Carolinas Healthcare Public Relations and Marketing Society


Amended April 2023

ARTICLE I - Name
 The name of this Society shall be the Carolinas Healthcare Public Relations and Marketing Society, hereinafter referred to as CHPRMS.

ARTICLE II - Mission and Strategy for Fulfilling Mission

Section 1. The mission of CHPRMS is to facilitate the professional development of its members.

Section 2. The following strategy will be used to fulfill the mission of the organization:

a. Promote professional development by seeking to equip healthcare public relations and marketing practitioners with the skills, knowledge and tools they need to be successful through educational activities, seminars, publications, networking opportunities, etc.

b. Bring together healthcare public relations and marketing professionals for the purpose of networking.

c. Advocate and recognize professional excellence among the membership.

ARTICLE III - Membership

Section 1. There shall be two classes of membership in the Society: Active and Honorary.

a. Active members shall include individuals with interests or responsibilities in public relations and/or marketing and who provide their services on behalf of healthcare providers and other healthcare-related organizations, primarily in North and South Carolina.

b. Honorary Life members shall include those who have earned distinction and noteworthy acclaim as leaders in hospital public relations and marketing. Such Honorary Life memberships may be granted at the discretion of the board of directors. Honorary Life members shall not be required to pay annual dues.

Section 2. All new applications for membership shall be referred to the Membership and Education Committee, which shall make recommendations to the Board of Directors.

Section 3. Members in good standing have paid the current year dues and uphold the Bylaws of the Society. Only Active members in good standing are accorded a vote in Society matters.

Section 4. The Board of Directors shall establish the cost of annual dues. The Society's fiscal year and calendar year are the same, January 1 to December 31.

Section 5. The cost of an annual membership is good for 12 months from the date said membership is purchased. Members who have “active” memberships receive all of the benefits and discounts allotted CHPRMS members, such as discounts on Wallie Awards entries, discounts on the cost for registration for the Annual Conference, free admittance to Lunch and Learns, etc.

Section 6. Termination of Membership

a. Resignation. A member may resign from the Society at any time by writing to the Society president.

b. Action by the Board of Directors. The Board of Directors of the Society may suspend or expel any member for cause, after giving such member the opportunity to a hearing before the Board of Directors. Suspension results in revocation of all member privileges, including but not limited to, voting rights and discounts to professional development seminars sponsored by the Society.

"For cause" shall include, but not be limited to: (1) any violation of these Bylaws, (2) any conduct on the part of said member that is prejudicial to the interests and welfare of the Society and its members, as defined by the Board of Directors.

A member may be suspended or expelled by an affirmative vote of two-thirds of the members of the Board of Directors present and voting. Any member suspended or expelled may be reinstated by an affirmative vote of a majority of the members of the Board of Directors present and voting.

c. Non-payment of dues. Membership of any person who has not paid annual dues by the date on which his or her membership is due to be renewed will be marked Expired in our membership management system. Said member will no longer benefit from CHPRMS discounts to professional development seminars or awards competitions sponsored by the Society.

ARTICLE IV - Affiliations

Section 1. The Carolinas Healthcare Public Relations and Marketing Society shall foster and maintain a close, continuing relationship with the North Carolina Healthcare Association and the South Carolina Hospital Association.

Section 2. The Carolinas Healthcare Public Relations and Marketing Society shall encourage its members to belong to the AHA Society for Healthcare Strategy and Market Development.

ARTICLE V - Officers and Directors

Section 1. Only Active members in good standing shall be eligible to hold office in the Society.

Section 2. The elected officers of the Society shall be a President, a President-elect, a Secretary, and the Immediate Past President. A Treasurer shall be appointed by the President with the concurrence of the Board of Directors. These officers shall serve as the Executive Committee of the Board of Directors.

Twelve at-large members of the Board of Directors shall be elected by the members. Directors are to serve two-year terms and may serve more than two consecutive terms with approval of the Executive Committee. Terms of elected directors shall be staggered to ensure continuity. These officers and directors shall perform the duties prescribed by these Bylaws and by the parliamentary authority adopted by the Society.

