BYLAWS OF THE MARKETING AND PUBLIC RELATIONS SOCIETY OF
SENIOR HOUSING & SERVICE PROFESSIONALS

ARTICLE I - NAME

The name of this organization shall be “Marketing and Public Relations Society of Senior Housing & Service Professionals, hereafter called the “Society.”

ARTICLE II - PURPOSE AND OBJECTIVES

Section 1. The purpose of the Society shall be to serve the needs and interests of professional staff whose responsibilities involve marketing organizations and services, recruiting residents and/or conducting public relations programs for not-for-profit retirement and long-term care organizations within or outside the Commonwealth of Pennsylvania.

Section 2. The objectives of the Society shall be:

A. To provide opportunities for continuing education for professionals in the fields of marketing and public relations.

B. To provide a forum through which members can gain a mutual understanding

and enhance their professional skills through an exchange of ideas and experiences.

C. To promote and strengthen the highest standards of service and ethical conduct by members.

D. To encourage a broader recognition of the principles of marketing and public relations in the not-for-profit sector.

ARTICLE III - MEMBERSHIP

Section 1. Types of Membership

A. Professional Non-Profit Membership

Persons shall be eligible for membership who are employed in marketing, public relations or related positions in not-for-profit senior housing or services.

B. Business Affiliate Membership

Persons shall be eligible for membership as Business Affiliate Members if they are employed by commercial and professional organizations which offer services and/or supplies to not-for-profit senior housing or services organizations.

C. Associate For-Profit Membership

Persons who are employed in a marketing and public relations position by a for-profit organization or for-profit parent organization shall also be eligible for membership. To be eligible for Associate Membership, these persons shall have responsibilities corresponding to those stated above.

Section 2. Establishment of Membership

Membership in the Society shall become effective upon completion and approval of the application and payment in full of the membership dues.

Section 3. Transfer of Membership

An individual membership in the Society shall be transferable only when that membership is paid for by the organization. The individual who receives the transferred membership must meet the eligibility requirements and shall retain membership in the Society only to the extent to which dues were paid.

Section 4. Termination of Membership

Professional Non-Profit, Business Affiliate or Associate For-Profit membership may be terminated at any time by submitting a written resignation to the President of the Society. No refund of dues will be made. Nonpayment of dues will constitute a termination of membership.

Section 5. Affiliate Chapters

The purpose of affiliate chapters is to provide an organized structure at the regional level enabling Society members, under the auspices of the Board of Directors, to work together on problems of interest, to conduct educational programs, to serve as a resource to the Society, and to promote the purposes of and membership in the Society.

Section 6. Dues

Annual membership dues for the Society shall be set and approved by the Board of Directors.

ARTICLE IV - OFFICERS

Section 1. The officers of the Society shall be: President, Vice-President, Secretary and Treasurer. Officers shall be elected annually by the Board of Directors from among the membership of the Board.

Section 2. The Executive Committee shall consist of the officers of the Board of Directors and shall serve on behalf of the Board in between regular meetings of the Board of Directors.

Section 3. If the office of the President is vacated at any time during the term of office, the Vice-President shall assume responsibility for the vacated office. The Executive Committee shall be authorized to fill the unexpired terms of all other vacated offices.

ARTICLE V - DUTIES OF OFFICERS

Section 1. President: The President shall preside at all meetings of the Society, Board of Directors and Executive Committee. The President shall also appoint any special committees and shall be an ex-officio member of all committees.

Section 2. Vice-President: The Vice-President shall preside at meetings of the Society, Board of Directors and Executive Committee in absence of the President. The Vice-President shall also serve as Membership Chair and is responsible for approval of membership applications and maintaining membership records.

Section 3. Secretary: The Secretary shall record minutes of meetings, send notices of meetings and act in a general administrative capacity for the Society.

Section 4. Treasurer: The Treasurer shall send notices of dues, collect dues, maintain records of dues payments and maintain the Society’s banking accounts. The Treasurer shall make regular financial reports to the Board of Directors and serve as signatory for the Society’s checking account.

