Amended and Restated Bylaws of

The Human Resources Leadership Group of Northeast Ohio (HRLG)

The name of the organization shall be The Human Resources Leadership Group of Northeast Ohio hereinafter referred to as HRLG [formerly known as NOHRPS (Northeast Ohio HR Planning Society)].

The HRLG is a 501c6 not-for-profit organization comprised primarily of Human Resources and People Leaders in Northeast Ohio. We are a diverse group of practitioners, consultants, academics, and other people leaders who focus on high-level HR strategy. We provide our members with programming and networking to give them exposure to innovative HR solutions, resources, and knowledge. These unsurpassed programs from industry thought leaders offer the latest strategic and business knowledge to help our members drive the strategic effectiveness of their businesses and help their organizations obtain business success. Our goal is to create a community where HR and People Leaders can engage in high-level strategic conversations and collaborations which will help them drive organizational performance and reach career goals.

To this end, the group sponsors a limited number of activities, each considered vital to the needs of its professional members.

Members are invited to make tangible contributions through such activities as program development, committee participation, and acceptance of identified elective offices. These activities include periodic meetings for the professional development of its members and invited guests.

The Board of Directors may approve other activities deemed necessary to fulfill the purposes of the HRLG.

 

Membership in HRLG shall be open to practitioners, consultants, educators, and other leaders in the workplace who are focused on demonstrating leadership in the development and implementation of HR strategies, initiatives and/or policies in an organization or substantive line of business.  These individuals work directly with organizational leaders on HR and/or organizational development strategies to achieve business results.

Membership status is obtained through application, Membership Committee approval and payment of dues associated with membership. The Board may establish other membership categories and rates.

A member is therefore defined as a dues paying individual who was approved by the Membership Committee to join the organization.

The Board of Directors shall ensure there is an appropriate ratio of consultants to practitioners to educators, ensuring a good mix of members.

If a member requests to pause their membership and forego renewal dues because of current unemployment, the Board may approve such a request for a period of up to one (1) year. No refunds will be issued under these circumstances.  Events will be charged at the member rate.

The Membership Committee, by majority vote, can reject membership to applicants whose backgrounds do not meet the criteria above.

Article IV: BOARD OF DIRECTORS AND THEIR DUTIES                                                                       

Section 1: Board of Directors

The Board of Directors of the HRLG are members and shall consist of:

  • President
  • Vice President
  • Secretary
  • Treasurer
  • Membership Committee Chair
  • Member Experience Committee Chair
  • Program Committee Chair
  • Business Development Chair
  • Advisory Committee Members (typically the Past President and Past Past President)
  • Board Member At Large (as deemed necessary by the Board)

The Board of Directors shall meet as necessary to conduct the required business as specified in these bylaws.

A quorum shall consist of a majority of the Board, including, at a minimum, the President or Vice President.

Other part-time or permanent positions and/or Officers may be established by a majority vote of the Board to maintain the effective functioning of the group. Newly established Board roles will hold no voting status until approved by the Board.

Section 2: President

The President shall be the chief executive officer of HRLG and shall administer all affairs of the HRLG in coordination with the Board of Directors. The President

  • conducts HRLG activities in a manner ensuring the accomplishment of its purposes, subject to the provisions of the HRLG bylaws
  • initiates the strategic direction and vision for the term of office, establishes an annual agenda for Board activities and identifies strategic issues for the Board to address
  • presides at Board and membership meetings/events
  • reports to the membership on the status and performance of HRLG on an annual basis
  • prepares Vice President to succeed to role of President, and oversees the role and performance of any contactors (e.g., the Administrator, temporary employees, and/or interns)
  • in conjunction with the Treasurer, can decide upon the nature of expenditures required to maintain the effective functioning of the HRLG, within approved budget levels and the adequacy of current funds; and
  • succeeds the Advisory Committee Chair upon the completion of the term of office.

Section 3: Vice President

The Vice President serves in the absence of the President and shall carry out such duties as delegated by the President.  The Vice President

  • attends quarterly NAHRLN meetings
  • oversees the bi-annual review of the bylaws
  • check in with working committees as needed
  • serves as a liaison for community outreach activities; and
  • succeeds the President upon the completion of the term of office.

Section 4: Secretary

The Secretary

  • prepares and maintains an official record of all official meetings and business including ensuring essential records are preserved, defining a records retention schedule, and maintaining a repository of organizational correspondence
  • is responsible for the creation and execution of HRLG partnerships
    • leads the Nominating Committee including gathering a proposed slate of officers to be presented to the membership. The process will be as follows:
      • in early March, correspondence goes out to the membership listing open positions and asking for nominations by mid-April with a reminder sent at the beginning of April
      • criteria for inclusion on the slate are being actively engaged in HRLG by attending meetings, being on a committee, or being a chair or co-chair of a committee
      • people may self-nominate
      • nominations must be submitted to the Secretary by April 15th
      • slate is evaluated by the Board to be presented to the Membership in the month of May for electronic voting.

