Chapter By-Laws

ARTICLE I — NAME

  1. The name of the organization shall be APICS FRASER VALLEY CHAPTER SOCIETY (hereinafter identified as “the Chapter”).
  2. The Chapter is a part of the Canadian District of APICS, the Association for Operations Management (hereinafter identified as “APICS”).

ARTICLE II — PURPOSES

The Chapter is organized and shall be operated for the following purposes:

  1. To foster and maintain high standards in the field of operations management.
  2. To provide a means of mutual exchange of solutions and ideas in the field of operations management.
  3. To promote professional development opportunities for its members.
  4. To inform members and interested non-members of techniques and systems in the field of operations management.
  5. To establish an awareness and recognition among leaders of industry in the field of operations management
  6. It shall be a nonprofit organization and no part of the earning shall inure to the benefit of any individual member

ARTICLE III — BYLAWS

  1. These articles shall be the governing bylaws of the Chapter.
  2. Notwithstanding any provision in these articles, the Bylaws of APICS shall apply.
  3. On being admitted to membership, each member is entitled to, and the Chapter must provide to the member without charge, a copy of the Bylaws of the Chapter.
  4. Amendments to these Bylaws shall be submitted in writing by the Board of Directors to the entire membership at least two weeks prior to any general meeting of the Chapter.
  5. These articles and any future amendments shall become effective upon receiving an affirmative vote of by a majority of the participating members present in person or by proxy at a general meeting.

ARTICLE IV — MEMBERSHIP

  1. Membership shall be divided into three (3) categories: Individual Professional, Corporate Affiliate, or Student Membership
    1. Individual Professional Membership
      1. An individual in good standing with APICS may apply to become a Chapter member.
    2. Corporate Affiliate Membership
      1. Membership will be granted to any corporation desiring to assist in furthering the purposes of APICS and to be represented at Chapter functions which applies to APICS for Group Site Membership.
      2. Each such corporation may designate as its representatives five (5) employees who will be classified as Voting Members who shall enjoy full membership privileges.
      3. Each such corporation shall be entitled to send any number of employees from this particular plant site to any Chapter activity at member rates.
      4. Each such corporation may change its representatives at any time upon written notice to APICS headquarters. Such changes shall be effective upon completion of processing.
    3. Student Membership
      1. Individuals who are currently enrolled in full-time studies at local universities, colleges, and technical schools in the field of operations management
  2. Membership of an eligible applicant becomes effective upon processing of the application by APICS
  3. Termination of Membership will occur when:
    1. A member resigns
    2. Is in arrears in the payment of dues
    3. Fails to comply with the Chapter or APICS Bylaws
    4. The Chapter Board of Directors may suspend or expel a member for cause
      1. Suspension or expulsion shall not take place until the member in question has had the opportunity to explain the offending action to the Board of Directors
      2. A suspended member shall have inactive status until re-instated by the Board of Directors
      3. Full documentation of suspensions or expulsions shall be forwarded to APICS

ARTICLE V — DUES

  1. The annual membership chapter dues shall be set from time to time by the Board of Directors. Notification of change shall be sent to all chapter members and APICS at least sixty days in advance of the date on which the change will take effect.
  2. Dues are payable yearly on the anniversary date of a member’s joining the Society. APICS will prepare and issue invoices for dues payable by Chapter members based on the current Chapter membership list.

ARTICLE VI — CHAPTER MEMBERSHIP MEETINGS

  1. Regular Chapter meetings:
    1. shall be scheduled by the Board of Directors
    2. schedules of Regular Chapter Meetings shall be communicated to the membership at least one week in advance of the meeting date.
  2. Annual General Meetings
    1. shall be held in April of each year
    2. An Annual General Meeting notice packet shall be mailed to all Chapter voting members at least two weeks prior to the date of the Annual General Meeting and shall consist of:
      1. Annual General Meeting Agenda
      2. Recent statements of financial position
      3. Resolutions on all items to be voted upon
    3. No business shall be conducted at an Annual General Meeting except the matters indicated in the notice of the meeting
  3. Special General Meetings
    1. May be called:
      1. by the President at his/her discretion
      2. at the request of a majority of the Board of Directors
      3. by petition of Chapter members, bearing the signatures of at least twenty (20) percent of eligible Chapter voting members.
    2. A Special General Meeting notice packet shall be mailed to all Chapter voting members at least two weeks prior to the date of the Special General Meeting and shall consist of:
      1. Special General Meeting Agenda
      2. Resolutions on all items to be voted upon
    3. No business shall be conducted at a special meeting except the matters indicated in the notice of such a meeting.
  4. Voting at Annual or Special General Meetings
    1. No vote at a chapter Annual or Special general meeting shall be valid unless a quorum is present.
      1. A quorum shall consist of twenty percent (20%) of Chapter members in good standing who are either present or represented by proxy.
      2. In the absence of a quorum, those present may elect that the issues be voted on by the membership by mail.
    2. A member in good standing of the Chapter, in person or by proxy, at an Annual or Special General Meeting is entitled to one vote
    3. A motion carried by majority vote at a Chapter meeting shall become binding on the Chapter.