ARTICLE VI - MEETINGS

Section 1. There shall be an annual meeting of the Society. Notice of these meetings shall be given to the membership by the President or by his/her designee at least 30 days prior to the scheduled date.

Section 2. One-sixth of the Professional Non-Profit Membership shall constitute a quorum for a meeting of the membership.

Section 3. Each Professional Non-Profit Member is entitled to one vote. When voting in person, a majority of Professional Non-Profit Members present is required to carry the vote. In the case of a ballot by mail, a majority of those ballots returned by the Professional Non-Profit Membership is needed to carry the vote. Mail ballots are to be sent by and returned to the Secretary or his/her designee for tally at a regular or special meeting of the Executive Committee.

Section 4. Special meetings may be called by the President or by written request to the President by one-sixth of the Professional Non-Profit Members. The notice for a special meeting shall be given by the President to the membership at least four weeks in advance. No other business shall be transacted except that stated in the notice.

ARTICLE VII - BOARD OF DIRECTORS

Section 1. There shall be a Board of Directors comprised of 12 Professional Non-Profit Members. Board members shall be elected by a majority of those Professional Non-Profit Members present at the annual meeting. They shall assume their responsibilities immediately following the annual meeting.

Section 2. The affairs of the Society shall be guided by the Board of Directors. The Board shall meet at least twice a year to discuss the business of the Society, make recommendations thereon to the membership, manage the affairs of the Society, approve membership in the Society and elect officers of the Board.

Section 3. Other Duties: Each Board member is expected to:

A. Work with other Board members to plan, arrange and coordinate one of the three to four programs presented each year at regular or special meetings (this may also include other special programs conducted by the Society or activities jointly sponsored with other organizations).

B. Recruit members and encourage member involvement in Society activities.

C. Recommend nominees to serve on the Board of Directors.

D. Promote the Society and its activities through communications with other members, other senior housing and services professionals, and with marketing and public relations societies in adjoining states and districts, and through contacts with the media.

Section 4. The presence of seven (7) or more members of the Board of Directors shall constitute a quorum for a meeting of the Board.

Section 5. One-third of the membership of the Board will be elected at each annual meeting of the Society and serve for terms expiring at the third annual meeting following their election or when their successors are elected and assume office. No Board member shall be eligible for re-election to the Board after serving two consecutive three-year terms until one year following the expiration of the last term of office.

Section 6. Vacancies on the Board, other than those of officers, shall be filled by the executive committee of the Board. Appointees shall serve out the unexpired term of the vacating Board member.

Section 7. Any member of the Board of Directors who fails to attend three consecutive regularly scheduled meetings of the Board of Directors during a 12-month period, commencing with the first month of absence shall be subject to removal from the Board.

ARTICLE VIII - COMMITTEES

Section 1. Standing Committees shall consist of:

A. Education Committee: The Education Committee shall plan, arrange and coordinate programs to be presented at regular or special meetings or special programs by the Society and shall coordinate activities jointly sponsored with other organizations.

B. Membership Committee: The Membership Committee shall actively recruit members, and encourage member involvement in Society activities.

C. Nominating Committee: The Nominating Committee shall compile a slate of nominees to be presented to the Professional Non-Profit Membership for election to the Board of Directors.

Section 2. Committee chairmen shall be appointed by the President from among the members of the Board. Committee members shall be appointed by the board from among the members of the Board, Professional Non-Profit, Business Affiliate, or Associate For-Profit Membership and shall serve for a term of one year or until the appointment of their successors.

ARTICLE IX - PARLIAMENTARY PROCEDURE

The latest edition of Robert’s Rules of Order, where not inconsistent with these Bylaws, shall be the guide for the Society.

ARTICLE X - AMENDMENTS

The Bylaws may be amended at any duly constituted regular or special meeting of the membership, by a two-thirds vote of those present or by mail ballot by two-thirds of those ballots returned by the Professional Non-Profit membership. The membership shall be notified in writing of all proposed amendments at least thirty (30) days in advance of the vote.

Approved by vote of the MPRS membership, April 2007.