shall be deposited from time to time to the credit of the Association in such banks, trust companies, or other depositories as the Board of Directors may select. An annual report of all receipts and expenditures shall be presented at the November meeting and be made a part of the minutes of this Association.

Gifts

The Board of Directors may accept on behalf of the Association any contribution, gift, bequest, or devise for the general or special purpose of the Association.

Article X – Amendments

These Bylaws may be amended by a two-thirds vote at any meeting of the Chapter.

 

Article XI – Code of Ethics

  1. To be mindful of the personal aspect of the payroll relationship between employer and employee and to ensure that harmony is maintained through constant concern for the Payroll Professional’s fellow employees.
  2. To strive for perfect compliance, accuracy and timeliness of all payroll activities.
  3. To keep abreast of the state of the payroll art with regard to developments in payroll technologies.
  4. To be current with legislative developments and actions on the part of regulatory bodies, insofar as they affect payroll.
  5. To maintain the absolute confidentiality of payroll within the procedures of the employer.
  6. To refrain from using Association activities for one’s personal self-interest or financial gain.
  7. To take as one’s commitment the enhancement of one’s professional abilities through the resources of the American Payroll Association.
  8. To support one’s fellow Payroll Professionals, both within and outside one’s organization.

 

Article XII – Dissolution

The Chapter shall use its funds only to accomplish the objectives and purposes specified in these Bylaws, and no part of said funds shall inure, or be distributed, to the members of the Chapter. On dissolution of the Chapter, any funds remaining shall be distributed to one or more regularly organized and qualified charitable, educational or philanthropic organizations to be selected by the Board of Directors.



An Autonomous and Independent Chapter of the American Payroll Association

Copyright 2017. WESTERN PA CHAPTER. All rights reserved.

PO Box 1016

Moon Township, PA 15108