Section 5: Treasurer

The Treasurer

  • monitors financial information and reports status to Board at regularly scheduled meetings
  • recommends long and short-term money management strategies
  • manages accounts receivable and payables
  • manages and maintains bank accounts/CDs
  • collects and deposits funds
  • prepares annual budget
  • produces financial statements (monthly and annually) and reports to board
  • reports financial status to members annually
  • works closely with accounting firm in preparation of year-end financial statements, 990, 1099 and other tax filings
  • manages annual reviews/audits of HRLG financial reports via a third party firm
  • affirms compliance with state and federal regulations and reporting; and
  • suggests appropriate financial authorization procedures, i.e., signing authority and approval limits.

Article V: ELECTION OF OFFICERS

Section 1: Terms of Office

The terms of office shall be for a two-year period commencing August 1 following the date of the election of officers (odd numbered years).

Section 2: Nominating Committee

The Nominating Committee shall consist of the President, Vice President, Secretary, and Treasurer. The Secretary will be the Chair of the Nominating Committee.

The Nominating Committee shall meet annually, and in advance of the May meeting, solicit nominations from the membership for the appropriate offices and vacancies. The Nominating Committee will develop a proposed slate of nominations for new Officers to be voted on and presented to the membership electronically. Officers will be elected by the majority of members no later than June 30 of the election year.

All nominees must be current members of the HRLG. An individual member may not be nominated for more than one office. If, through the nomination process, a person is identified as a candidate for more than one office, that individual’s name will be placed in nomination to the office mutually agreed upon between the nominee and the Nominating Committee.

Elected officials will assume office as of August 1 following their election.

Interim Board vacancies will be filled by a majority vote of the existing Board members.

Article VI: COMMITTEES 

Standing Committees: The committees of the HRLG shall include Programming, Membership, Member Experience, Finance, Business Development/Sponsorship, and other committees as deemed necessary by the Board of Directors of the HRLG.

Nominating Committee: Membership and functioning of the Nominating Committee are detailed in Article V.

Executive Committee: During the period between regularly scheduled Board of Directors meetings, the President, Vice President, Secretary, and Treasurer of the HRLG shall be empowered to act for the Board of Directors as the Executive Committee.

Advisory Committee: The two most recent past Presidents may serve on the Advisory Committee and will provide historical guidance and context to aid in decision-making by the Board of Directors.

Ad Hoc Committees: The Board may appoint ad hoc committees based upon need and are generally short-term committees. Ad hoc committee chairs will serve on the Board as voting members during their term as chairs.

Article VII: AFFILIATIONS AND ASSOCIATIONS

The Board of Directors shall approve special associations with organizations serving to benefit the purpose of the HRLG as described in Article II.

Article VIII: INCORPORATION   

Incorporation of the HRLG may be deemed necessary at some point in time to maintain the orderly function of the HRLG. Incorporation will require the approval of the Board of Directors.

Recommendations on incorporation of the HRLG shall be the responsibility of the President or President’s designee.

Article IX: RATIFICATION AND AMENDMENTS  

Section 1: Approvals

These bylaws and any proposed amendments must be approved by the Board of Directors

Section 2: Proposed Amendments

Amendments to these bylaws may be proposed by the Board of Directors of the HRLG.

Section 3: Dissolution

Upon the dissolution of the organization, the Board of Directors shall, after paying or making provisions for payment of all the liabilities of the organization, dispose of all the assets of the organization exclusively for the organization in such manner, or to such organization or organizations operated exclusively for charitable, educational, religious, or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501c(6) of the Internal Revenue Code of 1954 (or the corresponding provision of any future United States Internal Revenue Law), as the Board of Directors shall determine.

Section 4:

These bylaws are to be adopted by all members of HRLG. It is reviewed annually and voted upon by the Board.

Original bylaws adopted on:                         April 26, 1989

Original bylaws copy                                      Dennis Lekan, President

Verified as true:                                               April 26, 1989

 

Amended, restated and                                Brad Neary, President

Verified as true:                                              September 18, 1997

 

Amended, restated and                                 Nikki Bondi, President

Verified as true:                                               2002

 

Amended, restated and                                Janine M. Valvoda, President

Verified as true:                                              November 29, 2018

 

Amended, restated and                                 Patti Flauto, President

Verified as true:                                               April 25, 2024

 

Amended, restated and                                Lauren Rudman

Verified as true:                                             December 8, 2025