ARTICLE VII — BOARD OF DIRECTORS

  1. The Board of Directors shall be elected by a majority vote of the participating members present in person or by proxy at the Annual General Meeting of the Chapter.
  2. The term of the Board of Directors shall be from July 1st to June 30th following the Annual General Meeting
  3. The control and management of affairs, property, and funds of the Chapter shall be vested in the Board of Directors.
  4. The number of Directors must not be less than three (3) and not more than ten (10).
  5. A Director shall be a member in good standing of APICS.
  6. The Officers of the Board shall be:
    • President
    • Vice-President
    • Secretary
    • Treasurer
    • Director of Education
    • Director of Programs
    • Director of Marketing
    • Director of Communications
  7. A Director may hold more than one office with the exception of
    1. The Office of President must be filled and can not be combined with the offices of the Vice President or Treasurer
    2. The Office of Vice President must be filled and can not be combined with the offices of the President or Treasurer
    3. The Office of Treasurer must be filled and can not be combined with the office of Secretary, President or Vice President
  8. In the event of a resignation of an Officer, the Board of Directors may fill the vacancy by appointing a member to serve the balance of the year, the appointment being ratified by election at the next Annual General Meeting.
  9. The key responsibilities of each Office are:
    1. President
      1. Responsible for conducting the Chapter Annual and Special General Meetings
      2. Appoint, with Board of Director approval, any office vacated by an Officer or Director to fill an unexpired term
      3. Act as the Chief Executive Officer of the Chapter
      4. Oversee the other Officers in the execution of their duties and responsibilities
      5. Maintain contact with APICS
    2. Vice President
      1. Responsible for carrying out the duties of the President in the President’s absence
      2. Special Projects as assigned by the President or Board of Directors
      3. Act as the secondary contact to the President with APICS
    3. Secretary
      1. Conduct the correspondence of the Chapter
      2. Issue notices of meetings of the Chapter to the membership
      3. Keep minutes of all Board of Director and Annual or Special General Meetings of the membership
      4. Have custody of all records and documents of the Chapter except those required to be maintained by the Treasurer
      5. Maintain the register of members
    4. Treasurer
      1. Maintain the financial records of the Chapter
      2. Render financial statements to the Board of Directors, members and others when required
      3. Responsible for the overall budgeting process
    5. Director of Education
      1. Responsible for organizing and presenting Chapter educational offerings
      2. Responsible for development of the Chapter Instructor’s base
      3. Provide feedback to APICS, Instructors, educational partners and colleagues
      4. Provide input to the Chapter budgeting process
    6. Director of Programs
      1. Responsible for organizing and presenting Chapter Professional Development Meetings, tours and related seminars
      2. Develop programs designed to attract the interest of members and non-members to Chapter events
      3. Develop program policies and themes
      4. Provide input to the Chapter budgeting process
    7. Director of Marketing
      1. Responsible for the planning and execution of the Chapter marketing and promotion plans
      2. Provide input to the Chapter budgeting process
    8. Director of Communications
      1. Responsible for maintaining the Chapter web site
      2. Responsible for the publication of the Chapter newsletter and notices to members regarding events Chapter events
      3. Provide input to the Chapter budgeting process
  10. The membership may, by special resolution voted on at a general meeting of the members, remove a Director before the expiration of his or her term of office
    1. The vote to remove a Director must be affirmed by majority vote of the participating members in person or by proxy at a general meeting
    2. Removal of a Director from the Board does not affect the former Directors membership status with the Chapter
  11. Board of Director Meetings:
    1. Regular meetings of the Board of Directors shall be scheduled at least six (6) times during the fiscal year
    2. A quorum for meetings of the Board of Directors shall be two (2) officers
    3. Minutes shall be taken at all Board of Director meetings and published to all officers prior to the next meeting
    4. Each member of the Board shall have one vote at Board of Director meetings.
    5. All matters to be voted on at a meeting of the Board of Directors are to be decided by majority vote
  12. The Past President shall be an ex-officio member of the Board, without voting privileges.
  13. A Director must not be remunerated for being or acting as a Director, but a Director must be reimbursed for all expenses necessary and reasonably incurred by the Director while engaged in the affairs of the Chapter
  14. A Director may receive reasonable remuneration for services to the Chapter, but not in their capacity as a Director of the Chapter itself.

ARTICLE VIII — FISCAL PROCEDURES

  1. Fiscal year shall begin on July 1 of each year and close on June 30 of the following year.
  2. The Treasurer shall invest and manage the funds and securities of the Chapter within policies established by the Chapter Board of Directors.
  3. All cheques must be signed by two of three authorized signatories.
  4. All contracts, releases, letters of intent or commitments made in the name of, or on behalf of, the Chapter shall be submitted to the Chapter Board of Directors for appropriate review and signature by duly authorized persons or person.
  5. No expenditure in excess of five hundred dollars ($500.00) shall be made, unless approved by the Chapter Board of Directors.
  6. No expenditure or contract may be made which will bind the Chapter for amounts in excess of those provided in the current budget for that purpose, unless approved by the Chapter Board of Directors.

ARTICLE IX — CODE OF ETHICS

The Code of Ethics of the Chapter is:

  1. To maintain and improve sound business practices and foster high standards of professional conduct.
  2. To hold in professional confidence any information gained of the business of a fellow member’s company, and to refrain from using such information in an unethical manner.
  3. To seek success without taking unfair advantage or utilizing questionable acts that would compromise his/her self respect.
  4. To neither engage in nor sanction any exploitation of the Chapter membership.
  5. To uphold the high levels of APICS as outlined in the Bylaws.

ARTICLE X — DISSOLUTION

  1. The Chapter shall use its funds only to accomplish the objectives and purposes specified in these Bylaws, and no part of said funds shall insure to 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, scientific, or philanthropic organizations to be selected by the Board of Directors.

ARTICLE XI — LIMITATIONS ON LIABILITY

  1. Nothing herein shall constitute members of the Chapter as partners for any purpose. No member, officer, agent, or employee of this Chapter shall be liable for the acts or failure to act on the part of any other member, officer, agent, or employee of the Chapter. Nor shall any member, officer, agent, or employee be liable for his/her acts or failure to act under the Bylaws, excepting only acts or omissions to act arising out of willful wrongdoing.