Section 3. Elected officers serving on the Executive Committee shall be elected to serve for one year in each of the Executive Committee roles as they progress from Secretary to President-Elect to President to Immediate Past-President, or until their successors are elected, and their terms of office shall begin at the close of the annual meeting at which they are elected. Directors shall be elected for two-year terms and their terms of office shall begin at the close of the annual meeting at which they are elected.

Section 4. No member shall hold more than one office at a time, and no member shall be eligible to serve more than two consecutive terms in the same office except by three-fourths vote of the membership at its annual meeting at which officers are elected.

Section 5. The President of the Society shall preside at all meetings of the Society and of the Board of Directors. The President shall appoint the chair and members of committees as established by the Board of Directors with one exception: the Chair of the Conference Committee for the annual conference shall be the Society's President-elect and the Secretary will serve as a member of this committee to prepare for his or her term as President-elect. The President shall be an ex-officio member of all committees. 

Section 6. The President-elect shall serve as Chair of the Conference Committee for the annual conference in his or her term in office and, in the absence of the President, shall preside at meetings of the Society and the Board of Directors. Subject to membership approval as part of the annual election of officers, the President-elect shall assume the office of President in the year following her/his term as President-Elect, or in case of resignation or disability of the President.

Section 7. The Secretary shall keep an accurate record of all proceedings of the Society. Subject to membership approval as part of the annual election of officers, the Secretary shall assume the position of President-elect in the year following her/his term as Secretary. He or she shall also serve on the Conference Committee while in this role.

Section 8. The Treasurer shall have charge and control of the Society's funds and shall receive and expend all monies of the Society as directed by the Board. The Treasurer shall be responsible for keeping an accurate record of all the Society's financial matters, shall submit reports as required by the Board, and shall serve on the Conference Planning Committee and the Sponsorship Committee.

Section 9. The Immediate Past President shall serve as an officer of the Board of Directors for one year following her/his term as President.

Section 10. There shall be a Council of Past Presidents of the Carolinas Healthcare Public Relations and Marketing Society. The Council shall be advisory to the Executive Officers and Board of Directors. The chair of the Council shall be the Immediate Past President of the Society. Activities and areas of interest of the Council shall be jointly determined by the President of the Society and the chair of the Council and approved by the Board. The Board of Directors may, from time to time, request assistance of the Council in furthering the aims of the Society.

Section 11. The selection of officers and directors in the Society shall be representative of the Society’s membership.

Section 12. Succession of Executive Officers. Unforeseen circumstances may result in vacancies among the executive leadership of the Society.  The Board of Directors shall have the responsibility and flexibility to appoint, extend the term(s) of, create leadership sharing or other arrangements that provide for the continuous executive leadership of the Society for the benefit of its members.

ARTICLE VI - Meetings

Section 1. The annual meeting of the Society shall be set by the Board of Directors, and members notified in writing of the time and place at least 60 days prior to the meeting.

Section 2. Special meetings can be called by the President or the Board of Directors and shall be called upon written notice of five members of the Society. The purpose of the meeting shall be stated in the call.

Section 3. Proxy voting shall not be permitted at any annual or called meetings of the Society.

Section 4. The Board of Directors may choose to conduct elections of officers and directors and balloting on changes in the Society’s bylaws through electronic means.

ARTICLE VII - Board of Directors

Section 1. The elected officers of the Society and the Directors shall constitute the Board of Directors.

Section 2. Only Active members of the Society in good standing shall be eligible to serve on the Board of Directors of the Society.

Section 3. The Board of Directors shall have general supervision of the affairs of the Society between its business meetings, set the date of meetings, make recommendations to the Society, and shall perform such other duties as are specified in these Bylaws.

Section 4. Special meetings of the Board of Directors can be called by the President and shall be called upon written request of three members of the Board.

Section 5. The Board of Directors shall be subject to the orders of the Society.

Section 6. Any board member who misses two or more board meetings in a calendar year, without the prior approval of the President, will be considered to have resigned his or her position, but he or she will retain membership in the Society, as long as all other qualifications for membership have been met.

Section 7. Vacancies occurring by resignation shall be filled by appointment of the President, subject to a vote of the Board of Directors at its next meeting.

ARTICLE VIII - Committees

Section 1. The Conference Committee for the annual conference shall be headed by the President-elect and shall begin work promptly after the annual meeting. The Secretary will also serve on this committee to prepare for his or her term as President-elect.

Section 2. The Membership and Education Committee shall consist of a Chair appointed by the President with the concurrence of the Board of Directors. The Membership and Education Chair shall be responsible for maintaining an updated list of members, providing an annual membership directory of the Society, corresponding with new members and welcoming new members at the annual meeting. The Membership and Education Committee shall seek to enlist new members into the Society through communications and hosting networking events. In addition, the Membership and Education Committee is responsible for researching, vetting and hosting virtual professional development seminars (e.g., Lunch and Learn events) throughout the year. All board members are expected to attend as many networking and professional development events as possible to assist and support the Membership Education Committee, as well as the members-at-large

Section 4. The Sponsorship Committee shall be led by a Chair appointed by the President with the concurrence of the Board of Directors. The Sponsorship Committee shall prepare a Sponsorship Benefit Prospectus each year with input of the Treasurer and acquire board approval prior to soliciting sponsorships for Society activities, including speakers and events at the Society’s annual meeting, and maintain a relationship with sponsors to enhance sponsors’ visibility with Society members and offset Society expenses for its annual conference and ongoing activities. All board members are expected to assist the Sponsorship Committee in acquiring sponsors for CHPRMS events.

Section 5. The Awards and Recognition Committee shall be led by a chair appointed by the President with the concurrence of the Board of Directors. The Awards and Recognition Committee will manage, market and coordinate the Wallie & Golden Tusk Awards to recognize outstanding work by the membership. 

Section 6. The Communications Committee will work with the input of all the other committees to strategize, plan, draft and distribute communications to the membership regarding networking and educational events, professional development opportunities, awards and recognitions and other communications as needed. The Communications Committee is responsible for reviewing and updating the CHPRMS website content annually.

Section 7. The Executive Officers shall serve as a Nominating Committee to research, vet and prepare a slate of candidates to fill the office of Secretary and to fill director positions on the board of the Society that shall be open at the end of the Society year. The proposed slate of candidates, including any changes to board positions, shall be approved by the board prior to its submission to the membership vote at the annual meeting. The Nominating Committee shall be comprised of the Executive Officers and chaired by the Immediate-Past President.

Section 8. The John Thomason Award Committee will comprise at least three past winners of the John Thomason Award to review nominations, select a winner and announce the recipient at the CHPRMS Annual Conference. The President is responsible for coordinating nominations for the John Thomason Award to be reviewed by the John Thomason Award Committee.

Section 9. The President, with the consent of the Board of Directors, may appoint other committees as may be required for the expeditious handling of the Society's affairs.

Section 10. The Board of Directors may elect to conduct the Society's business by an Executive Committee composed of the elected officers. To be valid and enforceable, all actions of the Executive Committee must be affirmed by the Board of Directors at its next meeting.

ARTICLE IX - Parliamentary Authority

The rules contained in the current edition of Robert's Rules of Order Newly Revised shall govern the Society in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any special rules of order the Society may adopt.

ARTICLE X - Amendment of Bylaws

These Bylaws can be amended at any regular meeting of the Society’s Board of Directors or by electronic balloting by a two-thirds vote, providing the amendment has been submitted in writing at least 30 days prior the close of balloting.

ARTICLE XI - Disposition of Assets

The Society is organized exclusively for charitable, scientific and educational purposes as a not-for-profit association. It shall be so conducted that no part of its income and earnings shall inure to the benefit of any member, director, officer, or other individual. Since it is a non-profit organization, upon dissolution, any assets of the Society shall be distributed equally between the North Carolina Hospital Association and the South Carolina Hospital Association, as eleemosynary organizations, enjoying an exempt status under Section 501(c)(3) of the Internal Revenue Code or successor statutory authority.

(Adopted by the membership of the Carolinas Hospital Public Relations and Marketing Society on November 19, 1981. Amended November 18, 1982; September 24, 1985; December 7, 1989; November 19, 1992; December 2, 1993; November 10, 1994; December, 1995; November 20, 1997; November 12, 1998; December 7, 2000, November 16, 2002, May 19, 2006, December 9, 2010; December 6, 2012; March 5, 2021; Amended April 28, 2023.)